|
To,
The Members,
The Directors are pleased to present the 32nd Board Report of Interactive
Financial Services Limited ("the Company") on the Business and Operations of
your Company together with the Audited Standalone Financial Statements of the Company for
the financial year ended March 31, 2026.
The Annual Report provides a comprehensive review of the Company's business operations,
financial performance, and key developments during the year under review. The accompanying
audited financial statements present a true and fair view of the Company's financial
position and performance for the financial year ended March 31, 2026, in accordance with
the applicable provisions of the Companies Act, 2013. The Directors believe that this
report offers the shareholders a comprehensive understanding of the Company's operational
and financial performance, significant achievements, corporate governance practices, and
future outlook.
FINANCIAL SUMMARY AND HIGHLIGHTS
The Standalone Audited Financial Statements of your Company for the financial year
ended March 31, 2026, have been prepared in accordance with the applicable Companies
(Indian Accounting Standards) Rules, 2015 (Ind AS), prescribed under section 133 of the
Companies Act, 2013 and other recognized accounting practices and policies to the extent
applicable, the requirements of Regulation 33 of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI
Listing Regulations"), and other applicable provisions of the Companies Act, 2013
("the Act").
The key highlights of the Company's standalone financial performance for the financial
year ended March 31, 2026, are summarized below:
| Particulars |
2025-26 |
2024-25 |
| Revenue from Operations |
737.06 |
740.81 |
| Other Income |
99.03 |
110.32 |
| Total Income |
836.09 |
851.13 |
| Profit before Depreciation, Finance Costs, Exceptional Items and Tax Expense |
493.57 |
407.47 |
| Less: Depreciation/ Amortization/ Impairment |
4.70 |
1.83 |
| Profit before Finance Costs, Exceptional Items and Tax Expense |
488.87 |
405.64 |
| Less: Financial Costs |
6.01 |
12.30 |
| Profit before Exceptional Items and Tax Expense |
482.86 |
393.34 |
| Add/(less): Exceptional items |
- |
- |
| Profit before Tax Expense |
482.86 |
393.34 |
| Less: Tax Expense (Current & Deferred) |
135.00 |
108.00 |
| Profit for the year (1) |
349.45 |
285.35 |
| Other Comprehensive Income/loss (2) |
1.32 |
109.74 |
| Total (1+2) |
350.77 |
395.09 |
| Earning per equity share (for continuing operation) |
5.04 |
6.77 |
STATE OF THE COMPANY'S AFFAIRS
Revenue from operations is Rs. 737.06 Lakhs as against Rs. 740.81 Lakhs in the previous
year showing a Decline of Rs 3.75 Lakhs. The other income in the current year stands Rs.
99.03 Lakhs as against Rs. 110.32 Lakhs in the previous year.
The Profit before Tax for the current year is Rs. 482.86 Lakhs as against Rs. 393.34
Lakhs in the previous year showing a Growth of Rs. 89.52 Lakhs.
The Profit after Tax (PAT) for the current year is Rs. 349.45 Lakhs as against the
profit of Rs. 285.35 Lakhs in the previous year showing a growth of Rs. 64.10 Lakhs.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY
There are no material changes and commitments affecting the financial position of the
Company, which have occurred between the end of the financial year 2025-26 and the date of
this Report expect the changes provided in this report.
TRANSFER TO RESERVES
The Board of Directors of your company, has decided not to transfer any amount to the
Reserves for the year under review. DIVIDEND
With a view to conserving resources for the future growth and expansion of the Company,
the Board of Directors has not recommended any dividend for the financial year 2025-26.
THE CHANGE IN THE NATURE OF BUSINESS.
During the year under review, the Company has not changed its business or object and
continues to be in the same line of business as per the main object of the Company.
CHANGE IN REGISTERED OFFICE
During the year, there was no change in Registered Office of the Company.
BUSINESS OVERVIEW
Our Company is engaged in the business of Investment Banking and Financial activities.
