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Sumuka Agro Industries Ltd.

BSE: 532070 Sector: Industrials
NSE: N.A. ISIN Code: INE311N01016
BSE 00:00 | 17 Jun 13.01 0.31
(2.44%)
OPEN

12.51

HIGH

13.14

LOW

12.27

NSE 05:30 | 01 Jan Sumuka Agro Industries Ltd
OPEN 12.51
PREVIOUS CLOSE 12.70
VOLUME 64667
52-Week high 13.50
52-Week low 9.00
P/E
Mkt Cap.(Rs cr) 7
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 12.51
CLOSE 12.70
VOLUME 64667
52-Week high 13.50
52-Week low 9.00
P/E
Mkt Cap.(Rs cr) 7
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Sumuka Agro Industries Ltd. (SUMUKAAGRO) - Director Report

Company director report

To

The Members

Sumuka Agro Industries Limited (formerly known as Superb Papers Limited)

Your Directors have pleasure in presenting the 31stAnnual Report of the Company for theyear ended March 31 2020.

1. Financial Results

The performance of the Company for the financial year ended March 31 2020 issummarized as under:

SN Particulars 31-03-2020 (?) 31-03-2019 (?)
1. Total Sales / Income from Operations 4871524 14318033
2. Other Income 0 150122
3. Net profi/(loss) before depreciation 455247 (2832599)
4. Depreciation 329681 322565
5. Net proft/(loss) before taxation 125566 (3155164)
6. Provision for taxation (incl. deferred taxes) 36246 -
7. Net proft/(loss) after tax 89320 (3155164)
8. Appropriation/preliminary expenses w/off 0 0
9. Balance carried forward 89320 (3155164)

2. Global Pandemic - COVID-19

The outbreak of Coronavirus (COVID-19) pandemic globally and in India is causingsignificant disturbance and slowdown of economic activity. In our country businesses arebeing forced to close the operations for long periods of time due to lockdown declared byGovt. of India. Measures taken to contain the spread of the virus including travel bansquarantines social distancing and closures of non-essential services have triggeredsignificant disruptions to businesses resulting in an economic slowdown. COVID-19 isadversely impacting business operation of the company. For the Company the focus shiftedto ensure the health and well-being of all employees. The Company has been shut downduring the lockdown period in order to ensure health and safety of employees. The Companyhas implemented 'Work from Home' policy.

3. Performance Review

During the year under review the Company earned total revenue of Z 4871524/- asagainst Z 14318033/- in the previous year. A profit of Z 89320/- (1.83% ofTotal Revenue) was reported during the financial year under review as compared to a lossof Z 3155164/- (22.03% of previous year's Total Revenue) for the previous financialyear.

4. Dividend

Your Board does not recommend any dividend on equity shares during the year.

5. Reserve

There is no amount proposed to be transferred to general reserve this year.

6. Presentation of Financial Statements

The Financial Statements for the year ended March 31 2020 have been prepared inaccordance with the Indian Accounting Standard (Ind AS) notified under Section 133 of theCompanies Act 2013 read with Companies (Accounts) Rules 2014 and other relevantprovisions of the Act.

7. Change in Nature of Business

The Company is engaged in the business of Trading of a wide array of Dry FruitsProducts. There was no change in nature of business activity during the year.

8. Deposits

During the year under review the Company has not accepted or renewed any depositswithin the meaning of Section 73 and 76 of the Companies Act 2013 read with Companies(Acceptance of Deposits) Rules 2014.

9. Listing with Stock Exchanges

The Equity Shares of the Company continued to be listed and traded on the BSE Limited(BSE). The Security Code/Security ID of the Equity Shares of the Company on BSE is532070/SUPRBPA.

The Company's Registrar and Share Transfer Agents have connectivity with NationalSecurities Depository Ltd. & Central Depository Services (India) Ltd. The ISIN isINE311N01016. As on March 31 2020 5398900 equity shares representing 99.24% of

the total shares have been dematerialized.

10. Details of Subsidiary Joint Venture or Associate Companies

The Company does not have any Subsidiary Joint Venture or an Associate Company.

11. Directors and Key Managerial Personnel

As per the provisions of Section 152 of the Companies Act 2013 Ms. Anita Joshiretire by rotation at the ensuing Annual General Meeting and being eligible offer herselffor re-appointment. Your Directors recommend her reappointment.

The term of office of Mr. Nishit Doshi as an Independent Director will expire on May29 2021. The Board of Directors based on the performance evaluation and as per therecommendation of the Nomination & Remuneration Committee has recommendedre-appointment of Mr. Nishit Doshi as an Independent Director of the Company for thesecond term of 5 (five) consecutive years on the expiry of his current term of office. TheBoard considers that given his background experience and contributions made by himduring his tenure the continued association of Mr. Nishit Doshi would be beneficial tothe Company.

Brief profile of the proposed appointee together with other disclosures in terms ofRegulation 36 (3) of the SEBI (Listing Obligations & Disclosure Requirements)Regulations 2015 are mentioned in the Notice which is part of this Annual Report. Duringthe year under review Ms. Shweta Singh has resigned from the services of the Company andhas ceased to be Company Secretary and Compliance Officer of the Company w.e.f. August 232019. Mr. Paresh Thakker Managing Director had appointed as Compliance officer of theCompany w.e.f. August 24 2019 in place of Ms. Shweta Singh to undertake all LODR and SEBIrelated compliances until appointment of new Company Secretary.

