To,

The Members

Star Housing Finance Limited

(Formerly known as "Akme Star Housing Finance Limited")

The Board of Directors are pleased to present the Company's Eighteenth Annual Report on the business & operations of the Company, together with the Audited Financial Statement for the financial year ended March 31, 2023.

FINANCIAL SUMMARY OR HIGHLIGHTS/PERFORMANCE OF THE COMPANY

The Company's financial performance for the financial year ended March 31st, 2023, is summarized as below:

(INR in Lacs)

BUSINESS PERFORMANCE:

Note: Figures of the previous year/ period have been regrouped and/or reclassi ed whenever necessary while preparing the statement as per IND-AS requirements.

DIVIDEND

The Board of Directors in its meeting held on Saturday, 15th July, 2023, has recommended a nal dividend of Rs. 0.05 per equity share for the year ended March 31, 2023 subject to the approval of the Members at the 18th Annual General Meeting (‘AGM').

The said dividend is in line with the Dividend Distribution Policy of the Company.

TRANSFER TO RESERVES

During the year under review, your Company appropriated Rs. 160.33 Lakhs to the Statutory Reserve under Section 36(1) (viii) of the income Tax Act, 1961 read with Section 29C of National Housing Bank (NHB) Act, 1987 out of the amount available for appropriation and an amount of Rs. 697.99 Lakhs is proposed to be retained in the Pro t and Loss Account.

SHARE CAPITAL

• Authorized Share Capital

During the year, the company increased the Authorized share capital from Rs. 30,00,00,000/- (Rupees Thirty Crore only) to Rs. 50,00,00,000/- (Rupees Fifty Crore only) vide passing ordinary resolution in Extra Ordinary General Meeting of the members of the company held on October 19, 2022. Hence, the authorized share capital of the Company as at March 31, 2023 was Rs. 50,00,00,000 (Rupees Fifty Crore only) consisting of 10,00,00,000 (Ten Crore) equity shares of Rs. 5 (Rupees Five Only) each.

Issued and Paid-up Capital

The paid-up Equity Share Capital of the company as on March 31, 2023 is Rs. 38,57,91,330 (divided into 7,71,58,266 Equity Shares of Rs. 5/-each).

During the year under review:

a) The company has issued & allotted 16,00,000 equity shares of Rs. 10/- each at Rs.135/- per share (including a premium of Rs. 125/- per share) & 7,30,500 equity shares of Rs. 10/- each at Rs.153/- per share (including a premium of Rs. 143 /- per share) under preferential allotment on a private placement basis for cash consideration through approval accorded by the shareholders at the Annual General Meeting held on 16th July 2022 & Extra Ordinary General Meeting held on 19th October, 2022 .

These shares are ranking pari-passu with the old equity shares of the company. Proceeds of the said Preferential Issue were utilized for expansion of business, general corporate purposes and working capital requirements. Therefore, there are no details to be disclosed as per Regulations 32(7A) of the SEBI Listing Regulations.

b) The Board of Directors at its meeting held on 17th October, 2022, & shareholders vide their meeting dated 06th December, 2022 approved the sub-division of the One Equity Share of face value Rs.10/- each into Two Equity Shares of face value of Rs. 5/- each. The Company xed 16th December, 2022 as the record date for the purpose of determining the members eligible for the allotment of sub division of Equity Shares.

c) The Company allotted 3,78,25,458 (Three Crore Seventy Eight Lakh Twenty Five Thousand Four Hundred Fifty Eight Only) bonus equity shares of 5/- (Rupees Five only) each fully paid up, in ratio of 1:1, i.e., One Bonus share of Rs. 5/- each fully paid up for every one existing share of Rs. 5 each. Thereby, the equity share capital of the Company increased from Rs. 18,91,27,290 (Rupees Eighteen Crore ninety one Lakhs twenty seven thousand two hundred and ninety only) to 37,82,54,580/- (Rupees Thirty Seven Crore Eighty Two lakhs Fifty Four Thousand Five hundred eighty only). The Company xed 16th December, 2022 as the record date for the purpose of determining the members eligible for the allotment of bonus Equity Shares.

d) The Board of Directors of the Company in their meeting held on 03rd February, 2023 allotted 15,07,350 fully paid up equity shares of face value Rs. 5/- each as ESOP under "Akme Employee Stock Option Plan 2021."The disclosure with regard to ESOP as required under the SEBI (Share Based Employee Benefits) Regulations 2014 is available on the website of the Company at: www.starh .com.

Apart from the above, there was no change in paid up share capital.

CREDIT RATING

The following ratings have been reaffirmed/assigned to the Company for its Bank Loan during the Year by CARE Rating Agency:

The following ratings have been reaffirmed/assigned to the Company for its bank facilities after the Closure of financial Year by India Ratings

*Yet to be issued

TERM LOAN FROM BANKS AND FINANCIAL INSTITUTIONS

During the financial year 2022-23 your company raised term loans of Rs. 118.95 crores from the following institutions:

The Outstanding Bank Borrowings as on 31.03.2023 stood at Rs. 162.50 Crores.

REVIEW OF OPERATIONS

Your Company is registered as a Housing Finance Company (HFC) with RBI to carry out the housing nance activities in India.

To build a quality loan book, your Company endeavors to adopt superior underwriting practices backed by robust monitoring and recovery mechanism. Your Company is committed towards improving efficiency in all its processes and service levels for its customers.