For the Investment banking activity, Our Company is registered with SEBI having
Registration No. INM000012856 dated September 27, 2021 as Category-I Merchant Banker. We
provide services in various areas of capital markets which include Merchant Banking
Services, and Corporate Advisory Services under one roof that and well diversified for
financial and advisory services in the areas of Capital Markets, Corporate Restructuring,
Valuations and other Merchant Banking Services. Our directors are having more than 2
decades of experience in the capital markets. We are actively working in Main Board IPOs,
SME IPOs, FPOs, valuation of companies for various transactions, migration to main board,
takeovers, buy back and business advisory.
For further details with respect to overview of the industry and important changes in
the industry during the last year, external environment and economic outlook please refer
Management Discussion and Analysis Report which forms part of this Annual Report.
CAPITAL STRUCTURE
Authorized Capital
As on March 31, 2026, The authorized share capital of the company is Rs 8,00,00,000/-
divided into 80,00,000 Equity Shares of Rs 10/- each.
Issued, Subscribed & Paid-up Capital
As on date of this report the issued, subscribed and paid-up share capital of your
Company stood at Rs. 6,93,01,300 comprising 69,30,130 Equity shares of Rs. 10/- each.
CREDIT RATING
During the period under review the company was not required to take credit rating.
INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
During the period under review, the provisions relating to Investor Education and
Protection Fund (IEPF) is not applicable to the company.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
The composition of the Board of Directors and KMP's of the Company as on March 31, 2026
is as follows:
| Name of the Director |
Category |
| 1. Mr. Pradip Sandhir |
Managing Director and Chief Financial Officer |
| 2. Mr. Mayur Parikh |
Executive Director |
| 3. Ms. Rutu Sanghvi |
Non- Executive Independent Director |
| 4. Mr. Raghav Jobanputra |
Non- Executive Independent Director |
| 5. Mr. Monil Shah |
Non- Executive Independent Director |
| 6. Ms. Jaini Jain |
Company Secretary and Compliance Officer |
Retirement by rotation and subsequent re-appointment:
Mr. Mayur Parikh (DIN: 00005646), Executive Director, is liable to retire by rotation
at the ensuing Annual General Meeting, pursuant to Section 152 and other applicable
provisions, if any, of the Companies Act, 2013, read with the Companies (Appointment and
Qualification of Directors) Rules, 2014 (including any statutory modification(s) or
reenactments) thereof for the time being in force), and being eligible have offered
himself for re-appointment.
Appropriate business for his re-appointment is being placed for the approval of the
shareholders of the Company at the ensuing AGM. The brief resume of the Director and other
related information has been detailed in the Notice convening the ensuing AGM of the
Company.
In terms of Regulation 36(3) of SEBI (LODR) Regulations, 2015, brief resume in respect
of the Director who is retiring by rotation and proposed to be re-appointed, is provided
in the Notice convening the 32nd AGM of the Company.
CHANGE IN BOARD COMPOSITION
During the period under review, there is no changes in the board composition.
Changes in Board Composition after end of financial Year.
There is No changes in board composition after end of financial year 2025-26.
Key Managerial Personnel
During the year under review, there was no change in the Key Managerial Personnel of
the Company.
Hence, as per the provisions of Sections 2(51) and 203 of the Companies Act, 2013 read
with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, As
on the date of this report, Mr. Pradip Sandhir, Managing Director and Chief Financial
Officer and Ms. Jaini Jain, Company Secretary, are the key managerial personnel of the
Company.
Further, being SEBI Registered Category - I Merchant Banker, Ms. Pooja Shah and Ms.
Jaini Jain are the KMP and Mr. Mayur Parikh as Principal officer under SEBI (Merchant
Banker) Regulations, 1992. Mr. Ayush Sharma resigned as KMP w.e.f. April 30, 2026
DECLARATION BY INDEPENDENT DIRECTORS
The Company has received declarations from all the Independent Directors confirming
that they continue to meet the criteria of independence as prescribed under Section 149(6)
of the Companies Act, 2013 ("the Act") and Regulation 16(1)(b) of the Securities
and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 ("Listing Regulations"). The Independent Directors have also confirmed
compliance with the provisions of Schedule IV to the Act and the Company's Code of
Conduct.
The Independent Directors have further confirmed that they are not aware of any
circumstances or situations that exist or may reasonably be anticipated to impair or
impact their ability to discharge their duties with an objective and independent judgment
or without any external influence.
