NDA Securities Ltd Management Discussions

OVERVIEW

The Equity Shares of the Company are listed on the BSE Limited and the Company is also the Trading Member of National Stock Exchange of India Limited (NSE) and the BSE Limited. The Management of the Company is committed to transparency and disclosure. The Financial statements of the Company have been prepared in compliance with the requirements of the Companies Act, 2013. The management of the Company accepts responsibility for the integrity and objectivity of these financial statements, as well as for various estimates and judgements used therein.

BUSINESS

Broking Business

NDA Securities Limited is the flagship company of NDA Group. It was established in the year 1992 by Mr. Narsingh Das Agarwal and Mr. Sanjay Agarwal with an object to provide Stock Broking services. The Company became member of National Stock Exchange as soon as it came into existence in the year 1994, and held Category-1 Merchant Banking license till 1998. In the year 1994, the Company came out with a public issue, which was a success. The Company are among the first broking houses of Northern India to go public. Our share is presently listed at Bombay Stock Exchange. The Company is also depository participants with the countrys premier depository the National Securities Depository Limited (NSDL). It is our continuous endeavour to provide the best- in- class products, services and experience to our esteemed customers.

Services

The Company have large client base of corporate bodies and High Networth Individuals (HNI). The distribution of services helps the Companys clients to attain their objectives with best in class services. The Company have state of the art networking and communications links with all ourbranches viz. VSAT, Leased Lines, ISDN, LAN, WAN and VPAN etc.

1. Equity Capital Market: Trading & Investment at NSE & BSE

2. Future & Options Market: Trading at NSE in derivatives instruments

3. Depository Participants: We are member of NSDL to provide the services of

DepositoryParticipant.

FINANCIAL PERFORMANCE

For details, refer enclosed Balance Sheet.

FINANCIAL PRODUCTS DISTRIBUTION

NDA offers distribution of IPO, Mutual Fund, Online trading based trading and Investment,Equity Research and Advisory Services and Depository Services.

OPPORTUNITIES, THREATS, RISKS AND CONCERNS

Opportunities

? Long- Term economic outlook positive, will lead to opportunity for financial services ? Regulatory reforms would aid greater participation by all class of investors ? Leveraging technology to enable best practices and processes ? Growing Financial Services

Threats

? Execution Risk

? Short term economic slowdown impacting investor sentiments and businessactivities ? Slowdown in global liquidity flows ? Increased intensity of competition from local and global players

SEGMENT-WISE OR PRODUCT- WISE PERFORMANCE / STATE OF AFFAIRS

During the year 2022-23, interest income is 58.35 lakhs (as compared to previous years figure of 62.88 Lakhs) and 510.48 Lakhs from turnover comes from brokerage on trading in securities (as Compared to Previous years figure of 736.36 Lakhs)

RESEARCH

The Company is having a technological savvy research wing equipped with experience and professionally qualified team who use the latest technical tools to give right advice at the right time to its clients. It gives equal weightage to both fundamental and technical analysis as per clients needs.

SKILLED MANPOWER

We give utmost importance to training and skill updating. As a result, our employees are well versed with their respective area of operations related to equity, derivatives and commodity markets, as also with depository services and with mutual funds and IPO distribution. They are well trained to provide high quality services to the client. Similarly, weprovide necessary training to our associates, enhance their technical skills and make them aware of the latest developments of the markets.

INTERNAL CONTROLS

The Companys internal control systems are adequate and provide, among other things, reasonable assurance of recording transactions of operations and providing protection against significant misuse or loss of company assets. We have an efficient, effective and workable Internal Control Procedures commensurate with the size of the group and the nature of our businesses.

We have dedicated teams to handle institutional, corporate and HNI clients. All the departments are headed by well qualified professionals who continuously monitor and manage the activities to ensure efficient and high quality services to our clients.

HUMAN RESOURCES

The Company is working on enhancing its competencies to take care of current and future business. Your Company believes that its greatest assets are its people. Company believes in best Human Resource practices for effective staffing, retention and staff development facilitating delivery excellence for our customers.

CAUTIONARY STATEMENT

Statement in the Management Discussion and Analysis describing the Companys objectives, expectations or predictions may be forward looking within the meaning of applicable securities, laws and regulations. The actual result might differ materiality from those expressed or implied depending in the economic conditions, government policies and other incidental factors, which are beyond the control of the Company.

DECLARATION REGARDING COMPLIANCE BY BOARD MEMBERS AND SENIOR MANAGEMENT PERSONNEL WITH THE CODE OF CONDUCT UNDER REGULATION 17 (5) SEBI (LSITING OBLIGATIONS AND DISCLOSURE REQUIREMENTS), REGULATIONS, 2015

In accordance with Regulation 17 of the Listing Regulations, 2015, I hereby confirm that all the Directors and the Senior Management personnel of the Company have affirmed the compliance with Code of Conduct, as applicable to them for the financial year ended on March 31, 2023.

Date: 29.05.2023 For NDA Securities Limited

Place: New Delhi Sanjay Agarwal Managing Director DIN: 00010639

MD AND CFO CERTIFICATION

To,

The Board of Directors NDA Securities Limited

We, Sanjay Agarwal, Managing Director and Arun Kumar Mistry, Chief Financial Officer responsible for the finance functions certify that:

a) We have reviewed the financial statements and cash flow statement for the year ended 31st March, 2023 and to the best of our Knowledge and belief:

i) These Statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading.

ii) These Statements together present a true and fair view of the companys affairs and are in compliance with existing accounting standards, applicable laws and regulations.

b) To the best of our Knowledge and belief, no transactions entered into by the Company during the year ended 31st March, 2023 are fraudulent, illegal or violate the Companys code of conduct.

c) We accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated the effectiveness of internal control systems of the company pertaining to financial reporting. Deficiencies in the design or operation of such internal controls, if any, of which we are aware, have been disclosed to the auditors and the Audit Committee and steps have been taken to rectify these deficiencies.

d) i) There has not been any significant change in internal control over financial reporting during the year under reference.

ii) There has not been any significant change in accounting policies during the year requiring disclosure in the notes to the financial statements.

iii) We are not aware of any instance during the year of significant fraud with involvement therein of the management or any employee having a significant role in the Companys internal control system over financial reporting.

Date: 29.05.2023 Sanjay Agarwal Arun Kumar Mistry Place: New Delhi Managing Director Chief Finance Officer

DIN: 00010639 PAN: AHKPM9725H