Churiwala Securities Pvt. Ltd. - leading and respected retail broking in India with over 3 decades of experience in creating wealth for investors with expertise in personalised investment planning in Equities / Portfolio Advisory for HNI & Retail clients.

Ascom Leasing & Investments Ltd			Industry : Finance & Investments


BSE Code:	535350	NSE Symbol:	ASCOM	P/E(TTM):	21.49

ISIN Demat:	INE08KD01015	Div & Yield %:	0	EPS(TTM):	4.37

Book Value(Rs):	42.4905371	Market Cap ( Cr.):	110	Face Value(Rs):	10

Change Company

To,

The Members of

Ascom Leasing & Investment Limited

The Board of Directors of your Company are pleased to present the Thirty-Seventh (37th) Annual Report on the business and operations of the Company, italicizing the progress and growth achieved during the year along with Audited Financial Statements with Auditors' Report thereon, Secretarial Auditor's Report for the Financial Year ended 31st March, 2024.

FINANCIAL HIGHLIGHTS:

The financial performance of the Company for the financial year ended on 31st March, 2024 is as follows:

	As on 31st March, 2024	As on 31stMarch, 2023
Revenue from Operations	12,33,43,780	12,15,10,519
Other Income	-	-
Total Income	12,33,43,780	12,15,10,519
Total Expenses	5,67,42,356	5 ,53,27,276
Profit before Exceptional and Extraordinary Items and Tax	6,66,01,424	6,61,83,243
Extraordinary Items	(2,09,868)	(6,072)
Profit Before Tax	6,63,91,556	6,61,77,171
Less: Income Tax (Current Year)	1,67,27,298	1,65,66,512
Less: Deferred Tax	-	-
Profit/(Loss) after tax	4,96,64,258	96,10,659
Earning Per Share	4.24	4.24

The Company has prepared the financial statements in accordance with the generally accepted accounting principles in India (‘Indian GAAP') to comply in all material respects with the notified Accounting Standards (‘AS') under Section 133 of the Companies Act, 2013 (‘the Act'), read with rule 7 of the Companies (Accounts) Rules, 2014 and the Companies (Accounting Standards) Amendment Rules, 2016. Further, the Company follows the statutory requirements, circulars and guidelines issued by the Reserve Bank of India (RBI) for Non-Banking Financial Companies (NBFC), from time to time to the extent they have an impact on the financial statements and current practices prevailing in India.

RESULTS OF OPERATIONS & STATE OF COMPANY'S AFFAIRS

The Company is a Non-Banking Finance Company (NBFC) registered with Reserve Bank of India (RBI). During the financial year under review, the Company recorded a turnover of 12,33,43,780 against 12,15,10,519 in the previous year and the Company has incurred profit of 4,96,64,258 as compared to profit of 4 ,96,10,659 in the previous financial year. The management of the Company is putting their best efforts to improve the performance of the Company.

The Company's Capital Adequacy Ratio calculated in line with the Reserve Bank of India (‘RBI') directions for Non-Banking Financial Companies (‘NBFCs') which is well above the minimum regulatory requirement.

CHANGE IN THE NATURE OF BUSINESS

There were no changes in the nature of Business of the Company during the financial year.

CHANGE IN SHARE CAPITAL

Authorized Share Capital

During the Financial Year 2023-24 there had no changes in the Authorized Share Capital of the Company. The Authorized Share Capital of the Company is 15,00,00,000 divided into 1,50,00,000 Equity Shares of Rs. 10/- each.

Paid up Share Capital

During the year, the Company has its Paid-up share Capital of 11,71,41,790/- comprising of 11,714,179 equity shares having nominal value of Rs.10 each.

DIVIDEND

Board have considered it financially prudent in the long-term interest of the Company to re-invest the profits into the business of the Company to build a strong reserve base and grow the business of the Company. Therefore, Board of Directors has not recommended any dividend for the financial year ended on 31st March, 2024.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no dividend declared and paid last year.

