1. CORPORATE INFORMATION

Keynote Corporate Services Limited (“the Company”) is a public limited Company domiciled in India and incorporated under the provisions of the Companies Act, 1956. Its registered office is at Mumbai. Its shares are listed on two stock exchanges in India. i.e., BSE Limited (BSE) & National Stock Exchange of India Limited (NSE).The Company is engaged in providing services of Investment Banking, Corporate Advisory Services & ESOP Advisory etc.

(a) Terms / rights attached to equity shares

The Company has issued 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. All shares rank pari passu with regard to dividend & repayment of capital. The company declares and pays dividend 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, except in case of interim dividend. During the year ended 31st March 2018, the Company has proposed final dividend of Rs. 2.50/- per share (PY : Rs. 1/- per share) to equity shareholders. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining net assets of the Company, after distribution of all preferential amounts in proportion to the number of equity shares held by the shareholders.

Note: Disclosures of plan assets

The Company has group plan with LIC of India pertaining to insurance and has not been provided with the details of the planned assets. As a result, no disclosures for the same has been made.

(ii) Leave encashment

As per the Company’s policy a sum of Rs. 389,791/- (PY: Rs. 440,752/-) has been paid towards compensated absences; calculated on the basis of unutilised leave. During the year, the Company has provided to the extent of Rs. 177,365/- (PY : Rs. 151,855/-) as per actuarial valuation done by independent actuary.

Note :Detailed disclosures of compensated absence is not given in terms of para 132 of AS-15 “Employee Benefits”.

2 CONTINGENT LIABILITIES

(to the extent not provided for)

The Company has provided corporate guarantees aggregating to Rs. 160,000,000/- (P.Y: Rs. 220,000,000/-) to the bankers of its subsidiary, Keynote Capitals Limited towards BSE & NSE operations.

3 SEGMENT REPORTING

As per Accounting Standard (AS) 17 Segment Reporting para 4, segment has been disclosed in Consolidated Financial Statements, hence no separate disclosures have been given in Standalone Financial Statements.

4 EARNINGS PER SHARE

The disclosure requirements with respect of Accounting Standard (AS) 20 on “Earnings Per Share” are as follows:

5 LEASES

The following are the disclosures in accordance with Accounting Standard (AS) 19 on “Leases” :

Operating lease where Company is a lessor

The Company has given a commercial property on non-cancellable operating lease. The corresponding lease agreement provides for an option to the Company to renew the lease period at the end of non-cancellable period. Accordingly, lease rentals amounting to Rs. 7,08,324/- (P.Y. : Rs. 7,41,326/- ) has been recognised as income in the Statement of Profit and Loss as Other Income

There are no exceptional / restrictive covenants in the lease agreement.

The future minimum lease payments receivable in respect of lease property is as follows:

6 DISCLOSURES AS REQUIRED BY ACCOUNTING STANDARD (AS) 18 -RELATED PARTY DISCLOSURES :

(i) Category of related parties

(a) Enterprise where control exist Subsidiaries:

Keynote Capitals Limited Keynote Fincorp Limited

Keynote Commodities Limited (step down subsidiary)

(b) Key Management Personnel:

Mr. B. Madhuprasad - Chairman

Mr. Vineet Suchanti - Managing Director (upto 5 April, 2017) & Director (w.e.f.6th April, 2017) '

Mrs. Rinku Suchanti - Whole-time Director (w.e.f. 25th May, 2017)

Mr. Uday S. Patil - Whole-time Director & Chief Financial Officer Ms. Saloni Maru - Company Secretary (upto 21st April, 2017) Mr.Sujeet More - Company Secretary (w.e.f. 25th May, 2017)

(c) Relatives of Key Management Personnel:

Mrs. Pushpa Suchanti - Mother of Vineet Suchanti Mr. Vivek Suchanti - Brother of Vineet Suchanti Mr. Nirmal Suchanti - Father of Vineet Suchanti

(d) Enterprise over which Key Management Personnel exercise significant influence:

Concept Communication Limited

Concept Production Limited

Nirmal Suchanti - HUF

Keynote Trust

NSS Digital Media Limited

Eagle Eye Research & Media Private Limited

VN Creative Chemicals Private Limited

7. LOANS AND ADVANCES IN THE NATURE OF LOANS GIVEN TO SUBSIDIARY AS PER THE PROVISION OF REGULATIONS 34(3) OF SECURITIES EXCHANGE BOARD OF INDIA (SEBI) (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENT) REGULATIONS. 2015.

Keynote Capitals Limited

Balance as at 31 March 2018 is Nil (PY Nil). Maximum outstanding during the year is Nil (PY Rs. 30,000,000)

Keynote Fincorp Limited

Balance as at 31 March 2018 is Nil (P.Y Nil). Maximum outstanding during the year is Rs. 600,00,000 (PY Rs. 19,000,000)

Dues to Micro and small enterprises have been determined to the extent such parties have been identified on the basis of information collected by the management. This has been relied upon by the auditors.

8 During the financial year the Company has written off two of its long term equity investments in Centerac Emarketplaces Private Limited of Rs. 1,000,000 & Eagleeye & Research Private Limited of Rs. 3,240,000 as both of these entities are in the process of winding up. Accordingly the entire value of the investment made in these entities have been charged off in the Statement of Profit & Loss and is disclosed separately as an “exceptional item”.

9 The Company has written off the debts amounting to Rs. 3,300,000 pertaining to Binani Cement Limited. The entire amount was already provided as doubtful debts by the end of the quarter ended 30 September, 2017.

10 The figures of the previous year have been regrouped or reclassified wherever necessary to confirm to the presentation of current year figures.