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Sakuma Exports Ltd.

BSE: 532713 Sector: Others
NSE: SAKUMA ISIN Code: INE190H01024
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VOLUME 19824
52-Week high 20.15
52-Week low 6.51
P/E 26.56
Mkt Cap.(Rs cr) 399
Buy Price 17.00
Buy Qty 2500.00
Sell Price 17.15
Sell Qty 1046.00
OPEN 17.30
CLOSE 17.00
VOLUME 19824
52-Week high 20.15
52-Week low 6.51
P/E 26.56
Mkt Cap.(Rs cr) 399
Buy Price 17.00
Buy Qty 2500.00
Sell Price 17.15
Sell Qty 1046.00

Sakuma Exports Ltd. (SAKUMA) - Director Report

Company director report

TO THE MEMBERS OF SAKUMA EXPORTS LIMITED

The Directors take pleasure in presenting the Sixteenth Annual Reporttogether with the Audited Annual Financial Statements for the financial year ended 31stMarch 2021. The Management Discussion and Analysis has also been incorporated into thisreport.

1. FINANCIAL RESULTS

Key highlights of standalone and consolidated financial results forSakuma Exports Limited for the financial year 2020 — 21 are tabulated below:

(Rs. in Lakhs)

Particulars Standalone Consolidated
2020 - 21 2019 - 20 2020 - 21 2019 - 20
Sales & Other Income 104052.64 151334.43 133348.00 255644.12
Profit Before Depreciation & Tax 1254.27 1868.14 1646.05 2576.32
Other Comprehensive Income (Net of Tax) 7.60 (5.09) 7.60 (5.09)
Depreciation (240.90) (127.00) (240.90) (131.96)
Profit Before Tax 1023.52 1736.05 1415.31 2439.27
Provision for Tax:
- Current Tax 348.92 (468.00) 347.58 (470.73)
- Deferred Tax (48.08) (25.72) (48.08) (25.72)
- Income Tax of Earlier Years 0 (168.87) 0 (168.87)
Minority Interest and share of loss of associate - -
Net Profit After Tax 717.57 1123.19 1110.69 1823.68
Add: Surplus from Previous Period 10717.71 9818.38 21660.79 20218.62
Profit Available for Appropriation 11435.27 10941.57 22771.47 22042.30
Appropriation 0.00 (10.60) 0.00 (168.25)
Dividend on Equity Shares (213.26) (213.26) (213.26) (213.26)
Dividend Tax 0.00 0.00 0.00 0.00
Adjustment relating to Minority Interest 0.00 0.00 0.00 0.00
Transfer to Statutory Reserve 0.00 0.00 0.00 0.00
Balance carried to Balance Sheet 11222.01 10717.71 22510.20 21660.79

There was no revision in the Financial Statements.

2. HIGHLIGHTS OF PERFORMANCE

• Total Consolidated Income for the year decreased by 47.84% toRs. 133348.00 Lakhs as compared to Rs. 255644.12 Lakhs in Previous year.

• Total Consolidated Net Sales for the year were Rs. 132698.66Lakhs as compared to Rs. 254499.64 Lakhs in Previous year a decline of 47.86%.

• Total Consolidated Profit before Tax for the year was Rs.1405.15 Lakhs as compared to Rs. 2444.36 Lakhs in Previous year a decline of 42.51%.

3. TRANSFER TO RESERVES

Your Company does not propose to transfer any amount to the GeneralReserves.

4. DIVIDEND

Your Directors are of the view that your Company is currently on thepath of growth which requires higher capital deployment to fund the businesses hence needto conserve resources. Keeping in view the objective Directors are pleased to recommend afinal dividend of Re. 0.05/- per share of Re. 1/- each for the year 2020 — 21. Thetotal outgo for the current year amounts to Rs. 11727971/- as against Rs. 21325943/-in the previous year.

5. BUSINESS OPERATIONS REVIEW AND FUTURE PROSPECTS

2020-21 was exceptional year for business worldwide. The global economywas severely impacted due to COVID pandemic and lockdowns affecting businesses.India's real GDP to record a 11.0% growth in FY2021-22 and nominal GDP to grow by15.4%. India expected to have a Current Account Surplus of 2% of GDP in FY21 a historichigh after 17 years. India remained a preferred investment destination in FY 2020-21 withFDI pouring in amidst global asset shifts towards equities and prospects of quickerrecovery in emerging economies. Net FPI inflows recorded an all-time monthly high of US$9.8 billion in November 2020 as investors' risk appetite returned. India was theonly country among emerging markets to receive equity FII inflows in 2020. V-shapedrecovery is underway as demonstrated by a sustained resurgence in high frequencyindicators such as power demand e-way bills GST collection steel consumption etc.India became the fastest country to roll-out 10 lakh vaccines in 6 days and also emergedas a leading supplier of the vaccine to neighbouring countries and Brazil.

A favourable monetary policy by the government of India ensuredabundant liquidity and immediate relief to debtors while unclogging monetary policytransmission. India entered the top-50 innovating countries for the first time in 2020since the inception of the Global Innovation Index in 2007 ranking first in Central andSouth Asia and third amongst lower middle- income group economies.

