MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Financial Performance & Review

The Company's operations are classified into different segments viz. Shares Trading, Dealing in Derivatives and Options, Software Development, Professional Services, Marketing, Interest Income, IT Services and Investment Activities.

Your company has achieved significantly higher gross income during the financial year ended 31st March 2015 as compared to the last year on account of increase in share trading volumes. There was almost 1.057 times increase in Gross Revenue during the current period compare to last year. The net profit after tax has also increased during the current year as compared to last financial year.

Your company has achieved Gross Income/Revenue of Rs. 2,897.16 lacs in the current financial year as compared to Rs. 2,740.07 lacs of last year.

The Profit after Debrciation during last year was Rs. 19.26 lacs and which has increased in the current year to Rs. 27.41 lacs. The Company had made a net profit after tax of Rs. 13.18 lacs during the last financial year which has increased to Rs. 19.07 lacs during the current year which is about 44.61 % higher than last year's NPAT.

The Net worth of the Company is Rs. 619.14 lacs as on 31.03.2015. The book value of shares of your company as on 31st March 2015 comes to Rs. 11.65 per share. The Earning per share has improved from Rs. 0.25 per share to Rs. 0.36 per share during the year under review.

During the Financial Year ended 31.03.2015, the Segment wise revenue before allocating expenses of the Company under different segments was as under:

Industry Structure and Development

Non deposit taking NBFC's have been brvalent and systemically important in the Indian financial services space for many years. NBFC's have been able to leverage lower cost structures vis-a-vis their banking counterparts and thus increase the breadth of financing available to the general populace.

The operations of NBFCs are regulated and supervised by the RBI vide powers conferred under Chapter III B of Reserve Bank of India Act, 1934. The Regulatory and Supervisory framework for NBFCs has been continuously strengthened by limiting excessive risk taking practices and protecting the interest of stakeholders in order to ensure strong and healthy functioning.

Forward thinking NBFCs have embraced the power of technology to serve their customers better. Your company is on the forefront of this technology revolution and now runs all businesses on an advanced technology platform.

As per Hon'ble Finance Minister's Budget 2015-16 Speech-

A. The current account deficit is expected to be below 1.3% of GDP and real GDP growth is expected to accelerate to 7.4%, making India the fastest growing large economy in the world,

B. The foreign inflows since April 2014 have been about $55 billion and foreign exchange reserves have increased to a record $ 340 billion,

C. The Rupee has become stronger by 6.4% against a broad basket of currencies, and

D. The Indian Stock Market was the second best performing market amongst major economies.

Opportunities

The RBI and the Government have taken notable steps in FY 2014-15 to address the economic headwinds. Bankruptcy law reform that brings about legal certainty and speed, has been identified as a key priority for improving the ease of doing business. The Central Government is planning to bring a combrhensive

Bankruptcy Code in FY 2015-16, that will meet global standards and provide necessary judicial capacity.

An overhaul of the extant regulatory framework for non-banking financial companies (NBFCs) is underway to align it with several important developments which have taken place in the financial sector. It is, therefore, proposed to keep in abeyance, subject to certain exceptions, issue of Certificate of Registration (CoR) for conducting NBFC business, except in the public interest, till an appropriate regulatory framework is put in place for the NBFC sector.

Measures have been taken to expand banking services to the financially excluded sections of society with the appropriate application of technology. RBI regulations aided by technology have ensured that banks enter the rural and less profitable areas to ensure financial inclusion and banking has evolved from brick and mortar branch structure to facilitator/ business correspondent models. They have woken up to the potentialities of the areas hitherto occupied by other financial intermediaries/ NBFCs and operate now as financial supermarkets, offering a variety of products. The sharp demarcations between various FIs are now getting smudged.

The NBFCs have maintained stable asset quality, although cyclical brssures have started to push up delinquencies. A stable operating performance has facilitated their access to funding from banks and capital markets. A protracted and sharp contraction in industrial activities (and overall economic growth) can adversely impact their credit quality. The asset quality brssures in such a scenario could exceed assumptions and lead to negative rating actions. Conversely, a strong through-the-cycle operating performance, stable asset quality, robust capital buffers and diversified funding profile can lead to positive rating actions.

Company has engaged in business of investment and acquiring or otherwise and hold sell, by or otherwise deal in shares, debentures, debenture stocks, bonds, units, obligations and securities issued or guaranteed by Indian, states, dominions, sovereigns, municipalities or public authorities or bodies and by any company, corporation, firm or person whether incorporated in India or elsewhere and to manage investment pools. Once, the market is identified, the management is hopeful of making optimum use of the fixed assets available in the company.