On August 6 2020 Mr. Paresh Thakker resigned as Compliance Officer of the Company. TheCompany has appointed Mr. Aakash Parekh as Company Secretary and Compliance Officer ofthe Company a Key Managerial Personnel w.e.f. August 7 2020.

The Company has received declarations from the Independent Directors affirming thatthey meet the criteria of Independence as provided in Section 149(6) of the Act &regulations 16 (1)(b) of the SEBI (Listing Obligations & Disclosure Requirements)Regulations 2015. There has been no change in the circumstances affecting their status asIndependent Directors of the Company.

Pursuant to provision of Section 203 of the Companies Act 2013 the Key ManagerialPerson (KMP) of the Company as on March 31 2020 is as follows:

Mr. Paresh Thakker - Chairman & Managing Director Ms. Pinki Vora - Chief FinancialOfficer

12. Share Capital

The paid up Equity share capital as at March 31 2020 stood at Z 54405000/-.During the year under review the Company has neither issued any shares with differentialvoting rights nor had granted any stock options or sweat equity.

13. Directors' Responsibility Statement

Pursuant to Section 134 (3) (c) of the Companies Act 2013 your Directors state that:

• In the preparation of the annual accounts the applicable accounting standardshave been followed along with proper explanation relating to material departures;

• The Directors had 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 state of affairs of the Company as at March 31 2020 andthe profit for the year ended on that date;

• The Directors had taken proper and sufficient care of the maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingof the assets of the Company and for preventing and detecting fraud and otherirregularities;

• The Directors have prepared the annual accounts on a going concern basis:

• The Directors had laid down internal financial controls to be followed by theCompany and that such internal financial controls are adequate and were operatingeffectively;

• The Directors had devised proper system to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating efficiently.

14. Extract of Annual Return:-

The details forming part of the extract of the Annual Return in Form MGT-9 as requiredunder Section 92 of the Act is annexed as 'Annexure A' which forms an integral part ofthis Report and is also available on the Company's website i.e www.sumukaagro.com

15. Statutory Auditors and Auditors Report

Pursuant to the provisions of Section 139 and the rules framed thereunder M/s. HarenShah & Co. Chartered Accountants (FRN: 103501W) were appointed as StatutoryAuditors of the Company by the Members at the 28th Annual General

Meeting (AGM) held on September 28 2017 to hold office from the conclusion of 28 thAGM until the conclusion of the 33rd AGM of the Company. The Ministry of Corporate Affairshas vide notification dated May 7 2018 obliterated the requirement of seeking Member'sratification at every AGM on appointment of Statutory Auditor during their tenure of 5years.

During under the year under review following were the qualifications of the StatutoryAuditors of the Company along with the reply of the Management of the Company:

i. Certain companies to whom the Company had given significant loans and/or advancesamounting in total to 1 19207097/- (1 19207097/-) whose names have beenstricken-off from the list of registered companies by the Registrar of Companies ofGujarat and Mumbai operating under the Ministry of Corporate Affairs. These conditionsindicate the existence of a material uncertainty of realising such loans/advances.Management has not provided for the losses arising out of non-realisation of suchloans/advances but has instead stated them at their carrying amounts which constitutes adeparture from the Accounting Standards prescribed under Section 133 of the Companies Act2013. The Company's records indicate that had management recognised such losses in thestatement of profit and loss for the year the carrying amounts of the loans/advances inthe balance sheet would have been reduced by the said amounts at March 31 2020 and thenet income and shareholders' equity would have been reduced by the same amountsrespectively.

Management Reply: The Company has given loan /or advances amounting in total to 119207097/- to certain companies from which some of the companies names has beenstricken-off from the list of registered companies by the Registrar due to certain reason.We are undergoing through all the formalities & follow-ups to recover back all of theoutstanding amounts from management of the companies. We are trying that in mere futuresame shall we recovered.

16. Secretarial Auditors & Auditors Report

Pursuant to the provisions of Section 204 of the Companies Act 2013 and rules madethere under M/s Hetal Doshi & Associates Company Secretaries in Whole-time Practice(FCS no. 9278 C P No. 9510) was appointed to conduct Secretarial Audit for the yearended March 31 2020.

M/s Hetal Doshi & Associates Practicing Company Secretaries has submitted reporton the Secretarial Audit which is attached as "Annexure B" and forms a part ofthis report.

During under the year under review following were the observation/qualifications ofthe Secretarial Auditors of the Company along with the reply of the Management of theCompany:

i. Certain companies to whom the Company had given significant loans and/or advancesamounting in total to 1 19207097/- (1 19207097/-) whose names have beenstricken-off from the list of registered companies by the Registrar of Companies ofGujarat and Mumbai operating under the Ministry of Corporate Affairs. These conditionsindicate the existence of a material uncertainty of realising such loans/advances.Management has not provided for the losses arising out of non-realisation of suchloans/advances but has instead stated them at their carrying amounts which constitutes adeparture from the Accounting Standards prescribed under Section 133 of the Companies Act2013. The Company's records indicate that had management recognised such losses in thestatement of profit and loss for the year the carrying amounts of the loans/advances inthe balance sheet would have been reduced by the said amounts at March 31 2020 and thenet income and shareholders' equity would have been reduced by the same amountsrespectively.