India's forex reserves were at an all-time high of US$ 586.1billion as on January 08 2021. India experiencing a Current Account Surplus along withrobust capital inflows leading to a BoP surplus since Q4 of FY2019-20. Balance on thecapital account is buttressed by robust FDI and FPI inflows:

Net FDI inflows of US$ 27.5 billion in April-October 2020: 14.8% higheras compared to first seven months of FY2019-20. Net FPI inflows of US$ 28.5 billion inApril-December 2020 as against US$ 12.3 billion in corresponding period of last year.India to end with an Annual Current Account Surplus after a period of 17 years. Netservices receipts amounting to US$ 41.7 billion remained stable in April-September 2020 ascompared with US$ 40.5 billion in corresponding period a year ago. Resilience of theservices sector was primarily driven by software services which accounted for 49% oftotal services exports. Net private transfer receipts mainly representing remittances byIndians employed overseas totalling US$ 35.8 billion in H1: FY21. External debt stood atUS$ 556.2 billion at the end of September 2020 a decrease of US$ 2.0 billion (0.4%) ascompared to end-March 2020.

RBI's interventions in forex markets ensured financial stabilityand orderly conditions controlling the volatility and one-sided appreciation of theRupee. Initiatives undertaken to promote exports: Production Linked Incentive SchemeRemission of Duties and Taxes on Exported Products Improvement in logisticsinfrastructure and digital initiatives.

Consumer Price Index (CPI) inflation stood at 4.6% in December 2020mainly driven by rise in food inflation (from 6.7% in 2019-20 to 9.1% in April-December2020 owing to build up in vegetable prices).

The share of Agriculture and Allied Sectors in Gross Value Added of thecountry at current prices is 17.8% for the year 2019-20. Total food grain production inthe country in the agriculture year 2019-20 (as per Fourth Advance Estimates) is 11.44million tonnes more than 2018-19. The actual agricultural credit flow was Rs. 1392469.81crore against the target of Rs. 1350000 crore in 2019-20. The target for 2020-21 was Rs.1500000 crore and a sum of Rs. 973517.80 crore was disbursed until November 30 2020:1.5 crore dairy farmers of milk cooperatives and milk producer companies were targeted toprovide Kisan Credit Cards as part of Prime Minister's Aatmanirbhar Bharat Packageafter the budget announcement of February 2020. As of mid-January 2021 a total of 44673Kisan Credit Cards have been issued to fishers and fish farmers and an additional 4.04lakh applications from fishers and fish farmers are with the banks at various stages ofissuance. The Pradhan Mantri Fasal Bima Yojana covers over 5.5 crore farmer applicationsyear on year Claims worth Rs. 90000 crore paid as on January 12 2021.Speedy claimsettlement directly into the farmer accounts through Aadhar linkage. 70 lakh farmersbenefitted and claims worth Rs. 8741.30 crore were transferred in COVID-19 lock downperiod. An amount of Rs. 18000 crore have been deposited directly in the bank accounts of9 crore farmer families of the country in December 2020 in the 7th instalment of financialbenefit under the PM-KISAN scheme. Fish production reached an all-time high of 14.16million metric tons in 201920. GVA by the Fisheries sector to the national economy stoodat Rs. 212915 crore (US$ 29.18 billion) constituting 1.24% of the total national GVA and7.28% of the agricultural GVA.

Food Processing Industries (FPI) sector growing at an Average AnnualGrowth Rate (AAGR) of around 9.99% as compared to around 3.12% in Agriculture and 8.25% inManufacturing at 2011-12 prices in the last 5 years ending 2018-19. Pradhan Mantri GaribKalyan Anna Yojana: 80.96 crore beneficiaries were provided food grains above NFSAmandated requirement free of cost until November 2020. Over 200 LMT of food grains wereprovided amounting to a fiscal outgo of over Rs. 75000 crore. Aatmanirbhar Bharat Package:5 kg per person per month for four months (May to August) to approximately 8 croresmigrants (excluded under NFSA or state ration card) entailing subsidy of Rs. 3109 crore.

Future Outlook:

The ongoing COVID-19 pandemic has resulted in a new era in the efficacyof the food supply chain while the consequences of this new era on humanity the economyand the food sector are still under examination. Food security is one vital aspect of foodsystems which is directly affected. There is growing importance of food resiliencetogether with the need for addressing issues related to food loss and food waste isunderlined in the review towards food security and sustainable development.

As a result the pandemic has shown that our food systems are fragile.Since the global population and urbanization will grow in the coming decades pandemicswill likely occur more often and climate change will intensify. Consequently there is aneed to ensure that our food systems become more sustainable and resilient. There is aneed to develop contingency plans and mitigation strategies that would allow a more rapidresponse to extreme events (e.g. disasters from climate change) and transform the foodsector by making it more resilient.

While Indian economy is facing structural pressures due to globalslowdown liquidity and banking sector challenges the year ahead still looks promisingdue to the continuous efforts put across by Government on account of the various policyinitiatives such as injection of funds into infrastructure health and subsidy support onvarious agri initiatives. These initiatives combined with the application of newtechnologies and job creation may hopefully will boost GDP and economic growth.