Your Company's thrust continues to be the affordable housing segment, with its focus on catering to the aspirations of low and middle-income Indian families who dream to own their homes. Your Company has been facilitating credit access to the low and middle-income self-employed customers in semi-urban and rural areas in India. The majority of your Company's customers have limited access to formal banking credit facilities.

During the Financial Year under review, your Company delivered a resilient performance, which is reflected in the following financial snapshot:

Income & Pro ts

Total Revenue from operations increased by 92.32% to Rs. 3724.31 Lakhs for the Financial Year ended March 31, 2023 as compared to Rs. 1936.54 Lakhs for the previous Financial Year. Pro t before Tax (PBT) was 507.71% higher at Rs. 801.63 Lakhs as compared to Rs. 131.91 Lakhs for the previous Financial Year. The Total Comprehensive Income for the Financial Year 2022-23 increased by 752.01% from Rs. 69.69 Lakhs in the Financial Year to Rs. 593.75 Lakhs in the Previous Financial Year.

Sanctions

During the Financial Year under review, your Company sanctioned housing loans of Rs. 19901.83 Lakhs as compared to Rs. 4314.01 Lakhs sanctioned in the previous Financial Year registering a growth of 361.33 % .The cumulative loan sanctions since inception of your Company stood at Rs. 39528.84 Lakhs as at March 31, 2023.

Disbursements

During the Financial Year under review, your Company disbursed loans of Rs. 18679.81 Lakhs as compared to Rs 3657.94 Lakhs disbursed in the previous Financial Year and recorded growth of 610.66%.

Capital Adequacy

As per the Master Direction Non-Banking Financial Company Housing Finance Company (Reserve Bank) Directions, 2021 dated Feb 17, 2021 Every housing nance company shall, maintain a minimum capital ratio on an ongoing basis consisting of Tier-I and Tier-II capital which shall not be less than 15 per cent on or before March 31, 2022 and thereafter of its aggregate risk weighted assets and of risk adjusted value of off-balance sheet items .

Your Company's Capital Adequacy Ratio as at March 31, 2022 and March 31, 2023, were 84.79% and 77.88 % respectively which are far above the minimum required level of 15%

Assets Under Management (AUM)

The AUM of your company stood at Rs. 24600.10 Lakhs (including off balance sheet AUM of Rs.1891.60 Lakhs) as at March 31, 2023 as against Rs. 10408.92 Lakhs (No off balance sheet AUM) in the previous financial year, registering a growth of 136.34%.

Prudential Norms for the HFCs Issued By RBI

A discussion paper titled ‘Revised Regulatory Framework for NBFCs - A Scale-based Approach' was issued for public comments on January 22, 2021. Based on the inputs received, the RBI has put in place a revised regulatory framework for NBFCs on Oct 22, 2021.

Regulatory structure for NBFCs shall comprise of four layers based on their size, activity, and perceived risk. NBFCs in the lowest layer shall be known as NBFC - Base Layer (NBFC-BL). NBFCs in middle layer and upper layer shall be known as NBFC - Middle Layer (NBFC-ML) and NBFC - Upper Layer (NBFC-UL) respectively. The Top Layer is ideally expected to be empty and will be known as NBFC - Top Layer (NBFC-TL).

As the SBR framework encompasses different facets of regulation of NBFCs covering capital requirements, governance standards, prudential regulation, etc., RBI issued an integrated regulatory framework for NBFCs under SBR providing a holistic view of the SBR structure. These revised regulatory framework has come into effect from October 01, 2022.

According to these guidelines all HFCs fall under the category of Middle layer for the purpose of regulation and supervision . The company has put in place all the necessary steps in this direction to comply with the new Regulatory framework.

Asset Classi cation and Provisioning Norms:

The RBI has come out with certain clari cations on Income Recognition, Asset Classi cations and Provisioning norms with a view to have a uniformity across all the lending institutions including HFCs vide their noti cation dated November, 12 2021. The company has been complying with these instructions meticulously.

PROSPECTS AND DEVELOPMENTS:

There is a very huge market to be served, which needs an efficient last mile delivery of credit, thus creating enormous opportunity for all the financial institutions and HFCs in special. The Company continues to pursue the strategy of being multi-product and multi-location, thus giving the distinct edge from the risk management and scalability perspective. The focus across the product is of catering to the lower and the middle income segment, which are the key drivers of our economy.

HOUSING FINANCE:

The Company aims at serving the middle income and the lower income sector of the economy, especially in the semi urban and rural areas, which are reckoned to be the key drivers of the sector in the coming decades. Full- edged efforts are on to execute efficiently, as per the detail planning. Being aware of the challenges involved in serving this class of the society, a very cautious approach is adopted in building up volumes. Nevertheless, Company is quite con dent of building substantial volumes in the near future. The Company's rural initiative will also start yielding results shortly. It is worth mentioning that despite the creditworthy customer class, ascertaining the title of the property remains a challenging job. The Company is actively involved with all the stakeholders to smoothen the process and is assertive in getting the right set of documents. We continue to endeavor relentlessly and are con dent of creating a quality portfolio and add value to the ecosystem we work in.