Management Reply: The Company has given loan /or advances amounting in total to 119207097/- to certain companies from which some of the companies names has beenstricken-off from the list of registered companies by the Registrar due to certain reason.We are undergoing through all the formalities & follow-ups to recover back all of theoutstanding amounts from management of the companies. We are trying that in mere futuresame shall we recovered.

ii. Ms. Shweta Singh Company Secretary of the Company resigned w.e.f August 23 2019and there was no Company Secretary in the Company from August 24 2019 till the end ofMarch 2020. There was no qualified Company Secretary as the Compliance Officer of theCompany w.e.f August 24 2019 till August 6 2020. Mr. Paresh Thakker Managing Directorof the Company was appointed as the Compliance Officer of the Company who was not aqualified Company Secretary. However the Company has appointed Mr. Aakash Parekh as theCompany Secretary & Compliance Officer w.e.f August 7 2020.

Management Reply: After resignation of Ms. Shweta Singh as Company Secretary andCompliance Officer of the w.e.f August 23 2019 the Board had appointed the ManagingDirector as the Compliance Officer to undertake all LODR and SEBI related compliancesuntil appointment of new Company Secretary. Further the Company is also simultaneouslyscheduling interviews for prospective candidates for undertaking appointment of CompanySecretary. However considering that such an appointment shall also be subject to thejoining date of the selected candidate and further due to COVID-19 lockdown period thesame was not possible immediately.

The Company has identified candidate in month of July for the post of Company Secretarysubject to notice period of his earlier employment. In Board Meeting dated August 7 2020we have appointed Mr. Aakash Parekh as Company Secretary & Compliance Officer of theCompany.

iii. The composition of Nomination and Remuneration Committee is not in accordance withthe Regulations 19 of the SEBI (Listing and Obligations Requirements) Regulations 2015.

Management Reply: The Company is in the process of appointing an Independent Directorfor the duly constitution of Nomination and Remuneration Committee.

17. Internal Audit

Pursuant to the provisions of 138 of the Companies Act 2013 M/s. Manish Dedhia &Associates has submitted his report for financial year ended March 31 2020 to the AuditCommittee and based on the report of internal audit management has undertaken correctiveactions in the respective areas and strengthened the levels of Internal Financial andother operational controls.

18. Tax provisions:

The Company has made adequate provisions as required under the provisions of Income TaxAct 1961 as well as other relevant laws governing taxation on the Company.

19. Corporate Governance

During the year under review the Paid up Capital and Net Worth of the Company wereless than Z 10 crores and Z 25 crores respectively as on March 31 2020therefore Corporate Governance provisions as specified in Regulations 17 18 19 20 2122 23 24 25 26 27 and clause (b) to (i) of sub regulation (2) of regulation 46 andpara C D and E of the Schedule V of SEBI (Listing Obligations and DisclosureRequirement) Regulation 2015 is not applicable to the Company.

Whenever this regulation becomes applicable to the Company at a later date we willcomply with requirements those regulations within six months from the date on which theprovisions became applicable to our Company.

20. Management Discussion & Analysis Report

The Management Discussion & Analysis Report is attached as "Annexure C"and forms a part of this report.

21. Compliance With Secretarial Standards

The Company has devised proper systems to ensure compliance with the applicableSecretarial Standards issued by the ICSI and the Company has complied with all theapplicable provisions of the same during the year under review.

22. Particulars of Conservation of Energy Technology Absorption Foreign ExchangeEarnings and Outgo

The information pertaining to conservation of energy technology absorption Foreignexchange Earnings and outgo as required under Section 134 (3)(m) of the Companies Act2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014 is furnished here under.

(i) Part A and B of the Rules pertaining to conservation of energy and technologyabsorption are not applicable to the Company.

(ii) Foreign Exchange Earnings and Outgo:

Foreign Exchange Earned - Nil

Foreign Exchange Used - Nil

23. Particulars of Employees

The information required pursuant to Section 197 read with Rule 5 of the Companies(Appointment and Remuneration of Managerial personnel) Rules 2014 in respect of employeesof the Company will be provided upon request. In terms of Section 136 of the Act theReport and Accounts are being sent to the Members and others entitled thereto excludingthe information on employees' particulars which is available for inspection throughelectronic mode up to the date of the ensuing Annual General Meeting upon request. If anyMember is interested in obtaining a copy thereof such Member may write to the CompanySecretary in this regard.

24. Meeting of the Board

The Board meets at regular intervals to discuss and decide on the Company's businesspolicies and strategies apart from other Board businesses. A tentative annual calendar ofthe Board and Committee Meetings is informed to the respective Directors to facilitatethem to plan their schedule and to ensure their meaningful participation in the meetings.

The notice of meeting of the Board of Directors and Committees were given well inadvance to all the Directors of the Company. Usually meetings of the Board are held inMumbai Maharashtra. The agenda of the Board/Committee meetings is circulated 7 days priorto the date of the meeting as per Secretarial Standard on Meeting of Board of Directors(SS-1) issued by ICSI. The agenda for the Board and Committee meetings includes detailednotes on the items to be discussed at the meeting to enable the Directors to take aninformed decision.