TRANSFER TO RESERVES

During the year, the Company has transferred . 99,32,852 (20% of the profits are required to be transferred to a Statutory/Special Reserve Account.) to the statutory Reserve as per Section 45-IC of the Reserve Bank of India Act, 1934,

DEPOSIT

Being a non-deposit taking Company, your Company has not accepted any deposits within the meaning of the provisions of Master Direction - Non-Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Directions, 2016 and provisions of the Companies Act, 2013 are not applicable on the Company. Further, the Company shall not accept deposits from public without obtaining prior approval from the Reserve Bank of India.

MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION OF THE COMPANY

There were no material changes and commitments affecting the financial position of the Company, that have occurred between end of the Financial Year to which the Financial Statements relate and date of this report

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any Subsidiary, Joint Venture or Associate Company; hence provisions of Section 129(3) of the Companies Act, 2013 relating to preparation of consolidated financial statements are not applicable.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

The Company, being an NBFC registered with the RBI and engaged in the business of giving loans in ordinary course of its business, is exempt from complying with the provisions of Section 186 of the Act with respect to loans and guarantees. Accordingly, the disclosures of the loans given as required under the aforesaid section have not been made in this Report.

However, the particulars of Loans, Guarantees, and Investments have been disclosed in the Financial Statements read together with Notes annexed to and forming an integral part of the Financial Statements.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

All contracts / arrangements / transactions entered by the Company during the financial year with related parties were on an arm's length basis and in the ordinary course of business under the Companies Act 2013 and not material under the Listing Regulations and hence did not require members' prior approval under the Companies Act 2013 and the Listing Regulations. The particulars of contracts or arrangements with related parties referred to in sub-section (1) of Section 188 are attached as Annexure-I in the Form AOC-2.

The Policy on dealing with related party transactions, as approved by the Board may be accessed on the Company's website at the link http://ascomfinance.com/report/RPT-Policy

DECLARATION BY INDEPENDENT DIRECTOR

The Company has received necessary declaration from each independent director under Section 149(7) of the Companies Act, 2013 that they continue to confirm the criteria of independence laid down in Section 149(6) of the Companies Act, 2013.

CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

The particulars as per the Companies (Accounts) Rules, 2014 regarding conservation of energy, technology absorption are as under:

(A) Conservation of Energy

taken or impact on conservation of energy
steps taken by the Company for utilizing alternate sources of energy
capital investment on energy conservation equipment's

(B) Technology Absorption

1. Efforts made towards technology absorption: N.A.

2. Benefits derived like product improvement, cost reduction, product development or import substitution: N.A.

3. In case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-

Details of technology imported
Year of Import	N.A.
Has technology been fully absorbed
If not fully absorbed, areas where absorption has not taken place, and the
reasons thereof

4. Expenses incurred on Research and Development

During the period under review particulars regarding expenditures on research and development are as under:

Particulars
Capital Expenditures
Recurring Expenditures	N.A.
Total
Total Research and development expenses as % of turnover

FOREIGN EXCHANGE EARNINGS AND OUTGO-

The Foreign Exchange earned in terms of actual inflows during the year- NIL

The Foreign Exchange outgo during the year in terms of actual outflows- NIL

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company's vision on CSR is that the Company being a responsible Corporate Citizen would continue to make a serious endeavor for a quality value addition and constructive contribution in building a healthy and better society through its CSR related initiatives and focus on education, environment, health care and other social causes. As per the provisions of Section 135 of the Companies Act, 2013 read with rules framed thereunder, certain class of companies is required to spend 2% of its average net profit during 3 preceding years on CSR activities. It also provides for formation of CSR committee of the Board. The rules prescribe the activities qualify under CSR and the manner of spending the amount.

The Company has framed the Corporate Social Responsibility (CSR) Policy in terms of the provisions of Section 135(1) of the Companies Act, 2013 which is uploaded at the website of the Company i.e www.ascomfinance.com . The CSR activities of the Company are aligned with the activities specified in Schedule VII of the Companies Act, 2013.

Composition of CSR Committee:

The Board of Directors of the Company has constituted Corporate Social Responsibility Committee under Section 135 of the Companies Act, 2013.

