As on: Oct 18, 2026 01:46 PM
To, The Members, Finbud Financial Services Limited
Your directors are pleased to present the 14th (Fourteenth) Annual Report on the business and operations of Finbud Financial Services Limited (the ' Company ' or ' Finbud ' ) along with Audited Standalone and Consolidated Financial Statements for the Financial Year ( " FY " ) ended 31st March, 2026 .
1. FINANCIAL PERFORMANCE
(Rs. in Lakhs)
2. RESULTS OF OPERATIONS AND THE STATE OF COMPANY ' S AFFAIRS
On a consolidated basis , the Company recorded revenue from operations of Rs. 31,610.28 lakhs during FY 2026, as compared to Rs. 22,328.28 lakhs in FY 2025, registering a year-on-year growth of approximately 41.56% . The Company reported a profit for the year of Rs. 1,164.56 lakhs in FY 2026, as against Rs. 837.57 lakhs in FY 2025, representing an increase of approximately 39.04% over the previous financial year. Overall, the Company witnessed a significant improvement in its revenue during FY 2026, accompanied by a corresponding increase in profitability compared to the previous year.
On a standalone basis , the Company recorded revenue from operations of Rs. 31,495.20 lakhs during the year under review, as compared to Rs. 22,264.13 lakhs in the previous year, registering a year-on-year growth of approximately 41.44% . The Company reported a profit for the year of Rs. 1,161.65 lakhs in FY 2026, as against Rs. 836.01 lakhs in the previous year, representing an increase of approximately 38.95% . The Company expects the business to maintain its positive growth trajectory and anticipates continued improvement in its operational and financial performance during the current financial year 2025-26.
3. KEY HIGHLIGHTS
During the year under review, the Company successfully came out with an Initial Public Offering (IPO) comprising a public issue of 5,048,000 equity shares at an issue price of INR 142/- per share (including a premium of INR 132/- per share ). Pursuant to the successful completion of the IPO, the equity shares of the Company were listed on the NSE (National Stock Exchange of India Limited) Emerge platform on November 13, 2025 .
The Equity Shares of your Company are presently listed and traded on the SME Emerge Platform of National Stock Exchange of India Limited (NSE) . For further information relating to investor relations, members may visit the Company ' s website at www.financebuddha.com .
Your Board of Directors places on record its sincere gratitude to all the investors, intermediaries, and stakeholders for their overwhelming confidence and support extended during the IPO process.
4. INITIAL PUBLIC OFFER AND UTILISATION OF ISSUE PROCEEDS
During the financial year under review, the Company successfully completed its Initial Public Offer ( " IPO " ) and its equity shares were listed on the NSE Emerge SME platform on 13th November, 2025 . The Company raised gross proceeds of Rs. 71.68 crore through the IPO, in accordance with the objects stated in the Prospectus dated 28th October, 2025 .
The Company incurred issue-related expenses of Rs. 4.46 crore and, accordingly, the net proceeds available for utilisation amounted to Rs. 67.22 crore . During the financial year, Company has utilised the amount towards the objects of the Issue as stated in the Prospectus. The balance amount of Rs. 60.71 crore remained unutilised as at 31 March 2026 and was temporarily deployed in accordance with applicable provisions, pending utilisation for the stated objects.
There has been no material deviation or variation in the utilisation of the Issue proceeds from the objects stated in the Prospectus, and the Issue proceeds are being utilised in accordance with the objects of the Issue and applicable regulatory requirements. However, out of the total amount of Rs. 9.54 crore allocated towards General Corporate Purposes ( " GCP " ) from the IPO proceeds, the Company had temporarily retained Rs. 7.94 crore in its Overdraft ( " OD " ) account maintained with HDFC Bank (OD A/c No. 50200021996540) , which was not in accordance with the applicable ICDR guidelines.
Subsequently, on 16 May 2026 , the Company transferred the said amount to fixed deposits in compliance with the applicable ICDR guidelines, pending its further utilisation towards the stated objects of the Issue.
5. CHANGE IN NATURE OF BUSINESS
During the financial year 2025-26 there was no change in the nature of business of the Company.
6. RESERVES
During the financial year ended March 31st, 2026 , an amount of Rs. 1161.65 Lakhs was transferred from Profit and Loss to retained earnings in FY26.
