Directors Report of EID Parry (India) Ltd.

Mar 31, 2025

Your directors take pleasure in presenting the fiftieth Annual Report together with the audited financial statements for the year ended March 31,2025.

Â	Â	Â	Â	(Rs. in Crore)
Particulars	Standalone		Consolidated
	2024-25	2023-24	2024-25	2023-24
Revenue from Operations	3,168.12	2808.60	31,608.61	29,413.11
Gross Revenue	3,45 7.00	2987.74	31,967.79	29,716.92
Profit Before Interest and 1 Depreciation (IBIII DA)	251.81	306.72	2,992.64	2,891.4 3
Depreciation	175.34	14 7.49	5 12.39	420.78
Earnings Before Interest and Tax (EBIT)	76.47	159.2 3	2,827.02	2,4 70.65
Finance Charges	68.91	44.05	372.43	295.43
Exceptional Gains/(Losses)	(427.15)	NA	346.77	NA
Net Profit Before fix	(419.59)	115.18	2,454 59	2175.22
fix Expenses	8.71	8.09	682.05	557.65
Net Profit After iax Before Minority Interest	(428.30)	107.09	1,7/2.54	1617.57
Non - Controlling Interests	NA	NA	894.19	717.90
Net Profit After Tax and Minority Interest	(428.30)	107.09	878.35	899.67
No material changes and commitments affecting the financial position of the Company have occurred between the end of the financial year to which these financial statements relate and the date of this report.

RESERVES

Your Company has not transferred any amount to the reserves for the year ended March 31,2025.

SHARE CAPITAL

The paid-up Equity Share Capital of your Company as on March 31, 2025, was Rs. 17,77,78,294 consisting of 17,77,78,294 equity shares of Re. 1 each.

During the year, your Company allotted 2,60,703 ESOPs under the Employee Stock Option Scheme-2016.

DIVIDEND

The Board has not proposed any dividend for the Financial Year ended March 31,2025.

CONSOLIDATED OPERATIONS

Consolidated Revenue from operations for the year was Rs. 31,608.61 Crore, as against Rs.29,413.11 Crore in the previous year. Overall expenses for the year were Rs.29,806.24 Crore as against Rs.27,513.77 in the previous year. Operating Profit (EBITDA) excluding exceptional items was Rs.2,992.64 Crore as against Rs.2,891.43 Crore in the previous year. Profit after Tax and minority interest for the year was Rs.878.35 Crore, as against Rs. 899.67 Crore in the previous year.

STANDALONE OPERATIONS

Standalone Revenue from your Company's operations for the year under review was Rs.3168.12 Crore as against Rs. 2,808.60 Crore in the previous year. Operating Profit (EBITDA) was Rs.251.81 Crore, (excluding exceptional items) as against Rs.306.72 Crore in the

previous year. Profit/(Loss) after Tax for the year was at Rs.(428.30) Crore as against Rs. 107.09 Crore in the previous year.

During the financial year under review, the Company faced a complex and evolving market environment that influenced the performance of its standalone operations. While the year concluded with a net loss, the Company continued to demonstrate resilience across its core product segments while laying groundwork for future growth and operational efficiency.

Revenue from operations was marginally higher compared to the previous financial year, caused by higher distillery sales and increased revenue from Consumer Product Group Business, which unfolded a 65% jump. Despite an increase in revenue, the Company experienced a significant decline in profitability. This was primarily due to rise in sugarcane procurement costs and a substantial reduction in sugarcane availability in the state of Tamil Nadu and Andhra Pradesh owing to adverse climatic conditions and farmers switching to other remunerative crops. The situation was further exacerbated by lower recovery rates in Tamilnadu. Additionally, inflationary pressures, increased logistics costs, and subdued demand trends have also adversely impacted overall performance. Despite these challenges, the Company retained its market presence and customer trust across key product categories, supported by focused brand and distribution strategies.

The sugar segment experienced price volatility during the year, influenced by rising cane procurement costs, poor weather conditions, and regulatory developments. Nonetheless, the Company ensured consistent supply, focusing on improving yields, stable recovery rates, and operational continuity across its manufacturing units.

In the consumer product group category, despite intense competition and price sensitivity, the Company registered modest volume movement, though the Company's emphasis on quality and reliable sourcing coupled with premium offerings and aligning with evolving consumer preferences, helped to maintain a loyal customer base.

The alcohol segment witnessed steady demand, particularly in select geographies, but margins remained under pressure due to higher grain and fuel prices. The ethanol segment during FY 2024-25 was impacted by policy restrictions imposed earlier by the Government of India, particularly the cap on the use of sugarcane juice and B-heavy molasses for ethanol production. These curbs, aimed at safeguarding sugar availability, disrupted operational planning and constrained capacity utilization. Although the Government has since relaxed these restrictions, the segment's performance remained impacted due to the prolonged uncertainty, input cost inflation, and climatic vagaries. Despite these headwinds, the Company continued to streamline its distillery business, leveraging its integrated operations to adapt to shifting policy dynamics and sustained performance.

Distribution expansion was a key focus during the year. The Company deepened its presence in rural and semi-urban markets while leveraging modern trade and e-commerce platforms to

broaden reach, especially for packaged staples. These efforts have enhanced accessibility and brand visibility across channels.

The Company has also invested in strengthening its brand positioning and launched select promotional campaigns aimed at reinforcing consumer trust and driving trial. New packaging formats and pricing strategies were introduced to appeal to evolving consumption patterns without compromising on product quality. While the financial performance for the year reflects external pressures and transitional dynamics, the Company remains structurally strong with a diversified product portfolio, integrated supply chain, and a clear strategic roadmap. The management is actively working to strengthen profitability through portfolio optimization, process improvements, and new product development aligned with consumer trends.

ECONOMY & INDUSTRY SCENARIO

While the year under review presented several macroeconomic and sector-specific challenges, your company has remained steadfast in its commitment to resilience, operational efficiency, and sustainable growth. In an industry marked by volatility, we continue to adapt, innovate, and align with emerging trends to unlock value for all stakeholders.

Global economy

The global economy in FY 2024-25 navigated a complex landscape, shaped by persistent geopolitical uncertainties, inflationary pressures, and fluctuating energy prices.

As per the International Monetary Fund's World Economic Outlook (WEO), the risks to global growth are characterized by divergence and uncertainty. A soft landing remains a possibility, with global growth projected at 3.3% in both 2025 and 2026, broadly unaffected from the October 2024 forecast, and below the historical (2000-19) average of 3.7%. The subdued forecast reflects elevated central bank policy rates to fight inflation, a withdrawal of fiscal support amid high debt, and low underlying productivity growth.

World trade volume is projected to grow at 3.2% in 2025 and 3.3% in 2026, below its historical average of 4.9%, due in part to increased trade policy uncertainty. Growth in emerging market and developing economies is expected to remain at 4.2% in 2025, slightly improving to 4.3% in 2026.

India, as part of this group, is projected to maintain growth at 6.3% for the fiscal starting April 1,2025, down 0.4 percentage points from the October 2024 forecast, due to uncertainty in the policy and global economic weakness.

Advanced economies grappled with tightening monetary policies, while emerging markets, particularly in Asia, demonstrated relative resilience. Global trade remained sluggish due to supply chain bottlenecks and shifts in geopolitical alliances. However, agricultural commodities, including sugar and ethanol, continued to play a crucial role in global economic dynamics, with sustainability and green energy driving policy discussions.

Sources: World Economic Outlook, January 2025; Reuters

Indian economy

The Indian economy exhibited steady but moderated growth in FY 2024-25, with GDP projected to expand at 6.4% as per the first advance estimates by the National Statistical Office, Ministry of Statistics & Programme Implementation (MoSPI). While inflationary concerns persisted, proactive monetary interventions helped maintain macroeconomic stability. According to a report from the World Bank "India: Becoming a High-Income Economy in a Generation", India has developed at a scale and pace that is uncommon. From 2000 to present, in real terms, the economy has grown nearly four-fold, and GDP per capita has almost tripled. This is because India grew faster than the rest of the world, its share in the global economy has doubled from 1.6% in 2000 to 3.4% in 2023 and India has become the world's fifth largest economy.

The rural economy, a key demand driver for the sugar sector, faced headwinds due to erratic weather conditions and rising input costs. However, the government's continued push for agricultural reforms, ethanol blending policies, and green energy initiatives offered some tailwinds for industry stakeholders.

Outlook for FY 25-26:

Despite recent moderation, India's economic growth has remained robust, with GDP growth of 6% year-on-year in the first half of 2024-25. Inflation has broadly declined within the tolerance band, though food price fluctuations have created some volatility. The financial sector has remained resilient, with non-performing loans at multi-year lows. Fiscal consolidation has continued, and the current account deficit has remained well contained, supported by strong growth in service exports.

Real GDP is expected to grow at 6.5% in 2024-25 and 2025-26, supported by robust growth in private consumption on the back of sustained macroeconomic and financial stability. Headline inflation is expected to converge to target as food price shocks wane. The current account is expected to widen somewhat but remain moderate at -1.3% of GDP in 2025-26. Looking ahead, India's financial sector health, strengthened corporate balance sheets, and strong foundation in digital public infrastructure underscore India's potential for sustained medium-term growth and continued social welfare gains.

Sources: Economic Survey 2024-25; IMF Press Releases; World Bank Reports

Global sugar

According to S&P Platts, global demand supply balance in 2024-25 swung to a deficit of 2.37 MMT, from a surplus of 5.58 MMT in 2023-24. This was mainly due to lower production in Brazil (by 2.5 MMT) and India (by 3.5 MMT), which was partially compensated by increases in EU (by 1 MMT), Thailand (by 2 MMT) and China (by 0.7 MMT). Global consumption growth in 24-25 was estimated as 1.1% lower than first year. Raw sugar prices were quite volatile during the year, climbing upto 24 c/lb (highest in 12 years) in October '24 and later fell to 18 c/lb in February '24.

S&P Platts projects a lower demand supply deficit for 2025-26 of 1.0 MMT. Brazilian mills are expected to maximise their sugar production to 41 MMT, as sugar realisations are higher compared to ethanol. Better monsoon prospects will help India to increase production levels to 32 MMT, net of ethanol diversion. Thailand is poised for a

11.6 M MT output compared to 10.8 MMT in 2024-25. S & P projects sugar consumption in 2025-26 to increase by 1.1% over 2024-25.

Raw sugar trade flows are balanced for most of 2025-26, except for a significant surplus in Jul-Sep period. Raw sugar prices are expected to trade in the range of 17-21 c/lb. Refined sugar trade flows are balanced to a small surplus in 2025-26. Due to balanced supply situation in refined sugar, white premiums are recovering from May '25 and expected to hold between 90-120 USD/MT.

Indian sugar market

Sugarcane in India is majorly produced in nine states of India, namely, Punjab, Uttar Pradesh, Maharashtra, Andhra Pradesh, Bihar, Gujarat, Haryana, Karnataka, and Tamil Nadu. The sugar industry is an important agro-based industry that impacts the rural livelihood of many people. Demand for cane and organic sugar is increasing in India because of their extensive use in different application sectors like food and beverages, bakery, confectionery, and many more.

Consumers in India use sugar on a daily basis in their tea, coffee, fruit juice, and medicines as well. Ayurvedic medicines and herbs are very famous in a country like India, and brown sugar or organic cane sugar has seen an upward trend in the market. Additionally, the demand for natural and chemical-free ingredients is also growing in the country. Therefore, the demand for organic sugar is increasing. However, sugar adulteration and the use of chemicals for production can pose a restraint for the market.

Sugar exports and imports

Indian sugar mills have signed contracts to export 600,000 metric tons of sugar in the 2024-25 marketing year, which ends in September. After suspending exports last year to stabilize local prices, India permitted the export of 1 MMT of sugar in January. The move aimed to help mills sell surplus stock. Government has released first reallocation of export quota for export during Sugar Season 2024-25 and consequent adjustment of monthly release quantity on account of exchange of export quantity with domestic monthly release quantity.

Sources: Reuters, Chinimandi

Sugar production

Sugar production in India has reached 247.61 LMT as of March 31, 2025, for the ongoing 2024-25 sugar season (SS). According to the Indian Sugar & Bio-Energy Manufacturers Association (ISMA), as on March 31, 2025, 95 mills were operational across the country, with production continuing in key sugar-producing states.

The gross sugar production stood at 310 LMT during the 2024-25 marketing year with a diversion of 37.5 LMT of sweetener for ethanol making, including 10 LMT for exports. Taking into account an opening stock of approximately 80 LMT and a forecasted domestic

consumption of 280 LMT for the season, ISMA has projected a lower closing stock of 62.5 LMT by September 30, 2025.

Meanwhile, the International Sugar Organization (ISO) on March 6 raised its 2024-25 global sugar deficit forecast to -4.88 MMT from a November forecast of -2.51 MMT, showing a tightening market from the 2023/24 global sugar surplus of 1.31 MMT. The ISO also cut its 2024-25 global sugar production forecast to 175.5 MMT from a November forecast of 179.1 MMT. Drought and excessive heat last year caused fires in Brazil that damaged sugar crops in Brazil's top sugar-producing state of Sao Paulo.

Sources: Chinimandi, Nasdaq

Sugar consumption

India continues to be one of the largest consumers of sugar globally, with consumption driven by a combination of population size, cultural dietary habits, and the country's growing food processing industry. Sugar is a key ingredient in household consumption, traditional sweets, beverages, and packaged foods.

However, a growing awareness around health and lifestyle-related diseases such as diabetes and obesity are gradually influencing consumption behaviour, especially among urban consumers. This has led to a marginal shift toward low-calorie and sugar-substitute products, though the impact on overall sugar demand remains modest so far.

Overall, the Indian sugar market is expected to remain robust, with domestic consumption forming a substantial portion of total sugar demand, even as exports and ethanol diversion initiatives continue to play an increasingly strategic role in the industry.

For the 2024-25 sugar season, the Fair and Remunerative Price (FRP) is set at Rs. 340 per quintal for a basic sugar recovery rate of 10.25%. The price increases or decreases by Rs. 3.32 for every 0.1% change in recovery above or below 10.25%, upto a minimum of 9.5%. With a view to protect interest of farmers, the Government has decided that there shall not be any deduction in case where recovery is below 9.5%; such farmers will get Rs. 315.10 per quintal for sugarcane.

Source: Department of Food and Public Distribution

Government of India - Policies relating to Sugar Industry

I. Sugar (Control) Order, 2025 - Comprehensive Overhaul of Regulatory Framework

On May 1, 2025, the Government of India notified the Sugar (Control) Order, 2025, replacing the decades-old 1966 Order to modernise and simplify sugar sector regulation. The revised Order consolidates pricing, production, and data reporting provisions under a single legal framework, aligning with technological advancements and sectoral realities.

Key reforms include:

¦ Digital Integration: Mandated API-based integration between sugar mills'ERP/SAP systems and the Department of Food and Public Distribution (DFPD) portal for real-time

data sharing and improved transparency. Over 450 mills are already integrated.

¦    Unified Price Control: Sugar price regulation provisions from the Sugar Price (Control) Order, 2018, have now been incorporated, eliminating the need for a separate price control order.

¦    Inclusion of Raw and Khandsari Sugar: Raw sugar is now formally recognised in national stock calculations. Khandsari units above 500 TCD capacity are brought under regulation to ensure FRP compliance and accurate production estimates.

¦    By-product Monitoring: Ethanol, molasses, bagasse, and press mud have been brought under the regulatory purview to track diversion from sugar production and safeguard domestic availability.

¦    Standardised Definitions: Product definitions harmonised with FSSAI standards, promoting consistency and consumer clarity. The order provides comprehensive definitions for various types of sugar, including plantation white, refined, raw, khandsari, bura, cube, and icing sugar. It also defines "bulk consumer," "dealer," "producer," and different grades of "cane molasses," ensuring clarity across the supply chain.

II. Supreme Court Upholds States' Regulatory Powers Over Industrial Alcohol

On October 23, 2024, a landmark judgment was delivered by a nine-judge Constitution Bench of the Hon'ble Supreme Court of India in State of Uttar Pradesh vs. M/s. Lalta Prasad Vaish & Sons [Civil Appeal No. 151 of 2007], clarifying the extent of State governments' powers to regulate industrial alcohol under the Indian Constitution.

The primary issue before the Court was whether "industrial alcohol" - also known as rectified spirit or denatured spirit falls within the meaning of "intoxicating liquor" under Entry 8 of the State List in the Seventh Schedule of the Constitution. States contended that, owing to the potential for misuse of industrial alcohol for producing illegal consumable alcohol, they should have regulatory authority over it.

This ruling revisits and overrules significant parts of the earlier seven-judge bench judgment in Synthetics & Chemicals Ltd. v. State of U.P. (1990), where it was held that the term "intoxicating liquors" referred exclusively to potable alcohol, thereby limiting the States' jurisdiction to regulate only drinkable liquor. That judgment had further restricted States' powers by holding that once Parliament declared control over an industry under Entry 52 of the Union List (or Entry 33 of the Concurrent List), State legislation in respect of that industry would be excluded.

In the present case, the Court held, by an 8:1 majority, that Entry 8 of the State List - which gives States the power to legislate on "intoxicating liquors, that is to say, the production, manufacture, possession, transport, purchase and sale of intoxicating liquors"

is broad and encompasses all forms of liquor, including nonpotable industrial alcohol. The majority ruled that any reading of Entry 8 must give States the power to regulate any form of alcohol that has the potential to intoxicate, including industrial alcohol that could be misused for human consumption.

The Court emphasised that States' power to regulate intoxicating liquor is deeply linked to public health concerns. Given the rampant illicit conversion of industrial alcohol into drinking alcohol which has led to numerous fatalities, the judgment reaffirms the role of State governments in protecting citizens from such risks.

Additionally, the Court reconciled the potential overlap between Entry 8 of the State List and Entry 52 of the Union List (industries under Union control), noting that a harmonious interpretation is required. While Parliament may regulate the industry broadly, the States' specific authority over intoxicating liquor must not be rendered nugatory. Therefore, States will retain their powers under Entry 8 even when the industry falls under Union control via Entry 52.

This judgment has far-reaching implications for companies engaged in the manufacture or use of industrial alcohol. State governments now have the constitutional backing to impose regulatory controls and taxes on industrial alcohol, which may lead to a fragmented and state-specific compliance environment. Stakeholders should review their regulatory strategies and ensure alignment with the new regime.

III.    Fixation of Fair and Remunerative Price (FRP) for Sugar Season 2025-26

On April 30, 2025, the Cabinet Committee on Economic Affairs, chaired by the Hon'ble Prime Minister, approved the Fair and Remunerative Price (FRP) of sugarcane for the 2025-26 sugar season at Rs. 355 per quintal for a basic recovery rate of 10.25%. This marks a 4.41% increase over the previous season and represents a 105.2% margin over the cost of production (A2+FL), which is estimated at Rs. 173/qtl.

Key points:

¦    Premium/Reduction Mechanism: A premium of Rs. 3.46/ qtl will apply for every 0.1% increase in recovery over 10.25%, and an equivalent reduction for each 0.1% drop.

¦    Protection for Low Recovery Units: No deduction will be made for mills with recovery below 9.5%; such farmers will receive Rs. 329.05/qtl.

¦    Stakeholder Consultation: FRP determination was based on recommendations by the Commission for Agricultural Costs and Prices (CACP) and consultations with State Governments and industry stakeholders.

IV.    Digital Personal Data Protection Rules, 2025 - Draft Rules Released for Consultation

On January 3, 2025, the Ministry of Electronics and Information Technology (MeitY) released the draft Digital Personal Data Protection Rules, 2025 (DPDP Rules) for public feedback,

marking a significant step towards operationalising the Digital Personal Data Protection Act, 2023. These draft Rules lay down compliance requirements for data fiduciaries and significant data fiduciaries (SDFs), with a phased implementation roadmap. Key areas addressed include consent management, breach notification, data retention, and cross-border data transfers.

The Rules mandate itemised notices and "specified purposes" for data collection, enforce minimum security safeguards (e.g., encryption, monitoring), and require breach disclosures within 72 hours to both the Data Protection Board and affected individuals. They also provide a structured data erasure timeline for large digital platforms, set out a framework for consent managers, and impose enhanced obligations on SDFs such as impact assessments and algorithmic due diligence.

V.    Central Pollution Control Board (CPCB) - "Classification of Sectors into Red, Orange, Green, White and Blue Categories (A tool for progressive environmental management)"

As of January 28, 2025, the Central Pollution Control Board (CPCB) has revised its methodology for classifying industrial sectors based on their pollution potential.

In 2016, CPCB introduced a Pollution Index (Pl)-based system, categorizing 257 sectors into Red, Orange, Green, and White categories. The 2024 revision refines the methodology by incorporating factors such as cleaner fuels, wastewater treatment improvements, and a more precise scoring system for air, water, and waste pollution.

A new "Blue" category has been added for Essential Environmental Services (EES). The revised classification now includes 419 sectors categorized as Red (125), Orange (137), Green (94), White (54), and Blue (9). The system also introduces an incentive mechanism for industries adopting sustainable practices.

The CPCB report also outlines guidelines for implementing the classification system. The classification may be used for consent management, inspection frequency, siting criteria, cluster development, pollution control plans, levying environmental compensation, promoting progressive environmental management, etc.

VI.    Relaxation and Clarification on Diversion Norms for Ethanol Production from Sugarcane Juice and B-Heavy Molasses

The Ministry of Consumer Affairs, Food and Public Distribution, Government of India, has issued a series of important directives easing restrictions and clarifying norms related to ethanol production for the Ethanol Supply Year (ESY) 2024-25.

Vide letters dated August 29, 2024 and September 13, 2024, sugar mills and distilleries have been permitted to continue the supply and manufacturing of ethanol from sugarcane juice, sugar syrup, B-Heavy molasses, and C-Heavy molasses, as per their agreements/allocation with Oil Marketing Companies (OMCs). In addition, they are now allowed to manufacture Rectified Spirit (RS) and Extra Neutral Alcohol (ENA) from sugarcane juice and B-Heavy molasses, marking a relaxation of earlier restrictions imposed through the directive dated December 15, 2023.

This regulatory change is expected to provide greater operational flexibility, facilitate higher ethanol blending under the Ethanol Blended with Petrol (EBP) programme, and enable better utilisation of sugarcane-based feedstocks.

