Moneyboxx Finance Ltd Directors Report.

To the Members,

Your directors are pleased to present the Twenty-Seventh Annual Report on the business and operations of the Company together with the Audited Financial Statements for year ended March 31, 2021.

FINANCIAL AND OPERATIONAL HIGHLIGHTS:

A summary of the Companys financial results for the Financial Year 2020-21 is as under:-

(Figures in INR Lakhs)

PARTICULARS Current Financial Year (2020-21) Previous Financial Year (2019-20)
Revenue from Operations 1100.82 412.22
Other Income - -
Profit/loss before Depreciation, Finance Costs, Comprehensive items and Tax Expense 58.18 (205.41)
Less: Depreciation/Amortisation/Impairment 81.41 54.40
Profit/Loss before Finance Costs, Comprehensive items and Tax Expense (23.23) (259.81)
Less: Finance Cost 365.29 81.17
Profit/Loss before Comprehensive items and Tax Expense (388.52) (340.98)
Less: Tax Expense (Current & Deferred) (91.19) 13.82
Profit/loss for the year (1) (297.33) (354.80)
Add/(less): Comprehensive items (0.19) -
Profit/Loss after Tax Expense & Other Comprehensive Item (297.52) (354.80)
Retained earnings as at the beginning of the year (359.54) (4.73)
Retained earnings before appropriations (657.06) (359.53)
Appropriations
Less: Transfer to reserve fund u/s 45-IC(1) of the RBI Act, 1934 - -
Less: Dividend paid on Equity Shares - -
Less: Dividend Distribution Tax - -
Less: Other Appropriation - 0.01
Retained earnings as at the end of the year (657.06) (359.54)
Earnings per share (Face value of Rs.10/-)
- Basic (Rs.) (1.48) (1.77)
- Diluted (Rs.) (1.48) (1.77)

COMPANYS PERFORMANCE

The Revenue from operations for the year under review is INR 1100.82 lakhs (Previous Year: INR 412.22 lakhs) registering a growth of 167.04% over the previous year. The Operating Loss stood at INR 388.52 lakhs.

Disbursements during FY21 though grew strong by 63.5% to INR 5,544 lakhs compared to INR 3,391 lakhs in FY20, they were very negatively impacted by COVID-19 in H1FY21. The profit after tax for the year under review was (Rs. 297.52 Lakh).

Your Company diversified its funding sources by adding 7 new lenders in Q4FY21 and total 12 new lenders in FY21, taking the total lender count to 14 as of March 2021. New lenders in FY21 included reputed names - AU Small Finance Bank, Ambit Finvest, Ashv Finance, BlackSoil Capital, Caspian Debt, Hinduja Leyland Finance, Capri Global, InCred, UC Inclusive Credit and others. Total debt raise was INR 4150 lakhs in FY21 which was lower than expected largely due to cautious approached followed by lenders due to pandemic, but in line with business growth. Continued support from the existing lenders and addition of new lenders demonstrate the confidence of the lenders in the Companys credit processes, asset quality, collection efficiency and the management team.

Companys performance in detail cover in Management Discussion & Analysis.

CIRCULATION OF ANNUAL REPORTS IN ELECTRONIC FORM

The Ministry of Corporate Affairs ("MCA") and the Securities and Exchange Board of India have permitted listed companies to send the Notice of the Annual General Meeting ("AGM") and the Annual Report to the shareholders by email only in view of prevailing COVID-19 pandemic situation and difficulties involved in dispatch of physical copies.

Pursuant to the General Circular Nos. 17/2020, 20/2020 and 02/2021 dated 13-April-2020, 5-May-2020 and 13-January- 2021 respectively issued by the MCA. Notice of the AGM along with the Annual Report 2020-21 is being sent only through electronic mode to those Members whose email addresses are registered with the Company/ Depositories. Members may note that the Notice and Annual Report 2020-21 will also be available on the Companys website at www.monevboxxfinance.com.

DIVIDEND

During the year under review, the Board of Directors of the Company has not recommended any dividend.

RESERVES

During the period under review, no amount has been transferred to reserves.

SHARE CAPITAL

The Authorized Share Capital of the Company as on March 31, 2021, stood at Rs. 25,00,00,000/- (2,50,00,000 equity shares of Rs. 10/- each) and the Issued, Subscribed and Paid-up Share Capital of the Company stood at Rs. 20,08,16,510 divided into 2,00,81,651 equity shares of Rs. 10/- each.