DISTRIBUTION NETWORK:

Your company has been successful in continuous expansion of its branch network with a view to support its disbursement growth, deeper penetration in the states in which the Company operates and enhancing customer reach. During the Financial Year under review, the Company has expanded its branch network to 5 states with 14 branches as on March 31, 2023. Your Company operates in Akola, Baramati, Chennai, Hingoli, Indore, Jaipur, Jalgoan, Mahad, Mumbai, Nashik, Pune, Udaipur, Rajsamand and Surat.

HUMAN RESOURCE MANAGEMENT:

During the year, the HR continues to provide timely on-board experienced resources across all locations, imparting functional and system training to develop productive resources for all the functional teams. The Company also gives an opportunity to identify and develop the internal talent pool. The Company hired professionals at senior positions as Functional Heads for heading the various Departments of the Company, having relevant industry experience and expertise to strengthen and grow the housing nance business of the Company.

The Company's success depends largely upon the quality and competence of its Management team and key personnel. Attracting and retaining talented professionals is therefore a key element of the Company's strategy and a significant source of competitive advantage. The Company has a diverse workforce of 148 employees as on March 31, 2023.

Human resource development is considered vital for effective implementation of business plans. Constant endeavors are being made to offer professional growth opportunities and recognition, apart from imparting training to the employees at all levels. Your Company has also provided the sales training to the new recruits to provide them better understanding of the Company and align them towards the working culture of the Company.

Your Company will always strive to strengthen this most important resource in its quest to have enabling human capital.

CAPITAL AND LIABILITY MANAGEMENT:

The Company in tandem with its philosophy of pursuing the mission of "Excellence through Endeavors" will strive to maximize the shareholders' value. The Company continues to pursue an efficient capital management policy, which aims at maximizing the return on capital employed and at the same time adhering to the prudential guidelines laid down by RBI/NHB from time to time.

The Company by virtue of its performance over the years enjoys very good relationships with many leading banks and financial institutions. The Company could raise the required resources from various banks and financial institutions easily. We anticipate the same response from all our lending partners for the coming years too. The Company anticipates credit lines from few more banks and financial institutions besides the existing ones.

During the year passed by when the whole sector was looked upon as a risky proposition the Company could not only manage to raise the required resources but also obtained credit lines for the coming year.

Your Company continues to command the respect and the con dence of Bankers as their extended channel in their task of providing efficient delivery of credit. The company acknowledges the constructive support of the Investors and Banks.

RESOURCE MOBILISATION:

Your Company's borrowing policy is under the control of the Board. The Company has vide special resolution passed on 21 st September, 2019, under Section 180(1)(c) of the Companies Act, 2013, authorized the Board of Directors to borrow money upon such terms and conditions as the Board may think t in excess of aggregate of paid up share capital, free reserves, security premium of the Company up to an amount of Rs. 500 crore and the total amount so borrowed shall be within the limits as prescribed under the regulatory directions issued from time to time. The prevalent relevant directions issued by RBI under Master Direction Non-Banking Financial Company Housing Finance Company (Reserve Bank) Directions, 2021 are being complied with.

Your Company continued to use a variety of funding sources to optimize funding costs, protect interest margins and maintain a diverse funding portfolio which further strengthened its funding stability and liquidity needs. Your Company continued to keep tight control over the cost of borrowings through negotiations with lenders and thus, raised resources at competitive rates from its lenders while ensuring proper asset liability match.

Your Company continued to diversify its funding sources by exploring the Capital Market through private placement to Financial Institution, Banks, NHB Re nance, NHB SRF (Special Re nance Facility Assistance), NHB's LIFT (Liquidity infusion scheme).

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The details of Loans, Guarantees and Investments covered under the provisions of Section 186 (1) of the Companies Act, 2013, apart from the loans made, guarantee given or security provided by the Company in the ordinary course of business are given in the Notes to accounts forming part of the Audited

Financial Statements for the year ended March 31, 2023.

ADOPTION AND ALTERATION IN MEMORANDUM AND ARTICLE OF ASSOCIATION:

The Company has made alteration in the Capital Clause V of the Memorandum of Association of the Company by way of increasing the Authorised Share Capital in accordance with the provisions of Companies Act, 2013 by passing Ordinary Resolution in its Extra Ordinary General Meetings (EGM) held on 19th October, 2022 and 6th December, 2022.

NON-PERFORMING ASSETS AND PROVISIONS FOR CONTINGENCY:

The Gross NPA of your Company as on March 31, 2023 was Rs. 381.12 Lakhs; 1.68 % (previous year 311.46 Lakhs; 2.99%). The Net NPA as on March 31, 2023 was Rs. 282.44 Lakhs; 1.25 % (previous year 248.17 Lakhs; 2.40 %). The regulatory and compliance reporting, has been done in accordance with the prudential guidelines for Non-Performing Assets (NPAs) issued by the Reserve Bank of India under Master Direction - Non Banking Financial Company - Housing Finance Company (Reserve Bank) Directions, 2021.

Your Company has made adequate provision for the assets on which installments are overdue for more than 90 days and on other assets, as required. For details on the impairment provisioning, please refer to annexure no.9 of disclosures required by RBI/NHB to the financial statements. By way of prudence and abundant caution, Company has provided additional provision over and above the RBI guidelines as on March 31, 2023.

The Company has maintained cumulative NPA provision of Rs. 0.99 crore against the required provision of Rs. 0.99 crore (Previous year Rs. 0.63 crore). Further for standard assets Company carries provision of Rs. 0.85 crore (Previous year Rs. 1.14 crore).

