TO

THE MEMBERS SC AGROTECH LIMITED

Your directors have Pleasure in presenting the 32^nd Annual Report togetherwith audited statement of accounts for the year ended 31^st March 2022.

Financial Performance: -

(Amount in Rs.)

Change in the Nature of Business if any

During the year under review there was no change in the nature of business of theCompany.

OPERA TIONS AND FUTURE PLANS:

The operations for the year under review show Profit before tax of Rs. 503108forprevious financial year and Rs 120931 for the financial year 2021-22

Public Deposits

During the year under review your Company has neither invited nor accepted anydeposits from the public falling within the ambit of Section 73 of the Act and theCompanies (Acceptance of Deposits) Rules 2014.

DIVIDEND :

In view of the past track of the financial position of the company not to earn muchmore profits and its occurred loss since last several year companies is not in theposition is to distribute Dividend to its shareholders.

Share Capital:

There is no change in the Authorised Share Capital and paid up Share Capital of theCompany during the previous year. DIRECTORS AND KMP:

Mr. Rahul gupta has been resigned from the post as Executive Director w.e.f 06^thMay 2022

> DIRECTORS' RESPONSIBILITY STATEMENT:

The Directors responsibility statement pursuant to section 134 (5) of the CompaniesAct 2013 is annexed there to

Directors have pleasure to State:

i) That in the preparation of the annual accounts for the financial year ended 31stMarch 2022 the applicable accounting standards has been followed along with properexplanations if any relating to material departures.

ii) That the Directors have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the statement of affairs of the Company at the end of thefinancial year and the Profit/ Loss of the Company for the year under review.

iii) That the Directors have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Companies Act 2013for safeguarding the assets of the Company and for preventing and detecting fraud andother irregularities.

iv) That the Directors have prepared the annual accounts ongoing concern basis.

v) That the Directors have laid down the Internal Financial control to be followed bythe Company and that such internal Financial Controls are adequate and were operatingeffectively.

vi) That the Director have devised proper system to ensure compliance with theprovision of all applicable law that such system was adequate and operating effectively.

DECLARATION FROM INDEPENDENT DIRECTOR

The Company has received declarations from all the Independent Directors of the Companyconfirming that they meet the criteria of independence as prescribed both undersub-section (6) of Section 149 of the Companies Act 2013 and SEBI (LODR) Regulations2015.

SECRETARIAL AUDIT REPORT

Pursuant to the provisions of section 204 of the Companies Act 2013 and the Companies(Appointment and remuneration of managerial persons) rules 2014 the Company hasappointed M/s Gulista & Associates Company Secretaries CS Gulista (M. No. 49402 COPNo. 24089) to undertake the Secretarial Audit of the Company for the financial period2021-22.

The Secretarial Audit report for the financial period ended 31^st march 2022is attached as Annexure- A of this Board's report. The Secretarial Audit report does notcontain any qualification reservation or adverse remark.

CORPORATE SOCIAL RESPONSIBILITY:

The Company is not required to constitute a Corporate Social Responsibility Committeeas it does not fall within the purview of Section 135(1) of the Companies Act 2013 andhence it is not required to formulate policy on Corporate Social responsibility.

RISK MANAGEMENT POLICY:

The Company has in place a dynamic Risk management framework for a systematic approachto control risks as the framework identifies evaluates business risks and opportunitiesand seeks to create transparency and minimize adverse impact on the business The riskmanagement process is appropriately handled by functional heads. As on Date the Companyenvisages risks which could threaten the existence of the company.

FIXED DEPOSITS:

During the year under review neither any fixed deposit has been invited nor any fixeddeposit have been renewed by the Company under the provisions of section 73 of theCompanies Act 2013 read with Companies (Acceptance of Deposits) Rules 1975 from thepublic.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUT GO.

Statement pursuant of Section 134 (3) (m) of the Company Act 2013 are annexed heretoand forming part of the report.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

Details of Loans Guarantees Securities and Investments covered under the provisionsof Section 186 of the Act are given in the Notes to the Financial Statements.

CORPORATE GOVERNANCE AND COMPLIANCE CERTIFICATE:

The Company has taken adequate steps to adhere to all the stipulations laid down underSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015. A report on Corporate Governance included as a part of this AnnualReport is given in Annexure-B

MATERIAL CHANGES AND COMMITMENTS AFTER THE END OF FINANCIAL YEAR

There are no material changes and commitments noticed by the Board between the end ofFinancial year of the Company i.e. March 31 2022 and the date of this report.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

Pursuant to the provisions of Section 177 of the Companies Act 2013 and Regulation 22of SEBI (LODR) Regulations 2015 the Company has adopted a Vigil Mechanism / WhistleBlower Policy to provide a platform to the Directors and employees of the Company to raiseconcerns regarding any irregularity misconduct or unethical matters / dealingswithin the Company. The same is detailed in the Corporate Governance Report which formspart of this report. The Company has a vigil mechanism named Fraud and Risk ManagementPolicy to deal with instance of fraud and mismanagement if any in staying true to ourvalues of Strength Performance and Passion and in line with our vision of being one ofthe most respected companies in India the Company is committed to ensure the highstandards of Corporate Governance and stakeholder responsibility.

LISTING

The Equity Shares of the Company are listed on the Bombay Stock Exchange Limited (BSE)having nation-wide trading terminals. Annual listing fee for the Financial Year 2020-22has been paid to BSE Limited.

STATUTORY AUDITORS:

The Auditor's Report does not contain any qualifications reservations or adverseremarks.

EXTRACT OF ANNUAL RETURN:

As prescribed under Section 92(3) of the Act the Extract of the Annual return in Formno. MGT-9 is annexed herewith as Annexure-C to this report.

ACKNOWLEDGEMENT:

The Board expresses its gratitude to the Government Authorities Financial Institutionsand Bankers for their continued and valuable support and co-operation extended to theCompany. The Board also gratefully acknowledged the support extended by the suppliersInvestors dealers Shareholders of Company. The Board also wish to place on records theirsincere appreciation of the wholehearted co-operation extended and the valuablecontribution made by the employees of all levels.

Your directors sincerely thank all members for supporting us during the difficult days.We look forward to your continued support and reiterate that we are determined to ensurethat the plans are successfully implemented.