In accordance with Section 149(7) of the Act, the requisite declarations have been
received from all the Independent Directors. Further, all the Independent Directors of the
Company have registered their names in the Independent Directors' Databank maintained by
the Indian Institute of Corporate Affairs ("IICA").
Based on the declarations received and after carrying out the prescribed assessment,
the Board is of the opinion that all the Independent Directors possess the requisite
integrity, qualifications, experience, expertise and proficiency and fulfil the conditions
specified under the Act and the Listing Regulations. The Board further confirms that the
Independent Directors are independent of the Management and continue to discharge their
duties and responsibilities effectively.
A separate meeting of Independent Directors was held on February 13, 2026 to review the
performance of Non-Independent Directors and Board as whole and performance of Chairperson
of the Company including assessment of quality, quantity and timeliness of flow of
information between Company management and Board.
NUMBER OF MEETINGS OF THE BOARD AND ITS COMMITTEES
The details of the meetings of Board of directors and its committees convened during
the Financial Year 2025-2026 are set out in the Corporate Governance Report, which forms
part of this Report.
BOARD COMMITTEES
There are various committees constituted as stipulated under the Companies Act, 2013
and SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 namely Audit
Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee.
Brief details pertaining to composition, terms of reference, meetings held and attendance
thereat of these Committees during the financial year 2025-26 has been enumerated in
Corporate Governance Report.
AUDIT COMMITTEE RECOMMENDATIONS
During the year, all recommendations of Audit Committee were approved by the Board of
Directors.
NOMINATION AND REMUNERATION POLICY
The Board has, on the recommendation of the Nomination & Remuneration Committee,
formulated a policy on appointment and remuneration of Directors, Key Managerial personnel
and Senior Management personnel, including the criteria for determining qualifications,
positive attributes, independence of a director and other matters, as required under
sub-section (3) of Section 178 of the Companies Act, 2013.
Nomination and Remuneration Policy in the Company is designed to create a
high-performance culture. It enables the Company to attract motivated and retained
manpower in competitive market, and to harmonize the aspirations of human resources
consistent with the goals of the Company. The Company pays remuneration by way of salary
to its Executive Directors and Key Managerial Personnel. Annual increments are decided by
the Nomination and Remuneration Committee within the salary scale approved by the members
and are effective from April 01, of each year.
The Nomination and Remuneration Policy, as adopted by the Board of Directors, is placed
on the Company's website at http://ifinservices.in/pdf/Nomination and Remuneration
Policy.pdf
EVALUATION OF THE PERFORMANCE OF THE BOARD, COMMITTEES AND INDIVIDUAL DIRECTORS
The Board of Directors has carried out an annual evaluation of its own performance,
board committees and individual directors pursuant to the provisions of Section 134(3) (p)
the Companies Act, 2013 read with Rule 8(4) of the Companies (Accounts) Rules, 2014, and
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 in the following manners;
The performance of the board was evaluated by the board, after seeking inputs from all
the directors, on the basis of the criteria such as the board composition and structure,
effectiveness of board processes, information and functioning etc. The performance of the
committees was evaluated by the board after seeking inputs from the committee members on
the basis of the criteria such as the composition of committees, effectiveness of
committee meetings, etc.
The board and the nomination and remuneration committee reviewed the performance of the
individual directors on the basis of the criteria such as the contribution of the
individual director to the board and committee meetings like preparedness on the issues to
be discussed, meaningful and constructive contribution and inputs in meetings, etc. In
addition, the chairman was also evaluated on the key aspects of his role.
Separate meeting of independent directors was held to evaluate the performance of
non-independent directors, performance of the board as a whole and performance of the
chairman, taking into account the views of executive directors and nonexecutive director
Performance evaluation of independent directors was done by the entire board, excluding
the independent director being evaluated.
REMUNERATION OF DIRECTORS AND EMPLOYEES OF THE COMPANY
The information required under Section 197(12) of the Companies Act, 2013 read with
Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
in respect of Directors/employees of the Company is set out in "Annexure - [1]"
of this report.
