Brief background of our CompanyHISTORY, MAIN OBJECTS AND KEY AGREEMENTSOur Company was incorporated as a private limited company, <strong>Shriram</strong> Hire-Purchase <strong>Finance</strong> Private <strong>Limited</strong>, onMarch 27, 1986, under the provisions of the Companies Act, 1956. Further with effect from October 29, 1988, thestatus of our Company was changed to a public limited company. The name of our Company was changed from<strong>Shriram</strong> Hire-Purchase <strong>Finance</strong> <strong>Limited</strong> to <strong>Shriram</strong> <strong>City</strong> <strong>Union</strong> <strong>Finance</strong> <strong>Limited</strong> and a fresh certificate of incorporationdated April 10, 1990 was issued by the ROC, Chennai, Tamil Nadu. Subsequently, our Company has obtained acertificate of registration as a Deposit-Accepting Financing Company, dated April 17, 2007, bearing registration no.07-00458 issued by the RBI to carry on activities of a NBFC under section 45 IA of the RBI Act, 1934.Change in registered office of our CompanyThere has been no change in the registered office of our Company in the last five years preceding the date of this DraftProspectus.Main objects of our CompanyThe main objects of our Company as contained in our Memorandum of Association are:• To lend money on security on movable or immovable properties or any shares or securities of any nature orwithout security and to negotiate loans.• To Undertake and carry on the business of financing, hire-purchase contracts relating to property or assets ofany description either fixed or movable and in particular relating to Houses, Lands, Government Bonds,Goods, Chattels, Motorcars, Motor-Buses, Motor-lorries, Auto-Rickshaws, Omnibuses, Tricycles, Scooters,Bicycles, Unicycles, Quadricycles, Velocipedes, Carriages and Vehicles of all kinds whether mechanicallypropelled by steam, oil, gas, petrol or electricity or otherwise, Tractors, bullion, stocks, Shares, television sets,machineries of all kinds, pump-sets, refrigerators, electric and electronic goods and on other householdarticles.• To draw, accept, endorse, discount, buy, sell and deal in bills of exchange, promissory notes, bondsDebentures and other negotiable instruments and securities.• To issue on commission, subscribe for, take acquire and hold, sell, exchange and deal in Shares, stock, bonds,obligations or securities of any Government, local authority or Company.• To acquire, improve, manage, work, develop, exercise all rights in respect of leases and mortgages and to sell,dispose of, turn to account and otherwise deal with property of all kinds, and in particular, land,buildings, concessions, patents, business concerns and undertakings.• Generally to carry on and undertake any business or operation, commonly carried on or undertaken bycapitalists, financiers.• To borrow or take deposits of money at interest or otherwise from any person or persons, local authority ofGovernment and advance, lend or deposit any such money or other moneys of the Company for the time beingon such security or otherwise as the Company may deem expedient. But the Company shall not do anybanking business, as defined in the Banking Regulations Act, 1949.• The Company shall either singly or in association with other Bodies Corporate-act as Asset ManagementCompany/ Manager/ Fund Manager in respect of any scheme of Mutual Fund whether Open-End Scheme orClosed-End Scheme, floated/to be floated by any Trust/Mutual Fund (whether offshore or onshore)/Companyby providing management of Mutual Fund for both offshore and onshore Mutual Funds, Financial Servicesconsultancy, exchange of research and analysis on commercial basis. Constitute any trust and to subscribe and98
act as, and to undertake and carry on the office or offices and duties of trustees, custodian trustees, executors,administrators, liquidators, receivers, treasures, attorneys, nominees and agents; and to manage the funds of allkinds of trusts and to render periodic advice on investments, finance, taxation and to invest these funds fromtime to time in various forms of investments including shares, term loans and debentures etc. Carry on andundertake the business of portfolio investment and Management, for individuals as well as large CorporateBodies and/or such other bodies as approved by the Government, in Equity Shares, Preference Shares, Stock.Debentures (both convertible and non-convertible), Company deposits, bonds unit. loans, obligations andsecurities issued or guaranteed by Indian or Foreign Governments, States, Dominions, Sovereigns,Municipalities or Public Authorities and/or any other financial instruments, and to provide a package ofInvestment/Merchant Banking Services by acting as Managers to Public issue of securities, to act asunderwriters, issue house and to carry on the business of Registrar to Public issue/various investment schemesand to act as Brokers to Public Issue. Without prejudice to the generality of the foregoing to acquire anyshares, stocks, debentures, debenture-stock, bonds, units of any Mutual Fund Scheme or any other statutorybody including Unit Trust of India, obligations or securities by original subscription, and/or through marketsboth primary, secondary or otherwise participation in syndicates, tender, purchase, (through any stockexchange, OTC exchange Of privately), exchange or otherwise and to subscribe for the same whether or notfully paid-up, either conditionally or otherwise, to guarantee the subscription thereof and to exercise and toenforce all rights and powers conferred by or incidental to the ownership thereof and to advance, deposit orlend money against securities and properties to or with any company, body corporate, firms, person orassociation or without security and on such terms as may be determined from time to time. To engage inMerchant Banking activities, Venture Capital, acquisitions, amalgamations and all related merchant bankingactivities including loan Syndication.• To carry on the business as manufacturers, exporters, importers, contractors, sub-contractors, sellers, buyers,lesser or lessees and agents for wind electric generators and turbines, hydro turbines, thermal turbines, solarmodules and components and parts including rotor blades, braking systems, tower, nacelle, control unit,generators, etc. and to set up wind farms for the company and/or other singly or jointly and also to generate,acquire by purchase in bulk, accumulate, sell distribute and supply electricity and other power (subject to andin accordance with the laws in force from time to time);• To carry on business of an investment company or an Investment Trust Company, to undertake and transacttrust and agency investment, financial business, financiers and for the purpose to lend or invest money ornegotiate loans in any form or manner, to draw, accept , endorse, discount, buy, sell and deal in bills ofexchange, hundies, promissory notes and other negotiable instruments and securities and also to issue oncommission , to subscribe for, underwrite, take, acquire and hold, sell and exchange and deal in shares stocks,bonds or debentures or securities of any Government or Public Authority or Company, gold and silver andbullion and to form, promote, subsidize and assist companies, syndicates and partnership to promote andfinance industrial enterprises and also to give any guarantees for payment of money or performance of anyobligation or undertaking, to advances, loans and subscribe to the capital of industrial undertakings and toundertake any business transaction or operation commonly carried on or undertaken by capitalists, promoters,financiers and underwriters.• To act as investors, guarantors, underwriters and financers with the object of financing industrial enterprises,to lend or deal with the money either with or without interest or security including in current or depositaccount with any bank or banks, other person or persons upon such terms, conditions and manner as mayfrom time to time be determined and to receive money on deposit or loan upon such terms and conditions asthe Company may approve. Provided that the Company shall not do any banking business as defined underthe Banking Regulations Act, 1949;• To act as investors, guarantors, underwriters and financiers with the object of financing industrialenterprises, to lend or deal with the money either with or without interest or security including in current ordeposit account with any bank or banks, other person or persons upon such terms, conditions and manneras may from time to time be determined and to receive money on deposit or loan upon such terms,conditions and manner as may from time to time be determined and to receive money on deposit or loanupon such terms and conditions as the Company may approve. Provided that the Company shall not do anybanking business as defined under the Banking Regulations Act, 1949.99
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Draft ProspectusDated July 21, 2011
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SECTION I : GENERALDEFINITIONS / AB
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TermDebenture Holder (s)Debt Listin
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that notice of such early closure i
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TermROCRTGSSBISCRASCRRSEBIDescripti
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• Emergence of new competitors;
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SECTION II : RISK FACTORSProspectiv
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may be lower than the outstanding l
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and other liberalization measures a
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previous working relationship; succ
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As part of our means of raising and
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24. We may have to comply with stri
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valuation mechanism, which are pers
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Risks Relating to the Utilization o
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As on March 31, 2011, 24 % of our A
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5. Investors may contact the Regist
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Lead Managers:JM Financial Consulta
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Bankers to our CompanyANDHRA BANKCo
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STATE BANK OF BIKANER AND JAIPUR1 s
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warrant. CRISIL is not responsible
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We leverage on the Shriram Group’
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Access to a range of cost effective
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THE ISSUEThe following is a summary
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SUMMARY FINANCIAL INFORMATIONThe fo
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B. SUMMARY INFORMATION OF OUR UNCON
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C. SUMMARY INFORMATION OF OUR UNCON
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ParticularsFor the year ended March
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E. SUMMARY INFORMATION OF OUR CONSO
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F. SUMMARY INFORMATION OF OUR CONSO
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- Page 121 and 122: OUR MANAGEMENTBoard of DirectorsThe
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Annexure IVShriram City Union Finan
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Annexure IVShriram City Union Finan
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Annexure VShriram City Union Financ
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Annexure VShriram City Union Financ
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Annexure VShriram City Union Financ
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Annexure VIShriram City Union Finan
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Annexure VIIShriram City Union Fina
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Annexure VIIIShriram City Union Fin
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Annexure IXShriram City Union Finan
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Annexure IXC. Cash Credit from Bank
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Annexure XShriram City Union Financ
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Annexure - XIIShriram City Union Fi
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c. Fixed Assets, Depreciation / Amo
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g. Revenue recognitioni. Income fro
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j. Segment reportingThe company ope
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2010 - 20112. Notes to Accounts1. P
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c) Term Loans:i. From Financial Ins
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Changes in the present value of the
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Enterprises havingsignificant influ
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Deferred Tax AssetTiming difference
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Stock Options grantedThe weighted a
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12. SecuritizationThe information o
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c) All Debentures under (a) and (b)
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Balance sheetDetails of Provision f
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(Rs. In Lacs)Enterprises havingsign
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5. Deferred Tax Liabilities/(Asset)
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The details of Series I have been s
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Since the enterprise used the intri
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13.1 Licensed Capacity, Installed c
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) Term Loans:As at March 31,2009(Rs
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Profit and Loss accountNet employee
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The estimates of future salary incr
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7. Related Party DisclosuresRelated
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* Denotes transactions with Shriram
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(Rs. in lacs)As at March 31, As at
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Stock Options grantedSeries I:The w
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15. SecuritisationThe Company sells
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2007 - 20082. Notes to Accounts1. P
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2. Subordinated DebtThe Company has
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The principal assumptions used in d
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6. Related Party DisclosuresRelated
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9. Earnings per shareParticularsYea
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Income Tax/Wealth TaxDisputed Incom
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Stock Options grantedSeries I:The w
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15. SecuritisationThe Company sells
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2006 - 2007B) Notes to AccountsPart
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9. Expenses in respect of common br
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15. Details of Deferred Tax Liabili
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3(Rs. In lacs)As on March 31,Partic
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(Rs. In lacs)ParticularsAmount outs
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7 Investor group-wise classificatio
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PIJUSH GUPTA & COC H A R T E R E D
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Other consolidated Financial Inform
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Annexure IIShriram City Union Finan
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Shriram City Union Finance LimitedC
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Annexure IVShriram City Union Finan
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Annexure IVShriram City Union Finan
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Annexure IVShriram City Union Finan
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Shriram City Union Finance LimitedS
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Annexure VShriram City Union Financ
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Shriram City Union Finance LimitedS
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Annexure VIShriram City Union Finan
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Shriram City Union Finance LimitedS
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Shriram City Union Finance LimitedS
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Shriram City Union Finance Ltd.,Ann
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Shriram City Union Finance Ltd.,Ann
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Annexure XIShriram City Union Finan
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Shriram City Union Finance LimitedS
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(E)InvestmentsInvestments intended
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(K)Segment reportingThe company ope
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) Privately Placed Redeemable Non-C
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Balance sheetDetails of Provision f
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PaymentsEnterprises having signific
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(8) Deferred Tax Liabilities/(Asset
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The details of Stock Option plan ar
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In March 2005 the ICAI has issued a
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As per our report of even dateFor P
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Sr.No.Particulars16. Industrial Dev
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Sr.No.Particulars Date of sanction
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1. to declare and/ or pay dividend
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SECTION VI : ISSUE RELATED INFORMAT
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person, being a nominee, becoming e
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*With respect to applications recei
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e paid on the next working day. Pay
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Please note that failure to do so c
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We may at our discretion redeem the
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other NCDs in their place. The afor
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from the date of receipt of the app
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or entities.Applicants are advised
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3. Filing of the Prospectus with RO
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in the Application Form would be us
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B. Additional ApplicationsAn applic
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12. Allotment Advice / Refund Order
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iii) In the event, there are more t
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SECTION VII : LEGAL AND OTHER INFOR
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within the meaning of section 271 (
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OTHER REGULATORY AND STATUTORY DISC
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ActivityFees payable legal advisors
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(Source: www.bseindia.com)NSEMonth
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Year ended As at 31st March` In Lak
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(ii)NBFCs are not allowed to deal i
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when hire charges are actually rece
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different rates of interest for dif
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Labour LawsThe Company is required
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…Clause (3) of Article 42 at thei
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MATERIAL CONTRACTS AND DOCUMENTS FO
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DECLARATIONWe, the Directors of the