Raama Finance Ltd Directors Report

DIRECTORS REPORT

To,

The Members,

RAAMA FINANCE LIMITED (FORMERLY KNOWN AS RAMCHANDRA LEASING AND FINANCE LIMITED)

Your directors have pleasure in presenting the 33^rd Annual Report on the Business and Operations of the Company and the Audited Financial Statement for the Financial Year ended March 31, 2026.

1. FINANCIAL RESULTS

		(Rs. in Lakhs)
Particulars	For the Year ended 31st March, 2026	For the Year ended 31st March, 2025
Total Revenue from Operations	1,206.31	37.63
Other Income	6.83	-
Total Income	1,213.14	37.63
Expense
Less: Fees and commission expenses	82.58	31.37
Less: Employees benefit expenses	206.71	2.46
Less: Finance Cost	9.60	-
Less: Depreciation and amortization expense	5.80	0.06
Less: Other expenses	479.75	2.14
Total Expenses	784.44	36.30
Less: Exceptional Item	-	-
Profit/(Loss) before Tax	428.70	1.60
Provision for Tax
Current Tax	109.40	0.10
Deferred Tax	(4.60)	-
Tax for Earlier Year	-	-
Profit/(Loss) for the year	323.90	1.50

2. FINANCIAL PERFORMANCE AND OPERATIONAL REVIEW

During Financial year 2025 - 26 marked a strong inflection point in the Companys financial performance, with significant expansion in operating scale and profitability.

Revenue from operations increased to Rs. 1,206.31 lakh, compared with Rs.37.63 lakh in previous financial year 2024 - 25. Profit Before Tax rose to Rs.428.70 lakh, while Profit After Tax stood at Rs.323.90 lakh, reflecting a substantial improvement in earnings.

The strong growth demonstrates the Companys enhanced operating momentum and ability to translate business expansion into profitable growth. Going forward, the Company remains well positioned to build on this momentum through disciplined execution, sustainable growth and continued focus on shareholder value creation.

3. DIVIDEND

The Board of Directors ("Board"), after considering the Companys financial performance, capital position, solvency and liquidity levels, and taking into account the Companys plans for business expansion and future growth, has decided to retain the resources within the business to support its expansion initiatives and strengthen its financial position. Accordingly, the Board did not recommend any dividend for the financial year.

4. TRANSFER TO RESERVES

The Company has transferred to general reserves and security premium an amount of f 21 22.64 lakh for the financial year ended on March 31, 2026.

5. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

During the financial year under review, your Company was not required to transfer any amount to Investor Education and Protection Fund.

6. CHANGE IN THE NATURE OF BUSINESS

During the financial year under review, the company had launched a product/digital lending platform named as Fastsalary to expand the business.

Fastsalary is the Companys digital lending platform focused on providing convenient, paperless and technology-enabled short-term personal credit to salaried individuals. The platform supports the end-to-end lending journey, from digital customer onboarding and credit assessment to loan disbursement and repayment, enabling the Company to build a scalable retail lending business and expand access to formal credit.

However, there has been no change in the business of the Company or in the nature of business carried by the Company, the company continuous to carry its business under Investment and Credit category as registered with Reserve Bank of India during the financial year.

7. SHARE CAPITAL

During the financial year under review pursuant to approval of members of the Company through its Extraordinary general meeting dated November 21, 2025, the Authorized Share Capital of the Company was increased from f8,50,00,000/- (Rupees Eight Crore Fifty Lakhs only) divided into 8,50,00,000 (Eight Crore Fifty Lakh) equity shares of f 1/- each to f20,00,00,000/- (Rupees Twenty Crores only) divided into 20,00,00,000 (Twenty Crore) equity shares of Re.1/- each, by creation of additional 11,50,00,000 (Eleven Crore Fifty Lakh) equity shares of f 1/- each ranking pari passu in all respects with the existing shares.