SUBSIDIARY/JOINT VENTURES/ ASSOCIATE COMPANY
During the period under review, your company do not have any subsidiary, joint venture
and associate company. DIRECTORS' RESPONSIBILITY STATEMENT
In terms of the requirements of Section 134(3)(c) read with Section 134(5) of the
Companies Act, 2013, in relation to financial statements of the Company for the year ended
31 March 2026, the Board of Directors to the best of their knowledge and ability, confirm
that:
a) In the preparation of the annual accounts for the financial year ended 31st
March, 2026, the applicable accounting standards have been followed and there are no
material departures from the same;
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 as at 31st March, 2026 and of
the profit and loss of the Company for the financial year ended 31st March,
2026;
c) The Directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the 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 for the financial year ended March 31,
2026 on a going concern basis;
e) The Directors had laid down 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 are adequate and operating effectively.
INTERNAL FINANCIAL CONTROLS SYSTEMS AND THEIR ADEQUACY
The Company has an effective internal control system, which ensures that all the assets
of the Company are safeguarded and protected against any loss from unauthorized use or
disposition.
The Internal Auditors of the Company carry out review of the internal control systems
and procedures. The internal audit reports are reviewed by Audit Committee.
The Company has also put in place adequate internal financial controls with reference
to the financial statements commensurate with the size and nature of operations of the
Company. During the year, such controls were tested and no material discrepancy or
weakness in the Company's internal controls over financial reporting was observed.
During the year no reportable material weakness in the design or operation were
observed.
PUBLIC DEPOSITS
During the year under review, Company has not accepted any deposit within the meaning
of Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of
Deposits) Rules, 2014. Further, Company does not have any deposit which is in violation of
Chapter V of the Act.
LOANS TAKEN FROM DIRECTORS OF THE COMPANY
During the year under review, the Company has not taken loans from any directors of the
Company.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
The details of Loans, guarantee and Investments covered under the provisions of Section
186 of the Act are given in the Notes to the Financial Statements forming part of Annual
Report.
RELATED PARTY TRANSACTIONS
During the FY 2025-26, Company has not entered into any transactions with related
parties as defined under Section 188 of the Companies Act, 2013. As per IND AS 24 company
had entered into some transactions with related party which were in the ordinary course of
business. The details of the related party transactions as required under IND AS - 24 are
set out in Notes to the financial statements.
During the Financial Year 2025-26, all transactions with Related Parties were
undertaken at arm's length basis and in the ordinary course of business and were in
compliance with the applicable provisions of the Companies Act, 2013 ("Act") and
the rules made thereunder, the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("Listing Regulations") and the Company's Policy on Related
Party Transactions.
During the Financial Year under review, the Company has not entered into material
Related Party Transactions in accordance with the applicable provisions of the Act and the
Listing Regulations. Therefore, The details of the contracts or arrangements with Related
Parties referred to in Section 188(1) of the Act, in the prescribed Form AOC-2 are not
annexed to this Report.
The Company has formulated a policy on related party transactions, the same is
available on Company's website at http://ifinservices.in/pdf/Related Party Transaction
Policy.pdf
Pursuant to Regulation 23 of the Listing Regulations, the Company has made the
requisite disclosures of Related Party Transactions to the Stock Exchanges in the
prescribed manner and within the applicable timelines.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
The provisions relating to the corporate social responsibility are not applicable to
the company during the Financial Year 2025-26.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The information on conservation of energy technology absorption and foreign exchange
earnings and outgo stipulated under Section 134(3)(m) of the Act read with Rule 8 of The
Companies (Accounts) Rules 2014:
| A Conservation of Energy |
Comments |
| The steps taken or impact on conservation of energy |
The Company has taken measures and applied strict control system to monitor day to day
power consumption, to endeavor to ensure the optimal use of energy with minimum extent
possible wastage as far as possible. The day-to-day consumption is monitored in various
ways and means are adopted to reduce the power consumption in an effort to save energy |
| The steps taken by the Company for utilizing alternate sources of energy |
The Company has not taken any step for utilizing alternate sources of energy. |
| The capital investment on energy conservation equipment |
During the year under review, Company has not incurred any capital investment on
energy conservation equipment. |
| B Technology Absorption |
|
| The effort made towards technology absorption |
None |
| The benefit derived like product improvement, cost reduction, product development or
import substitution: |
|
| in case of imported technology (imported during the last three years reckoned from the
beginning of the financial year) |
|
| a. The details of technology imported: |
|
| b. The year of import: |
|
| c. Whether the technology has been fully absorbed |
|
| d. If not fully absorbed, areas where absorption has not taken place, and the
reasons thereof; and |
|
| e. The expenditure incurred on Research and Development |
|
| C Foreign Exchange Earnings and Outgo |
|
| The Foreign Exchange earned in terms of actual inflows during the year |
NIL |
| The Foreign Exchange outgo during the year in terms of actual outflows |
NIL |
RISK MANAGEMENT POLICY
A well-defined risk management mechanism covering the risk mapping and trend analysis,
risk exposure, potential impact and risk mitigation process is in place. The objective of
the mechanism is to minimize the impact of risks identified and taking advance actions to
mitigate it. The mechanism works on the principles of probability of occurrence and
impact, if triggered. A detailed exercise is being carried out to identify, evaluate,
monitor and manage both business and non-business risks. At present, the Company has not
identified any element of risk which may perceptibly threaten the existence of the
Company.