7. DIVIDEND
In order to conserve resources for the Company ' s future growth and expansion plans, the Board of Directors has decided not to recommend any dividend for the financial year ended March 31, 2026.
8. COMPANY SUBSIDIARIES/JOINT VENTURES/ASSOCIATE COMPANIES
Subsidiaries
As on March 31, 2026, there were no associate and joint venture with any company, firm or body corporate etc.
As on the March 31, 2026, the Company has 1 (one) subsidiary . A list of the companies that were considered in the Consolidated Financial Statements (CFS) for the year ended 31st March, 2026 is included in the notes to the CFS. The CFS, prepared in accordance with Section 129(3) of the Act, and the applicable Accounting Standards, forms part of this Annual Report.
Additionally, a separate statement containing the salient features of the financial statements of all subsidiaries, in prescribed Form AOC-1 , is attached to the Financial Statements of the Company ( Annexure C ). This statement provides details of the performance and financial position of each subsidiary. The audited financial statements, together with related information and other reports of the subsidiary companies are available on the Company ' s website at www.financebuddha.com . The summary of performance of the Company ' s subsidiaries is provided as below:
LTCV Credit Private Limited
LTCV Credit Private Limited ( ' LTCV ' ) is a Wholly Owned Subsidiary of the Company and is engaged in lending and credit facilitation. For the year ended March 31st, 2026, the turnover was Rs. 130.87 lakhs as against Rs. 68.04 lakhs in the previous year. The Profit for the year ended March 31st, 2026 was Rs. 2.91 lakhs as against profit of Rs 1.56 lakhs in the previous year.
ZAP Private Limited
The Company has incorporated ZAP Private Limited as its wholly owned subsidiary on 21 April 2026 . The proposal for incorporation of the wholly owned subsidiary was duly approved by the Board of Directors at its meeting held on 18 February 2026 . The requisite disclosures in this regard were also made by the Company in compliance with the applicable provisions of the SEBI Regulations.
9. SHARE CAPITAL
The Authorized Share Capital of the Company at the commencement of the financial year was Rs. 20,00,00,000/- (Rupees Twenty Crores Only), comprising 1,99,90,000 (One Crore Ninety-Nine Lakh Ninety Thousand) Equity Shares of Rs. 10/- (Rupees Ten Only) each and 10,000 (Ten Thousand) Preference Shares of Rs. 10/- (Rupees Ten Only) each.
The Paid-up Share Capital of the Company at the commencement of the financial year was Rs. 14,00,14,800/- (Rupees Fourteen Crores Fourteen Thousand Eight Hundred Only), comprising 1,40,01,480 (One Crore Forty Lakh One Thousand Four Hundred Eighty) Equity Shares of Rs. 10/- (Rupees Ten Only) each.
During the financial year 2025-26, pursuant to the approval of the shareholders accorded at the Extraordinary General Meeting held on 10th January, 2025 , and the subsequent approval of the Board of Directors at its meeting held on 11th November, 2025 , the Company allotted 50,48,000 (Fifty Lakh Forty-Eight Thousand) Equity Shares of Rs. 10/- (Rupees Ten Only) each pursuant to the Public Issue (IPO) of the Company at an issue price of Rs. 142/- per Equity Share, including a securities premium of Rs. 132/- per Equity Share.
Accordingly, on 11th November, 2025 , the Company allotted 50,48,000 (Fifty Lakh Forty-Eight Thousand) Equity Shares of Rs. 10/- each pursuant to the aforesaid Public Issue. The total amount raised through the issue was Rs. 71,68,16,000/- (Rupees Seventy-One Crores Sixty-Eight Lakh Sixteen Thousand Only), comprising Rs. 5,04,80,000/- towards equity share capital and Rs. 66,63,36,000/- towards securities premium.
Consequent to the aforesaid allotment, the Paid-up Share Capital of the Company increased from Rs. 14,00,14,800/- to Rs. 19,04,94,800/- .
