Directors Report of Cropster Agro Ltd.

Mar 31, 2025

Your Directors present the 40^th Annual Report on the Business and Operations of the Company along with the
Audited Statement of Accounts for the Financial Year ended on 31^st March 2025.

1. FINANCIAL RESULT:

The financial performance of the Company for the Financial Year ended on 31^st March, 2025 and for the previous
financial year ended on 31^st March, 2024 is given below:

(Rc In Lakhs)

Particulars	2024-25	2023-24
Revenue from Operations	19429.92	6071.24
Other Income	32.98	9.92
Total Income	19462.90	6081.17
Total Expenses	18121.18	4970.97
Profit Before Exceptional and Extra Ordinary Items and Tax	1341.72	1110.50
Exceptional Items	0.00	0.00
Extra Ordinary Items	0.00	0.00
Profit Before Tax	1341.72	1110.50
Tax Expense:	42.50	46.49
Current Tax	42.50	46.49
Deferred Tax	0.00	0.00
Profit for the period	1299.22	1064.01
Earnings per share (EPS)
Basic	5.20	4.26
Diluted	5.20	4.26

2. OPERATIONS:

Total revenue for Financial Year 2024-25 is Rs. 19462.90 Lakhs compared to the total revenue of Rs. 6081.17
Lakhs of Previous Financial Year. The Company has incurred profit before tax for the Financial Year 2024-25 of
Rs. 1341.72 Lakhs as compared to profit before tax of Rs. 1110.50 Lakhs of previous Financial Year. Net Profit
for the Financial Year 2024-25 is Rs. 1299.22 Lakhs as against Net profit of Rs. 1064.01 Lakhs of previous
Financial Year. The Directors are continuously looking for the new avenues for future growth of the Company
and expect more growth in the future period.

3. CHANGE IN NATURE OF BUSINESS, IF ANY:

During the Financial Year 2024-25, Company has not changed its business activities.

4. SHARE CAPITAL:

Authorised Share Capital:

The authorized share capital of the Company as on 31^st March, 2025 is ^ 84,00,00,000 (Rupees Eighty-Four
Crores only) divided into 84,00,00,000 (Eighty-Four Crores Only) equity shares of face value of ^ 1/- (Rupee
One Only) each.

During the year under review, the Company had increased it Authorised capital from ^ 30,00,00,000 (Rupees
Thirty Crore only) divided into 3,00,00,000 (Three Crore Fifty Lakhs) equity shares of ^ 10/- each to ^
84,00,00,000 (Rupees Eighty-Four Crores only) divided into 8,40,00,000 (Eight Crore Forty Lakhs) equity
shares of face value of ^ 10/- (Rupees Ten Only) each of the Company and consequent alteration of
Memorandum of Association of the Company which was approved in Extra Ordinary General Meeting held on
October 17, 2024.

Paid up Share Capital:

The paid-up share capital of the Company as on 31st March, 2025 is ^ 84,00,00,000 (Rupees Eighty-Four Crores
only) divided into 84,00,00,000 (Eighty-Four Crores Only) equity shares of face value of ^ 1.00/- (Rupee One
Only) each

During the year under review, there has been change in the paid-up Share Capital of the Company.

1. The Board of Directors of the Company in the Board Meeting held on 13^th September, 2024, considered
and approved the conversion of 30,00,000 (Thirty Lakhs) Convertible warrants into 30,00,000 (Thirty
Lakhs) equity shares of face value of Rs. 10/- each,

2. The Board of Directors in the Board Meeting held on 9^th November, 2024 had allotted 56,00,00,000
(Fifty-Six Crores Only) Equity Shares of Rs. 1.00/- (Rupee One only) - each in the proportion of 2:1 i.e.
Two (2) new fully paid equity share of ^ 1.00/- (Rupee One only) each for every One (1) existing fully
paid equity share of 1.00/- (Rupee One only) each held by the shareholders. Pre- Bonus Paid-up share
Capital was Rs 28,00,00,000 and Post-Bonus Paid-up Share Capital is Rs 84,00,00,000.

5. DIVIDEND:

To conserve the resources for future prospect and growth of the Company, your Directors do not recommend
any dividend for the Financial Year 2024-25 (Previous year - Nil).

6. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

Pursuant to Section 124 of the Companies Act, 2013, the amount of dividend remaining unpaid or unclaimed
for a period of seven years shall be transferred to the Investor Education and Protection Fund ("IEPF"). During
the year under review, there was no unpaid or unclaimed dividend in the "Unpaid Dividend Account" lying for
a period of seven years from the date of transfer of such unpaid dividend to the said account. Therefore, there
were no funds which were required to be transferred to Investor Education and Protection Fund.

7. TRANSFER TO OTHER EQUITY:

The Profit of the Company for the Financial Year ending on 31^st March, 2025 is transferred to Profit and Loss
account of the Company under Reserves and Surplus (i.e. Other Equity).

8. WEBLINK FOR ANNUAL REPORT:

Pursuant to Section 92(3) read with Section134(3)(a) of the Act and Rule 12 of the Companies (Management
and Administration) Rules, 2014, the Annual Return as on March 31, 2025 is available on the Company''s
website https://www.planterspolvsacks.com/

9. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE
COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THE
FINANCIAL STATEMENTS RELATES AND THE DATE OF THE REPORT:

â¢ Conversion of Warrant into equal number of Equity Shares

The Board of Directors of the Company in the Board Meeting held on 13^th September, 2024, considered
and approved the conversion of 30,00,000 (Thirty Lakhs) Convertible warrants into 30,00,000 (Thirty
Lakhs) equity shares of face value of Rs. 10/- each, upon receipt of an amount aggregating to Rs.
45,00,00,000/- (Rupees Forty Five Crore only) at the rate of Rs. 150 (Rupees One Hundred and Fifty) per
warrant (being 75% of the issue price per warrant) from the allottees pursuant to the exercise of their
rights of conversion into equity shares in accordance with the provisions of SEBI (ICDR) Regulations, 2018.

â¢ Increase In Authorized Share Capital of the Company

The Board of Directors of the Company in the Board Meeting held on 23^rd September, 2024, an increase in
the Authorized Share Capital of the Company from ^ 30,00,00,000/- (Rupees Thirty Crore only), divided
into 3,00,00,000 (Three Crore) Equity Shares of ^ 10/- (Rupees ten only) each to 84,00,00,000/- (Rupees
Eighty Four Crore only), divided into 8,40,00,000 (Eight Crore Forty Lakhs) Equity Shares of ^ 10/-
(Rupees Ten only) each, by creation of additional 5,40,00,000 (Five Crore Forty Lakhs) Equity Shares of

face value of ^ 10/- (Rupees Ten only). This resolution was subsequently presented to the shareholders
and was duly approved at the Extraordinary General Meeting (EGM) held on 17th October, 2024.

â¢ Sub Division of Equity Share

The Board of Directors of the Company in the Board Meeting held on 23^rd September, 2024 , sub-division
of 1 (One) Equity share of face value of ^10/-(Rupees Ten only) each fully paid-up to 10 (Ten) Equity shares
of the face value of ^ 1 (Rupee One only) each fully paid-up. This resolution was subsequently presented
to the shareholders and was duly approved at the Extraordinary General Meeting (EGM) held on 17^thOctober, 2024.

â¢ Issuance of Bonus Share

The Board of Directors of the Company in the Board Meeting held on 23^rd September, 2024, Bonus Issue
of Equity Shares in the ratio of 2:1 i.e., 2 Equity Shares of ^ 1/- each for every 1 Equity Share of ^ 1/. This
resolution was subsequently presented to the shareholders and was duly approved at the Extraordinary
General Meeting (EGM) held on 17^th October, 2024.

10. SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS:

There is no significant material orders passed by the Regulators or Courts or Tribunal, which would impact the
going concern status of the Company and its future operation.

11. BOARD MEETINGS AND ATTENDANCE:

The Directors of the Company met at regular intervals at least once in a quarter with the gap between two
meetings not exceeding 120 days to take a view of the Company''s policies and strategies apart from the Board
Matters.

During the year under the review, the Board of Directors met 13 (Thirteen) times viz., 28^th May, 2024, 17^th June,
2024, 27^th June, 2024, 13^th August, 2024, 21^st August, 2024, 9^th September, 2024, 13^th September, 2024, 23^rdSeptember, 2024, 9^th November, 2024, 12^th November, 2024, 31^st January, 2025, 4^th February, 2025 and 12^thFebruary, 2025.

12. DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134 (3) (c) and 134 (5) of the Companies Act, 2013, to the best of
their knowledge and belief the Board of Directors hereby submit that:

a. In the preparation of the Annual Accounts, for the year ended on 31^st March, 2025 the applicable
accounting standards have been followed and there is no material departure from the same,

b. The Directors had selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company as at 31^st March, 2025 and Profit and Loss of the Company for the financial
year ended on 31^st March, 2025.

c. The directors had taken proper and sufficient care for the maintenance of adequate accounting records
in accordance with the provisions of Companies Act, 2013 for safeguarding the assets of the Company
and for preventing and detecting fraud and other irregularities,

d. The Directors had prepared the Annual Accounts on a going concern basis,

e. The Directors had laid down internal financial controls to be followed by the Company and that such
internal financial controls are adequate and are operating effectively and

f. The Directors had devised proper systems to ensure compliance with the provisions of all applicable
laws and that such systems were adequate and operating effectively.

13. CORPORATE SOCIAL RESPONSIBILITY (CSR):

As per the provisions of the Section 135 of the Companies Act, 2013 if the net worth of rupees five hundred
crore or more, or turnover of rupees one thousand crore or more or a net profit of rupees five crore or more
during the immediately preceding financial year, is required to comply the provisions of Section 135.

During the financial year ended on 31^st March, 2025, the net profit of the Company is Rs. 12,99,23,000. Hence,
the Company is required to comply with the provision of Section 135 of the Companies Act, 2013. Therefore,

the Company has constituted Corporate Social Responsibility Committee consisting of Mr. Jaivikkumar Patel,
Chairman; Ms. Meenu Jain and Ms. Geetika Garg are the members.

14. STATUTORY AUDITOR AND AUDITORS'' REPORT:

The Members of the Company at the 39^th AGM held on September 16, 2024, approved the reappointment of
M/s. J Singh & Associates, Chartered Accountants (FRN: 110266W) as the Statutory Auditors of the Company
for a period of 5 years commencing from the conclusion of the 39^th AGM, until the conclusion of the 44^th AGM
of the Company to be held in 2029.

The report issued by Statutory Auditors for financial year 2024-25 does not contain any qualifications or
adverse remarks. The Statutory Auditors have not reported any frauds under Section 143(12) of the Act.
Maintenance of cost records as specified under Companies Act, 2013 is not applicable to the Company.

15. PARTICULARS OF LOANS GIVEN, GUARANTEES GIVEN, INVESTMENTS MADE AND SECURITIES
PROVIDED UNDER SECTION 186 OF THE COMPANIES ACT. 2013:

The details of loans, investment, guarantees and securities covered under the provisions of section 186 of the
Companies Act, 2013 are provided in the financial statement.

16. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:

During the year under review, all the Related Party Transactions were entered at arm''s length basis and in the
ordinary course of business and were in compliance with the applicable provisions of the Act and the Listing
Regulations.

Pursuant to Section 188 of the Act read with rules made thereunder and Regulation 23 of the Listing
Regulations, all Material Related Party Transactions ("material RPTs") require prior approval of the
shareholders of the Company vide ordinary resolution.

The Company has formulated and adopted a policy on dealing with related party transactions, in line with
Regulation 23 of the Listing Regulations, which is available on the website of the Company at
www.planterspolvsacks.com

As a part of the mandate under the Listing Regulations and the terms of reference, the Audit Committee
undertakes quarterly review of related party transactions entered into by the Company with its related parties.
Pursuant to Regulation 23 of Listing Regulations and Section 177 of the Act, the Audit Committee has granted
omnibus approval in respect of transactions which are repetitive in nature, which may or may not be foreseen,
not exceeding the limits specified thereunder. The transactions under the purview of omnibus approval are
reviewed on quarterly basis by the Audit Committee. Pursuant to Regulation 23(9) of the Listing Regulations,
your Company has filed the disclosures on Related Party Transactions in prescribed format with the Stock
Exchanges.

17. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has in place adequate internal financial controls with reference to financial statement across the
organization. The same is subject to review periodically by the internal audit cell for its effectiveness. During
the financial year, such controls were tested and no reportable material weaknesses in the design or operations
were observed. The Statutory Auditors of the Company also test the effectiveness of Internal Financial Controls
in accordance with the requisite standards prescribed by ICAI. Their expressed opinion forms part of the
Independent Auditor''s report.

Internal Financial Controls are an integrated part of the risk management process, addressing financial and
financial reporting risks. The internal financial controls have been documented, digitized and embedded in the
business processes.

Assurance on the effectiveness of internal financial controls is obtained through management reviews, control
self-assessment, continuous monitoring by functional experts. We believe that these systems provide
reasonable assurance that our internal financial controls are designed effectively and are operating as intended.

During the year, no reportable material weakness was observed.

Sr. No.	Particulars	Amount
1.	Balance at the beginning of the year	993.78
2.	Current Year''s Profit	1,299.22
3.	Amount of Securities Premium and other Reserves	100
	Total	2,393.01

19. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND
OUTGO:

Presently, your Company has been carrying the business activities whose nature does not require to take steps
for the conservation of energy. Additionally, the Company will introduce and implement several technological
upgradations, with an objective to obtain improved quality of output at a reduced cost in upcoming times, if it
requires. Further, there was neither Foreign Exchange Earning nor Foreign Exchange outgoing during the year
under review.

20. DISCLOSURES RELATING TO HOLDING / SUBSIDIARY / ASSOCIATE COMPANY AND IOINT
VENTURES:

The Company does not have any Holding / Subsidiary/Associate Company and Joint Venture.

21. SECRETARIAL STANDARDS:

During the year under review, the Company has complied with the applicable Secretarial Standards issued by
The Institute of Company Secretaries of India (ICSI). The Company has devised proper systems to ensure
compliance with its provisions and is in compliance with the same.

22. STATEMENT ON ANNUAL EVALUATION MADE BY THE BOARD OF DIRECTORS:

The Board evaluated the effectiveness of its functioning, that of the Committees and of individual Directors,
pursuant to the provisions of the Act and SEBI Listing Regulations. The Board sought the feedback of Directors
on various parameters including:

â¢ Degree of fulfilment of key responsibilities towards stakeholders (by way of monitoring corporate
governance practices, participation in the long-term strategic planning, etc.);

â¢ Structure, composition, and role clarity of the Board and Committees;

â¢ Extent of co-ordination and cohesiveness between the Board and its Committees;

â¢ Effectiveness of the deliberations and process management.

â¢ Board / Committee culture and dynamics; and

â¢ Quality of relationship between Board Members and the Management.

The above criteria are broadly based on the Guidance Note on Board Evaluation issued by the Securities and
Exchange Board of India on January 5, 2017.

The Chairman of the Board had one-on-one meetings with each Independent Director and the Chairman of NRC
had one-on-one meetings with each Executive and Non-Executive, Non-Independent Directors. These meetings
were intended to obtain Directors'' inputs on effectiveness of the Board/ Committee processes.

In a separate meeting of Independent Directors, performance of Non-Independent Directors, the Board as a
whole, and the Chairman of the Company was evaluated, taking into account the views of Executive Directors
and Non-Executive Directors.

The Nomination and Remuneration Committee reviewed the performance of the individual directors and the
Board as a whole.

In the Board meeting that followed the meeting of the independent directors and the meeting of Nomination
and Remuneration Committee, the performance of the Board, its committees, and individual directors was
discussed.

The evaluation process endorsed the Board Members'' confidence in the ethical standards of the Company, the
resilience of the Board and the Management in navigating the Company during challenging times, cohesiveness
amongst the Board Members, constructive relationship between the Board and the Management, and the
openness of the Management in sharing strategic information to enable Board Members to discharge their
responsibilities and fiduciary duties.

The Board carried out an annual performance evaluation of its own performance and that of its committees and
individual directors as per the formal mechanism for such evaluation adopted by the Board. The performance
evaluation of all the Directors was carried out by the Nomination and Remuneration Committee.

The performance evaluation of the Chairman, the Non-Independent Directors and the Board as a whole was
carried out by the Independent Directors. The exercise of performance evaluation was carried out through a
structured evaluation process covering various aspects of the Board functioning such as composition of the
Board & committees, experience & competencies, performance of specific duties & obligations, contribution at
the meetings and otherwise, independent judgment, governance issues etc.

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligation and Disclosure
Requirements) Regulations, 2015, the Board has carried out the annual performance evaluation of the Directors
individually as well as evaluation of the working of the Board by way of individual feedback from directors.

The evaluation frameworks were the following key areas:

a) For Non-Executive & Independent Directors:

* Knowledge

* Professional Conduct

* Comply Secretarial Standard issued by ICSI Duties

* Role and functions

b) For Executive Directors:

* Performance as leader

* Evaluating Business Opportunity and analysis of Risk Reward Scenarios

* Key set investment goal

* Professional conduct and integrity

* Sharing of information with Board

* Adherence applicable government law

The Directors expressed their satisfaction with the evaluation process.

23. MANAGING THE RISKS OF FRAUD, CORRUPTION AND UNETHICAL BUSINESS PRACTICES:

A. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Company has established vigil mechanism and framed whistle blower policy for Directors and employees
to report concerns about unethical Behaviour, actual or suspected fraud or violation of Company''s Code of
Conduct or Ethics Policy.

B. BUSINESS CONDUCT POLICY

The Company has framed "Business Conduct Policy". Every employee is required to review and sign the policy
at the time of joining and an undertaking shall be given for adherence to the Policy. The objective of the Policy
is to conduct the business in an honest, transparent and in an ethical manner. The policy provides for antiÂ¬
bribery and avoidance of other corruption practices by the employees of the Company.

24. PARTICULARS OF EMPLOYEES:

The provisions of Rule 5(2) & (3) of the Companies (Appointment & Remuneration of Managerial Personnel)
Rules, 2014 are not applicable to the Company as none of the Employees of the Company has received
remuneration above the limits specified in the Rule 5(2) & (3) of the Companies (Appointment & Remuneration
of Managerial Personnel) Rules, 2014 during the financial year 2024-25.

25. LOANS FROM DIRECTOR / RELATIVE OF DIRECTOR:

During the year under review, the Company has not entered into any materially significant related party
transactions which may have potential conflict with the interest of the Company at large. Suitable disclosures
as required are provided in AS-18 which is forming the part of the notes to financial statement.

26. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The Directors and Key Managerial Personnel of the Company are summarized below:

Sr. No	Name	Designation	DIN/PAN
1	Jigneshkumar Patel ^{1 2 3 4 5 6}	Managing director	05257911
2	Jaivikkumar patel⁶	Managing director	10981461
3	Ish Sadana²	Non-Executive Independent Director	07141836
4	Meenu Jain	Non-Executive Independent Director	07072779
5	Geetika Garg	Non-Executive Independent Director	10643307
6	Maya Devi⁷	Non-Executive & Non-Independent Director	10229643
7	Harendrasingh Chauhan⁸	Non-Executive & Non-Independent Director	11241707
8	Sejal Rakeshkumar Rathod⁹	Non-Executive Independent Director	11228401
9	Nilam Makwana³	Non-Executive Independent Director	09210336
10	Vishaka Dipakkumar Shah¹⁰	Non-Executive Independent Director	09711526
11	Mahavirsinh Pravinsinh Zala¹¹	Non-Executive Independent Director	11252257
12	Aashish Kumar Hemraj Maury¹¹	Non-Executive Independent Director	10931075
11	Divyesh Bhanushali⁴	Non-Executive Independent Director	10860757
12	Jignesh kumar Patel¹²	Chief Financial Officer	AQEPP8019J
13	Pavankumar Ramsinh Verma¹⁰	Chief Financial Officer	BAOPV0033M
14	Reetu Bansal⁵	Company Secretary	AWXPB3148D

29. CORPORATE GOVERNANCE:

In terms of Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Corporate Governance Report and the Auditors'' Certificate regarding
Compliance to Corporate Governance requirements forms part of this Annual Report as Annexure - II.

30. DEPOSITS:

As per Section 73 of the Companies Act, 2013 the Company has neither accepted nor renewed any deposits
during the financial year. Hence the Company has not defaulted in repayment of deposits or payment of interest
during the financial year.

31. FORMAL ANNUAL EVALUATION PROCESS BY BOARD:

Pursuant to the provisions of the Companies Act, 2013 and Rules made thereunder, the Board has carried the
evaluation of its own performance, performance of Individual Directors, Board Committees, including the
Chairman of the Board on the basis of attendance, contribution towards development of the Business and
various other criteria as recommended by the Nomination and Remuneration Committee of the Company. The
evaluation of the working of the Board, its committees, experience and expertise, performance of specific duties
and obligations etc. were carried out. The Directors expressed their satisfaction with the evaluation process
and outcome.

In a separate meeting of Independent Directors the performances of Executive and Non-Executive Directors
were evaluated in terms of their contribution towards the growth and development of the Company. The
achievements of the targeted goals and the achievements of the Expansion plans were too observed and
evaluated, the outcome of which was satisfactory for all the Directors of the Company.

32. SECRETARIAL AUDITOR:

The Board of Directors pursuant to Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, has appointed M/s. Dharti Patel &
Associates, Practicing Company Secretaries, Ahmedabad as a Secretarial Auditor of the Company to conduct
Secretarial Audit for the Financial Year 2024-25.

The Secretarial Audit Report for the Financial Year 2024-25 is annexed herewith as Annexure III in Form MR-
3. The report of the Secretarial auditor has not made any adverse remark in their Audit Report.

33. DISCLOSURES:

a) Composition of Audit Committee:

During the year under review, meetings of members of the Audit committee as tabulated below, was
held on 28^th May 2024, 13^th August 2024, 12^th November 2024, 12^th February 2025 the attendance
records of the members of the Committee are as follows:

Name	Status	No. of the Committee Meetings entitled	No. of the Committee Meetings attended
Nilam Makwana³	Chairperson	4	4
Meenu Jain³	Chairperson	NA	NA
Vishaka Dipakkumar Shah¹³	Member	3	3
Ish Sadana¹⁴	Member	1	1
Jaivikkumar Patel⁴	Member	NA	NA
Jignesh kumar patel⁴	Member	4	4
Geetika Garg⁵	Member	NA	NA

1) Ms. Vishaka Dipakkumar Shah has resigned from the post of member of Audit Committee w.e.f 31^st January, 2025.

2) Mr. Ish Sadan appointed as member of Audit Committee w.e.f 4^th February and has resigned w.e.f. 28^th August, 2025.

3) Ms. Nilam Makwana has resigned from the post of chairperson of Audit Committee and Ms. Meenu Jain appointed as
Chairperson of Audit Committee w.e.f 6^th June, 2025.

4) Mr. Jignesh Kumar Patel has resigned from the post of the Member of Audit Committee and Mr. Jaivikkumar Patel appointed as
Member of Audit Committee w.e.f 22 th July, 2025.

5) Ms. Geetika Garg has appointed as Member of Audit Committee w.e.f. 28^th August, 2025.

b) Composition of Nomination and Remuneration Committee:

During the year under review, meetings of the members of the Nomination and Remuneration
committee, as tabulated below, were held on 28^th May, 2024, 17^th June, 2024, 27^th June 2024 and 4^thFebruary 2025 the attendance records of the members of the Committee are as follows:

Name	Status	No. of the Committee Meetings entitled	No. of Committee Meetings attended
Nilam Makwana^{13 14 15}	Chairperson	4	4
Meenu jain¹⁵	Chairperson	NA	NA
Vishaka Dipakkumar Shah¹	Member	3	3
Ish Sadana²	Member	1	1
Maya Devi¹⁶	Member	4	4
Geetika Garg¹⁷	Member	NA	NA
Harendrasingh Chauhan¹⁶	Member	NA	NA

1) Ms. Vishaka Dipakkumar Shah has resigned from the post of member of Nomination and Remuneration Committee w.e.f 31^stJanuary, 2025.

2) Mr. Ish Sadana appointed as member of Nomination and Remuneration Committee w.e.f 04^th February, 2025 and has resigned
w.e.f 6^th June, 2025.

3) Ms. Nilam Makwana has resigned from the post of Chairperson of Nomination and Remuneration Committee and Ms. Meenu
Jain appointed as Chairperson of Nomination and Remuneration Committee w.e.f 6^th June, 2025.

