JM Financial

Scheme of Amalgamation of J.M.Securities Private Limited with JM Financial Limited

Mumbai, April 21, 2006: The Honorable High Court at Mumbai has, at the hearing held on March 31, 2006, sanctioned the scheme of amalgamation of J.M. Securities Private Limited with JM Financial Limited under Sections 391 and 394 of the Companies Act, 1956. JM Financial Ltd has applied for a certified copy of the order of the court, which is awaited. As and when the order is received the allotment of shares will be made to the shareholders of J.M. Securities Private Limited taking the total paid up capital to 27.89 crore.

The Board of Directors, at their meeting held today, have considered and taken on record the Un-audited Financial Results (Provisional) for the fourth quarter ended March 31, 2006, which are being published separately in the local newspapers. The following additional information, though not statutorily required to be given, with respect to the Un-audited Financial Results prepared on a consolidated basis for the said quarter is given below for the information of the shareholders and investors:

(Rupees in Crore)
Particulars	Three months ended March 31, 2006	Nine months ended December 31, 2005	Year ended March 31, 2006	Year ended March 31, 2005
Total Income	140.36	194.64	335.00	229.11
Profit before Tax & Extra ordinary items	81.49	79.19	160.68	93.96
Less/(Add): Extra ordinary items (reversal)	(1.33)	-	(1.33)	4.00
Profit before tax but after Extra-ordinary Items	82.82	79.19	162.01	89.96
Net Profit after Tax but before minority interest & share of profit/(loss) in associate companies	54.55	54.73	109.27	61.99
Less: Minority interest	17.13	15.31	32.44	17.47
Add: Share of profit/(loss) in associate companies (excluding extra ordinary items)	(1.98)	(0.96)	(2.94)	(1.44)
Net Profit after tax (excluding extra ordinary items relating to associate companies)	35.43	38.45	73.89	43.08
Less: Extra ordinary items relating to associate companies	-	-	-	(2.65)
Net Profit after Tax	35.43	38.45	73.89	40.43

The aforesaid financials includes quarterly un-audited consolidated financials of J. M. Securities Private Limited, which is being merged with JM Financial Ltd. However, since the Appointed Date fixed for the said merger is November 1, 2005, the consolidated profit of J. M. Securities Pvt Ltd. for seven months ending on October 31, 2005 will get added to the reserves of JM Financial Ltd. The additional information provided hereinabove is based on the presumption that had the merger been effective, how the financial results on a consolidated basis would have looked.

The financial performance on a consolidated basis during the Quarter under reference reflects the market buoyancy and the performance of the underlying companies.

The aforesaid financials are subject to adjustments arising on consolidation post the proposed merger.