Further, the Department of Food and Public Distribution, Ministry of Consumer Affairs, Food & Public Distribution, vide its clarification dated February 25, 2025 (Letter No. 11/7/2022-(BP&E)), has specified that distilleries, including standalone distilleries, are allowed to produce ethanol from sugarcane juice/syrup procured only from sugar mills operating under the vacuum pan process. Importantly, procurement of sugarcane juice/syrup from jaggery units for ethanol production for supply under the EBP programme is not permitted, since jaggery units are not governed under the Sugarcane (Control) Order, 1966.

This clarification reinforces traceability and compliance within the regulated sugar sector, while ensuring that only authorised and monitored entities participate in ethanol production for blending with petrol.

Sugar Industry - Adjacencies:

Ethanol

Ethanol production is becoming increasingly intertwined with the sugar industry, particularly in countries like India, due to the Ethanol Blending with Petrol (EBP) Programme and the use of sugarcane and molasses as feedstock. This creates an "adjacency" where sugar mills are not only producing sugar but also ethanol, enhancing the overall value chain and potentially benefiting both the sugar and ethanol industries. Ethanol, produced from various sources including sugarcane and molasses, is a biofuel that can be blended with petrol to reduce emissions and reduces dependency on regular fuel.

Indian Ethanol Industry Overview

The Indian ethanol industry demonstrated remarkable resilience and growth during FY 2024-25, supported by progressive government policies, a focus on energy diversification, and the strong momentum of the Ethanol Blended Petrol (EBP) program. With the national target of achieving 20% ethanol blending by 2025, the sector witnessed accelerated investments in capacity expansion and technological innovation. Sugarcane-derived ethanol continued to dominate production, while the industry also made significant strides in diversifying into grain-based and second-generation ethanol. Improvements in logistics infrastructure, streamlined pricing mechanisms, and sustained policy support have collectively strengthened India's position as one of the fastest-growing ethanol markets globally. The sector remains a cornerstone in India's broader renewable energy and sustainability agenda.

EID Alcohol business at a glance

In FY 2024-25, EID Parry reaffirmed its leadership by building on the foundations of integrated strength, agility, and innovation. Recognising the evolving needs of the market, we deepened our engagement with oil marketing companies and expanded our footprint in grain-based ethanol production, enhancing both resilience and future-readiness. Sustainability remained at the heart of our agenda, as we continued to pioneer best practices such as Zero Liquid Discharge (ZLD) across facilities and intensified our resource conservation efforts. As we move forward, EID Parry's Alcohol business remains unwavering in its commitment to delivering value for our partners, for the environment, and for India's dynamic energy future.

Co-generation

Co-generation continues to play a critical role in EID Parry's integrated manufacturing approach, contributing both to operational energy needs and to revenue generation through surplus power exports. By utilizing bagasse, a by-product of sugar manufacturing, the company ensures the efficient generation of renewable energy, promoting a circular economy model. During FY 2024-25, EID Parry maintained stable power generation, while further optimizing steam-to-power ratios to enhance overall efficiency. Investments in energy-efficient technologies and automation supported these efforts, reinforcing the company's commitment to operational excellence and environmental stewardship. The co-generation business remains instrumental in advancing EID Parry's sustainability objectives while delivering tangible economic benefits.

BUSINESS OVERVIEW Sugar Cane

The success of the sugar business depends on the sugarcane availability and sugarcane quality. During the year, the sugarcane availability in Tamil Nadu (TN) units was lower compared to the previous year. In TN, there was a decline in cane crushed at 12.35 LMT as against 22.82 LMT in the previous year due to decreased cane availability. The average recovery recorded was 8.14% as against 8.50% in the previous year. The state has been witnessing a sharp decline in the area under sugarcane cultivation, leading to reduced cane crushing and lower sugar production. Further, the unseasonal rains and significant temperature and humidity fluctuations have impacted the recovery of all the mills in the state.

During the year, the units in Karnataka reported a lower crushing at 21.57 LMT compared to 22.93 LMT in the previous year due to drought followed by heavy rainfall which significantly reduced the per-acre yield. The average recovery was at 11.74% as against 11.55% in the previous year. The average recovery in the state has improved due to the better utilization of harvesting and labour, and lower downtime of plants.

With respect to the Andhra Pradesh (AP) unit, the cane crushed was 3.51 LMT as compared to 4.34 LMT in the previous year. The average recovery was at 9.69% as compared to 9.02% in the previous year. The lower volume was on account of the heavy rainfall and waterlogging, which affected the fields. Severe rainfall during the crushing season further disrupted the usage of mechanical harvesting. In addition to the above, the price offered by the competitive crops like maize has contributed to the reduction in areas under sugarcane.

Our Farmers

At our core, we are more than a sugar company - we are a farmer-first enterprise. Every harvest, every field, every drop of water carries with it the story of a farmer's perseverance. Our success is inseparable from theirs, and that belief shapes everything we do.

We are acutely aware of the environmental challenges facing agriculture today. To address these, we are promoting sustainable and regenerative agricultural practices that conserve natural resources while enhancing productivity. Through structured crop development programs, integrated pest and nutrient management, and advanced irrigation practices, we are working to ensure that farming remains both economically viable and ecologically responsible.

In addition, we have partnered with Boomitra, an Earthshot Prize Winner, for carbon credit rewards to farmers, coupled with our sustained partnership with Bonsucro. We are also collaborating with our farmers in providing training on sustainable farming practices.

Today's agriculture is at a crossroads. Climate pressures, shrinking landholdings, and generational shifts are rewriting the rules of rural life. In this new landscape, our role is evolving from buyers of produce to enablers of progress.

Through water stewardship programs, regenerative farming pilots, and hyper-local soil rejuvenation efforts, we're helping farmers adapt to climate uncertainty while preserving the ecosystem that sustains them. Project NANNEER, launched in partnership with the AMM Foundation, is just one example. By restoring water bodies and recharging aquifers, we're not just quenching thirst, but securing the future of farming itself. As this expands to Karnataka and Andhra Pradesh, it becomes a blueprint for scalable, grassroots impact.

Our farmer-first philosophy will continue to guide us as we embrace new challenges and opportunities. We believe that sustainable agriculture must be inclusive, technology-enabled, and economically rewarding. By investing in our farmers today, we are laying the foundation for a more resilient and responsible future -not only for our business, but for the communities we serve.

We have partnered with Cultyvate, a company providing autonomous irrigation using soil monitoring systems to promote sustainable water usage. Through this initiative, EID Parry is promoting autonomous irrigation, leveraging technology to address water scarcity challenges and reduce water requirements at the field level. This not only enhances crop yield and quality but also supports EID Parry's commitment to environmental stewardship and sustainable farming practices that benefit the agricultural community and natural resources alike.

Manufacturing operations

Our Company's sugar units strictly adhere to best-in-class manufacturing processes and quality benchmarks. Amongst the leading sugar manufacturers in India, EID Parry's 6 sugar plants and one standalone distillery are spread across South India. Our state-of-the-art plants with a total sugarcane crushing capacity of 40,800

TCD, co-generation capacity of 140 MW and distillery capacity of 582 KLPD across units are located at Nellikuppam, Pugalur and Sivaganga in Tamil Nadu, Sankili in Andhra Pradesh and Bagalkot, Haliyal and Ramdurg in Karnataka. The units are equipped with the latest technological equipment and analytical labs to ensure the highest levels of product quality in a safe, healthy, and clean environment as the Company supplies sugar to major multinational soft drink companies, leading confectionery manufacturers, and pharmaceutical companies. The Company continues its journey towards achieving manufacturing excellence by a focused thrust on creating a customer-centric sugar factory complex that blends low-cost production with premium quality products, while prioritizing safety, sustainability, profitability, and exceptional customer services. An accelerated drive across the value chain to improve operational efficiencies, reduce costs and eliminate wastage has been adopted across functions and processes to raise execution excellence metrics.

Our Company's manufacturing facilities are eco-friendly and meet emission and discharge norms. Water and energy conservation efforts have been taken to continually improve performance. The plants have safety and environment management systems and periodic performance assessments take place to ensure sustenance. All factories have ISO 14001 Environment system certification and are equipped with state-of-the-art pollution control measures such as an incineration facility to manage spent wash from Distilleries as stipulated by regulatory authorities. All 7 sites have ISO 45001:2018 Environment Health & Safety which provides an internationally recognized framework for managing occupational health and safety risks.

The Company continued to pursue its strategies to optimize efficiencies, reduce costs, eliminate wastage, and achieve stretch targets for growth. Even though our Company continues to focus on capacity and efficiency enhancement, it always aims to ramp up the diversification of the sugar portfolio.

Challenges

Sugar

During the year, the manufacturing operations faced several challenges, which were mitigated by suitable measures.

In TN, there were cane supply challenges which were mitigated by sourcing harvesting teams from different parts of state which supported the timely harvesting. We encouraged more entrepreneurs to carry out mechanical harvesting in both the plants. For better recovery, the main season crushing startup was postponed to mid-January (after Pongal), instead of a normal startup in December.

In KN, the initial startup challenges due to Government regulations were addressed and ensured all the units were running at their full capacity.

In AP, the reduction in cane registration was mitigated by taking additional area allotments from the government and the supply volume was made good.

Distillery

¦    We have commissioned 120 KLPD distillery unit in Haliyal and 45 KLPD distillery unit in Nellikuppam. Initial troubleshooting was carried out proactively and the operations were stabilized.

¦    Despite several challenges, strategic plans and initiatives were made in Maize procurement operations from Andhra Pradesh and Molasses Feed arrangements from Maharashtra thereby achieving the combined production of16.44 crore liters against the previous year of 12.62 crore liters in all the 3 states.

Cogen

¦    The Cogen plant was operated together with our sugar operations and accordingly, there was both generation and export of power. Various measures have been taken up in reducing steam consumption across all factories. Flash heat recoveries and vapour bleeding system modifications carried out at various plants for steam economy.

Achievements

¦    Rectified Spirit (RS) redistillation process carried out to utilize the capacities

¦    Amrit plant commissioned at Pugalur

¦    Jaggery production stabilized, and capacity expanded to 200TPD at Pugalur

¦    Project Operational Excellence initiated at Haliyal and Bagalkot Units and the same will be rolled out in other factories in the upcoming years

Sales and marketing

As a market leader in the packaged sugar segment in South India, your Company markets its products under the iconic brand 'Parrys' and is well-positioned to significantly scale its retail and institutional segments through an extensive distribution network. This year, your company entered the staples category under the 'Parrys' brand name as part of its strategic expansion plan aimed at increasing share of consumer grocery basket and consolidating its leadership and fostering long-term growth.

This new product launch has strengthened the brand with an increased consumer franchise and growing distribution across South of India. The brand has established a robust presence in the Ecom channel while consolidating its stronghold in the modern format retail stores. With a strong foothold in multiple customer segments, the premium brand 'Parrys' continues to inspire trust and confidence among consumers, driving significant volumes. Acknowledging the growing trend toward healthy eating, accentuated during the pandemic, your Company has introduced innovative products to meet these evolving consumer needs. The brand Parry now boasts of an enhanced product portfolio comprising Low GI sugar and Millets. The low GI sugar is aimed at the pre diabetic and health conscious segments who now have an option to enjoy the sweetness without the spike in blood sugar levels. This product has gained excellent acceptance in the market as well.

The focus on strengthening the retail market through branded sugar products aims to mitigate the cyclicality of the sugar business.

By enhancing its presence in this segment, your Company expects to benefit from higher and more stable pricing, healthier longterm prospects, and improved realization. This strategy aligns with the Company's vision of sustainable growth and leadership in the sugar industry.

Fostering a culture of innovation and continuous improvement, your Company emphasizes collaboration and feedback from both consumers and internal stakeholders. This approach supports the development of new product categories and the scalability of future offerings. An enhanced sales and marketing framework, combining in-depth market understanding, targeted campaigns, effective strategies, technological integration, and performance measurement, underpins the Company's commitment to excellence.

Moving forward, your Company is focused on maximizing growth opportunities by prioritizing key focus areas, ramping up product availability, and strengthening brand presence across diverse categories and demographics. These efforts, combined with the adoption of cutting-edge technology and consumer-centric innovation, position the Company to remain a leader in the dynamic and competitive marketplace.

Quality

During the fiscal year 2024-25, the Quality function made considerable advancements to align with the company's strategic focus on Sweeteners, Non-Sweeteners, Alcohol, Staples, and Value-added products. Below are some key developments:

1.    Ramdurg Plant Accreditation:

¦    The Sugar plant at Ramdurg achieved certification for food safety management systems.

¦    The certifications included ISO 22000:2018, ISO/TS 220021:2009, and additional FSSC 22000 for the first time.

2.    Re-accreditation and External Audits:

¦    Units in Nellikuppam, Haliyal, Bagalkot, and Sankili successfully completed announced and unannounced audits, receiving re-accreditation with FSSC 22000 version 5.1 from the DNV Certification Body.

¦    The Nellikuppam and Haliyal units underwent external audits and were re-certified for ISO 9001:2018 Quality Management System.

¦    The Jaggery plant in Pugalur and the Jaggery production section at the Nellikuppam plant achieved certification in food safety management systems

3.    Ethical Trade and Halal/Kosher Certifications:

¦    Nellikuppam, Haliyal, Bagalkot, and Pugalur maintained their SEDEX membership and achieved re-certification for MUI Halal and Kosher.

¦    Nellikuppam, Haliyal, Bagalkot units also obtained SMETA 6.0 (Sedex Members Ethical Trade Audit) certification.

4.    Pharma Grade Sugar Manufacturing:

¦    The Nellikuppam Refinery Unit renewed its Current Good Manufacturing Practices (cGMP) license to comply with government guidelines for drug manufacturing customers and continues to produce pharma-grade sugar.

5.    Integrated Management System Certification:

¦    The Sankili Unit underwent audits for Integrated Management System Certifications, including ISO 9001:2015, and successfully achieved recertification.

6.    Establishment of Facilities for Consumer Product Group

(CPG):

¦    The company launched a new range of Consumer Products, including rice, pulses, and millets. The Quality function was instrumental in setting up the required Food safety facilities for manufacturing and sourcing CPG products from Third-Party Units (TPUs).

¦    This process involved the development of specific Standard Operating Procedures (SOPs) and conducting Food Safety training for the TPUs to ensure high-quality standards and adherence to cGMP

7.    Annual Quality Meet:

¦    An Annual Quality Meet was held for the second time, facilitating discussions focused on enhancing the quality of our processes, products, and facilities.

8.    World Quality Week:

¦    In November 2024, our units participated in World Quality Week, themed "Quality: from Compliance to Performance". This initiative, introduced by the United Nations in 1990, aims to raise global awareness about the vital role of quality in an organization's and a nation's growth and prosperity.

9.    Customer-Centric Approach:

¦    The company prioritizes Customer Care, actively involving customers in improvement processes to meet their expectations and enhance our value proposition.

¦    As part of this commitment, a Customer Satisfaction survey was conducted to identify best practices and continually improve service quality.

10.    Market Visits and Best Practices:

¦    Cross-Functional Teams (CFTs) from our manufacturing units conducted several market visits to gain insights

into product performance and identify improvement opportunities based on Retail Customer feedback.

¦ Additionally, these teams visited Customer Units to learn about best practices employed by our clients.

These initiatives demonstrate our commitment to quality, continuous improvement, and prioritizing customer satisfaction.

Research & Development (R&D) and Extension Services

R&D in EID Parry is focused on developing high yielding and high sugar varieties to increase the cane yield and improve recovery. The new varieties are being selected in a systematic varietal evaluation program and rigorous field-testing including pest and disease tolerance. These superior Parry varieties are cultivated in all Parry mills located in Tamil Nadu, Karnataka and Andhra Pradesh. In addition to this, promising Government varieties are evaluated under AICRP (All India Coordinated Research Project) scheme for identification of location specific varieties for all three states.

We have a state of the art tissue culture facility to produce virus free, clean seed source and faster multiplication of commercial varieties. The tissue culture seedlings are raised in captive nurseries at R&D farms and quality seed cane is supplied to the farmers by following three tier nursery programs. Healthy seed program is an important activity for improving cane yields for eradication of many diseases including YLD (Yellow Leaf Disease).

Utilizing the soil testing laboratory, soil samples collected from farmers' fields are analyzed for macro and micronutrient status and soil health cards are distributed. Based on soil fertility mapping, revised fertilizer packages and improved agricultural practices are promoted to the farmers. To enhance the sugarcane yields, various new products viz., application of AbdA, Humic acid and seaweed extract were distributed. Drone technology is effectively popularized for spraying micronutrients across the fields as part of yield improvement and well appreciated by the farmers.

To manage the borer infestation in farmer fields, we have implemented an integrated pest management through biocontrol agents viz., Trichogramma produced by entrepreneurs and Tetrastichus - in-house production followed by pheromone traps for environmental sustainability. The distribution was effectively carried out by ASPs (Agri Service Providers) to cover more acreage. By taking up prophylactic measures, newly emerged disease, Pokkah boeng and pest, crown mealy bug was managed well in Tamil Nadu mills. We have initiated mass production of bioproducts viz., Trichoderma and Bacillus, and applied in hot spot areas to combat the red rot disease.

EID Parry has partnered with IFC (International Finance Corporation) on sustainable sugarcane initiatives viz., production of pro-tray seedlings and biocontrol agents through empowering rural entrepreneurs with more focus on women entrepreneurs. Thus, this program supports improving the livelihood and standard of living of rural entrepreneurs. In collaboration with e-Krishi, we have developed and adopted an AI-based technology for cane harvest and yield estimation, a way forward for the ensuing seasons.

To reduce the labour cost, mechanized farm operations were demonstrated starting from improved land preparation to harvesting and gaining momentum with the support of rural agri service providers. During the year, we introduced new technology on improving the irrigation water quality through 'JIVA' water device to the farmers across the states. We have started installation of sensor based autonomous irrigation system to improve the water

use efficiency and enhancing cane yields. In addition to substantial reduction of water usage, it is operated without manpower requirements for irrigation purpose.

The R&D and extension team are working closely with the farmers for achieving better yields by employing various advanced technologies in Sugarcane cultivation in the past three decades.

Segment-wise Performance & Operational Highlights

Sugar

The Company has six sugar plants with a combined capacity of 40,800 TCD. During the year, the total cane crushed in Tamil Nadu plants was lower at 12.35 LMT as against 22.82 LMT in the previous year. The average gross recovery was at 8.14 % as against 8.50 % in 2023-24, a decrease of over 4% over the previous year. The unseasonal rains, coupled with a declining trend of area under sugar cultivation in the state and temperature fluctuations have severely impacted the recovery of all the mills in the state.

Crushing in the Company's Sankili plant at AP was lower at 3.51 LMT as compared to 4.34 LMT in the previous year. The average gross recovery was at 9.69 % as against 9.02 % in the previous year, an increase of over 7 % over the previous year.

The Cane availability in Tamilnadu and in Andhra Pradesh (Sankili Unit) was a challenge as the farmers shifted to other competitive crops like paddy and maize, which gave them higher returns than sugarcane. Cane availability in these two states is expected to remain a significant challenge unless the current crop pattern is reversed and farmers are encouraged for sugarcane cultivation. Several factors influence farmers' decisions, encompassing both economic and non-economic considerations, such as demographic trends, climatic conditions, regulatory frameworks, agricultural policies, and the availability of alternative non-farming opportunities in urban areas.

The total cane crushed by the units in KN was marginally lower at 21.57 LMT as against 22.93 LMT in the previous year. The average gross recovery was at 11.74 % as against 11.55% in the previous year. In KN, the units reported a higher recovery compared to the previous year with Haliyal at 11.55% and Bagalkot at 11.87% respectively. Ramdurg reported a recovery of 11.94%, marginally lower than the previous year. The higher recovery was on account of a decline in plant down time, better utilisation of labour and harvesting. The cane availability was lower due to lower rain fall and drought like condition prevalent in Karnataka, followed by heavy rainfall, compounded by competition among mills to poach sugarcane. However, unlike Tamilnadu and Andhra Pradesh, Karnataka is likely to witness better cane availability due to favourable climatic conditions, improved irrigation infrastructure, and farmers' general inclination for sugarcane cultivation. However, this advantage may be offset by the increasing number of sugar mills being established in the state, leading to heightened competition for sugarcane procurement, including unauthorised poaching by higher capacity mills with lower availability of cane in their command area.

The overall cane crushed by the Company was 37.42 LMT in 2024-25 as against 50.09 LMT in the previous year, a decline of almost 25%.

During 2024-25, your Company produced 3.16 LMT and sold 4.07 LMT of sugar as against 4.55 LMT and 4.64 LMT respectively in the previous year.

Co-generation

Your Company possesses an aggregate co-generation capacity of 140 megawatts. Your Company exports nearly 51% of the power generated. The co-generation segment accounted for 2.4% of your Company's revenues. Power generated during the year stood at 3,221 Lakh units as compared to 4,360 Lakh units in previous year, a decrease of 26%, which was due to decline in the overall cane production. While there was a decline in the overall cane production, your company continued to maintain its exports, with the in house consumption staying at a similar level as that of the previous year.

Tamil Nadu

The units in Tamil Nadu generated 1,312 Lakh units and exported 633 Lakh units of power during the year as against 2,109 lakh units and 1,070 Lakh units respectively in the previous year.

Karnataka

The power generated and exported by the Karnataka plants stood at 1,720 Lakh units and 956 Lakh units as against 1,929 Lakh units and 1,040 Lakh units respectively in the previous year.

Andhra Pradesh

The unit in Sankili generated 188 Lakh units and exported 40 Lakh units as against 322 Lakh units and 78 Lakh units respectively during the last year.

Distillery

During the FY 2024-25, the Company operated five distilleries located at Sankili, Haliyal, Nellikuppam, Bagalkot and Sivaganga, engaged in the production of industrial alcohol and ethanol with a cumulative capacity of 582 KLPD.

The entire distillery capacity of the Company is dedicated towards production of ethanol & ENA (Extra Neutral Alcohol). During the year, the Company commissioned a 120 KLPD distillery at Haliyal, and a 45 KLPD distillery at Nellikuppam. The plant was commissioned and became fully operational during the first and second quarter of the FY 2024-25, respectively. With this, the total distillery capacity of the Company increased to 582 KLPD.

The distillery segment contributed 35% of the Company's revenues as against 28% in FY 2023-24. The Company's distillery segment delivered stable performance during the year. The Company produced 1,644 LL of alcohol during the year as compared to 1262 LL during the previous year. Higher production was attributable to commissioning of the new plants. Revenues from the distillery segment during FY 2024-25 stood at Rs. 1,101.81 Crore as against Rs. 799 Crore in FY 2023-24.