Sr. No.	Name of the Director	DIN	Position in the Committee
1	KetanbhaiDhanjibhai Lakhani	07098256	Chairman
2	Tushar Rohitbhai Pandya	06396751	Member
3	Rupalben Tushar Pandya	06396751	Member

During the year the Corporate Social Responsibility Committee met 1 (One) time. The date of the meetings held during the year ended March 31, 2024 are:

10-05-2023

The disclosures related to CSR activities pursuant to Section 134(3) of the Companies Act, 2013 read with Rule 9 of Companies (Accounts) Rules, 2014 and Companies (Corporate Social Responsibility) Rules, 2014 is annexed hereto and form part of this report as “Annexure II

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the board of Directors, to the best of their knowledge and ability, confirm that: -

a) in the preparation of the annual accounts, the applicable accounting standards have been followed;

b) the Directors 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 and loss of the Company for that period;

c) the Directors 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;

d) the Directors have prepared the annual accounts on a going concern basis.

e) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively

f) the Directors have devised proper system to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

PARTICULARS OF EMPLOYEES U/S 197(12) OF THE COMPANIES ACT, 2013

The information required under Section 197 & Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 is enclosed in Annexure III.

MANAGEMENT DETAILS/ INFORMATION

The Board of Directors of the Company comprises individuals with extensive global experience, strong financial acumen, strategic insight, and exemplary leadership qualities. Their unwavering commitment to the Company's success is demonstrated through their active participation and thorough preparation for Board Meetings. The Board conducts a comprehensive skill assessment to identify the core skills, expertise, and competencies of the Directors, ensuring the effective functioning of the Company and the continued achievement of its goals. The Company's Board includes leaders and visionaries who provide strategic direction and guidance. As of March 31, 2024, the Board consists of four Directors, including one Executive Director and three Non-Executive (Independent) Directors, reflecting an optimal balance.

Composition of Board Directors

During the financial year, there were no changes in the composition of Board of Directors of the Company.

Following are the Details of Directors on the Board of the Company as on date of this report :

S.No.	Name of the Director	Designation
1.	Mr. TusharPandya	Managing Director & CFO
2.	Mrs. Rupalben Tushar Pandya	Whole Time Director
3.	Mr. Rohitkumar Balvantrai Pandya	Whole Time Director
4.	Mr. Ketanbhai Dhanjibhai Lakhani	Independent Director
5.	Ms. Jayshriben Rajendra Pathak	Independent Director
6.	Mr. Pradeep Champaklal Wadiwala	Independent Director

Key Managerial Personnel of the Company

Following are the Details of Key Managerial Personnel of the Company as on date of this report:

S.No.	Name of the Director	Designation
1.	Mr. Tushar Rohitbhai Pandya	Managing Director & CFO
2.	Mrs. Rupalben Tushar Pandya	Whole Time Director
3.	Mr. Rohitkumar Balvantrai Pandya	Whole Time Director
4	Ms. Smita Chaturvedi*	Company Secretary

After the closure of financial year, Ms. Shivani Sharma resigned from the office of Company Secretary with effect from April 17, 2024 and upon the recommendation of Nomination Remuneration Committee Ms. Smita Chaturvedi appointed as Company Secretary with effect from July 04, 2024.

The tenure of Ms. Jayshriben Rajendra Pathak (DIN: 08490562) as an Independent Director was completed on June 23, 2024, commencing from June 19, 2019 till June 23, 2024.

Re-appointment at the ensuing AGM Retirement of Director by Rotation

In accordance with the provisions of the Companies Act, 2013 and Article 77 of the Articles of Association of the Company, Mr. Tushar Rohitbhai Pandya, Managing Director of the Company shall retire by rotation at the ensuing 36th AGM of the Company and being eligible, offers herself for re-appointment.

MEETINGS OF THE BOARD

The Company prepares the schedule of the Board Meeting in advance to assist the Directors in scheduling their program. The agenda of the meeting is circulated to the members of the Board well in advance along with necessary papers, reports, recommendations and supporting documents so that each Board member can actively participate on agenda items during the meeting.