4) Ms. Geetika Garg has appointed as Member of Nomination and Remuneration Committee w.e.f 6^th June, 2025.

5) Ms. Maya Devi has resigned from the post of Member of Nomination and Remuneration Committee and Mr. Harendrasingh
Chahuhan has appointed as Member of Nomination and Remuneration Committee w.e.f. 14^th August, 2025.

c) Composition of Stakeholders'' Relationship Committee:

During the year under review, meetings of members of Stakeholders'' Relationship committee as
tabulated below, were held on 28^th May, 2025 and the attendance records of the members of the
Committee are as follows:

Name	Status	No. of the Committee Meetings entitled	No. of Committee Meetings attended
Nilam Makwana¹⁵	Chairperson	1	1
Meenu jain¹⁵	Chairperson	NA	NA
Vishaka Dipakkumar Shah¹	Member	1	1
Ish Sadana²	Member	NA	NA
Maya Devi¹⁶	Member	1	1
Geetika Garg¹⁷	Member	NA	NA
Jaivikkumar Patel¹⁶	Member	NA	NA

Name	Status	No. of the Committee Meetings entitled	No. of Committee Meetings attended
Jignesh Kumar Patel³	Chairperson	1	1
Jaivikkumar Patel³	Chairperson	NA	NA
Vishaka Dipakkumar Shah¹	Member	1	1
Maya Devi²	Member	1	1
Ish Sadana⁴	Member	NA	NA
Harendrasingh Chauhan⁴	Member	NA	NA
Meenu Jain⁵	Member	NA	NA
Geetika Garg⁴	Member	NA	NA

1) Ms. Vishaka Dipakkumar Shah has resigned from the post of member of Corporate Social Responsibility w.e.f 31^st January,
2025.

2) Mr. Ish Sadan appointed as member of Corporate Social Responsibility w.e.f 04^th February, 2025 and has resigned w.e.f 28^thAugust, 2025.

3) Mr. Jignesh Kumar Patel has resigned from the post of Chairperson of Corporate Social Responsibility Committee and Mr.
Jaivikkumar Patel has appointed as Chairperson of the Corporate Social Responsibility Committee w.e.f 22 ^nd July, 2025.

4) Ms. Maya Devi has resigned from the post of Member of Corporate Social Responsibility Committee and Ms. Geetika Garg has
appointed as member of Corporate Social Responsibility Committee w.e.f 14^th August, 2025.

5) Ms. Meenu Jain has appointed as Member of Corporate Social Responsibility Committee w.e.f. 28^th August, 2025.

34. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION.
PROHIBITION & REDRESSAL) ACT. 2013:

The Company has always been committed to provide a safe and conducive work environment to its employees.
Your Directors further state that during the year under review there were no cases filed pursuant to the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 as confirmed by the
Internal Complaints Committee as constituted by the Company.

The following no. of complaints was received under the POSH Act and the rules framed thereunder during the
year:

a. number of complaints filed during the financial year - NIL

b. number of complaints disposed of during the financial year - NIL

c. number of complaints pending as on end of the financial year - NIL

35. INDUSTRIAL RELATIONS:

The Directors are pleased to report that the relations between the employees and the management continued
to remain cordial during the year under review.

36. MAINTENANCE OF COST RECORDS:

According to information and explanation given to us, the Central Government has not prescribed maintenance
of cost records under section 148(1) of the Act in respect of activities carried out by the Company.

37. DEMATERIALISATION OF EQUITY SHARES:

As per direction of the SEBI, the shares of the Company are under compulsory demat form. The Company has
established connectivity with both the Depositories i.e., National Securities Depository Limited ("NSDL") and
Central Depository Services (India) Limited ("CDSL") and the Demat activation number allotted to the Company
is ISIN: INE293E01031. Presently shares are held in electronic and physical mode.

38. INSOLVENCY AND BANKRUPTCY CODE:

There is no application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31
of 2016) during the year.

39. POLICY ON DIRECTOR''S APPOINTMENT AND REMUNERATION:

The Remuneration policy is directed towards rewarding performance based on review of achievements on a
periodical basis. The remuneration policy is in consonance with the existing industry practice and is designed
to create a high-performance culture. It enables the Company to attract, retain and motivate employees to
achieve results. The Company has made adequate disclosures to the members on the remuneration paid to
Directors from time to time. The Company''s Policy on director''s appointment and remuneration including
criteria for determining qualifications, positive attributes, independence of a director and other matters
provided under Section 178 (3) of the Act is available on the website of the Company at
www.planterspolysacks.com.

40. VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM
BANKS AND FINANCIAL INSTITUTIONS:

The details of difference between amount of the valuation done at the time of one-time settlement and the
valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof is not
applicable to the Company.

41. ACKNOWLEDGEMENTS:

Your Directors would like to express their sincere appreciation for the co-operation and assistance received
from the Bankers, Regulatory Bodies, Stakeholders including Financial Institutions, Suppliers, Customers and
other business associates who have extended their valuable sustained support and encouragement during the
year under review.

Your Directors take this opportunity to recognize and place on record their gratitude and appreciation for the
commitment displayed by all executives, officers and staff at all levels of the Company. We look forward for the
continued support of every stakeholder in the future.

Registered Office: By the Order of the Board of

Office No. A-828, West Bank Building, Cropster Agro Limited

Opp. City Gold Cinema, Ashram Road,

Ashram Road P.O, Ahmedabad, City
Ahmedabad, Gujarat, India, 380009

Sd/- Sd/-

Harendrasingh Chahuhan Jaivikkumar Patel

Place: Ahmedabad Director Managing Director

Date: 5^th September, 2025 DIN: 11241707 DIN: 10981461

Ms. Vishaka Dipakkumar Shah has Resigned from the post of Non-Executive Independent Director w.e.f 31^st January, 2025

Mr. Ish Sadana appointed as Non-Executive Independent Director w.e.f 4^th February, 2025 and has Resigned w.e.f. 28^th August,2025.

Ms. Nilam Makwana has Resigned from the post of Non-Executive Independent Director w.e.f. 6^th June,2025

Mr. Divyesh Bhanusali appointed as Additional Independent Director on 6^th June,2025 and has resigned from the post Independent
Director w.e.f 2 ^nd July,202 5.

Ms. Reetu Bansal has appointed as Company Secretary w.e.f. 27^th July, 2024 and Resigned from the post of Company Secretary w.e.f.
2^nd July, 2025

Mr. Jigneshkumar Patel has Resigned from the post of Managing Director w.e.f 22 ^nd July, 2025 and Mr. Jaivikkumar Patel has appointed
for the post of Managing Director w.e.f 21^st July, 2025.

Ms. Maya Devi has Resigned from the post of Non-Executive and Non-Independent Director w.e.f 14^th August, 2025.

Mr. Harendrasingh Chauhan appointed has appointed as Non-Executive Non- Independent Director w.e.f 14^th August, 2025.

Ms. Sejal Rakeshkumar Rathod appointed has appointed as Non-Executive Independent Director w.e.f. 14^th August,2025.

Mr. Pavankumar Ramsinh Verma has Appointed as Chief Financial Officer w.e.f 14^th August, 2025.

Mr. Mahavirsinh Pravinsinh Zala and Mr. Aashish Kumar Hemraj Maury has appointed as Non-Executive Independent Director w.e.f.
28^th August,2025.

27. DECLARATION BY INDEPENDENT DIRECTORS:

Ms. Meenu Jain, Ms. Geetika Garg, Ms. Sejal Rakeshkumar Rathod, Mr. Mahavirsinh Pravinsinh Zala and Mr.
Aashish Kumar Hemraj Maury are the Independent Directors of the Company have confirmed to the Board that
they meet the criteria of Independence as specified under Section 149 (6) of the Companies Act, 2013 and they
qualify to be Independent Directors. They have also confirmed that they meet the requirements of Independent
Director as mentioned under Regulation 16 (1)(b) of SEBI (Listing Obligation and Disclosure Requirements)
Regulations, 2015. The confirmations were noted by the Board.

28. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Management Discussion and Analysis Report as required under Regulation 34 and Schedule V of the SEBI
(Listing Obligation and Disclosure Requirements) Regulations, 2015 forms an integral part of this Report, and
provides the Company''s current working and future outlook as per Annexure I to this Report.

Mr. Jigneshkumar Patel has resigned from the post of Chief Financial Officer w.e.f 22^nd July, 2025.

Ms. Vishaka Dipakkumar Shah has resigned from the post of member of Stakeholders'' Relationship Committee w.e.f 31^stJanuary, 2025.

Mr. Ish Sadana appointed as member of Stakeholders'' Relationship Committee w.e.f. 04^th February, 2025 and has resigned
w.e.f 6^th June, 2025.

Ms. Nilam Makwana has resigned from the post of Chairperson of Stakeholders'' Relationship Committee and Ms. Meenu
Jain appointed as Chairperson of Stakeholders'' Relationship Committee w.e.f 6^th June, 2025.

Ms. Maya Devi has resigned from the post of Member of Stakeholder''s Relationship Committee and Mr. Jaivik Kumar Patel
has appointed as member of Stakeholders'' Relationship Committee w.e.f 14^th August, 2025.

d) Composition of Corporate Social Responsibility Committee:

During the year under review, meetings of members of Corporate Social Responsibility committee as
tabulated below, were held on 31^st January, 2025 and the attendance records of the members of the
Committee are as follows:

Ms. Geetika Garg has appointed as Member of Stakeholders'' Relationship Committee w.e.f 6^th June, 2025.

Mar 31, 2024

Your Directors have pleasure in presenting the 39^th Annual Report and Audited Financial Statements of your Company for the year ended 31^st March, 2024 and the Report of the Auditors thereon.

1. FINANCIAL SUMMARY OR HIGHLIGHTS OF THE COMPANY:

Your Companyâs financial performance for the year ended March 31, 2024, is as below:

(Rs. In Lakhs)

Financial Performance	Year ended 31.03.2024	Year ended 31.03.2023
Revenue from Operation & Other Income	6071.24	0.00
Less: Expenditure	4970.69	11.67
Interest	0.00	0.00
Depreciation & Amortization	0.49	0.00
Profit/(Loss) before Taxation	1,110.48	(11.67)
Net Profit/(Loss) after Taxation	1,063.99	(11.67)

2. BRIEF STATE OF COMPANYâS AFFAIRS:

The Company is a professionally managed Company and the Company has business objectives preparing, manufacturing, processing, marketing, trading, import, export, improving, selling and dealing in all kinds of agro/agri/food products including but not limited to spices, oil seeds, grains, vegetables, herbs, pickles and other items derived from agricultural, farming or relevant activities.

During the year, Revenue from the operations is Rs. 6071.24 Lakhs. The company reported a profit after tax of Rs. 1,063.99 Lakhs as compared to a loss of Rs. 11.67 lakhs in the previous financial year.

3. DIVIDEND:

Your Directors express their inability to recommend any dividend for the Financial Year 202324.

4. TRANSFER TO RESERVES:

The Company has transferred amount of Rs. 1,063.99 lakhs to the reserve.

5. SHARE CAPITAL:

The Paid-up Equity Share Capital of the Company as on March 31, 2024 is Rs. 25,00,00,000 divided into 2,50,00,000 Equity shares having face value of Rs.10 each.

During the year under review, the Company has not issued any shares with differential rights, sweat equity shares and equity shares under Employees Stock Option Scheme.

The Company has issued 2,48,60,000 Convertible Warrants on preferential basis at an issue price of Rs. 10/- each aggregating to Rs. 24,86,00,000/- (Rupees Twenty-Four Crores Eighty-Six Lacs only), to certain identified non promoter persons. The Warrants were allotted on the 24^th August, 2023 on receiving 25% of the issue price per warrant. Further, on 14^th September, 2023, warrants were converted into the Equity Shares upon receiving 75% of the issue price per warrants.

The Company has further issued 30,00,000 Convertible Warrants on preferential basis at an issue price of Rs. 200/- each (includes Rs. 10/- face value and Rs. 190/- premium) to certain identified non promoter persons. The Warrants were allotted on the 28^th February, 2023 on receiving 25% of the issue price per warrant.

A) Issue of equity shares with differential rights:

During the year under review, the Company has not issued any shares with differential voting rights.

