14 reliance retail finance limited

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RELIANCE RETAIL FINANCE LIMITED

Annual Report2009 - 2010


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1Reliance Retail Finance Limited

Directors Report

Dear Members,Your Directors are pleased to present the 10 th Annual Report

and the Audited Accounts for the financial year ended March

31, 2010.

Financial Results:

The financial performance of the Company for the financial

year ended March 31, 2010 is summarized below:

(Amount in Rupees)

2009-10 2008-09

Gross Profit / (Loss)

before Interest (36 96 068) 1 17 77 664

Less: Interest - 1 146

Gross Profit / (Loss)

before taxation (36 96 068) 1 17 76 518

Less: Provision for taxation

Current Tax - -

Fringe Benefit Tax - 1 85 816

Deferred Tax (24 78 154) (78 27 557)

Profit after tax (12 17 914) 1 94 18 259

Add: Balance in Profit and

Loss account 81 55 08 692 79 99 74 085

Amount available for

appropriations 81 42 90 778 819 392 344

Appropriations:

Transfer to Statutory

Reserve Fund - 38 83 652

Balance carried forward to

Balance Sheet 81 42 90 778 81 55 08 692

Dividend:

Your Directors have not recommended any dividend on the equity

shares of the Company for the financial year under review.

Directors:

Shri Murlidhara Kadaba has ceased to be a Director of the

Company with effect from 18th November, 2009. The Board

placed on record its appreciation for the valuable advice and

guidance of Shri Murlidhara Kadaba during his tenure asDirector of the Company.

Shri M.N. Bajpai, Director, retires by rotation and being eligible,

offers himself for reappointment at the ensuing Annual General

Meeting.

Directors Responsibility Statement:Pursuant to the requirement under Section 217(2AA) of the

Companies Act, 1956 with respect to Directors Responsibility

Statement, it is hereby confirmed that:

(i) in the preparation of the accounts for the year ended March

31, 2010, the applicable accounting standards have been

followed and there is no material departure from the same;

(ii) 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 as

at March 31, 2010 and of the loss of the Company for the

year ended on that date;

(iii) the Directors have taken proper and sufficient care for themaintenance of adequate accounting records in accordance

with the provisions of the Companies Act, 1956 for

safeguarding the assets of the Company and for preventing

and detecting fraud and other irregularities; and

(iv) the Directors have prepared the accounts for the year ended

March 31, 2010 on a going concern basis.

Auditors and Auditors Report:

M/s Chaturvedi & Shah, Chartered Accountants, Statutory

Auditors of the Company, hold office until the conclusion of

the ensuing Annual General Meeting of the Company and are

eligible for reappointment.

The Company has received a letter from them to the effect that

their reappointment, if made, would be within the prescribedlimits under Section 224(1B) of the Companies Act, 1956 and

that they are not disqualified for such reappointment within the

meaning of Section 226 of the Companies Act, 1956.

The Notes on Accounts referred to in the Auditors Report are

self-explanatory and therefore do not call for any further

comments.

Audit Committee:

The Board of Directors have constituted an Audit Committee

comprising three Directors. The present Members of the

Committee are Shri Rohit C. Shah, Shri M.N. Bajpai and Shri

Atul Dayal.

The role and functions of the Audit Committee are in conformity

with the requirements of Section 292A of the Companies Act,

1956.

The Committee met periodically during the year and had

discussions with the Auditors on internal control systems and

internal audit report.


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2 Reliance Retail Finance Limited

Particulars of Employees:The Company has not paid any remuneration attracting the

provisions of the Companies (Particulars of Employees) Rules,

1975 read with Section 217(2A) of the Companies Act, 1956.

Hence, no information is required to be appended to this report

in this regard.

Conservation of Energy, Technology Absorption and

Foreign Exchange Earnings and Outgo:

Being an investment Company, there are no particulars furnished

in this report as required under Section 217(1)(e) of the

Companies Act, 1956, read with the Companies (Disclosures

of Particulars in the Report of Board of Directors) Rules, 1988

relating to conservation of energy and technology absorption.

There were no foreign exchange earnings and outgo during the

year.

Compliance Certificate:

The requisite Compliance Certificate from Dhoundiyal Atma &

Associates, Company Secretaries in whole-time practice, in

terms of the proviso to Section 383A read with the Companies

(Compliance Certificate) Rules, 2001, is attached herewith.

Acknowledgement:

Your Directors would like to express their grateful appreciation

for assistance and cooperation received from Government

Authorities, Members and employees during the year under

review.

For and on behalf of the Board of Directors

M.N. Bajpai Rohit C. Shah

Director Director

Mumbai

April 21, 2010


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DHOUNDIYAL ATMA & ASSOCIATESCompany Secretaries [CP No.3834]

B-11, 2nd Floor, Satyam, M G Road, Ghatkopar (E), Mumbai 400 077.(M) 93222 72702 (O) 2102 8309/2102 7884 (R) 2867 4595

Compliance Certificate[See Rule 3]

CIN :U17110MH2000PLC123731Nominal Capital: Rs.4.50 CroresTo: The Members

RELIANCE RETAIL FINANCE LIMITED3rd Floor, Maker Chambers IV,222, Nariman Point, Mumbai 400 021.

We have examined the registers, records, books and papers of Reliance Retail Finance Limited (the Company) as required to bemaintained under the Companies Act, 1956, (the Act) and the Rules made there-under and also the provisions contained in theMemorandum and Articles of Association of the Company for the Financial Year ended on 31st March, 2010 (Financial Year). In ouropinion and to the best of our information and according to the examinations carried out by us and explanations furnished to us bythe Company, its officers and agents, we certify that in respect of the aforesaid Financial Year:

1. The Company has kept and maintained all registers as stated in Annexure A to this Certificate, as per the provisions of the Actand the rules made there-under and all entries therein have been duly recorded.