The Board met 8 (Eight) times during the Financial Year 2023-24. The Board Meetings were held of the Company as follow:

• 08-04-2023

• 10-05-2023

• 21-06-2023

• 05-09-2023

• 08-11-2023

• 23-01-2024

• 05-03-2024

• 19-03-2024

The maximum interval between any two meetings did not exceed 120 days. Following are details of meetings attended by each Directors of Company:

S. No	Name of the Director	No of board Meetings held during the year during his/her tenure as Director	No. of Meetings attended during the year
1.	Mr. TusharRohitbhai Pandya	8	8
2.	Mrs. RupalbenTushar Pandya	8	8
3.	Mr. RohitkumarBalvantrai Pandya	8	8
4.	Mr. KetanbhaiDhanjibhai Lakhani	8	8
5.	Ms. JayshribenRajendra Pathak	8	8
6.	Mr. Pradeep ChampaklalWadiwala	8	8

The 36th Annual General Meeting of the Company was held on 29th September, 2023.

CONSTITUTION OF VARIOUS COMMITTEES & ITS MEETING

The Board committees play a crucial role in the governance structure of the Company and have been constituted to deal with specific areas/ activities which concern the Company and need a closer review. The Board committees are set up under the formal approval of the Board, to carry out clearly defined roles which are considered to be performed by the members of the Board, as a part of good governance practice. All decisions and recommendations of the committees are placed before the Board for information or approval. The minutes of the meetings of all the committees are placed before the Board for their review.

The Company has currently had 3 (Three) Committees:

1. Audit Committee (AC)

2. Nomination and Remuneration Committee (NRC)

3. Stakeholder's Relationship Committee (SRC).

4. Corporate Social Responsibly

The major terms of reference of the Committees, its composition and number of meetings held during the year ended March 31, 2024 are as follows:

AUDIT COMMITTEE

The Company has duly constituted Audit Committee in accordance of Section 179 of the Companies Act, 2013.

The Composition of the Audit Committee as on 31st March 2024:

Sr. No.	Name of the Director	DIN	Designation in the Committee
1	Pradeep Champaklal Wadiwala	08490596	Chairman
2	Ketanbhai Dhanjibhai Lakhani	07098256	Member
3	Jayshriben Rajendra Pathak	08490562	Member
4.	Rohitkumar Balvantrai Pandya	06400619	Member

Meetings of the Audit Committee

During the year the Audit Committee met 3 (Three) times. The date of the meetings held during the year ended March 31, 2024 are:

10-05-2023 05-09-2023 23-01-2024

Following are details of meetings attended by each Directors/ Member of Audit Committee:

			Attendance
S.No.	Date of Meeting	Total Number of members of the Committee associated as on the date meeting	Number of Members entitled to Attend	No. of Members Attended
1.	10-05-2023	4	4	3
2.	05-09-2023	4	4	4
3.	23-01-2024	4	4	4

In case any person requires more information/ details regarding the Audit Committee the person may access the Company's website at the link: http://www.ascomfinance.com/corporate-governance.html

NOMINATION AND REMUNERATION COMMITTEE

The Company has duly constituted Nomination & Remuneration in accordance of Section 178 of the Companies Act, 2013.

Composition of Nomination & Remuneration Committee as on 31st March 2024:

Sr. No.	Name of the Director	DIN	Designation in the Committee
1.	Pradeep Champaklal Wadiwala	08490596	Chairman
2.	Ketanbhai Dhanjibhai Lakhani	07098256	Member
3.	Jayshriben Rajendra Pathak	08490562	Member

Nomination & Remuneration Policy is updated on the website of the Company i.e. at http://ascomfinance.com/report/REMUNERATION-POLICY

Meetings of the Nomination & Remuneration Committee

During the year the Nomination and Remuneration Committee met 1 (One) time. The date of the meetings held during the year ended March 31, 2024 are:

21-06-2023

Following are details of meetings attended by each Directors/ Member of Nomination & Remuneration:

			Attendance
S.No.	Date of Meeting	Total Number of members of the Committee associated as on the date meeting	Number of Members entitled to Attend	No. of Members Attended
1.	21-06-2023	3	3	3

