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Director's Report

Interactive Financial Services Ltd
Industry :  Finance & Investments
BSE Code
ISIN Demat
Book Value()
539692
INE064T01018
13.7546345
NSE Symbol
P/E(TTM)
Mar.Cap( Cr.)
N.A
17.08
69.72
EPS(TTM)
Face Value()
Div & Yield %
0.62
10
0
 
As on: Nov 02, 2026 11:19 AM

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.

   

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Attention Investor:

Prevent unauthorised transactions in your account Update your mobile numbers/email IDs with your stock brokers/Depository Participant.     KYC is one time exercise while dealing in securities markets - once KYC is done through a SEBI registered intermediary (broker, DP, ,Mutual ).    No need to issue cheques by investors while subscribing to IPO. Just write the bank account number and sign in the application form to authorise your bank to make payment in case of allotment. No worries for refund as the money remains in investor's account.