Gujarat Lease Financing Ltd Management Discussions

Industry structure and Developments

The Company had discontinued its business operation since long back and as such has not carried on any new business during the year under review.

Opportunities and Threats

The Company had discontinued its business operation since FY 1999-2000. The Management is not looking for suitable business opportunities to restart the operation in near future. Considering the present condition of the Company, no threats exist to the Company.

Segment-wise or Product-wise Performance

At present, the Company does not manufacture any products nor provide any services. Therefore, it is not required to provide segment wise or product wise performance of the Company.

Outlook

The Company do not envisage any new business opportunities in near future.

Risks and Concerns

The Company does not have any operational activities and income. However, the Company has income from other sources viz. interest on investments which may attract interest rate risk. The Company has made diversified investment in fixed deposit with banks to mitigate risks posed by external environment.

Internal control systems and their adequacy

During the year under review, the Company has appointed M/s. JMT & Co., Chartered Accountants, to carry out Internal Audit of the Company. The Internal Audit Reports are reviewed by the Audit Committee from time to time and no weakness was found in the existing internal control system. The present internal control mechanism is adequate looking to the size and the nature of the business of the Company. The Company has also laid down adequate internal financial controls.

Discussion on Financial Performance with respect to Operational Performance

The Company does not have any operational activities, hence the financial performance of the Company is not comparable with the operational performance during the year under review.

The following table sets forth details of significant changes in key financial ratios based on the standalone financials of the Company:

Particulars	FY 25	FY 24	Explanation of deviation
Current Ratio	1.39	15.44	Current ratio has decreased by 91.00% as compared to previous year
			because during the current financial year, the maturity profile of the fixed
			deposits with banks has undergone change and significant portion is now
			classified under "Other Non-Current Financial Assets" in comparison to
			fixed deposits classified under the head "Current Assets" in the previous
			resulting into variation in current ratio.

Apart from above mentioned ratio, there are no significant changes in other ratios of the Company. Formore detail, Note no. 35 to theFinancial Statements can be referred.

Material developments in Human Resources

During the year under review, no material developments occurred in Human Resources. Total number of employees was 3 (Three) as on March 31, 2025.

Cautionary statement

Certain statements in the Management Discussion and Analysis describing the Companys analysis and interpretations are forward-looking. Actual outcomes may vary from those expressed or implied. The Company assumes no responsibility to publicly amend, modify, update or revise any such statements on the basis of subsequent developments, information or events.

Details pertaining to remuneration as required under Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

1. Ratio of the remuneration of each Director to the median remuneration of the employees of the Company for FY 2024-25 and the percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer and Company Secretary during FY 2024-25 are as under:

Sr. Name No.	Designation	Ratio of Remuneration of Director to Median Remuneration of employees (Sub-clause (i) of Rule 5(1))	% Increase in Remuneration in FY 2024-25 (Sub-clause (ii) of Rule 5(1))
1. Animesh Mehta	Chairperson, Independent Director	0.16	7.69
2. Narayan Meghani	Independent Director	0.16	7.69
3. Raghuveer Parakh	Independent Director	0.16	7.69
4. Leena Katdare*	Non-Executive Director	Not Applicable	Not Applicable
5. Saurabh Mashruwala*	Non-Executive Director	Not Applicable	Not Applicable
6. Luna Pal*	Non-Executive Director	Not Applicable	Not Applicable
7. Anil Jhaveri	Chief Executive Officer	Not Applicable	5.00
8. Janak Mehta	Chief Financial Officer	Not Applicable	5.00
$
9. Parag Dave	Company Secretary	Not Applicable	Not Applicable
@
10. Meera Gudka	Company Secretary	Not Applicable	Not Comparable

* Do not draw any remuneration from the Company. $ Resigned w.e.f. November 30, 2024. @ Appointed w.e.f. February 17, 2025.

2. Sub-clause (iii) of Rule 5(1): The percentage increase in the median remuneration of employees in the financial year: 5%

3. Sub-clause (iv) of Rule 5(1): The number of permanent employees on the roll of Company as on March 31, 2025 was 3.

4. Sub-clause (viii) of Rule 5(1): The average percentage increase made in the remuneration:

• of employees (excluding Directors, Managerial Personnel, employees covered under wage settlement and employees who were not eligible for appraisal / increment across all grades) in FY 2024-25 is 5%;

• of managerial personnel: Nil

5. Sub-clause (xii) of Rule 5(1): It is hereby affirmed that the remuneration paid is as per the Remuneration policy of the Company. The Company has discontinued its business operations since FY 1999-2000 hence the Company does not have any operational income.

6. Rules 5(2) and 5(3): The Company does not have employee under the category as specified in Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Thus, the said information is not provided in the Report.

For and on behalf of the Board of Directors

Saurabh Mashruwala Luna Pal Place: Ahmedabad Director Director Date: May 06, 2025 DIN: 01786490 DIN: 08415379