Ethanol sales during the year produced from B-heavy molasses stood at 412.30 LL at an average realisation of Rs. 60.80 as compared to 337 LL at an average realisation of 60.71 in previous year.

Ethanol sales from molasses produced from C-heavy route stood at 112.62 LL at an average realisation of Rs. 60.36 as compared to 82 LL at an average realisation of Rs.57.34 in previous year.

Ethanol sales from syrup route were 233.78 LL at an average realisation of Rs. 65.61.

Similarly, Ethanol sales from grain route were 258.13 LL at an average realisation of Rs. 71.39.

Expansion of the existing distillery capacities and setting up of new capacities are part of the Company's strategy for enhancing the ethanol stream as a revenue earner, subject to favourable government policies, sustained availability of molasses/other feed stocks and remunerative ethanol pricing.

Consumer Products Group (CPG)

At the beginning of FY 2024-25, your Company had launched a range of non-sweeteners (staples) including rice, pulses, and millets across the southern states of the country. Your company now has a slew of products in this segment, including 15+ varieties of rice, 4 varieties of pulses, and 5 varieties of millets.

The revenue from this segment grew to Rs. 883.89 crores in FY 24-25, as against Rs. 535.26 in FY 23-24, registering a jump of 65% and contributing 28% of the Company's revenues in FY 24-25 as against 19% in FY 23-24.

From a macro environment, till September 2024, the country saw rainfall 7% higher than normal, however, by December 2024, the country's average rainfall fell to 10% lesser than normal. The heavy rainfall in the peninsular region affected the Rabi sowing of Urad crop. The sowing gained momentum in January 2025, with area under Rabi pulses up by 1.75% from almost flattish levels from the end of December 2024.

During the year, the CPG segment saw a steep surge in the number of operating outlets, with about 50+ Stock Keeping Units (SKUs) present across 4 categories (sweeteners, rice, dals and millets), and 200,000+ outlets of brand presence in the South of India. Your company's expansion in this segment is through Third Party Units (TPUs) and a standalone processing unit, is poised to grow at a steady pace.

Performance Analysis, Opportunity & Threats

India is the second largest producer and largest consumer of sugar in the world. Indian Sugar Industry is highly fragmented with private sector, Government undertakings, cooperatives, and unorganized players. The sugarcane crushing period varies from region to region beginning in October/ November and goes on till April/ May in all states except in southern states like Tamil Nadu, Andhra Pradesh where it continues till July/ August.

The fixed minimum support price (MSP) for sugar, which has remained unchanged since February 2019, is moistening the market sentiment. The sugar industry in India has been facing a myriad of challenges and opportunities, influenced by both internal and external factors. In this section, we delve into the performance, opportunities, and threats encountered by the Company, focusing on key factors such as policy changes, operational issues, and market dynamics that was faced during the year under review.

EID Parry's FY 2024-25 performance must be viewed not merely through the lens of quarterly numbers but as a manifestation of the company's long-term strategic pivot - towards de-risking its traditional sugar-centric business model and constructing a more resilient, multi-pronged enterprise architecture. While the sugar division remains the bedrock of its operations, contributing a significant portion to overall revenue, it is the deliberate rebalancing of the portfolio and forward investments in adjacent value chains that signal the emergence of a more future-ready EID Parry.

Performance Analysis:

The Company is a large integrated sugar producer and possesses one of the largest sugar manufacturing capacities in South India with aggregate crushing capacity of 40,800 TCD, Co-generation plant of 140 MW and distillery at 582 KLPD at the close of the year under review. The sugar business was the largest within the Company, generating value for downstream segments like ethanol and co-generation. The Company operates seven manufacturing plants in Tamil Nadu, Karnataka and Andhra Pradesh, proximate enough to generate economies of cane procurement and byproduct utilization. Further, large scale, integrated operations with the power and distillery business along with nutraceuticals provide moderate cushion from cyclicality in the sugar business.

Apart from plantation white sugar, the Company also manufactures refined sugar, which currently constitutes approximately 14.1% of the total sugar production and realises a premium over normal crystal sugar realisation. The Company also produces different grades of pharmaceutical (pharma) sugar that can be customised as per the user requirements. Such refined and pharma sugar are supplied to high grade end-users, thereby creating a niche customer profile for the Company. The Company also produces different value added sweeteners like jaggery powder, low GI Sugar and Brown Sugar and supplies high quality crystal sugar to large institutions, which fetches a premium. The company has also launched 'Amrit Gold, a premium brown sugar category in its sweetener portfolio. The Company is the largest branded sugar player in the Indian Sweetener Market offering a range of products. All the sugar units of the Company are FSSC 22000 certified and strictly adhere to best-in-class manufacturing processes and quality benchmarks. The Company supplies sugar to major multinational soft drink companies, leading confectionery manufacturers, breweries, pharmaceutical companies, dairies, etc.

The Company has established market position in the sugar business, derived from integrated nature of operations with diversified revenue profile, average and adequate financial risk profile, and superior financial flexibility. These strengths are partially offset by the susceptibility of its business performance to downturn in the sugar business and regulatory changes in the sugar and distillery sector.

The shift in revenue composition, with a visible tilt towards nonsugar businesses, is emblematic of a broader strategic narrative - one that aligns with global best practices of commodity-plus companies. The Consumer Products Group, which began as a modest brand-led extension, has begun to morph into a credible

FMCG play. This segment's year-on-year growth is not accidental - it is rooted in carefully designed brand architecture, supply chain recalibration, and channel-specific strategies that speak to differentiated consumer needs, especially in southern India. By focusing on naturally nutritious, indigenous staples like millets and pulses, the company is not only responding to consumer trends but also reinforcing its ESG credentials and farmer engagement narratives. In the long run, this plays into an integrated rural development and sustainability story.

Another critical area of transformation has been the company's ability to derive higher economic value from the same input - sugarcane, through integrated operations spanning sugar, ethanol, power, and agri-waste value creation. The operationalization of additional distillery capacity is not just a capacity enhancement initiative but a calibrated response to the evolving regulatory environment and the Government of India's biofuel blending targets. Your company's recent commissioning of two plants - 120 KLPD at Haliyal and 45 KLPD at Nellikuppam has bolstered the alcohol production, achieving an all-time high. Further, the incineration boiler set up in Nellikuppam has now made the plant 100% ZLD, complying with our environmental laws and targets. The ethanol economy, though intermittently constrained by policy caps and commodity inflation, continues to offer a medium-to-long-term growth trajectory, particularly for companies with backward integration and scale like EID Parry. In this context, the company's strategy to prioritize B-heavy molasses and sugarcane juice-based ethanol, while optimizing C-heavy production based on market signals, reflects an astute command over policy-linked demand dynamics.

Your company has demonstrated prudent capital allocation, with strong internal accruals and a conservative leverage profile. Credit Rating Agencies' reaffirmation of the company's credit profile underscores the robustness of its financial discipline, aided in part by the latent value embedded in its strategic holding in Coromandel International Limited. This gives EID Parry a unique position of strategic optionality, enabling it to mobilize resources for growth and monetize assets should the strategic rationale align. Such financial optionality is a critical differentiator in a sector as capital-intensive and volatile as sugar.

EID Parry's financial risk profile is expected to remain stable with debt protection metrics such as interest coverage ratio, gearing and TOL/TNW (total outside liabilities/total tangible net worth) ratios remaining adequate. Interest coverage is expected to remain at 0.73, Gearing and TOL/TNW ratios are likely to continue at 0.8-0.9 time and 2.1-2.3 times, respectively, in the near-to-medium term with debt levels likely to remain elevated with higher reliance on working capital borrowings due to expected moderation in cash generation. EID Parry has steadily enhanced its distillery capacity at the Haliyal and Nellikuppam units in the current fiscal, and these units are expected to contribute to revenues and profits in the near to medium term. EID Parry's liquidity is adequate in the near-to-medium term against modest repayment obligations.

EID Parry's business risk profile expected to remain stable in the near-to-medium term despite ongoing changes in the regulatory environment for sugar and allied products. The performance of the refinery division has moderated in the current fiscal with white sugar prices gradually reducing following oversupply in the global markets with increase in supplies from Europe, Thailand and Pakistan. Revenue on a consolidated basis is expected to grow by 2-3% in fiscal 2025. This growth to be largely driven by sugar segment aided by growth in consumer product and lifting of restrictions on sugar exports upto 1 MMT, as well distillery business due to increase in distillery capacity and removal of restrictions regarding sugar diversion for ethanol production effective from Ethanol Supply Year 2025. Revenue from other business segments is expected to improve. Revenues are expected to grow 4-5% from fiscal 2026 onwards with stable distillery volumes and improving realizations.

During the year, the revenue from operations stood at Rs. 3,168 crores in FY 2024-25 as compared to Rs. 2,808 crores in FY 2023-24. The Profit after tax stood at Rs. (428) crore in FY 2024-25 as compared to Rs. 107 crores in FY 2023-24. The revenue from distillery and other segments improved over the previous year, wherein profitability declined due to a number of factors ranging from policy change on ethanol production, non-availability of molasses and increase in distillery input cost.

Total expenses were Rs. 3,449 crores in 2024-25 compared to Rs. 2,872 crores in 2023-24. Raw material costs accounted for a 58% share of the Company's revenue from operations, which was increased by due to a higher FRP announced by the Government of India. Employee expenses accounted for a 6% share of the Company's revenues from operations and increased by 8% from Rs. 185.97 crores in 2023-24 to Rs. 200.83 crores in 2024-25. The increase in employee cost was due to project expansion and the expansion of consumer product group (CPG) with foray into the staples business. The repair & maintenance expenses accounted for a 3.7% share of the Company's revenues from operations.

During the year, the performance of the company was characterized by various challenges and opportunities. Despite encountering hurdles, the company has maintained stability in key areas such as power generation and exports, while grappling with issues affecting its core operations.

The gross sugar production in India stood at 310 LMT during the 2024-25 marketing year with a diversion of 37.5 LMT of sweetener for ethanol-making, including 10 LMT for exports. Taking into account an opening stock of approximately 80 LMT and a forecasted domestic consumption of 280 LMT for the season, ISMA has projected a lower closing stock of 62.5 LMT by September 30, 2025.

Opportunities

While the ethanol policy has been marked by abrupt recalibrations, the long-term structural story remains intact driven by India's decarbonisation targets and the government's ethanol blending roadmap. Importantly, with an eye on risk-adjusted return, we are

balancing molasses-based and grain-based feedstock usage to navigate regulatory pivots.

Our calibrated entry into the fast-moving consumer goods (FMCG) domain through staples - rice, millets, pulses signal a strategic shift towards consumer-facing adjacencies. This move is not merely an extension of our sugar business but a forward-looking growth vector. The consumer market, especially in health-focused and regionally attuned products, offers both volume scale and margin play. The traction we are seeing in the early stages will be supported by sharper go-to-market execution, digital brand-building, and deeper retail penetration.

In a suit to achieve operational efficiencies and cost optimization, we are also leveraging precision agriculture and digital agronomy to deepen farmer engagement and secure consistent cane throughput. These interventions, ranging from weather-resilient cane varietals to soil health mapping and digitised cane procurement are beginning to yield improvements in recovery rates and cost efficiencies.

Threats

One of the most pressing challenges that remain is climatic vagaries in this industry, and at times changes in government policies. The drop in cane availability in Tamil Nadu and Andhra Pradesh is due to erratic climate and farmers opting for other competitive crops, increase in FRP, continued absence of non-increase in Minimum Selling Price (MSP) adjustments, and ethanol blending targets for the upcoming Ethanol Supply Year (ESY) pose direct threats to forward planning, capacity utilisation, and return on invested capital.

The global sugar market exhibited significant volatility in February 2025, primarily due to divergent price trends between major producers like India and Brazil. In India, sugar prices experienced a modest uptick, driven by a 10-12% decline in production compared to the previous year. This downturn is attributed to reduced cane availability caused by adverse weather conditions and disease outbreaks in key regions such as Uttar Pradesh. Additionally, a higher diversion of sugarcane towards ethanol production exacerbated supply shortages. Consequently, about one-third of India's sugar mills ceased operations in February 2025, marking the shortest crushing season on record.

Conversely, Brazil witnessed a decline in sugar prices due to favourable weather conditions that revitalized sugarcane production. Improved precipitation alleviated previous drought conditions, leading to robust production levels sufficient to meet both domestic and export demands. This imbalance between constrained production and heightened consumption is likely to exert upward pressure on prices, influencing market dynamics across various regions. On the domestic front, the unchanged MSP since 2019, despite rising input costs, continues to squeeze margin buffers.

Cane poaching by nearby mills, has emerged as a disruptive force, leading to sub-optimal capacity utilisation in Karnataka. The FRP

 

has been increasing by 4.41% and competition for quality cane are pushing up raw material costs. Our long-standing farmer relationships are now fatigued, and we are further deepening engagement through better yield support, timely payments, and cane development incentives to retain sourcing volumes.

In addition, FY 2024-25 saw losses due to erratic climatic conditions as well as lower recoveries at our Tamil Nadu units. Though the company has significantly expanded its distillery capacities, the raw material availability remains a concern resulting in lower capacity utilisation. Further, these risks persisted especially given the learning curve of newly commissioned distilleries and the complex logistics involved in multi-feed grain sourcing for Sankili. We are addressing this through preventive maintenance, supply chain redundancy, and shift-level monitoring, but systemic risk remains.

Company's performance and outlook

EID Parry is demonstrating a continued commitment to optimizing agricultural sourcing and mill efficiency across its operational regions in spite of cane availability in Tamil Nadu and Andhra Pradesh. In tandem with this, the Company is also expected to produce a competitive volume of ethanol during the upcoming financial year. This anticipated growth in ethanol production comes with the regulatory restrictions being lifted on the diversion of sugar for ethanol production during Ethanol Supply Year (ESY) 2025.

Given the highly regulated nature of the sugar industry, changes in government policies particularly those related to sugar diversion, ethanol blending targets, and sugarcane/ sugar pricing mechanisms will remain critical factors influencing future performance. Continued support from the Government, including incentives for ethanol production and clarity on pricing and raw material procurement policies, will be key monitorables for sustaining momentum in both the sugar and ethanol verticals.

Other business segments (co-generation, nutraceuticals, consumer products group etc.,) are expected to generate stable revenue.

With the formal launch of our range of staples in the retail market, and expansion of our Consumer Products Group division we are optimistic about the company's revenue prospects and provide us respite from the ongoing tower block in the form of the stringent government policies and export restrictions.

FY 2024-25 exhibited a duality of emerging tailwinds and embedded structural risks for EID Parry. The opportunities lie in your company's ability to convert adversity into innovation via forward-looking investments in Consumer products digital transformation, circular economy, and next gen agri practices. The threats, while heady, are not unfamiliar but require dynamic capital allocation, scenario-based planning, and continued emphasis on execution agility.

From the board's vantage point, our focus remains on ensuring earnings resilience across cycles, unlocking latent potential from adjacencies, and embedding ESG and technology deeper into our operating model. In a sector defined by its volatility, our ability to

stay future-ready, adaptable, and value-creating will remain the cornerstone of our strategic posture in FY 2024-25 and beyond.

NUTRACEUTICALS DIVISION Industry overview

The US dietary supplement market is about $55 billion in size and occupies about 35 % to 40% of the Global supplement market and continue to hold the largest share. China and western Europe are the other major markets for dietary supplement.

Brain health, immunity, digestive health and gut health are the major markets. Plant /Natural based products, organic, clean label and sustainable sourcing are the order of the day.

Spirulina and chlorella supplements are part of the plant-based superfoods and plant-based protein market. The global plant-based protein market is about $ 1 Billion and dominated by ingredients such as pea, soy, wheat, rice and green superfoods like Spirulina.

Microalgae are used as a single ingredient in supplement market or in the form of green blend on the functional food market. The plant based green blend market is expected to grow further in the coming years, and it is critical to qualify our microalgae products in this bulk volume segment wherein there is a potential to increase the sales value.

Business review

During the year, with our persistent efforts, EU organic and Naturland Scope certificates are revived and export to EU commenced from Q3 of 2024-25. With constant communications with the existing customers, the company was able to bring most of the customers into its fold and obtained significant orders which showed the customers' trust in our product quality and safety and the brand value. The real test now will be to revive the entire EU market and achieve the targets for this market in the coming years and various efforts are being taken to address this.

During the year, the business complied with all the standard requirements of quality, safety and environmental systems with successful completion of ISO, USP, BRCGS scope renewals. All the Organic standards are complied with including EU and Naturland Organic for which we have tied up with a Greece Certification Body, A CERT, which is working effectively in delivering the shipments to EU on time.

On the marketing side various posts including LinkedIn, leaflets and marketing collaterals were prepared to extend the reach of our products to a larger population. On the science part, the human clinical study carried out on our Chlorella showed significant results with respect to bioavailability of Vitamin B12 and this can be a significant boost to build the Chlorella sales when we have the full production mode.

Outlook

All our efforts to reclaim the leadership position in the Europe dietary supplements market, which by now is crowded with cheap Chinese alternatives, is the key objective of the business in coming years where the main drivers would be, achieving price stability by showcasing tangible differences between Parry's and the Chinese ones supported by science studies. Evaluating alternate delivery mechanisms like granules and flakes along with the existing powders and tablets can also help.

The traction for the greens business in USA during the second half of FY25 is more than assuring and the business is confident to improve sales. Barred substances by WADA ( World Anti-Doping Agency) to be tested and proven negative before supplying to sports market.

COMPANY FINANCIAL PERFORMANCE (STANDALONE)

Revenue	Â	(Rs. in Crore)
BUSINESS SEGMENTS	2024-25	2023-24
Sugar	1069.67	1329.80
Cogen	75.86	113.13
Distillery	1,101.81	799.10
Total	2247.34	2242.03
Nutraceuticals	36.89	31.31
Consumer Products Group	883.89	535.26
Total	3168.12	2808.60

FINANCIAL OVERVIEW Net Worth

The Net worth as on March 31,2025, was Rs 2539.76 Crore as against Rs. 2919.40 Crore as on March 31,2024. Capital Redemption Reserve remained unchanged during the year.

Borrowing

The total borrowings of the Company increased from Rs. 1,038.71 Crore in 2023-24 to Rs. 1,210.74 Crore in 2024-25. The Long-Term Debt is 0.06 times of equity as against 0.07 times of equity in the previous year. Working capital borrowing utilized was Rs.809.82 Crore as on March 31,2025, as against Rs. 741.73 Crore in previous year.

Fixed Assets

During the year, the company incurred Rs 416.47 Crore as additions to Fixed Assets as against Rs. 257.98 Crore during the previous year.

Investments

The total investment of the Company as of March 31, 2025, was Rs 662 Crore as against Rs. 1,073.78 Crore in FY 2023-24. The decline

was majorly on account of impairment of investment in the wholly owned subsidiary, Parry Sugars Refinery India Private Limited.

Rating

The Company's long-term rating was maintained at CRISIL AA (stable outlook) in 2024-25 and short term rating was maintained at A1+ (CRISIL and CARE).

Book Value and Earnings per Share

Book Value of shares of the Company was Rs. 142.84 per share as on March 31, 2025, as against Rs. 164.47 per share as on March 31, 2024. Earnings per share was Rs (24.12) per share for the year ended March 31, 2025, as against Rs. 6.03 per share for the year ended March 31, 2024.

EBIDTA

The Earnings before Interest, Depreciation, Tax and Amortization (excluding exceptional items) for the year was Rs. 252 Crore representing 8% of total revenue as against Rs. 307 Crore representing 11% of the total revenue in the previous year.

EBIT

EBIT for the year was Rs.76.46 Crore (excluding exceptional items) as against Rs. 159.23 Crore in the previous year 2023-24.

Finance Charges

Finance Charges for the year was at Rs. 68.91 Crore as against Rs. 44.05 Crore in the previous year 2023-24.

Depreciation

Depreciation for the year was at Rs. 175.34 Crore as against Rs. 147.49 Crore during the previous year 2023-24.

PBT

Profit Before Tax for the year was at Rs. (419.59) Crore (including net exceptional loss of Rs.427.15) as against Rs. 115.18 Crore (including net exceptional loss of Rs. Nil) in the previous year 2023-24.

PAT

Profit After Tax for the year was at Rs. (428.30) Crore as against Rs. 107.09 Crore in the previous year 2023-24.

Revenue Particulars	2024-25	2023-24
Key Financial Ratios	Â	Â
EBIDTA / Sales % (Operating Profit Margin)	7.95	10.94
PAT / Sales %	(13.52)	3.82
PAT / Average Equity % (ROE)	(15.69)	3.69
Key Capital Structure Ratios	Â	Â
Net Debt / Equity Ratio	0.48	0.36
Outside Liabilities / Net worth	0.73	0.60
Net Fixed Assets / Net worth	0.65	0.57
Debt Service Coverage Ratio	2.35	3.89
Interest Service Coverage Ratio	3.65	6.96
Liquidity Ratios	Â	Â
Current Ratio	1.31	1.40
Inventory Turnover Ratio (times)	2.03	1.80
Trade Receivables Turnover Ratio (times)	11.96	12.55
Earnings and Dividend Ratios	Â	Â
Dividend %	NA	400
Earnings Per share (Rs.)	(24.12)	6.03
Book Value Per share (Rs.)	142.84	164.47
P / E Multiple (including exceptional items)	(32.57)	90.50

In accordance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), the Company is required to give details of significant changes (change of 25% and more as compared to the immediately previous financial year) in key financial ratios.

Ratios where there has been significant change from the financial year 2023-24 to 2024-25:

¦    Decrease in operating profit margin (EBITDA/ Sales), PAT/ Sales, PAT/ Average Equity is mainly on account of exceptional item.

¦    Increase in Net debt to equity, Net fixed assets to Net worth is on account of erosion of equity reserves.

¦    Significant decrease in EPS and P/E Multiple is on account of exceptional item.

¦    Decrease in debt service coverage ratio, Interest service coverage ratio, is on account of exceptional item.

RISK MANAGEMENT

Indian sugar production for 2024-25 season is estimated to be slightly lower than previous season with significant portion of sugar diverted for Ethanol production. Notwithstanding the same, Indian government has allowed sugar exports in the current season. While the Government has increased the FRP [Fair Remunerative Price] for sugarcane, the minimal increase in prices of Ethanol from C Heavy Molasses, no increase in prices of Ethanol from sugar syrup / B Heavy Molasses, and no increase in MSP [Minimum Support Price] for sugar poses challenge to the industry. The company continues to stay resilient, strives to reinvent itself and seeks opportunities to grow.

