Building Trust, Growth, and Long-Term Value

Our investors are at the core of our success, and we are committed to delivering sustainable growth, transparency, and strong returns. Through strategic planning, sound financial management, and innovation, we aim to create long-term value for our stakeholders.

We prioritize clear communication, regular updates, and responsible governance to ensure confidence in our vision and operations. By fostering strong investor relationships, we continue to drive business expansion, market leadership, and financial stability.

Disclosure Under Regulation 46(2) of the SEBI LODR Regulations, 2015

Details of Company's business

The Company is presently engaged in the activities of investment, providing inter-corporate deposits, short-term loans and advances. The Company does not accept public deposits.

The main objective is to create shareholders value by consistently practiced good corporate governance, values of transparency, professionalism and accountability. Our Corporate Governance Policies recognize the accountability of the Board and the importance of its decisions to all our constituents including investors, employees, bankers etc.

Through years of industry experience and firm financial backing, the Company has solidified its place as the premier small business funding source.

Composition of Committees of the Board of Directors

Composition of Board of Directors and Key Managerial Personnel

Mr. Siddheshwar Kumar Upadhyay (Independent Non-Executive Director)
Ms. Himani Aneja (Independent Non-Executive Director)
Mr. Gurvinder Pal Singh (Non-Executive Director)
Mr. Gaurav Aggarwal (CFO)
Ms. Himanshi Dhakad (Company Secretary & Compliance Officer)
Ms. Nikita Sehrawat (Manager)

Composition of various committees of board of directors

Audit Committee:
- Mr. Siddheshwar Kumar Upadhyay, Non-Executive Independent Director - Chairman
- Ms. Himani Aneja, Non-Executive,Independent Director - Member
- Mr. Gurvinder Pal Singh, Non-Executive Director - Member
Nomination and Remuneration committee:
- Ms. Himani Aneja, Non-Executive, Independent Director - Chairman
- Mr. Siddheshwar Kumar Upadhyay, Non-Executive Independent Director - Member
- Mr. Gurvinder Pal Singh, Non-Executive Director - Member
Stakeholders Relationship Committee:
- Mr. Gurvinder Pal Singh, Non-Executive Director - Chairman
- Ms. Himani Aneja, Non-Executive, Independent Director - Member
- Mr. Siddheshwar Kumar Upadhyay, Non-Executive Independent Director - Member

Composition of Risk Management Committee:

Mr. Gurvinder Pal Singh, Non-Executive Directorr - Chairman
Mr. Gaurav Aggarwal, Chief Financial Officer
Mr. Siddheshwar Kumar Upadhyay, Non-Executive Independent Director - Member

Code of Conduct - Board & Senior Management

INTRODUCTION

This code of Conduct ( hereinafter referred to as “the Code") has been framed and adopted by “AVON MERCANTILE LTD ” (hereinafter referred to as “the Company”) with a view of good corporate governance and in compliance with the provisions of clause 49 of the Listing Agreement.

Ethical business conduct is critical to the business carried on by the Company. Keeping this in mind, the Board of Directors of the Company have adopted the Code and Ethics which helps maintain the standards of business conduct for the Company and ensures compliance with the legal requirements more particularly with the provisions of clause 49 of the listing agreement of the Stock Exchange(s).

The purpose of this code is to enhance further an ethical and transparent process in managing the affairs of the Company and to deter wrong doing. The matters covered in the code are of utmost importance to the Company, our shareholders and business partners.

It has come into force with effect from 1st April, 2010 and future amendments/ modifications shall take effect from the date stated therein.

DEFINITIONS AND INTERPRETATION

The term "Board / Board of Directors" shall mean the Board of Directors of the Company.
The term "Senior Management Personnel" means the Managing Director, Executive Director, Chief Executive Officer, Company Secretary, Chief Financial Officer, all Departmental / Functional heads and all Key Managerial Personnel of the Company from time to time.
The term "Relative" shall mean 'relative' as defined in Section 2(41) and Section 6 read with Schedule IA of the Companies Act, 1956.