Year in retrospect - Operational Performance:

In the year under review the Company achieved on consolidated basisoperational revenue of Rs. 132840.98 Lakhs and Rs. 103631.99 Lakhs on standalonebasis.

Overall turnover on consolidated basis was at Rs. 1328.41 Crore(Previous year Rs. 2546.04 Crore) with EBITDA at Rs. 21.21 Crore (Previous year Rs. 28.18Crore). PAT at Rs. 11.03 Crore (Previous year Rs. 18.23 Crore). On Standalone basisturnover was at Rs. 1036.32 Crore (previous year Rs. 1500.74 Crore) with EBITDA at Rs.16.08 Crore (Previous year Rs. 21.04 Crore) with PAT at Rs. 7.09 Crore (previous year Rs.11.23 Crore). Your Company's performance for the year 2020-21 has to be viewed in thecontext of the aforesaid challenging economic and market environment. Going forward onthe positive side India remains the fastest growing major economy in the World. The paceof GDP growth is together momentum in the medium term on the back of favorable globaleconomies tailwinds pickup in private investment and implementation of key policyreforms.

Working of Subsidiaries:

The overall performance of 2 major subsidiary Companies in general weresatisfactory considering the current weak economic environment prevailing in the globalmarkets particularly in West Asia. Sakuma Exports Pte. Ltd. Singapore posted a turnoverof USD 6236542 during the year as against USD 16705360 recorded in the previous year.A decline of 62.67% in top line on y-o-y basis. Net Profit after tax of this subsidiaryfor the year stands at USD 90516 (Previous Year USD 55061). This subsidiary clocked aturnover of AED 130236006 during the year (Previous Year AED 478625797). A decline of72.79% with a decrease of 48.58% in Net Profit to AED 1791224 (Previous year AED3483198).

6. DISCLOSURES UNDER SECTION 134 (3) (l) OF THE COMPANIES ACT 2013

No material changes and commitments which could affect yourCompany's financial position have occurred between the end of the financial year ofyour Company i.e. 31st March 2021 and date of this report i.e. 29th June 2021.

7. SHARE CAPITAL

The paid up Equity Share Capital as on 31st March 2021 was Rs.234559430/-. During the year under review your Company has not issued shares withdifferential voting rights nor granted stock options nor sweat equity. The Promoter andPromoter Group are holding 145136237 shares equivalent to 61.88% of the total Issuedand Paid-up Share Capital.

During the year under review your Company has issued and allotted21300000 Equity Shares to M/s. Sakuma Infrastructure and Realty Private Limited(Promoter Group) on preferential basis at a price of Rs. 6.25/- (including premium of Rs.5.25/-) per share. Necessary approval has been taken from National Stock Exchange of IndiaLimited and BSE Limited for the said preferential issue.

8. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION &PROTECTION FUND

During the year 2020 — 21 unclaimed Dividend of Rs. 213912/-was required to be transferred to the Investor Education and Protection Fund establishedby the Central Government in compliance with Section 125 of the Companies Act 2013 readwith the Investor Education and Protection Fund (Accounting Audit Transfer and Refund)Rules 2016. The Company has transferred the said amount on 25th May 2021 to the InvestorEducation and Protection Fund. The said amount represent Final Dividend for the financialyear 2012 — 13 which remain unclaimed for a period of 7 years from its due date ofpayment.

9. TRANSFER OF EQUITY SHARES ON UNCLAIMED DIVIDEND TO THE INVESTOREDUCATION AND PROTECTION FUND

In line with the statutory requirements your Company is in the processof transferring to the credit of the Investor Education and Protection Fund set up by theGovernment of India equity shares in respect of which dividend had remained unpaid /unclaimed for a period of seven (7) consecutive years within the time lines laid down bythe Ministry of Corporate Affairs.

10. DIRECTORS

10.1 Retirement by Rotation

Pursuant to Section 152 (6) of the Companies Act 2013 and in terms ofthe Articles of Association of your Company Ms. Shipra Malhotra (DIN: 01236811)Director retires by rotation at the forthcoming Annual General Meeting. Being eligibleshe offers herself for re-appointment.

10.2 Appointment and Cessation of Independent Director

Late Mr. Ashok Kumar Doda expired on 29th November 2020. As aIndependent Director of your Company he played a pivotal role in the progress anddevelopment of your Company. His contribution to your Company will always be rememberedand cherished. The Board placed on record their rich tributes for the unparalleled andprecious contribution made by Late Mr. Ashok Kumar Doda to your Company.