10. COMPOSITION OF BOARD AND MEETINGS OF THE BOARD OF DIRECTORS
Composition
The composition of the Board of Directors of the Company is in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as applicable. As on 31st March, 2026 , the Board comprised six Directors , including three Whole-time Directors , one Non-Executive Professional Director and two Non-Executive Independent Directors , of whom one is a woman director . The composition of the Board is as follows:
During the year under review, Mr. Ajay Vikram Singh resigned from the office of Independent Director of the Company with effect from 18 December 2025 . Subsequently, Mr. Ankit Gupta was appointed as an Additional Non-Executive Independent Director on the Board of Directors of the Company with effect from 19 December 2025 . His appointment was duly approved and regularised by the members of the Company at the Extra-ordinary General Meeting held on 16 March 2026 .
Key Managerial Personnel
Pursuant to the provisions of Section 203 of the Companies Act, 2013, the following persons were the Key Managerial Personnel ( " KMPs " ) of the Company as on 31st March, 2026 :
? Mr. Parth Pande - Whole-time Director;
? Mr. Vivek Bhatia - Whole-time Director;
? Mr. Parag Agarwal - Whole-time Director and Chief Financial Officer; and
? Mr. Vivekananda Bhandarkar Udaya - Company Secretary and Compliance Officer.
Director liable to retire by rotation
In accordance with the provisions of Section 152 of the Companies Act, 2013, Mr. Vivek Bhatia (DIN: 05250711) , Director of the Company, is liable to retire by rotation at the ensuing Annual General Meeting ( " AGM " ) and, being eligible, has offered himself for re-appointment.
The Board, based on the recommendation of the appropriate committee, recommends the re-appointment of Mr. Vivek Bhatia as a Director liable to retire by rotation at the ensuing AGM.
Independent directors
The Board of Directors comprises experienced professionals with diverse expertise and knowledge, who provide strategic direction and guidance to the Company.
As on 31st March, 2026 , the Company had two Non-Executive Independent Directors on its Board. Pursuant to Section 149(7) of the Companies Act, 2013, each Independent Director has submitted the requisite declaration confirming that he/she meets the criteria of independence specified under Section 149(6) of the Act and the rules made thereunder, as well as the applicable provisions of the SEBI Listing Regulations.
Meeting of the Board of Directors
During the financial year ended 31st March, 2026 , the Board of Directors met 12 (Twelve) times . The meetings were convened and conducted in accordance with the provisions of Section 173 of the Companies Act, 2013 and the applicable provisions of the SEBI Listing Regulations.
The requisite gap between two consecutive meetings was duly maintained and the applicable statutory requirements relating to the convening and conduct of Board meetings were duly complied with.
The details of the Board meetings held during the financial year 2025-26, along with the attendance of the Directors thereat, are provided below:
Committees of the Board
The Company ' s Board has the following committees:
Audit Committee: Following is the composition of Audit Committee:
Nomination and Remuneration Committee: Following is the composition of Nomination and Remuneration Committee:
During the year, all recommendations made by the Committees were approved by the Board.
The following meetings were conducted during the financial year 2025-26:
11. COMPANY ' S POLICY ON DIRECTORS ' APPOINTMENT AND REMUNERATION
During the year under review, the Company is covered under section 178(1) read with Rule 6 of Companies (Meetings of Board and its Powers) Rules, 2014 and therefore the Nomination and remuneration Committee has duly formulated the policy on appointment and remuneration of directors, KMP and Senior Management. A copy of the same is available at website of the Company at www.financebudha.com .
12. PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO
The information pertaining to Conservation of Energy and Technology Absorption, as required under Section 134(3)(m) of the Companies Act, 2013 read with the applicable rules made thereunder, is not applicable to the Company considering the nature of its business and activities.
The Company continues to leverage technology and digital platforms for enhancing operational efficiency, improving customer experience and strengthening its business processes. The Company remains committed to adopting appropriate technological advancements relevant to its business operations.
13. PARTICULARS OF EMPLOYEES AND REMUNERATION
The disclosure as required under Section 197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are annexed herewith as Annexure A and forms part of this Report. Further there were no employee who was in receipt of remuneration for that year which, in the aggregate as provided in the rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
14. ANNUAL RETURN
Pursuant to Section 92(3) and Section 134(3)(a) of the Companies Act, 2013, the Company has placed a copy of the Annual Return as at March 31, 2026 on its website at www.financebuddha.com at web link: https://www.financebuddha.com/investors/ .