DETAILS RELATING TO DEPOSITS

The Company has been granted registration by the Reserve Bank of India as a non-deposit taking Housing Finance Company. Being so, the Company has neither accepted in the past nor has any future plans to accept any public deposits, by whatever name called.

GOVERNMENT POLICIES FOR THE HOUSING FINANCE COMPANIES

The master directions issued by the RBI on 17 February 2021 are expected to bring in greater discipline by way of detailed regulatory requirements which will bring about more transparency and compliance in the housing nance sector.

The central bank's mandate regarding a liquidity buffer with respect to liquidity coverage ratio (LCR) is expected to enhance HFCs' resilience to potential disruptions to liquidity. This will be on account of HFCs maintaining sufficient high-quality liquid assets to mitigate any acute liquidity stress scenarios lasting 30 days.

The RBI's master directions on HFCs detailed the purview of housing nance to include financing for purchase/construction/reconstruction/repairs and renovation of housing dwelling units. With this, the RBI brought companies engaged in construction nance also under the ambit of these directions thereby increasing the scope of its supervision and enhancing the transparency across the construction value chain.

The regulations pertaining to HFCs were with the extant NBFC regulations. The RBI maintained the flexibility of the HFCs with respect to risk weights, as NBFCs generally have lesser flexibility for risk weights, which are broadly classified into 0%, 20% and 100%. As the flexibility has been continued, the HFCs would not require additional capital to service the same Loan Book and can maintain the current levels, subject of course to minimum capital requirements.

As the larger HFCs already meet the above guidelines, they are unlikely to face significant challenges when HFC regulations are further harmonized with NBFCs going forward.

BSE COMPLIANCES:

The Company has submitted compliances as required quarterly/half yearly/ yearly in accordance with the prescribed guidelines.

INVESTOR COMPLAINTS AND COMPLIANCE:

The Company received nil investor complaint during the year and the same was submitted to BSE pursuant to SEBI (LODR) Regulation, 2015.

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

In accordance with the provisions of Sections 124, 125 and other applicable provisions, if any, of the Act, read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (hereinafter referred to as ‘IEPF Rules') (including any statutory modi cation(s) or re-enactment(s) thereof for the time being in force), the amount of dividend remaining unclaimed or unpaid for a period of seven years from the date of transfer to the Unpaid Dividend Account is required to be transferred to the Investor Education and Protection Fund (IEPF) maintained by the Central Government. Further, according to the IEPF Rules, the shares in respect of which dividend has not been paid or claimed by the Shareholders for 7 (Seven) consecutive years or more are also required to be transferred to the demat account created by the IEPF Authority.

Your Company does not have any funds lying unpaid or unclaimed for a period of seven years. Therefore, there are no funds which were required to be transferred to IEPF till the date of this Report.

MATERIAL CHANGES AND COMMITMENT AFFECTING FINANCIAL POSITION OF THE COMPANY FROM THE END OF FINANCIAL YEAR TILL THE DATE OF REPORT:

There have been no other material changes and commitments which affect the financial position of the Company that have occurred between the end of the financial year to which the financial statements relate and the date of this report.

PROVISION OF FINANCIAL ASSISTANCE TO THE EMPLOYEES OF THE COMPANY FOR THE PURCHASE OF ITS OWN SHARES:

The company has not provided any financial assistance to its employees as per Section 67 of the Companies Act, 2013 (the ‘Act") for the purchase of its own shares.

SUBSIDIARY, JOINT VENTURES AND ASSOCIATE COMPANIES:

As on March 31, 2023 the Company does not have any subsidiary Company or Joint Venture Company or Associate Company.

PARTICULARS OF EMPLOYEES:

In terms of Section 197 of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the disclosures with respect to the remuneration of Directors, Key Managerial Personnel and Employees of the Company have been provided in Annexure VII to this Board's Report. Further, statement containing details of employees as required in terms of Section 197 of the Act read with Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is available for inspection at the Registered Office of the Company during working hours for a period of 21 days before the date of the ensuing Annual General Meeting. A copy of the statement may be obtained by shareholders by writing to the Company Secretary at the Registered & Corporate Office of the Company or at compliance@starh .com.

PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

In accordance with the provision of sec 134(3) (m) of the Act, read with Rule 8 of the Companies(Accounts) Rules 2014 the requisite information relating to your Company are as under:-

A. Conservation of energy:

The Company does not fall under any of the industries covered by the Companies (Disclosure of particulars of Directors) Rules, 1988.

B. Technology absorption:

Your company has implemented a next generation, core housing virtual solution, with the purpose of aligning itself with the fast growing technology evolution and leveraging operational capabilities, while reducing the time taken for whole loan process. The company has inter-connected different branches with the head office in a safe, secure and reliable 360 degree cloud platform. For the aforesaid purpose, your company has signed-up with Jaguar Software India & IXL ( Mobility Solutions) in 2019-2020 and customized it with the practical needs to area of operation of company, which results in following benefits:

Digitization of documents

Centralization of all branches with corporate /registered office

• Speed-up the loan process

• Single- Click Report Generation

• "Inter-departmental solution ( robust the collaboration )

Android / iOs app based system for eld staff to submit initial documents and veri cation remarks Saving cost in logistics, handling, printing, and mitigating risk of physical movements. Improves the quality of credit analysis.

Secured and Safe cloud based system with end to end encryption.

Prede ned roles with maker-checker concept, with nal approval authority to Managing director/ Authorized Personnel

Keeping of Digital trails which can keep the whole loan process details in one click and useful during audit(s) and tracing purpose. Simpli cation of work ow, with regular MIS.

Jaguar Software India as a service provider / software vendor provides applicable upgrades and latest security protocols as and when needed.

The RBI vide its Master Direction - Information Technology Framework for the NBFC Sector dated June 8, 2017, which shall apply mutatis mutandis to all HFCs also, had notified Information technology framework (guidelines) for all NBFCs including Housing Finance companies ('HFCs') to enhance safety, security, efficiency in process leading to benefit for HFCs and their customer.

Your company is in compliance with the aforesaid guidelines.

C. Foreign Exchange Earnings and Outgo:

Your company does not have any foreign exchange earnings and outgo during the year under review.

RISK MANAGEMENT FRAMEWORK:

With the challenging macroeconomic conditions and uncertainties, there are heightened risks faced by the Company which can be inherent or market-related risks. There has been a continuous focus on identifying, measuring and mitigating risks by the Company. As a housing nance company, the Company is exposed to various risks like credit risk, market risk (interest rate and currency risk), liquidity risk and operational risk (technology, employee, transaction and reputation risk). A key risk in the competitive home loans, and mortgage-backed funding in general is losing customers that transfer out their loans for small gains in interest rates, this represents a significant loss of opportunity to the Company given the long-term nature of mortgage loans. To identify and mitigate all these risks, the Company has an effective Risk Management Control Framework that has been developed compassing all the above areas.

The Company has a Risk Management Committee (RMC). The RMC met multiple times during the year and kept an active watch on the emergent risks the Company come across during the course of business. The Risk Management Committee oversees the process of identi cation, measurement and mitigation of risks.

During the Financial Year under review, the Risk Management Committee reviewed the risks associated with the business of your Company, undertook its root cause analysis and monitored the efficacy of the measures taken to mitigate the same.

ASSET LIABILITY MANAGEMENT COMMITTEE (ALCO):

The Asset Liability Management Committee (ALCO) lays down policies and quantitative limits that involve assessment of various types of risks and shifts in assets and liabilities to manage such risks. ALCO ensures that the liquidity and interest Rate risks are contained within the limits laid down by the Board. The Company has duly implemented the RBI's Asset Liability Management Guidelines.

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

Pursuant to the provisions of Section 177 (9) & (10) of the Companies Act, 2013 read with Rule 7 of Companies (Meetings of Board and its Powers) Rules, 2014 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has in place a Whistle Blower Policy, which provides for a framework to report the genuine concerns against the suspected or con rmed fraudulent activities, allegations of corruption, violation of the Company's Code of Conduct.

The Company will provide adequate safeguards against victimisation of persons who use this mechanism. Such persons shall have direct access to the Chairman of the Audit Committee when appropriate.

The whistle blower policy is placed on the website of the Company and can be accessed at https://www.starh .com/wp-content/uploads/2023/02/Vigil-Mechanism-Whistle-Blower-Policy.pdf

CODES AND STANDARDS

Your Company has formulated various policies and codes in compliance with provisions of Directions and Guidelines issued by the Reserve Bank of India, Companies Act, 2013, Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and to ensure high ethical standards in the overall functioning of the organization. The said policies and codes are periodically reviewed by the Board of Directors. The key policies and codes as approved by the Board of Directors and the respective compliance thereunder are detailed herein below:

(a) Know Your Customer & Anti Money Laundering Measure Policy

Your Company has approved Know Your Customer & Anti Money Laundering Measure Policy (KYC & AML Policy) in place and adheres to the said Policy. The said Policy is in line with the Reserve Bank of India guidelines. The Company has also adhered to the compliance requirement in terms of the said policy relating to the monitoring and reporting of cash / suspicious transactions. The Company furnishes to Financial Intelligence Unit (FIU), India, in the electronic medium, information of all cash transactions of the value of more than Rupees ten lakh or its equivalent in foreign currency and suspicious transactions whether or not made in cash, in terms of the said Policy. The policy is placed on the website of the Company and can be accessed at https://www.starh .com/wp-content/uploads/2023/03/Star_KYC-And-AML-Policy_1.0.pdf

(b) Fair Practice Code

Your Company has in place a Fair Practice Code (FPC), which includes guidelines on appropriate staff conduct when dealing with the customers and on the organization's policies vis-a-vis client protection. The FPC captures the sp irit of t he Reserve Bank of In dia guidelines on fair practices for Housing Finance Companies. During the year under review, FPC was modified by the Board and the grievance redressal mechanism within the Company was further strengthened. The policy is placed on the website of the Company and can be accessed at https://www.starh .com/wp-content/uploads/2023/03/Star_Fair-Practices-Code_1.0.pdf

(c) Policy on Disclosure of material events and information

During the year under review, your Company has adopted the Policy on Disclosure of Material Events and Information, in accordance with Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 to determine the events and information which are material in nature and are required to be disclosed to the Stock Exchanges. The policy is placed on the website of the Company and can be accessed at https://www.starh .com/wp-content/uploads/2023/02/Disclosure-of-policy-for-determination-of-materiality-of-events-or-information.pdf

(d) Code of Conduct for Board Members and the senior management

The Company has adopted Code of Conduct for the Board of Directors and the Senior Management Personnel to set forth the guiding principles on which the Company and its Board and Senior Management Personnel shall operate and conduct themselves with multitudinous stakeholders, government and regulatory agencies, media and anyone else with whom it is connected. The policy is placed on the website of the Company and can be accessed at https://www.starh .com/wp-content/uploads/2023/02/Code-of-conduct-of-Board-of-Directors-and-Senior-Management-Personnel.pdf

(e) CEO & CFO Certification

The Managing Director (MD) and Chief Financial Officer (CFO) have certified to the Board in accordance with Regulation 17(8) read with Pa B of Schedule rt II of the Listing Regulations pertaining to CEO/CFO certi cation for the financial year ended March 31, 2023, which is annexed hereto as Annexure VI.

(f) Code for Prevention of Insider Trading Practices

The Company has formulated and adopted a Code for Prevention of Insider Trading Practices in accordance with the model code of conduct as prescribed under the Securities and Exchange Board of India (Prohibition of Insider Trading) (Amendment) Regulations, 2018, as amended. The code lays down guidelines, which includes procedures to be followed and disclosures to be made while dealing in the shares of the Company. The code is applicable to the promoters, directors, senior designated employees and their dependents and the said persons are restricted from dealing in the securities of the Company during the 'restricted trading periods' notified by the Company, from time to time.

(g) Code of Business Ethics (COBE)

The Company has adopted a Code of Business Ethics (COBE) which lays down the principles and standards that govern the activities of the Company and its employees to ensure and promote ethical behaviour within the legal framework of the organization.

The Company has a Policy on Prevention, Prohibition & Redressal of Sexual Harassment of Women at Workplace and an Internal Complaints Committee (ICC) has been constituted there under. The Policy's primary objective is to protect the women employees from sexual harassment at the place of work and also provides for punishment in case of false and malicious representations. During the year no complaint was received in this regard.

(h) Comprehensive Risk Management Policy

The Company is committed to manage its risk in a proactive manner and has adopted a structured and disciplined approach to risk management by developing and implementing risk management framework. With a view to manage its risk effectively your Company has in place a Comprehensive Risk Management Policy which covers a formalized Risk Management Structure, along with other aspects of risk management i.e. credit risk management, operational risk management, market risk management and enterprise risk management. The Risk Management Committee of the Board, on periodic basis, oversees the risk management systems, processes and minimization procedures of the Company.

(i) Corporate Social Responsibility (CSR) Policy

The Company has Corporate Social Responsibility Policy (CSR Policy), as per the provisions of the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended, which, inter-alia, lays down the guidelines and mechanism for undertaking socially useful projects for welfare and sustainable development of the community at large. As per the provisions of Section 135 of the Companies Act, 2013, the Company has constituted a Corporate Social Responsibility Committee. The Committee assists the Board in fulfilling its duty towards the community and society at large by identifying the activities and programmers that can be undertaken by the Company, in terms of the Company's CSR Policy. The composition of the CSR Committee and its terms of reference are given in the Corporate Governance Report forming part of this Annual Report. Statutory disclosures with respect to the CSR Committee.

(j) Remuneration Policy

The Nomination and Remuneration Committee had laid down criteria for determining Director's Quali cation, Attributes and Independence of a Director, remuneration of Directors, Key Managerial Personnel and other employees and criteria for evaluation of Directors, Chairperson, Non-Executive Directors and Board and the evaluation process of the same. The policy may be accessed on the Company's website at www.starh .com

(k) Related Party Transactions Policy:

The Company has a Related Party Transaction Policy, intended to ensure requisite approval, reporting and disclosure of transactions between the Company and its related parties. The said policy also de nes the materiality of related party transactions and lays down the procedures of dealing with related party transactions. During the year under review, the Related Party Transaction Policy was amended to align the same with the requirements of Companies (Amendment) Act, 2015 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The policy is placed on the website of the Company and can be accessed at https://www.starh .com/wp-content/uploads/2023/02/Policy-on-dealing-with-Related-Party-Transactions.pdf

(l) Familiarization Programme for Independent Directors:

The objective of a familiarization programme is to ensure that the non-executive directors are updated on the business environment and overall operations of the Company. This enables the non-executive directors to make better informed decisions in the interest of the company and its stakeholders. The policy is placed on the website of the Company and can be accessed at www.starh .com

DIRECTORS AND KEY MANAGERIAL PERSONAL

The Board of Directors of the Company comprises of Six [6] directors of which one [1] is Executive Director; One [1] is Chairman & Managing Director & Four [4] are Non- Executive Independent Directors including one woman director as on March 31, 2023 who brings in a wide range of skills and experience to the Board.

Retirement of Director by rotation

In accordance with the provisions of Section 152(6) of the Companies Act, 2013 and Articles of Association of the company, Mr. Ashish Jain, Chairman & Managing Director of the Company liable to retire by rotation, has offered himself for re-appointment at the ensuing 18th Annual General Meeting of the company. A resolution for his reappointment is being proposed at the 18th Annual General Meeting and his Pro le is included in the Notice.

• Composition of the Board as on March 31, 2023

Based on the confirmations received none of the Directors is disqualified for being appointed/re-appointed as a director in terms of Section 164 the Companies Act, 2013.

During the year following changes took place in the Board of Directors / KMP of Company:

Reappointment of Independent director

The Company has Re-appointed Mrs. Rekha Jain (DIN: 07703994) as an Independent Director of the company for a term of three years in Annual General Meeting held on July 16, 2022. However, She resigned on 03rd January, 2023.

Declaration from Independent Directors on Annual Basis:

The Company has received necessary declaration from each Independent Director of the Company under Section 149(7) of the Companies Act, 2013 that he or she meets the criteria of his or her Independence as laid down in Section 149(6) and the provisions of Regulation 16(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

STOCK OPTION

During the year Company has allotted 1507350 Equity Shares under the "Akme Employee Stock Option Plan 2021" to the eligible Employees of the Company on 03rd February, 2023.

FORMAL EVALUATION OF THE PERFORMANCE OF THE BOARD COMMITTEE OF THE BOARD AND INDIVIDUAL DIRECTOR:

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17 and Part D of Schedule II to the Listing Regulations, the Board has carried out the annual performance evaluation of its own performance, the Directors individually as well as working of its Audit, Nomination and Remuneration, Stakeholders' Relationship and Corporate Social Responsibility Committees. A structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Board's functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specified duties, obligations and governance.

The exercise was carried out to evaluate the performance of individual Directors, who were evaluated on parameters such as level of engagement and contribution, independence of judgement, safeguarding the interest of the Company, etc. The Independent Directors of the Company met on February 18, 2023 & March 03, 2023 without the presence of Non-Independent Directors and members of the management to review the performance of Non Independent Directors and the Board of Directors as a whole; to review the performance of the Chairman and Managing Director of the Company and to assess the quality, quantity and timeliness of flow of information between the management and the Board of Directors. The performance evaluation of the Independent Directors was carried out by the entire Board.

NUMBER OF THE MEETINGS OF THE BOARD

The Board met Fourteen (14) times during the year under review. The details of the number of meetings of the Board held during the Financial Year 2022-23 and the attendance therein forms part of the Report on Corporate Governance which forms part of the Annual Report.

COMMITTEES OF THE BOARD

The Board of Directors has the following Committees:

a) Audit Committee

b) Nomination and Remuneration Committee

c) Stakeholders' Relationship Committee

d) Corporate Social Responsibility Committee

e) Risk Management Committee

The details of the required Committees of the Board along with their composition, number of meetings and attendance at the meetings are provided in the Report on Corporate Governance as required under Schedule V of the Listing Regulations

Shareholder's Meeting

During the financial year ended March 31, 2023, 3 (Three) General Meetings were held. Further, details of the meetings are given in the Corporate Governance Report, which forms part of the Annual Report.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTY TRANSACTIONS

In accordance with the provisions of Section 188 of the Act and rules made thereunder, the transactions entered with related parties are in the ordinary course of business and on an arm's length basis, the details with respect to the related party transactions are mentioned in the notes to the audited financial statements.

During the financial year under review, the company has not entered into material contract, arrangement or transaction with related party, as defined under Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Related Party Transaction Policy of the Company. The Policy on Related party transaction is uploaded on the website of the Company. The web link of the same is https://www.starh .com/wp-content/uploads/2023/02/Policy-on-dealing-with-Related-Party-Transactions.pdf Form AOC-2 as per the Related Party Transactions is attached as "Annexure I" to this Report and forms a part of it.

PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

The Company has in place a Policy on Prevention of Sexual Harassment in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy.

During the year, no complaint was received by the Company.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATOR OR COURT OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

During the year there has been no such significant and material order passed by the regulators or courts or tribunals impacting the going concern status and company's operations in future.

LISTING FEES:

Your Company has paid requisite annual listing fees to Bombay Stock Exchange (BSE) where it's equity shares are listed.

CHANGE IN NATURE OF BUSINESS:

There has been no change in the nature of business of the Company during the year under review.

MAINTENANCE OF COST RECORDS

The Company being a Housing nance Company is not required to maintain cost records as prescribed under section 148(1) of the Companies Act, 2013.

SECRETARIAL STANDARDS

During the year under review, the Company has complied with the applicable secretarial standards issued by the Institute of Company Secretaries of India.

AUDITORS A ND AUDITORS' REPORT

1. Statutory Auditors

M/S Nyati Mundra & Co., Chartered Accountants (Firm Registration No. 008153C) were appointed as Statutory Auditors of the Company for a period of 5 ( ve) consecutive years, at the Annual General Meeting of Members held on September 29, 2021 on a remuneration mutually agreed upon by the Board of Directors and the Statutory Auditors. They have con rmed their eligibility and qualifications required under the Act for holding office as Statutory Auditors of the Company. The Statutory Auditor's Report forms part of the Annual Report. There is no audit quali cation, reservation or adverse remark for the year under review. There was no instance of fraud during the year under review, which required the Statutory Auditors to report to the Audit Committee and/ or Board under Section 143(12) of the Act and Rules framed thereunder.

2. Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 and Pursuant to Reg. 24A of Securities Exchange Board of India (Listing Obligation & Disclosure Requirement) ( A mendments) Regulations, 2018, the Board of Directors of the Company appointed M/s Ronak Jhuthawat & Co., Practicing Company Secretaries, Udaipur, to undertake the Secretarial Audit of the Company for the financial year 2022-23. The Secretarial Audit Report for the financial year ended March 31, 2023, is annexed as "Annexure II" and forms an integral part of this Report.

The said report, does not contain any quali cation, reservation or adverse remark, and thus does not call for any further comments.

INTERNAL A UDIT & I NTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

3. Internal auditor

Your Company has adequate internal control procedures to commensurate with its size and nature of business. Your Company has clearly laid down policies, guidelines, and procedures that form a part of the internal control systems. The adequacy of the internal control systems encompasses the Company's business processes and financial reporting systems and is examined by the management as well as by its internal auditors at regular intervals.

The internal auditors conduct audits at regular intervals to identify the weaknesses and suggest improvements for better functioning. The observations and recommendations of the internal auditors are discussed by the Audit Committee to ensure timely and corrective action.

Your Company has appointed M/s. Sandesh Deorukhkar & Co., Chartered Accountants as an Internal Auditor of the Company, who reports to the Audit Committee and to the Board of Directors of the Company. The Internal Auditor conducts comprehensive audit of functional areas and operations of the Company to examine the adequacy of and compliance with policies, procedures, statutory and regulatory requirements. Significant audit observations and follow up actions thereon are reported to the Audit Committee. The Audit Committee reviews adequacy and effectiveness of the Company's internal control environment and monitors the implementation of audit recommendations.

The audit function maintains its independence and objectivity while carrying out assignments. It evaluates on a continuous basis, the adequacy and effectiveness of internal control mechanism. The function also proactively recommends improvement in policies and processes, suggests streamlining of controls against various risks.

Your Company has laid down set of standards, processes and structure, which enables it to implement internal financial control across the Company and ensure that the same are adequate and operating effectively.

REPORTING OF FRAUDS BY AUDITORS

During the year under review, neither the Statutory Auditors nor the Secretarial Auditor has reported to the Audit Committee under Section 143(12) of the Act any instance of fraud committed against the Company by its officers or employees.

DIRECTORS' RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act, for the financial year ended on March 31, 2023, the Directors hereby con rm that:

in the preparation of the annual financial statements for the year ended March 31, 2023, the applicable accounting standards read with the requirements set out under Schedule III to the Act have been followed and there were no material departures from the same;

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 and of the profit of the Company for the year ended on that date; the Directors 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;

• the Directors have prepared the annual accounts on a going concern basis;

the Directors have laid down internal financial controls to be followed by the Company and that the financial controls were adequate and were operating effectively;

• the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and were adequate and operating effectively.

REPORT ON CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:

The Company has taken adequate steps to adhere to all the stipulations laid down in the SEBI (Listing Obligations and Disclosure Requirements)

Regulations, 2015, Chapter IX (Corporate Governance) of Master Directions Non-Banking Financial Company Housing Finance Company (Reserve Bank) Directions, 2021 and the Companies Act, 2013 and Rules thereto, as amended from time to time.

Pursuant to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, RBI Directions and disclosures as required under The Companies Act, 2013 and the Rules thereto, a separate Section titled ‘Report on Corporate Governance' forms part of this Annual Report.

The certificate by the Statutory Auditor confirming compliance with the conditions of Corporate Governance as stipulated in the SEBI (LODR) Regulations, 2015 forms part of this report.

The said certificate for financial year 2022-23 does not contain any quali cation, reservation or adverse remarks.

In terms of Section 136 of The Companies Act, 2013, the reports and accounts are being sent to the members and others entitled thereto.

MANGEMENT DISCUSSION AND ANALYSIS REPORT

Pursuant to Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, Management's Discussion and Analysis Report, for the year under review, is presented in as separate section forming part of this Annual Report.

ANNUAL RETURN

Pursuant to section 92(3) read with Section 134(3)(a) of the Act, the Annual Return is available on the Company's website and can be accessed at https://www.starh .com/disclosure-under-regulation-46-of-sebi-lodr-2015/

ENHANCING SHAREHOLDERS VALUE

Your Company believes that its Members are among its most important stakeholders. Accordingly, your Company's operations are committed to the pursuit of achieving high levels of operating performance and cost competitiveness, consolidating and building for growth, enhancing the productive asset and resource base and nurturing overall corporate reputation. Your Company is also committed to creating value for its other stakeholders by ensuring that its corporate actions positively impact the socio-economic and environmental dimensions and contribute to sustainable growth and development.

OUTLOOK

Focus on growth of Individual home loans segment.

Making online loan application more effective and enhance its contribution towards the incremental business.

Strengthening marketing offices opened during the last 3 years and making them high growth centers.

To grow business qualitatively by consolidating position and strengthening the competitiveness on service delivery.

Understanding the inherent risks to the business and managing it effectively.

Widespread market studies assisting modelling of loan products to suit customer needs.

Making use of information provided by marketing offices about ground market conditions.

ACKNOWLEDGEMENTS:

Your Board of Directors take this opportunity to express their appreciation to all stakeholders of the Company including the Reserve Bank of India, National Housing Bank, the Ministry of Corporate Affairs, Securities and Exchange Board of India, the Government of India, Stock Exchanges and other Regulatory Authorities, Bankers, Lenders, Financial Institutions, Members, Credit Rating agencies, Customers of the Company for their continued support and trust. Your directors would like to express deep appreciation for the commitment shown by the employees in supporting the Company in achieving continued robust performance on all fronts.

In closing, we would like to thank all the investors as well as the communities we operate in who have reposed their trust in us and supported us in our journey.