To
The Members of
U. Y. Fincorp Limited
(Formerly known as Golden Goenka Fincorp Limited)
Your Directors have pleasure in presenting the 32nd Annual Report
together with the Audited Accounts for the year ended
31st March, 2025.
1. FINANCIAL RESULTS
( in lakh)
| Particulars |
For the Year Ended 31st March 2025 |
For the Year Ended 31st March 2024 |
| Revenue from Operation |
11,104.61 |
12,185.29 |
| Profit before Tax |
1,693.88 |
8,437.63 |
| Tax Expenses |
521.15 |
1,945.40 |
| Income tax in respect of earlier year |
- |
- |
| Profit after Tax |
1,172.73 |
6,492.23 |
| Balance brought forward from previous year |
10,227.94 |
5,028.71 |
| Amount available for appropriation |
11,400.67 |
11,520.94 |
| Add/(Less) Appropriations:- |
|
|
| Other Comprehensive Income |
(7.10) |
7.25 |
| Transfer to Fair Value Reserve against OCD |
- |
- |
| Final Dividend |
- |
- |
| Dividend Distribution Tax |
- |
- |
| Statutory Reserve |
(233.12) |
(1,300.26) |
| Balance Carried to Balance Sheet |
11,160.45 |
10,227.94 |
2. OPERATIONS & BUSINESS ACTIVITIES
The key highlights of your Company's performance during the year
under review are: i. Revenue from operation is 11,104.61 Lakhs as against 12,185.29
Lakhs in the last year. This represents a decrease of 1080.68 lakhs, or 8.87% for the
said period. The company experienced a fall in the revenue from operations because the
company made less sale of securities in comparison with the previous year. ii. Profit
before taxation is 1,693.88 Lakhs as against 8,437.63 Lakhs in the last year.i.e.,
profit before tax decreased by 6,743.75 Lakhs (79.92% for the said period). The
company's Profit before Tax has decreased due to decrease in the company's Total
Income. iii. Net profit after taxation is 1,172.73 Lakhs as against 6,492.23 Lakhs in
the last year. iv. The total assets is 34,484.14 Lakhs as against 32,715.58 Lakhs in
the last year. During the year under review, your Company discloses Standalone Financial
Results on a quarterly and yearly basis. The Financial Statements of your Company have
been prepared in accordance with the applicable Accounting Standards notified under the
relevant provisions of the Companies Act, 2013, as applicable.
The key driver to growth in today's scenario requires higher
operating efficiency, sustainability, customer satisfaction, improving capabilities and
exploring new market. For the purpose of diversification your Company is engaged in the
expansion of its business of consumer loan. The Board of Directors of the Company approved
expansion of business operations into newer loan segments under the New Brand name
GrowU.Money. After GrowU has received positive response in the areas of and
Kanpur and Lucknow, it is now inter alia expanding further into central and eastern Uttar
Pradesh covering Prayagraj, Varanasi, Sonbhadra, Ayodhya, Deoria and Gorakhpur regions.
The Company had also entered into various Business Correspondent Agreements for expansion
of its business. The Company has also digitalized the onboarding disbursement process of
small ticket sized Loan with the monthly run rate of approx Rs. 100 Lakhs with an interest
rate ranging between 24-33% p.a.
GrowU.Money, founded with the mission to democratize
financial access, has consistently focused on providing innovative financial solutions to
individuals and businesses. From its inception, the company has embraced cutting-edge
technology to offer services such as personal finance management, investment advisory, and
secure digital transactions. This commitment to innovation has not only attracted a broad
customer base but also garnered significant investor interest.
During the year under review, the Board of Directors at its meeting
held on 3rd May, 2024 inter alia considered and approved the proposal of opening of the
Company's new branch office at Lucknow for the purpose of expansion of its business
operation in the area of Lucknow under the brand name GrowU.Money.
The Board of Directors of the Company at their meeting held on 9th
April, 2025, inter alia considered and approved the contractual joint venture agreement
dated 9th April, 2025 entered into by the Company with Fintech Cloud Private Limited
(FCPL) for expansion of its business into the field on small ticket size Personal and
Business Loan under its new brand name FUNDOBABA. The Company agrees to invest
in expansion of its business into the field on small ticket size Personal and Business
Loan under its new brand name FUNDOBABA under its own NBFC license and the
same will be managed by FCPL.