15. DEPOSITS
During the year under review, the Company has not accepted/renewed any deposits , within the meaning of Section 73 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014.
16. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
Details of loans, guarantees and investments are given in the notes to the financial statements at appropriate places.
17. CODE OF CONDUCT (CODE) FOR BOARD MEMBERS AND SENIOR MANAGEMENT
The Company has adopted the Code for enhancing further ethical and transparent process in managing the assets and affairs of the Company. This Code has been posted on the website of the Company ( www.financebuddha.com ) at web link: https://www.financebuddha.com/investors/ .
18. MATERIAL SUBSIDIARY POLICY
The Board of Directors of the Company has approved a Policy for Determining Material Subsidiaries , which is in accordance with the applicable provisions of the SEBI LODR Regulations, as amended from time to time. The said Policy has been uploaded on the Company ' s website at www.financebuddha.com and can be accessed at the following web link https://www.financebuddha.com/investors/ .
19. VIGIL MECHANISM/WHISTLE BLOWER POLICY
In compliance with the provisions of Section 177 of the Companies Act, 2013, and Rule 7 of the Companies (Meetings of Board and its powers) Rules, 2014, the Company has established Vigil Mechanism / Whistle Blower Policy to encourage Directors and Employees of the Company to bring the instances of unethical behavior, actual or suspected incidence of fraud or violation of the Code of Conduct for Directors and Senior Management (Code) that could adversely impact the Company ' s operations, business performance or reputation. The Vigil Mechanism / Whistle Blower Policy has been posted on the website of the Company ( www.financebuddha.com ) at the weblink.
20. RISK MANAGEMENT POLICY
The Company has in place a comprehensive Risk Management Policy in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Policy provides a framework for identification, assessment, monitoring and mitigation of key risks, including business, financial, operational, regulatory, technology, cyber-security, data privacy and reputational risks.
The Company has appropriate systems and processes for monitoring and mitigating identified risks and for ensuring business continuity. Based on the assessment undertaken, the Board is of the opinion that there are no risks which may threaten the existence of the Company as on the date of this Report.
The Risk Management Policy has been posted on the website of the Company ( www.financebuddha.com ) at the web-link: https://www.financebuddha.com/investors/ .
21. NOMINATION AND REMUNERATION POLICY
Pursuant to the provisions of Section 178 of the Companies Act, 2013, the Nomination and Remuneration Committee has framed Nomination and Remuneration Policy ( " the Policy " ). The Policy applies to the Board of Directors, Key Managerial Personnel and the Senior Management Personnel. The Policy lays down criteria for selection and appointment of Board Members, Key Managerial Personnel and Senior Management Personnel and also lays down a framework in relation to remuneration of the aforesaid persons.
The Nomination and Remuneration Policy have been posted on the website of the Company ( www.financebuddha.com ) at web-link: https://www.financebuddha.com/investors/ .
22. PREVENTION OF SEXUAL HARASSMENT
The Company has constituted an " Internal Complaints Committee " in compliance with the Sexual Harassment of Women at work place (Prevention, Prohibition and Redressal) Act, 2013. During the year under review, no complaints of Sexual Harassment were reported to the Board. The following details are disclosed in this regard:
a) Number of complaints of sexual harassment received in the year: Nil b) Number of complaints disposed off during the year: Nil c) Number of cases pending for more than ninety days: Nil
The Policy on prevention of sexual harassment of women at workplace has been posted on the website of the Company ( www.financebuddha.com ) at web-link: https://www.financebuddha.com/investors/ .
23. FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS
Company has in place a Familiarization Program for its Independent Directors to acquaint them with the Company, their roles and responsibilities, the business model, operational aspects and governance framework of the Company. Through this program, the Independent Directors are provided with relevant information and insights to enable them to gain a comprehensive understanding of the Company ' s business and to contribute effectively to the Board and its Committees. The familiarization sessions are conducted through presentations, briefings and interactions with senior management, as and when required. The policy is available on the Company ' s website at https://www.financebuddha.com/investors/ .