2. The Company has duly filed the forms and returns as stated in Annexure B to this certificate with the Registrar of Companies,Ministry of Corporate Affairs within the time prescribed under the Act and the rules made there-under, except some delay in

filing eForm as mentioned at Sr. No. 1 of Annexure B .

3. The Company, being a public limited company, has the minimum prescribed paid-up capital and minimum number of membersduring the said Financial Year.

4. The Board of Directors duly met 4 times on 22.04.2009, 27.08.2009, 23.12.2009 and 15.02.2010 in respect of which meetingsproper notices were given and the proceedings were properly recorded and signed in the minutes book maintained for thepurpose.

5. The Company has not closed its register of members or debenture-holders during the Financial Year.

6. The Annual General Meeting for the Financial Year ended on 31.03.2009 was held on 30.09.2009 after giving due notice to themembers of the Company and the resolutions passed thereat were duly recorded in minutes book maintained for the purpose.

7. One Extraordinary General Meeting was held during the Financial Year after giving due notice to the members of the Companyand the resolutions passed thereat were duly recorded in minutes book maintained for the purpose.

8. The Company has not advanced any loans to its directors or persons or firms or companies referred to under Section 295 of theAct.

9. The Company has not entered into any contracts falling within the purview of Section 297 of the Act.

10. The Company has made necessary entries in the register maintained under Section 301(3) of the Act.

11. As there were no instances falling within the purview of Section 314 of the Act, the Company has not obtained any approvalsfrom the board of directors, members or the central government.

12. The Company has not issued any duplicate share certificates during the Financial Year.

13. The Company -

(i) has delivered all the certificates of securities on lodgment for transfer in accordance with the provisions of the Act; andthere was no allotment/transmission of securities during the Financial Year.

(ii) has not deposited any amount in separate bank account, as no dividend was declared during the Financial Year;

(iii) was not required to post warrants to any members of the Company, as no dividend was declared during the FinancialYear;


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(iv) has no amount in unpaid dividend account, application money due for refund, matured deposits, matured debentures andthe interest accrued thereon which have remained unclaimed or unpaid for a period of seven year during the FinancialYear.

(v) has duly complied with the requirements of Section 217 of the Act.

14. The Board of Directors of the Company is duly constituted. There was no appointment of additional directors, alternatedirectors and directors to fill casual vacancy during the Financial Year.

15. The Company has not appointed any managing director / whole-time director / manager during the Financial Year.

16. The Company has not appointed any sole-selling agents during Financial Year.

17. The Company was not required to obtain any approvals of the Central Government, Company Law Board, Regional Director,Registrar and/or such authorities prescribed under the various provisions of the Act during the Financial Year.

18. The Directors have disclosed their interest in other firms / companies to the Board of Directors pursuant to the provisions ofthe Act and the rules made there-under.

19. The Company has not issued shares, debentures or other securities during the Financial Year.20. The Company has not bought back any shares during the Financial Year.

21. There was no redemption of preference shares / debentures during the Financial Year.

22. There were no transactions necessitating the Company to keep in abeyance rights to dividend, rights shares and bonus sharespending registration of transfer of shares.

23. The Company has not invited / accepted any deposits including any unsecured loans falling within the purview of Sections 58Aof the Act during Financial Year.

24. The amounts borrowed by the Company from bodies corporate and others are within the borrowing limits of the company andthat necessary resolution as per Section 293 (1)(d) of the Act had been passed in duly convened Extraordinary GeneralMeeting.

25. The Company has made loans and investment in other bodies corporate in compliance with the provisions of the Act. TheCompany being covered under Sub-Section (8) of Section 372A of the Act, it is not required to maintain the Registers ofinvestments or loans made, guarantees given or securities provided under Section 372A of the Act.

26. The Company has not altered the provisions of the Memorandum with respect to situation of the Companys registered officefrom one state to another during the year under scrutiny.

27. The Company has not altered the provisions of the Memorandum with respect to the objects of the Company during the yearunder scrutiny.

28. The Company has not altered the provisions of the Memorandum with respect to name of the Company during the year underscrutiny.

29. The Company has not altered the provisions of the Memorandum with respect to share capital of the Company during the yearunder scrutiny.

30. The Company has not altered its Articles of Association during Financial Year.

31. There was no prosecution initiated against the Company or show cause notices received by the Company and no fines orpenalties or any punishment was imposed on the Company during the Financial Year for offences under the Act.

32. The Company has not received any money as security from its employees during the Financial Year.

33. The Company has not constituted its own Provident Fund pursuant to Section 418 of the Act and hence the provisions ofSection 418 of the Act, are not applicable to the Company.

Mumbai Atma K. DhoundiyalDated: 21.04.2010 C.P. No. 3834


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Reliance Retail Finance Limited

Annexure A

Statutory records / registersmaintained by the Company

1. Register of Charges [including Debentures] u/s 143

2. Register of Members u/s 150

3. Minutes Book of Board Meetings u/s 193

4. Minutes Book of Members Meetings u/s 193

5. Books of Accounts u/s 209

6. Register of Contracts u/s 301(1)

7. Register of Companies & Firms in which Directors are interested u/s 301(3)

8. Register of Directors, Managing Director, Secretary and Manager u/s 303

9. Register of Directors Share and Debenture holdings u/s 307

Other registers / records maintained by the Company

1. Register of Share Transfers (see Sec.108)

2. Directors attendance records

3. Register of application and allotment of shares

4. Minutes of Committees Meetings viz. Audit Committee, Asset and Liability

Management Committee, Nomination Committee and Risk Management Committee

Annexure B

Forms and Returns as filed by the Company with Registrar of Companies, Ministry of Corporate Affairs during the Financial Year:

Sr. No. e-Form Filed For Date of Whether filed If delay inNo./ Under Filing within filing whetherReturn Section prescribed requisite

timeYes/No additionalfee paidYes/No

1 32 303 Resignation of Secretary w.e.f. 30.04.2009 18.06.2009 No Yes

2 23AC &23ACA 220 FY ended - 31.03.2009 30.10.2009 Yes NA

3 66 383A FY ended - 31.03.2009 30.10.2009 Yes NA

4 20B 159 AGM 30.09.2009 16.11.2009 Yes NA

5 32 303 Resignation of Director w.e.f. 18.11.2009 18.12.2009 Yes NA

6 22B 187C Declaration of beneficial interest

on 20.01.2010 05.02.2010 Yes NA

Note: eForms/Returns mentioned above were filed and requisite filing fees/additional fees were paid.

Mumbai Atma K. DhoundiyalDated: 21.04.2010 C.P. No. 3834


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Auditors Report

To The Members ofRELIANCE RETAIL FINANCE LIMITED

We have audited the attached Balance Sheet of RELIANCE

RETAIL FINANCE LIMITED as at March 31, 2010, the Profit

and Loss Account and also the Cash Flow Statement for the

year ended on that date. These financial statements are the

responsibility of the Companys management. Our

responsibility is to express an opinion on these financial

statements based on our audit.

1. We have conducted our audit in accordance with the Auditing

Standards generally accepted in India. Those standards

require that we plan and perform the audit to obtain

reasonable assurance about whether the financial statements

are free of material misstatement. An audit includes

examining, on a test basis, evidence supporting the amountsand disclosures in the financial statements. An audit also

includes assessing the accounting principles used and

significant estimates made by the management, as well as

evaluating the overall financial statement presentation. We

believe that our audit provides a reasonable basis for our

opinion.

2. As required by the Companies (Auditors Report) Order

2003 (as amended) issued by the Central Government of

India in terms of sub-section (4A) of section 227 of the

Companies Act, 1956, we enclose in the Annexure a

statement on the matters specified in paragraphs 4 and 5

of the said Order.

3. Further to our comments in the Annexure referred to above,

we report that:

a) We have obta ined al l the informat ion and

explanations, which to the best of our knowledge and

belief were necessary for the purposes of our audit;

b) In our opinion, proper books of account as required

by law have been kept by the Company so far as

appears from our examination of those books;

c) The Balance Sheet, the Profit and Loss Account and

Cash Flow Statement dealt with by this report are

in agreement with the books of account;

d) In our opinion, the Balance Sheet, Profit and Loss

Account and Cash Flow statement dealt with by this

report comply with the mandatory Accounting

Standards referred to in sub-section (3C) of section

211 of the Companies Act, 1956;

e) On the basis of written representations received from

the Directors as on March 31, 2010 and taken on

record by the Board of Directors, we report that

none of the Directors is disqualified as on March 31,

2010 from being appointed as a director in terms ofclause (g) of sub-section (1) of section 274 of the

Companies Act, 1956;

f) In our opinion and to the best of our information

and according to the explanations given to us, the

said accounts give the information required by the

Companies Act, 1956, in the manner so required, and

present a true and fair view in conformity with the

accounting principles generally accepted in India:

(i) in the case of the Balance Sheet, of the state of

affairs of the Company as at March 31, 2010;

(ii) in the case of the Profit and Loss Account, of

the loss for the year ended on that date; and

(iii) in the case of the Cash Flow Statement, of thecash flows for the year ended on that date.

For Chaturvedi & Shah

Firm Registration No. 101720W

Chartered Accountants

Amit Chaturvedi

Partner

Membership No.: 103141

Place: Mumbai

Date : April 21, 2010


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Annexure referred to in paragraph 2 of our report of even dateRe: Reliance Retail Finance Limited (the Company)

1. As the company had no fixed assets during the year, clause(i) of paragraph 4 of the Order is not applicable to the

company.

2. As the Company had no Inventories during the year, clause

(ii) of paragraph 4 of the Order is not applicable to the

company.

3. The Company has neither granted nor taken any loan,

secured or unsecured to/from companies, firms and other

parties covered in the Register maintained under Section

301 of the Companies Act, 1956. Therefore, the

provisions of clause (iii) (b), (c), (d), (f), (g) of the

Companies (Auditors Report) Order 2003, (as amended)

are not applicable to the Company.

4. In our opinion and according to the information and

explanations given to us, there is an adequate internal

control system commensurate with the size of the

Company and the nature of its business for the purchase

of investments. During the course of our audit, no major

weakness has been noticed in the internal control system

in respect of these areas.

5. According to information and explanation given to us,

there are no contracts or arrangements referred to in

section 301 of the Companies Act. 1956 that need to be

entered into the register maintained under section 301.

Therefore, the provisions of clause (v) (b) of the

Companies (Auditors Report) Order 2003, (as amended)

is not applicable to the Company.

6. The Company has not accepted any deposit from the

public.

7. In our opinion, the Company has an internal audit system

commensurate with the size and nature of its business.

8. To the best of our knowledge and according to the

information and explanation provided to us, the Central

Government has not prescribed the maintenance of cost

records under Section 209 (1) (d) of the Companies Act,

1956.