Further the Paid share capital of the Company as on March 31^st, 2025 was f 5,11,62,000 (Rupees Five Crore eleven Lakh and Sixty Two Thousand Only) and pursuant to approval of Board meeting dated September 02, 2025 further allotment of 3,00,00,000 (Three Crore) equity shares of face value f 1/- (Rupee One only) each at an issue price of 2.26/- (Rupees Two and Twenty-Six Paise only) per share (including a premium of f1.26/- per share), aggregating to f6,78,00,000/- (Rupees Six Crores Seventy Eight Lakhs only), on a preferential basis was made to the present promoters of the Company, therefore the present paid up share capital of the Company as on the date of this report is f8,11,62,000 (Rupees Eight Crore eleven Lakh and Sixty Two Thousand Only).

8. MATERIAL CHANGES AND COMMITMENTS

During the financial year under review, there was no material changes or commitments which affect the financial position of the Company. The Company continues to focus on scaling its lending business, strengthening its digital lending platform and pursuing its planned business expansion.

9. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES

As on 31^st March, 2026, the Company does not have any Subsidiary, Associate or Joint Venture Companies as per the provisions of Companies Act, 2013.

10. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

No significant and material orders were passed by the regulators or courts or tribunals impacting the going concern status of the Companys operations in future.

11. DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

As on March 31, 2026 there were 06 (Six only) Directors on the Board out of which during the period under review Mr. Rajesh Singh Kaira (DIN: 10028571) was appointed as Managing Director of the Company w.e.f. October 27, 2025, Ms. Reena Sharma and Mr. Vimal Dwivedi, were appointed as Independent Directors of the Company w.e.f. October 28, 2026 and October 29, 2026 respectively, later on Mr. Akhil Mittal (DIN: 09675098) and Mrs. Pratika Sharma (DIN: 10194439) were appointed as Non - Executive Directors of the Company under Promoter category w.e.f. 03^rd January, 2026 and Mr Rohan Mehrotra (DIN: 09073372) was appointed as an Independent Director w.e.f. 1 3^th February, 2026.

The complete details of appointment and resignation of Directors and Key Managerial Personnel are given below:

During the period under review Ms. Aditi Garg had resigned from the position of Company Secretary and Compliance Officer of the Company with effect from the closure of working hours July 31, 2025 and Mrs. Urja Jain, Chief Financial Officer of the Company had resigned with effect from the closure of working hours of 27^th October, 2025.

Consequent to which FCS Dhiraj Kumar Jha was appointed as Company Secretary and Compliances officer of the Company w.e.f. August 04, 2025 and Mr. Suman Bhattarai was appointed as Chief Financial Officer of the Company w.e.f. October 28, 2025.

Subsequently, Mr. Akhil Mittal (DIN: 09675098) and Mrs. Pratika Sharma (DIN: 10194439) were appointed as Additional Directors (Non - Executive) of the Company under Promoter category w.e.f. 03^rd January, 2026.

And thereafter the Board in its meeting held on 13^th February, 2026 appointed Mr. Rohan Mehrotra (DIN: 09073372) as an Additional Director (Non - Executive Independent) of the Company.

Later on Mr. Pramod Kumar Gadiya (DIN: 02258245), Director of the Company, Mr. Nitin Kumar Bhawarlal (DIN: 07551010), Independent Director of the Company had resigned from the Company with effect from the closure of working hours 05^th January, 2026, Mrs. Harsha Hitesh Bhanshali (DIN: 08522254) and Mr. Vimal Dewivedi (DIN: 10613579) had resigned from their position of Independent Directors of the Company with effect from the closure of working hours 07^th January, 2026 and 06^th February, 2026 respectively.

After the end of financial year Mr. Akhil Mittal (DIN: 09675098) and Mrs. Pratika Sharma (DIN: 10194439) who were appointed as Additional Non - Executive Directors of the Company under Promoter category were regularised as Non - Executive Directors of the Company pursuant to approval of members through postal ballot via remote e - voting the results of which was declared on 11^th August, 2026.