24. RELATED PARTY TRANSACTIONS
All contracts/ arrangements/ transactions entered by the Company during FY 2025-26 with related parties were on an arm ' s length basis and in the ordinary course of business . There were no Material Related Party Transactions (MRPTs) undertaken by the Company during the year that require Shareholders ' approval under Regulation 23(4) of the SEBI Listing Regulations or Section 188 of the Act. The approval of the Audit Committee was sought for all RPTs. Certain transactions which were repetitive in nature were approved through omnibus route, wherever applicable. All the transactions were in compliance with the applicable provisions of the Act and SEBI Listing Regulations. Details with respect to transaction(s) with the Related Party(ies) entered into by the Company during the reporting period are disclosed in the accompanying Financial Statements and the details pursuant to clause (h) of Section 134(3) of Act and Rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Form AOC-2 is annexed as Annexure " B " to the Board ' s Report.
Your directors draw attention of the shareholders to the financial statements which set out related party disclosures.
Related Party Transactions Policy as approved by the Board has been uploaded on the Company ' s website www.financebuddha.com at the web link: https://www.financebuddha.com/investors/ .
25. DECLARATION OF INDEPENDENCE
All Independent Directors of the Company have given requisite declarations under Section 149(7) of the Act, that they meet the criteria of independence as laid down under Section 149(6) of the Act along with Rules framed thereunder, Regulation 16(1)(b) of SEBI Listing Regulations and have complied with the Code of Conduct of the Company as applicable to the Board of Directors and Senior Management.
In terms of Regulation 25(8) of the SEBI Listing Regulations, the Independent Directors have confirmed that they are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgement and without any external influence. The Company has received confirmation from all the Independent Directors of their registration on the Independent Directors Database maintained by the Indian Institute of Corporate Affairs, in terms of Section 150 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014.
26. BOARD EVALUATION
Pursuant to the provisions of Section 134(3)(p) of the Companies Act, 2013 read with Rule 8(4) of the Companies (Accounts) Rules, 2014, the Company has carried out a formal annual evaluation of the performance of the Board of Directors, its Committees and individual Directors during the financial year under review, in accordance with the Policy for Formal Annual Evaluation of the Performance of the Board, Committees and Individual Directors adopted by the Company.
The evaluation process was initiated by the Chairman of the Board. In accordance with the Policy, the process comprised:
1. Board Member Self-Evaluation: Each Board Member carried out a self-evaluation of his/her contribution, performance and conduct as a director with reference to the prescribed evaluation questionnaire and applicable evaluation parameters.
2. Overall Board and Committee Evaluation: The performance of the Board as a whole and the Committees of the Board was evaluated through a structured evaluation process in accordance with the criteria and framework prescribed under the Policy. The evaluation covered, inter alia, the effectiveness of the Board and its Committees, contribution and participation of individual Directors, quality of Board deliberations and decision-making, discharge of fiduciary and statutory responsibilities, adherence to ethical standards and applicable laws, effectiveness of the Chairman, and the quality, quantity and timeliness of information provided by the Management to the Board for effective discharge of its duties.
In accordance with the applicable provisions relating to Independent Directors, the performance evaluation of the Independent Directors was undertaken by the entire Board, excluding the Independent Director being evaluated. The Independent Directors also reviewed the performance of the non-independent Directors and the Board as a whole, reviewed the performance of the Chairperson and assessed the quality, quantity and timeliness of the flow of information between the Management and the Board.
The outcome of the evaluation process was placed before and considered by the Board. Based on the evaluation undertaken, the Board was satisfied with the overall performance of the Board, its committees and individual Directors and was of the view that the Board and its Committees were functioning effectively and that the Directors were contributing appropriately towards the governance and affairs of the Company.
The evaluation process also provided an opportunity for the Board to identify areas for improvement and to strengthen the overall effectiveness of the Board and its Committees.
27. REPORTING OF FRAUDS
During the reporting period, the Auditors of the Company have not reported any fraud pursuant to Section 143(12) of the Companies Act, 2013 and therefore no further disclosure under section 134(3)(ca) are required to be made in the Board ' s Report.
28. AUDITORS
Statutory Auditors
M/s. B B S K & Associates, Chartered Accountant (FRN 013313S) was appointed as Statutory Auditors of the Company at the 13th Annual General Meeting of the Company held on 30th September, 2025 for a term of five years till the conclusion of the AGM to be held in the year 2030.