The Company had 4 (Four) Board meetings during the financial year under review. Thedates on which the Board meetings were held are May 30 2019 August 14 2019 November14 2019 & February 14 2020.

25. Particulars of Loan Guarantees or Investments By Company under Section 186:-

The particulars of Loans Guarantees and Investments made by the Company under theprovisions of Section 186 of the Act are

provided in the notes to Financial Statements.

26. Related Party Transactions:-

During the financial year ended March 31 2020 no contracts or arrangements enteredwith related parties referred to in sub Section (1) of Section 188 of the Companies Act2013.

Thus disclosure in form AOC-2 is not required. Further there are no material relatedparty transactions during the year under review with the Promoters Directors or KeyManagerial Personnel.

27. Significant And Material Orders Passed By The Regulators or Court:-

There was no order passed by any regulator or court or tribunal which impacts thegoing concern status of the Company or will have any bearing on Company's operations infuture.

28. Audit Committee:-

In accordance with the provisions of Section 177 of the Companies Act 2013 andRegulation 18 of SEBI (LODR) Regulation 2015 the Company had duly constituted an AuditCommittee comprising of Directors viz. Mr. Nishit Doshi (Chairman) Mr. Hitesh Chauhanand Mr. Paresh Thakker as on March 31 2020. Audit Committee acts in accordance with theterms of reference specified from time to time by the Board.

There is no such incidence where the Board has not accepted the recommendation of theAudit Committee during the year under review.

During the year 2019-20 4 (Four) Audit Committee meetings were held on May 30 2019August 14 2019 November 14 2019 & February 14 2020.

29. Nomination and Remuneration Committee:-

In accordance with the provisions of Section 178(1) of the Companies Act 2013 andregulation 19 of SEBI (LODR) Regulation 2015 the Company had constituted a Nominationand Remuneration Committee comprising of the Directors as on March 31 2020 Mr. NishitDoshi (Chairman) Mr. Hitesh Chauhan and Mr. Paresh Thakker. Nomination and RemunerationCommittee acts in accordance with the terms of reference specified from time to time bythe Board.

During the year 2019-20 1 (One) Nomination and Remuneration Committee meetings wereheld on May 30 2019.

30. Stakeholders Relationship Committee:-

In accordance with the provisions of Section 178(5) of the Companies Act 2013 andRegulation 20 of SEBI (LODR) Regulation 2015 the Company had duly constituted aStakeholders Relationship Committee comprising of Directors viz. Mr. Nishit Doshi(Chairman) Mr. Hitesh Chauhan and Mr. Paresh Thakker as on March 31 2020. StakeholdersRelationship Committee acts in accordance with the terms of reference specified from timeto time by the Board.

During the year 2019-20 4 (Four) Stakeholders Relationship Committee meetings wereheld on June 18 2019 August 14 2019 November 14 2019 & February 14 2020.

31. Details in Respect of Adequacy of Internal Financial Controls with Reference tothe Financial Statement:-

Internal Control Systems has been designed to provide reasonable assurance that assetsare safeguarded transactions are executed in accordance's with management's authorizationand properly recorded and accounting records are adequate for preparation of financialstatements and other financial information. Internal check is conducted on a periodicalbasis to ascertain the adequacy and effectiveness of internal control systems.

In the opinion of the Board the existing internal control framework is adequate andcommensurate to the size and nature of the business of the Company.

32. Risk Management Policy:-

Pursuant to section 134 (3) (n) of the Companies Act 2013 the Listing Regulations anddisclosures under Ind-AS 107 the management of the Company has evaluated the various risksto which the Company is exposed to and has formed an appropriate risk framework which isalso placed before the Audit Committee and such risk management policies are explained inmore detail under clause 'K' of Note '20' of Financial Statements. These policies are alsoplaced on the official website of the Company i.e. www.sumukaagro.com .

33. Corporate Social Responsibility Committee

The Company has not applicable to constitute a Corporate Social ResponsibilityCommittee due to non- fulfilment of any of the conditions pursuant to section 135 of theCompanies Act 2013.

34. Policy on Sexual Harassment of Women at Work Place

The Company has adopted a policy on Prevention Prohibition and Redressal of sexualharassment at workplace in line with the requirements of the Sexual Harassment of Women atWorkplace (Prevention Prohibition and Redressal) Act 2013. During the year nocomplaints or allegations of sexual harassment were filed with the Company.

35. Company's Policy Relating to Directors Appointment Payment of Remuneration andDischarge of Their Duties

The Company has a Policy relating to appointment of Directors payment of Managerialremuneration Directors'

qualifications positive attributes independence of Directors and other relatedmatters as provided under Section 178(3) of the Companies Act 2013 and under theprovisions of the Listing Regulations. These policies are also placed on the officialwebsite of the Company i.e. www.sumukaagro.com .