The company has a robust Risk Management Framework, across various levels of the organization :

¦ to anticipate, measure and evaluate business risks & opportunities,

Company uses a state-of- the-art Enterprise Resource Planning (ERP) system SAP, as a business enabler to record data for accounting, consolidation, and management information purposes.

The Internal Audit of the company is carried out by an external Audit firm. In addition, a skeletal in-house team is engaged to carry out specific management assignments. The internal audit is conducted based on the annual audit plan which is reviewed and approved by the Audit Committee. The Internal Audit reports are presented to the Audit Committee on a quarterly basis for review and deliberation.

The Management has assessed the effectiveness of the Company's internal control over financial reporting as of March 31, 2025, and found the same to be adequate and effective. The Company carried out its internal audit with both in-house and outsourced Internal Audit teams thus leveraging the business knowledge and process inherent within the organization while combining it with the expertise of the outsourced auditors in specialized areas.

 

INTERNAL FINANCIAL CONTROLS

The Company has aligned its current system of Internal Financial Control (IFC) with the requirement under the Companies Act, 2013 (the Act). The Company has established a robust framework of IFC which includes entity level policies, processes, and operating level standard operating procedures. The Company has a well-established process and clearly defined roles and responsibilities for people at various levels.

The Company's internal controls are adequate with its size and the nature of its operations. These have been designed to provide reasonable assurance with regard to recording and providing consistent financial and operational information, complying with the applicable statutes, safeguarding assets from unauthorized use, executing transactions with proper authorization, and ensuring compliance with policies. Processes for formulating and reviewing annual and long-term business plans have been laid down. The

SUBSIDIARY COMPANIES

There has been no change in the business of the subsidiaries during the year under review. In accordance with Section 129(3) of the Act, the Company has prepared consolidated financial statements of the Company and all its Subsidiary Companies, which forms part of the Annual Report. A statement containing the salient features of the financial statements of the subsidiary companies, joint ventures and associates are given in Annexure-A to this Report.

In accordance with the provisions of Section 136(1) of the Act, the Annual Report of the Company containing the standalone and consolidated financial statements has been placed on the website of the Company, https://www.eidparry.com/ Further, the audited accounts of the Subsidiary Companies and the related detailed information have also been placed on the website of the Company https://www.eidparry.com/financials/ The annual accounts of the Subsidiary Companies will also be available for inspection by any shareholder at the registered office of the Company during working hours up to the date of the Annual General Meeting. A copy of the annual accounts of the subsidiaries will be made available to shareholders seeking such information at any point of time.

Parry Sugars Refinery India Private Limited (PSRIPL)

Balanced global refined sugar demand and moderate raw sugar prices ensured higher white premium levels in first half of 2024-25. However, higher sugar production in EU & Ukraine lead to higher exports in H2 24-25. In addition, raw sugar prices firmed up in Q3 24-25 (due to lower-than-expected Brazilian production) resulting in a sudden fall in white premiums since September 2024 to 5-year lows. Export campaign announced by Pakistan and India kept the white premium at lower levels, impacting run rate of toll refiners in H2 24-25.

PSRIPL continues to be globally renowned as an efficient re-export refiner of sugar, offering a range of quality products for international trade, global food & beverage majors and institutions. Despite challenging white premiums in H2, PSRIPL maintained its sales of 8.3 LMT in 24-25, same as that of last year. With entry into global food and beverage majors, increased institutional customer base and better availability of containers, 40% of the total sale volumes was shipped through containers, an all-time high. Moderating sugar prices on the base of similar sales volume lowered FY 24-25 turnover to Rs 4,285.17 Crores as against Rs 4,415.32 Crores of FY 23-24. Improved operating efficiencies and softening of energy and material costs helped PSRIPL to lower its refining cost in 24-25. Finance cost came down from Rs 72.30 Cr in 23-24 to Rs. 49 Crores in FY 24-25, due to better working capital management. However, all these operational gains could not compensate for the sudden and drastic fall in white premium resulting in lower performance especially in H2 24-25.

For the year, PSRIPL incurred a loss of Rs. 117.97 Crores due to lower spreads and impairment charge on its investments in overseas subsidiary. Parry International DMCC, a wholly owned subsidiary of PSRIPL based out of Dubai recorded a trading revenue of AED 209.67 million and a profit of AED 1.59 million.

The Board of Directors of the Company at their meeting held on May 27, 2025, has approved the investment of Rs. 350 Crores in PSRIPL, by way of subscribing to the rights issue of equity shares of Rs. 10/- each.

US Nutraceuticals Inc.

During the year, the Company's wholly owned subsidiary US Nutraceuticals Inc. achieved sales of Rs. 179.4 Crore. In the core Saw Palmetto Business, sales dropped by 33% and there was a 24% drop in Astaxanthin, Joint Health and Greens sales.

Coromandel International Limited (CIL)

In FY 2024-25, CIL achieved strong performance across its Nutrients and Crop Protection segments, supported by favourable factors such as a good monsoon, high reservoir levels, and increased crop sowing in target markets. The company saw record sales volumes in fertilizers, expanding its reach in North and Central India, and added over 100 retail stores. The crop protection business benefited from new product launches and strong demand for key molecules, while its nano products, specialty nutrients, organic and bio products drove integrated farm management practices.

CIL continued to invest in strengthening its plant infrastructure capabilities and is setting up granulation, phosphoric acid and sulphuric acid capacities at its fertiliser plant at Kakinada, besides investment in new product capacities in Crop protection.

The company introduced 18 new products, including the innovative Urea SSP fertilizer and launched the patented product 'Prachand' in partnership with ISK Japan.

CIL expanded its drone spraying operations through its 'Gromor Drive' initiative and retail channel, covering 2.2 lakh acres in seven states. This initiative is supported by RPTO-trained pilots and is further expanded through value chain partnerships. The company also made strategic acquisitions, including the acquisition of a majority stake in NACL Industries, subject to statutory approvals and an increased shareholding in Dhaksha Unmanned Systems and BMCC.

In terms of financial performance, CIL's consolidated total income was Rs. 24,444 Crores with an increase of 9.66% compared to previous FY 2023-24 total income of Rs. 22,290 Crores. The consolidated Profit after Tax (PAT) for the year was Rs. 2,055 Crores, registering a growth of 25.22% as against the previous year's PAT of Rs. 1641 Crores. Net debt-equity ratio stands at zero as of 31^st March 2025.

JOINT VENTURE COMPANY Algavista Greentech Private Limited (AGPL)

AGPL, a joint venture of the Company, developed various grades of natural blue colour (Phycocyanin) and promoted it as a nutraceutical ingredient; however, due to a significant drop in market prices caused by oversupply mainly from Chinese players expanding into downstream processing the business became unviable. Originally benchmarked at a higher price of around $250 to $300 per kg in

2017-18, Phycocyanin prices declined sharply in recent years as supply far exceeded global demand. Despite efforts to improve productivity and reduce costs, AGPL incurred accumulated losses of Rs. 48.90 crore as of March 31,2025. Consequently, operations were shut down by March 31,2024, and AGPL initiated the sale of assets, with eventual plans to dissolve or sell the entity.

HUMAN RESOURCES

Aligned with the organisation's ethos of building a high-performing and vibrant company grounded in focus, transparency, collaboration, and humility, EID Parry places people at the heart of its success. Our commitment to environmental, social, and governance (ESG) principles is underpinned by a core belief in leveraging human capital as a key business driver. Guided by the principle of "people first," we continue to invest in our employees' well-being, development, and sense of purpose.

Our employees bring strength, dynamism, and innovation to the workplace every day. To support their aspirations and fuel business growth, our HR strategy is anchored in Parry's People Vision:

'Enriching organizational capability through a collaborative culture and by infusing digital solutions on the people process to reach superior business performance.

This vision is executed through robust policy deployment and modern HR practices built around four strategic imperatives: Capability Development, Employee Experience, Digital First, and Business HR.

We have embraced a digital-first approach, rolled out the Contract Labour Management System (CLMS) across all units. Our HR policies are being continually reviewed to remain future-ready and employee-centric. To foster a collaborative culture, we institutionalized the Self-Discovery Workshop, encouraging introspection and team synergy.

The Graduate Engineer Trainee (GET) program remains a key focus, preparing young engineers to step confidently into frontline supervisory roles. A culture of performance is further strengthened through transparent and periodic Performance Review Discussions (PRDs). As part of our ongoing commitment to diversity and inclusion, we are actively working to improve gender diversity across the organization.

In total, nearly the entire employee base was positively impacted by one or more of these interventions.

We strive to create a work environment that is happy, nurturing, empowering, and future-ready: one that equips our people to thrive in an ever-changing world. Motivated employees with access to continuous learning and innovation thrive, enabling collective success.

As on March 31, 2025, the total number of permanent employees on the rolls of the Company stand at 2384.

Industrial relations remained peaceful throughout the year, with proactive engagement and grievance resolution. During the year, a Long-Term Wage Settlement was successfully concluded at our Oonaiyur unit.

Prevention of Sexual Harassment at the Workplace:

The Company has a robust policy in compliance with the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaints Committee (ICC) is in place to address any reported grievances. All employees are covered under this policy. No complaints were received during the year.

AWARDS & ACCOLADES

During the year, the Company received the following Awards.

1.    Bagalkot unit was awarded "ENERGY EFFICIENT UNIT" at 25^th National Award for Excellence in Energy Management in 2024 and contest held at Hyderabad.

2.    Bagalkot unit received SISSTA Gold Award for Best Technical efficiency in sugar Plant in Karnataka region in 2024.

3.    Bagalkot unit received bronze award on Safety - Excellence Category from CII.

4.    Bagalkot unit received as the Best Cogeneration Power Plant (Rank-II) in FY 2024 by National Cogeneration Awards, India.

5.    Parry Nutraceuticals - Gold Award for EHS Excellence -Conferred during the 16^th Edition of the CII-SR EHS Excellence Awards 2023, held on May 15, 2024.

6.    Parry Nutraceuticals - Second Place under Environment Restoration Category - Awarded for the Resource conservation within the boundary and Project NANNEER initiative beyond the boundary at the 16^th CII-SR EHS Excellence Awards 2023, held on May 15, 2024.

7.    Parry Nutraceuticals - Award for Rainwater Harvesting and Groundwater Recharge Initiative within the boundary - Received at the 4^th Edition of the CII Water and Waste Management Competition, held on January 6, 2025.

8.    The Company received the CSR Project of the Year award on March 27, 2025, at the 13^th Edition of CSR Summit and Awards held at the Hotel Grand Hyatt, Santacruz, Mumbai.

9.    Nellikuppam - Won the CII Award for water conservation and efficiency category for PCTP & Incineration Boiler in January 2025.

10.    Nellikuppam - Received the SKIN Award under 'Best Service in the Society' for sustainability and rural development.

11.    Sankili unit won Platinum Award for "Best Distillery plant" from South India Sugar Cane and Sugar Technologies Association (SISSTA) on August 19, 2024.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

As per the provisions of Section 152 of the Act read with the Articles of Association of the Company, Mr. Ramesh K B Menon (DIN: 05275821) Director retires by rotation at the forthcoming Annual General Meeting and being eligible offers himself for reappointment. The requisite details in this connection are provided in the Notice convening the meeting and in the Corporate Governance Report.

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under section 149(6) of the Act and comply with Regulations 16 & 25 of the Listing Regulations.

Mr. Muthiah Murugappan, Whole-Time Director and Chief Executive Officer*, Mr. Y. Venkateshwarlu, Chief Financial Officer and Mr. Biswa Mohan Rath, Company Secretary, are the Key Managerial Personnel (KMP) of the Company as per Section 203 of the Act. There were no resignations of Directors or KMP during the year under review. Mr. S Suresh took early retirement from his position as the Managing Director of the Company with effect from the closing hours of August 31,2024, which was approved by the Board of Directors of the Company on August 17, 2024.

*w.e.f. August 17, 2024

Number of Meetings of the Board

Seven Meetings of the Board of Directors were held during the year, the details of which are given in the Corporate Governance Report.

Board evaluation

The performance of Committees of the Board and also the directors individually was evaluated in accordance with the Act and Listing Regulations. The manner in which the evaluation was carried out and the process adopted has been given in the Corporate Governance Report.

Expertise of Independent Directors

In terms of the requirement of Listing Regulations, and Rule 8(5) (iiia) of the Companies (Accounts) Rules, 2014, the Board has identified core skills, expertise and competencies of the Directors in the context of the Company's business for effective functioning and how the current Board of Directors is fulfilling the required skills and competences. This is detailed at length in the Corporate Governance Report.

Policy on Directors' Appointment and Remuneration and Other Details

The Board has on the recommendation of the Nomination and Remuneration Committee (NRC), framed a policy for the selection and appointment of directors, senior management and the criteria for determining the qualifications, positive attributes and independence of directors, including fixing their remuneration.

The Remuneration Policy and criteria for Board nominations are available on the Company's website at https://eidparry.com/wp-content/assets/2025/04/Remuneration-PolicvR1.pdf.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(3) and 134(5) of the Act, your Directors, to the best of their knowledge, belief and according to information and explanations obtained from the management, confirm that:

¦    In the preparation of the annual accounts for the financial year ended March 31, 2025, the applicable accounting standards have been followed and there are no material departures therefrom;

¦    they have 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 of March 31,2025, and of the profit of the Company for the year ended on that date;

¦    they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

¦    they have prepared the annual accounts on a going concern basis;

¦    they have laid down proper internal financial controls to be followed by the Company and such controls are adequate and operating effectively and;

¦    they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

AUDITORS AND AUDITORS' REPORT Statutory Auditors

M/s. Price Waterhouse Chartered Accountants LLP, (FRNo.012754N/ N500016) Chennai, were appointed as Statutory Auditors of the Company by the shareholders at the 47^th Annual General Meeting held on August 9, 2022, to hold office up to the conclusion of the 52^nd Annual General Meeting.

There are no qualifications, reservations or adverse remarks or disclaimers made by the Statutory Auditors on the financial statements in their report for the year 2024-25.

Cost Auditors

In terms of Section 148 of the Act, read with Rule 8 of the Companies (Accounts) Rules, 2014 and the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, cost audit is applicable to company's businesses of sugar, distillery, and co-generation of power. The accounts and records for the above applicable businesses

are prepared and maintained by the Company as specified by the Central Government under sub-section (1) of Section 148 of the Act.

The Board of Directors, on the recommendation of the Audit Committee, have appointed M/s Narasimha Murthy & Co., Cost Accountants, as the Cost Auditors to audit the cost accounting records maintained by the Company for the financial year 2025-26 on a remuneration of Rs. 10,00,000 (plus out of pocket expenses and applicable taxes).

A resolution seeking members' ratification for the remuneration payable to the Cost Auditor forms part of the notice convening the Annual General Meeting.

The cost audit report for the financial year 2023-24 has been filed with the Ministry of Corporate Affairs. The cost audit report for the financial year 2024-25 would be filed with the Ministry of Corporate Affairs as per the provisions of the Act.

Secretarial Auditors

The Board has appointed M/s. R Sridharan & Associates, Practicing Company Secretaries, Chennai as the Secretarial Auditors to undertake the Secretarial Audit of the Company for the year 2024-25. The Report of the Secretarial Auditors is provided in Annexure-B to this Report.

There are no qualifications, reservations or adverse remarks or disclaimers made by the Secretarial Auditors in their report for the year 2024-25.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

EID Parry's Corporate Social Responsibility efforts are deeply rooted in the belief that sustainable business success goes hand-in-hand with community well-being. In FY 2024-25, the company continued to strengthen its outreach in healthcare, education, rural development, and sports, focusing on underprivileged communities around its manufacturing units.

Healthcare Access and Outreach

With a mission to improve healthcare in rural pockets, the company's flagship health initiatives -

Wellness on Wheels and the Rural Health Centres continued delivering consistent medical care directly to village communities. These mobile and static units, staffed by a dedicated team comprising doctors, paramedics, pharmacists, and social workers, ensured timely diagnosis, treatment, and free medication.

Additionally, specialized eye care camps were organized to raise awareness, provide eye check-ups, cataract surgeries, and distribute spectacles, ensuring preventive care reached even the most remote populations.

Education / Skill Development

Education remained a cornerstone of CSR engagement. The company ran evening study centres across select villages, offering academic support to students from grades 1 to 10. With special emphasis on Science, Math, and English, along with creative

learning through arts and crafts, these centres fostered holistic development. To enhance rural school infrastructure, the company provided computers, lab equipment, smart boards, classroom renovations and restrooms for students. Scholarships were also awarded to deserving students from economically disadvantaged families, supporting their continued education.

Rural Development & Eradicating Hunger

The company's rural development projects focused on improving essential infrastructure. Drinking water access was expanded through installation of RO plants, repair of water sources, and construction of storage tanks. Simultaneously, food and essential supplies were distributed to vulnerable households as part of the hunger alleviation effort.

Sports for Development

Sports for Development is the flagship CSR initiative of EID Parry. This initiative identifies, trains, and supports sporting talents, to compete in state and national tournaments. Beyond sports, this project has succeeded in social change among young adults since life skill training is embedded into the training module.

For the past one-year, young adults at the Nellikuppam location have been given specialized training in Pencak Silat, an Indonesian martial art that has recently acquired popularity and is one of the recognized sports by the Ministry of Youth Affairs and Sports. Around 60 youth from underprivileged backgrounds are identified and trained in this martial art, enabling them to compete in state and national tournaments to demonstrate and hone their martial art skills.

Four athletes from Nellikuppam represented India at the 8^th Senior Asian Pencak Silat Championship 2024, which took place in Tashkent, Uzbekistan, from October 10 to October 16, 2024. It is incredible to share that all the four athletes clinched bronze medals for the nation in the Senior Asian Championship. Including these four medals, Indian contingent bagged 16 medals (2 gold, 2 silver and 12 bronze medals).

Project NANNEER

Project NANNEER, the flagship water sustainability initiative of the AMM Foundation and EID Parry, continues to make a transformative impact across rural Tamil Nadu and beyond. Driven in partnership with Siruthuli, a not for profit organization based in Coimbatore, the project rejuvenates traditional water bodies and feeder systems, directly benefiting farming communities and local ecosystems.

As of FY 2024-25 (Phase III), over 18 water bodies have been revived, unlocking a cumulative water storage potential of 1.83 billion litres. This year's efforts focused on key water bodies in Pugalur (Erode & Thiruppur), Oonaiyur (Sivagangai), and the 81-acre Udaikulam Lake. Restoration activities included desilting, bund strengthening, installation of percolation shafts, sluice repair, and clearing of feeder channels - enhancing groundwater recharge and reducing seepage.

Notable achievements include:

¦    Annamalai Kottai Pond: Capacity increased from 4,267 KL to 6,550 KL.

¦    Kallukadaimedu Reservoir: Upgraded with a surplus weir, increasing capacity by 22 million litres.

¦    Pallathur Sivan Kovil Pond: The Pond now holds 28 million litres after structural rehabilitation.

¦    Udaikulam Lake: Major restoration completed, enhancing resilience across 1,000 acres of farmland.

Geographic expansion marked a key milestone this year, with restoration commencing at Kumbar Kere Lake (Karnataka) and new projects initiated in Andhra Pradesh.

Project NANNEER also achieved biodiversity gains. A year-long birdwatching study in collaboration with the Salem Ornithological Foundation recorded 133 species (up from 85 in 2022), with Vadakudippatti Kanmai emerging as a potential Biodiversity Heritage Site.

Community participation through Project NANNEER KALAPPANI saw local volunteers and MGNREGS workers actively engaged in restoration and tree planting.

With nearly 3 billion litres of water now managed and over 21,000 farmers benefiting, Project NANNEER is on track to achieve its 10 billion-litre goal by 2026, ensuring lasting water security and sustainable livelihoods.

The Company constituted a CSR Committee in accordance with Section 135 of the Act. The CSR Committee has formulated and recommended to the Board a CSR Policy indicating the activities to be undertaken by the Company, which has been approved by the Board. The CSR Policy can be accessed on the Company's website at https://www.eidparry.com/wp-content/assets/2023/03/CSR-Policy. pdf.

As per the provisions of the Act, the Company was required to spend Rs. 1,80,12,667/- towards CSR for the year 2024-25. The Company has been actively involved in various CSR initiatives and an amount of Rs. 4,47,01,310/- (includes Rs.14,10,152 pertaining to ongoing project of FY 2023-24 ) which was spent towards CSR activities during the year 2024-25.

The Annual Report on CSR activities is given in Annexure-C to this Report.

RELATED PARTY TRANSACTIONS

All contracts / arrangements / transactions entered into by the Company during the financial year with the related parties were on arm's length basis and were in the ordinary course of business. There were no materially significant related party transactions with promoters, directors, key managerial personnel or other designated persons, which may have a potential conflict with the interest of the Company at large.

During the year, the Company has not entered into any contracts or arrangements with related parties as referred to in sub-section (1) of Section 188 of the Act.

Accordingly, the disclosure of related party transactions as required under Section 134(3)(h) of the Act in Form AOC-2 is not applicable to the Company for FY 2024-25 and hence does not form part of this report.

All Related Party Transactions are placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained on a yearly / quarterly basis for the transactions which are of a foreseen and repetitive nature. The transactions entered into pursuant to the omnibus approval so granted are placed on a quarterly basis before the Audit Committee for their review.

The policy on Related Party Transactions as approved by the Board is available at the web link: https://eidparry.com/wp-content/ uploads/2025/04/RPT-PolicyR1.pdf

EMPLOYEE STOCK OPTION SCHEME

The Company had in the past approved an Employee Stock Option Scheme 2007 (ESOP Scheme 2007), under which employees were granted Options. The Company made grants under the said Scheme from 2007 to 2011. There were no vested options outstanding at the end of the financial year, and there will be no grants issued under the ESOP Scheme 2007.

The Company has introduced Employee Stock Options Plan, 2016 (ESOP 2016) during the year 2016-17. The ESOP 2016 was approved by the Board at its meeting held on November 7, 2016, and by the shareholders of the Company by way of a special resolution through a Postal Ballot on January 21,2017. The Shareholders had authorised the Board/ Nomination and Remuneration Committee (NRC) to issue to the employees, such number of Options under the ESOP 2016, as would be exercisable into not exceeding 35,17,000 fully paid-up equity shares of Re. 1/ - each in the Company. NRC is empowered to formulate the detailed terms and conditions of the ESOP 2016, administer and supervise the same. The specific employees to whom the Options are granted, and their eligibility criteria is determined by the NRC. Further, the NRC is empowered to determine the eligible subsidiary companies, whether existing or future, whose employees will be entitled to stock options under this Scheme. Options granted under this ESOP 2016 would vest on or after 1 (one) year from the date of grant but not later than 4 (four) years from the date of grant of such Options or any other terms as decided by the NRC.