The observations of the Auditors, if any, are explained wherever necessary, in the appropriate notes to the accounts. The Statutory Auditor ' s report does not contain any qualifications, reservations, adverse remarks or disclaimers. The Notes annexed to the Audited financial statements are self-explanatory and do not call for any further comments which would be required to be dealt with in the Boards ' Report.
Pursuant to provisions of the Section 143(12) of the Companies Act, 2013, the Statutory Auditors has not reported any incident of fraud during the year under review.
Secretarial Auditor
Pursuant to the applicable provisions of the Companies Act, 2013 amendment to the Listing Regulations, the Board, at its meeting held on 1st December, 2025 , based on the recommendations of the Audit Committee, has considered, approved, the appointment of M/s Anubhuti Akshay & Associates. (Firm Registration No. - P2015RJ043900) a peer reviewed firm of Company Secretaries in Practice as Secretarial Auditors of the Company for the FY 2025-26. The Secretarial Audit Report in Form MR-3 for the financial year 2025-26 is annexed to this Boards ' Report as Annexure E .
M/s Anubhuti Akshay & Associates have confirmed that they are not disqualified from being appointed as the Secretarial Auditors of the Company and satisfy the prescribed eligibility criteria.
Explanation to the observation made by the Secretarial Auditor in its report
With regard to the observation made by the Secretarial Auditor in its Report, we wish to state as under:
The Company has taken note of the observation regarding the belated recording of entries in the SDD. Necessary corrective measures have since been implemented to ensure that all entries are recorded on a real-time basis. The Company shall ensure that, going forward, there is no delay in recording or updating any such transactions/entries in the SDD software and that the records are maintained promptly and in compliance with the applicable regulatory requirements.
The Company has taken note of the observation which was inadvertent on the part of the management and shall ensure strict compliance with the applicable provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015 . The Company has strengthened its internal controls and monitoring mechanisms to prevent any non-compliance. The Company shall ensure that no trading in securities is undertaken in violation of the applicable provisions of the SEBI PIT Regulations in future.
The Company has taken note of the observation and acknowledges the delay in filing the requisite e-Form GNL-1 for updating its status with the Registrar of Companies. The Company is in the process of completing the necessary filing and shall take all appropriate steps to regularise the matter and ensure timely compliance with applicable statutory requirements going forward.
The Company acknowledges the observation and states that the amount of ? 7.94 crore was inadvertently temporarily maintained in the OD account pending utilisation towards the stated GCP. Subsequently, on 16 May 2026 , the Company transferred the said amount to Fixed Deposits in accordance with the applicable ICDR requirements. The Company has taken corrective measures and strengthened its internal monitoring mechanism to ensure compliance with the applicable regulatory provisions.
During the year under review, the Secretarial Auditors have not reported any instances of fraud under Section 143(12) of the Act and therefore disclosure of details under Section 134(3)(ca) of the Act is not applicable.
Internal Auditors
Your Directors, during the year under review, has appointed M/s Lokesan & Co., Chartered Accountant, Chennai to act as the Internal Auditors of the Company for the financial year 2025-26 pursuant to section 138 of the Companies Act, 2013 read with The Companies (Accounts) Rules, 2014.
29. DIRECTORS ' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Act, the Board of Directors, to the best of its knowledge and ability, confirm that:
? In the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures;
? They have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period;
? They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
? They have prepared the annual accounts on a going concern basis;
? They have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively;
? They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
30. MAINTENANCE OF COST RECORDS
The maintenance of cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013, is not required by the Company during the year under review.
31. COMPLIANCE WITH MATERNITY BENEFIT ACT
The Company is committed to ensure the welfare of its women employees and provides maternity benefits as per the statutory requirements.
Your directors further state that the Company has complied with the provisions of the Maternity Benefit Act, 1961 during the year under review.
32. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Company has in place a Corporate Social Responsibility Policy ( " CSR policy " ) in accordance with the provisions of Section 135 of the Companies Act, 2013 read with The Companies (Corporate Social Responsibility Policy) Rules, 2014.
