111 | Annual Report | 2024-2025 ANNEXURE - III Policy on Related Party Transaction 1. Purpose of this policy: Arohan Financial Services Limited (’the Company’) is governed, amongst others, by the rules and regulations framed by the Reserve Bank of India (“RBI”), the Companies Act, 2013 (the Act) and the Securities Exchange Board of India (SEBI). The Company has always been committed to best corporate governance practices and this Policy is prepared for ensuring compliance with the provisions of the Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and such other regulatory provisions, as may be applicable. SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR Regulations, 2015) has also mandated every listed entity to formulate a policy on materiality of related party transactions and on dealing with related party transactions. A. Accordingly, the Company has formulated this policy on materiality of Related Party Transactions and on dealing with Related Party Transactions (“Policy”). This Policy regulates all transactions between the Company and its Related Parties (as defined below). B. The Board of the Directors “Board” on recommendation of the Audit Committee of the Company (“Audit Committee”) shall review the Policy once in three years and may amend the same from time to time. In order to comply with these requirements and as a good corporate governance practice, this policy on Related Party Transactions is adopted for implementation by the Board of Directors of the Company. 2. Scope A. Identifying related party and related party transactions B. Obtaining approvals before entering into any Related Party Transactions as per the Company Policy of Related Party Transactions, applicable Accounting Standards, the Act and the SEBI LODR Regulations, 2015. C. Relevant documentation supporting the related party transactions. D. Determining the disclosures / compliances to be adhered in relation to the related party transactions as per applicable law to related party transaction. 3. Definition 1. “Act” shall mean the Companies Act, 2013 and includes any amendment thereof. 2. “Company” means Arohan Financial Service Limited. 3. “Key Managerial Personnel” in relation to a company, means— (i) the Chief Executive Officer or the managing director or the manager; (ii) the Company secretary; (iii) the Whole-time director; (iv) the Chief Financial Officer; (v) such other officer, not more than one level below the directors who is in whole-time employment, designated as key managerial personnel by the Board; and (vi) such other officer as may be prescribed; 4. “Relative” shall have the same meaning as assigned to them under the Companies Act, 2013 and Rules prescribed there under.
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