B) Issue of sweat equity shares:

During the year under review, the Company has not issued any sweat equity shares.

C) Issue of employee stock options:

During the year under review, the Company has not issued any sweat equity shares.

6. DISCLOSURES RELATING TO SUBSIDIARY, ASSOCIATE AND JOINT VENTURE COMPANIES:

As on 31^st March, 2024, the Company does not have any Subsidiary or Associate and Joint Venture Company.

7. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNALS:

During the year no such material and significant orders which were passed by the Regulators or Courts or tribunals which impact the going concern status.

8. MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION:

There are no material changes and commitments, affecting the financial position of the Company which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of the report.

9. REPORTING OF FRAUDS:

There were no instances of fraud during the year under review, which required the Statutory Auditors to report to the Audit Committee and / or to the Board as required under Section 143(12) of the Act and rules made thereunder.

10. DEPOSITS:

Your Company has not accepted any fixed deposits from the public under Section 73 of the Companies Act, 2013 and is therefore not required to furnish information in respect of outstanding deposits under and Companies (Acceptance of Deposits) Rules, 2014 and as per the provisions of Reserve Bank of India.

11. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE ACT:

During the year, your Company has not given any loan, Guarantee or not made any investment under Section 186 of the Act.

12. ANNUAL RETURN:

Pursuant to Section 92(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014 the Annual Return as on 31^st March, 2024 is available on Companyâs website within 60 days from the date of the Annual General Meeting.

13. DISCLOSURES AS PER SECTION 134 (3) (m) OF THE COMPANIES ACT, 2013 FOR CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:

Presently, your Company has been carrying the business activities whose nature does not require to take steps for the conservation of energy. Additionally, the Company will introduce and implement several technological upgradations, with an objective to obtain improved quality of output at a reduced cost in upcoming times, if it requires. Further, there was neither Foreign Exchange Earning nor Foreign Exchange outgoing during the year under review.

14. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

(A) COMPOSITION OF BOARD:

As on end of financial year, Board of Directors of your company comprises of 4 (Four) Directors out of which 2 (Two) are Independent Non-Executive Directors including 2 (Two) Woman Directors.

During the year, following persons have been appointed by the Board of the Company:

1. Ms. Maya Devi (DIN: 10229643) has been appointed as the additional non-executive Director of the Company w.e.f. 07^th July, 2023. Further, she has been regularized by the members of the Company in their Extra-Ordinary General Meeting held on 05 ^th February,

2024.

During the year, following persons have ceased from the Director of the Company:

1. Mr. Nishikant Gothwal (DIN: 09772275), a Non-Executive Director of the company has ceased from the Director of the Company due to his death. The Company has taken the note of sad demise of the Director and also noted his contribution in growth of the Company.

(B) RETIREMENT BY ROTATION:

Ms. Maya Devi (DIN: 10229643), Director retires by rotation and being eligible offers herself for reappointment.

(C) RE-APPOINTMENT/APPOINTMENT:

Necessary resolutions for approval of the appointment of the aforesaid Directors have been included in the Notice of the forthcoming 39^th Annual General Meeting of the Company. Your Directors recommend the same for approval by the Members.

In the opinion of the Board the Directors so getting appointed are of integrity, expertise and experience as required by the Company. Profiles of the aforesaid Directors seeking appointment, as required under Regulations 36(3) of the Listing Regulations and Clause 1.2.5 of the Secretarial Standard-2, are given in Annexure-A to the Notice of the forthcoming 39^th Annual General Meeting.

(D) INDEPENDENT DIRECTORS:

Your Company has received the confirmation / disclosures from the Independent Directors for the year as mandated under Section 149(7) of the Companies Act, 2013 that they meet the criteria of Independence as provided under Section 149(6) of the Act read with Regulation 16(1)(b) âthe Listing Regulationsâ. There has been no change in the circumstances affecting their status as Independent Director of the Company.

The following are the Independent Non-Executive Directors of the Company as on the end of reporting period: Ms. Nilam Viren Makwana and Ms. Vishakha D Shah.

(E) WOMAN DIRECTOR:

In terms of the provisions of Section 149(1) of the Companies Act, 2013, a Company shall have at least one Woman Director on the Board of the Company. Your Company at the end of the financial year has Ms. Nilam Viren Makwana, Ms. Vishakha D Shah and Ms. Maya Devi as Woman Directors on the Board of the Company.

(F) KEY MANAGERIAL PERSONNEL:

In terms of Section 203 of the Act, the following are the Key Managerial Personnel of the Company as on date:

Mr. Jignesh Kumar Patel	Managing Director
Mr. Jignesh Kumar Patel	Chief Financial Officer (CFO)
Ms. Reetu Bansal	Company Secretary (CS)

During the period under review, Mr. Vinay Kumar Jain has been appointed as the Company Secretary and Compliance Officer w.e.f 05^th September, 2023. However, he has given resignation from the post of Company Secretary and Compliance Officer w.e.f. 28^th March, 2024. Ms. Reetu Bansal has been appointed in his place as the Company Secretary and Compliance Officer w.e.f. 27^th June, 2024.

15. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS AND ATTENDANCE:

During the year, the meetings of the Board of Directors were held at regular interval and the Board met 10 (Ten) times. Dates of Board meetings and attendance of Directors are given below;

Sr. No.	Date of Board Meeting	Total Directors	Present Directors
1.	12/05/2023	4	4
2.	07/07/2023	3	3
3.	19/07/2023	4	4
4.	12/08/2023	4	4
5.	19/08/2023	4	4
6.	24/08/2023	4	4
7.	05/09/2023	4	4
8.	14/09/2023	4	4
9.	15/09/2023	4	4
10.	02/11/2023	4	4
11.	10/11/2023	4	4
12.	21/11/2023	4	4
13.	09/01/2024	4	4
14.	28/02/2024	4	4
15.	28/03/2024	4	4

16. MEETING OF INDEPENDENT DIRECTORS:

Independent Directors duly met during the year under review.

17. POLICY OF DIRECTORSâ APPOINTMENT AND REMUNERATION INCLUDING CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE OF A DIRECTOR, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES:

The Company strives to maintain an appropriate combination of Executive, Non-Executive and Independent Directors subject to a maximum as provided in Articles of Association and Companyâs policy as referred under Section 178(3) of the Companies Act, 2013 is placed on the website of the Company. The member can avail the same from http://www.planterspolysacks.com/policies.html.

18. PARTICULARS OF LOANS, GAURANTEES OR INVESTMENTS:

There are no such particulars as the Company has not made any such transactions referred under Section 186 of the Companies Act, 2013.

19. FORMAL ANNUAL EVALUATION OF BOARD, COMMITTEE AND INDIVIDUAL DIRECTORS:

A formal evaluation of performance of the Board, itâs Committees and the individual Directors was carried out. Led by the Nomination and Remuneration Committee, the evaluation was done using individual questionnaires, receipt of regular inputs and information, functioning, performance and structure of Board Committees, ethics and values, skill set, knowledge and expertise of Directors, leadership etc.

20. AUDITORS:

Statutory Audit and Auditors Appointment:

To fill the casual vacancy aroused due to the resignation given M/s. MNT and Associates LLP, Chartered Accountants, the Audit Committee and the Board of Directors has recommended the appointment of M/s. J. Singh & Associates, Chartered Accountants (Firm Reg. No. 110266W) as the Statutory Auditor of the Company from the conclusion of the 38 ^th Annual General Meeting till the conclusion of the 39^th Annual General Meeting of the Company.

Considering the experience and expertise and on the recommendation of the Audit Committee, proposed to the Members of the Company appointment of M/s. J. Singh & Associates Chartered Accountants (Firm Reg. No. 110266W), for a term of 5 (five) consecutive years from the conclusion of this 39^th Annual General Meeting till the conclusion of 44^th Annual General Meeting at such remuneration, charges and out of pocket expenses as may be mutually agreed between the Board and the Auditors.

There is no audit qualification or observation on the financial statements of Company, by the statutory auditors for the year under review and therefore, do not call for any further explanation or comments from the Board under Section 134(3) of the Act.

21. SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT:

Pursuant to Section 204 of the Companies Act, 2013, the Company has appointed M/s. Dharti Patel & Associates, Practicing Company Secretaries, as its Secretarial Auditors to conduct the Secretarial Audit of the Company for the Financial Year 2023-24. The Company has provided all assistance and facilities to the Secretarial Auditor for conducting their audit. The report of Secretarial Auditor for the financial year ended 31^st March, 2024 is annexed to this report as Annexure-I.

Further, Director Non- Disqualification certificate as per the requirement of regulation 34 (3) and Schedule V Para C clause (10) (i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed as Annexure-II.

22. DIRECTORâS RESPONSIBILITY STATEMENT:

Your Directors in terms of Section 134(5) of the Companyâs Act, 2013 confirm that:

a) All applicable accounting standards have been followed in the preparations of the annual accounts with proper explanation relating to material departures;

b) Your Directors have selected such accounting policies and applied them consistently, made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the statement of affairs of the Company as of 31.03.2024 and of the loss of the Company for that period;

c) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) The Annual Accounts have been prepared on a going concern basis as stated in the notes on accounts;

e) The Company follows internal financial controls and that such internal controls are adequate and are operating adequately.

f) There are proper systems devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

23. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS:

The Company has implemented such internal financial controls commensurate with the size of the Company to provide a true and fair view of the financial statements and has laid down such standards and processes which ensures that the same are adequate and operating efficiently.

24. COMMITTEE OF BOARD:

AUDIT COMMITTEE:

a) Brief description of terms of reference:

Terms of Reference of the Audit Committee are as per Section 177 of the Companies Act, 2013 and the guidelines set out in the listing agreements with the Stock Exchanges that inter-alia, include overseeing financial reporting processes, reviewing periodic financial results, financial statements and adequacy of internal control systems with the Management and adequacy of internal audit functions, discussions with the auditors about the scope of audit including the observations of the auditors and discussion with internal auditor on any significant findings.

b) Composition and meetings:

The Company has Audit Committee constituted under the Chairmanship of Ms. Nilam Makwana in accordance with the provisions of Section 177(1) of the Companies Act, 2013. As on 31^st March, 2024, the Composition of the Committee is Ms. Nilam Makwana, Chairman; Ms. Vishakha Shah and Mr. Jignesh Patel are the members.

During the year the Committee met 5 (Five) times i.e. on 12^th May, 2023; 12^th August, 2023; 02^nd November, 2023; 10^th November, 2023 and 09^th January, 2024.

NOMINATION/REMUNERATION COMMITTEE:

The Nomination/Remuneration committee recommends to the Board the attributes and qualification for becoming a member of the Board. It also recommends the remuneration payable to the Directors, Key managerial personnel and other senior personnel and such other matters as are necessary under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Nomination/Remuneration committee consists of Ms. Nilam Makwana, Chairman; Ms. Vishakha Shah and Ms. Maya Devi are the members.

During the year the Committee met 3 (Three) times i.e. on 07^th July, 2023, 05^th September, 2023 and 28^th March, 2024.

STAKEHOLDERS RELATIONSHIP COMMITTEE:

The Board of Directors have constituted Stakeholders Relationship Committee in line with the Listing Agreement, which is responsible for all matters concerning the share transfers, transmissions, issue of duplicate share certificates and attending to the grievance of the shareholders.

The present composition of the Committee is as Ms. Maya Devi, Chairman; Ms. Nilam Makwana and Ms. Vishakha Shah are the members. During the year, Shareholders Relationships Committee was held on 28^th March, 2024.

25. MEETING OF THE SHAREHOLDERS:

Details of the Shareholderâs Meeting held during the year is held as follow:

Date	^Typ^e	Time	Venue
09.06.2023	AGM	02:00 PM	Office No. 496, Gavdevi Mandir, Ghansoli Village, Offsite Ghansoli Gaon, Post Office, Ghansoli, Navi Mumbai, Thane, Maharashtra-400706, India
16.08.2023	EGM	02:00 PM	Office No. 496, Gavdevi Mandir, Ghansoli Village, Offsite Ghansoli Gaon, Post Office, Ghansoli, Navi Mumbai, Thane, Maharashtra-400706, India
05.02.2024	EGM	02:00 PM	B 2 207 West Gate Business Bay, Opp Andaj Party Plot, Bodakdev, Ahmedabad, Gujarat-

380054, India

26. VIGIL MECHANISM:

As required in terms of the provisions of Section 177 (9) of the Act, your Company has implemented a Whistle Blower Policy pursuant to which Whistle Blowers can raise and report genuine concerns relating to reportable matters such as breach of code of conduct, fraud, employee misconduct, misappropriation of funds, health and safety matters etc. the mechanism provides for adequate safeguards against victimization of Whistle Blower who avail of such mechanism and provides for direct access to the chairman of the Audit Committee.