Pursuant to Section 161 (1) of the Companies Act 2013 and Articles ofAssociation of your Company Mr. Amit Amist Shanker (DIN: 05305256) was appointed as anAdditional Director (Independent and Non-Executive) of your Company at the Board Meetingheld on 13th February 2021. In terms of provisions of Section 161 (1) of the CompaniesAct 2013 Mr. Amit Amist Shanker would hold office up to the date of the ensuing AnnualGeneral Meeting. Your Company has received notice in writing from member under Section 160of the Companies Act 2013 proposing the candidature of Mr. Amit Amist Shanker for theoffice of Director of your Company. It is proposed to appoint Mr. Amit Amist Shanker as anIndependent Director under Section 149 of the Act for a period of 5 years from theconclusion of 16th Annual General Meeting till the conclusion of 21st Annual GeneralMeeting. Accordingly resolution has been proposed at Item No. 5 of the Notice of 16thAnnual General Meeting.

10.3 Declaration by Independent Directors

Your Company has received declarations from all the IndependentDirectors of your Company confirming that they meet with the criteria of independence asprescribed both under Sub-Section 6 of Section 149 of the Companies Act 2013 and underRegulation 16 (1)(b) of the SEBI (LODR) Regulations 2015 and pursuant to Regulation 25 ofthe said Regulations that they are not aware of any circumstance or situation which existor may be reasonably anticipated that could impair or impact their ability to dischargetheir duties with an objective independent judgment and without any external influence.

The Board is of the opinion that the Independent Directors of theCompany possess requisite qualifications experience and expertise in the fields offinance people management strategy auditing tax advisory services and they holdhighest standards of integrity.

Regarding proficiency the Company has adopted requisite steps towardsthe inclusion of the names of all Independent Directors in the databank maintained withthe Indian Institute of Corporate Affairs Manesar (‘IICA'). Accordingly theIndependent Directors of the Company have registered themselves with the IICA for the saidpurpose. In terms of Section 150 of the Act read with Rule 6(4) of the Companies(Appointment& Qualification of Directors) Rules 2014 certain Independent Directorsare required to undertake online proficiency self-assessment test conducted by the IICAwithin a period of one (2) years from the date of inclusion of their names in the databank. Those Independent Directors who have to undertake online proficiency self-assessmenttest will appear for the same.

10.4 Familiarization Program for Independent Directors

The Program intends to provide insights into your Company so that theIndependent Directors can understand your Company's business in depth and the rolesrights responsibility that they are expected to perform / enjoy in your Company to keepthem updated on the operations and business of your Company thereby facilitating theiractive participation in managing the affairs of your Company. In addition to the aboveDirectors are periodically advised about the changes effected in the Corporate Law SEBI(LODR) Regulations 2015 with regards to their roles rights and responsibilities asDirectors of your Company.

10.5 Annual Performance Evaluation

The annual performance evaluation of the Independent Directors andBoard Committees i.e. Audit Stakeholders Relationship and Nomination & RemunerationCommittees was carried by the entire Board and the annual performance evaluation of theChairman Board as a whole Non — Independent Directors was carried out by theIndependent Directors.

The annual performance evaluation was carried out in accordance withthe criteria laid down by the Nomination and Remuneration Committee of your Company and asmandated under the Companies Act 2013 and the SEBI (LODR) Regulations 2015 as amendedfrom time to time.

10.6 Key Managerial Personnel

The following persons have been designated as Key Managerial Personnelof your Company pursuant to Section 2(51) and Section 203 of the Act read with Rule8(5)(iii) of the Companies (Accounts) Rules 2014 framed thereunder:

1. Mr. Saurabh Malhotra — Chairman &Managing Director

2. Mr. Devesh Mishra — Chief Financial Officer

3. Mr. Dhiraj Khandelwal — Company Secretary & ComplianceOfficer

None of the Key Managerial Personnel has resigned during the year underreview

None of the Directors have attained the age of 75 years except Mr.Radhe Shyam. In terms of Regulation 17 (1) (c) of SEBI (LODR) Regulations 2015 theapproval of the members for his re-appointment by way of special resolution has been takenat the 14th Annual General Meeting of the Company held on 24th September 2019.

10.7 Remuneration Policy

The Board has in accordance with the provisions of Section 178(3) ofthe Companies Act 2013 formulated the policy setting out the criteria for determiningqualifications positive attributes independence of a Director and policy relating toremuneration for Directors Key Managerial Personnel and Senior Management Employees. Thedetail of the same has been disclosed in the Corporate Governance Report.

10.8 Board Meetings

A calendar of Board Meetings is prepared and circulated in advance tothe Directors.

During the financial year your Company has held 6 (Six) Board Meetingswhich were held on 29th July 2020; 14th September 2020; 02nd October 2020; 11thNovember 2020; 18th December 2020 and 13th February 2021. The maximum interval betweenany two meetings exceeded 120 days on account of COVID 19. However the said requirementwas relaxed by the Ministry of Corporate Affairs and Securities and Exchange Board ofIndia for the financial year 2020 — 21. As per Section 167 (1) (b) all the directorshave attended at least one Board Meeting held during the financial year.

11. PARTICULARS OF EMPLOYEES

During the year there was no employee in receipt of remuneration inexcess of limit as prescribed in Rule 5(2) of the Companies (Appointment and Remunerationof Managerial Personnel) Rules 2014. The prescribed particulars of Employees as requiredunder Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 is attached as "Annexure A"and form part of this Report.