During the year 82,930 options were granted and the total number of options unvested, vested and outstanding as of March 31, 2025, was 4,43,577. The details of Options granted upto March 31, 2025, and other disclosures as required under Regulation 14 of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 is available on the Company's website at https://www.eidparry.com/financials/

The Company has received a certificate from the Secretarial Auditors of the Company that the above referred Scheme had

Krishnakumar, Independent Director and Mr. Muthiah Murugappan, Whole-Time Director and Chief Executive Officer* as members.

*w.e.f. August 17, 2024

Stakeholders Relationship Committee

The Stakeholders Relationship Committee (SRC) comprises of Mr. M.M. Venkatachalam, Non-Executive, Non-Independent Director as the Chairman, Mr.T.Krishnakumar, Independent Director, Mr. Muthiah Murugappan, Whole-Time Director and Chief Executive Officer* and Mr. Ramesh K B Menon, Non-Executive NonIndependent Director as members.

*w.e.f. August 17, 2024

Nomination and Remuneration Committee

The Nomination and Remuneration Committee (NRC) comprises of Mr. Ajay B. Baliga, Independent Director, as the Chairman, Dr. (Ms) Rca Godbole, Independent Director and Mr. Ramesh K B Menon, NonExecutive, Non-Independent Director as members.

Risk Management Committee

The Risk Management Committee comprises Mr. S. Durgashankar, Independent Director, as the Chairman, Mr. Muthiah Murugappan, Whole-Time Director and Chief Executive Officer*, Mr. Ajay B. Baliga, Independent Director and Mr. M. M. Venkatachalam, Non-Executive, Non-Independent Director as members.

*w.e.f. August 17, 2024

Vigil Mechanism & Whistle Blower Policy

The Company has a Vigil Mechanism for directors and employees to report genuine concerns and grievances which provides necessary safeguards against victimisation of employees and directors.

The Audit Committee reviews on a quarterly basis the functioning of the Whistle Blower and vigil mechanism. The Vigil Mechanism and Whistle Blower Policy have been posted on the Company's website at https://www.eidparry.com/wp-content/assets/2023/02/ Whistleblower-Policy-and-Vigil-Mechanism.pdf and the details of the same are given in the Corporate Governance Report.

Business Responsibility and Sustainability Report (BRSR)

Pursuant to Regulation 34(2)(f) of the Listing Regulations and SEBI circular no. SEBI/LADNRO/GN/2021/2 dated May 5, 2021, and SEBI/ HO/CFD/CFD-SEC-2/P/CIR/2023/122 dated July 12, 2023, your Company provides the prescribed disclosures on Environmental, Social and Governance ("ESG") parameters called the Business Responsibility and Sustainability Report ("BRSR") which includes performance against the nine principles of the National Guidelines on Responsible Business Conduct and the report under each principle which is divided into essential and leadership indicators.

Dividend Distribution Policy

Pursuant to Regulation 43A of Listing Regulations, the top 1000 listed Companies are required to formulate a Dividend Distribution Policy. The Company's Dividend Distribution Policy as approved by the Board is available on the Company's website at https://

 

been implemented in accordance with the Securities and Exchange board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and the resolutions passed by the Members in this regard.

CORPORATE GOVERNANCE

The report on corporate governance along with certificate from a practicing Company Secretary regarding compliance of conditions of Corporate Governance as stipulated under the Listing Regulations is annexed to this Report. The report also contains details required to be provided on the board evaluation, remuneration policy, implementation of risk management policy, whistle-blower policy / vigil mechanism, etc.

The Chief Executive Officer and the Chief Financial Officer have submitted a certificate to the Board regarding the financial statements and other matters as required under Regulation 17(8) read with Schedule II of Part B of the Listing Regulations.

TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

Pursuant to the applicable provisions of the Companies Act, 2013, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (IEPF Rules) all dividends, which remains unpaid or unclaimed for a period of seven years are required to be transferred by the Company to the IEPF established by the Central Government. Further, according to the IEPF Rules, the shares in respect of which dividend has not been encashed by the shareholders for seven consecutive years or more are also required to be transferred to the Central Government (Demat account created by the IEPF Authority).

Accordingly, the Company has transferred the unclaimed and unpaid dividends as well as the corresponding shares as per the requirements of the IEPF Rules, details of which are provided on our website, at https://www.eidparry.com/unpaid-unclaimed-dividend/

The Company has transferred an amount of Rs.96,28,152 on April 22, 2024 being the unclaimed dividend (interim) for the year 2016-17 to the IEPF. The Company has also transferred 274,021 Equity Shares in respect of which dividend has not been paid or claimed for seven consecutive years or more as enunciated under Section 124 (6) of the Companies Act, 2013.

DISCLOSURES Audit Committee

The Audit Committee comprises of Mr. S. Durgashankar, Independent Director as the Chairman, Dr. (Ms) Rca Godbole, Independent Director, Mr. Ajay B. Baliga, Independent Director and Mr.M.M. Venkatachalam, Non-Executive, Non-Independent Director as members.

Corporate Social Responsibility (CSR) Committee

The CSR Committee comprises of Mr. M. M. Venkatachalam, NonExecutive, Non-Independent Director, as the Chairman, Mr. T.

https://www.eidparry.com/wp-content/assets/2023/02/Dividend-

Distribution-Policy.pdf

Conservation of energy, technology absorption, foreign exchange earnings and outgo

The particulars relating to conservation of energy, technology absorption, research and development, foreign exchange earnings and outgo as required to be disclosed under Section 134 (3)(m) of the Act, read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is given in Annexure - D to this Report.

Loans, Guarantees and Investments

During the Financial Year, the Company has given loans, guarantees to subsidiaries within the limits as prescribed under Section 186 of the Act. Details of Loans and Guarantees are given in Annexure - E to this Report.

Particulars of Employees and Related Disclosures

The information relating to employees and other particulars as required under Section 197 of the Act, read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 will be provided upon request. In terms of Section 136 of the Act, the Report and Accounts are being sent to the Members, excluding the information on employees, particulars of which are available for inspection by the Members at the Registered Office of the Company during the business hours on all working days of the Company upto the date of the forthcoming Annual General Meeting. If any member is interested in obtaining a copy thereof, such Member may write to the Company Secretary in the said regard.

The disclosure with regard to remuneration as required under Section 197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached and forms part of this Report as Annexure - F.

Insolvency and Bankruptcy Code (IBC)

During the year 2021-22, an application was filed under section 9 of the Insolvency and Bankruptcy Code, 2016 (31 of 2016) (IBC) against the Company before the National Company Law Tribunal (NCLT), Chennai. The Petitioner had claimed that it had not received payment from the farmers for the alleged supply and installation of irrigation systems to the farmers in the Company's Command area during the year 2010-11, for which the Company stood as a guarantor. The NCLT, Chennai, vide its order dated July 11, 2023, has dismissed the said application. The petitioner has now filed an appeal before the National Company Law Appellate Tribunal. No application under IBC was initiated by the Company as on March 31, 2025.

Instance of one-time settlement with any Bank or financial institutions

There was no instance of one-time settlement with any Bank or financial institutions.

Annual Return

In terms of Section 92 of the Act, the Annual Return of the Company in Form MGT-7 is placed on the website of the Company and can be accessed at https://www.eidparry.com/shareholders-meeting/

Compliance of Secretarial Standards

The Company has complied with the Secretarial Standards issued by The Institute of Company Secretaries of India and approved by the Central Government as required under Section 118(10) of the Act.

GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

1.    Details relating to deposits covered under Chapter V of the Act.

2.    Issue of equity shares with differential rights as to dividend, voting or otherwise.

3.    Issue of shares (including sweat equity shares) to employees of the Company under any scheme save and except ESOP referred to in this Report.

The Chief Executive Officer of the Company does not receive any remuneration or commission from any of Company's subsidiaries.

No significant or material orders were passed by the Regulators or Courts or Tribunals, which impact the going concern status of the Company and its operations in future. There are no material changes and commitments, affecting the financial position of the Company which have occurred between March 31,2025, and the date of this report, except as disclosed.

ACKNOWLEDGEMENT

The Board places on record, its appreciation for the for the valuable support and cooperation received from bankers, business associates, lenders, financial institutions, shareholders, various departments of the Government of India, as well as the State Governments, the farming community and all our other stakeholders. The Board would also like to acknowledge the continued dedication of its employees in navigating an uncertain business climate with discipline and determination. Looking ahead, the Company anticipates a gradual improvement in market conditions, aided by stabilizing input costs and growing consumer demand. With focused execution and a commitment to long-term value creation, the Company is well-positioned to capture future opportunities in the FMCG and agribased segments.

---

Mar 31, 2024

The directors take pleasure in presenting the forty-ninth Annual Report together with the audited financial statements for the year ended March 31,2024.

(Rs. in Crore)
Particulars	Standalone		Consolidated
Â	2023-24 |	2022-23	2023-24 |	2022-23
Revenue from Operations	2,808.60	2,894.92	29,413.11	35,243.80
Gross Revenue	2,987.74	3,152.95	29,716.92	35,283.02
Profit Before Interest and Depreciation (EBITDA)	306.72	526.50	2,891.43	3,194.72
Depreciation	147.49	135.05	420.78	376.47
Earnings Before Interest and Tax (EBIT)	159.23	391.45	2,470.65	2,818.25
Finance Charges	44.05	36.03	295.43	298.20
Exceptional Gains/(Losses)	NA	(110.91)	NA	44.20
Net Profit Before Tax	115.18	244.51	2,175.22	2,564.25
Tax Expenses	8.09	47.69	557.65	736.51
Net Profit After Tax Before Minority Interest	107.09	196.82	1,617.57	1,827.74
Non - Controlling Interests	NA	NA	717.90	880.26
Net Profit After Tax and Minority Interest	107.09	196.82	899.67	947.48
No material changes and commitments affecting the financial position of the Company have occurred between the end of the financial year to which these financial statements relate and the date of this report.

RESERVES

Your Company has not transferred any amount to the reserves for the year ended March 31,2024.

SHARE CAPITAL

The paid-up Equity Share Capital of your Company as on March 31, 2024, was H17,75,17,591 consisting of 17,75,17,591 equity shares of Re. 1 each.

During the year, your Company did not allot any ESOPs under any of the existing Employee Stock Option Scheme.

DIVIDEND

The Board of Directors of the Company had declared an interim dividend of H4 per equity share on a face value of Re. 1 per equity

share for the year ended March 31, 2024. Total outgo on the interim dividend was H71.01 Crore. The Board has not proposed any final dividend for the Financial Year ended March 31, 2024 and accordingly, the interim dividend paid during the year shall be treated as final dividend.

CONSOLIDATED OPERATIONS

Consolidated Revenue from operations for the year was H 29,413 Crore, as against H35,244 Crore in the previous year. Overall expenses for the year was H27,514 Crore as against H32,725 Crore (excluding exceptional items) in the previous year. Operating Profit (EBITDA excluding exceptional items) was H2,891 Crore as against H3,195 Crore in the previous year. Profit after Tax and minority interest for the year was H900 Crore, as against H947 Crore in the previous year.

STANDALONE OPERATIONS

Standalone Revenue from your Company's operations for the year under review was H2,809 Crore as against H2,895 Crore in the previous year. Operating Profit (EBITDA) was H307 Crore, as against H527 Crore in the previous year. Profit after Tax for the year was at H107 Crore as against H197 Crore in the previous year.

As a leading player in the Indian sugar industry, your company has navigated through challenges, demonstrating resilience and commitment to its stakeholders. In the face of complex encounters and evolving market dynamics, your company has exhibited pliability, and unwavering commitment to sustainable growth.

The year 2023-24 witnessed significant shifts in the Indian sugar industry, including the ban on exports of sugar, prohibition of syrup usage and restriction on usage of B-Heavy molasses for production of ethanol. This development introduced necessitated strategic recalibration of our operational and marketing strategies.

Further, the agricultural landscape was profoundly influenced by erratic climate conditions. The effect of EI Nino and the prevalence of poor rainfall in key sugarcane growing regions adversely affected crop yields, recovery and necessitated meticulous resource management practices to mitigate the impact of cane availability. In addition to the climatic vagaries, regulatory reforms and policy interventions continued to disrupt the operating environment of the sugar industry. Despite these challenges, your company remained steadfast in its commitment to sustainable agricultural practices, leveraging advanced irrigation technologies and precision farming techniques to optimize resource utilization and minimize environmental impact.

In a thought-out move to diversify our portfolio and expand our horizons and recognizing the imperative to fortify our market position amidst intensified competition, we undertook enterprising measures to enhance product differentiation, optimize distribution networks, and strengthen customer engagement initiatives. Through proactive engagement with regulatory authorities and industry stakeholders, we endeavoured to navigate the regulatory landscape adeptly, ensuring adherence to statutory requirements while capitalizing on emerging opportunities for value creation which was marked notably by our entry to the Fast-Moving Consumer Goods (FMCG) segment. Leveraging our existing distribution network, brand reputation, and market insights, we have launched an array of consumercentric products which includes pulses, rice and millets. With our targeted marketing campaigns and innovative product offerings, we endeavoured to reinforce brand loyalty and expand our consumer base, thereby moderating the impact of new market entrants.

Looking ahead to the year 2024-25, we maintain a guarded yet optimistic outlook, underpinned by strategic investments in technology, innovation, and operational excellence using the power of data analytics and automation to enhance operational efficiencies, optimize supply chain management, and drive continuous improvement across our business processes. We remain committed

to fostering a culture of innovation and sustainability, exploring opportunities to diversify our product portfolio, starting with our range of pulses, rice and millets, optimize resource utilization, and reduce environmental footprint throughout our value chain.

Furthermore, the year 2024-25 presents compelling opportunities for growth and expansion, fuelled by favourable macroeconomic trends, evolving consumer preferences, and increasing demand for sustainable and ethically sourced products.

As we navigate the complexities of an ever-evolving industry landscape, we remain firm in our commitment to delivering sustainable value and driving long-term growth and remain focused on innovation, quality, and responsible business practices. Our commitment to creating value for all stakeholders continues to drive our endeavours.

ECONOMY & INDUSTRY SCENARIO Global economy

As per the International Monetary Fund's World Economic Outlook (WEO), the risks to global growth are broadly balanced and a soft landing is a possibility with the global growth projected at 3.1% in 2024 and 3.2% in 2025, with the 2024 forecast 0.2% higher than the previous WEO released in October 2023, on account of greater-than-expected resilience in the United States and several large emerging market and developing economies, as well as fiscal support in China. The forecast for 2024-25 is, however, below the historical (2000-19) average of 3.8%, with elevated central bank policy rates to fight inflation, a withdrawal of fiscal support amid high debt weighing on economic activity, and low underlying productivity growth.

World trade growth is projected at 3.3% in 2024 and 3.6% in 2025, below its historical average growth rate of 4.9%. In emerging market and developing economies, growth is expected to remain at 4.1% in 2024 and to rise to 4.2% in 2025.

An upward revision of 0.1% for 2024 since October 2023 reflects upgrades for several regions.

India, being an emerging market and developing economy itself, is projected to remain strong at 6.5% in both 2024 and 2025, with an upgrade of 0.2% points for both years, reflecting resilience in domestic demand.

Source: World Economic Outlook, January 2024

Indian economy

Amongst the G20 grouping of large nations, India is steering to be the fastest growing economy. After rapid economic growth of 7.2% in the 2022-23 fiscal year, India's GDP growth rate in the fiscal year 2023-24 was forecasted to be 6.9%.

S&P Global Ratings during their Asia-Pacific sector roundup "Slowing Dragons, Roaring Tigers" reported that economic growth prospects are shifting from the East to the South. According to the

report, economic growth of Vietnam, New Zealand, Singapore, South Korea, Philippines, India, Thailand and Malaysia could speed up. The prospects for industries also differ, with export-centric manufacturing faring worse. Amongst the Asian- Pacific countries, the growth momentum remains especially robust in relatively domestic demand-led emerging market economies where India continues to lead the pack.

The Ministry of Statistics and Programme Implementation (MoSPI) in its second advance estimates has raised India's GDP growth estimate to 7.6%, up from 7.3% in its first advance forecast. Whereas the Reserve Bank of India's GDP growth estimate for FY24 is 7%, the International Monetary Fund's forecasts 6.7%. According to RBI, the total cost of private corporate projects sanctioned by major banks and financial institutions stood at H2.4 lakh crore which was up 23% annually during the April- December period as compared with the same period a year earlier, suggesting that the private capital expenditure cycle is gaining steam. The RBI further in its report, circled back to agriculture, where the projections for the year 202425 look favourable.

The Ministry of Finance vide their press release has stated that the Indian economy demonstrated resilience and maintained healthy macroeconomic fundamentals, despite uncertainty from adverse geopolitical developments.

The Indian economy has continued to perform well exceeding expectations which has caused various rating agencies, institutions raise the growth estimate. In a significant step towards achieving India's ambitious Net Zero objectives by the year 2070, Interim Budget 2024-25 has introduced a comprehensive strategy towards a more sustainable and environmentally conscious future. This forward-thinking approach underscores a deep commitment to fostering a cleaner, greener future.

Sources: S&P Global Asia Pacific sector roundup, Livemint, RBI Bulleting, February 2024 and Government Press Releases

Global sugar

According to S&P Platts, global demand supply surplus for 2023-24 increased to 5.58 MMT, the second highest since 2017-18. Significant increase in production in Brazil (highest ever at around 43 MMT), EU and Turkey more than offset lower production in Thailand, Mexico and Russia. Raw sugar prices were quite volatile during the year, climbing upto 28 c/lb (highest in 12 years) in November 2023 and later fell to 20 c/lb in December 2023.

S&P Platts projects a Demand Supply deficit for 2024-25 of 0.28 MMT. This is mainly due to lower production estimates for Brazil and Mexico. Though cane production is estimated to fall by 6-8% year on year due to dry weather, Brazilian mills are expected to maximise their sugar production to around 41 MMT, as sugar realisations are higher compared to ethanol. Better monsoon prospects will help India to maintain production levels a bit lower than of last year. Higher realisation of cane over cassava has incentivised higher

cane planting in Thailand which is poised for a significant recovery in production from 8 MMT in 23-24 to 11 MMT. S&P projects sugar consumption in 24-25 to increase by 1.4% over 23-24.

Due to tight supply situation in refined sugar, white premiums are holding at elevated levels of 110-140 USD/MT. This scenario is expected to prevail in the first half of 2024-25. The evolution of white premium in the second half will be determined by the production levels in EU and Thailand, which are the low-cost producers of refined sugar.

Indian sugar market

Next to Brazil, India is the largest global producer of sugar. In India, sugarcane is produced majorly in nine states, viz., Uttar Pradesh, Maharashtra, Karnataka, Punjab, Andhra Pradesh, Bihar, Gujarat, Haryana, and Tamil Nadu. It is one of those important agro-based industries that impacts the rural livelihood of many. Demand for cane and sugar is increasing in India because of their extensive use in applications like food and beverages, bakery, confectionery, and others.

According to a Reuters report, India's forecast of sugarcane produce was 31.6 million tonnes for the current 2023-24 (October-September) sugar season and is expected to move down to 29 million tonnes in the upcoming 2024-25 season.

Sucden analyst Olivier Crassard informed that the projected sugar production for India in the 2024-25 season is anticipated to decline to 28 million tonnes. Notably, there is no indication of any diversion to ethanol in this outlook. The decrease in reservoir levels has adversely impacted cane plantings, particularly in Southern India.

Sources: Reuters, Chinimandi Sugar exports and imports

The Central Government continued to prohibit sugar exports this season (October 2023 to September 2024) after a drop in production due to lack of rain.

The Government in January 2024 notified exports of 8,606 MT of raw cane sugar under tariff-rate quota (TRQ) to the US for 2024. The Directorate General of Foreign Trade (DGFT) in a public notice said that this quantity has been notified under the TRQ scheme from October 1,2023-September 30, 2024, which will be operated by Agriculture and Processed Food Products Export Development Authority (APEDA).

Shipments under the TRQ enjoy lower customs duty. Post the completion of the quota, a higher duty is imposed on additional imports. In July 2023, the Office of the US Trade Representative had announced the country-specific (including from India) and first-come, first-served in-quota allocations of the TRQs on imported raw cane sugar, refined and specialty sugar, and sugar-containing products for the sugar season 2023-24.

Sources: Government Press Releases

Sugar production

Sugar production has reached 302.20 LMT till March of the current season against 300.77 LMT of the previous season. The industry body Indian Sugar and Bio-Energy Manufacturers Association (ISMA) is expecting a normal to above normal southwest monsoon for the year 2024 based on the reports from weather forecasting agencies. Consequently, a moderate crushing season is expected in the 202425 season. It has also revised the sugar production estimate for 2023-24 upwards to 340 LMT; up by 2.9% from its earlier estimate of 330 LMT issued in January 2024.

The ISMA has urged the government to allow an additional 1.8 LMT of sugar to be diverted to ethanol production in the current ethanol supply year (ESY).

The sugar output for the 2023-24 season was at 340 LMT, which includes 20 LMT diverted towards ethanol production. Considering an opening stock of 55 LMT on October 1, 2023, and domestic consumption projected at 285 LMT, ISMA has projected a 'comfortable' opening stock of around 90 LMT in the beginning of next season on October 1, 2024.

The industry body stated that closing stock will be sufficient enough to cater around three months into next season (2024-25). In its report/statement, it stated that the recent weather conditions have been favourable for the standing cane crop, and cane commissioners of major states like Uttar Pradesh, Maharashtra and Karnataka have done an upward revision of around 5-10% in their sugar production estimates for the 2023-24 season.

Sources: ISMA, Chinimandi Sugar consumption

India's annual per capita sugar consumption, according to some industry players, of around 21kg, is modest compared to other major economies. The United States' consumption is around 33 kg, Brazil's 40 kg, Russia's 34.18 kg and Mexico's 34.15 kg. Most sugar in the developed and western world is consumed in the form of beverages, energy drinks, fruit juices and confectionery.