9. In respect of statutory dues:

a) According to the records of the Company, the

Company is regular in depositing with appropriate

authorities undisputed statutory dues including

provident fund, investor education and protectionfund, employees state insurance, income-tax, sales-

tax, wealth-tax, service tax, customs duty, cess and

other statutory dues applicable to it. According to

the information and explanations given to us, no

undisputed amounts payable in respect of provident

fund, investor education and protection fund,

employees state insurance, income-tax, wealth-tax,

service tax, sales-tax, customs duty, cess and otherundisputed statutory dues were outstanding, as at

March 31, 2010 for a period of more than six months

from the date they became payable.

b) According to the information and explanation given

to us, there are no dues of sales tax, income tax,

wealth tax, service tax, custom duty, excise duty and

cess which have not been deposited on account of

any dispute.

10. The Companys accumulated losses at the end of the

financial year are less than fifty per cent of its net worth.

The Company has incurred cash loss in the current

financial year but not incurred cash loss in the preceding

financial year.

11. The Company has not raised loan from Financial

Institution or Banks or by issue of debenture and hence

clause (xi) of paragraph 4 of the order requiring comment

on repayment of dues is not applicable.

12. According to the information and explanations given to

us and based on the documents and records provided to

us, the company has not granted loans and advances on

the basis of security by way of pledge of shares,

debentures and other securities.

13. In our opinion, the Company is not a chit fund or a nidhi/

mutual benefit fund/ society. Therefore, the provisions of

clause 4(xiii) of the Companies (Auditors Report) Order

2003, (as amended) are not applicable to the Company.

14. The Company has maintained proper records of

transactions and contracts in respect of dealing and trading

in shares, securities, debentures and other investments and

timely entries have been made therein. All the shares,

securities, debentures and other investments have been

held by the Company in its own name.

15. According to information and explanation given to us the

Company has not given any guarantee for loans taken by

others from bank or financial institutions. Therefore, the

provisions of Clause (xv) of Companies (Auditors

Report) Order 2003, (as amended) are not applicable.

16. The term loans raised by the company were applied for

the purpose for which loans were obtained.

17. According to the information and explanations given to

us and on an overall examination of the balance sheet of

the company, we report that no funds raised on short-

term basis have been used for long-term investment.

18. The Company has not made any preferential allotment

of shares to parties and companies covered under Register

maintained under section 301 of the Companies Act, 1956.


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Annexure referred to in paragraph 2 of our report of even dateRe: Reliance Retail Finance Limited (the Company)

19. The Company did not have any outstanding debentureduring the year.

20. The Company has not raised any monies by way of public

issue during the year.

21. Based upon the audit procedures performed for the

purpose of reporting the true and fair view of the financial

statements and as per the information and explanations

given by the management, we have not come across any

instance of material fraud on or by the Company, noted

or reported during the course of our audit.

For Chaturvedi & Shah

Firm Registration No. 101720W

Chartered Accountants

Amit Chaturvedi

Partner

Membership No.: 103141

Place: Mumbai

Date : April 21, 2010


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In RupeesSchedule As at As at

31st March, 2010 31st March, 2009

SOURCES OF FUNDS

Shareholders Funds

Share Capital A 2 02 00 000 2 02 00 000

Reserves and Surplus B 101 84 82 153 101 97 00 067

103 86 82 153 103 99 00 067

Loan Funds

Unsecured Loans C - 3 69 49 203

TOTAL 103 86 82 153 107 68 49 270

APPLICATION OF FUNDS

Investments D 101 78 31 339 106 00 00 000

Deferred Tax Assets 1 91 28 775 1 66 50 621

Current Assets, Loans and Advances

Current Assets E

Cash and Bank Balances 2 84 489 3 87 121

2 84 489 3 87 121

Loans and Advances F 19 82 098 28 89 208

22 66 587 32 76 329

Less :

Current Liabilities and Provisions G

Current Liabilities 5 44 548 12 65 680

Provisions - 18 12 000

5 44 549 30 77 680

Net Current Assets 17 22 039 1 98 649

TOTAL 103 86 82 153 107 68 49 270

Significant Accounting Policies K

Notes on Accounts L

Reliance Retail Finance LimitedBalance Sheet as at 31st March, 2010

As per our report of even date For and on behalf of the Board

For Chaturvedi & Shah Rohit Shah

Chartered Accountants Director

Atul Dayal

Amit Chaturvedi Director

Partner

Membership No : 103141 M.N. Bajpai

Director

Mumbai

Dated : 21st April, 2010


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In RupeesSchedule 2009-10 2008-09

INCOME

Other Income H 2 01 133 4 03 98 296

2 01 133 4 03 98 296

EXPENDITURE

Operating and Other Expenses I 38 97 201 2 86 20 632

Interest and Finance charges J - 1 146

38 97 201 2 86 21 778

Profit/ (Loss) before Tax ( 36 96 068) 1 17 76 518

Provision for Fringe Benefit Tax - 1 85 816

Provision for Deferred Tax ( 24 78 154) ( 78 27 557)

Profit/ (Loss) after Tax ( 12 17 914) 1 94 18 259

Add: Balance brought forward from Previous Year 81 55 08 692 79 99 74 085

Amount Available for Appropriations 81 42 90 778 81 93 92 344

APPROPRIATIONS

Statutory Reserve - 38 83 652

- 38 83 652

Balance carried to Balance Sheet 81 42 90 778 81 55 08 692

Basic and Diluted Earnings per Share of face value

of Rs 10 each (in Rupees) (0.60) 9.61

(Refer Note 5, Schedule L)

Significant Accounting Policies K

Notes on Accounts L

Reliance Retail Finance LimitedProfit and Loss Account for the year ended 31st March, 2010




Atul Dayal


Partner


Director

Mumbai



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In Rupees2009-10 2008-09

A: CASH FLOW FROM OPERATING ACTIVITIES

Net Profit/ (Loss) before tax as per Profit and Loss Account (36 96 068) 1 17 76 518

Adjusted for:

Profit on Sale of Investments (net) - (4 699)