12. DIRECTORS' RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to theinformation and explanations obtained by them your Directors make the followingstatements in terms of Section 134(3) (c) of the Companies Act 2013:

a) that in the preparation of the Annual Financial Statements for theyear ended 31st March 2021 the applicable accounting standards have been followed alongwith proper explanation relating to material departures if any;

b) that such accounting policies as mentioned in Note 2 of the Notes tothe Financial Statements have been selected and applied consistently and judgement andestimates have been made that are reasonable and prudent so as to give a true and fairview of the state of affairs of your Company as at 31st March 2021 and of the profit ofyour Company for the year ended on that date;

c) that proper and sufficient care has been taken for the maintenanceof adequate accounting records in accordance with the provisions of the Companies Act2013 for safeguarding the assets of your Company and for preventing and detecting fraudand other irregularities;

d) that the Annual Financial Statements have been prepared on a goingconcern basis;

e) that proper internal financial controls were in place and that thefinancial controls were adequate and were operating effectively;

f) that systems to ensure compliance with the provisions of allapplicable laws were in place and were adequate and operating effectively.

13. INTERNAL CONTROL SYSTEM

Your Company maintains an adequate and effective Internal ControlSystem commensurate with its size and complexity. We believe that these internal controlsystems provide among other things a reasonable assurance that transactions are executedwith Management authorization and that they are recorded in all material respects topermit preparation of financial statements in conformity with established accountingprinciples and that the assets of your Company are adequately safeguarded againstsignificant misuse or loss.

14. SUBSIDIARY COMPANIES

As on 31st March 2021 your Company has following five subsidiaries:

1. Sakuma Exim DMCC

2. Sakuma Exports PTE Limited

3. Sakuma Exports (Ghana) Ltd — Step Down Subsidiary

4. Sakuma Exports Tanzania Pvt. Ltd — Step Down Subsidiary

5. GK Exim FZE WL.L. — Step Down Subsidiary

Audited financial statement of your Company's Subsidiaries

The Statement containing the salient features of financial statement ofSubsidiaries in Form AOC-1 pursuant to Section 129(3) read with Rule 5 of theCompanies (Accounts) Rules 2014 are given below:

Sr. Particulars No. Sakuma Exim DMCC Sakuma Exports PTE Limited Sakuma Exports (Ghana) Ltd Sakuma Exports Tanzania Pvt. Ltd GK Exim W.L.L.
1. Reporting Period Apr - Mar Apr - Mar Apr - Mar Apr - Mar Apr — Mar
2. Reporting Currency AED USD GHC TZS BHD
3. Country U.A.E Singapore Ghana Tanzania Bahrain
4. Exchange Rate 19.905 73.505 0.00 0.00 193.89
5. Share Capital 9.95 2326.43 0.00 0.00 38.78
6. Reserves and Surplus 12395.75 1763.37 0.00 0.00 (9.35)
5. Total Assets 12519.41 4710.54 0.00 0.00 0.00
8. Total Liabilities 12519.41 4710.54 0.00 0.00 0.00
9. Investment other than Investment in subsidiary 0.00 0.00 0.00 0.00 0
10. Turnover 26372.39 4553.37 0.00 0.00 0
11. Profit Before Taxation 326.75 65.12 0.00 0.00 (2.29)
12. Provision for Taxation 0.00 (1.33) 0.00 0.00 0.00
13. Profit After Taxation 326.75 66.45 0.00 0.00 (2.29)
14. Dividend Paid 0.00 0.00 0.00 0.00 0.00

15. COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES JOINTVENTURES OR ASSOCIATE COMPANIES

There are no companies which have become or ceased to be itsSubsidiaries Joint Venture or Associate Companies during the financial year 2020 —21.

16. DEPOSITS

Your Company has not accepted deposit from the public and membersfalling within the ambit of Section 73 and Section 76 of the Companies Act 2013 and theCompanies (Acceptance of Deposits) Rules 2014. Hence the requirement for furnishingdetails of deposits which are not in compliance with the Chapter V of the Act is notapplicable.

17. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

Details of Loans Guarantees and Investments covered under theprovisions of Section 186 of the Companies Act 2013 read with the Companies (Meetings ofBoard and its Powers) Rules 2014 are given in the notes to the Audited Standalone AnnualFinancial Statements.

18. RELATED PARTY TRANSACTIONS

A Related Party Policy has been adopted by the Board of Directors fordetermining the materiality of transactions with related parties and dealings with them.The said policy may be referred to at your Company's website at the web linkhttp://sakumaexportsltd.com/investors/corporate-policy/RelatedPartyTransactionsPolicy-Sakuma.pdf.All transactions with related parties are placed before the Audit Committee for approval.Prior omnibus approval of the Audit Committee is obtained for the RPTs which areforeseeable and repetitive. A statement giving details of all RPTs are placed before theAudit Committee and the Board of Directors on a quarterly basis.

Further the members may note that your Company has not entered into thefollowing kinds of related party transactions:

— Contracts/arrangement/transactions which are not at arm'slength basis or in the ordinary course of business.