STAKEHOLDERS RELATIONSHIP COMMITTEE MEETING

The Company had duly constituted Stakeholders Relationship Committee in accordance of Section 178 of the Companies Act, 2013. The major terms of reference of the Stakeholders Relationship Committee include:

Consideration & Resolution of the grievances of security holders of the Company;

Reviewing of Transfer / Transmission requests / Demat / Remat requests of the security shareholders and issuance of duplicate share certificate, if any

Composition of the Stakeholders Relationship Committee as on 31st March 2024:

Sr. No.	Name of the Director	DIN	Position in the Committee
1	Pradeep Champaklal Wadiwalal	08490596	Chairman
2	Tushar Rohitbhai Pandya	03264783	Member
3	Rohitkumar Balvantrai Pandya	06400619	Member

Meetings of the Stakeholders Relationship Committee

During the year the Stakeholders Relationship Committee met 1 (One) time. The date of the meetings held during the year ended March 31, 2024 are:

05-03-2024

Following are details of meetings attended by each Directors/ Member of Stakeholders Relationship Committee:

			Attendance
S.No.	Date of Meeting	Total Number of members of the Committee associated as on the date meeting	Number of Members entitled to Attend	No. of Members Attended
1.	05-03-2024	3	3	3

INDEPENDENT DIRECTORS MEETING

The Independent Directors played active role in Board as well as committee meetings in which they are members. Keeping in view the provisions the meeting of Independent Directors held on 15 March, 2024, without the presence of Non-Independent Directors and members of the Management. They reviewed the performance of Non-Independent Directors and the Board as a whole, the performance of the Chairman of the Company, taking into account the views of Executive Director and Non- Executive Directors and assessed the quality, quantity and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform its duties. The Independent Directors expressed satisfaction over the performance and effectiveness of the Board, individual Non- Independent Directors and the Chairman. As per the provisions of the Companies Act, 2013 read with Schedule IV, following are the Independent Directors of the Company.

Sr. No.	Name of member	DIN
1.	Mr. Ketanbhai Dhanjibhai Lakhani	07098256
2.	Ms. Jayshriben Rajendra Pathak	08490562
3.	Mr. Pradeep Champaklal Wadiwala	08490596

Performance evaluation

In line with the provisions of Section 134(3) of the Companies Act, 2013 and Rules made thereunder read with the relevant provisions of the SEBI Listing regulations, 2015, the Board of Directors has carried out an annual evaluation of its own performance, Board Committees and individual Direc tors. The performance of the Board of Directors and its Committees were evaluated on various parameters such as structure, composition, experience, performance of specific duties and obligations, quality of decision making and overall effectiveness.

The performance of individual Directors was evaluated on parameters, such as meeting attendance, participation and contribution and independent judgment.

The Board members noted from time to time the suggestions/ inputs of Independent Directors, Nomination Committee and Audit Committee and also discussed various initiatives to further improve the Board effectiveness.

In a separate meeting of Independent Directors held on 15 March, 2024 performance of non-independent Directors, performance of the Board as a whole and performance of the Chairman was evaluated.

Criteria for performance evaluation criteria is available on the website of the Company at http://www.ascomfinance.com/policies.html

POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION INCLUDING CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE AND OTHER MATTERS PROVIDED UNDER SECTION 178 (3)

The Company has in place a Nomination & Remuneration Committee in accordance with the requirements of the Companies Act, 2013.

The Committee has formulated a policy on Director's appointment and remuneration including recommendation of remuneration of the key managerial personnel including senior management and other employees, composition and the criteria for determining qualifications, positive attributes and independence of a director and the policy is available on the website of the Company i.e. http://www.ascomfinance.com/policies.html

VIGIL MECHANISM / WHISTLE BLOWER POLICY

In compliance with the requirement of the Companies Act, 2013 and SEBI Listing Regulations, the Company has established a Whistle Blower Policy / Vigil Mechanism Policy that enables the Directors and Employees to report genuine concerns. The vigil mechanism provides for adequate safeguards against victimization of persons who use the vigil mechanism; and direct access to the Chairperson of the Audit Committee of the Board of Directors of the Company in appropriate or exceptional cases. No complaint of this nature has been received by the Audit Committee during the year under review.