Dividend Income (31 339) (4 03 86 507)

Interest Income (1 69 794) (5 180)

Interest and Finance Charges - 1 146

( 2 01 133) (4 03 95 240)

Operating Profit before Working Capital Changes ( 38 97 201) (2 86 18 722)

Adjusted for:

Trade and Other Receivables 6 27 235 ( 5 51 695)Inventories - ( 7 35 848)

Trade Payables (25 33 132) -

(19 05 897) (12 87 543)

Cash Generated from Operations (58 03 098) (2 99 06 265)

Taxes Paid 2 79 875 (2 16 804)

Net Cash used in Operating Activities (55 23 223) (3 01 23 069)

B: CASH FLOW FROM INVESTING ACTIVITIES

Purchase of Investments (78 00 000) (110 03 86 507)

Sale of Investments 5 00 00 000 106 60 40 041

Interest Income 1 69 794 5 180

Dividend Income - 4 03 86 507

Net Cash from Investing Activities 4 23 69 794 60 45 221

C: CASH FLOW FROM FINANCING ACTIVITIES

Proceeds from Long Term Borrowings 94 62 943 3 33 04 389

Repayment of Long Term Borrowings (4 64 12 146) (88 38 274)

Interest Paid - (1 146)

Net Cash from/ used in Financing Activities (3 69 49 203) 2 44 64 969

Net Increase/ (Decrease) in Cash and Cash Equivalents (1 02 632) 3 87 121

Opening Balance of Cash and Cash Equivalents 3 87 121 -

Closing Balance of Cash and Cash Equivalents 2 84 489 3 87 121

Reliance Retail Finance LimitedCash Flow Statement for the year 2009-10




Atul Dayal


Partner


Director

Mumbai



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SCHEDULE A

SHARE CAPITAL In Rupees

As at As at


Authorised:

45 00 000 Equity Shares of Rs. 10 each 4 50 00 000 4 50 00 000

(45 00 000)

TOTAL 4 50 00 000 4 50 00 000

Issued, Subscribed and Paid-up:

Fully Paid-up

20 20 000 Equity Shares of Rs. 10 each 2 02 00 000 2 02 00 000

(20 20 000)

TOTAL 2 02 00 000 2 02 00 000

Note:

All the above 20 20 000 (Previous Year 20 20 000) Equity Shares Rs. 10 each are held by Reliance Retail Limited, the holding

company along with its nominees.

Schedules forming part of the Balance Sheet


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SCHEDULE BIn Rupees

As at As at


RESERVES AND SURPLUS

Statutory Reserve Fund *

As per last Balance Sheet 20 41 91 375 20 03 07 723

Add: Transferred from Profit and Loss Account - 38 83 652

20 41 91 375 20 41 91 375

Profit and Loss Account 81 42 90 778 81 55 08 692

TOTAL 101 84 82 153 101 97 00 067

* Created pursuant to Section 45-IC of Reserve Bank of India Act,1934

SCHEDULE C

In Rupees

As at As at


UNSECURED LOANS

Long Term Loans

From holding company - 3 69 49 203

TOTAL - 3 69 49 203



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SCHEDULE DINVESTMENTS In Rupees

As at As at


A. LONG TERM INVESTMENTS

Other Investments

In Preference Shares - Unquoted,Fully paid up

5 05 000 9 % Non Cumulative Optionally Convertible Preference 101 00 00 000 106 00 00 000

(5 30 000) Shares of Reliance Industrial Investments and Holding

Limited of Rs. 10 each

TOTAL (A) 101 00 00 000 106 00 00 000

B. CURRENT INVESTMENTS

Other Investments

In Units - Unquoted

78296 ICICI Prudential Liquid Super Institutional Plan - Daily 78 31 339 -

(-) Dividend of Rs. 100 each

TOTAL (B) 78 31 339 -

TOTAL (A +B) 101 78 31 339 106 00 00 000

Notes :Aggregate Value of Book value Book value Book value

Unquoted Investments 101 78 31 339 106 00 00 000

SCHEDULE E

In Rupees

As at As at


CURRENT ASSETS

CASH AND BANK BALANCES

Balance with Scheduled Banks

In Current Accounts 2 84 489 3 87 121

TOTAL 2 84 489 3 87 121


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SCHEDULE FIn Rupees

As at As at


LOANS AND ADVANCES

UNSECURED - (Considered good unless otherwise stated)

Advance Income Tax (net of Provision) 13 06 429 15 86 304

Advances Recoverable in Cash or in kind or for value to be received 4 13 834 10 75 975

Balance with Service Tax/ Sales Tax Authorities, etc. 2 61 835 2 26 929

TOTAL 19 82 098 28 89 208

SCHEDULE G

In Rupees

As at As at


CURRENT LIABILITIES AND PROVISIONS

Current Liabilities

Sundry Creditors

- Micro enterprises and Small enterprises(1) - -

- Others 5 44 548 12 65 680

5 44 548 12 65 680

Provisions

Provision for Leave Encashment/ Gratuity - 18 12 000

TOTAL 5 44 548 30 77 680

Note:(1) The Company has not received the required information from Suppliers regarding their status under the Micro, Small and

Medium Enterprises Development Act, 2006. Hence disclosures, if any, relating to amounts unpaid as at the year end together

with interest paid/ payable as required under the said Act have not been made.


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SCHEDULE H In Rupees

2009-10 2008-09

OTHER INCOME

Dividend

Current Investments 31 339 4 03 86 507

Interest 1 69 794 5 180

From Others

Profit on Sale of Current Investments (Net) - 4 699

Miscellaneous Income - 1 910

TOTAL 2 01 133 4 03 98 296

Schedules forming part of the Profit and Loss Account


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SCHEDULE I

In Rupees

2009-10 2008-09

OPERATING AND OTHER EXPENSES

PAYMENT TO AND PROVISIONS

FOR EMPLOYEES

Salaries, Wages and Bonus 30 96 886 2 26 36 903

Contribution to Provident Fund, Gratuity Fund, ( 93 027) 11 43 291

Superannuation Fund, Employees State Insurance

Scheme, Pension Scheme,Labour Welfare Fund etc.

Employee Welfare and other amenities 3 76 360 7 94 654

33 80 219 2 45 74 848

OPERATING AND ESTABLISHMENT EXPENSES

Other Repairs 2 36 761 11 88 338

Insurance 60 174 36 751

Rates and Taxes 28 461 39 976

Travelling and Conveyance Expenses 68 862 9 37 535

Payment to Auditors 52 322 2 40 000

Professional Fees 10 000 11 92 295

Telephone Expenses 25 412 3 00 508

Printing and Stationery - 1 698

Hire Charges - 60 281

General Expenses 34 990 48 402

5 16 982 40 45 784

TOTAL 38 97 201 2 86 20 632

In Rupees

SCHEDULE J 2009-10 2008-09

INTEREST AND FINANCE CHARGES

Others - 1 146

TOTAL - 1 146

Schedules forming part of the Profit and Loss Account


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SCHEDULE KSIGNIFICANT ACCOUNTING POLICIES

1 Basis of Preparation of Financial Statements

The financial statements are prepared under the historical cost convention in accordance with the generally accepted accounting

principles in India, Companies (Accounting Standards) Rules 2006 and the provisions of the Companies Act, 1956.

2 Use of Estimates

The preparation of financial statements requires estimates and assumptions to be made that affect the reported amount of the

assets and liabilities on the date of the financial statements and the reported amount of revenues and expenses during the

reporting period. Difference between the actual results and estimates are recognized in the period in which the results are

known/ materialised.

3 Investments:

Current investments are carried at the lower of cost and quoted/ fair value, computed category wise. Long term investments arestated at cost. Provision for diminution in the value of long term investments is made only if such a decline is other than

temporary.

4 Revenue recognition:

Revenue is recognized to the extent that right to receive the probable economic benefit to the Company is established and can

be reliably measured.

5 Employee Benefits:

i) Short term employee benefits are recognized as an expense at the undiscounted amount in the Profit and Loss Account of

the year in which the related service is rendered.

ii) Post employment and other long term employee benefits are recognized as an expense in the Profit and Loss Account for

the year in which the employee has rendered services. The expense is recognized at the present value of the amounts

payable determined using actuarial valuation techniques. Actuarial gains and losses in respect of post employment and

other long term benefits are charged to the Profit and Loss Account.

6 Provision for Current and Deferred Tax

Provision for current tax is made after taking into consideration benefits admissible under the provisions of the Income-tax Act,

1961. Deferred tax resulting from timing difference between Accounting and taxable income is accounted for using the tax rates

and laws that are enacted or substantively enacted as on the Balance Sheet date. The deferred tax asset is recognised and carried

forward only to the extent that there is a virtual certainty that the asset will be realised in future.

7 Provision, Contingent Liabilities and Contingent Assets

Provisions involving substantial degree of estimation in measurement are recognised when there is a present obligation as a

result of past events and it is probable that there will be an outflow of resources. Contingent Liabilities are not recognised but

are disclosed in the notes. Contingent Assets are neither recognised nor disclosed in the financial statements.



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SCHEDULE LNOTES ON ACCOUNTS

1 The previous year s figures have been regrouped, rearranged and reclassified wherever necessary. Accordingly, amounts and

other disclosures for the preceding year are included as an integral part of the current year financial statements and are to be read

in relation to the amounts and other disclosures relating to the current year.

2 As per Accounting Standard 15 Employee Benefits, notified in the Companies (Accounting Standards) Rules 2006, the

disclosures of employee benefits as defined in the Accounting Standard are given below:

3. Defined Contribution Plan In Rupees

Contribution to Defined Contribution Plan, recognised are charged off for the year are as under:

2009-10 2008-09

Employers Contribution to Provident Fund 1 25 734 8 55 091

Employers Contribution to Pension Scheme 28 883 1 50 503

Defined Benefit Plan

The present value of obligation is determined based on actuarial valuation using the Projected Unit Credit Method, which

recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit

separately to build up the final obligation.The Company operates post retirement benefit plans as follows:

I) Reconciliation of opening and closing balances of Defined Benefit obligation

In Rupees

Gratuity Leave Encashment

(Unfunded) (Unfunded)

2009-10 2008-09 2009-10 2008-09

Defined Benefit obligation at beginning of the year 2 67 000 7 27 712 15 45 000 15 23 000

Current Service Cost (2 67 000) 1 42 248 (15 45 000) 4 65 111

Interest Cost - 58 217 - 1 09 352

Contribution by the plan participants - - - -

Actuarial (gain)/ loss - (6 61 177) - (2 40 275)

Benefits paid - - - (3 12 188)

Defined Benefit obligation at year end - 2 67 000 - 15 45 000

II. Reconciliation of fair value of assets and obligations

In Rupees

Gratuity Leave Encashment(Unfunded) (Unfunded)

2009-10 2008-09 2009-10 2008-09

Fair value of plan assets

Present value of obligation - 2 67 000 - 15 45 000

Amount recognised in Balance Sheet - 2 67 000 - 15 45 000



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III. Expenses recognized during the year

In Rupees



2009-10 2008-09 2009-10 2008-09

Current Service Cost (2 67 000) 1 42 248 (15 45 000) 4 65 111

Interest Cost on benefit obligation - 58 217 - 1 09 352

Actuarial (gain)/ loss recognized in the year - (6 61 177) - (2 40 275)

Past service Cost - -

Net benefit expense/ (Income) (2 67 000) (4 60 712) (15 45 000) 3 34 188

Actual return on plan asset - - - -

IV. Actuarial assumptions

In Rupees



2009-10 2008-09 2009-10 2008-09

Discount rate (per annum) - 8.00% - 8.00%

Expected rate of return on plan assets (per annum) - 8.00% - -

Rate of escalation in salary (per annum) - 4.00% - 4.00%

3) Payment to Auditors (excluding Service Tax, wherever is appliacable)

In Rupees

2009-10 2008-09

(i) Audit Fees 50 000 2 00 000

(ii) Tax Audit Fees - 40 000

(iii) Expenses Reimbursed 2 322 -

52 322 2 40 000

4) The Deferred Tax Assets (net) comprise of the following:

In Rupees

As at As at


(i) Disallowance under the Income Tax Act, 1961 78 4 28 494

(ii) Carried forward loss 1 91 28 697 1 62 22 127

1 91 28 775 1 66 50 621

Note : The virtual certinity is based on agreements.

SCHEDULE L (Contd.)



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5) Earnings Per Share (EPS)

In Rupees

2009-10 2008-09

(i) Net Profit/ (Loss) after tax as per Profit and Loss Account (in Rupees) ( 12 17 914) 1 94 18 259

(ii) Weighted Average number of equity shares used as 20 20 000 20 20 000

denominator for calculating EPS

(iii) Basic and Diluted Earnings/ (Loss) per share of face (0.60) 9.61

value of Rs. 10 each (Rupees)

6 The Company is mainly engaged in the business of Investments in Shares and Securities in India. All the activities of the

Company revolve around this main business. Accordingly, the Company has only one identifiable segment namely Investmentsin Shares and Securities, reportable under Accounting Standard 17 Segment Reporting, notified in the Companies (Accounting

Standards) Rules 2006.

7 Information as required under para 3, 4 and 4A to 4D of part II of schedule VI of Companies Act, 1956 are given to the extent

applicable.

8 As per Accounting Standard 18 , Related Party Disclosures, notified in the Companies (Accounting Standards) Rules 2006,

the disclosures of transactions with the related parties as defined in Accounting Standard are given below :

(a) List of related parties with whom transactions have taken place and relationships:

Sr Name of the Related Party Relationship

No

1 Reliance Industries Limited Ultimate Holding Company

2 Reliance Retail Limited Holding Company3 Reliance Industrial Investments And Holdings Limited }

Fellow Subsidiaries4 Reliance Infosolutions Private Limited }

(b) Transactions during the year with Related Parties (Excluding Reimbursements)

In Rupees

Sr Nature of Transactions (excluding Holding Fellow Total

No reimbursements) Companies Subsidiaries

1 Unsecured loan taken/ (repaid) (3 69 49 203) - (3 69 49 203)

2 44 66 114 - 2 44 66 114

2 Purchase of Investments - - -

- 106 00 00 000 106 00 00 000

3 Sale/ redemption of Investments - 5 00 00 000 5 00 00 000

- - -

Balances as at 31st March,2010

4 Share Capital 2 02 00 000 - 2 02 00 000

2 02 00 000 - 2 02 00 000

SCHEDULE L (Contd.)



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In Rupees

Sr Nature of Transactions (excluding Holding Fellow Total

No reimbursements) Companies Subsidiaries

5 Unsecured Loans - - -

3 69 49 203 - 3 69 49 203

6 Investments - 101 00 00 000 101 00 00 000

- 106 00 00 000 106 00 00 000

7 Sundry Creditors - - -

- 105 105

Note : Figures in italic represent previous years amount.

Disclosure in respect of material Related Party Transactions during the year:

1 Unsecured loan taken consist of Rs. Nil (Previous Year Rs.2 44 66 114 ) from Reliance Retail Limited. Loan repaid

consist of Rs. 3 69 49 203 (Previous Year Rs. Nil) to Reliance Retail Limited.

2 Purchase of Investment includes Rs. Nil (Previous 106 00 00 000) of Reliance Industrial Investments and Holdings

Limited.

3 Sale/ redemption of Investement includes Rs 5 00 00 000 (Previous year Nil) of Reliance Industrial Investments and

Holdings Limited.

9 Disclosures of details as required by Para 13 of Non Banking Financial (Non-Deposit Accepting or Holding) Companies

Prudential Norms (Reserve Bank) Directions, 2007, are given to the extent applicable.

Given below all balances are as on 31st March, 2010.

Liabilities side: In Rupees

Amount Amount

Outstanding Overdue

I Loans and advances availed by the NBFCs inclusive of interest accrued

thereon but not paid

a) Debentures : Secured NIL NIL

: Unsecured NIL NIL

(other than falling within the meaning of public deposits)

b) Deferred Credits NIL NIL

c) Term Loans NIL NIL

d) Inter-corporate loans and borrowing NIL

e) Commercial Paper NIL NIL

f) Other Loans (specify nature) NIL NIL

SCHEDULE L (Contd.)



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Assets side: In Rupees

Amount

Outstanding

II Break-up of Loans and Advances including bills receivables (other than those

included in (IV) below)

(a) Secured NIL

(b) Unsecured NIL

III Break up of Leased Assets and stock on hire and other assets counting NIL

towards AFC activities

(i) Lease assets including lease rentals under sundry debtors :

(a) Financial lease NIL

(b) Operating lease NIL

(ii) Stock on hire including hire charges under sundry debtors :

(a) Assets on hire NIL

(b) Repossessed Assets NIL

(iii) Other loans counting towards AFC activities

(a) Loans where assets have been repossessed NIL

(b) Loans other than (a) above NIL

IV Break-up of Investments

Current Investments

1 Quoted

i) Shares : (a) Equity NIL

(b) Preference NIL

ii) Debentures and Bonds NIL

iii) Units of mutual funds NIL

iv) Government Securities NIL

v) Others (please specify NIL

2 Unquoted


(b) Preference NIL

(ii) Debentures and Bonds NIL

(iii) Units of mutual funds 78 31 339

(iv) Government Securities NIL

(v) Others (please specify NIL

SCHEDULE L (Contd.)



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Assets side: In Rupees

Amount Outstanding

Long Term investments

1 Quoted


(b) Preference NIL


(iii) Units of mutual funds NIL


(v) Others (please specify) NIL

2 Unquoted


(b) Preference 101 00 00 000


(iii) Units of mutual funds NIL


(v) Others (please specify NIL

V Borrower group-wise classification of assets financed as in (II) and (III) above : In Rupees

Category Amount (net of provision)

Unsecured Total

1 Related Parties

(a) Subsidiaries NIL NIL

(b) Companies in the same group NIL NIL

(c) Other related parties NIL NIL

2 Other than related parties NIL NIL

Total NIL NIL

VI Investor group-wise classification of all investments (current and long term) in In Rupees

shares and securities (both quoted and unquoted)

Category Market value / Book value (net

Break up or fair of provisions)

value or NAV

1 Related Parties

(a) Subsidiary company NIL NIL

(b) Other related parties 101 00 00 000 101 00 00 000

2 Other than related parties 78 31 339 78 31 339

Total 101 78 31 339 101 78 31 339

SCHEDULE L (Contd.)



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SCHEDULE L (Contd.)VII Other information

Particulars In Rupees

i) Gross Non-Performing Assets

(a) Related parties NIL

(b) Other than related parties NIL

ii) Net Non-Performing Assets

(a) Related parties NIL

(b) Other than related parties NIL

iii) Assets acquired in satisfaction of debt NIL

10 Additional Disclosures as required by RBI Notification No. DNBS. 200 / CGM (PK) 2008 dated August 1, 2008 are given

to the extent applicable.

i) CRAR

Items Current Year Previous Year

i) CRAR (%) 12.17% 65.67%

ii) CRAR Tier I capital (%) 12.17% 65.67%

iii) CRAR Tier II Capital (%) - -

ii) Exposure to Real Estate Sector

In Rupees

Category Current Year Previous Year

a) Direct exposure

(i) Residential Mortgages -

Lending fully secured by mortgages on residential property that is NIL NIL

or will be occupied by the borrower or that is rented; (Individual

housing loans up to Rs.15 lakh may be shown separately)

(ii) Commercial Real Estate -

Lending secured by mortgages on commercial realestates (office NIL NIL

buildings, retail space, multipurpose commercial premises, multi-

family residential buildings, multi-tenanted commercial premises,

industrial or warehouse space, hotels, land acquisition,

development and construction, etc.). Exposure would also include

non-fund based (NFB) limits;

(iii) Investments in Mortgage Backed Securities (MBS) and other securitised exposures -

a. Residential NIL NIL

b. Commercial Real Estate NIL NIL

b) Indirect Exposure

Fund based and non-fund based exposures on National Housing NIL NIL

Bank (NHB) and Housing Finance Companies (HFCs).



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iii) Asset Liability Management

Maturity pattern of certain items of assets and liabilities

Rs. in crore

1 day Over one Over 2 Over 3 Over 6 Over 1 Over 3 Over 5 Total

to 30/31 month to months months months to year to year to 5 years

days (one 2 months upto 3 to 6 1 years 3 years years

month months months

Liabilities

Borrowings from banks - - - - - - - - -

Market Borrowings - - - - - - - - -

Assets

Advances - - - - 0.04 - - - 0.04

Investments - - - - - - 0.78 101 101.78





Atul Dayal


Partner


Director

Mumbai


SCHEDULE L (Contd.)


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Additional Information as required under Part IV of Schedule VI to the Companies Act, 1956

Balance Sheet Abstract and Companys General Business Profile:

I. Registration Details:

Registration No. U 1 7 1 1 0 M H 2 0 0 0 P L C 1 2 3 7 3 1

Balance Sheet Date: 3 1 - 0 3 - 2 0 1 0 State Code 1 1

II. Capital raised during the year: (Rupees in Thousand)

Public Issue: N I L Rights Issue: N I L

Bonus Issue: N I L Private Placement: N I L

Share Application Money: N I L

III. Position of mobilisation and deployment of funds: (Rupees in Thousand)

Total Liabilities: 1 0 3 9 2 2 7 Total Assets: 1 0 3 9 2 2 7

Sources of Funds: Application of Funds:

Paid up Capital: 2 0 2 0 0 Net Fixed Assets: N I L

Share Application Money: N I L Investments: 1 0 1 7 8 3 1

Reserves and Surplus: 1 0 1 8 4 8 2 Deferred Tax Assets 1 9 1 2 9

Secured Loans: N I L Current Assets: 2 2 6 7

Unsecured Loans: N I L Miscellaneous Expenditure: N I L

Current Liabilities 5 4 5 Profit and Loss Account: N I L

IV. Performance of the Company: (Rupees in Thousand)

Net Turnover: N I L Total Expenditure: 3 8 9 7

Profit / (-) Loss before tax: ( 3 6 9 6 ) Profit / (-) Loss after tax: ( 1 2 1 8 )

Earnings per Share in Rs:

- Basic ( 0 . 6 0 ) Dividend Rate: N I L

V. Generic Names of principal products of the Company:

Item Code number N A

Product Description N A

Item Code number N A

Product Description N A

14 reliance retail finance limited

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