APPLICABILITY

This Code shall be applicable to the following persons:

(a) All members of the Board of Directors of the Company; and

(b) Senior Management Personnel as defined in clause (ii) above of the Code.

PHILOSOPHY OF THE CODE

The code envisages and expects that the Board Members and Senior Management Personnel must act within the authority conferred upon and in the best interest of the Company and its shareholders and observe the following:

Shall act in accordance with the highest standard of honesty, integrity, fairness and ethical conduct while working for the Company as well representing the Company without allowing their independent judgment to be subordinated and fulfill their fiduciary obligations. Honest conduct is considered to be the conduct that is free from fraud and / or deception.
Ethical conduct is considered to be the conduct conforming to the accepted professional standards of conduct and includes ethical handling of actual or apparent conflicts of interest between personnel and professional relationship.
Shall not involve themselves in making any decision on a subject matter in which a conflict of interest arises or could arise, between the personal interest and the interest of the Company. In the event of apprehending of such conflict of interest, the relevant facts shall be disclosed explaining the circumstances that create or could create the conflicts of interest to the Board of Directors for further directions in the matter.
Shall try to avoid having any personal and / or financial interest in any business dealings concerning the Company.
Shall try to avoid any relationship with the customers or lenders that could compromise the ability to transact business on a professional, impartial and competitive basis or influence decision to be made by the Company.
Shall not serve as a Director of any other company or as a partner of a firm that competes with the Company. The Directors and Senior Management Personnel shall obtain approval of Chairman prior to accepting directorship of any such company or partnership of such Firm. Further, they shall inform the Board of any changes in their board positions, relationship with other businesses (including charitable).
Shall not exploit for their own personal gain, opportunities that are discovered through the use of Company's property, information or position, unless the opportunity is first disclosed in writing to the Company’s Board of Directors.
Shall not seek or accept or offer directly or indirectly any gifts, donations, remuneration, hospitality, illegal payments, favour in whatsoever form howsoever described by the customers, vendors, consultants, etc., that is perceived as intended, directly or indirectly, to influence any business decision, any act or failure to act, any commitment of fraud, opportunity for committing any fraud.
Shall comply with all applicable laws, rules and regulations. Directors and Senior Management Personnel must acquire appropriate knowledge of the legal requirements relating to the duties sufficient to enable them to recognize potential dangers. Violations of applicable governmental laws, rules and regulations may subject Directors & Senior Management Personnel to individual criminal and/or civil liability.
Shall not derive benefit or assist others to derive benefit by giving investment advice from the access to and possession of information about the Company, not in public domain and therefore constitute insider information. The Board Members and Senior Management Personnel shall make timely disclosures of (i) trading in the shares of the Company, (ii)transactions having personal interest and (iii) related party transactions that are required to be made under laws, rules & regulations and Code for prevention of Insider Trading in the Securities of the Company.
Directors / Senior Management Personnel are required to maintain the confidentiality of all confidential information that they receive or become privy to in connection with the Company's business, except when disclosure is authorised or legally mandated. Confidential information includes all nonpublic information that might prejudice the ability of the Company to persue certain objectives, be of use to competitors or harm the Company, its suppliers or its advertisers, if disclosed.
Shall protect the Company’s assets, labour and information and may not use these for personal use, unless authorized to do so. Proper care should be taken to ensure that Company's assets are not misappropriated, loaned to others, or sold or donated, without appropriate authorization. Company's assets must be safeguarded against loss, damage, misuse or theft.
In addition to strict compliance with all legal aspects, all Directors, members of the Senior Management and officers are expected to observe the highest standards of business and personal ethics in the discharge of their assigned responsibilities.

ENFORCEMENT OF CODE OF CONDUCT

Each Board Member and Senior Management Personnel shall be accountable for fully complying with the code.
The Compliance Officer shall report breach of the code, if any, which comes to his / her notice to the Board.
The Company shall ensure confidentiality and protection to any person who has, in good faith, reported a violation or a suspected violation of law, of the code or other Company policies, or against any person who is assisting in any investigation or process with respect to such a violation.
Any failure of a Director / Senior Management Personnel to comply with the Code will result in referring his/ her actions / omissions to the Board of Directors. The Board will consider the reference and take such remedial action as deemed fit by it including removal of the person in question from the Board / Office.