Furthermore, pursuant to approval of members through postal ballot via remote e - voting the results of which was declared on 11^th August, 2026 the members confirmed the appointment of Mr. Rohan Mehrotra (DIN: 09073372) as an Independent Director for a term of 05 years w.e.f. 13^th February, 2026.

Furthermore that, since Mr. Akhil Mittal (DIN: 09675098) and Mrs. Pratika Sharma (DIN: 10194439) were appointed on the same date i.e. 03^rd January, 2026 and as per section 152 of Companies Act, 2013, at least two-thirds of a public companys total directors must be liable to retire by rotation, and one-third of those rotational directors must retire at every Annual General Meeting, but as between persons who became directors on the same day, those who are to retire shall, in default of and subject to any agreement among themselves, be determined by lot.

Therefore, as per lot determination Mr. Akhil Mittal (DIN: 09675098), Non - Executive Director of the Company shall be liable to retire by rotation and being eligible he offers himself for re - appointment the details of Director seeking re-appointment at this Annual General Meeting (Pursuant to Regulation - 36(3) of the Listing Regulations) and Secretarial Standard-2 on General Meetings issued by the Institute of Company Secretaries of India is annexed herewith as Annexure - I.

And later on, after the end of financial year Mr. Pradeep Saremal Jain (DIN: 03363790) had resigned from the position of whole time director of the company w.e.f. April 02, 2026.

In the opinion of Board the Independent Directors appointed during the year possess the requisite integrity, expertise, experience and proficiency necessary to discharge their roles and responsibilities effectively. Based on the declarations, disclosures and assessment undertaken by the Board, the Company is satisfied that the Independent Directors meet the applicable criteria of independence under the Companies Act, 2013 and bring diverse knowledge, skills and experience relevant to the Companys business, thereby contributing meaningfully to the Boards deliberations and informed decision-making.

12. NUMBER OF THE MEETING OF THE BOARD OF DIRECTORS

During the Financial year 2025 - 26 total 11 (Eleven only) Board Meetings were held:

Sr. No	Date of Meeting	Board Strength	No. of Directors Present
1.	14/05/2025	4	4
2.	04/08/2025	4	4
3.	14/08/2025	4	4
4.	01/09/2025	4	4
5.	02/09/2025	4	4
6.	27/10/2025	4	4
	28/10/2025 - 6th Adjourned Board Meeting	5	5
	29/ 1 0/2025 - Further 6th Adjourned Board Meeting	6	6
7.	14/11/2025	7	7
8.	03/01/2026	7	7
9.	13/02/2026	5	5
10.	14/02/2026	6	6
11.	17/03/2026	6	6

13. ATTENDANCE OF DIRECTORS

Attendance of Directors for the Board Meetings held during the financial year ended 31 ^st March, 2026 and at previous AGM are as under:

Name of Director	Category	No. of Board Meeting		Attendance at the last AGM
		Held	Attended	30/09/2025
Mr. Pradeep Saremal Jain	Whole Time Director	11	11	Yes
Mrs. Harsha Hitesh Bhanshali	Woman Non-Executive Independent Director	8	8	Yes
Mr. Pramod Kumar Gadiya	Non-Executive Director	8	8	Yes
Mr. Nitinkumar Bhawarlal Parmar	Non-Executive Independent Director	8	8	Yes
Mr. Rajesh Singh Kaira	Managing Director	6	6	NA
Mr. Vimal Dwivedi	Non-Executive Independent Director	2	2	NA
Mr. Akhil Mittal	Non-Executive Director	3	3	NA
Mrs. Pratika Sharma	Non-Executive Independent Director	3	3	NA
Mrs. Reena Sharma	Woman Non-Executive Independent Director	6	6	NA
Mr. Rohan Mehrotra	Non-Executive Independent Director	2	2	NA