The Audit Committee has additional oversight in the area of financial risks and
controls. Major risks identified by the business and functions are systematically
addressed through mitigating actions on continuing basis. There are no risks, which in the
opinion of the Board threaten the existence of the Company.
DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM, WHISTLE BLOWER POLICY AND AFFIRMATION THAT
NO PERSONNEL HAVE BEEN DENIED ACCESS TO THE AUDIT COMMITTEE.
The Company has established a vigil mechanism and accordingly framed a Whistle Blower
Policy. The policy enables the employees to report to the management instances of
unethical behaviour actual or suspected fraud or violation of Company's Code of Conduct.
Further the mechanism adopted by the Company encourages the Whistle Blower to report
genuine concerns or grievances and provide for adequate safe guards against victimization
of the Whistle Blower who avails of such mechanism and also provides for direct access to
the Chairman of the Audit Committee in exceptional cases. The functioning of vigil
mechanism is reviewed by the Audit Committee from time to time.
The Company hereby affirms that no Director/ employee have been denied access to the
Chairman of the Audit Committee and that no complaints were received during the year. The
Whistle Blower Policy has been disclosed on the Company's website under the weblink
https://ifinservices.in/pdf/WHISTLE BLOWER POLICY.pdf and has been circulated to all the
Directors / employees.
SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS
There are no significant/material orders passed by the Regulators, Courts, Tribunals,
Statutory and quasi-judicial body impacting the going concern status of the Company and
its operations in future.
AUDITORS
STATUTORY AUDITOR
M/s. B. T. Vora & Co., Chartered Accountants, were appointed as Statutory Auditors
of the company at the 29th AGM held on September 27, 2023 for the second term
of five consecutive financial years.
The Statutory Auditors' Report on the Standalone Financial Statements of the Company
for the financial year ended March 31, 2026, forms part of this Annual Report. The Audit
Reports issued by the Statutory Auditors contain an unmodified opinion and are
self-explanatory. They do not contain any qualification, reservation, adverse remark or
disclaimer. Further, the Statutory Auditors have not reported any fraud under Section
143(12) of the Companies Act, 2013.
SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Director
and Shareholders of the company appointed Ms. Insiya Nalawala, proprietor of M/s Insiya
Nalawala & Associates, Practicing Company Secretary (Membership No. FCS 13422), to
conduct the Secretarial Audit of the Company for the year ended March 31, 2026. The
Secretarial Audit Report in prescribed Format Form MR-3 is annexed herewith as
"Annexure [2]".
INTERNAL AUDITOR
M/s S. J. Bhesaniya & Co, Chartered Accountants (FRN: 145775W) were appointed as
the Internal Auditor of the company for the FY 2025-2026 by the Board of Directors of the
Company in the Board Meeting held on May 29, 2025.
FRAUDS REPORTED BY THE AUDITOR
During the year under review, neither the Statutory Auditors, Internal Auditors, or the
Secretarial Auditors have reported to the Audit Committee, under Section 143 (12) of the
Act, any instances of fraud committed by the Company or against your Company by its
officers or employees, the details of which would need to be mentioned in the Boards'
report.