G.K Consultants Limited has team of experience and result oriented entrebrneurs and businessman. The promoters has varied experience in line of financial Services and conversant with intricacies and nuances of the trade. The main promoter Mr. Subodh Gupta is a qualified Chartered Accountant. He has experience in the matter of Company Law, Finance and Stock and Shares.

Your Company, like in the past, will continue to invest in the stock market and provide Project Consultancy, Project Financing and Software Development thereby benefiting from the Industrial Growth and in turn contributing to the economic growth of the country.

Future Outlook

India is a rapidly transforming society. The country's demographic advantage and enhanced investments in infrastructure, manufacturing, education and socio-economic wellbeing are expected to create new opportunities for growth. India's sub-urban and rural population are creating room for further growth as

their quality of life is improving at a rapid pace. The Government's reforms will further strengthen investor confidence in the country's potential and unleash a free flow of entrebrneurial energy. At the same time, India's consumer spending is rising consistently. It is expected to double in another decade or so. This will make India the world's fifth largest consumer market, leading to major growth in all contributing sectors. G. K. Consultants Limited as a NBFC is invested in the various corporate and will continue to take relevant strategies to grow.

G. K. Consultants Limited as a NBFC intends to continue its investment in the various corporate and its business in the Service Sector. Your company is planning to explore the benefits of Stock Markets to the maximum possible extent in the year 2015-16.

Risks and Concerns

Effective risk management is essential to success and is an integral part of our culture. While we need to accept a level of risk in achieving our goals, sound risk management helps us to make the most of each business opportunity, and enables us to be resilient and respond decisively to the changing environment.

Our approach to risk management assists us in identifying risks early and addressing them in ways that manage uncertainties, minimize potential hazards, and maximize opportunities for the good of all our stakeholders including shareholders, customers, suppliers, regulators and employees. Risks can be broadly classified as Strategic, Operational, Financial, and Legal/Regulatory.

G. K. Consultants Limited like any other company in the service sector is exposed to various specific risks that are particular to its businesses and the general environment or economic risks within which it operates, including economic cycle, market risk and credit risk. G. K. Consultants Limited manages risks by maintaining a conservative financial profile, and by following prudent business and risk management practices.

In the software segment the major risk which the company is exposed is that it is very fast evolving and developing sector, with which one needs to keep pace with otherwise survival would be difficult due to the existing stiff competition.

Stock Markets have always been very volatile and are influenced by a number of factors such as change in government, civil disturbances, government policies, foreign treaties and relations, etc. Therefore the company before investing makes a thorough analysis of the scrip and the industry concerned but if some one is trading in the stock market, the losses and profits as a result of the various unbrcedented changes are a part of the entire deal.

Internal Control Systems and their adequacy

Internal Control Culture is pervasive in the company. The Company has a combrhensive internal control system for all the major processes to ensure reliability of financial reporting, timely feedback on achievement of operational and strategic goals, compliance with policies, procedures, laws and regulations, safeguarding of assets and economical and efficient use of resources.

The Internal Control system is basically cover the area of Accounting Control, Compliance Audit at regular intervals by the Internal Auditor.

The Internal Auditors also assesses opportunities for improvement in business processes, systems and controls, provides recommendations, designed to add value to the organization and follow up the implementation of corrective actions and improvements in business processes after review by the Audit Committee.

Material development in Human resources

G. K. Consultants Limited has a team of able and experienced industry professionals. The maximum number of employees at any point of time in the company was 9.

Related Party Disclosure

1. Related parties and transactions with them as required under Accounting Standard 18 (AS-18) are furnished under Note No. 15.07 of Part C of the Notes to Accounts attached with the Financial Statement for the year ended 31st March 2015. There are no other pecuniary relationships or transactions with non-executive independent directors.

2. The transaction with related parties are neither materially significant nor they have any potential conflict with interests of the Company at large.

Cautionary Statement

Statements in the Management Discussions and Analysis describing the company's objectives, projections, estimates or brdictions may be considered to be " forward-looking statements" as of the date of this report and are stated as required by applicable laws and regulations. Actual performance and results could differ materially from those exbrssed or implied and the Company owes no obligation to publicity update these forward looking statements to reflect subsequent events or circumstances. Market data and analysis contained in this report has been obtained from internal Company reports and industry publications, but their accuracy and completeness are not guaranteed and their reliability cannot be assured.