Attendance of Directors at the Committee Meetings held during the financial year ended 31^st March, 2026:

Name of Director	Audit Committee Meeting		Nomination & Remuneration Committee Meeting		Stakeholder Relationship Committee Meeting
	Held	Attended	Held	Attended	Held	Attended
Mr. Pradeep Saremal Jain	5	5	NA	NA	3	3
Mrs. Harsha Hitesh Bhanshali	5	5	4	4	3	3
Mr. Nitinkumar Bhawarlal Parmar	5	5	4	4	NA	NA
Mr. Pramod Kumar Gadiya	NA	NA	4	4	3	3
Mr. Rohan Mehrotra	1	1	NA	NA	1	1
Mrs. Reena Sharma	1	1	NA	NA	NA	NA
Mr. Akhil Mittal	1	1	NA	NA	1	1
Mrs. Pratika Sharma	NA	NA	NA	NA	NA	NA
Mr. Rajesh Singh Kaira	NA	NA	NA	NA	1	1

14. COMMITTEES

Your Company has duly constituted the following mandatory Committees in terms of the provisions of the Companies Act, 2013 read with rules framed thereunder viz.:

Audit Committee:

The Audit Committee of the Board of Directors meets the criteria laid down under Section 177 of the Companies Act, 2013, read with Regulation 1 8 of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirement) Regulation, 2015 in the terms of reference to the Audit Committee. The Committee inter alia reviews the Internal Control System, Scope of Internal Audits, Reports of Internal Auditors, Key Audit Matters presented by the Statutory Auditors and Compliance of various regulations. The Committee also reviews the financial statements before they are placed before the Board of Directors. The Composition of Audit Committee is as under:

Name of Director	Designation	Position on the Committee
*Mrs. Harsha Hitesh Bhanshali	Non-Executive Independent Director	Chairman
*Mr. Pradeep Saremal Jain	Whole Time Director	Member
*Mr. Nitinkumar Bhawarlal Parmar	Non-Executive Independent Director	Member
*Mr. Rohan Mehrotra	Non-Executive Independent Director	Chairman
*Mrs. Reena Sharma	Non-Executive Independent Director	Member
* Mr. Akhil Mittal	Non-Executive Independent Director	Member

*Pursuant to Board meeting held on 13^th February, 2026, the committee was reconstituted and Ms. Harsha Hitesh Bhanshali, Mr. Pradeep Saremal Jain and Mr. Nitin kumar Bhawarlal Parmar were ceased to be members and Mr. Rohan Mehrotra was appointed as Chairman, Ms. Reena Sharma and Mr. Akhil Mittal were appointed as members of the Committee.

The Board accepted the recommendations of the Audit Committee whenever made by the Committee during the year.

Nomination and Remuneration Committee:

A Nomination & Remuneration policy has been formulated pursuant to the provisions of section 178 and other applicable provisions of the Companies Act, 2013 and rules thereto and SEBI LODR stating therein the Companys policy and Directors/Key Managerial Personnel/other Employees appointment and remuneration recommended by the Nomination and Remuneration Committee and approved by the Board of Directors. The said policy may be referred on Companys Website. The Composition of Nomination & Remuneration Committee is as under:

Name of Director	Designation	Position on the Committee
*Mrs. Harsha Hitesh Bhanshali	Non-Executive Independent Director	Chairman
*Mr. Pramod Kumar Gadiya	Non-Executive Director	Member
*Mr. Nitinkumar Bhawarlal Parmar	Non-Executive Independent Director	Member
*Mr. Rohan Mehrotra	Non-Executive Independent Director	Chairman
*Mrs. Reena Sharma	Non-Executive Independent Director	Member
*Mrs. Pratika Sharma	Non-Executive Director	Member

*Pursuant to Board meeting held on 13^th February, 2026, the committee was reconstituted and Ms. Harsha Hitesh Bhanshali, Mr. Pramod Kumar Gadiya and Mr. Nitinkumar Bhawarlal Parmar were ceased to be members and Mr. Rohan Mehrotra was appointed as Chairman, Ms. Reena Sharma and Ms. Pratika Sharma were appointed as members of the Committee.