36. Annual Performance Evaluation

Pursuant to the provisions of the Companies Act 2013 and SEBI (Listing Obligation andDisclosure Requirements) Regulations 2015 the Board has carried out the annualperformance evaluation of its own performance the Directors individually as well as theevaluation of the working of its Audit Nomination and Remuneration and ComplianceCommittees which covers various aspects of the Board's functioning such as adequacy ofthe composition of the Board and its Committees Board Culture execution and performanceof specific duties obligations and governance. The performance evaluation of theIndependent Directors was carried out by the entire Board. The performance evaluation ofthe Chairman and the Non - Independent Directors was carried out by the IndependentDirectors. The Directors expressed their satisfaction with the evaluation process.

37. Vigil Mechanism/Whistle Blower Policy

In pursuance to the provisions of Section 177(9) & (10) of the Companies Act 2013a Vigil Mechanism for Directors and Employees to report genuine concerns has beenestablished. We have embodied the mechanism in the Code of Conduct of the Company foremployees to report concerns about unethical behavior actual or suspected fraud orviolation of our Code of Conduct. This mechanism also provides for adequate safeguardsagainst victimization of employees who avail of the mechanism and also provide for directaccess to the Chairman of the Audit Committee in exceptional cases and no personnel havebeen denied access to the Audit Committee. The Board and its Audit Committee are informedperiodically on the cases reported if any and the status of resolution of such cases. TheVigil Mechanism/Whistle Blower Policy is also available on the Company's website i.e www.sumukaagro.com

38. Disclosures under Section 134(3) (l) of the Companies Act 2013

There are no material changes and commitments which could affect the Company'sfinancial position have occurred between the end of the financial year of the Company anddate of this report.

39. Maintenance of Cost Records:

Pursuant to the provisions of Section 148(1) of the Act the government has notprescribed maintenance of the cost records in respect of services dealt with by theCompany. Hence the prescribed section for maintenance of cost records is not applicableto the company during the year under review.

40. Prevention of Insider Trading

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a viewto regulate trading in securities by the Directors and designated employees of theCompany. The said code of conduct is in line with SEBI (Prohibition of Insider Trading)Regulations 2015 as amended time to time. The Code requires pre-clearance for dealing inthe Company's shares and prohibits the purchase or sale of Company shares by the Directorsand the designated employees while in possession of unpublished price sensitiveinformation in relation to the Company and during the period when the Trading Window isclosed. The Board is responsible for implementation of the Code.

41. Acknowledgements

Your Directors place on record their sincere thanks to bankers business associatesconsultants and various Government Authorities for their continued support extended toyour Companies activities during the year under review.

The Directors regret the loss of life due to COVID-19 pandemic in the Country and aredeeply grateful and have immense respect for every person who risked their life and safetyto fight this pandemic.

Your Directors deeply appreciate the committed efforts put in by employees at alllevels whose continued commitment and dedication contributed greatly to achieving thegoals set by your Company. Your Directors also acknowledges gratefully the shareholdersfor their support and confidence reposed on your Company.

For and on behalf of the Board For Sumuka Agro Industries Limited (formerly known asSuperb Papers Limited)

Sd/-

Paresh Harishkumar Thakker Chairman & Managing Director DIN: 07336390

Place: Mumbai

Date: August 26 2020

Form No. MGT-9 Extract of Annual Return

As on the financial year ended on March 31 2020

[Pursuant to section 92(3) of the Companies Act 2013 and rule 12(1) of the Companies(Management

and Administration) Rules 2014]

I. REGISTRATION AND OTHER DETAILS:

i. Corporate Identity Number (CIN) L74110MH1989PLC289950
ii. Registration Date 26/06/1989
Name of the Company Sumuka Agro Industries Limited (formerly known as Superb Papers Limited)
Category / Sub-Category of the Company Company limited by shares / Indian Non Government Company
Address of the registered office and contact details Shop No. 1 & 7 Ground Floor Empress Chambers Plot No. 89A & B Sector No. 1 Opp. NKGSB Bank Kandivali (West) Mumbai - 400 067.
CIN: L74110MH1989PLC289950
E-mail: sumukaagro@gmail.com
Website: www.sumukaagro.com
Whether listed Company Yes
Name Address and Contact details of Registrar and Transfer Agent Purva Sharegistry (India) Pvt. Ltd Unit No. 9 Shiv Shakti Ind Estate J R Mr. Boricha Marg Opp Kasturba Hospital Lane Lower Parel (E) Mumbai - 400011 Tel No: 022 - 23016761/8261
Email Id: support@purvashare.com
Website: www.purvashare.com

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of theCompany shall be stated:-

Sr. Name and Description of main No. products / services NIC Code of the Product service % to total turnover of the Company
1. Retail sale of other food products n.e.c. 47219 100%