The Board undertake CSR activities in accordance with its Corporate Social Responsibility Policy (CSR Policy) uploaded on the Company ' s website at www.financebuddha.com at the web link: https://www.financebuddha.com/investors/ .
The 2% of the average net profit, as calculated pursuant to the provisions Companies Act, 2013, to be spent for CSR expenditure in the Financial Year 2025-26 was Rs 15.03 Lakhs , whereas total amount spent by the Company on CSR activities was Rs. 15.25 Lakhs . The detailed report on CSR activities is enclosed as Annexure " D " to the Boards ' report.
33. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management Discussion and Analysis Report, as required under Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms an integral part of this Annual Report.
34. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
There are no significant and material orders passed by the Regulators / Courts that would impact the going concern status of the Company and its future operations.
35. INVESTOR EDUCATION & PROTECTION FUND ( ' IEPF ' )
During the financial year ended 31st March, 2026 , the Company has not declared any dividend . Accordingly, the provisions of Section 125(2) of the Companies Act, 2013 relating to the transfer of unclaimed dividend to the Investor Education and Protection Fund are not applicable to the Company.
36. MATERIAL CHANGES AND COMMITMENTS IF ANY
There have been no material changes or commitments affecting the financial position of the Company between the end of the financial year to which the financial statements relate and the date of this Report, except for the following events:
? The Company has incorporated a new company, ZAP Private Limited, as its wholly owned subsidiary with effect from 21st April, 2026.
? Change in status of LTCV, being a wholly owned subsidiary to a subsidiary pursuant to allotment made on 10th June, 2026.
37. DISCLOSURE OF ACCOUNTING TREATMENT
The Company has followed the same accounting treatment as prescribed in the relevant Accounting Standards while preparing the Financial Statements.
38. STATEMENT IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROL WITH REFERENCE TO THE FINANCIAL STATEMENTS
The Company is a listed public company and has, in all material respects, adequate internal financial controls over financial reporting, and all the financial transactions are generally done with proper information to and authorization of the Board.
The Company has, in all material respects, adequate internal financial control over financial reporting and the same are operating effectively. The internal financial controls commensurate the nature and size of business of the Company and the same has been confirmed by the Auditors in their report on the Financial Statements of the Company for the reporting period.
39. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016
During the year under review, the Company has neither made any application nor any proceeding were pending under the Insolvency and Bankruptcy Code, 2016 ( " IBC Code " ). Further, at the end of the financial year, Company does not have any proceedings related to IBC Code.
40. DETAILS OF DIFFERENCE BETWEEN THE AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS
During the Financial Year 2025-26, the Company has not made any settlement with its Bankers from which it has accepted any term loan.
41. STATEMENT ON COMPLIANCES OF APPLICABLE SECRETARIAL STANDARDS
In requirement of para 9 of revised Secretarial Standards on Board Meeting i.e. SS-1 , your directors state that they have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and that such systems are adequate and operating effectively.
42. GENERAL
Your directors state that, during the financial year under review, there were no transactions or events requiring disclosure or reporting under the applicable provisions of the Companies Act, 2013, the rules made thereunder, and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, in respect of the following matters:
? Issue of equity shares with differential rights as to dividend, voting or otherwise;
? Issue of sweat equity shares to employees or Directors of the Company;
? Issue of shares to employees under any Employee Stock Option Scheme or other employee benefit scheme;
? Buy-back of securities by the Company;
? Provision of money by the Company for the purchase of its own shares by employees or by trustees for the benefit of employees.
43. ACKNOWLEDGEMENTS
The Board of Directors places on record its sincere appreciation for the continued trust, confidence, support and cooperation extended by the Company ' s shareholders, investors, customers, bankers, suppliers, business associates and other stakeholders during the financial year under review.
The Board also expresses its gratitude to the National Stock Exchange of India Limited, various regulatory authorities, government authorities and other institutions for their continued guidance, cooperation and support.
The Directors acknowledge and appreciate the dedication, commitment and valuable contribution of the employees at all levels, whose efforts and teamwork have contributed significantly to the Company ' s growth and progress.
The Board looks forward to the continued support, confidence and cooperation of all stakeholders in the years ahead.
Click here to visit SEBI Scores