The Board accepted the recommendations of the Nomination and Remuneration Committee whenever made by the Committee during the year

Stakeholders Relationship Committee:

Stakeholders Relationship Committee ensures quick redressal of the complaints of the stakeholders and oversees the process of the share transfer. The Committee also monitors redressal of Shareholders. In addition, the committee also monitors other issues including status of Dematerialization/ Rematerialization of shares issued by the company. The Composition of Stakeholder Relationship Committee is as under:

Name of Director	Designation	Position on the Committee
*Mrs. Harsha Hitesh Bhanshali	Non-Executive Independent Director	Chairman
*Mr. Pradeep Saremal Jain	Whole Time Director	Member
*Mr. Pramod Kumar Gadiya	Non-Executive Director	Member
*Mr. Akhil Mittal	Non-Executive	Chairman
*Mr. Rohan Mehrotra	Non-Executive Independent Director	Member
*Mr. Rajesh Singh Kaira	Managing Director	Member

*Pursuant to Board meeting held on 13^th February, 2026, the committee was reconstituted and Ms. Harsha Hitesh Bhanshali, Mr. Pradeep Saremal Jain and Mr. Pramod Kumar Gadiya were ceased to be members and Mr. Akhil Mittal was appointed as Chairman, Mr. Rohan Mehrotra and Mr. Rajesh Singh Kaira were appointed as members of the Committee.

15. EVALUATION OF DIRECTORS, BOARD AND COMMITTEES

The Company has devised a policy for performance evaluation of the individual directors, Board and its Committees, which includes criteria for performance evaluation. The Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the Evaluation of the working of the Committees of the Board. The Board performance was evaluated based on inputs received from all the Directors after considering criteria such as Board composition and structure, effectiveness of Board / Committee processes, and information provided to the Board, etc. A separate meeting of the Independent Directors was also held during the year for the evaluation of the performance of non-independent Directors, performance of the Board as a whole and that of the Chairman. The Nomination and Remuneration Committee has also reviewed the performance of the individual directors based on their knowledge, level of preparation and effective participation in Meetings, understanding of their roles as directors, etc.

16. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION AND OTHER DETAILS

The Nomination and Remuneration Committee has adopted a policy for appointment and remuneration and other related matters for Directors, Key Managerial Personnel and senior management personnel. The said Policy is placed on the website of the Company www.raamafinance.com.

17. DECLARATION BY INDEPENDENT DIRECTORS

During the Financial year under review, all the Independent Directors have met the requirements specified under Section 149 (6) of the Companies Act, 2013 and Regulation 16( 1)(b) of SEBI (LODR) Regulations, 2015 for holding the position of Independent Director and necessary declaration from each Independent Director under Section 149 (7) of the Companies Act, 2013 and Regulation 25(8) of SEBI (LODR) Regulations, 2015 has been received.

Pursuant to Regulation 34(3) and Schedule V Para C Clause (10)(i) of SEBI (LODR) Regulations, 2015, M/s Chandan Jha & Associates, Company Secretaries have issued Certificate of Non - Disqualification of Directors, who were on the Board of Directors during Financial year 2025 - 26.

18. FAMILIARIZATION PROGRAM FOR THE INDEPENDENT DIRECTORS

In compliance with the requirements of SEBI (LODR) Regulations 2015, the Company has put in place a familiarization programme for the Independent Directors to familiarize them with their role, rights and responsibilities as Directors, the working of the Company, nature of the industry in which the Company operates, business model etc.