III. PARTICULARS OF HOLDING SUBSIDIARY AND ASSOCIATE COMPANIES: Not Applicable

IV. SHARE HOLDING PATTERN (EQUITY SHARE CAPITAL BREAKUP AS PERCENTAGE OF TOTAL EQUITY)

 

i) Category-wise Share Holding

A. Category-wise Shareholding
Category of Shareholders No. of Shares held at the beginning of the year 01/04/2019 No. of Shares held at the end of the year 31/03/2020 % of Change dining the year
Demat Physical Total % of Total shares Demat Physical Total % of Total shares
A. Promoters
(1) Indian
(g) Individuals/ HUF 0 0 0 0 0 0 0 0 0.00
(h) Central Govt 0 0 0 0 0 0 0 0 0.00
(i) State Govt(s) 0 0 0 0 0 0 0 0 0.00
(j) Bodies Corp. 0 0 0 0 0 0 0 0 0.00
(k) Banks / FI 0 0 0 0 0 0 0 0 0.00
(1) Any Other.... 0 0 0 0 0 0 0 0 0.00
* DIRECTORS 0 0 0 0 0 0 0 0 0.00
* DIRECTORS RELATIVES 0 0 0 0 0 0 0 0 0.00
* PERSON ACTING IN CONCERN 0 0 0 0 0 0 0 0 0.00
Sub Total (A)(1):- 0 0 0 0 0 0 0 0 0.00
(2) Foreign
(a) NRI Individuals 0 0 0 0 0 0 0 0 0.00
(b) Other Individuals 0 0 0 0 0 0 0 0 0.00
(c) Bodies Corp. 0 0 0 0 0 0 0 0 0.00
(d) Banks / FI 0 0 0 0 0 0 0 0 0.00
(e) Any Other.... 0 0 0 0 0 0 0 0 0.00
Sub Total (A)(2):- 0 0 0 0 0 0 0 0 0.00
Total shareholding of Promoter (A) = (A)(1)+(A)(2) 0 0 0 0 0 0 0 0 0.00
B. Public Shareholding
(1) Institutions
(a) Mutual Funds 0 0 0 0 0 0 0 0 0
(b) Banks FI 0 0 0 0 0 0 0 0 0
(c) Central Govt 0 0 0 0 0 0 0 0 0
(d) State Govt(s) 0 0 0 0 0 0 0 0 0
(e) Venture Capital Funds 0 0 0 0 0 0 0 0 0
(f) Insurance Companies 0 0 0 0 0 0 0 0 0
(g) FUs 0 0 0 0 0 0 0 0 0
(h) Foreign Venture Capital Funds 0 0 0 0 0 0 0 0 0
(i) Others (specify) 0 0 0 0 0 0 0 0 0
* U.T.I. 0 0 0 0 0 0 0 0 0
* FINANCIAL INSTITUTIONS 0 0 0 0 0 0 0 0 0
* I.D.B.I. 0 0 0 0 0 0 0 0 0
•I.C.I.C.I. 0 0 0 0 0 0 0 0 0
* GOVERMENT COMPANIES 0 0 0 0 0 0 0 0 0
* STATE FINANCIAL CORPORATION 0 0 0 0 0 0 0 0 0
* QUALIFIED FOREIGN INVESTOR 0 0 0 0 0 0 0 0 0
* ANY OTHER 0 0 0 0 0 0 0 0 0
*OTC DEALERS (BODIES CORPORATE) 0 0 0 0 0 0 0 0 0
* PRIVATE SECTOR BANKS 0 0 0 0 0 0 0 0 0
Sub-total (B)(1):- 0 0 0 0 0 0 0 0 0
(2) NonInstitutions
(a) Bodies Corp.
(i) Indian 292232 0 292232 5.37 157393 0 157393 2.89 -2.48
(ii) Overseas 0 0 0 0.00 0 0 0 0.00 0.00
(b) Individuals
(i) Individual shareholders holding nominal share capital upto Rs. 1 lakh 489596 0 489596 9.00 491495 0 491495 9.03 0.03
(ii) Individual shareholders holding nominal share capital in excess of Rs 1 lakh 3393191 25500 3418691 62.84 3936481 25500 3961981 72.82 9.99
(c) Others (specify)
LLP 35225 0 35225 0.65 0 0 0 0 -0.65
* N.R.I. (REPAT) 400 0 400 0.01 400 0 400 0.01 0.00
* FOREIGN CORPORATE BODIES 0 0 0 0.00 0 0 0 0.00 0.00
* TRUST 0 0 0 0.00 0 0 0 0.00 0.00
‘HINDU UNDIVIDED FAMILY 680848 16100 696948 12.81 577664 16100 593764 10.91 -1.90
‘EMPLOYEE 0 0 0 0.00 0 0 0 0.00 0.00
* CLEARING MEMBERS 397715 0 397715 7.31 45082 0 45082 0.83 -6.48
* DEPOSITORY RECEIPTS 0 0 0 0.00 0 0 0 0.00 0.00
* OTHER DIRECTORS & RELATIVES 109693 0 109693 2.02 190385 0 190385 3.50 1.48
Sub-total (B)(2):- 5398900 41600 5440500 100 5398900 41600 5440500 100 0.00
Total Public Shareholding (B) = (B)(l)+(B)(2) 5398900 41600 5440500 100 5398900 41600 5440500 100 0.00
C. TOTSHR held by Custodian for GDRs & ADRs 0 0 0 0 0 0 0 0 0
Grand Total (A + B + C) 5398900 41600 5440500 100.00 5398900 41600 5440500 100 0.00

(ii) Shareholding of Promoters

„ Shareholder's xt Name No

Shareholding at the beginning of the year 01/04/2019

Shareholding at the end of the year 31/03/2020

No. of Shares % of Total Shares of the Company % of Shares Pledged / Encumbered to total shares No. of Shares % of Total Shares of the Company % of Shares Pledged / Encumbered to total shares % change in share holding during the year
1 Dhansukhbhai Vitthalbhai Panchal 0 0.00 0.00 0 0.00 0.00 0.00

(Hi) Change in Promoters' Shareholding (please specify if there is no change)

Particulars No.