The functioning of the Whistle Blower policy is being reviewed by the Audit Committee from time to time. None of the Whistle Blower has been denied access to the Audit Committee of the Board.

27. CORPORATE SOCIAL RESPONSIBILITY (CSR):

As per the provisions of the Section 135 of the Companies Act, 2013 if the net worth of rupees five hundred crore or more, or turnover of rupees one thousand crore or more or a net profit of rupees five crore or more during the immediately preceding financial year, is required to comply the provisions of Section 135.

During the financial year ended on 31^st March, 2024, the net profit of the Company is Rs. 10,63,99,000. Hence, the Company is required to comply with the provision of Section 135 of the Companies Act, 2013. Therefore, the Company has constituted Corporate Social Responsibility Committee consisting of Ms. Maya Devi, Chairman; Ms. Nilam Makwana and Ms. Vishakha Shah are the members.

28. RISK MANAGEMENT POLICY:

The Board of Director are overall responsible for identifying, evaluating, mitigating and managing all significant kinds of risks faced by the Company. The Board has approved Risk Management policy, which acts as guiding principles by which key risks are managed in the Company.

The Board itself monitors and reviews the risks which have potential bearing on the performance of the Company and in the opinion of the Board there is no risk faced by the Company, which threatens its existence.

29. CORPORATE GOVERNANCE CERTIFICATE AND MANAGEMENT DISCUSSION & ANALYSIS:

Your Company has complied with the requirements of corporate governance as prescribed under Schedule V of the SEBI (LODR) Regulations, 2015. A separate report on corporate governance forms the part of the annual report as Annexure-III. Certificate from the Practicing Company Secretary regarding compliance of conditions of Corporate Governance is presented under a separate section, which forms part of this Annual Report.

The Management Discussion and Analysis Report forms part as Annexure-IV of this Annual Report for the year ended 31^st March, 2024.

30. PARTICULAR PURSUANT TO SECTION 197(12) AND RELEVANT RULES:

In terms of the provisions of Section 197(12) of the Companies Act, 2013 read with the Rule 5(2) of the Companies (Appointment and Remuneration) Rules, 2014, as amended from time to time, the Company is required to disclose the ratio of the remuneration of each director to the median employeeâs remuneration and such other details. However, there are no such details reportable.

31. IBC CODE & ONE-TIME SETTLEMENT:

There is no proceeding pending against the Company under the Insolvency and Bankruptcy Code, 2016 (IBC Code). There has not been any instance of one-time settlement of the Company with any bank or financial institution.

32. INFORMATION REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013:

The Company believes in creating an environment for its employees which is free from discrimination. The Company culture embraces treating everyone with dignity and respect and believes in equality irrespective of the gender of an employee. The Company is committed to take progressive measures to increase representation of women particularly at leadership level. During the year there are no such complaints and therefore not required to be reported.

33. ADDITIONAL INFORMATION:

Your Company provides additional information related to the Companyâs business, matter of interest to the investors like financial information etc. on its website www.planterspolysacks.com.

34. DISCLOSURE:

The Company has complied with applicable provisions of Secretarial Standards i.e. SS-1 and SS-2.

35. LISTING WITH STOCK EXCHANGES:

Companies Shares are Listed on BSE Limited.

36. ACKNOWLEDGEMENT:

Your Directors place on record their appreciation for assistance and co-operation received from various Government agencies, Banks, Financial Institutions, Stock Exchanges, customers, suppliers and other business associates during the financial year.

By Order of the Board of Directors For, Cropster Agro Limited

Sd/- Sd/-

Place: Ahmedabad Maya Devi Jignesh Kumar Patel

Date: 21^st August, 2024 Director Managing Director

(DIN: 10229643) (DIN: 05257911)

Mar 31, 2023

The Directors have pleasure in presenting the 38^th Annual Report and Audited Financial Statements of your Company for the year ended 31^st March, 2023 and the Report of the Auditors thereon.

1. FINANCIAL SUMMARY OR HIGHLIGHTS OF THE COMPANY:

Your Company has not carried on any business activities in current and previous financial years. Loss after tax for the financial year 2022-23 was Rs. 11,67,000 (Rs.7,24,669 in the previous year).

Since the Company has suffered loss during the current year there is no provision for income tax in the year.

Your Board of Director are evaluating various business opportunities from time to time and is in continuous efforts to raise resources from investors or institutions, however during the financial year none of this materialized.

2. BRIEF STATE OF COMPANYâS AFFAIRS:

The Company is a professionally managed Company and the Company has business objectives of manufacturers, coaters processors, importers. exporters, buyers, sellers commission agents of and dealers in all types of chemicals, plastics, rubber, leather, foam, cellulose, was and their products of any nature and kind whatsoever and in particular High Density Polyethylene/Polypropylene Sacks and fabrics with or without lamination of any of the products and or other packaging products or new substances being improvements upon, modifications of or resulting from any processes and or manufacturers of materials from the waste realised from any of the above mentioned products either on its own account or on commission, however in view of the poor financial conditions of the Company during the year no business operation has taken place and efforts made by the Board of Directors were not materialised.

3. DIVIDEND:

Your Directors express their inability to recommend any dividend since the Company has suffered loss during the current financial year.

4. TRANSFER TO RESERVES:

Since the Company has no surplus during the year no amount has been transferred to the

Reserves maintained by the Company.

5. SHARE CAPITAL:

The Paid up Equity Share Capital of the Company as on March 31, 2023 is Rs.14,00,000 divided into 1,40,000 Equity shares having face value of Rs.10 each.

During the year under review, the Company has not issued any shares with differential rights, sweat equity shares and equity shares under Employees Stock Option Scheme.

6. DISCLOSURES RELATING TO SUBSIDIARY, ASSOCIATE AND JOINT VENTURE COMPANIES:

As on 31^st March, 2023, the Company does not have any Subsidiary or Associate and Joint Venture Company.

7. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNALS:

During the year no such material and significant orders which were passed by the Regulators or Courts or tribunals which impact the going concern status.

8. MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION:

9. REPORTING OF FRAUDS:

10. DEPOSITS:

11. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE ACT:12. ANNUAL RETURN:

Pursuant to Section 92(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014 the Annual Return as on 31^stMarch, 2023 is available on Companyâs website within 60 days from the date of the Annual General Meeting.

13. DISCLOSURES AS PER SECTION 134 (3) (m) OF THE COMPANIES ACT, 2013 FOR CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:

Presently, your Company has not carried on any business activities and therefore not required to disclose the details related to conservation of energy, technology absorption. Further, there was neither Foreign Exchange Earning nor Foreign Exchange outgoing during the year under review.

14. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:(A) COMPOSITION OF BOARD:

As on end of financial year, Board of Directors of your company comprises of 4 (Four) Directors out of which 2 (Two) are Independent Non-Executive Directors including 2 (Two) Woman Directors.

During the year, following persons have been appointed by the Board of the Company:

1. Mr. Jignesh Kumar Patel (DIN: 05257911) has been appointed as an additional Managing Director of the Company for a period of 5 consecutive years from 29^thDecember, 2022, subject to approval by the Members of the Company.

2. Ms. Nilam Viren Makwana (DIN: 09210336) has been appointed as an additional Independent Director of the Company for a period of 5 consecutive years from 24^thJanuary, 2023, subject to approval by the Members of the Company

3. Ms. Vishakha D Shah (DIN: 09711526) has been appointed as an additional Independent Director of the Company for a period of 5 consecutive years from 24^thJanuary, 2023, subject to approval by the Members of the Company.

4. Mr. Nishikant Gothwal (DIN: 09772275) has been appointed as the additional nonexecutive Director of the Company w.e.f. 06^th March, 2023, subject to approval by the Members of the Company.

1. Mr. Hemant Prasad Ameta (DIN: 06491207), Director of the Company has given resignation w.e.f. 01^st October, 2022.

2. Ms. Ruchi Subhash Mandora (DIN: 07136440), Women Director of the Company has given resignation w.e.f. 01^st October, 2022.

3. Mr. Kamal Kumar Jain (DIN: 00418536), Director of the Company has given resignation w.e.f. 28^th December, 2022.

4. Mr. Kanhaiyalal Satyanarain Basotia (DIN: 01965955), Whole-time director of the Company has given resignation w.e.f. 03^rd February, 2023.

(B) RETIREMENT BY ROTATION:

Mr. Jignesh Kumar Patel (DIN: 05257911), Managing Director retires by rotation and being eligible offers himself for reappointment.

Your Directors in order to broad base the Composition of Board and based on the recommendation of the Nomination and Remuneration Committee, and taking into account their credentials, expertise and experience, appointed Mr. Jignesh Kumar Patel (DIN: 05257911) as an additional Managing Director of the Company for a period of 5 consecutive years from 29^th December, 2022, subject to approval by the Members of the Company.

Ms. Nilam Viren Makwana (DIN: 09210336) and Ms. Vishakha D Shah (DIN: 09711526) as an additional and Independent Director of the Company for a period of 5 consecutive years from 24^th January, 2023, subject to approval by the Members of the Company.

Mr. Nishikant Gothwal (DIN: 09772275) was appointed as the additional non-executive Director of the Company w.e.f. 06^th March, 2023, subject to approval by the Members of the Company.

Necessary resolutions for approval of the appointment of the aforesaid Directors have been included in the Notice of the forthcoming 38^th Annual General Meeting of the Company. Your Directors recommend the same for approval by the Members.

(D) INDEPENDENT DIRECTORS:

Your Company has received the confirmation / disclosures from the Independent Directors for the year as mandated under Section 149(7) of the Companies Act, 2013 that they meet the criteria of Independence as provided under Section 149(6) of the Act read with Regulation 16(1 )(b) âthe Listing Regulationsâ. There has been no change in the circumstances affecting their status as Independent Director of the Company.

The following are the Independent Non-Executive Directors of the Company: Ms. Nilam Viren Makwana and Ms. Vishakha D Shah.

(E) WOMAN DIRECTOR:

In terms of the provisions of Section 149(1) of the Companies Act, 2013, a Company shall have at least one Woman Director on the Board of the Company. Your Company at the end of the financial year has Ms. Nilam Viren Makwana and Ms. Vishakha D Shah as Woman Directors on the Board of the Company.

(F) KEY MANAGERIAL PERSONNEL:

In terms of Section 203 of the Act, the following are the Key Managerial Personnel of the Company as on date:

Mr. Jignesh Kumar Patel	Managing Director
Mr. Jignesh Kumar Patel	Chief Financial Officer (CFO)

During the period under review, Mr. Kanhaiyalal Basotia, has given the resignation from the post of Whole-Time Director of the Company w.e.f. 03^rd February, 2023. Whereas, Jignesh Patel has been appointed as Managing Director of the Company w.e.f. 29^th December, 2022.

Further, Mr. Sushil Basotia has given the resignation from the position of the Chief Financial Officer of the Company w.e.f. 03^rd February, 2023. Mr. Jignesh Patel has been appointed as Chief Financial Officer of the Company w.e.f. 01^st March, 2023 in his place.

During the period under review, Mr. Sandeep Jha has given resignation from the post of Company Secretary w.e.f 28^th December, 2022 and Mr. Jayesh Bhavsar was Appointed Company Secretary w.e.f 29^th December, 2022 in his place. However, he has also placed his resignation from the post of Company Secretary w.e.f. 31^st March, 2023.

15. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS AND ATTENDANCE:

During the year, the meetings of the Board of Directors were held at regular interval and the Board met 10 (Ten) times. Dates of Board meetings and attendance of Directors are given below;

Sr. No.	Date of Board Meeting	Total Directors	Present Directors
1.	11/05/2022	4	4
2.	08/08/2022	4	4
3.	01/10/2022	4	4
4.	11/11/2022	3	2
5.	28/12/2022	3	2
6.	24/01/2023	3	2
7.	30/01/2023	4	4
8.	03/02/2023	4	4
9.	01/03/2023	3	3
10.	06/03/2023	3	3
11.	31/03/2023	4	4

16. MEETING OF INDEPENDENT DIRECTORS:

Independent Directors duly met during the year under review.