WAIVERS AND AMENDMENTS OF THE CODE

We are committed to continuously reviewing and updating our policies and procedures. Therefore, the Code is subject to modification. Any amendment or waiver of any provision of this Code must be approved by the Company’s Board of Directors and promptly disclosed as required by any applicable law. Any amendments or wavier must be accompanied by appropriate controls designed to protect the Company.

PLACEMENT OF THE CODE ON WEBSITE

As required by clause 49 of the listing agreement this code and any amendment thereto shall be posted on the website of the company.

COMPLIANCE OF THE CODE

Each Director and Senior Management Personnel shall monitor his or her personal compliance with the code. Also in terms of clause 49 of the listing agreement all Board members and Senior Management Personnel shall within 30 days of close of every financial year affirm compliance with the Code. The Annual Compliance Report shall be forwarded to the Compliance Officer of the Company.

ACKNOWLEDGEMENT OF RECEIPT OF THE CODE

All Board Members and Senior Management Personnel shall acknowledge the receipt of the code in the acknowledgement form indicating that they have received, read and agreed to comply with the code and send the same to the Compliance Officer. Upon revision of the code, the Board Members and Senior Management Personnel shall acknowledge and execute an understanding of the Code. New Directors will sign such a deed at the time when their directorship begins.

NO RIGHTS CREATED

This code of conduct is a statement of certain fundamental principles, ethics, values, policies and procedures that govern the Directors and Senior Management Personnel of the Company in the conduct of the Company's business. It is not intended to and does not create any rights in any employee, customer, client, lender, competitor, shareholder or any other person or entity.

Board MeetingsFind here board meetings of our company

Brief profile of Board of Directors and KMP's

Mr. Gurvinder Pal Singh

Non-Executive Director

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Ms. Nikita Sehrawat

Manager

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Mr. Gaurav Aggarwal

Chief Financial Officer

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Ms. Himani Aneja

Non-Executive Independent Director

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Mr. Siddheshwar Kumar Upadhyay

Non-Executive Independent Director

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Ms. Himanshi Dhakad

Company Secretary & Compliance officer

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Contact details of companies Investor grievance redressal officer

Compliance Officer :-

Name:- Ms. Himanshi Dhakad
Designation:- Company Secretary & Compliance Officer
Membership No. :- A59385
Moblile No. :- +91 83838 56369
E-Mail ID :- avonsecretarial@gmail.com

Grievances Officer :-

Name:- Mr. Gaurav Aggarwal
Designation:- CFO

Registrar and Share Transfer Agent Details :-

Name:- M/s. MCS Share Transfer Agent Limited
SEBI Registration No. :- INR000004108
Email ID :- helpdeskdelhi@mcsregistrars.com
Landline :- 011-41406149

ANNUAL REPORTSFind here annual reports of our company

Find here of our company

ResultsFind here results of our company

Contact Details of Key Managerial personnel who are authorized for the purpose of determining materiality for the purpose of disclosures to stock exchange (S)

Name:- Ms. Nikita Sehrawat
Designation:- Manager
E-Mail ID :- nikita.sehrawat@smartbharatgroup.com

Name:- Ms. Himanshi Dhakad
Designation:- Company Secretary & Compliance Officer
E-Mail ID :- compliance@avonmercantile.co.in

INVESTORS

Building Trust, Growth, and Long-Term Value

Disclosure Under Regulation 46(2) of the SEBI LODR Regulations, 2015

Board MeetingsFind here board meetings of our company

ANNUAL REPORTSFind here annual reports of our company

Find here of our company

ResultsFind here results of our company

FY 2025-2026

FY 2024-2025

FY 2023-2024

FY 2022-2023

FY 2021-2022

March 2026

December 2025

September 2025