— Any Material contracts/arrangement/transactions [as perRegulation 23 of the SEBI (LODR) Regulations 2015]

19. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

A Corporate Social Responsibility (CSR) Committee has been constitutedin accordance with Section 135 of the Companies Act 2013. The details required under theCompanies (Corporate Social Responsibility Policy) Rules 2014 are given in CSR Reportappended as "Annexure B" to this Report.

20. ENERGY CONSERVATION TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNINGS AND OUTGO

The information on conservation of energy technology absorption andforeign exchange earnings and outgo stipulated under Section 134(3)(m) of the CompaniesAct 2013 read with Rule 8 of the Companies (Accounts) Rules 2014 is given below:

A. Conservation of Energy

The operations of your Company are not energy intensive. Howeverwherever possible your Company strives to curtail the consumption of energy on continuedbasis.

B. Technology absorption adaptation and innovation

No expenditure has been incurred by your Company on technologyabsorption activities during the year under review

C. Foreign Exchange Earning & Outgo

(Rs in Lakhs)

Particulars 2020-21 2019-20
(a) Expenditure in Foreign Currency
Travelling Expenses 0.00 7.57
Ocean Freight 2595.66 1734.08
Import of Goods 0.00 53285.87
(b) Earnings in Foreign Currency
Export of Goods on FOB basis 101036.32 110335.16
Dividend received from Overseas subsidiary 0.00 215.74

21. DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY

The nature of business is export and trading in commodities. Theinheritant risks to the business of your company are as follows:

a. Foreign Exchange risk

b. Commodity Price risk

c. Risk elements in business transactions

d. Physical risk to cargo

All the above risk have been discussed in the Management Discussion andAnalysis Report. The Executive Chairman & Managing Director mitigate the risk with thehelp of their depth of knowledge of market assistance of senior management and forecastbased on various data available with your Company. Your Company has developed the analysisof market data which helps in decision making and to ensure the mitigation of the risk.

Your Company has not formed Risk Management Committee as it is notapplicable under Regulation 21 of the SEBI (LODR) Regulations 2015.

22. VIGIL MECHANISM / WHISTLE BLOWER POLICY

Over the years your Company has established a reputation for doingbusiness with integrity and displays zero tolerance for any form of unethical behavior.Whistle Blower Policy is the vigil mechanism instituted by your Company to report concernsabout unethical behavior in compliance with the requirements of the Companies Act 2013and the SEBI (LODR) Regulations 2015. The Board's Audit Committee oversees thefunctioning of this policy. Protected disclosures can be made by a whistle blower throughseveral channels to report actual or suspected frauds and violation of your Company'sCode of Conduct and / or Whistle Blower Policy. Details of the Whistle Blower Policy havebeen disclosed on your Company's website at www.sakumaexportsltd.com/investors/corporate-policy/WhistleBlowerPolicypdf.

23. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant material orders passed by the Regulators /Courts which would impact the going concern status of your Company and its futureoperations.

24. AUDITORS

24.1 Statutory Auditors

Your Company's Auditors M/s. M. L. Sharma & Co. CharteredAccountants who retire at the forthcoming Annual General Meeting of your Company areeligible for re-appointment. Necessary resolution for their re-appointment has beenproposed at item no. 4 of the Notice of AGM. Necessary disclosure required to be made interms of Regulation 36 (5) of SEBI (LODR) Regulations 2015 have been given in theExplanatory Statement of the Notice of AGM forming part of Annual Report.

The statutory auditors have confirmed their eligibility under Section141 of the Companies Act 2013 and the Rules framed thereunder for re-appointment asStatutory Auditors of your Company. As required under Regulation 33 of SEBI (LODR)Regulations 2015 they have also confirmed that they hold a valid certificate issued bythe Peer Review Board of the Institute of Chartered Accountants of India.

The Statutory Auditors have also furnished a declaration confirmingtheir independence as well as their arm's length relationship with your Company aswell as declaring that they have not taken up any prohibited non-audit assignments foryour Company. The Audit Committee reviews the independence of the statutory auditors andthe effectiveness of the audit process. The statutory auditors or their representativeattend the Annual General Meeting of your Company.

24.2 Statutory Auditors' Observations

The Report given by the Auditors on the Financial Statements of yourCompany is part of the Annual Report. There has been no qualification reservationadverse remark or disclaimer given by the Auditors in their Report.

24.3 Secretarial Audit

In terms of the provisions of Section 204 of the Act read with theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the Boardhas appointed M/s. P. P. Shah & Co. Practicing Company Secretaries as SecretarialAuditors for conducting Secretarial Audit of your Company for the financial year ended31st March 2021.

The report of the Secretarial Auditor is attached as "AnnexureC". The Secretarial Audit Report does not contain any qualification reservation oradverse remark except provided at point 24.4 below

24.4 Qualifications in Secretarial Audit Report A. Corporate SocialResponsibility :

As per Section 135 of the Companies Act 2013 the CSR is applicable tothe Company. The Company is required to spend approximately Rs. 65.84 Lacs for the year2020 — 21 and previous years unspent balance of Rs. 67.90 Lacs. The total cumulativeunspent amount is Rs. 133.74 Lacs out of which the Company has spent a sum of Rs.67.90Lacs during the financial year to charitable trusts for education and hospital.