The Company is directly operating across 3 States i.e. West Bengal,
Uttar Pradesh and Maharashtra through our branch network under the branding of
GrowU.Money, and through collaboration with Fintech Cloud Private Limited (FCPL) under
FUNDOBABA branding. The financing product primarily includes: (i) corporate loans, (ii)
micro-enterprise loans (business loans); (iii) personal loans, (iv) loan against property.
The Company had disbursed loan to more than 3,800 customers, across more than 2 Customer
Locations in Uttar Pradesh, through its network of 2 branches, & 6 Business
Correspondents.
For investors, the Company represents a promising opportunity. The
company's consistent growth, innovative approach, and robust financial health make it
an attractive proposition. As the fintech & NBFC industry continues to evolve, the
Company is well-positioned to leverage its strengths and deliver sustained value to its
shareholders.
Under the guidance of Mr. Udai Kothari, being the Managing Director of
the Company, we are planning for an Automate tech platform for Mobile based loan for
instant credit and entered into the new segments of financing like equipment financing,
corporate tie-up and Instant Credit.
Over the past few years, the Reserve Bank of India (the RBI) has been
steadily implementing technology to deepen and broaden financial services in India.
Considering the same, your Company intends to expand into financial market segment and
capitalize the set up for the same along with increasing capacity as required by the
business. The outlook of the business is very exciting and we take it as an opportunity to
do something unique and exceptional.
A detailed review on the operation and performance of the Company and
its business is given in the Management Discussion and Analysis Report. The same is
enclosed as Annexure - 1 to this Report.
3. DIVIDEND
The Directors of your Company do not recommend any dividend for the
financial year ended 31st March, 2025 in order to plough back the resources for future
growth.
4. DEPOSITS
The Company is a non-deposit taking Non-Banking Financial Company and
therefore is not accepting any public deposits during the year.
5. LISTING OF SHARES
During the year under review, the equity share of the Company continues
to be listed on The BSE Limited and The Calcutta Stock Exchange Limited. The Equity Shares
of the Company was listed and admitted to dealings on the main Board of National Stock
Exchange of India with effect from 3rd October, 2024. The Calcutta Stock Exchange (CSE)
vide their letter dated 16 July, 2025 having Ref No. CSE/LD/DL/6860/2025 granted voluntary
Delisting of equity shares of the Company from CSE w.e.f. 17th July, 2025.The Company has
paid the Annual Listing Fees to the aforesaid Stock Exchanges for the financial year
2025-26.
6. INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
In compliance with the provisions of Sections 124 and 125 of the
Companies Act, 2013 read with the Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016 ('IEPF Rules') as amended from time
to time, the Equity Shares in respect of which dividend w.r.t. the financial year
2012-2013 remains unclaimed / unpaid for seven consecutive years or more, are required to
be transferred to the Demat Account of the IEPF Authority. The company is in process of
transfer underlying Equity Shares on which dividends remained unpaid or unclaimed for a
period of seven consecutive years or more, to the Demat Account of IEPF Authority.
7. RESERVE BANK OF INDIA (RBI) GUIDELINES
Your Company continues to carry on its business of Non-Banking
Financial Institution without accepting deposits. The Company has not accepted public
deposits during the year under review. Further the Company has complied with and continues
to comply with all the prudent financial management norms and directions issued by Reserve
Bank of India as applicable to it including Fair Practices, Anti Money Laundering and Know
Your Customer (KYC) Guidelines. Disclosures as prescribed by Non-Systemically Important
Non-Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms
(Reserve Bank) Directions, 2015 and other applicable NBFC Regulations have been made in
this Annual Report.
8. SHARE CAPITAL
The paid up equity share capital as on 31st March 2025 was 9,511.92
Lakhs. There was no public issue, rights issue, bonus issue or preferential issue etc.
during the year. However, the Company has received in-principle approval from the BSE
Limited and NSE Limited both dated 15th July, 2025 under Regulation 28(1) of SEBI (LODR)
Regulations, 2015 for the proposed private placement of equity shares face value of Rs.
5/- each, total amount to be raised not exceeding Rs. 50 Crores through Qualified
Institutional Placements.
The Company has neither issued shares with differential voting rights,
sweat equity shares nor has it granted any stock options.