During the period under review, the Company has not made any allotment.

LISTING ON STOCK EXCHANGE

The shares of the Company are listed on Main Platform of BSE Limited. The listing fee for the financial year 2021-22 has been paid.

COVID-19 PANDEMIC IMPACT

The continuation of COVID-19 pandemic in the Financial Year 2020-21 has caused a huge disruption creating an unprecedented impact on the financial well-being of nations, corporations, and individuals. When the pandemic struck and led to nationwide lockdowns to curtail the transmission of virus, it was natural to fear that the global economy would stay in extreme stress of the kind not seen since the great depression and would have a long-lasting economic impact.

Although, multiple vaccines were found with impressive efficacy levels in less than a year. Announcement of successful development of vaccines seemed to lift spirits around the world. Unfortunately, the advent of winter saw several countries battle second waves of COVID-19 infections, including more virulent strains leading to partial lockdowns. The race between vaccines and variants is heating up as massive vaccination drives are underway. Much depends on blocking transmission and not just the disease. A detailed discussion on impact of COVID-19 on the NBFC sector and operations of the Company is covered in the ‘Management Discussion and Analysis.

CHANGE IN THE NATURE OF BUSINESS

During the period under review, there have been no such changes in the nature of business of the Company.

MATERIAL CHANGES AND COMMITMENT, IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY, HAVING OCCURRED SINCE THE END OF THE YEAR AND TILL THE DATE OF THE REPORT

There are no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this report.

CORPORATE SOCIAL RESPONSIBILITY

The provisions of section 135 of the Companies Act, 2013 in relation to the Corporate Social Responsibility (CSR) are not applicable to the Company. Therefore, such details on expenditure in CSR are not required to be provided in this Report.

HIGHLIGHTS OF PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES AND THEIR CONTRIBUTION TO THE OVERALL PERFORMANCE OF THE COMPANY

The Company does not have any subsidiary, associate, or joint venture company, therefore the statement containing the salient features of the financial statement of subsidiaries, associates or joint ventures under the first proviso to sub-section (3) of section 129 of the Companies Act, 2013 in Form AOC-1 is not applicable.

DIRECTORS AND KMP

During the year under review:

- Mr. Prashant Agarwal (DIN: 08019634) had resigned from the designation of Chief Financial Officer (CFO), Co-Chief Executive Officer (Co-CEO) of the Board w. e. f. June 29, 2020.

- Mr. Prashant Agarwal (DIN: 08019634) had resigned from the Directorship of the Company as Whole-time Director and KMP of the Company w.e.f. September 09, 2020.

- Mr. Mayur Modi (DIN: 08021679) was designated as Chief Financial Officer (CFO) of the Company w.e.f. June 29, 2020.

- Mr. Mayur Modi (DIN: 08021679) had resigned as Chief Financial Officer (CFO) of the Company w.e.f. September 15, 2020.

- Mr. Deepak Aggarwal (DIN: 03140334) Non-Executive - Non-Independent Director of the Company was appointed and redesignated as Whole-time Director of the Company and subsequently his appointment was approved by shareholders in the 26th Annual General Meeting to hold office for a term of 3 (three) consecutive years w.e.f. September 15, 2020,

- Mr. Deepak Aggarwal (DIN: 03140334) also designated as Chief Financial Officer (CFO), Co-Chief Executive Officer (Co-CEO) of the Company w.e.f. September 15, 2020.

- Mr. Atul Garg (DIN: 07093376) was appointed as additional Director in the Capacity of Non-Executive Director of the Company w.e.f. September 15, 2020, and whose directorship was regularized in the 26th Annual General Meeting held on December 21, 2020.

In the Extra-ordinary General Meeting held on January 03, 2019, members appointed Mr. Mayur Modi, as Co-CEO & Wholetime Director of the Company w.e.f. January 01, 2019 for the period of 3 year. The present term of Mr. Modi as Whole-time Director shall expire on December 31, 2021. Considering his rich experience and present role, the Board of Director recommends the re-appointment of Mr. Modi as Co-CEO & Whole-time Director for another term of 3(three) years w.e.f January 01, 2022.