18. PARTICULARS OF LOANS, GAURANTEES OR INVESTMENTS:

There are no such particulars as the Company has not made any such transactions referred under Section 186 of the Companies Act, 2013.

19. FORMAL ANNUAL EVALUATION OF BOARD, COMMITTEE AND INDIVIDUAL DIRECTORS:

20. AUDITORS:

Statutory Audit and Auditors Appointment:

In terms of Section 139 of the Companies Act, 2013 and the Rules made thereunder, M/s. M N T and Associates LLP, Chartered Accountants, (Firm Reg. No. W100115) were appointed as the Statutory Auditors of the Company from the conclusion of 37^th Annual General Meeting until the conclusion of 42^nd Annual General Meeting of Company.

However, M/s. MNT and Associates LLP, Chartered Accountants has given resignation from the post of the Statutory Auditors of the Company w.e.f. 12^th May, 2023, before the completion of the tenure of 5 years.

To fill the casual vacancy aroused due to the resignation given M/s. MNT and Associates LLP, Chartered Accountants, the Audit Committee and the Board of Directors has recommended the appointment of M/s. J. Singh & Associates, Chartered Accountants (Firm Reg. No. 110266W) as the Statutory Auditor of the Company from the conclusion of the 38^thAnnual General Meeting till the conclusion of the 39^th Annual General Meeting of the Company. Therefore, the said appointment has been put forward for approval of the members with or without modification in the ensuing Annual General Meeting.

21. SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT:

Pursuant to Section 204 of the Companies Act, 2013, the Company has appointed M/s. Dharti Patel & Associates, Practicing Company Secretaries, as its Secretarial Auditors to conduct the Secretarial Audit of the Company for the Financial Year 2022-23. The Company has provided all assistance and facilities to the Secretarial Auditor for conducting their audit. The report of Secretarial Auditor for the financial year ended 31^st March, 2023 is annexed to this report as Annexure-I.

22. DIRECTORâS RESPONSIBILITY STATEMENT:

Your Directors in terms of Section 134(5) of the Companyâs Act, 2013 confirm that:

a) All applicable accounting standards have been followed in the preparations of the annual accounts with proper explanation relating to material departures;

d) The Annual Accounts have been prepared on a going concern basis as stated in the notes on accounts;

e) The Company follows internal financial controls and that such internal controls are adequate and are operating adequately.

f) There are proper systems devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

23. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS:

24. AUDIT COMMITTEE:

The Company has Audit Committee constituted under the Chairmanship of Ms. Nilam Makwana in accordance with the provisions of Section 177(1) of the Companies Act, 2013. As on 31^st March, 2023, the Composition of the Committee is Ms. Nilam Makwana, Chairman; Ms. Vishakha Shah and Mr. Jignesh Patel are the members;

All the recommendations made by the Audit Committee were accepted by the Board during the year. During the year the Committee met 4 (four) times.

25. VIGIL MECHANISM:

The functioning of the Whistle Blower policy is being reviewed by the Audit Committee from time to time. None of the Whistle Blower has been denied access to the Audit Committee of

26. CORPORATE SOCIAL RESPONSIBILITY (CSR):

The Companyâs net worth, turnover or net profit are below the limits specified under Section 135 of the Act and therefore the requirement for constituting Corporate Social Responsibility Committee; formation of policy and other related provisions are not applicable during the year.

27. RISK MANAGEMENT POLICY:

28. CORPORATE GOVERNANCE REPORT:

In terms of the provisions of regulation 15 (2) of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulation, 2015 the compliance with Corporate Governance provisions as specified is not applicable as the Company''s Paid up Equity Share Capital is not exceeding rupees 10 Crores and net worth is not exceeding rupees 25 Crores as on 31^st March, 2023.

29. PARTICULAR PURSUANT TO SECTION 197(12) AND RELEVANT RULES:

30. IBC CODE & ONE-TIME SETTLEMENT:

31. INFORMATION REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013:

The Company believes in creating an environment for its employees which is free from di scrimination. The Company culture embraces treating everyone with dignity and respect and believes in equality irrespective of the gender of an employee. The Company is committed to take progressive measures to increase representation of women particularly at leadership level. During the year there are no such complaints and therefore not required to be reported.

32. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report forms part of this Annual Report for the year ended 31^st March, 2023.

33. ADDITIONAL INFORMATION:

Your Company provides additional information related to the Companyâs business, matter of interest to the investors like financial information etc. on its website www.planterspolysacks.com.

34. DISCLOSURE:

The Company has complied with applicable provisions of Secretarial Standards i.e. SS-1 and SS-2.

35. ACKNOWLEDGEMENT:

Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting the 30th Annual Report and Audited Financial Statements of your Company for the year ended 31st March 2015.

1. FINANCIAL SUMMARY OR HIGHLIGHTS OF THE COMPANY:

During the year your Company has achieved the turnover of Rs.2,591 as compared to Rs.2,80,57,885 in corresponding previous year and has incurred Loss of Rs.3,48,134 as against the profit of Rs.2,42,279 during the corresponding previous year.

Since the Company has suffered loss during the current year there is no provision for income tax as against the provision of Rs.74,778/- during the previous year.

2. DIVIDEND:

Your Directors regret their inability to recommend any dividend since the Company has suffered loss during the current financial year.

3. TRANSFER TO RESERVES:

Since the Company has no surplus during the year no amount has been transferred to the Reserves maintained by the Company.

4. BRIEF STATE OF COMPANY'S AFFAIR:

The Company is a professionally managed Company and the Company has business objectives of manufacturing, trading etc. of containers, packaging, textile and textile related products and also can carry out real estate related business activities, however in view of the financial conditions of the Company during the year no business operation has taken place.

5. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNALS:

The proposed Scheme of Arrangement for reduction of capital of Company envisaging reduction of paid up capital from Rs.1,40,00,000 divided into 14,00,000 Equity Shares of Rs.10 each to Rs.14,00,000 divided into 1,40,000 Equity Shares of Rs.10 each, without any payment of the cancelled value of said shares to the shareholders of the Company has been confirmed by the Hon'ble High Court of Bombay on 9th January, 2015 and same is effective and accordingly the Capital so reduced has been set off against accumulated losses.

6. MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION:

There are no material changes and commitments, affecting the financial position of the Company which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of the report.

7. DEPOSITS:

Your Company has not accepted any uxed deposits from the public under Section 73 of the Companies Act, 2013 and is therefore not required to furnish information in respect of outstanding deposits under and Companies (Acceptance of Deposits) Rules, 2014.

8. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE ACT:

During the year your Company has not given any loan, Guarantee or not made any investment under Section 186 of the Act.

9. EXTRACT OF THE ANNUAL RETURN:

The extract of the Annual Return in form MGT - 9 as required under Section 92 (3) of the Companies Act, 2013 read with rule 12(1) of the Companies (Management and Administration) Rules, 2014,is attached herewith as Annexure - A.

10. DISCLOSURES AS PER SECTION 134 (3) (m) OF THE COMPANIES ACT, 2013 FOR CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:

Presently, your Company has no business activities and therefore not required to disclose the details related to conservation of energy, technology absorption. Further there was neither Foreign Exchange Earning nor Foreign Exchange outgoing during the year under review.

11. BOARD OF DIRECTORS:

(A) COMPOSITION OF BOARD:

Board of Directors comprises of 5 (five) Directors out of which 3 (Three) are Independent Non Executive Directors including 1 (One) Woman Director.

(B) RETIREMENT BY ROTATION:

Mr. Kanhaiyalal Basotia, Director retires by rotation and being eligible offers himself for reappointment.

(C) INDEPENDENT DIRECTORS:

In terms of the definition of 'Independence' of Directors as prescribed under Clause 49 of the Listing Agreement entered with the Stock Exchange and Section 149(6) of the Companies Act, 2013 and based on the confirmation / disclosures received from the directors for the year, the following are the Independent Non - Executive Directors of the Company:

Mr. Sanjay Parsai (DIN: 06537029)

Mr. Hemant Ameta (DIN: 06491207)

Ms. Ruchi Mandora (DIN: 07136440)

(D) WOMAN DIRECTOR:

In terms of the provisions of Section 149(1) of the Companies Act, 2013, a Company shall have at least one Woman Director on the Board of the Company. Your Company has appointed Ms. Ruchi Subhash Mandora (DIN 07136440) as a Director on the Board of the Company from 26th March, 2015

(E) APPOINTMENT / RESIGNATION FROM THE BOARD:

Mr. Rahul Bhutiya and Mr. Kartikkumar Soni the Independent Directors have resigned from their position with effect from 27th May, 2015.

(F) KEY MANAGERIAL PERSONNEL APPOINTMENT AND RESIGNATION:

During the year your Company is not been able to appoint the Key Managerial Personnel as required under the provisions of Companies Act, 2013 in view of poor financial performance of the Company.

12. NUMBER OF MEETINGS OF THE BOARD:

During the year the meetings of the Board of Directors were held at regular interval and the Board met 8 (eight) times during the financial year 2014 - 15 on the following dates viz, 30th May, 2014; 24th June, 2014; 14th Aug, 2014; 26th Aug, 2014; 14th Nov, 2014; 14th Feb, 2015; 21st Feb, 2015 and 26th March, 2015.

13. POLICY OF DIRECTORS' APPOINTMENT AND REMUNERATION INCLUDING CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE OF A DIRECTOR, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES:

The Company strives to maintain an appropriate combination of Executive, Non-Executive and Independent Directors subject to a maximum as provided in Articles of Association and Company's policy as referred under Section 178(3) of the Companies Act, 2013 is forming part of this report as Annexure - B.

14. PARTICULARS OF LOANS, GAURANTEES OR INVESTMENTS:

There are no such particulars as the Company has not made any such transactions referred under Section 186 of the Companies Act, 2013.

15. FORMAL ANNUAL EVALUATION OF BOARD, COMMITTEE AND INDIVIDUAL DIRECTORS:

A formal evaluation of the performance of the Board, it's Committees and the individual Directors was carried out. Led by the Nomination & Remuneration Committee, the evaluation was done using individual questionnaires, receipt of regular inputs and information, functioning, performance & structure of Board Committees, ethics & values, skill set, knowledge & expertise of Directors, leadership etc.

16. AUDITORS:

Statutory Audit and Auditors Appointment:

The Board is not required to make any comments or given any explanation in respect of qualifications, reservations or adverse remarks or disclaimer made by statutory auditors as there were no such instances occurred.

At the AGM held on 30th September, 2014 the members had approved the appointment of M/ s. Bansilal Shah & Co., Chartered Accountants, (Firm Reg. No. 000384W), as Statutory Auditors of the Company for a period of five years from the conclusion of 29th AGM until the conclusion of Sixth consecutive AGM. As recommended by the Audit Committee, the Board has proposed to ratify the re-appointment of M/s. Bansilal Shah & Co., Chartered accountant as statutory Auditors for the financial year 2015 - 2016.

Secretarial Auditors and Secretarial Audit Report:

Pursuant to Section 204 of the Companies Act, 2013, the Company has appointed M/s Shreyans Jain & Co. Practicing Company Secretaries, Mumbai as its Secretarial Auditors to conduct the Secretarial Audit of the Company for the Financial Year 2014 - 15. The Company has provided all assistance and facilities to the Secretarial Auditor for conducting their audit. The report of Secretarial Auditor for the FY 2014-15 is annexed to this report as Annexure - C.

Further with respect to the observations in the Secretarial Audit Report in view of the poor financial conditions of the Company, the Company is not able to have the Whole Time Key Managerial Personnel as required under Section 203 of the Companies Act, 203, however the management of the Company is being carried out under the supervision of the professional Board.

17. DIRECTOR'S RESPONSIBILITY STATEMENT:

Your Directors in terms of Section 134 (5) of the Company's Act, 2013 confirm that:

a) All applicable accounting standards have been followed in the preparations of the annual accounts with proper explanation relating to material departures;

b) Your Directors have selected such accounting policies and applied them consistently, made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the statement of affairs of the Company as of 31.03.2015 and of the loss of the Company for that period;

c) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) The Annual Accounts have been prepared on a going concern basis as stated in the notes on accounts;

e) The Company follows internal financial controls and that such internal controls are adequate and are operating adequately.

f) There are proper system devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

18. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS:

The Company has implemented such internal financial controls commensurate with the size of the Company to provide a true and fair view of the financial statements and has laid down such standards and processes which ensures that the same are adequate and operating efficiently.