9. DIRECTORS' RESPONSIBILITY STATEMENT
In terms of the requirement of Section 134 (3) (c) of the Companies
Act, 2013 your Directors state that : a) in the preparation of the annual accounts, the
applicable accounting standards had been followed along with proper explanation relating
to material departures; b) they have selected such accounting policies and applied them
consistently and made judgements 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 of the Company for that period; c) they have taken proper
and sufficient care for the maintenance of adequate accounting records in accordance with
the provisions of the Act for safeguarding the assets of the Company and for preventing
and detecting fraud and other irregularities; d) they have prepared the annual accounts on
a going concern basis; e) they have laid down internal financial controls to be followed
by the Company and that such internal financial controls are adequate and were operating
effectively; and f) they have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and operating
effectively.
10. CORPORATE GOVERNANCE
Pursuant to the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, Report on Corporate Governance along with certificate of compliance
from M/s SB Sheth & Associates, Company Secretaries confirming compliances to the
conditions of the Corporate Governance is enclosed as Annexure - 2 to this Report.
All Board members and Senior Management personnel have affirmed
compliance with the Code of Conduct for the year 2024-25. A declaration to this effect
signed by the Managing Director/CEO of the Company is contained in the Corporate
Governance Section forming part of this Report.
The Managing Director/CEO and CFO have certified to the Board with
regard to the financial statements and other matters as required under Regulation 17(8) of
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
11. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The Company is a Non-Banking Financial Company and therefore
information relating to Conservation of Energy and
Technology Absorption are not applicable.
The Company has neither earned nor used any foreign exchange during the
year under review.
12. KEY MANAGERIAL PERSONNEL
During the year, the shareholders of the Company at the 31st Annual
General Meeting of the Company held on 30th September, 2024 considered and approved the
re-appointed of Mr. Udai Kothari (DIN:00284256) as Chairman & Managing Director of the
Company for a period of 3 (three) years commencing from 2nd May, 2025 at the remuneration
and terms and conditions recommended by the Nomination and Remuneration Committee at its
meeting held on 3rd September, 2024.
Except above, there was no change in the Key Managerial Personnel.
13. EXTRACT OF ANNUAL RETURN
Pursuant to the provisions of Section 134(3)(a) and Section 92(3) of
the Act, as amended, read with Rule 12 of the Companies (Management and Administration)
Rules, 2014, the draft Annual Return of the Company for the Financial Year ended March 31,
2025 is available on the website of the Company at
https://uyfincorp.com/storage/files/2/miscellaneous/annual-return/Draft%20MGT_7_Annual%20Return%202024-25.pdf
.
14. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Your Company is exempted from the applicability of the provisions of
Section 186 of the Companies Act, 2013 (the Act) read with Rule 11 of the
Companies (Meetings of Board and its Powers) Rules, 2014 and Companies (Meetings of Board
and its Powers) Amendment Rules, 2015 as your Company is RBI registered Non-Banking
Financial Company whose principal business inter-alia includes financing of companies.
Details of Loans, Investments, Guarantees or security in connection
with loans to other body corporates or persons, as at the
end of the year are given in notes to the Financial Statements.
15. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL
POSITION
The Board of Directors of the Company at their meeting held on 9th
April, 2025, inter alia considered and approved the contractual joint venture agreement
dated 9th April, 2025 entered into by the Company with Fintech Cloud Private Limited
(FCPL) for expansion of its business into the field on small ticket size Personal and
Business Loan under its new brand name FUNDOBABA. The Company agrees to invest
in expansion of its business into the field on small ticket size Personal and Business
Loan under its new brand name FUNDOBABA under its own NBFC license and the
same will be managed by FCPL.
Except above there is no such material change and commitment affecting
the financial position of your Company which have occurred between the end of the
financial year of your Company to which the financial statements relate and the date of
the Report.
16. MEETING OF THE BOARD AND AUDIT COMMITTEE
The Board meets at regular intervals to discuss and decide on policy
and strategy apart from other Board business. During the year, seven Board Meetings and
five Audit Committee Meetings were convened and held. The intervening gap between the
Meetings was within the period prescribed under the Companies Act, 2013, SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 and any amendment thereof. The
details regarding Board and Audit Committee Meetings are given in the Corporate Governance
Section forming part of this Report. .
17. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SECTION
143(12)
During the year under review, there were no frauds reported by the
auditors to the Audit Committee or the Board under section 143(12) of the Companies Act,
2013.
18. SECRETARIAL STANDARDS OF ICSI
During the Financial Year 2024-25, the Company has complied with all
the relevant provisions of the applicable Secretarial
Standards issued by the Institute of Company Secretaries of India.
19. SUBSIDIARY COMPANIES/ ASSOCIATE COMPANIES/ JOINT VENTURES
Your Company does not have any subsidiary during the period under
review.
Further the Company is having one associate namely M/s Purple
Advertising Services Private Limited (Purple) with 33.33% shareholding. The Associate
company is under the process of liquidation w.e.f. 18th May, 2022. As per the provisions
of Section 129(3) of the Companies Act, 2013 (the Act) read with Rule 5 of the
Companies (Accounts) Rules, 2014 as amended by the Companies (Accounts) Amendment Rules,
2016, a separate statement containing the salient features of the financial statements of
the Subsidiary Companies/ Associate Companies/ Joint Ventures is prepared in Form AOC-1
and the same is enclosed as Annexure 3 to this Report.
20. CONSOLIDATED FINANCIAL STATEMENTS
During the period under review, the Company is having one associate
namely M/s Purple Advertising Services Private Limited (Purple) with 33.33% shareholding,
financial of which is not available and hence the same has not been considered for the
consolidation purpose. The Associate company is under the process of liquidation w.e.f.
18th May, 2022. As per the letter received from Liquidator of Purple, during the period of
liquidation process no quarterly/annually financial are required to be filed. Till the
time we did not get the financial of the associates Company, we will not be able to
consolidate its results with our financial results, hence same has not been considered for
consolidation purpose.
21. AUDITORS AND AUDITOR'S REPORT
A. Statutory Auditors
In compliance with Section 139 of the Companies Act, 2013 read with
Rules made thereunder, M/s B Nath & Co., Chartered Accountants (Firm Registration
Number 307057E) were appointed as the Statutory Auditors of the Company to hold office for
a term of 5 (Five) years from the conclusion of 30th Annual General Meeting held on 30th
September, 2023 until the conclusion of the 35th Annual General Meeting of the Company, at
a remuneration to be determined by the Board of Directors of the Company and reimbursement
of out of pocket expenses as may be incurred by them during the course of the Audit. The
observations of the Auditors when read together with the relevant notes to the accounts
and accounting policies are self- explanatory.
B. Secretarial Auditor
Pursuant to the provisions of Section 204 of the Act, read with the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Listing
Regulations, the Board of Directors have appointed M/s Prateek Kohli & Associates,
Company Secretaries as Secretarial Auditor to conduct Secretarial Audit of the Company for
the financial year ended on March 31, 2025.
Secretarial Audit Report issued by M/s Prateek Kohli & Associates,
Company Secretaries in Form MR-3 is enclosed as
Annexure - 4 to this Report.
There is no reservation, qualification or adverse remark contained in
the Secretarial Audit Report. Information referred in
Secretarial Audit Report are self-explanatory and don't call for
any further comments.
Furthermore, upon the recommendation of the Audit Committee, the Board
of Directors in its meeting held on May 22, 2025, appointed M/s. Prateek Kohli &
Associates, Company Secretaries (Firm Registration No. P2017WB059700), as the Secretarial
Auditors of the Company to hold office for a term of 5 (five) consecutive years commencing
from financial year 2025-26 till financial year 2029-30, subject to the approval of
shareholders, at the ensuing 32nd Annual General Meeting, in terms of the Listing
Regulations read with SEBI Circulars, Section 204 of the Act and Rules thereunder.
22. RISK MANAGEMENT
The Company manages risk through a detailed Risk Management Policy
framework which lays down guidelines in identifying, assessing and managing risks that the
businesses are exposed to. Risk is managed through appropriate structures that are in
place at U. Y. Fincorp Limited, including suitable reporting mechanisms.
Further kindly refer to the write-up in the Section Management
Discussion and Analysis Report.