Director retiring by rotation:

Pursuant to the requirements of section 152(6) (c) of the Companies Act, 2013 Mr. Atul Garg (DIN: 07093376), Director retires by rotation from the Board of Directors and, being eligible, offers himself for re-appointment.

The Board recommends the re-appointment of Mr. Atul Garg (DIN: 07093376) as Director of the Company retiring by rotation.

During the year under review, the non-executive directors of the Company had no pecuniary relationship or transactions with the Company.

Brief details of Directors proposed to be appointed / re-appointed as required under Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is duly provided in the Notice of the Annual General Meeting.

As on March 31, 2021, the Board of Directors of your Company consist of 6 Directors. Their details are as follows:

S. No. Name of Director Designation
1. Mr. Uma Shankar Paliwal Chairman and Independent Director
2. Ms. Ratna Dharashree Vishwanathan Independent Director
3. Mr. Deepak Aggarwal Whole-time Director Chief Financial Officer & Co- Chief Executive Officer (KMP)
4. Mr. Mayur Modi Whole-time Director Co- Chief Executive Officer (KMP)
5. Mr. Govind Gupta Non-Executive Director
6. Mr. Atul Garg Non-Executive Director

Key Managerial Personnel

As on March 31, 2021 Mr. Mayur Modi and Mr. Deepak Aggarwal are CO-CEOs & Whole-time Director(s) of the Company, Mr. Deepak Aggarwal designated as Chief Financial Officer and Ms. Radhika Garg as Company Secretary & Compliance Officer of the Company are the Key Managerial Personnel of your Company in accordance with the provisions of Sections 2(51) and 203 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Further, Ms. Bhanu Priya, is appointed as Company Secretary & Compliance Officer as key Managerial Personnel of the Company w.e.f. August 14, 2021 in place of Ms. Radhika Garg who had resigned w.e.f. August 05, 2021 (close of business hours).

NUMBER OF MEETINGS OF THE BOARD

The Board met 5 times during the financial year. The meeting details are provided in the Corporate Governance Report that forms part of this Annual Report. The maximum interval between any two meetings did not exceed 120 days, as prescribed in the Companies Act, 2013 except the meeting of the Board of Directors held on June 29, 2020. However, as per the general circular No. 11/2020, The mandatory requirement of holding meetings of the Board of the companies within the intervals provided in section 173 of the Companies Act, 2013, stands extended by a period of 60 days till next two quarters i.e., till September 30, 2020. Accordingly, as a one-time relaxation has been granted to the Companies and the gap between two consecutive meetings of the Board may be extend to 180 days till the next two quarters, instead of 120 days as required in the Act due to Covid-19 (Corona Virus) pandemic.

In view of the same, the period under review, your company is properly complied in reference to conduct Board meetings.

COMMITTEES OF THE BOARD

There are three (3) Statutory Committees constituted by the Board of the Company:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholder Relationship Committee

Full details pertaining to the composition, size, terms of reference etc. of the aforesaid mentioned Committees are included in the Corporate Governance Report, which is a part of this report.

DI RECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Act, the Board of Directors, to the best of its knowledge and ability, here by state and duly confirm that:

i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

ii) they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit & loss of the Company for the financial year 2020-21;

iii) they have 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

iv) they have prepared the annual accounts on a going concern basis.

v) they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

vi) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and are operating effectively

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declarations from the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed in Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations and there has been no change in the circumstances which may affect their status as independent director during the year.

The Board took on record the declaration and confirmation submitted by the independent directors regarding them meeting the prescribed criteria of independence, after undertaking due assessment of the veracity of the same in terms of the requirements of regulation 25 of the SEBI Listing Regulations.

POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

In adherence of Section 178(1) of the Companies Act, 2013, at present the Company has an appropriate mix of executive, nonexecutive and independent directors to maintain the independence of the Board and separate its functions of governance and management. As of March 31, 2021, the Board had six members, two of whom are executive Directors, two are non-executive and non-independent member and two non-executive independent directors. One of the Independent directors of the board is woman.

The policy of the company on directors appointment and remuneration, 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 is available on our website at www.monevboxxfinance.com/.

We affirm that the remuneration paid to the directors is as per the terms laid out in the Nomination and Remuneration Policy of the Company.

BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, Board Committees and individual directors pursuant to the provisions of the Act and SEBI Listing Regulations, 2015. 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 meetings, 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. In a separate meeting of independent directors, performance of non-independent directors and the board as a whole was evaluated, taking into account the views of executive directors and non-executive directors.

The entire performance evaluation process was completed to the satisfaction of Board.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively.

DEPOSITS

Your Company is registered with the Reserve Bank of India (RBI), as a Non-Deposit accepting NBFC under Section 45- 1A of the RBI Act, 1934. Your Directors hereby confirm that the Company has not accepted any public deposits during the year under review and it continues to be a non-deposit taking non- banking financial company in conformity with the guidelines of the RBI.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The discussion on financial performance with respect to the operational performance, review of operations, and prospects have been covered in the Directors Report. Management Discussion and Analysis Report and as prescribed under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are also presented in separate sections forming part of the Integrated Annual Report.

PARTICULAR OF EMPLOYEES

The information required under Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in separate annexure forming part of this Report as Annexure- A.

The statement containing particulars of employees as required under Section 197 of the Companies Act, 2013read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, will be provided upon request. In terms of Section 136 of the Companies Act, 2013, the Report and Accounts are being sent to the Members and others entitled thereto, excluding the information on employees particulars which is available for inspection by the members at the Registered Office of the Company during business hours on working days of the Company. If any member is interested in obtaining a copy thereof, such Member may write to the Company Secretary in this regard.

HUMAN RESOURCES

People of the company are its most essential and valuable assets. In a competitive market like today, the Company ceaselessly pertains on focusing to attract and retain the right talent. The Company also ensures to extend right opportunities to its employees for enhancing their potential in the right direction.

During the year, the Company had conducted structured familiar interactions between the employees of the Company and imparted programmes with regard to sharing information about the Companys long-term perspective, its growth along with the growth of employees.

CORPORATE GOVERNANCE

Pursuant to SEBI Listing Regulations, a separate chapter titled Corporate Governance Report has been included in this Annual Report, along with it, the certificate from the Secretarial Auditors of the Company confirming the compliance with regulations of corporate governance under the SEBI Listing Regulations is annexed to the Report on Corporate Governance and forms part of this Report.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has duly framed a Whistle Blower Policy to report genuine concerns or grievances & to provide adequate safeguards against victimization of persons who may use such mechanism.

There was no reporting made by any employee for violations of applicable laws and regulations and the Code of Conduct for the F.Y. 2020-21.

INTERNAL FI NANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the internal, statutory, and secretarial auditors and external consultants and the reviews performed by management and the relevant board committees, including the audit committee, the board is of the opinion that the Companys internal financial controls were adequate and effective during the financial year 2020-21.

AUDIT AND AUDITORS

(a) Statutory Auditor

In terms of section 139 of the Act, Gaur & Associates, Chartered Accountants (Firm Registration No. 005354C) were appointed as statutory auditors at the AGM held on September 30, 2019 of the Company to hold office from the conclusion of the 25th AGM till the conclusion of the 30th AGM for the financial year starting from April 01, 2019 to March 31, 2024. The statutory auditors have confirmed they are not disqualified from continuing as auditors of the Company.

The statutory audit report for the year 2020-21, is unmodified, does not contain any qualification, reservation or adverse remark or disclaimer by the statutory auditor.

(b) Secretarial Auditor

Pursuant to the provisions of Section 204 of the Act and rules made thereunder, the Company had appointed M/s Shashank Pashine & Associates, (partner at Juris Consultants Private Limited) having Membership No. A40278 and CP. No. 21229 to undertake the Secretarial Audit of the Company. The Secretarial Audit Report for the financial year ended as on March 31, 2021 is annexed as Annexure- B and forms an integral part of this Report.

The Secretarial Audit Report for the year 2020-21, is unmodified, does not contain any qualification, reservation or adverse remark or disclaimer by the Secretarial Auditor.

COST AUDIT

The provisions of Section 148 read with the Cost Audit Rules and Cost Audit is not applicable to the Company.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return as on March 31, 2021 is available on the Companys website on www.moneyboxxfinance.com.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

The Company, being a non-banking financial company registered with RBI and engaged in the business of giving loans, is exempt from the provisions of section 186 of the Act in respect of loans and guarantees. Accordingly, the disclosures of the loans given as required under the aforesaid section have not been made in this Report.