MAINTENANCE OF COST RECORD AND COST AUDIT
The Company is not required to maintain cost records as specified by the Central
Government under sub-section (1) of section 148 of the Companies act, 2013. Accordingly,
such accounts and records are not made and maintained by the Company.
COMPLIANCE WITH SECRETARIAL STANDARD
The Company has complied with Secretarial Standards 1 and 2 issued by the Institute of
Company Secretaries of India on Board meetings and General Meetings respectively.
CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENCY AND BANKRUPTCY
CODE, 2016 (IBC)
No corporate insolvency resolution process is initiated against the company under the
IBC.
IMPLEMENTATION OF CORPORATE ACTION
During the year under review, the company has not failed to implement any corporate
actions within the specified time limit.
ANNUAL RETURN
Annual Return i.e. Form MGT-7 can be accessed on the Company's website at
https://ifinservices.in/
MANAGEMENT DISCUSSION AND ANALYSIS REPORT (MDAR)
As per requirements of SEBI (LODR) Regulations, 2015, a detailed review of the
developments in the industry, performance of the Company, opportunities and risks, segment
wise and product wise performance, internal control systems, outlook etc. of the Company
is given under the head Management Discussion and Analysis Report, which forms part of
this Annual Report.
CORPORATE GOVERNANCE REPORT
The report on Corporate Governance along with a certificate from the Practicing Company
Secretary on its compliance for the Financial Year 2025-26, as per Regulation 34(3) read
with Schedule V of the SEBI (LODR) Regulations, 2015 forms part of the Annual Report.
THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS AS OF THE END OF THE
FINANCIAL YEAR:
Your Company neither made any application nor any proceeding pending under the
Insolvency and Bankruptcy Code, 2016 during the year.
DISCLOSURES AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013
To foster a positive workplace environment free from harassment of any nature we have
framed Prevention of Sexual Harassment Policy through which we address complaints of
sexual harassment at all workplaces of the Company. Our policy assures discretion and
guarantees non-retaliation to complainants. We follow a gender-neutral approach in
handling complaints of sexual harassment and we are compliant with the law of the land
where we operate. The Company is committed to creating and maintaining a safe and
conducive work environment to its employees without fear of sexual harassment,
exploitation and intimidation. Further, the company has complied with provisions relating
to the constitution of Internal Complaints Committee under the Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
During the year under review,
| Number of Complaints filed during FY 2025-26 |
NIL |
| Number of Complaints disposed of during FY 2025-26 |
NIL |
| Number of Complaints pending for FY 2025-26 |
NIL |
MATERNITY BENEFIT ACT, 1961
During the Financial Year 2025-2026, the company is in compliance with the provisions
of Maternity Benefit Act, 1961. SEBI COMPLAINTS REDRESS SYSTEM (SCORES)
The investor complaints are processed in a centralized web-based complaints redress
system. The salient features of this system are centralized database of all complaints,
online upload of Action Taken Reports (ATRs) by the concerned companies and online viewing
by investors of actions taken on the complaint and its current status. Your Company has
been registered on SCORES and makes every effort to resolve all investor complaints
received through SCORES or otherwise within the statutory time limit from the receipt of
the complaint. The Company has not received any complaint on the SCORES during financial
year 2025-26 Link: https://scores.sebi.gov.in.
CODE OF CONDUCT FOR PROHIBITION OF INSIDER TRADING
The Board of Directors has adopted the Insider Trading Policy in accordance with the
requirement of the Securities & Exchange Board of India (Prohibition of Insider
Trading) Regulations, 2015. The Insider Trading Policy of the Company lays down guidelines
and procedures to be followed and disclosures to be made while dealing with shares of the
Company as well as consequences of disclosures to be made while dealing with shares of the
Company as well as consequences of violation. The Policy has been formulated to regulate,
monitor and ensure reporting of deals by employees and to maintain the highest ethical
standards of dealing in Company's shares.
The Insider Trading Policy of the Company covering the "Code of practices and
procedures for Fair disclosures of unpublished price sensitive information" is
available on the website at https: //ifinservice s .in/pdf/Code -PIT-Policy.pdf
Maintenance of Structured Digital Database ("SDD") has been mandatory since
April 1, 2019 in view of the relevant provisions under the SEBI (Prohibition of Insider
Trading) Regulations, 2015 (‘PIT Regulations'). The Company has installed SDD
Services. Company regularly updates entries in this software and submitted report to stock
exchange under Regulation 3(5) & (6) of PIT Regulations.