25. REPORTING OF FRAUDS BY AUDITORS

During the year under review neither the statutory auditors nor thesecretarial auditors have reported to the Audit Committee of the Board under Section143(12) of the Act any instances of fraud committed against your Company by its officersor employees the details of which would need to be mentioned in this Report.

26. COST RECORDS

The provisions of Section 148 of the Companies Act 2013 and Companies(Cost Records and Audit) Rules 2014 (hereinafter referred to as ‘Rules') inrespect of maintenance an audit of cost records are not applicable to Company.

27. COMPLIANCE OF SECRETARIAL STANDARDS

The Board of Directors affirms that your Company has complied with theapplicable Secretarial Standards (SS) issued by the Institute of Companies Secretaries ofIndia (SS1 and SS2) respectively relating to Meetings of the Board its Committees andGeneral Meeting which have mandatory application during the year under review.

28. EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 92(3) of the Companies Act 2013read with Rule 12 of the Companies (Management and Administration) Rules 2014 theextract of the Annual Return in Form MGT - 9 of your Company for the financial year ended31st March 2021 is annexed herewith as "Annexure D".

29. CONSOLIDATED ANNUAL FINANCIAL STATEMENTS

The Audited Consolidated Annual Financial Statements of your Companyfor the financial year 2020 — 21 are prepared in compliance with the applicableprovisions of the Companies Act 2013 including Indian Accounting Standards specifiedunder Section 133 of the Companies Act 2013. The Audited Consolidated Annual FinancialStatements together with the Auditors' Report thereon forms part of the AnnualReport.

Pursuant to Section 129(3) of the Companies Act 2013 a statementcontaining salient features of the Financial Statements of each of the subsidiaries in theprescribed Form AOC — 1 are provided at Point 14 of the Boards Report which formspart of the Annual Report.

The Audited Annual Financial Statements of the subsidiaries areavailable for inspection by the Members at the Registered Office of your Company pursuantto the provisions of Section 136 of the Companies Act 2013. Your Company shall providefree of cost a copy of the Financial Statements of its subsidiary companies to theMembers upon their request. The financial statements are also available on the website ofyour Company at www.sakumaexportsltd.com under the ‘Investors' section.

30. HUMAN RESOURCES

The relations of the employees of your Company have been cordial duringthe year. Employees are considered to be team members being one of the most criticalresources in the business which maximize the effectiveness of the Organization. Humanresources build the Enterprise and the sense of belonging would inculcate the spirit ofdedication and loyalty amongst them towards strengthening your Company's Polices andSystems. Your Company maintains healthy cordial and harmonious relations with allpersonnel and thereby enhancing the contributory value of the Human Resources.

31. ENVIRONMENT AND SAFETY

Your Company is conscious of the importance of environmentally cleanand safe operations. Your Company's policy requires conduct of operations in such amanner so as to ensure safety of all concerned compliances of environmental regulationsand preservation of natural resources.

32. ENHANCING SHAREHOLDERS VALUE

Your Company believes that its Members are among its most importantstakeholders. Accordingly your Company's operations are committed to the pursuit ofachieving high levels of operating performance and cost competitiveness consolidating andbuilding for growth enhancing the productive asset and resource base and nurturingoverall corporate reputation. Your Company is also committed to creating value for itsother stakeholders by ensuring that its corporate actions positively impact thesocio-economic and environmental dimensions and contribute to sustainable growth anddevelopment.

33. GREEN INITIATIVES

In view of Covid 19 pandemic the Ministry of Corporate Affairs videits circular no. 17 / 2020 dated 13th April 2020 circular no. 20 / 2020 dated 5th May2020 and circular No. 02/2021 dated 13th January 2021 and SEBI vide its circular bearingreference no. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12th May 2020 and no.SEBI/HO/CFD/CMD2/CIRIP/2021 /11 dated 15th January 2021 has dispensed with therequirement of sending hard copy of full annual report to the shareholders.

Electronic copies of the Annual Report 2020-21 and Notice of the 37thAnnual General Meeting are sent to all members whose email addresses are registered withyour Company / Depository Participant(s). Members who have not registered their emailaddress can do so by following the steps as mentioned in the notes of notice of 37thAnnual General Meeting. Alternatively they are requested to download the copy of theAnnual Report from the website of the Company i.e. www.sakumaexportsltd. com or from thewebsite of National Stock Exchange of India Limited i.e. www.nseindia.com or from thewebsite of BSE Limited i.e. www.bseindia.com.

Your Company provides e-voting facility to all its members to enablethem to cast their votes electronically on all resolutions set forth in the Notice. Thisis pursuant to the Section 108 of the Companies Act 2013 and Rule 20 of the Companies(Management and Administration) Amendment Rules 2015.

34. MANAGEMENT DISCUSSION AND ANALYSIS

As required under the Schedule V (B) of SEBI (LODR) Regulations 2015report on "Management Discussion and Analysis" is attached and form part of thisAnnual Report.