Share Holding at the beginning of the year 01/04/2019

Cumulative Shareholding during the year 31/03/2020

No. of Shares % of Total Shares of the Company No. of Shares % change in share holding during the year Type
1 Dhansukhbhai Vitthalbhai Panchal
a) At the beginning of the year - - - -
b) Changes during the year

No change during the year

c) At the End of the year - - - -

 

(iv) Shareholding Pattern of top ten Shareholders (other than Directors Promoters andHolders of GDRs and ADRs):

SI For Each of the Top 10 No. Shareholders*

Shareholding at the beginning of the year

Cumulative Shareholding during the year

01/04

/2019

31/03/2020

No. of Shares

/o of Total Shares of the Company

No. of Shares

% change in shareholding during the year Type
1 Bansourybala Gordhandas 424113

7.80

31-03-2020

424113

7.80
2 Rikhav Securities Limited 312910

5.75

12-07-2019 -193384

-3.55

119526

2.20 Sell
20-09-2019 236486

4.35

356012

6.54 Buy
27-09-2019 -177306

-3.26

178706

3.28 Sell
04-10-2019 -178706

-3.28

0

0.00 SeU
31-12-2019 3

0.00

3

0.00 Buy
03-01-2020 -3

-0.00

0

0.00 Sell
13-03-2020 100000

1.84

100000

1.84 Buy
20-03-2020 -100000

-1.84

0

0.00 Sell
31-03-2020

0

0.00
3 Premal Mukundbhai Shah 141212

2.60

14-06-2019 -5000

-0.09

136212

2.50 SeU
21-06-2019 -6100

-0.11

130112

2.39 Sell
28-06-2019 -5010

-0.09

125102

2.30 SeU
05-07-2019 -3

-0.00

125099

2.30 Sell
20-09-2019 -200

-0.00

124899

2.30 SeU
27-09-2019 -200

-0.00

124699

2.29 Sell
30-09-2019 -6

-0.00

124693

2.29 Sell
04-10-2019 -800

-0.01

123893

2.28 Sell
11-10-2019 -6

-0.00

123887

2.28 Sell
22-11-2019 -51

-0.00

123836

2.28 Sell
06-12-2019 -76050

-1.40

47786

0.88 Sell
13-12-2019 -2505

-0.05

45281

0.83 SeU
27-12-2019 -18137

-0.33

27144

0.50 SeU
31-12-2019 -2501

-0.05

24643

0.45 SeU
03-01-2020 -1101

-0.02

23542

0.43 SeU
14-02-2020 -23542

-0.43

0

0.00 Sell
31-03-2020

0

0.00
4 Chetan Rasiklal Shah 129625

2.38

31-03-2020

129625

2.38
5 Biren Pravin Gandhi 120000

2.21

14-06-2019 -5000

-0.09

115000

2.11 Sell
21-06-2019 -5000

-0.09

110000

2.02 SeU
28-06-2019 -5000

-0.09

105000

1.93 Sell
26-07-2019 -7001

-0.13

97999

1.80 SeU
02-08-2019 -1

-0.00

97998

1.80 Sell
06-12-2019 -2500

-0.05

95/498

1.76 SeU
13-12-2019 -2500

-0.05

92998

1.71 Sell
31-12-2019 -2500

-0.05

90498

1.66 Sell
03-01-2020 -2500

-0.05

87998

1.62 Sell
24-01-2020 -5000

-0.09

82998

1.53 Sell
21-02-2020 -28998

-0.53

54000

0.99 SeU
28-02-2020 -30000

-0.55

24000

0.44 Sell
06-03-2020 -24000

-0.44

0

0.00 SeU
31-03-2020

0

0.00
6 Odhavji Mohanlal Amratlal

111016

2.04

18-10-2019

-4100

-0.08

106916

1.97

Sell
31-03-2020 106916

1.97

7 Jay Bhavsar

95056

1.75

06-03-2020

-95056

-1.75

0

0.00

Sell
31-03-2020 0

0.00

8 Vishal Y Kapdi

71595

1.32

18-10-2019

-200

-0.00

71395

1.31

Sell
31-03-2020 71395

1.31

9 IG Financial Services India Private Limited

70850

1.30

18-10-2019

-35000

-0.64

35850

0.66

Sell
08-11-2019

-25000

-0.46

10850

0.20

Sell
21-02-2020

-10850

-0.20

0

0.00

Sell
31-03-2020 0

0.00

10 Vandana P Thakker

25300

0.47

12-07-2019

120993

2.22

146293

2.69

Buy
31-03-2020 146293

2.69

(v) Shareholding of Directors and Key Managerial Personnel:

For Each of the Directors and KMP

Shareholding at the beginning of the year

Cumulative Shareholding during the year

Type
No. of shares % of total shares of the Company No. of shares % of total shares of the Company
1. Mr. Paresh Harishkumar Thakker 83013 1.53
(Chairman & Managing Director)
a) At the beginning of the year
b) Changes during the year
14-06-2019 12499 0.23 95512 1.76
12-07-2019 72391 1.33 167903 3.09 Buy
27-09-2019 686 0.01 168589 3.10 Buy
18-10-2019 2101 0.04 170690 3.14 Buy
06-12-2019 -3000 -0.06 167690 3.08 Sell
c) At the End of the year - - 167690 3.08
2. Mr. Nishit Rasiklal Doshi
(Independent Director) 26680 0.49
a) At the beginning of the year
b) Changes during the year 28-06-2019 -3985 -0.07 22695 0.42 Sell
c) At the End of the year - - 22695 0.42
3. Mr. Hitesh Natvarlal Chauhan
(Independent Director)
a) At the beginning of the year
b) Changes during the year

No change during the year

c) At the End of the year - - -
4. Ms. Anita Joshi (Executive Director)
a) At the beginning of the year
b) Changes during the year

No change during the year

c) At the End of the year - " - -
5. Ms. Pinki Vora (Chief Financial Officer)
a) At the beginning of the year
b) Changes during the year

No change during the year

c) At the End of the year - -
6. Ms. Shweta Singh* (Company Secretary)
a) At the beginning of the year
b) Changes during the year

No change during the year

c) At the End of the year (23-08-2019) " - - -

* Ms. Shweta Singh was resigned as Company Secretary & Compliance Officer of theCompany w.e.f. August 232019.

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due forpayment

Particulars Secured Loans excluding deposits Unsecured Loans Deposits Total Indebtedness
Indebtedness at the beginning of the financial year i.e. 01.04.2019
i) Principal Amount - 6082933 - 6082933
ii) Interest due but not paid - - - -
iii) Interest accrued but not due - - - -
Total (i+ii+iii) - 6082933 - 6082933
Change in Indebtedness during the financial year
i) Addition - 26000 - 26000
ii) Reduction - - - -
Net Change - 26000 - 26000
Indebtedness at the end of the financial year i.e. 31.03.2020
i) Principal Amount - 6108933 - 6108933
ii) Interest due but not paid - - - -
iii) Interest accrued but not due - - - -
Total (i+ii+iii) - 6108933 - 6108933

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

 

A. Remuneration to Managing Director Whole-time Directors and/or Manager:

SI. Particulars of Remuneration No Mr. Paresh Thakker (Managing Director) Total Amount
1 Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act 1961 177600 177600
(b) Value of perquisites u/s 17(2) Income- tax Act 1961 Nil Nil
(c) Profits in lieu of salary under section 17(3) Income-tax Act 1961 Nil Nil
2 Stock Option Nil Nil
3 Sweat Equity Nil Nil
4 Commission Nil Nil
- as % of profit
- others specify...
5 Others please specify Nil Nil
Total (A) 177600 177600
Ceiling as per the Act

Section 197 read with Schedule V of the Companies Act 2013

B. Remuneration to other directors:

Sr. Particulars of No. Remuneration

Name of Directors

Total Amount

Mr. Nishit Doshi Ms. Anita Joshi (Executive Director) Mr. Hitesh Chauhan
1 Independent . Directors 26000 8000 26000 60000
• Fee for attending Board / committee meetings
• Commission
• Others please specify
Total (1) 26000 8000 26000 60000
2 Other Non-
. Executive Directors
• Fee for attending Board / committee meetings
• Commission
• Others please specify
Total (2)
Total (B)=(l+2) 26000 8000 26000 60000
Total Managerial Remuneration 26000 8000 26000 60000
Overall Ceiling as per the Act Nil Nil Nil Nil

C. Remuneration to Key Managerial Personnel other than MD/MANAGER/WTD

SI. no Particulars of Remuneration
Company Secretary CFO Total
1 Gross salary Ms. Shweta Singh* Ms. Pinki Vora
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act 1961 159157 120000 279157
(b) Value of perquisites u/s 17(2) Income- tax Act 1961 Nil Nil Nil
(c) Profits in lieu of salary under section 17(3) Income-tax Act 1961 Nil Nil Nil
2 Stock Option Nil Nil Nil
3 Sweat Equity Nil Nil Nil
4 Commission Nil Nil Nil
- as % of profit
- others specify...
5 Others please specify Nil Nil Nil
Total (A) 159157 120000 279157

* Ms. Shweta Singh was resigned as Company Secretary & Compliance Officer of theCompany w.e.f. August 23 2019.

VII. Penalties / Punishment/ Compounding of offences:

Type Section of the Companies Act Brief Description Details of Penalty / Punishment/ Compounding fees imposed Authority [RD/NCLT/ COURT] Appeal made if any (give Details)
Penalty Nil Nil Nil Nil Nil
Punishment Nil Nil Nil Nil Nil
Compounding Nil Nil Nil Nil Nil
OTHER OFFICERS IN DEFAULT
Penalty Nil Nil Nil Nil Nil
Punishment Nil Nil Nil Nil Nil
Compounding Nil Nil Nil Nil Nil

For and on behalf of the Board For Sumuka Agro Industries Limited (formerly known asSuperb Papers Limited)

Sd/-

Paresh Harishkumar Thakker Chairman & Managing Director DIN: 07336390

Place : Mumbai

Date : August 26 2020