WEBSITE
As per Regulation 46 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations 2015, the Company has maintained a functional website namely
https://ifinservices.in containing basic information about the Company. The website of the
Company is containing information like Policies, Shareholding Pattern, Financial and
information of the designated officials of the Company who are responsible for assisting
and handling investor grievances for the benefit of all stakeholders of the Company.
GENERAL DISCLOSURE
Your Directors state that the Company has made disclosures in this report for the items
prescribed in section 134 (3) of the Act and Rule 8 of The Companies (Accounts) Rules,
2014 and other applicable provisions of the Act and Listing Regulations, to the extent the
transactions took place on those items during the year. Your Directors further state that
no disclosure or reporting is required in respect of the following items as there were no
transactions on these items during the year under review;
Issue of Equity Shares with differential rights as to dividend, voting or otherwise;
Issue of shares (including sweat equity shares) to employees of the Company under any
scheme and ESOP; There is no revision in the Board Report or Financial Statement.
CYBER SECURITY
The Company recognizes the critical importance of robust cyber security practices in
safeguarding its digital infrastructure, business continuity, confidential information,
and the interests of its stakeholders. In view of the evolving cyber threat landscape and
the increasing incidence of cyber-attacks globally, the Company continues to enhance its
technology controls and security architecture in line with emerging risks and industry
best practices.
During the Financial Year 2025-26, the Company further strengthened its cyber security
framework through the implementation of enhanced security protocols, regular vulnerability
assessments, periodic system audits, continuous network monitoring mechanisms, and
employee awareness aimed at mitigating cyber risks. The Company also maintains appropriate
access controls and data protection measures to ensure integrity and confidentiality of
information systems. There were no material cyber security incidents reported during the
Financial Year 2025-26.
STATEMENT OF DEVIATION OR VARIATION
Pursuant to Regulation 32 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("SEBI LODR Regulations"), a listed entity is required to
submit to the Stock Exchanges, on a quarterly basis, a statement indicating deviation(s)
or variation(s), if any, in the utilisation of proceeds raised through public issue,
rights issue, preferential issue, etc. In compliance with the said provisions, the
Statement of Deviation(s) or Variation(s), on a quarterly basis, was placed before the
Audit Committee for its review during the financial year under review.
The Statement of Deviation(s) or Variation(s) for the quarter ended March 31, 2026,
pertaining to the utilisation of proceeds raised through the Rights Issue of the Company,
was placed before the Audit Committee at its meeting held on May 29, 2026.
The Audit Committee noted that there was a deviation/variation in the utilisation of
the funds from the objects stated in the Letter of Offer in respect of the Rights Issue.
The deviation/variation was made pursuant to the approval obtained from the members of the
Company through Postal Ballot.
The details about the fund utilized object wise is as under:
| Original Object |
Modified Object, if any |
Original Allocation (Rs. In Lakhs) |
Modified allocation, if any |
Funds Utilised (Rs. In Lakhs) |
Amount of Deviation/Variation according to applicable object |
Remarks if any |
| Setting Up of Office Space |
Increase Networth of Company |
304.50 |
|
|
304.50 |
|
| Increase Networth of Company |
Not Applicable |
595.50 |
900 |
900 |
Not Applicable |
Not Applicable |
| General corporate purposes |
Not Applicable |
250 |
Not Applicable |
250 |
Not Applicable |
Not Applicable |
| Issue related Expenses |
Not Applicable |
25.11 |
Not Applicable |
10.68 |
Not Applicable |
Not Applicable |
| Total |
|
1175.11 |
|
1160.68 |
|
|
ACKNOWLEDGEMENT
Your Directors wish to place on record their sincere appreciation for significant
contributions made by the employees at all levels through their dedication, hard work and
commitment, enabling the Company to achieve good performance during the year under review.
Your Directors also take this opportunity to place on record the valuable co-operation
and support extended by the banks, government, business associates and the shareholders
for their continued confidence reposed in the Company and look forward to having the same
support in all future endeavor.
|