RELATED PARTY TRANSACTIONS

During the year 2020-21, pursuant to section 177 of the Act and regulation 23 of SEBI Listing Regulations, all RPTs were placed before the Audit Committee for its prior approval. These were reviewed by the Audit Committee periodically. Details of transactions with related parties during the year under review are provided in the notes to the financial statements. All related party transactions during the year were conducted at arms length and were in the ordinary course of business.

Further, there being no material RPTs as defined under regulation 23 of SEBI Listing Regulations, there are no details to be disclosed in form AOC-2 in that regard. The Directors draw attention of the members to Note No. 27 of the Notes to the Financial Statements which sets out related party transactions.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS / OUTGO

Particulars regarding conservation of energy & technology absorption as required to be disclosed pursuant to the Rule 8(3) of the Companies (Accounts) Rules, 2014 are as under.

(A) Conservation of Energy-
(i) the steps taken or impact on conservation of energy The Companys operations involve low energy consumption and wherever possible, energy conservation measures have already been implemented.
(ii) the steps taken by the company for utilising alternate sources of energy Efforts to conserve and optimize the use of energy through improved operational methods and other mean will continue as an on-going basis.
(iii) the capital investment on energy conservation equipments NA
(B) Technology absorption-
(i) the efforts made towards technology absorption Since the company is primarily engaged in NBFC activities the minimum technology required for the business has been absorbed.
(ii) the benefits derived like product improvement, cost reduction, product development or import substitution NA
(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)- NA
(a) the details of technology imported;
(b) the year of import;
(c) whether the technology been fully absorbed;
(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and
(iv) the expenditure incurred on Research and Development. NA

(C) Foreign exchange earnings and Outgo-:

There were no foreign exchange earnings and outgo during the year under review (previous year): NIL

RISK MANAGEMENT

Information on the development and implementation of a Risk Management Policy for the Company including identification, assessment and control of elements of risk, which in the opinion of the Board may threaten the existence of the Company. The Management identifies and controls risks through a properly defined framework in terms of the aforesaid policy.

REPORTING OF FRAUDS BY AUDITORS

During the year under review, neither the statutory auditors nor the secretarial auditor has reported to the Audit Committee or the Board, under Section 143 (12) of the Act, any instances of fraud committed against the Company by its officers or employees, the details of which would need to be mentioned in the Boards Report.

SECRETARIAL STANDARDS OF ICSI

The Company has complied with the requirements prescribed under the Secretarial Standards on meetings of the board of directors (SS-1) and general meetings (SS-2) read with the MCA circulars granting exemptions in view of the COVID-19 pandemic.

RBI GUIDELINES

The Company Continues to comply with all the applicable regulators prescribed by the Reserve Bank of India from time to time.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant and material orders passed by the Regulators or Courts or Tribunals which would impact the going concern status and the Companys future operations.

DISCLOSURES UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016

Your Company has neither filed any application nor any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the reporting year, hence no disclosure is required under this section. Further, there are no details required to be reported with regards to difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions as your Company has not done any settlement with any Bank or Financial Institutions.

DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has duly adopted a policy on prevention, prohibition and Redressal of Sexual harassment at workplace and has duly constituted an Internal Complaints Committee in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules there under.

The Company has not received any complaints on sexual harassment during the year.

ACKNOWLEDGEMENT

The Directors express their sincere gratitude to the Reserve Bank of India, Securities and Exchange Board of India, BSE Limited, Ministry of Finance, Ministry of Corporate Affairs, Registrar of Companies, other government and regulatory authorities, lenders, financial institutions and the Companys bankers for the ongoing support extended by them. The Directors also place on record their sincere appreciation for the continued support extended by the Companys stakeholders and trust reposed by them in the Company. The Directors sincerely appreciate the commitment displayed by the employees of the across all levels, resulting in successful performance during the year.

By order and on behalf of the Board
Moneyboxx Finance Limited
Sd/- Sd/-
(Mayur Modi) (Deepak Aggarwal)
Co- CEO & Whole-time Director Co- CEO & Whole-time Director
DIN:08021679 DIN:03140334
Date: August 14, 2021 Place: Delhi