23. PARTICULARS OF EMPLOYEES REQUIRED UNDER SECTION 197(12) READ WITH
RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014
AND COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) AMENDMENT RULES, 2016
The prescribed particulars of remuneration of employees pursuant to
Section 197(12) read with Rule 5 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 and Companies (Appointment and Remuneration of
Managerial Personnel) Amendment Rules, 2016, are set out as Annexure -5 to this Report.
24. STATEMENT ON DECLARATION GIVEN BY THE INDEPENDENT DIRECTOR UNDER
SUB SECTION (6) OF SECTION 149 OF COMPANIES ACT, 2013
All the Independent Directors of your Company have submitted a
declaration at the time of their appointment and also annually that they meet the criteria
of independence as laid down under Section 149(6) of the Act and SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015. All requisite declarations were placed
before the Board.
25. DIRECTORS
During the year, the shareholders of the Company at the 31st Annual
General Meeting of the Company held on 30th September, 2024 considered and approved the
appointment of Mrs. Sangeeta Singh (DIN: 10757696) as a Non-Executive, Independent
Director of the Company, not liable to retire by rotation, for the term of five
consecutive years commencing from 12th November, 2024 to 11th November, 2029.
Further the shareholders of the Company at the 31st Annual General
Meeting of the Company held on 30th September, 2024 considered and approved the
re-appointed of Mr. Udai Kothari (DIN: 00284256) as Chairman & Managing Director of
the Company for a period of 3 (three) years commencing from 2nd May, 2025 to 1st May, 2028
at the remuneration and terms and conditions recommended by the Nomination and
Remuneration Committee at its meeting held on 3rd September, 2024. During the year under
review, Mrs. Leena Hinesh Jobanputra (DIN: 06975039) an independent director of the
company had tender her resignation due to completion of second and final tenure of
appointment w.e.f. 12th November, 2024. The Board places on record its high appreciation
of the valuable service rendered by Mrs. Jobanputra during her tenure as Independent
Director of the Company.
Further Mr. Govind Kumar Goyal (DIN: 02466348) an independent director
of the company had also tender his resignation due to completion of second and final
tenure of appointment w.e.f. 24th July, 2025. The Board places on record its high
appreciation of the valuable service rendered by Mr. Goyal during his tenure as
Independent Director of the Company. In accordance with the provisions of Section 152 of
the Companies Act, 2013 and your Company's Articles of Association, Mr. Dinesh Burman
(DIN: 00612904) retires by rotation at the ensuing Annual General Meeting and being
eligible, offers himself for re-appointment. The information as required to be disclosed
under Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 in case of re-appointment/appointment/change in designation of the
director is provided in the Corporate Governance Section forming part of this Report.
26. CHANGE IN THE NATURE OF THE BUSINESS, IF ANY
During the year under review, there is no change in the nature of the
business.
27. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS/COURTS/TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND YOUR COMPANY'S
OPERATIONS IN FUTURE
During the year under review, there were no such orders passed by the
regulators / courts / tribunals impacting the going concern status and your Company's
operations in future.
28. BOARD EVALUATION
In compliance with the requirements of the provisions of Section 178 of
the Companies Act, 2013 read with Rules framed thereunder and provisions of Schedule IV to
the Act as well as the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, your Company has carried out performance evaluation for the Board of Directors,
Committees of the Board and Individual Directors on the basis of participation of
directors, quality of information available, quality of discussions, contributions and
decision making etc. The overall performance of the members of the Board was found
satisfactory. The manner in which the evaluation is carried out has been explained in the
Corporate Governance Section forming part of this Report.
29. PARTICULARS OF CONTRACTS/ARRANGEMENTS WITH RELATED PARTIES
All transactions entered into with Related Parties as defined under the
Companies Act, 2013 and Regulation 23 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 during the year were in the ordinary course of business
and on an arms' length basis and do not attract the provisions of Section 188 of the
Companies Act, 2013. Approval of the shareholders was already obtained for the related
party transactions vide ordinary resolution dated 30th September, 2022. However, pursuant
to the provisions of Regulation 23 (2) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, prior approval of the Audit Committee was sought for
entering into the Related Party Transactions. Further, the Audit Committee granted omnibus
approval for repetitive transactions to be entered into with the related parties, during
the year. The Audit Committee reviews all related party transactions on a quarterly basis.
In terms of Regulation 34(3) read with Part A of Schedule V to the Listing Regulations,
the details of the transactions entered into by the Company with promoter/ promoter group,
which hold(s) 10% or more shareholding in the Company are given in the Notes to the
Financial Statements.