The projections, made in a report by a working group of the NITI Aayog, said that sugar supply overtook demand by 3 million tonnes in 2011-12 and will continue at that level till 2035-36. By 2047-48, sugar and related products' supplies will outstrip demand by nearly 6 million tonnes. The NITI Aayog's assumptions are based on a 'Business as Usual' scenario where overall food demand grows at an annual rate of 2.44 per cent by 2047-48. Demand is projected to expand to 3.07 per cent if economic growth accelerates. Meanwhile the Department of Food and Public Distribution (food ministry) has projected domestic sugar consumption at around 27.5 MT for the current season.

The Cabinet Committee on Economic Affairs approved the Fair and Remunerative Price (FRP) of sugarcane for Sugar Season 202425 at H340/quintal at sugar recovery rate of 10.25%. This price of

sugarcane is about 8% higher than FRP of sugarcane for current sugar season 2023-24. The revised FRP will be applicable w.e.f. October 2024. Following the Central Government's decision to raise the Fair and Remunerative Price (FRP) for sugarcane 2024-25 season, associations and other sugar millers have come together and represented the Government to increase the Minimum Support Price (MSP).

Sources: Business Standard, Press Information Bureau

Government of India - Policies relating to Sugar Industry

I.    Fixation of Fair and Remunerative Price (FRP) payable by sugar factories for Sugar Season 2024-25:

Pursuant to Clause 3 of the Sugarcane (Control) Order, 1966 issued under the Essential Commodities Act, 1955, the Department of Food & Public Distribution, Ministry of Consumer Affairs, Food and Public Distribution, Government of India has vide Notification No. 3(1)/2023-SP-I dated February 27, 2024 determined the FRP of sugarcane payable by sugar factories for Sugar Season 2024-25 as under:

i.    FRP of sugarcane for sugar season 2024-25 has been fixed at H340 per quintal for a basic sugar recovery rate of 10.25%;

ii.    A premium of H3.32 per quintal is to be given for every 0.1 percentage point increase above 10.25% in the sugar recovery;

iii.    Reduction in FRP is to be made proportionately by H3.32 per quintal for every 0.1 percentage point decrease in recovery, in respect of those factories whose recovery is below 10.25% but above 9.5%.

iv.    However, for sugar factories having recovery of 9.5% or less, FRP is fixed at H315.10 per quintal.

II.    Fixation of Ex-factory price of Potash Derived from Molasses (PDM):

The Department of Food & Public Distribution, Ministry of Consumer Affairs, Food and Public Distribution, Government of India has vide its letter no. F.No. 12/11/2023-(BP&E) dated March 11, 2024, addressed to ISMA and National Federation of Cooperative Sugar Factories Limited stated that sugar mills can also claim the subsidy for PDM over and above the model price of H4263/ Ton (as fixed by the Government) under the Nutrient Based Subsidy (NBS) Scheme of the Department of Fertilizers notified rates. The sugar mills shall adhere to the Guidelines issued by Department of Fertilizers vide OM dated 12.07.2022 for claiming subsidy relating to PDM under NBS Scheme and a letter dated April 17, 2023, regarding the technical inspection and annual audit of PDM units. The DFPD has accordingly requested ISMA and National Federation of Cooperative Sugar Factories Limited that all the member sugar mills may be encouraged to install integrated PDM granulation units to

claim the NBS subsidy and get the technical inspection done as per the guidelines.

III.    Compulsory use of jute bags for packing sugar under the Jute Packaging Materials (Compulsory Use in Packing Commodities) Act, 1987 Act

The Jute Packaging Materials (Compulsory Use in Packing Commodities) Act, 1987 (JPM Act) mandates that sugar be packed only in jute bags and specifies the percentage of commodities to be packed mandatorily in the jute packaging material.

Vide Notification No. INSP.F-1(3)/2007/VOL. I dated January 16, 2024, the DFPD, Ministry of Consumer Affairs, Food and Public Distribution prescribed that 20% of the total production of sugar to be mandatorily packed in the Jute packaging material. Keeping in view the sugar mills' reluctance and practical difficulties to comply with the directions of the Government for various reasons already expressed by the mills to the Government, the notification goes on further to state that the quota for the sale of sugar in domestic market for the month of January 2025 onwards shall only be issued to sugar mills who have placed the indent/purchase orders for procurement of jute bags for packaging of 20% of sugar produced during the sugar season 2024-25.

IV.    Amendments to Energy Conservation Act, 2001 designating Sugar as an Energy Intensive Industry

Pursuant to Ministry of Power Circular No. S.O. 2523(E) dated June 6, 2023, the Central Government in consultation with the Bureau of Energy Efficiency upon reviewing the list of energy intensive industries and other establishments specified in the schedule to the Energy Conservation Act, 2001 has specified certain other users of energy as 'designated consumer' in the said Order. Accordingly, Sugar, Chemicals, Ceramic, Zinc, Copper, Glass, Port Trust, Dairy, Automobile Assembly Unit, Tyre Manufacturer, Forging, Foundry, Refractories units having specified energy consumption have been included as designated consumers for the purposes of said Act. With respect to Sugar industry, units of sugar plants or establishment producing sugar and its variants such as white sugar, brown sugar and liquid sugar, having energy consumption of 10,000 metric tonne of oil equivalent per year or above are covered.

As per clause 14A (2) of the Energy Conservation Act 2001, the designated consumer whose energy consumption is more than the prescribed norms and standards shall be entitled to purchase the energy savings certificates to comply with the prescribed norms and standards. The Central Government, in consultation with the Bureau of Energy Efficiency, has made further amendments under the provisions of the Energy Conservation Act, 2001. The amendments specify additional energy intensive industries and establishments as designated consumers, thereby subjecting them to energy efficiency regulations.

V.    Environmental Clearance - Splitting and Transfer

Pursuant to a notification issued by the Ministry of Environment and Forests (MoEF) dated April 21, 2023, a clarification on explicit provision for splitting an Environmental Clearance (EC) and transferring it to more than one legal person has been provided, in furtherance to the erstwhile notification dated September 14, 2022, mentioning on transfer of prior Environmental Clearance (EC) from one legal person to another legal person during the validity period.

Accordingly, the following provision has been added:

A prior Environmental clearance granted for a specific project, except mining projects may be split amongst two or more legal persons, entitled to undertake the project and transferred during the validity to another legal person on application made by the transferor in the format specified on PARIVESH portal to the concerned Regulatory authority along with requisite documents. The concerned Regulatory authority shall split and transfer the prior-Environmental clearance, on recommendation of the concerned Expert Appraisal Committee to the other legal persons for the respective projects.

VI.    Central Procurement of sugar by Army Purchase Organization (APO) for consumption of troops (2024-25)

On April 4, 2024, the Directorate of Sugar, Ministry of Consumer Affairs, F&PD, vide Notification No. F. No. 5-5(A.P.O.)/2018-Sugar Control, directed that central procurement of sugar by A.PO. for consumption of troops for the Consumption Year 2024-25 is to be carried out on Government e-Marketplace (GeM).

i.    Procurement of sugar by Army Purchase Organization (APO) for FY 2024-25 will be carried out through Government e-Marketplace and under self-certification wherein quality check will be carried out by NABL Labs.

ii.    Successful bidding sugar mills supplying sugar to APO will be exempted from monthly stock holding limit for the quantity of sugar finalized by the APO for the consumption year 2024-25 over and above the monthly release quota in the subsequent months.

iii.    In the view of the above, all sugar mills ought to register themselves on GeM and participate in bidding process for supply of sugar to APO.

VII.    CPCB Notice - under the Plastic Waste Management Rules, 2016

The Ministry of Environment, Forest and Climate Change had notified guidelines on Extended Producer Responsibility for plastic packaging vide Fourth Amendment to Plastic Waste Management Rules on February 16, 2022. Accordingly, Producers, Importers and Brand Owners (PIBOs) and Plastic Waste Processors (PWPs) are required to register on centralised EPR portal developed by Central Pollution Control Board (CPCB)

to fulfil their EPR liability as per the notified EPR Guidelines. The PIBOs are required to obtain registration from CPCB if operating in more than two States/UTs and from concerned SPCB/ Pollution Control Committee if operating in one or two States/ UTs only. Also, PWPs are required to obtain registration from the concerned SPCBs/PCCs.

CPCB has issued a notice (F. No. CP-20/8/2024 - UPC-II-HO-CPCB-HO) on March 14, 2024 requesting all Producers, Importers and Brand Owners (PIBO's) handling plastic packaging to obtain the registration on the CPCB Portal as per the Rules and those who have not applied have been directed to submit the application by the March 31,2024, failing which closure and compensation proceedings may be initiated.

VIII. E-Waste (Management) Rules 2022

The E-waste (Management) Rules, 2016 have been superseded by the E-waste (Management) Rules, 2022, notified through G.S.R. 801(E) dated November 2, 2022, and are applicable from April 1,2023.

These Rules apply to various entities involved in the manufacture, sale, transfer, purchase, refurbishing, dismantling, recycling, and processing of e-waste or electrical or electronic equipment listed in Schedule 1 of these rules, including their components, consumables, parts, and spares that make the product operational. While the Sugar Industry may not fall under the categories of producers, manufacturers, or recyclers of electrical or electronic items, there are certain considerations to be aware of:

i.    It is imperative that e-waste is handed over to approved vendors by users of electronic and electrical equipment.

ii.    Registration with the CPCB is required to be obtained if members are involved in dismantling Electrical or Electronic equipment.

iii.    For entities involved in importing used electronic and electrical equipment, it is mandatory to be registered on the CPCB portal and to ensure that imports do not contain the notified hazardous chemicals. Additionally, compliance with EPR Certificates is required by the importers.

IX Ethanol Notifications

The Ministry of Consumer Affairs, Food and Public Distribution (DFPD), in exercise of powers conferred under the Essential Commodities Act, 1955, and clauses 4 and 5 of the Sugarcane (Control) Order, 1966 issued a notification no. F.No. 3(2)/2023-SP dated December 7, 2023, directing all sugar mills and distilleries not to use Sugarcane Juice/Sugar Syrup for Ethanol manufacturing for the ESY 2023-24 with immediate effect.

Supply of ethanol from B-Heavy Molasses for the existing offers received by OMCs was permitted. In continuation to the Order dated December 7, 2023, a subsequent notification no. F. No. 3(2)/2023-SP dated 15.12.2023 was issued by the DFPD;

(i)    instructing OMCs to issue a revised allocation of Sugarcane Juice and B-Heavy Molasses based ethanol for ESY 202324 to each distillery and to place revised contracts;

(ii)    sugar factories and distilleries were directed to supply ethanol strictly as per the revised quantity of ethanol from SCJ & BHM so allocated by OMCs;

(iii)    prohibiting diversion of sugarcane juice and B-Heavy molasses for production of Rectified Spirit/Extra Neutral Alcohol and;

(iv)    directing all molasses based distilleries to produce ethanol from C Molasses..

Sugar Industry - Adjacencies:

Ethanol

Molasses is a viscous by-product obtained from raw sugar during the manufacturing process. Cane-based ethanol can be produced in three different ways - directly from cane juice, and from B-heavy and C-heavy molasses. The end products (cane sugar and the molasses) could be used to produce ethanol. The difference lies in the quantity of ethanol produced. One tonne of cane can produce 10.8 litres of ethanol if it is produced from molasses. On the other hand, the same cane can produce 84 litres of ethanol, if used directly as an input.

The Central Government has been focusing on reducing the country's dependence on imported crude oil while minimising the environmental impact resulting from pollution and emissions. The Government has been actively promoting the production and blending of ethanol with petrol and has targeted 20% blending through Ethanol Blended Petrol (EBP) Programme or EBP20 by 2025-26. EBP20, which was earlier targeted by 2030, was advanced in December 2020, reaffirming the Government's focus and commitment towards biofuels. EBP20 will lead to numerous benefits, such as saving of H30,000 crore of foreign exchange per year, lower carbon emissions, self-reliance, use of damaged food grains, increased farmers' incomes, and better investment opportunities.

Indian Ethanol Industry Overview

India has achieved an average ethanol blending rate of' 11.60% in the first four months of 2023-24 Ethanol Supply Year (ESY) that started from November, against the 15% target set by the government for the whole year. The government decided to advance the targets of 20% ethanol blending in petrol from 2030 to ESY 2025-26. The Roadmap for Ethanol Blending in India 2020-25, prepared by an inter-ministerial Committee, estimated ethanol requirement of 1016 crore litres to achieve 20% blending targets in ESY 2025-26.

The government had in December last year banned the use of sugar syrup and B Heavy molasses for making ethanol in the ESY 2023-24. However, the government believes that this ban would not cast a shadow on the blending target.

The Ethanol Blended Petrol (EBP) Programme has multiple objectives including reducing import dependence, savings

in foreign exchange, providing boost to domestic agriculture sector and for associated environmental benefits. Under the EBP Programme, Public Sector Oil Marketing Companies (OMCs) have saved approximately 509 crore litres of petrol on account of ethanol blending during the ESY 2022-23 resulting in savings of more than H24,300 crore of foreign exchange and expeditious payment of about H19,300 crore to farmers, bolstering the agriculture sector.

The current ethanol production capacity of 1364 crore litres are spread across most of the states of the country including in the ethanol surplus states of Uttar Pradesh, Maharashtra & Karnataka. In line with the roadmap for EBP, Oil Marketing Companies have achieved 10% ethanol blending during ESY 2021-22 and 12% during ESY 2022-23.

The Government has taken several measures to meet the ethanol blending targets which includes expansion of feedstock for production of ethanol; administered price mechanism for procurement of ethanol under the Ethanol Blended Petrol (EBP) Programme; lowered GST rate to 5% on ethanol for EBP Programme; amendment in Industries (Development & Regulation) Act for free movement of ethanol across states for blending; interest subvention scheme for enhancement and augmentation of ethanol production capacity in the country; regular floating of Expression of Interest (EoI) by Public Sector Oil Marketing Companies (OMCs) for procurement of ethanol.

According to a report published by the Indian-Asian News Service, the Indian Ethanol Market is expected to witness high growth due to the increasing demand for biofuels. Ethanol is a renewable source of energy and is primarily used as a feedstock for biodiesel production. The growing concern for energy security and environmental sustainability is driving the demand for biofuels in India. Additionally, the government initiatives and policies promoting the use of biofuels, such as the National Policy on Biofuels, are further powering the growth of the ethanol market in India.

India's Ethanol Market is anticipated to witness a CAGR of 15.9% during the forecast period 2023-2030, owing to the growing demand for ethanol in industrial applications. On the basis of the end-use segment, the fuel segment is expected to hold a dominant position, driven by the need for cleaner and less toxic fuels in various industries.

Co-generation

Bagasse is the fibrous matter that remains after sugarcane stalks are crushed to extract their juice and is a by-product generated in the process of manufacture of sugar. It can either be sold or be captively consumed for generation of steam. It is currently used as a biofuel and in the manufacturing of pulp and paper products and building materials. The bagasse produced in a sugar factory is however used for generation of steam which in turn is used as a fuel source and the surplus generation is exported to the power grids. For every 10 tonnes of sugarcane crushed, a sugar factory produces nearly 3 tonnes of wet bagasse. Since bagasse is a by-product of sugarcane, the quantity of bagasse production in the country is in proportion to the quantity of sugarcane produced. The power produced through co-generation substitutes the conventional

thermal alternative and reduces greenhouse gas emissions. In India, interest in high-efficiency bagasse-based co-generation started in the 1980s when electricity supply started falling short of demand. High-efficiency bagasse co-generation was perceived as an attractive technology both in terms of its potential to produce carbon-neutral electricity as well as its economic benefits to the sugar sector. In the present scenario, where fossil fuel prices are skyrocketing and there is a shortage, co-generation appears to be propitious. The thrust on distributed generation and increasing awareness for cutting greenhouse gas emissions increases the need for co-generation. The electricity production through co-generation in sugar mills in India is an important avenue for supplying low-cost, non-conventional power. However, several financial, regulatory and technical challenges are required to be overcome for realizing this potential.

The Indian Government has been actively promoting co-generation as a means to increase energy efficiency and reduce emissions. Policies such as the National Mission on Sustainable Agriculture aim to boost the adoption of biomass-based co-generation technologies. The sector has seen advancements in co-generation technologies, including improvements in efficiency and reliability. Integration of advanced control systems and automation has enhanced the performance of co-generation plants, making them more competitive in the market.

Recognising the significant potential and role of biomass energy within the Indian context, the Ministry of New and Renewable Energy (MNRE) has launched numerous initiatives to promote efficient technologies across various sectors, aiming to maximise benefits derived from biomass utilisation.

Among these initiatives, particular emphasis has been placed on bagasse-based co-generation in sugar mills and biomass power generation under the Biomass Power and Co-generation Programme. This initiative primarily aims to foster the adoption of technologies that optimise the utilisation of the country's biomass resources for grid power generation.

As of January 31, 2024, the total installed capacity in the biomass power and co-generation sector stands at 10,789.66 MW, comprising 584.05 MW of waste-to-power and 10,205.61 MW of biomass cogeneration capacity, encompassing both bagasse and non-bagasse sources.

India is also creating a viable market for bioproducts like biomass pellets and briquettes. The country hosts approximately 230 biomass pellet manufacturers and around 1,030 briquette manufacturers across various states. These products are supplied to power plants and industries. Additionally, the government has established a national mission on the use of biomass in Thermal Power Plants (TPPs) under the Ministry of Power. This initiative aims to address air pollution caused by farm stubble burning and reduce the carbon footprint of thermal power generation.

According to the latest data of the MNRE, India has added a record renewable energy capacity of 18.48 GW in 2023-24, which is over 21% higher than 15.27 GW a year ago. However, industry experts said there is a need to add at least 50 GW of renewable energy

capacity annually for the next six years to meet the ambitious target of 500 GW of renewables by 2030. With the government's policies together with the relevant regional and international agencies and initiatives in the bio-energy space, India is transitioning towards a tomorrow where all the curves run in green energy.

Source(s): Powerline, Economic Times

BUSINESS OVERVIEW Sugarcane

The success of the sugar business depends on the sugarcane availability and sugarcane quality. During the year, the sugarcane availability in Tamil Nadu (TN) units was better compared to the previous year. The thrust on cane development activities initiated by your Company, including encouraging the farmers in various ways in all command areas, helped to increase the sugarcane availability. In TN, there was an improvement in cane crushed at 22.82 LMT as against 22.60 LMT in the previous year due to increased cane availability. The average recovery recorded was at 8.50% as against 9.33% in the previous year. The lower recovery was due to the climate change, which led to lesser rain fall. In addition to the above, high temperature was witnessed both during day and night, which was prevalent across the state.

During the year, the units in Karnataka reported lower crushing at 22.94 LMT compared to 24.57 LMT in the previous year due to drought and early closure of the crushing season. The average recovery was at 11.55% as against 11.89% in the previous year. Priority on harvesting good quality cane followed by average cane helped to control diversion across all three units. The centralized Harvesting and Transportation (H&T) planning and execution for all the three units of KN facilitated smooth inter-unit movement of gangs and cane, reduced yard balance, vehicle waiting hours and ensured continuous cane supply. This also helped to increase the number of crushing days of Bagalkot and Ramdurg unit. The lower recovery was on account of plant down time, sub-optimal crushing and dryness of cane.

With respect to the Andhra Pradesh (AP) unit, the cane crushed was 4.34 LMT as compared to 4.63 LMT in the previous year. The average recovery was at 9.02% as compared to 10.19% in the previous year. The lower recovery was on account of the climate change, plant down time and early commencement of the factory due to labour unavailability.

Our Farmers

Your company's mission revolves around more than just profit margins; it is deeply rooted in the well-being of the farmers who form the backbone of our operations. For decades, we have worked tirelessly to uplift and empower them, recognizing their invaluable contributions to our success. Our commitment to their prosperity is unwavering, and every decision we make as a company is guided by this principle.

One of the keyways we support our farmers is through prompt payment. We understand the challenges they face in cultivation. We strive to offer competitive prices for their produce, ensuring that

their hard work is adequately rewarded. By maintaining transparent pricing structures and engaging in fair trade practices, we foster trust and cooperation within the farming community.

In addition to fair pricing, we believe in investing in the long-term sustainability of agricultural practices. Our farmers are stewards of the land, and we recognize the importance of preserving natural resources for future generations. Through initiatives such as sustainable farming techniques, soil conservation programs, crop protection from various pests and diseases by adopting scientific methods, and water management strategies, we aim to minimize environmental impact while maximizing yield and profitability for our farmers.

The Company through structured sugarcane development initiatives, timely sugarcane payments, and close relationship with the farmer community will strive to improve in key operational metrics, such as area under sugarcane, sugarcane crush, yields, recovery etc.

Education and training are also central to our approach. We provide comprehensive training programs covering a range of topics, from crop management to financial literacy. By equipping our farmers with the knowledge and skills they need to succeed, we empower them to make informed decisions and adapt to changing circumstances. Furthermore, we leverage technology to enhance efficiency and productivity on the farm, whether through the adoption of precision agriculture techniques or the use of our i-Cane Management System (iCMS) mobile application for real-time data monitoring.

Financial support is another crucial aspect of our farmer-centric approach. We understand that access to credit and capital is essential for agricultural development, especially in rural areas where traditional banking services may be limited. We offer financial assistance programs tailored to the specific needs of our farmers, whether through low-interest loans, grants for infrastructure improvements, or crop insurance schemes to mitigate risk.

But our commitment to farmers goes beyond the confines of the farm gate. We recognize that thriving rural communities are essential for sustainable agricultural development. We invest in community development projects through our Corporate Social Responsibility (CSR) framework, aimed at improving infrastructure, healthcare, and education in the areas where our farmers live and work. By fostering economic growth and social cohesion, we create an environment where farmers can flourish both professionally and personally.

The Company with the support from AMM Foundation, Murugappa Group's charitable arm, has initiated an ambitious water conservation initiative under Project NANNEER. In Tamil Nadu units to increase the holding capacity of the water bodies and recharge aquifers. This project increases the ground water availability to the rural folks and to sustain the agriculture. In the coming years, company has planned to extend this project in Karnataka and Andhra Pradesh units' area to support the farmers and community.

Looking ahead, we are constantly seeking ways to innovate and improve our support for farmers. This includes harnessing the power of data analytics and artificial intelligence to optimize agricultural

practices. Smart agriculture leverages advanced technology to the advantage of agricultural practices. The cloud-based and Internet of Things (IoT)-based solutions can used for monitoring, automating, analysing farming operations. We are also committed to promoting inclusivity and diversity within the agricultural sector, ensuring that all farmers, regardless of background or circumstance, have equal access to resources and opportunities.

Over the years, due to urbanization and better opportunities, the next generation of farmers are indifferent towards farming. The average landholding size in India has been on a decreasing trend and now has reached a level of almost 1.08 Hectares for a family, it seems that nuclear farming may not yield adequate income to the farmer. Since average landholding size in India has been on a decreasing trend, the government should encourage community cultivation (like has been proven to be successful in Jalgaon, Maharashtra) and also allow leased cultivation through land aggregation. In these models, a larger aggregated farm size enables lower costs and better farm interventions leading to higher earnings for the growers and the farmer gets his/her share based on the quantum of his landholding size. Land aggregation is expected to provide other multiple benefits like reduction in agricultural cost, lower water intake (60% reduction) and propagation of scientific way of agriculture.

Our farmers are more than just suppliers; they are partners in our journey towards a sustainable and prosperous future. By prioritizing their well-being and investing in their success, we believe we can build a stronger, more resilient business model that benefits everyone involved. Together, we are not just growing sugar; we are cultivating communities, fostering innovation, and shaping a better world for generations to come.

Manufacturing operations

Your Company's sugar units strictly adhere to best-in-class manufacturing processes and quality benchmarks. Amongst the leading sugar manufacturers in India, EID Parry's 6 sugar plants and one standalone distillery are spread across South India. Our state-of-the-art plants with a total sugarcane crushing capacity of 40,800 TCD, co-generation capacity of 140 MW and distillery capacity of 417 KLPD across units are located at Nellikuppam, Pugalur and Sivaganga in Tamil Nadu, Sankili in Andhra Pradesh and Bagalkot, Haliyal and Ramdurg in Karnataka. The units are equipped with latest technological equipment and analytical labs to ensure the highest levels of product quality in a safe, healthy, and clean environment as the Company supplies sugar to major multinational soft drink companies, leading confectionery manufacturers, and pharmaceutical companies. The Company continues its journey towards achieving manufacturing excellence by a focused thrust on creating a customer-centric sugar factory complex that blends low-cost production with premium quality products, while prioritizing safety, sustainability, profitability, and exceptional customer services. An accelerated drive across the value chain to improve operational efficiencies, reduce cost and eliminate wastage has been adopted across functions and processes to raise execution excellence metrics.

Your Company's manufacturing facilities are eco-friendly and meet emission and discharge norms. Water and energy conservation

efforts have been taken to continually improve performance. The plants have safety and environment management systems and periodic performance assessments take place to ensure sustenance. Proactively, all factories have obtained ISO 14001 Environment system certification and are equipped with state-of-the-art pollution control measures such as an incineration facility to manage spent wash from Distilleries as stipulated by regulatory authorities. All 7 sites have obtained ISO 45001:2018 Environment Health & Safety which provides an internationally recognized framework for managing occupational health and safety risks.

The Company continued to pursue its strategies to optimize efficiencies, reduce costs, eliminate wastage, and achieve stretch targets for growth. Even as our Company continues to focus on capacity and efficiency enhancement, it aims to ramp up the diversification of the sugar portfolio.

Challenges

During the year, the manufacturing operations faced a number of challenges, which were mitigated by suitable measures.

In TN there were cane supply challenges which were mitigated by sourcing harvesting teams from different parts of state which supported the timely harvesting. We encouraged more entrepreneurs in to mechanical harvesting in both the plants.

In KN the initial start up challenges due to Government regulations were addressed and the initial teething troubles in Haliyal plant was corrected on a war footing.

Distillery

¦    During the year, there were change in the government policies with regard to Syrup and utilisation of B Heavy Molasses which hampered the plan. In spite of this, we could do better volumes compared to previous years.

¦    Due to the change in Ethanol policy Sankili Unit had challenges and immediate measures were taken to convert in to Maize based Ethanol production. This restricted the Ethanol plant capacity to 100 KLPD. New proposals are in progress to augment the grain facility.

Cogen

¦    The Cogen plant was operated together with our sugar operations and accordingly, there were both generation and export of power. Various measures have been taken up in reducing the steam consumption across all factories. Flash heat recoveries and vapour bleeding system modifications carried out at various plants for steam economy.

Achievements

¦    All the plants got ISO 45001 certification

¦    Rectified Spirit (RS) redistillation process carried out to utilize the capacities

¦    Amrit plant erection completed at Pugalur

¦    Jaggery production stabilized at Pugalur

¦    120 KLPD distilleries stabilized at Sankili

¦    120 KLPD distillery erection completed at Haliyal

¦    45 KLPD Distillery erection in progress and nearing completion at Nellikuppam

¦    Maintwitz tool implemented across all plants for effective maintenance monitoring and control

Sales and marketing

In today's competitive business landscape, achieving and maintaining optimal sales and marketing performance is essential for organizational growth and success. With ever evolving consumer preferences, technological advancements, and market dynamics, businesses must adapt and innovate their strategies to stay ahead. Consumers are shopping through varied channels; smaller local brands as well as digital first brands are increasingly entering the market. In these times, your Company needs to continue remaining agile to enhanced brand propositions and marketing investments to increase adoption in underpenetrated categories. Your company is a market leader in packaged sugar segment in South India, marketing its products under its iconic brand 'Parrys'. Your Company is poised to significantly scale its retail business with a pervasive distribution network, increasing the volume proportion sold in the institutional and retail segments.

Your Company continued its strong performance in the Retail and Institution segment with stringent quality systems, global certifications, high standards of hygiene and process and robust ability to customize products for the customers. Your Company continues to hold the leadership share in many customer segments and today supplies to industries operating in various categories like beverages, foods, confectionery, dairy, bakery, and pharmaceuticals. Your Company's premium brand 'Parry' instils confidence and trust among consumers and continues to drive volumes. Going forward, the Company proposes to maximize growth by prioritizing the focus areas and ramping up availability of products and brand presence across categories and population.

The trend towards healthy eating was accentuated in the last few years as the pandemic enveloped the country. In response to this, your Company focused on providing healthy eating options through its Low GI sugar called 'SweetCare. With the power of seven herbal

extracts, Sweet Care is a clinically tested Low GI Sugar (Glycemic Index < 55) that supports a healthier diet.

Your Company signed a commercial partnership agreement with food technology company, Nutrition Innovation Singapore Pte Ltd ("Nutrition Innovation") to create innovative sugar solutions like Nucane™ Low GI Sugar. This low GI brown sugar utilises natural occurring polyphenols in cane sugar that have been scientifically proven and independently tested to consistently lower the glycemic response of sucrose. The partnership with Nutrition Innovation provides the Company unique access to Nucane Low GI Sugar technology to produce a new specification of naturally low glycemic brown sugar which complements and extends the existing range of products and supports the growing global trend for less processed, less refined, brown sugars. The Company launched its new brand Amrit Gold Brown Sugar during the first quarter of 2024-25 using the Nucane Low GI Sugar technology for the health conscious consumers. Your Company has been conscientiously working on evolving several approaches to meet the changing aspirations of the consumers and customers, which will ultimately lead to increasing the volumes sold in institution/retail segments, de-risking from the cyclicality of the sugar business. The Company's focus in strengthening its presence in the retail market in branded sugar is going to pay dividend in terms of benefit from higher and more stable pricing with healthy long-term prospects and a more stable realization for its sugar.

Fostering a culture of innovation and continuous improvement within the sales and marketing teams while encouraging feedback from consumers and internal stakeholders to identify areas for enhancement, the organization has set its vision on new product categories that can be scaled up in the future. The new goals of the organization require us to stay agile and adaptable, ready to pivot strategies in response to changing market conditions.

The organization has enhanced its sales and marketing approach that encompasses market understanding, targeted campaigns, effective sales strategies, technological integration, performance measurement, and continuous improvement. By implementing these strategies, businesses can drive sustainable growth, build lasting customer relationships, and stay ahead in today's dynamic marketplace.

Quality

During the year, the Quality function underwent significant

development to align with the company's strategic focus on

Sweeteners, non-Sweeteners, Alcohol, Staples, and Value-added

products. Some of the key developments are highlighted below:

1.    Jaggery Plant Accreditation:

¦    The Jaggery plant at Pugalur and the Jaggery production section of the Nellikuppam plant achieved certification for food safety management systems.

¦    The certifications included ISO 22000:2018, ISO/TS 220021:2009, and additional FSSC 22000 for the first time.

2.    Re-accreditation and External Audits:

¦    The Units at Nellikuppam, Haliyal, Bagalkot, and Sankili faced either announced or unannounced audits and were re-accredited with FSSC 22000 version 5.1 by the DNV Certification Body.

¦    The Units at Nellikuppam and Haliyal also underwent external audits and were recertified for ISO 9001:2018 Quality Management System.

3.    Ethical Trade and Halal/Kosher Certifications:

¦    Nellikuppam, Haliyal, Bagalkot, and Pugalur retained their membership in SEDEX and were re-certified for MUI Halal and Kosher.

¦    Additionally, SMETA 6.0 (Sedex Members Ethical Trade Audit) certification was obtained by the Units.

4.    Pharma Grade Sugar Manufacturing:

¦    The Nellikuppam Refinery Unit renewed its Current Good Manufacturing Practices (cGMP) license in compliance with government excipient guidelines for drug manufacturing customers and continues to manufacture pharma grade sugar.

5.    Integrated Management System Certification:

¦    The Sankili Unit faced audits for Integrated Management System Certifications, including Quality Management System ISO 9001:2015, and was recertified for the same.

6.    Establishing Facilities for production of Consumer Product

Group (CPG) Products:

¦    The Company has recently launched a range of Consumer Products which includes rice, pulses, and millets. The Quality function played a pivotal role in establishing facilities for the manufacture and procurement of CPG products from Third Party Units (TPUs).

¦    This involved developing specific Standard Operating Procedures (SOPs) and organizing Food Safety training for the TPUs. Our focus was on ensuring the highest quality standards for the products and adherence to cGMP in their facilities.

7.    Annual Quality Meet:

¦    In a first, an Annual Quality Meet for the Company was organized during the year. This included engagement in discussions aimed at elevating the quality of our processes, products, and facilities.

8.    World Quality Week:

¦    In November 2023, our Units participated in World Quality Week with the theme of 'Realizing Your Competitive Potential'. This concept, introduced by the United Nations in 1990, aims to raise global awareness about the significant role quality plays in a nation's and an organization's growth and prosperity.

9.    Customer-Centric Approach:

¦    Your company places great emphasis on Customer Care. To meet our customer expectations and enhance our value proposition, we actively involve our customers in our improvement processes.

¦    As part of this commitment, we conducted a Customer Satisfaction survey during the year to identify our best practices and consistently improve the quality of service provided to the consumers.

10.    Market Visits and Best Practices:

¦    Cross Functional Teams (CFTs) from our manufacturing units conducted several market visits. These visits allowed us to directly understand product performance and identify opportunities for improvement based on feedback from Retail Customers.

¦    Additionally, our CFTs visited Customer Units to learn about the best practices followed by our customers.

These initiatives reflect our dedication to quality, continuous improvement, and customer satisfaction.

Research & Development (R&D) and Extension Services

R&D at EID Parry is a pioneer in developing new sugarcane varieties to improve the productivity of the farmers and this journey has been continuing for the past three decades. Our varietal development program is well recognized, and it is one of the centre for evaluating national level sugarcane varieties from various research stations. Farmers are readily cultivating new "Parry" sugarcane varieties which are proven for pest & disease resistance and superior in cane yield. The new 'Parry' high sugar/high yielding varieties are being multiplied in Tamil Nadu, Karnataka and Andra Pradesh units. Our R & D produces quality clean seed cane from the captive farm nurseries and distributing to the farmers for nursery planting. We also run a state of art tissue culture facility at Pugalur to produce disease free, clean seed of commercial varieties and supporting for faster multiplication of new varieties. It is one of the unique facilities in the sugar industry to increase the cane yields in the farmers' fields.

Over the last two and half decades, we are implementing integrated borer management in sugarcane cultivation using biocontrol agents like Trichogramma produced by rural entrepreneurs and inhouse production of Tetrastichus & pheromone as eco-friendly agriculture practices. Production of biocontrol agents and distribution are managed through Agri Service Providers (ASPs) to reach out more farmers. New pests viz., Crown mealy bug and Pokkah boeng disease caused severe damage to the crop in Tamil Nadu which effectively managed through appropriate control measures and thereby saving the crop and losses to our farmers.

Initiatives like augmenting the soil nutrients, revised nutrient packages and improved cultivation practises were popularised among the sugarcane farmers. Drones were effectively used for Micro Nutrition spray and weedicide application in sugarcane fields. This new intervention in sugarcane cultivation were well accepted by the farmers across the states.

We are also collaborating with international partners to empower the rural entrepreneurs particularly women on sugarcane cultivation and improve the standard of living of village level women entrepreneurs. Our sustainability project with IFC (International Finance Corporation) provides support to produce a large number of pro-tray seedlings and distribution to farmers for hassle free sugarcane planting.

Farm mechanisation in sugarcane cultivation involves various machineries and equipment's to ease out the workforce dependability. Your company's R&D evaluated various implements and introduced a new set oftractors drawn implements for sugarcane farming to increase the efficiency, reduce labour dependency and improve overall productivity. All the field operations for the sugarcane farmers are routed through ASPs to get the service at the right time with reasonable cost.

Innovative technology in autonomous irrigation system in sugarcane fields involves the use of advanced technologies, sensors, and control panels to automate the irrigation without human intervention. This autonomous irrigation regulated through soil moisture sensors, could reduce the substantial amount of irrigation water quantity in sugarcane cultivation and improve the water use efficiency.

Financial Performance H in Crore
Particulars	Sugar		Cogen		Distillery		Total
	2023-24	2022-23	2023-24	2022-23	2023-24	2022-23	2023-24	2022-23
Revenue	1,865	2,025	190	253	799	644	2,854	2,922
EBITDA**	106	219	-43	12	99	60	162	291
** Earnings before interest, tax, depreciation and amortization

 

The sugar segment constituted the largest share of the Company's revenues. The segment contributed 66% of the Company's turnover during FY 2023-24, as against 70% during FY 2022-23. Revenues from the sugar segment during FY 2023-24 were H1,865 Crore as against H2,025 Crore in FY 2022-23.

 

Sugar division performance Operational performance Sugar
Particulars	2023-24	2022-23
Cane Crushed (LMT)	50.09	51.81
Cane Cost (Landed)	3,439	3,268
Gross Recovery %	9.94	10.62
Net Recovery % (Net of Sugar diverted for BHM* and Syrup)	9.06	9.53
Sugar Produced (LMT)	4.55	4.93
Sugar sold (LMT)	4.64	5.19
Distillery:
Particulars	2023-24	2022-23
Alcohol Produced	1,261	1,073
Alcohol Produced from BHM* (Lakh Litres)	331	256
Alcohol from Syrup ( Lakh Litres)	136	178
Alcohol Produced from CHM** (Lakh Litres)	630	693
Alcohol Produced from grain (Lakh Litres)	161	0
Total Production Volume	2,519	2,200
Total Sales Volume	1,242	1,044
% Ethanol to total sales volume	58%	62%
% Ethanol sales produced from B-heavy Molasses	27%	33%
% Ethanol sales produced from grain	13%	0
Average Realization Price of Alcohol H/litre	62.22	60.39
*BHM - B-Heavy Molasses **CHM - C-Heavy Molasses	Â	Â
Co-generation:	Â	Â
Particulars	2023-24	2022-23
Power Generated (Lakh Units)	4,343	5,026
Power Exported (Lakh Units)	2,182	2,700

Segment-wise Performance & Operational Highlights Sugar

The Company has six sugar plants spread across Tamil Nadu (TN), Karnataka (KN) and Andhra Pradesh (AP). During the year, the total cane crushed in Tamil Nadu plants was marginaly higher at 22.82 LMT as against 22.60 LMT in the previous year. The average gross recovery was at 8.50 % as against 9.33% in 2022-23, a decrease of 9% over the previous year. The lower recovery was on account of climatic changes characterised by lower rain fall and unusual high temperature both during day and night, which was prevalent throughout Tamilnadu. The cane availability was lower due to lower yield affected by rain fall as well as yellow wool pest disease.

Crushing in the Company's Sankili plant at AP was marginally lower at 4.34 LMT as compared to 4.63 LMT in the previous year. The average gross recovery was at 9.02 % as against 10.19% in the previous year, a decrease of 11% over the previous year. The lower recovery was on account of the climatic changes, plant down time and early commencement of the factory due to labour unavailability. The Cane availability in Sankil was a challenge as the farmers shifted to other competitive crops like paddy and maize, which gave them higher returns than sugarcane.

The total cane crushed by the units in KN was lower at 22.93 LMT as against 24.57 LMT in the previous year. The average gross recovery was at 11.56 % as against 11.89% in the previous year. In KN, the Ramdurg and Bagalkot unit reported a higher recovery of 11.98 % and 11.84% respectively, whereas the recovery in Haliyal was lower at 11.10%. The lower recovery was on account of plant down time, sub-optimal crushing and dryness of cane. The cane availability was lower due to lower rain fall as well as drought like condition prevalent across Karnataka which was also compounded by competition among mills to poach sugarcane.

The overall cane crushed by the Company was 50.09 LMT in 202324 as against 51.81 LMT in the previous year.

The Sugar recovery net of sugar sacrifice under syrup and B-heavy/ syrup route for the year stood at 9.06 % as against 9.53% in the previous year.

During 2023-24, your Company produced 4.55 LMT and sold 4.64 LMT of sugar as against 4.93 LMT and 5.19 LMT respectively in the previous year.

Power co-generation

Your Company possesses an aggregate co-generation capacity of 140 megawatts. Your Company exports nearly 54% of the power generated. The co-generation segment accounted for 7% of your Company's revenues. Power generated during the year stood at 4,343 Lakh units as compared to 5,026 Lakh units in previous year, a decrease of 14%, which was due to lesser operating days at KN units and direct sale of Bagasse (instead of generating power).

Tamil Nadu

The units in Tamil Nadu generated 2,108 Lakh units and exported 1,064 Lakh units of power during the year as against 2,099 units and 1,085 Lakh units respectively in the previous year.

Karnataka

The power generated and exported by the Karnataka plants stood at 1,913 Lakh units and 1,040 Lakh units as against 2,485 Lakh units and 1,473 Lakh units respectively in the previous year.

Andhra Pradesh

The unit in Sankili generated 322 Lakh units and exported 78 Lakh units as against 443 Lakh units and 198 Lakh units respectively during the last year.

Distillery

At the beginning of FY 2023-24, the Company had five distilleries located at Sankili, Haliyal, Nellikuppam, Bagalkot and Sivaganga, engaged in the production of industrial alcohol and ethanol with a cumulative capacity of 417 KLPD.

The entire distillery capacity of the Company is dedicated towards production of ethanol & ENA (Extra Neutral Alcohol). During the year, the Company commenced activities for setting up added capacity of 120 KLPD distillery at the existing location at Haliyal. The plant was commissioned and became fully operational during the first quarter of the FY 2024-25. The Company also proposed to add further capacity of 45 KLPD at Nellikuppam. With this, the total Distillery Capacity of the Company will be increased to 582 KLPD.

The distillery segment contributed 28 % of the Company's revenue as against 22% in FY 2022-23. The Company's distillery segment delivered stable performance during the year. The Company produced 1261 LL of alcohol during the year as compared to 1073 LL during the previous year. Higher production was attributable to better capacity utilisation. Revenues from the distillery segment during FY 2023-24 stood at H799 Crore as against H644 Crore in FY 2022-23.

Ethanol sales during the year produced from B-heavy molasses stood at 338 LL at an average realisation of 60.71 as compared to 357 LL at an average realisation of 59.46 in previous year.

Ethanol sales from molasses produced from C-heavy route stood at 82 LL at an average realisation of 57.34 as compared to 44 LL at an average realisation of H53.21 in previous year.

Ethanol sales from syrup route was 147 LL at an average realisation of 65.28.

Similarly, Ethanol sales from grain route was 156 LL at an average realisation of H64.65. Though the Company proposed to produce and sale Ethanol produced from Syrup and B-Heavy molasses route with an intent to sacrifice higher quantity of sugar, the Ethanol sales from Sugar Syrup and molasses produced from B-heavy route was

lower in the current year due to the restrictions imposed by the Government.

The Company's strategy includes expanding existing distillery capacities and establishing new ones to enhance the revenue from the ethanol stream, contingent upon the continued availability of molasses.

Performance Analysis, Opportunity & Threats

India is the second largest producer and largest consumer of sugar in the world. Indian Sugar Industry is highly fragmented with private sector, Government undertakings, co-operatives, and unorganized players. The sugarcane crushing period varies from region to region beginning in October/ November and goes on till April/ May in all states except in Tamil Nadu where it continues till July/ August. In domestic context, sugar is the second largest agro based industry supporting over 50 million farmers along with indirect employment to rural population. It is estimated that about 7.5% of the rural population in India is involved with the sugar industry.

Despite a stable domestic sugar production, the government's cautious approach has led to a virtual ban on sugar exports since October 2022. The fixed minimum support price (MSP) for sugar, which has remained unchanged since February 2019, is dampening market sentiment. Additionally, the restrictions in late 2023-24 on diversion of sugar syrup/ B- Heavy Molasses for ethanol production has affected the performance of mills. The sugar industry in India has been facing a myriad of challenges and opportunities, influenced by both internal and external factors. In this section, we delve into the performance, opportunities, and threats encountered by the Company, focusing on key factors such as policy changes, operational issues, and market dynamics that was faced during the year under review.

Performance Analysis:

The Company is a large integrated sugar producer and possesses one of the largest sugar manufacturing capacities in South India with aggregate crushing capacity of 40,800 TCD, Co-generation plant of 140 MW and distillery at 417 KLPD at the close of the year under review. The sugar business was the largest within the Company, generating value for downstream segments like ethanol and co-generation. The Company operates seven manufacturing plants in Tamilnadu, Karnataka and Andhra Pradesh, proximate enough to generate economies of cane procurement and byproduct utilization. Further, large scale, integrated operations with the power and distillery business along with nutraceuticals provide moderate cushion from cyclicality in the sugar business.