19. PARTICULARS OF EMPLOYEES

The statement of particulars of Appointment and Remuneration of managerial personnel pursuant to Section - 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in the "Annexure - II"

20. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, your Directors confirm that—

a. In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures.

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 at the end of the 31^st March, 2026 of the profit and loss account of the company for that period.

C. The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

d. The Directors had prepared the annual accounts 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 are operating effectively.

f. The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

21. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has devised a proper and adequate system of Internal Controls to ensure that all assets are safeguarded and protected against loss from unauthorized use or disposition and those transactions are authorized, recorded and the system is operating effectively.

22. PUBLIC DEPOSITS

The Company is a Reserve Bank of India registered Non Systematically Important and Non Deposit taking Base Layer Non Banking Financial Company (NBFC) under Investment and Credit Ca tegory therefore the Company has not accepted any Public Deposits within the meaning of Section - 73 to 76 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 during the year under review and there are no outstanding deposits which are pending for repayment.

23. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Since the Company is a Non-Banking Financial Companies therefore the company is exempt from the compliance of certain provisions of section 186 of the Companies Act, 201 3, however the disclosure related to Loans, Guarantees or investments are made as part of the notes to financial statements attached to this Report

24. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

The disclosure of Related Party Transactions as required under Section - 134(3)(h) of the Companies Act, 2013 in Form AOC-2 is given in "Annexure - III" of this Report.

25. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

The Particulars regarding foreign exchange earnings and expenditure is NIL. During the year under review your company has following Foreign Exchange Earnings and Outgo:

Particulars	FY 2024 - 25	FY 2025 - 26
Foreign Exchange Earnings	Nil	Nil
Foreign Exchange Outgo	Nil	Nil

26. RISK MANAGEMENT

The Company has developed and implemented a risk management policy to identify the risk element which may threaten the existence of the Company.

The policy of the company can be accessed at www.raamafinance.com.

27. VIGIL MECHANISM

As per Section 177(9) and (10) of the Act and Regulation 22( 1) of LODR, the Company has established Vigil Mechanism for Directors and employees to report genuine concerns. Vigil Mechanism also provides adequate safeguard against victimization of director(s) or employee(s) and also provides for direct access to the chairperson of the Audit Committee in appropriate and exceptional cases.

28. CORPORATE SOCIAL RESPONSIBILITY

Your Company does not fall in the ambit of limit as specified in Section 135 of the Companies Act, 2013, read with Rule framed there under in respect of Corporate Social Responsibility.

29. STATUTORY AUDITOR AND STATUTORY AUDITORS REPORT

During the period under review, M/s. J. Singh and Associates, Chartered Accountants has resigned from the position of statutory auditor of the Company w.e.f. 14^th August, 2025. The Board of Directors at their meeting held on 01^st September, 2025 have appointed M/s. Goyal Nagpal & Co. (Firm Registration No. 018289C), Chartered Accountants to fill the casual vacancy and holds office upto the conclusion of the ensuing Annual General Meeting.

Further M/s Goyal Nagpal & Co., Chartered Accountants, (Firm Registration No. 018289C) appointment was approved by the members of the Company in its previous annual general meeting i.e. 32^nd Annual General Meeting to hold its office from 32^nd Annual General Meeting till the conclusion of 35^th Annual General Meeting to be held during the year 2028 for conducting audit for FY 2025-26 to 2027-28.

During the year under review, no instances of fraud were reported by the Statutory Auditors of the Company as per Section 142( 12) of the Companies Act, 2013.

30. SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT

The Board at its meeting held on 01^st September, 2025, based on recommendation of the Audit Committee, had approved the appointment of M/s. Chandan J. & Associates (COP-27629), Practicing Company Secretaries as Secretarial Auditor of the Company for a term of five consecutive years commencing from FY 2025-26 till FY 2029- 30,

Further pursuant to approval of the Members at its 32^nd Annual General Meeting M/s. Chandan J. & Associates (COP-27629), Practicing Company Secretaries was appointed to conduct the secretarial audit for 05 consecutive years from the Financial Year 2025-2026 until Financial Year 2029-2030.

During the year under review, no instances of fraud were reported by the Secretarial Auditors of the Company.

31. INTERNAL AUDITOR

Pursuant to the requirements of Section 138 of the Companies Act, 2013 and Rule 13 of the Companies (Accounts) Rules, 2014, and based on the recommendations of the Audit Committee and the Nomination & Remuneration Committee, M/s. Garg D and Associates, Chartered Accountants, (Firm Registration No. 032937C), Uttar Pradesh was appointed as Internal Auditor of the Company w.e.f. May 29, 2026 consequent to resignation of M/s. H. M Savla & Co, Chartered Accountant from the position of Internal Auditor of the Company w.e.f. April 02, 2026.

32. MAINTENANCE OF COST RECORDS AND COST AUDIT

The Company being a Non-Banking Financial Company, provisions relating to maintenance of Cost Records and requirement of Cost Audit as specified under Section 148 of the Companies Act, 2013 is not applicable to the Company

33. SECRETARIAL STANDARDS ISSUED BY THE INSTITUTE OF COMPANY SECRETARIES OF INDIA (ICSI)

The Company has followed the requirements prescribed under Secretarial Standard on Meetings of Board of Directors (SS-1) and General Meetings (SS-2).

34. EXTRACT OF ANNUAL RETURN

Pursuant to provisions of Section 134(3) and Section 92(3) of the Act, the details forming the part of the extract of the Annual Return in Draft MGT 7 will be available on the website of the Company www.raamafinance.in.

35. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the financial year under review, as stipulated under Regulation - 34 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 is presented in a separate section forming part of this Annual Report as "Annexure - IV".

36. CORPORATE GOVERNANCE

As per SEBI LODR, Compliance with the provisions of Regulation 17 to 27 and clauses (b) to (i) of sub regulation (2) of Regulation 46 and para-C, D and E of Schedule V has became applicable to the Company based on financial statement for the year ended 31^st March, 2026 and pursuant to regulation 15 the company is under process of complying with above regulations.

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

The Company has complied with the provisions relating to constitution of internal complaint committee under the Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. The details of sexual harassment complaints for the year ended March 31, 2026 are as follows:

(a) Number of complaints of sexual harassment received in the year; NIL

(b) Number of complaints disposed off during the year; NIL and

(c) Number of cases pending for more than ninety days: NIL

38. COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961

The Company has complied with the provisions of the Maternity Benefit Act, 1961 and the rules made thereunder, including all applicable obligations relating to maternity benefits for eligible employees.

39. LISTING OF SECURITIES

The Companys Securities are currently listed and traded on Bombay Stock Exchange Limited.

The Scrip Code of Company is: 538540 and Symbol of the Company is: RAAMA.

40. DETAILS OF APPLICATION MADE OR PROCEEDING UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016

During the year under review, there were no applications made or proceedings pending in the name of the Company under the Insolvency and Bankruptcy Code, 2016.

41. THE DETAILS OF 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 ALONG WITH THE REASONS THEREOF.

There was no instance of one-time settlement with any bank or financial institution

42. ACKNOWLEDGMENT

Your directors would like to express their appreciation for the assistance and co- operation received from the Companys Customers, Vendors, Bankers, Auditors, Investors, Government Authorities and Stock Exchange during the year under review. Your directors place on records their appreciation of the contributions made by employee at all levels. Your Companys consistent growth was made possible by their hard work, solidarity, co-operation and support.

	By order of Board of Director
	For Raama Finance Limited (Formerly known as Ramchandra
	Leasing and Finance Limited)
	Sd/-	Sd/-
	Rajesh Singh Kaira	Akhil Mittal
Place: Noida	Managing Director	Director
Date: 09/07/2026	DIN: 10028571	DIN: 09675098