35. CORPORATE GOVERNANCE

The Board of Directors affirm their continued commitment to goodcorporate governance practices. During the year under review the Company complied withthe provisions relating to corporate governance as provided under the Listing Regulations.The compliance report together with a certificate from the Company's SecretarialAuditors M/s. P. P Shah & Co. Practicing Company Secretaries confirming thecompliance is provided in the Report on Corporate Governance which forms part of theAnnual Report.

36. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE(PREVENTION PROHIBITION AND REDRESSAL) ACT 2013

Your Company firmly believes in providing a safe supportive andfriendly workplace environment — a workplace where our values come to life throughthe supporting behaviours. Positive workplace environment and a great employee experienceare integral part of our culture. Your Company believes in providing and ensuring aworkplace free from discrimination and harassment based on gender.

Your Company educates its employees as to what may constitute sexualharassment and in the event of any occurrence of an incident constituting sexualharassment your Company provides the mechanism to seek recourse and redressal to theconcerned individual subjected to sexual harassment.

Your Company has a Sexual Harassment Prevention and Grievance HandlingPolicy in place to provide clarity around the process to raise such a grievance and howthe grievance will be investigated and resolved. An Internal Complaints Committee has beenconstituted in line with the Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013.

No complaint was raised and pending as on 01st April 2020 and nocomplaint has been raised during the financial year ended 31st March 2021.

37. MANAGING DIRECTOR & CFO CERTIFICATION

The Certificate from Mr. Saurabh Malhotra Chairman and ManagingDirector and Mr. Devesh Mishra CFO pursuant to provisions of SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015 for the year under review was placedbefore the Board of Directors of your Company at its meeting held on 29th June 2021. Thecertificate is attached and form part of this Report.

38. CERTIFICATION FROM COMPANY SECRETARY IN PRACTICE

Mr. Pradip Shah of M/s. P P Shah & Co. Practicing CompanySecretaries has issued a certificate as required under the SEBI (LODR) Regulations 2015confirming that none of the Directors on the Board of your Company have been debarred ordisqualified from being appointed or continuing as Director of companies by the SEBI /Ministry of Corporate Affairs or any such statutory Authority. The certificate is attachedand form part of this Report.

39. ANNUAL SECRETARIAL COMPLIANCE REPORT

Mr. Pradip Shah of M/s. P P Shah & Co. Practicing CompanySecretaries has issued Annual Secretarial Compliance Report for the financial year ended31st March 2021 pursuant to Regulation 24A of the SEBI (LODR) Regulations 2015 whichcovers a broad check on compliance with the applicable SEBI Regulations and circulars /guidelines issued thereunder on an annual basis. The said Report has been filed withNational Stock Exchange of India Limited and BSE Limited on 20th May 2021.

40. INDIAN ACCOUNTING STANDARDS (IND-AS)

Your Company has followed the relevant Accounting Standards notified bythe Companies (Indian Accounting Standards) Rules 2015 while preparing its Standalone andConsolidated Financial Statements.

41. INSOLVENCY AND BANKRUPTCY CODE

No application has ever been filed against the Company under theInsolvency and Bankruptcy Code 2016.

42. ONE TIME SETTLEMENT WITH BANKS

The Company has not made any settlement with the banks or financialinstitutions.

43. CAPITAL EXPENDITURE

Capital Expenditure during the year towards Tangible & IntangibleAssets amounted to Rs. 7.28 Lacs.

44. PLEDGE OF SHARES

As on 31st March 2021 the following shares of the promoters have beenpledged with the Banks and Financial Institutions:

Name of the Promoter No. of Shares pledged As a % of total shares held
Saurabh Malhotra 5184380 15.96
Total 5184380 2.21 (As a % of total share capital)

45. FEES PAID TO STATUTORY AUDITORS

During the year ended 31st March 2021 Your Company and itssubsidiaries have paid a consolidated sum of Rs. 18.18 Lacs to the Statutory Auditor andall its entities.

46. LISTING WITH STOCK EXCHANGES

Your Company is listed with National Stock Exchange of India Limitedand BSE Limited and your Company has paid the listing fees to each of the Exchanges.

47. ACKNOWLEDGEMENTS

Your Directors thank the various Central and State GovernmentDepartments Organizations and Agencies for the continued help and co-operation extendedby them. The Directors also gratefully acknowledge all stakeholders of your Company viz.customers members dealers vendors banks and other business partners for the excellentsupport received from them during the year. The Directors place on record their sincereappreciation to all employees of your Company for their unstinted commitment and continuedcontribution to your Company.

48. CAUTIONARY STATEMENT

Statements in the Board's Report and the Management Discussion& Analysis describing your Company's objectives expectations or forecasts may beforward-looking within the meaning of applicable securities laws and regulations. Actualresults may differ materially from those expressed in the statement.

For and on behalf of the Board of Directors of Sakuma Exports Limited
Saurabh Malhotra
Place: Mumbai Chairman & Managing Director
Date: 29th June 2021 DIN: 00214500

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