19. AUDIT COMMITTEE:

The Company has Audit Committee constituted under the chairmanship of Mr. Hemant Ameta in accordance with the provisions of Section 177(1) of the Companies Act, 2013. As on 31st March, 2015, the Committee was constituted as follows

Mr. Hemant Ameta, Chairman Ms. Ruchi Mandora Mr. Sanjay Parsai

All the recommendations made by the Audit Committee were accepted by the Board during the year.

20. VIGIL MECHANISM:

As required in terms of the provisions of Section 177 (9) of the Act, your Company has implemented a Whistle Blower Policy pursuant to which Whistle Blowers can raise and report genuine concerns relating to reportable matters such as breach of code of conduct, fraud, employee misconduct, misappropriation of funds, health and safety matters etc. the mechanism provides for adequate safeguards against victimization of Whistle Blower who avail of such mechanism and provides for direct access to the chairman of the Audit Committee.

The functioning of the Whistle Blower policy is being reviewed by the Audit Committee from time to time. None of the Whistle Blower has been denied access to the Audit Committee of the Board.

21. CORPORATE SOCIAL RESPONSIBILITY (CSR):

The Company's net worth, turnover or net profit are below the limits specified under Section 135 of the Act and therefore the requirement for constituting Corporate Social Responsibility Committee; formation of policy and other related provisions are not applicable.

22. RISK MANAGEMENT POLICY:

The Board of Directors is overall responsible for identifying, evaluating, mitigating and managing all significant kinds of risks faced by the Company. The Board has approved Risk Management policy, which acts as an guiding principles by which key risks are managed in the Company.

The Board itself monitors and reviews the risks which have potential bearing on the performance of the Company and in the opinion of the Board there is no risk faced by the Company which threatens its existence.

23. CORPORATE GOVERNANCE REPORT

In pursuance of SEBI circular CIR/CFD/POLICY CELL/7/2014 dated 15th September, 2014 the Company even though being an listed entity is not mandatorily required to report on the compliance of Clause 49 of the Listing Agreement since the Company does not falls under the criteria attracting the obligations to adhere to the compliance of clause 49 of the Listing Agreement.

24. PARTICULAR PURSUANT TO SECTION 197(12) AND RELEVANT RULES:

In terms of the provisions of Section 197 (12) of the Companies Act, 2013 read with the Rule 5(2) of the Companies (Appointment and Remuneration) Rules, 2014, as amended from time to time, the Company is required to disclose the ratio of the remuneration of each director to the median employee's remuneration and such other details. However there are no such details reportable.

25. ADDITIONAL INFORMATION:

Your Company provides additional information related to the Company's business, matter of interest to the investors like financial information etc. on its website www.planterspolysacks.com.

26. ACKNOWLEDGEMENT:

Your Directors place on record their appreciation for assistance and co-operation received from various Government agencies, Banks, Financial Institutions, Stock Exchanges, customers, suppliers and other business associates during the financial year.

By Order of the Board of Directors For Planter's Polysacks Limited Sd/- Kanhaiyalal Basotia Place: Navi Mumbai Whole Time Director Date: 27.05.2015 (DIN: 01965955)

Mar 31, 2014

Dear Members,

The Directors have pleasure in presenting the 29th Annual Report and Audited Financial Statements of your Company for the year ended 31st March 2014.

FINANCIAL RESULTS:

During the year your Company has achieved the turnover of Rs. 280.57 Lacs as compared to Rs. Nil in corresponding previous year and has incurred profit of Rs1.68 Lacs as against the loss of Rs.6.84 lacs during the corresponding previous year.

DIVIDEND:

Your Director regret their inability to recommend any dividend since the Company has suffered loss during the current financial year.

SCHEME OF ARRANGEMENT FOR REDUCTION OF CAPITAL:

Your Directors has proposed a scheme of arrangement for reduction of capital of Company envisaging reduction of paid up capital from Rs.1,40,00,000 divided into 14,00,000 Equity Shares of Rs.10 each to Rs.14,00,000 divided into 1,40,000 Equity Shares of Rs.10 each, without any payment of the cancelled value of said shares to the shareholders of the Company subject to the approval from Hon''ble High Court of Bombay. The capital so reduced shall be set off against accumulated losses.

BOARD OF DIRECTORS:

(A) COMPOSITION OF BOARD:

Board of Directors comprised of 6 (six) Directors out of which 3 (three) are Independent Non Executive Directors.

(B) RETIREMENT BY ROTATION:

Mr. Rahul Bhutiya, director retires by rotation and being eligible offers himself for reappointment.

(C) INDEPENDENT DIRECTORS:

In terms of the provisions of Section 149, 152 read with Schedule IV and other applicable provisions, if any of the Companies Act, 2013 read with Companies (Appointment and Qualification of Director) Rules, 2014, the Independent Directors can hold office for a term upto five (5) consecutive years as Directors of your company and will not be liable to retire by rotation. Accordingly, it is proposed to appoint Mr. Kartik Kumar Soni, Mr. Hemant Prasad Ameta and Mr. Sanjay Parsai as Independent Directors of the Company to hold the office for a term of 5 (five) consecutive years upto 31st March, 2019.

The brief resume of the aforesaid Directors and other information have been given in the notice of the Annual General Meeting.

FIXED DEPOSITS:

Your Company has not accepted any fixed deposits from the public and is therefore not required to furnish information in respect of outstanding deposits under Non-Banking Financial Companies (Reserve Bank) Directions, 1966 and Companies (Acceptance of Deposits) Rules, 1975.

LISTING:

Your Company has made payment of Listing Fees within time to the BSE Limited for financial year 2014 - 15.

AUDITORS:

M/s. Bansilal Shah & Co., Chartered Accountants, (Firm Reg. No. 000384W), the Auditors of the Company, retire at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

Pursuant to the provisions of Section 139 of the Companies Act, 2013 and rules made thereunder, and pursuant to the recommendation of the audit committee of the Board of Directors of the Company M/s. Bansilal Shah & Co., Chartered Accountants, (Firm Reg. No. 000384W), are being appointed as statutory auditors as per the resolution forming part of notice of the Annual General Meeting.

Certificate from the Auditors has been received to the effect that their re-appointment, if made, would be within the limits prescribed under Section 141(3)(g) of the Companies Act, 2013.

SECRETARIAL COMPLIANCE CERTIFICATE:

Pursuant to the provisions of Section 383A of the Companies Act, 1956 the necessary Secretarial Compliance certificate is attached herewith as annexure -A.

DIRECTOR''S RESPONSIBILITY STATEMENT:

Your Directors in terms of Section 217(2AA) of the Company''s Act, 1956 confirm that:

1. All applicable accounting standards have been followed in the preparations of the annual accounts.

2. Your Directors have selected such accounting policies and applied them consistently, made judgments at estimates that are reasonable and prudent so as to give a true and fair view of the statement of affairs of the Company as of 31.03.2014 and of the profit of the Company for the year ended on 31.03.2014.

3. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

4. The Annual Accounts have been prepared on a going concern basis as stated in the notes on accounts.

PARTICULAR OF EMPLOYEES:

In terms of the provisions of Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975, as amended from time to time, the names and other particulars of the employees whose remuneration is above specified limit is required to be disclosed, However there are no such employees whose details are required to be disclosed.

DISCLOSURES AS PER SECTION 217 (1)(E) OF THE COMPANIES ACT, 1956 FOR CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

Currently, your Company did not have any activity and therefore not required to disclose the details related to conservation of energy, technology absorption.

Further there was neither Foreign Exchange Earning nor Foreign Exchange outgoing during the year under review.

ADDITIONAL INFORMATION:

Your Company provides additional information related to the Company''s business, matter of interest to the investors like financial information etc. on its website www.planterspolysacks.com.

ACKNOWLEDGEMENT:

Your Directors place on record their appreciation for assistance and co-operation received from various Government agencies, Banks, Financial Institutions, Stock Exchanges, customers, suppliers and other business associates during the financial year.

By Order of the Board of Directors For Planter''s Polysacks Limited

Sd/-

Place: Navi Mumbai Kanhaiyalal Basotia

Date : 30th May, 2014 Director

(DIN : 01965955)

Mar 31, 2013

Dear Members,

The Directors have pleasure in presenting the 28th Annual Report and Audited Financial Statements of your Company for the year ended 31st March 2013.

FINANCIAL RESULTS:

During the year your Company has achieved the turnover of Rs. Nil as compared to Rs.45.84 lacs in corresponding previous year and has incurred losses of Rs.6.84 lacs as against the loss of Rs.7.42 lacs during the corresponding previous year.

DIVIDEND:

Your Director regret their inability to recommend any dividend since the Company has suffered loss during the current financial year.

SHIFTING OF REGISTERED OFFICE OF THE COMPANY:

During the year the shareholders have approved proposal for shifting of registered office of the Company to the state of Maharashtra from the state of West Bengal, consequently, the Company has filed petition with the Hon''ble Regional Director Eastern Region. The Hon''ble Regional Director Eastern Region vide its order dated 17.04.2013 sanctioned the alteration of Memorandum for shifting registered office to the state of Maharashtra.

SCHEME OF ARRANGEMENT FOR RECONSTRUCTION / RESTRUCTURING OF CAPITAL:

Your Directors has proposed a scheme of arrangement for reconstruction / restructuring of capital of Company envisaging reduction of paid up capital from Rs.1,40,00,000 divided into 14,00,000 Equity Shares of Rs.10 each to Rs.14,00,000 divided into 1,40,000 Equity Shares of Rs.10 each.

The capital so reduced shall be set off against accumulated losses. The Scheme further proposes to issue 1,03,70,000 Equity Shares of Rs.10 each at par on Preferential Basis to Promoters and certain strategic investors. The Funds raised will improve the financial performance of the Company and will help the management to take up the new business activities.

The appointed date is 1st April, 2013, subject to the requisite approval from shareholders, creditors, Stock Exchanges, the Hon''ble High Court of Bombay and other Regulatory Authorities, as may be required for the purpose.

ALTERATION OF MEMORANDUM WITH INSERTATION OF NEW OBJECT CLAUSES AND COMMENCEMENT OF NEW BUSINESS ACTIVITES:

During the year the Shareholders have approved insertion of certain object clauses in Memorandum of Association pertaining to real estate, textile and trading in commodities etc. and necessary approvals from authorities have been obtained to commence such new business activities.

BOARD OF DIRECTORS:

(A) COMPOSITION OF BOARD:

Board of Directors comprised of 6 (six) Directors out of which 3 (three) are Independent Non Executive Directors.

(B) RETIREMENT BY ROTATION:

Mr. Kailash Chandra Jain, director retires by rotation and being eligible offers himself for reappointment.

(C) CHANGES DURING THE YEAR:

During the year Mr. Hemant Ameta and Mr. Kartik Soni were appointed as Additional Directors of the Company with effect from 11th February, 2013. Further Mr. Sanjay Parsai was appointed as Additional Director of the Company with effect from 19th April, 2013.

FIXED DEPOSITS:

Your Company has not accepted any fixed deposits from the public and is therefore not required to furnish information in respect of outstanding deposits under Non-Banking Financial Companies (Reserve Bank) Directions, 1966 and Companies (Acceptance of Deposits) Rules, 1975.

LISTING:

Your Company has made payment of Listing Fees within time to the BSE Limited for financial year 2013 - 14. Further the Equity Shares of the Company are also admitted with National Securities Depository Limited and Annual Custody fees for Depositories are paid by the Company in time.

AUDITORS:

M/s. Bansilal Shah & Co., Chartered Accountants, (Firm Reg. No. 000384W), the Auditors of the Company, retire at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

SECRETARIAL COMPLIANCE CERTIFICATE:

Pursuant to the provisions of Section 383A of the Companies Act, 1956 the necessary Secretarial Compliance certificate is attached herewith as annexure -A.

DIRECTOR''S RESPONSIBILITY STATEMENT:

Your Directors in terms of Section 217(2AA) of the Company''s Act, 1956 confirm that:

1. All applicable accounting standards have been followed in the preparations of the annual accounts.

2. Your Directors have selected such accounting policies and applied them consistently, made judgments at estimates that are reasonable and prudent so as to give a true and fair view of the statement of affairs of the Company as of 31.03.2013 and of the loss of the Company for the year ended on 31.03.2013.

3. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

4. The Annual Accounts have been prepared on a going concern basis as stated in the notes on accounts.

PARTICULAR OF EMPLOYEES:

In terms of the provisions of Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975, as amended from time to time, the names and other particulars of the employees whose remuneration is above the specified limit is required to be disclosed, However there are no such employees whose details are required to be disclosed.

DISCLOSURES AS PER SECTION 217 (1)(E) OF THE COMPANIES ACT, 1956 FOR CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

Currently, your Company did not have any activity and therefore not required to disclose the details related to conservation of energy, technology absorption.

Further there was neither Foreign Exchange Earning nor Foreign Exchange outgoing during the year under review.

ADDITIONAL INFORMATION:

Your Company provides additional information related to the Company''s business, matter of interest to the investors like financial information etc. on its website www.planterspolysacks.com.

ACKNOWLEDGEMENT:

Your Directors place on record their appreciation for assistance and co-operation received from various Government agencies, Banks, Financial Institutions, Stock Exchanges, customers, suppliers and other business associates during the financial year.

By Order of the Board of Directors

For Planter''s Polysacks Limited

Sd/-

Place: Mumbai Kanhaiyalal Basotia

Date: 9th May, 2013 Director

Mar 31, 2012

The Directors have pleasure in presenting the 27th Annual Report and Audited Statements of your company for the year ended 31st March 2012.

FINANCIAL RESULTS:

During the year your Company has achieved the turnover of Rs. 45.84 lacs as compared to 28.13 lacs in corresponding previous year and has incurred net losses of Rs.7.42 lacs as against the net profit of Rs. 0.76 lacs during the corresponding previous year.

DIVIDEND:

Your Director regret their inability to recommend any dividend since the company has suffered loss during the current financial year.

FUTURE PROSPECTS:

During the financial year, the BSE Limited vide its notice dated 17.01.2012 has revoked the suspension and the Equity Shares of the Company will be traded w.e.f. 23.01.2012 on the BSE Limited, this has resulted due to consistent efforts made by the management of the Company. The web site of the Company was also hosted during the year. In order to improve the overall business prospectus the shareholders have approved shifting of Registered office to the state of Maharashtra from the state of West Bengal, which is subject to necessary approvals.

DIRECTORS:

Mr. Kanhaiyalal Basotia, director retires by rotation and being eligible offers himself for reappointment.

DEPOSITS:

The Company has not accepted any deposit from Public during the financial year.

LISTING:

Your Company has made payment of Listing Fees within time to the Stock Exchange for financial year 2012-13.

AUDITORS:

M/s Mulraj D Gala Chartered Accountants, who holds office until the conclusion of the ensuing Annual General Meeting as Auditor has indicated his unwillingness to be re-appointed due to their pre-occupation, and your Directors have recommended appointment of M/s Bansilal Shah & Co., Chartered Accountants as Statutory Auditors for the next financial year.

SECRETARIAL COMPLIANCE CERTIFICATE:

Pursuant to the provisions of Section 383A of the Companies Act, 1956 the necessary Secretarial Compliance certificate is attached herewith as annexure -1.

EMPLOYEES:

There is no employee in the Company drawing remuneration that requires declaration under Section 217(2A) of the Company's Act, 1956.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

The Company did not have any activity related to conservation of energy, technology absorption. There was neither Foreign Exchange Earning nor Foreign Exchange outgoing during the year under review.

DIRECTOR'S RESPONSIBILITY STATEMENT:

Your Directors in terms of Section 217(2AA) of the Company's Act, 1956 confirm that :

1. All applicable accounting standards have been followed in the preparations of the annual accounts.

2. Your Directors have selected such accounting policies and applied them consistently, made judgments at estimates that are reasonable and

prudent so as to give a true and fair view of the statement of affairs of the Company as of 31.03.2012 and of the loss of the Company for the year ended on 31.03.2012.

3. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

4. The Annual Accounts haven prepared on a going concern basis as stated in the notes on accounts.

Additional Information:

Your Company provides additional information related to the Company's business, matter of interest to the investors like financial information etc. on its website www.planterspolysacks.com.

Acknowledgement:

Your Directors place on record their appreciation for assistance and co- operation received from various Government agencies, Banks, Financial Institutions, Stock Exchanges, customers, suppliers and other business associates during the financial year.

By Order of the Board of Directors For Planter's Polysacks Limited

Sd/- Kanhaiyalal Basotia Director

Place: Kolkata Date : 14.8.2012

Mar 31, 2000

The Directors are pleased to present the report of the Company together with the Audited Statements of Accounts of the Company for the ended 31st March,2000

FINANCIAL RESULT :

Rs.in lacs

Income 0.22

Profit before Depreciation & Tax 0.03

Depriciation 0.01

Provision for Taxation 0.00

Profit after Tax 0.02

Less: Prior period adjustment (Net) -

Add: Profit & Loss Account surplus 158.04 brough forward from last year

Balance carried to Balance Sheet 158.02

DIRECTORS:

1. Mr. Vijendrakumar Bhagwat Parshad & Mr. Dhirendrakumar Bhagwat Prashad has Resigned from Directorship & Mr. Navnit Natvarlal Patel, Mr. Bipin Thakorlal Lad & Mr. Mukesh B. Darji has appoint additional Director w.e.f.21.07.2000.

Mr. Narendrakumar Bhagwat Prashad has Resigned from Director- ship w.e.f. 19.08.2000.

AUDITORS :

M/S. SHAHA & CO., Chartered Accountants, has resignes during the year and the Bord of Director have appointed M/s.P.G. KHANDEKAR as auditors to fill up casual vacany, till next Annual Meeting of the Company.

EMPLOYEES :

During the year under review, the relations with employees in the Organisation continued to be cordial. A Statement giving required particulars under section 217(2A) of the companies Act,1988 is not annexed to this report as none of the employee has drawn remuneration in excess of the amount prescribed under that section.

AUDITORS REPORT :

As regards remarks of the Auditors,in their report,the Directors are of the opinion that the remarks are self-explanatory.

CONSERVATION OF ENERGY :

Since your Company has not Carried out any Manufacturing activities during the year, a statement showing particulars required as per Form A, to the Companies ( Disclosure of particulars in the Report of Board of Directors) Rules,1988 read with Section 217(l)(e) of the Companies Act,1956 is not applicable.

RESEARCH, DEVELOPMENT AND TECHNOLOGY ABSORPTION :

Since the Company has not bought any technology in the recent past, statement in Form B, pursuant to the Companies ( Disclosure of particulars in the Report of the Board of Directors)Rules, 1988 read with section 217(l)(e) of the Companies Act,1956 is not applicable.

FOREIGN EXCHANGE EARNINGS AND OUTGO :

The Company has neither earned nor expended any foreign exchange during the year.

ACKNOWLEDGEMENTS :

Your Directors take this opportunity to thank the Bankers,our principals and customers for the continued support in carring out our business. Your Directors also appreciate the sincere services rendered by the employees during the year.

FOR AND ON BEHALF OF THE BOARD.

MR. NAVNIT N. PATEL (MANAGING DIRECTOR)

MR. BIPIN T. LAD

(DIRECTOR)

PLACE : MUMBAI DATE : 2/9/2000

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Directors Report of Cropster Agro Ltd.

1. FINANCIAL RESULT:

2. OPERATIONS:

3. CHANGE IN NATURE OF BUSINESS, IF ANY:

4. SHARE CAPITAL:

Authorised Share Capital:

Paid up Share Capital:

5. DIVIDEND:

6. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

7. TRANSFER TO OTHER EQUITY:

8. WEBLINK FOR ANNUAL REPORT:

â¢ Conversion of Warrant into equal number of Equity Shares

â¢ Increase In Authorized Share Capital of the Company

â¢ Sub Division of Equity Share

â¢ Issuance of Bonus Share

10. SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS:

11. BOARD MEETINGS AND ATTENDANCE:

12. DIRECTORS RESPONSIBILITY STATEMENT:

13. CORPORATE SOCIAL RESPONSIBILITY (CSR):

14. STATUTORY AUDITOR AND AUDITORS'' REPORT:

15. PARTICULARS OF LOANS GIVEN, GUARANTEES GIVEN, INVESTMENTS MADE AND SECURITIESPROVIDED UNDER SECTION 186 OF THE COMPANIES ACT. 2013:

16. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:

17. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:

During the year, no reportable material weakness was observed.

19. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS ANDOUTGO:

20. DISCLOSURES RELATING TO HOLDING / SUBSIDIARY / ASSOCIATE COMPANY AND IOINTVENTURES:

21. SECRETARIAL STANDARDS:

22. STATEMENT ON ANNUAL EVALUATION MADE BY THE BOARD OF DIRECTORS:

23. MANAGING THE RISKS OF FRAUD, CORRUPTION AND UNETHICAL BUSINESS PRACTICES:

A. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

B. BUSINESS CONDUCT POLICY

24. PARTICULARS OF EMPLOYEES:

25. LOANS FROM DIRECTOR / RELATIVE OF DIRECTOR:

26. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

29. CORPORATE GOVERNANCE:

30. DEPOSITS:

31. FORMAL ANNUAL EVALUATION PROCESS BY BOARD:

32. SECRETARIAL AUDITOR:

33. DISCLOSURES:

a) Composition of Audit Committee:

b) Composition of Nomination and Remuneration Committee:

c) Composition of Stakeholders'' Relationship Committee:

34. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION.PROHIBITION & REDRESSAL) ACT. 2013:

35. INDUSTRIAL RELATIONS:

36. MAINTENANCE OF COST RECORDS:

37. DEMATERIALISATION OF EQUITY SHARES:

38. INSOLVENCY AND BANKRUPTCY CODE:

39. POLICY ON DIRECTOR''S APPOINTMENT AND REMUNERATION:

40. VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROMBANKS AND FINANCIAL INSTITUTIONS:

41. ACKNOWLEDGEMENTS:

Registered Office: By the Order of the Board of

Sd/- Sd/-

1. FINANCIAL SUMMARY OR HIGHLIGHTS OF THE COMPANY:

2. BRIEF STATE OF COMPANYâS AFFAIRS:

3. DIVIDEND:

4. TRANSFER TO RESERVES:

5. SHARE CAPITAL:

A) Issue of equity shares with differential rights:

B) Issue of sweat equity shares:

C) Issue of employee stock options:

6. DISCLOSURES RELATING TO SUBSIDIARY, ASSOCIATE AND JOINT VENTURE COMPANIES:

7. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNALS:

8. MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION:

9. REPORTING OF FRAUDS:

10. DEPOSITS:

11. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE ACT:

12. ANNUAL RETURN:

14. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

(A) COMPOSITION OF BOARD:

(B) RETIREMENT BY ROTATION:

(C) RE-APPOINTMENT/APPOINTMENT:

(D) INDEPENDENT DIRECTORS:

(E) WOMAN DIRECTOR:

(F) KEY MANAGERIAL PERSONNEL:

15. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS AND ATTENDANCE:

16. MEETING OF INDEPENDENT DIRECTORS:

18. PARTICULARS OF LOANS, GAURANTEES OR INVESTMENTS:

19. FORMAL ANNUAL EVALUATION OF BOARD, COMMITTEE AND INDIVIDUAL DIRECTORS:

20. AUDITORS:

21. SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT:

â¢ Conversion of Warrant into equal number of Equity Shares

â¢ Increase In Authorized Share Capital of the Company

â¢ Sub Division of Equity Share

â¢ Issuance of Bonus Share

15. PARTICULARS OF LOANS GIVEN, GUARANTEES GIVEN, INVESTMENTS MADE AND SECURITIES
PROVIDED UNDER SECTION 186 OF THE COMPANIES ACT. 2013:

19. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND
OUTGO:

20. DISCLOSURES RELATING TO HOLDING / SUBSIDIARY / ASSOCIATE COMPANY AND IOINT
VENTURES:

34. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION.
PROHIBITION & REDRESSAL) ACT. 2013:

40. VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM
BANKS AND FINANCIAL INSTITUTIONS:

2. BRIEF STATE OF COMPANYâS AFFAIRS:

22. DIRECTORâS RESPONSIBILITY STATEMENT: