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Fundviser Capital (India) Ltd			Industry : Finance & Investments


BSE Code:	530197	NSE Symbol:	Not Listed	P/E(TTM):	135.82

ISIN Demat:	INE365H01014	Div & Yield %:	0	EPS(TTM):	0.97

Book Value(Rs):	18.2685637	Market Cap ( Cr.):	48.62	Face Value(Rs):	10

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The Members,

Fundviser Capital (India) Limited

The Board of Directors have pleasure in presenting before you the 38^th Annual Report and Audited Statements of Accounts for the Financial Year ended as on 31st March, 2023.

1. FINANCIAL RESULTS

The Financial Results for the Financial Year ended on 31st March, 2023 are briefly given below:-

PARTICULARS	2022-2023	2021-2022
	()	()
Revenue from Operations & Other Income	22,196/-	19,799/-
Profit before Interest, Depreciation & Income Tax	(797/-)	(1,009/-)
Less :
Interest	-	-
Depreciation	-	-
Profit/ (Loss) for the Year before Tax	(797/-)	(1,009/-)
Less : Provision for Tax
Current Tax	-	-
Deferred Tax	212/-	6,860/-
Earlier Year	-	(4,572/-)
Profit/(Loss) after Tax	(1,009/-)	(3,297/-)

2. COMPANY'S AFFAIRS, PERFORMANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORT

Review of Operations:

Though the Company has not started its NBFC activities in a full-fledged manner, the entire Revenue of the

Company consists of the new activities.

During the Financial Year under review the Revenue from Operations of the Company was 10,43,400/- as against of 15,09,600/- of the previous year. The other income of the Company was 11,76,200/- as against 4,70,300/- of the previous year. The Company has incurred a loss of 79,700/- as against the Loss of 1,00,900/- of the previous year.

3. KEY FINANCIAL RATIOS along with Detailsofsignificant detailed explanation thereof has been given in Note No. 35 under the head ‘Statement of Ratio Analysis' of the Financial Statements for FY 2022-

2023.

4. CAUTIONARY STATEMENT

Statements in this report, particularly those which relate to Management Discussion and Analysis, describing the Company's objectives, projections, estimates and expectations may constitute ‘forward looking statements' within the meaning of applicable laws and regulations. Actualresultsmightdiffermaterially from those either expressed or implied.

5. TRANSFER TO RESERVES

Your Company has not proposed to transfer any amount to the General Reserve.

6. DIVIDEND

Considering the fact that the Company has incurred Loss during the Financial Year, your directors do not recommend any Dividend on the Shares of the Company.

7. PUBLIC DEPOSITS

During the Financial Year 2022-2023, your Company had not accepted any Deposit within the meaning of Sections 73 and 74 of the Companies Act, 2013 read together with the Companies (Acceptance of Deposits) Rules, 2014.

8. INTERNAL CONTROL SYSTEMS AND ITS ADEQUACY

The Company has adequate internal control systems to ensure operational efficiency, accuracy and promptness in financial reporting and compliance of various laws and regulations

The internal control system is supported by the internal audit process. An Internal Auditor has been appointed for this purpose.

The Audit Committee of the Board reviews the Internal Audit Report and the adequacy and effectiveness of internal controls periodically.

9. LISTING AGREEMENT & FEES

The annual listing fees for the Financial Year 2022-2023 as well as for the Financial Year 2023-2024 have been paid to BSE Limited, where your Company's Shares are listed.

10. HOLDING COMPANIES, SUBSIDIARY COMPANIES AND ASSOCIATE COMPANIES

Company does not have any Holding Company, Subsidiary Company and Associate Company. The Company has already invested 49,000/- as fixed Capital in Landcare Associates LLP. The balance as on the close of the Financial Year i.e. as on 31st March, 2023 of the Current Capital invested in the said LLP was 1,94,50,000/-.

11. EXTRACT OF ANNUAL RETURN

Pursuant to provisions of Section 134 read with Section 92(3) of the Companies Act, 2013, as amended; copies of annual returns filed with the MCA are available at the website of the Company viz., www. fundvisercapital.in and the Annual Return for the Financial Year 2022 2023 will be uploaded on the website of the Company after filing of the same with the MCA.

12. NUMBER OF MEETINGS OF THE BOARD AND GENERAL MEETING

During the Financial Year 2022-2023, Seven (7) Board Meetings and One (1) General Meeting were convened and held. In addition to that, the Meeting of the Independent Directors was held on 31st March, 2023, the details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013 and the Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,

2015.

13. DIRECTORS' RESPONSIBILITY STATEMENT

Directors' Responsibility Statement prepared pursuant to the provisions of Section 134(5) of the Companies Act, 2013 is furnished below as required under Section 134(3) (c).

Directors state that:- a) In the preparation of the Annual Accounts for the Financial Year ended 31st March, 2023 the applicable Accounting Standards read with requirements set out under Schedule III to the Act have been followed and there are no material departures from the same. b) Accounting Policies as mentioned in Part–B to the Financial Statements have been selected and applied consistently. Further judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs st March, 2023 and of the Loss of the Company for the Financial Year ended on that date. c) Proper and sufficient care has been taken for 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 Annual Accounts have been prepared on a going concern basis; e) Proper internal financial controls were in place and that the financial controls were adequate and were operating effectively; and f) Proper systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.

14. DECLARATION BY INDEPENDENT DIRECTORS

All Independent Directors have given declarations under Section 149 (7) of the Companies Act, 2013 that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

15. AUDITORS AND AUDITORS' REPORT a) Internal Auditor

C M Lopez & Co Chartered Accountant was appointed as an Internal Auditor of the Company as per the provisions of Section 138 of the Companies Act, 2013 for the Financial Year 2022-2023.

He has conducted Internal Audits periodically and submitted his reports to the Audit Committee. His Reports have been reviewed by the Statutory Auditors and the Audit Committee. b) Statutory Auditor

M/s. JMT & Associates, Chartered Accountants having FRN: 104167W and Peer Review No. 012502 were appointed as the Company's Statutory Auditor and their term of appointment is valid till the conclusion of Annual General Meeting to be held in the year 2026.

The Auditors Report to the Shareholders for the year under review does not contain any qualification. No frauds have been reported by the Auditors under Section 143(12) of the Companies Act, 2013 requiring disclosure in Board's Report. c) Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 your Company has appointed Ghatpande & Ghatpande Associates, Company Secretaries having Firm Registration No.

P2019MH0772200 and Peer Review No.: 1503/2021 to conduct the Secretarial Audit of your Company for the FY 2022-2023. The Secretarial Audit Report is annexed herewith as Annexure – I to this Report which is qualified by the Secretarial Auditors The Independent Directors of the Company have so far not registered on the Portal of ‘Independent Director's Data Bank' introduced by Indian Institute of Corporate Affairs.

In this Connection the Directors state that the Independent Directors of the Company have not registered on the Portal of ‘Independent Director's Data Bank'. The Independent Directors have already been informed about the said requirement. d) Cost Audit

For the Financial Year under Report the appointment of Cost Auditor and obtaining their Report was not applicable to the Company.

16. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT

During the Financial Year 2022-2023, Company has not provided any Loans or Guarantees under Section 186 of the Companies Act, 2013 read with Companies (Meeting of Board and its Powers) Rules, 2014.

The Details of Investments made as on 31^st March, 2023 are as follows:

Name of Entity	Amount as at 31^st March, 2023
	( i in Hundreds)
1. Quoted (Equity Shares)
Investment in Equity Shares (FMV)	1,08,058/-
2. Unquoted
165 Capital Gain Saving Bonds of 10,000/- each of Rural Electrification	16,500/-
Corporation Ltd.
3. Other Investment
(a) Fixed Capital in Landcare Associates LLP	490/-
(b) Current Capital in Landcare Associates LLP	1,94,500/-
TOTAL:-	3,19,548/-

17. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During the Year under Report, there were no transactions with the Related Parties except payment of remuneration to the Directors and KMP. Accordingly, the particulars of the same are reflected in Form AOC

- 2 in terms of Section 134 (3) (h). The same has been attached herewith as Annexure II.

18. MATERIAL CHANGES AND COMMITMENTS BETWEEN THE DATE OF THE BALANCE SHEET AND THE DATE OF REPORT

There have been no material changesandcommitmentsaffectingthe financial position of the Company which have occurred between the end of the Financial Year of the Company to which the Financial

Statements relate and the date of the report.

19. SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS

There are no significant/material orders passed by the Regulators or Courts or Tribunals impacting the going concern status of your Company and its operations in future.

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

The information on Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo stipulated under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 is as follows:

A. Conservation of Energy and Technology Absorption:

(i) The steps taken or impact on conservation of energy: NIL (ii) The operations of your Company are not energy intensive.

(iii) The steps taken by the Company for utilizing alternate sources of energy: NIL (iv) The capital investment on energy conservation equipment: NIL

B. Technology absorption:

(i) The efforts made towards technology absorption: Not Applicable.

(ii) The benefits derived like product improvement, cost reduction, product development or import substitution: Not Applicable.

(iii) In case of imported technology (imported during the last three years reckoned from the beginning of the Financial Year): Not Applicable.

C. Foreign Exchange Earnings and Outgo

During the Financial Year under Report, there are no foreign exchange earnings and outgo.

21. RISK MANAGEMENT POLICY

The Company has formulated various policies and procedures to face the risks and challenges affecting the

Business of the Company. The Company has a Risk Management Policy in place and the risks are being reviewed regularly. Various risks such as financial risk arising out of the operations, increased competition in the sectors/areas of the Company, business conditions in the markets and other risks have been identified and taken into account while formulating policies. The Directors get themselves trained and educated on various risks factors. Periodic reviews are also being taken to improve the same.

22. NOMINATION AND REMUNERATION POLICY

The Board has on the recommendation of Nomination and Remuneration Committee framed the policy for selection and appointment of Directors, KMP's and senior Management personnel and their remuneration.

The same has been uploaded on the website of the Company. The link for accessing the same is http:// www.fundvisercapital.in.

23. STATEMENT REGARDING COMPLIANCE WITH THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITION AND REDRESSAL) ACT, 2013

The Company has formed a committee under the provisions of the Sexual Harassment of Women at

Workplace (Prevention, Prohibition and Redressal) Act, 2013 to ensure protection against sexual harassment of women at workplace and for the prevention and redressal of complaints of sexual harassment. No such instance took place during the reporting Financial Year.

24. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The provisions of Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014 in respect of CSR activities are not applicable to the Company. The

Company voluntarily also has not undertaken any CSR activity.

25. BOARD EVALUATION

Pursuant to the provisions of the Section 134 (3) (p) of the Companies Act, 2013, Rules there under and Regulation 17 (10) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, 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 its Audit, Nomination and Remuneration and other statutory committees. Performance evaluation has been carried out as per the Nomination and Remuneration Policy.

26. CHANGE IN THE NATURE OF BUSINESS, IF ANY

During the Financial Year under Report, there was no change in the nature of the Business of the Company.

27. DETAILS OF DIRECTORS OR KEY MANAGERIAL PERSONNEL WHO WERE APPOINTED OR HAVE RESIGNED DURING THE YEAR

During the year under Report, there was no change in the Directors or Key Managerial Personnel of the

Company.

28. DIRECTORS PROPOSED TO BE RE-APPOINTED AT THE ENSUING ANNUAL GENERAL MEETING

1) Mrs. Namrata Kapil Jain (DIN: 07052846), retires by rotation at the ensuing Annual General Meeting and being eligible, offersherself for re-appointment. The necessary resolution for her appointment as the Director of the Company is proposed for the approval of the Members in the ensuing Annual General Meeting.

2) The term of appointment of Mr. Rajendrakumar Ghevarchand Daga [DIN: 08234458] and Mr. Satishkumar Shantilal Mehta [DIN: 03314561] Independent Directors of the Company is valid up to 30^th September, 2023 hence necessary resolutions for their re-appointment, are recommended for your approval in the ensuing Annual General Meeting.

29. COMPOSITION OF AUDIT COMMITTEE

The composition of the Audit Committee under Section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 has been mentioned in the Corporate Governance Report annexed to this Report.

30. PARTICULARS OF EMPLOYEES

No employee of the Company was in receipt of remuneration aggregating to 102/- Lakh or more per year or 8.50 Lakh or more per month when employed for a part of the year and the particulars as required under Section 197 (12) read with the Rule 5(2) and 5 (3) of Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014.

31. CASH FLOW

A Cash Flow Statement for the financial year ended 31^st March 2023 is attached to the Financial Statement.

32. CORPORATE GOVERNANCE

Pursuant to Regulation 15 (2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 report on the Corporate Governance is not applicable to the Company. However, as a good Corporate

Governance practice the Company voluntarily furnishes the report on the Corporate Governance along with

Secretary which forms part of the Annual Report.thecertificate

The same is attached as

. 33. DEMATERIALISATION OF EQUITY SHARES

As per SEBI Circular No. SEBI/HO/MIRSD/DOP1/CIR/P/2018/73 dated 20^th April, 2018 the Shareholders holding Shares in Physical Form are required to submit their copies of PAN Card and Bank Account details. The Shareholders holding the Shares in Physical Form are requested, if not already done, to forward the same to the Registrar & Share Transfer Agents – Satellite Corporate Services Private Limited at the earliest. Please note that no transfer of Shares is allowed in Physical Form.

34. SECRETARIAL STANDARDS

During the year under review the Company has complied with all applicable mandatory Secretarial

Standards issued by Institute of Company Secretaries of India, and approved by the Central Government u/s 118(10) of the Companies Act, 2013.

35. STATEMENT REGARDING INDEPENDENT DIRECTORS

The Board of Directors is of the opinion that the Independent Directors including the Independent Director appointed during the financial year holds the highest standards of integrity and possess necessary expertise and experience including proficiency in the field in which the Company operates.

36. ACKNOWLEDGMENT

There is no application made by the Company under the Insolvency and Bankruptcy Code, 2016 (31 of

2016) [IBC] nor there are any proceeding pending under IBC.

37. DETAILS OF VALUATION DONE BY THE COMPANY IN TERMS OF RULE 8(5)(xii) OF THE COMPANIES (ACCOUNTS) RULES, 2014

This Clause is Not Applicable to the Company.

38. ACKNOWLEDGMENT

The Directors place on record their appreciation for the co-operation and support extended by the

Shareholders, Employees and Well Wishers of the Company all the times.

	By Order of the Board of Directors
	For Fundviser Capital (India) Limited
	Rajendrakumar Daga
Place: -Mumbai	Chairman
Date: - 11/08/2023	[DIN: 08234458]