A Policy on the Related Party Transactions has been devised by your
Company for determining the materiality of transactions with related parties and dealings
with them. The said Policy is available on your Company's website www.uyfincorp.com
and a web link to the said Policy has been provided in the Corporate Governance Section
forming part of this Report.
30. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
Kindly refer to the write-up in the Section Management Discussion and
Analysis Report.
31. VIGIL MECHANISM / WHISTLE BLOWER POLICY
The Company has established a Vigil Mechanism / Whistle Blower Policy
for directors and employees to report to the management instances of unethical behavior,
actual or suspected, fraud or violation of the Company's code of conduct or ethics policy,
if any.
The Policy is also available on the Company's website and the web link
of the same is:
https://www.uyfincorp.com/_Frontend_Assets/images/pdf_docs/UYFL-WB-Policy.pdf
32. POLICY ON PREVENTION OF SEXUAL HARASSMENT
The Company is committed to provide a safe and conducive work
environment to its employees and has formulated Policy on
Prevention of Sexual Harassment of Women at Workplace in accordance
with The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013 to prohibit, prevent or deter any acts of sexual harassment at workplace and to
provide the procedure for the redressal of complaints pertaining to sexual harassment. An
Internal Complaints Committee (ICC) has been set up to redress complaints.
During the financial year ended 31st March, 2025, the Company has not
received any Complaints pertaining to Sexual Harassment.
33. NOMINATION AND REMUNERATION COMMITTEE
During the financial year 2024-25, one Nomination and Remuneration
Committee Meeting was held on 03.09.2024. The Composition of the Committee has been
provided in the Corporate Governance Section forming part of this Report. The terms of
reference of the Committee are wide enough to cover matters specified for the Committee
under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section
178 of the Companies Act, 2013.
The Company's Remuneration Policy has been provided in the
Corporate Governance Section forming part of this Report
34. CORPORATE SOCIAL RESPONSIBILITY
In terms of Section 135 and Schedule VII of the Companies Act, 2013,
the Board of Directors have constituted a Corporate Social Responsibility (CSR) Committee
and on the recommendation of the said committee, the Board has approved a Corporate Social
Responsibility ('CSR') policy and the same has been uploaded in the website of the Company
www.uyfincorp.com which contains the CSR activities being carried out by the Company,
governance structure, implementation process, etc.
The Company believes that CSR is a way of creating shared value and
contributing to social and environmental good. Company's strategy is to integrate its
activities in community development, social responsibility and environmental
responsibility and encourage each business unit or function to include these
considerations into its operations.
Your Directors are pleased to inform that the Company has fulfilled its
CSR obligations pursuant to Section 135(5) of the Companies Act, 2013, for the year
2024-25 inter-alia on CSR projects in the areas of right to education. The details on CSR
activities as prescribed under Companies (Corporate Social Responsibility Policy) Rules,
2014 are provided as Annexure - 6 and forms part of this Report.
The Policy is also available on the Company's website and the web link
of the same is:
https://www.uyfincorp.com/_Frontend_Assets/images/pdf_docs/UYFL_CSR-Policy.pdf
35. GENERAL DISCLOSURES
Your Directors state that: i) No proceedings are pending against the
Company under the Insolvency and Bankruptcy Code, 2016. ii) The Company serviced all the
debts & financial commitments as and when they became due and no settlements were
entered into with the bankers. iii) The Company does not have any Employee Stock Option
Plan.
36. ACKNOWLEDGEMENTS
Your Directors would like to express their grateful appreciation for
the excellent support and co-operation received from the Banks, RBI, SEBI, MCA, Registrar
and Share Transfer Agents, Registrar of Companies, Stock Exchanges, Depositories,
Customers, Business Associates, Members and other Stakeholders during the year under
review. Your Directors also place on record their deep appreciation for the valuable
contribution of the employees at all levels for the progress of your Company during the
year and look forward to their continued co-operation in realisation of the corporate
goals in the years ahead.
|
For and on Behalf of the Board |
|
Sd/- |
|
Udai Kothari |
| Place : Kolkata |
(Chairman & Managing Director) |
| Dated : 23rd August, 2025 |
(DIN:-00284256) |