No person has been denied access to the Chairperson of the Audit Committee. During the financial year 2023-24, no cases under this mechanism were reported to the Company.

The Vigil Mechanism cum Whistle Blower Policy may be accessed on the Company's website at the link: http://ascomfinance.com/report/Whistle-Blower-Policy.

INTERNAL FINANCIAL CONTROL SYSTEM

The Company has an Internal Control System which is commensurate with the size, scale and complexity of its operations. To maintain its objectivity and independence, the Internal Audit reports to the Chairman of the Audit Committee of the Board and to the Managing Director. The Internal Audit Department reviews the effectiveness and efficiency of these systems and procedures to ensure that all assets are protected against loss and that the financial and operational information is accurate and complete in all respects. Company policies, guidelines and procedures provide for adequate checks and balances and are meant to ensure that all transactions are authorized, recorded and reported correctly.

To further strengthen the internal control process, the Company has developed the very comprehensive compliance management tool to drill down the responsibility of the compliance from top management to executive.

AUDITORS & AUDITORS REPORT:

STATUTORY AUDITOR

Pursuant to the provisions of Section 139 (2) of the Act and the rules made thereunder, the Members at their Thirty-Six AGM held on September 29, 2023, had appointed DSI & CO. (ICAI Firm's Registration Number 127226W) Statutory Auditors of the Company for a term of five years i.e. from the conclusion Thirty Fifth of AGM till the conclusion of the Forty AGM.

The notes on accounts referred to in the auditors' report are self-explanatory and therefore don't call for any further comments by the Board of Directors.

EXPLANATIONS OR COMMENTS OF THE BOARD ON QUALIFICATION(S), RESERVATION(S) OR ADVERSE REMARK(S) OR DISCLAIMER MADE BY STATUTORY AUDITOR

The Statutory Auditor in its Report: The notes on accounts referred to in the auditors' report are self-explanatory and therefore don't call for any further comments by the Board of Directors. During the year under review, the Company has not reported any fraud mentioned under Section 143(12) of the Act.

SECRETARIAL AUDITOR

In terms of Section 204 of the Act and Rules made there under, M/s Anuj Gupta and Associates Practicing Company Secretaries was appointed as Secretarial Auditors for the financial year 2023-24 and have submitted their Secretarial Audit Report in Form No. MR-3 as required under Section 204 of the Companies Act, 2013 for the financial year ended 31st March, 2024. The Report forms part of this report as Annexure IV.

There are no qualifications or adverse remarks in the Secretarial Auditors' Report which require any clarification or explanation.

INTERNAL AUDITOR

In terms of Section 138 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014, M/s Dharan Shah & Associates, Chartered Accountants were appointed as Internal Auditors for the period of three financial year commencing from 2023-24.

There are no qualifications or adverse remarks in the Secretarial Auditors' Report which require any clarification or explanation.

COST AUDITORS

Pursuant to Section 148 (3) of the Companies Act, 2013 and rule 6(2) of the Companies (Cost records and Audit Rules) 2014 is not applicable on the Company.

INSTANCES OF FRAUD, IF ANY REPORTED BY THE AUDITORS:

Pursuant to provisions of Section 143(12) and sub-Section (14) of the Companies Act, 2013, as amended from time to time, the Auditors have not reported any incident of fraud to the Company during the year under review.

CORPORATE GOVERNANCE

Pursuant to Regulation 15(2)(a) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the compliance of corporate governance provisions shall not apply to the listed entity which has listed its specified securities on the SME Exchange.

As the Equity Shares of your Company listed on Emerge Platform of National Stock Exchange of India Limited, therefore the provisions regarding Corporate Governance are not applicable to your Company.

Your Company have complied with applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) and approved by Central Government from time to time.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As per SEBI Listing Regulations, Management Discussion and Analysis are attached, which form part of this report annexed herewith at Annexure No. V.

COMPLIANCE OF SECRETARIAL STANDARDS

The Company has duly complied with the applicable clauses of Secretarial Standards i.e. SS-1 and SS-2 on Meetings of the Board of Directors and General Meetings, respectively issued by the Institute of Company Secretaries of India.

LISTING

Currently the Equity Shares of the Company are listed on the Emerge Platform of National Stock Exchange of India Limited and there are no arrears on account of payment of Listing Fees to the Stock Exchange.

RISK MANAGEMENT AND RISK MANAGEMENT POLICY

The Board has adopted a risk management policy where various risks faced by the Company have been identified and a framework for risk mitigation has been laid down. Even though not mandated, the Company has constituted a Risk Management Committee to monitor, review and control risks. The risks and its mitigating factors are discussed in the Board for identifying the element of risk which, in the opinion of the Board may threaten the existence of the Company and safeguarding the Company against those risks.

CODE OF CONDUCT AND ETHICS

The Board of Directors of the Company has adopted a Code of Conduct and Ethics for the Directors and Senior Executives of the Company. The object of the Code is to conduct the Company's business ethically and with responsibility, integrity, fairness, transparency and honesty. The Code sets out a broad policy for one's conduct in dealing with the Company, fellow Directors and with the environment in which the Company operates.

INFORMATION REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORK PLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

Your Company has a policy and framework for employees to report sexual harassment cases at workplace and the process ensures complete anonymity and confidentiality of information. No complaints of sexual harassment were raised in the financial year 2023-24.

ANNUAL RETURN

A copy of the Annual Return as provided under section 92(3) of the Act, in the prescribed form, which will be filed with the Registrar of Companies/MCA, is hosted on the Company's website and can be accessed at http://www.ascomfinance.com/financial-information.html

RBI REGULATIONS

The Company continues to comply with all the requirements prescribed by the Reserve Bank of India (RBI) from time to time. The Board of Directors have framed various policies as applicable to the Company including Risk based internal audit policy. The Board periodically reviews the policies and approves amendments as and when necessary.

GENERAL

Your directors state that no disclosure or reporting is required in respect of the following matters as there were no transactions on these items during the year under review:

There are no significant material orders passed by the Regulators or Courts or Tribunal, which would impact the going concern status of the Company and its future operation No fraud has been reported by the Auditors to the Audit Committee or the Board. There has been no application made or pending under Insolvency and Bankruptcy Code, 2016 As per Rule 8 (13) of Companies (Share Capital and Debentures) Rules, 2014, during the period under review, your Company has not issued Sweat equity shares. As per Rule 12 (9) of Companies (Share Capital and Debentures) Rules, 2014, during the period under review, your Company has not issued equity shares under the scheme of employee stock option. As per Rule 16 (4) of Companies (Share Capital and Debentures) Rules, 2014 there are no voting rights exercised directly or indirectly by the employees in respect of shares held by them. As per Rule 14 of Companies (Share Capital and Debentures) Rules, 2014, during the period under review, your Company has not offered and issued bonus equity shares. During the Financial Year under review, the Company neither filed any application nor had any proceedings pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016), therefore, it is not applicable to the Company.

ACKNOWLEDGEMENT AND APPRECIATION

The Board of Directors extends its sincere gratitude for the invaluable guidance and support received from all stakeholders of the Company. This includes the Reserve Bank of India, the Ministry of Corporate Affairs, the Securities and Exchange Board of India, the BSE, and other regulatory authorities. The Board also acknowledges the continued trust and support of our bankers, lenders, financial institutions, members, National Securities Depository Limited, Central Depository Services (India) Limited, and customers.

Furthermore, the Directors commend the unwavering commitment demonstrated by all executives, officers, staff, and the Senior Management team, which has significantly contributed to the Company's excellent performance during the financial year.

Date: September 04, 2024		For & on behalf of
Place: Surat	Ascom Leasing & Investments Limited
	Sd/-	Sd/--
	RupalbenTushar Pandya	Tushar Rohitbhai Pandya
	Wholetime Director	Managing Director
	DIN:06396751	DIN: 03264783