1.  Basis of preparation
 
 The financial statements have been prepared to comply in all material
 aspects with the Accounting Standards notified by the Companies
 (Accounting Standards) Rules, 2006 (as amended) and the relevant
 provisions of the Companies Act, 1956 and the directives as prescribed
 by the Reserve Bank of India for Non Banking Financial Companies. The
 financial statements have been prepared under the historical cost
 convention on an accrual basis. However, income is not recognized and
 also provision is made in respect of non-performing assets as per the
 prudential norms prescribed by the Reserve Bank of India. Except
 otherwise mentioned, the accounting policies applied by the Company,
 are consistent with those used in the previous year.
 
 (a) Terms/Rights attached to the equity shares
 
 The Company has only one class of equity shares having par value of Rs.
 10 per share. Each holder of equity shares is entitled to one vote per
 share. The Company declares and pays dividends in Indian Rupees. The
 dividend proposed by the Board of Directors is subject to the approval
 of the shareholders in the ensuing Annual General Meeting.
 
 During the year ended March 31, 2012, the amount of per share dividend
 recognised as distribution to equity share holders is Re. 1 (Re. 1).
 
 In the event of liquidation of the Company, the holders of equity
 shares will be entitled to receive remaining assets of the Company,
 after distribution of all preferential amounts. The distribution will
 be in proportion to the number of equity shares held by the
 shareholders.
 
 As per records of the Company, including its register of
 shareholders/members and other declarations received from shareholders
 regarding beneficial interest, the above shareholding represents both
 legal and beneficial ownership of shares.
 
 2.  Contingent Liabilities:
 
 (a) The Company has provided Corporate Guarantee of Rs. 20,00,00,000
 (Rs. 25,00,00,000) and has created equitable mortgage of Rs.
 4,16,50,000 (Rs. 4,16,50,000) over its property at Kolkata as security
 for the said guarantee for credit facility extended by a scheduled bank
 to Microsec Capital Limited (a wholly owned subsidiary company).
 Against the above, the credit facility availed and the bank guarantees
 issued by the banks as on March 31, 2012 are Rs. Nil (Rs. 56,298) and
 Rs. 20,00,00,000 (Rs. 25,00,00,000) respectively.
 
 (b) The Company has provided Corporate Guarantee of Rs. 10,19,00,000
 (Rs. 10,19,00,000) for credit facility extended by a scheduled bank to
 Microsec Technologies Limited (an ultimate wholly owned subsidiary
 company). Against the above, the credit facility availed as on 31st
 March 2012 is Rs. 3,00,00,000 (Rs. 1,00,00,000).
 
 (c) Bank Guarantee outstanding in favour of Bombay Stock Exchange - Rs.
 73,75,000 (Rs. 73,75,000).
 
 (d) Income Tax demand under appeal - Rs. 58,00,960 (Rs. Nil). The
 management believe that the Company has a good case for success in this
 matter and therefore no provision there against is considered necessary.
 
 3.  The Reserve Bank of India through notification no. DNBS 223/CGM
 (US) - 2011 dated January 17, 2011 directed all Non Banking Financial
 Companies to make a provision of 0.25% on Standard assets and
 accordingly the Company has made a provision of Rs. 42,00,000 (Rs.
 36,99,761) as at March 31, 2012.
 
 4.  The Reserve Bank of India vide notification no.
 DNBS.PD/CC.N0.214/03.02.2002/2010-11 dated March 30, 2011 has issued a
 direction that no Non Banking Financial Company shall contribute to the
 capital of a partnership firm or become a partner of such firm.
 Accordingly, the Company has retired from partnership in Microsec
 Invictus Advisors LLP w.e.f. March 15, 2012. In accordance with the
 terms and conditions of the limited liability partnership, the Company
 has shared loss of Rs. 20,42,591 which has been debited to the
 statement of profit and loss of the Company.
 
 5.  Till the last year, the Company was amortizing copyrights on a
 straight line basis over a period of ten years from the date these
 assets became available for use. In the current year, the Company has
 re-assessed the estimated useful life of such intangible assets and has
 written it off over the useful life of three years. Because of the
 above change, the profit before tax for the year and carrying value of
 copyrights is lower by Rs. 3,48,63,712.
 
 6.  The Company has submitted an application on December 16, 2011 to
 the Regional Provident Fund Commissioner, West Bengal for registration
 for provident fund which was allotted by the Provident Fund authorities
 on January 31, 2012, with retrospective effect from October 1, 2011. On
 registration, the Company has deposited all provident fund
 contributions for the period from October 2011 to January 2012 on
 February 13, 2012.
 
 7.  The Company has submitted an application on December 30, 2011 to
 the Regional Employees'' State Insurance Corporation, West Bengal for
 registration for Employees'' State Insurance which was allotted by the
 Employees'' State Insurance authorities on January 10, 2012, with
 retrospective effect from October 1, 2011. On registration, the Company
 has deposited all Employees'' State Insurance contributions for the
 period from October 2011 to December 2011 on January 18, 2012.
 
 8.  The Company has a defined benefit gratuity plan. Every employee,
 who has completed five years or more of services, is entitled to
 gratuity on terms not less favorable than the provisions of the payment
 of Gratuity Act, 1972. The scheme is funded with Life Insurance
 Corporation of India.
 
 The following tables summarise the components of gratuity expenses
 recognised in the Statement of Profit and Loss and the funded status
 and amounts recognized in the balance sheet for the plan.
 
 (ix) The estimates of future salary increases considered in actuarial
 valuation, take account of inflation, seniority, promotion and other
 relevant factors, such as supply and demand in the employment market.
 
 (x) The overall expected rate of return on assets is determined based
 on the market prices prevailing on that date, applicable to the period
 over which the obligation is to be settled.
 
 (xi) The Company expects to contribute Rs. 2,00,000 (Rs. 5,00,000) to
 Gratuity Fund during April, 2012 to March, 2013.
 
 9.  Minimum Alternate Tax (MAT) credit entitlement of Rs. 27,98,703
 related to financial year 2010-11 although available as tax credit for
 set off in future years as per Income Tax Act, 1961, has not been
 accounted for in view of accounting policy specified in Note 2(xii)
 herein.
 
 10.  Capital Commitments
 
 Estimated amount of contracts remaining to be executed on capital
 account and not provided for (net of advances)
 
 - Rs. 25,66,863 (Rs. Nil).
 
 11.  In terms of Accounting Standard 18, notified by the Companies
 Accounting Standard Rules, 2006, the related party disclosures are
 given below :
 
 Name of related parties & description of relationship Subsidiary
 Companies (Enterprise where control exists)
 
 Microsec Capital Limited (MCap)
 
 Microsec Insurance Brokers Limited Microsec Commerze Limited
 PRP Technologies Limited Microsec Resources Private Limited
 Microsec Technologies Limited Associate Company
 
 Myjoy Fun and Food Private Limited (w.e.f. August 16, 2011)
 
 Limited Liability Partnership (Entity over which control is exercised)
 
 Microsec Invictus Advisors LLP (up to March 15, 2012)
 
 Key Management Personnel
 
 Mr. Banwari Lal Mittal (Chairman and Managing Director)
 
 Mr. Ravi Kant Sharma (Director) (up to August 4, 2011)
 
 Mr. Ravi Kant Sharma (Managing Director & CEO) (w.e.f. August 5, 2011)
 
 Mr. Giridhar Dhelia (Chief Financial Officer) (w.e.f. November 9, 2010)
 
 Mr. Pankaj Kumar Kedia (Chief Financial Officer) (up to October 20,
 2010)
 
 Enterprises in which Key Management Personnel Exercise Significant
 Influence Luv-Kush Projects Limited
 
 Notes :
 
 I.  Business Segments : The business segment has been identified on the
 basis of the services of the Company.  Accordingly, the Company has
 identified Financing & Investment and Investment Banking & related
 Services as business segments.
 
 a) Financing & Investment - Consists of financing of loans and
 investments in shares & securities and Income from Royalty.
 
 b) Investment Banking & related Services - Consists of financial
 consultancy and debt syndication.
 
 II.  Geographical Segments : The Company operates in only one
 geographical segment i.e. ''Within India'' and no separate information
 for geographical segment has been given.
 
 12.  Pursuant to the provision of section 61 of the Companies Act,
 1956, the shareholders of the Company in the Annual General Meeting
 held on August 4, 2011, have approved the variation in the utilisation
 of the Issue Proceeds from Initial Public Offer (IPO), arising out
 of the issue of equity shares allotted pursuant to the prospectus dated
 September 24, 2010.
 
 * Represents the amount invested in equity shares of Microsec Capital
 Limited (MCap) which is lying unutilized by MCap and thus invested in
 fixed deposits and bonds.
 
 13.  Additional information as per guidelines issued by the Reserve
 Bank of India in respect of Non - Banking Financial (Non Deposit
 Accepting or Holding) systemically important (NBFC-ND-SI) are given in
 Annexure -1 attached herewith.
 
 14.  Previous year''s figures including those in brackets have been
 regrouped and/or rearranged wherever necessary.