Apart from plantation white sugar, the Company also manufactures refined sugar, which currently constitutes approximately 26 % of the total sugar production and realises a premium over normal crystal sugar realisation. The Company also produces different grades of pharmaceutical (pharma) sugar that can be customised as per the user requirements. Such refined and pharma sugar are supplied to high grade end-users, thereby creating a niche customer profile for the Company. The Company also produces different value added sweeteners like jaggery powder, low GI Sugar and Brown Sugar

and supplies high quality crystal sugar to large institutions, which fetches it a premium. The Company is the largest branded sugar player in the Indian Sweetener Market offering a range of products. All the sugar units of the Company are FSSC 22000 certified and strictly adhere to best-in-class manufacturing processes and quality benchmarks. The Company supplies sugar to major multinational soft drink companies, leading confectionery manufacturers, breweries, pharmaceutical companies, dairies, top ice cream producers, etc.

The Company has established market position in the sugar business, derived from integrated nature of operations with diversified revenue profile, average and adequate financial risk profile., and superior financial flexibility which is derived from being the holding company of Coromandel International Limited. These strengths are partially offset by the susceptibility of its business performance to downturn in the sugar business and to regulatory changes in the sugar and distillery sector.

EID Parry's business risk profile remained stable despite changes in the regulatory environment for sugar and sugar allied products since November 2023. Amount of sugar cane crushed was 50.09 LMT in the current fiscal despite lower sugar cane production in Karnataka due to EID Parry's strong relationship with the sugar cane producers and better availability of sugar cane from Tamil Nadu. The impact of restrictions on diversion of sugar for ethanol production by the government felt from the fourth quarter of 2023-24 and will also fall in the next FY. Other business segments (co-generation, nutraceuticals etc) generated stable revenue.

The Company's financial risk profile remained steady, with debt protection metrics viz interest coverage, gearing and TOL/TNW (total outside liability/total tangible net worth) ratios remained adequate. Interest coverage was 6.96 times in FY 2023-24. Gearing and TOL/ TNW remained 0.36 times and 0.60 respectively despite addition of capex related debt. The Company incurred capex of H284 Crore in FY 2023-24, which involved spending of H86 crore towards the grain-based distillery. The other routine modernization capex were funded mainly from accruals. The Company's liquidity is adequate with sufficient cash accruals and modest repayment obligations.

During the year, the revenue from operations stood at H2,809 crore in FY 23-24 as compared to 2,895 crore in FY 22-23. The Profit after tax stood at 107 crore in FY23-24 as compared to 197 crore in FY 22-23, reflecting a decline of 46%. The revenue and profitability from distillery and other segment improved over the previous year except for the sugar business, wherein revenues and profitability declined due to a number of factors ranging from policy change on ethanol production, plant down time and lower recovery , which was partially offset by a stable Distillery performance.

Total expenses was H2,872.56 crore in 2023-24 as compared to H2,797.53 crore in 2022-23. Raw material costs accounted for a 69% share of the Company's revenue from operations, which was increased due to a higher FRP announced by the Government of India. Employee expenses accounted for a 7% share of the Company's revenues from operations and increased by 17.75% from H 157.93 crore in 2022-2023 to 185.97 crore in 2023-24. The

increase in employee cost was due to project expansion and the commencement of consumer product group (CPG) with foray into staple business. The repair & maintenance expenses accounted for a 5% share of the Company's revenues from operations.

During the year, the performance of the company was characterized by various challenges and opportunities. Despite encountering hurdles, the company has maintained stability in key areas such as power generation and export, while grappling with issues affecting its core operations. As discussed earlier, some of the major reasons for the modest performance include the change in Ethanol Policy of the Government with the ban on manufacturing ethanol from sugar syrup and B Heavy Molasses, which has significantly impacted the performance, particularly due to its substantial investments in distillery infrastructure for ethanol production. Further, the delay in commissioning the Haliyal 120 KLPD Distillery has hindered the company's ability to capitalize on ethanol production, impacting its revenue streams.

There were operational challenges leading to lower recovery in two of the company's plants in Tamil Nadu and Karnataka which contributed to reduced productivity and profitability. The stabilization and down time issues faced by the plants at Haliyal resulted in lower crushing rates, which compounded with cane poaching further exacerbated the company's operational woes. In addition, the cane poaching in Karnataka has led to early closure, while capacity utilization issues at the Sankili multi-feed distillery have been compounded by raw material availability and stabilization challenges.

The absence of export or release order quotas has led to significant issues in government policy, particularly concerning the halt in directing grains to sugar companies for distillation. This has resulted in production halts in areas like Sankili. Additionally, high temperatures have led to dry cane, further impacting production. The downtime in Haliyal has markedly decreased our profitability. However, the setting up of the new 120 KLPD at Haliyal, and 45 KLPD at Nellikuppam are poised to augment alcohol sales next year, potentially mitigating some of the losses incurred this year.

The Company's business risk profile remained stable in the near to medium term despite changes in the regulatory environment for sugar and sugar allied products starting from November 2023.

The Indian Sugar and Bio-Energy Manufacturers Association (ISMA) has urged the government to allow 20 lakh tonnes of sugar exports in the current marketing year ending September as shipments of surplus sweetener would boost liquidity of millers enabling them to make cane payments to farmers on time. For the current 202324 marketing year (October- September), the government has not allowed sugar exports to boost domestic supply and control retail prices, as against an export around 60 lakh tonnes of sugar in the previous year. According to ISMA, production has reached about 314 lakh tonnes as of the end of April 2024.

The net sugar production stood at 340 LMT during the 202223 marketing year with a diversion of 20 LMT of sweetener for

ethanol-making from sugarcane juice and B-heavy molasses. Taking into account an opening stock of approximately 55 LMT and a forecasted domestic consumption of 285 LMT for the season, ISMA has projected a significantly higher closing stock of 90 LMT by September 30, 2024.

ISMA also expects a moderate crushing season in 2024-25 due to several factors, including the early announcement of an increased Fair and Remunerative Price (FRP) for sugarcane, favourable premonsoon rainfall, and forecasts indicating an above-normal monsoon. These factors are further expected to lead to a higher stock in the coming year.

Sugar worldwide is trading at the highest prices since 2011, mainly due to lower global supplies after unusually dry weather damaging harvests in India and Thailand, the world's second- and third-largest exporters. This is another blow for developing nations already coping with shortages in staples like rice and embargos on food trade that have added to food inflation. This has contributed to food insecurity because of the combined effects of the naturally occurring climate phenomenon El Nino.

The United Nations Food and Agriculture Organization predicted a 2% decline in global sugar production in the 2023-24 season, compared with the previous year, translating to a loss of about 3.5 million metric tons (3.8 million U.S. tons). Increasingly, sugar is being used for biofuels like ethanol, due to which global reserves of sugar are at their lowest since 2009. India endured its driest August in over a century, and crops in the western state of Maharashtra and the southern states, which accounts for more than a third of its sugarcane production, were stunted during the crucial growing phase. India being one of the biggest consumers of sugar and is now impeding sugar exports due to the restricted growth of cane amidst other challenges owing to the shortened monsoons.

Opportunities:

Despite the challenges, several opportunities existed for the company during the year under review, to enhance its performance and competitiveness by exploring opportunities for diversification beyond traditional sugar production, such as value-added products or alternative revenue streams. The Company has recently set its footprint in the FMCG space with the introduction of a wide range of staples viz., rice, millets, and pulses.

The Company is actively engaged in leveraging technological advancements and use of information technology in various facets of its business such as smart manufacturing, digital agriculture to augment raw material availability and production, improve operational efficiency, reduce costs, and enhance product quality. The Company is exploring new markets for sugar and its byproducts, capitalizing on changing consumer preferences and global demand trends. Despite policy changes, ethanol production remains a viable opportunity, especially with the growing emphasis on renewable energy and sustainable practices.

The Company is continuously making the best use of the byproducts of sugar production, such as bagasse, for renewable

energy generation, contributing to our sustainability goals and thereby creating additional revenues. The Company has invented a process to manufacture a soilless growing medium called Green Grow Media (GGM) from sugarcane bagasse that can be used in CEA (Controlled Environment Agriculture) or Hitech agriculture. Soil, which is a mixture of minerals, organic matter, water, and air, is the most common 'growth medium' for crops. With urbanisation, the practice of growing crops in containers above ground using soilless growing media by ensuring optimal levels of nutrients, water and oxygen started gaining momentum. GGM once made at industrial scale catering to relevant quality parameters and standards would provide an immense opportunity for the Company in future. At EID Parry, we believe that the investment on Research and Development acts as a harness in the consumer's expectations and company's products. Our R&D is focused on innovative sugar-based products tailored to changing consumer preferences and dietary trends which would help us open up new markets and increase competitiveness. Our Cane R & D is focussed on sustainable agriculture practices to enhance the productivity of farmers and efficiency in cane cultivation ensuring a sustainable supply of Sugarcane. We believe that by adopting sustainable practices, harnessing technology and continuously monitoring market trends, consumer preferences, and regulatory changes to anticipate shifts in demand and adapt business strategies accordingly will help us stay competitive in a dynamic environment.

We differentiate our products which appeal to niche markets and command premium prices. Implementing advanced supply chain management practices, including logistics optimization and inventory management, help us in reducing costs and improve overall efficiency. Taking advantage of government incentives and subsidies for diversification, modernization, and sustainability initiatives would help us mitigate the impact of regulatory restrictions on the bottom line. Our investments in branding, and distribution channels has helped us build a strong brand presence domestically and internationally, fostering consumer loyalty and increasing market share.

We are investing in state-of-the-art manufacturing equipment for efficient production, waste reduction, and environmental sustainability which can improve competitiveness and compliance with regulations.

Threats:

The Sugarcane prices are driven by the government and last few years saw an increase in FRP year after year. There has been no changes in the MSP for sugar since 2019, sugar prices are volatile and based on open market prices (which are dependent on the production levels) leading to volatility in Sugar Mills profitability. The government also regulates domestic demand-supply through restrictions on imports and exports, and stock holdings. Regulatory mechanisms and dependence on monsoons have rendered the sugar industry cyclical, partially offsets by the ethanol blending programme.

During the year under review, the policy reversals particularly pertaining to ethanol and sugar exports adversely affected the company's performance posing unexpected challenges to the company's operations and profitability. The operational challenges such as downtimes, plant stabilisation issues, delay in commencement of distillery project at Haliyal and raw material availability for the grain based distillery at Sankili posed a threat to the company's production and distribution capabilities, which has affected its overall operations.

The influence of El Nino and other environmental factors on sugar production and cultivation posed additional challenges with the weather anomalies disrupting agricultural cycles, affecting cane cultivation, harvesting, and sugar production. Th volatility could cause vagueness in yield projections and operational planning for the company. The added obstacles in terms of water scarcity, exacerbated by climate change and environmental degradation could pose significant challenges in cane cultivation and irrigation practices, impacting the crop yields, increased production costs, affecting the company's bottom line. The availability of arable land for cane cultivation is another concern, particularly in regions facing urbanization, land-use changes, and competing agricultural activities. The continued changes and uncertainties in ethanol production policies created challenges for the company in longterm planning and investment decisions, impacting its operational strategies and revenue projections.

The interplay between government policies and environmental factors creates a complex operating environment for the company, necessitating a multifaceted approach to risk management and strategic planning. The Company's risk management framework is navigating through the evolving government policies while exploring alternative amidst India falling short of its ethanol blending target for the ESY 2023-24 due to the Government restrictions on using sugar feedstocks for production.

In conclusion, while the sugar industry in India faces various challenges, proactive measures such as diversification, technology integration, and market expansion can position the company for sustained growth and resilience in the face of evolving market dynamics and regulatory landscapes. By addressing operational issues, seizing opportunities, and mitigating threats, the company can navigate the complexities of the sugar industry and emerge stronger in the years ahead.

Incorporating insights from recent government policies on ethanol production and the effects of El Nino and environmental factors has enriched the ability of the company to analyse its performance, opportunities, and threats and has provided the Company a comprehensive understanding of the dynamic forces shaping the sugar industry landscape in India. By proactively addressing regulatory compliance, climate resilience, and stakeholder engagement, we believe that the company can enhance its adaptive capacity and competitiveness in the face of policy uncertainties and environmental risks, fostering sustainable growth and value creation for stakeholders.

 

Company's performance and outlook

EID Parry is expected to crush above 50 Lakhs MT of sugar cane in FY 2024-25. The company is also expected to produce more than 1700 LL of ethanol next year despite restrictions on diversion of sugar for production of ethanol during Ethanol Year (ESY) 2024. The Company's distillery expansion by additional 120 KLPD, will be fully operational during 2024-25. However, utilization of the distillery facility may be lower in the near term due to restriction on diversion of sugar for ethanol production. Additionally, the Company proposed to augment its distillery capacity further at Nellikuppam (to be operational in 2024-25) and Sivagangai , which would provide a stable performance. The Government of India has showcased the intent to fasten the move to an ethanol-based economy, by advancing the 20% ethanol blending target (with petrol) to 2025 from 2030. Additionally, the government has made supplies profitable by raising ethanol prices every fiscal, in addition to differential pricing for B-Heavy and the direct cane juice route and providing interest sops on loans for setting up ethanol-based distilleries. The restrictions announced by government of India on diversion of sugar for ethanol production in ESY 2024 is expected to impact the profitability of the Company in near term. However, this is likely to be temporary and restriction expected to be lifted once sugar production normalizes in the domestic market. Since the sugar industry is highly regulated, any change in the regulatory stance and continuation of government support to sugar sector (including distilleries and ethanol pricing) are key monitorable.

Other business segments (co-generation, nutraceuticals etc.) expected to generate stable revenue. However, the larger impact of controlled production of ethanol for petrol blending and expected correction in international sugar prices will lead to some moderation in revenues in fiscal 2025. With increasing focus on distillery operations and with additional capacity becoming available in fiscal 2025, vulnerability of performance to volatile sugar production and prices is expected to gradually reduce over the medium-term considering normalization of ethanol policy and stable business environment.

During the year, the retail sales grew by 18% and stood at 1.3 MT as against 1.1 MT during the previous year. The retail sales would continue to maintain its momentum in the coming years. Your Company is planning to reach almost 200,000 retail outlets in South India by 2025. With the launch of our range of staples in the retail market, we are sanguine about the company's revenue prospects and provide us respite from the ongoing tower block in the form of the stringent government policies and export restrictions.

Operating profitability is expected to improve in FY 2024-25 and would remain rangebound, due to better profitability from sugar business, which would help partially offset impact, if any, of lower distillery volumes (higher margin) for ethanol blending.

NUTRACEUTICALS DIVISION Industry overview

The global supplement market is forecasted to be around $220 billion for FY 24, constituting functional foods (30%), functional beverages (40%), and dietary supplements (30%). Your Company operates in the Dietary supplement category under the segment of herbal and traditional medicines.

The US Nutraceutical market continues to hold the largest share, representing 35% of the global consumption while China, is the second largest supplement market accounting for nearly 15% of the global share. The Western EU market, which accounts for 12% of the global market had degrowth in demand due to war influenced inflationary trends.

The dietary supplement market faced recessionary trends in North America in FY 23 has started showing signs of revival in FY 24. European market driven by an ageing demographics and with trends preferring supplements for healthy aging is expected to have growth revival in the near future. Brain health, immunity, digestive health, plant- based, organic stewardship, renewable and sustainable sources are major trends. Consumers continue to prefer natural and botanical options over pharmaceutical as part of maintaining their healthy lifestyles.

The global nutraceutical ingredients sector in the Dietary supplements, where the Company is operating, is estimated to have a sale of $12 billion in 2023. While the micro algae segment accounts for 4% at $500 million, the plant botanical saw palmetto extract, where the Company has a strong presence, accounts for another 1% of the market at $120 million. Both segments are showing signs of revival in FY 24 and are expected to return to healthy growth rates.

Business review

The Company overcame recessionary trends in the Nutraceutical markets and retained its leadership position in the premium organic Spirulina market in the US. We continued enhancing the manufacturing infrastructure with technological innovations for improving productivity along with maintaining high quality standards. By achieving superior nutritional profile in Chlorella with better organoleptic features, we have successfully expanded our customer base for Chlorella in the US market.

We continued to make significant investments in science in the development and validation of benefit claims. The pioneering efforts in science validation of micro algae could enable us to consolidate and enhance our global leadership position as a premium organic Spirulina and Chlorella producer.

During the year, the business complied with all certifications and standard requirements for quality, safety and environmental systems. During the year, the annual USP Ingredient Verification Process and BRCGS Food safety programs were also completed. For

EU organic certification, the Company worked with new certifying bodies for their listing and this should enable the Company to resume the sales to the EU in FY 25.

The Company's wholly owned subsidiary, US Nutraceuticals Inc. (Valensa) maintained its market position in Saw Palmetto-based products by increasing sales with key customers and strengthening the supply chain operations.

Valensa has invested in science for claim validation in the emerging hair wellness segment which is expected to provide new platforms of growth for the Saw-palmetto based product portfolio.

Outlook

As a result of increasing awareness on health, dietary supplements are increasingly seen as an integral part of human nutrition and this is expected to accelerate the market demand in the coming years. There is a substantial shift in the attitude of consumers towards natural products backed with scientific evidence in improving nutrition and wellness. There is significant growth in plant-based ingredients like super foods and protein blends catering to wide customer segments, including younger consumers. The products addressing specific consumer needs like protein, digestive health, microbiome support, immunity, energy etc. have found increasing traction.

Your Company, with its portfolio of plant-based ingredients and botanical extracts, is expected to do well in the future. To be a part of this exciting industry growth journey, investments in sustainable manufacturing and new product development with scientific claims are being made.

COMPANY FINANCIAL PERFORMANCE (STANDALONE) Revenue 3 in crore)
BUSINESS SEGMENTS	2023-24	2022-23
Sugar	1,865	2,025
Cogen*	190	253
Distillery	799	644
Sugar Total	2,854	2,922
Nutraceuticals	31	55
Total	2,885	2,977
*This includes inter-segmental revenue.

FINANCIAL OVERVIEW Networth

The Net worth as on March 31, 2024, was H2,919 Crore as against H2,882 Crore as on March 31, 2023. Capital Redemption Reserve remained unchanged during the year.

Borrowings

The total borrowings of the Company increased from H508 Crore in 2022-23 to H1039 Crore in 2023-24. The Long-Term Debt is 0.07 times of equity as against 0.05 times of equity in the previous year. Working capital borrowing utilized was H745 Crore as on March 31, 2024, as against H353 Crore in previous year.

Fixed Assets

During the year, the company incurred H258 Crore as additions to Fixed Assets as against H153 Crore during the previous year.

Investments

The total investment of the Company as at March 31, 2024, was H1074 Crore as against H992 Crore in FY 202-23. The Increase was majorly on account of increase in fair value of investments.

Rating

The Company's longterm rating was maintained at CRISIL AA (stable outlook) in 2023-24 and short term rating was maintained at A1 + (CRISIL and CARE).

Book Value and Earnings per Share

Book Value of shares of the Company was H164 per share as on March 31, 2024 as against H162 per share as on March 31, 2023. Earnings per share was H6.03 per share for the year ended March 31, 2024, as against H11.09 per share for the year ended March 31,2023.

EBITDA

The Earnings before Interest, Depreciation, Tax and Amortization (excluding exceptional items) for the year was H307 Crore representing 11% of total revenue (excluding exceptional revenue) as against H527 Crore representing 18% of the total revenue in the previous year.

EBIT

EBIT for the year was H159 Crore (excluding exceptional items) as against H391 Crore in the previous year 2022-23.

Finance Charges

Finance Charges for the year 2023-24 was at H44 Crore as against H36 Crore in the previous year 2022-23.

Depreciation

Depreciation for the year 2023-24 was at H147 Crore as against H135 Crore during the previous year 2022-23.

PBT

Profit Before Tax for the year was at H115 Crore (including net exceptional loss of HNil) as against H245 Crore (including net exceptional loss of H111 Crore) in the previous year 2022-23.

PAT

Profit After Tax for the year was at H107 Crore as against H197 Crore in the previous year 2022-23.

RATIOS
Particulars	2023-24	2022-23
Key Financial Ratios		Â
EBIDTA / Sales % (Operating Profit Margin)	10.94	14.42
PAT / Sales %	3.82	6.83
PAT / Average Equity % (ROE)	3.69	6.98
Key Capital Structure Ratios		Â
Net Debt / Equity Ratio	0.36	0.18
Outside Liabilities / Net worth	0.60	0.38
Net Fixed Assets / Net worth	0.57	0.47
Debt Service Coverage Ratio	3.89	13.01
Interest Service Coverage Ratio	6.96	11.53
Liquidity Ratios		Â
Current Ratio	1.37	1.68
Inventory Turnover Ratio (times)	1.80	1.96
Trade Receivables Turnover Ratio (times)	12.55	16.43
Earnings and Dividend Ratios		Â
Dividend %	400	950
Earnings Per share (H)	6.03	11.09
Book Value Per share (H)	164	162.36
P / E Multiple	90.50	42.26

In accordance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Company is required to give details of significant changes (change of 25% and more as compared to the immediately previous financial year) in key financial ratios.

Ratios where there has been significant change from the financial year 2022-23 to 2023-24:

¦    Decrease in Operating Profit Margin, PAT / Sales %, Return on Equity and Earnings per Share is mainly on account of decrease in profitability due to of policy changes on Ethanol, sugar exports, lower recovery due to climatic changes and plant down time in the current year.

¦    Increase in Debt Equity Ratio, Outside Liabilities / Net Worth ratio is due to higher borrowings for expansions and increased working capital.

¦    The decrease in Debt Service Coverage Ratio is due to higher repayments of borrowings and lower EBITDA and decrease in Interest Service Coverage Ratio is on account of lower EBITDA.

¦    Increase in Trade Receivables Turnover Ratio is due to change in sales channel mix and reduction in exports due to Government Policy.

¦    Increase in PE multiple is on account of reduction in EPS due to reduced profitability.

RISK MANAGEMENT

The year commenced with the effect of El Nino looming over the Global monsoon. The overall sugar production volume coming down in the country, and changes to Government policy on diversion to Ethanol, meant that the Company had to be agile and adapt in the changing business landscape. The call for a resilient organization to withstand the onslaught, continue to reinvent itself and look out for opportunities to grow was never more needed.

A robust Risk Management Framework, across various levels of the organization, is in place and operating:

¦    to anticipate, measure and evaluate business risks & opportunities,

¦    identify & adopt mitigating strategies thereby achieving business objectives with minimum adverse impact. These are discussed with the Risk Management Committee on a periodic basis.

INTERNAL FINANCIAL CONTROLS

The Company has aligned its current system of Internal Financial Control (IFC) with the requirement under the Companies Act, 2013 (the Act). The Company has established a robust framework of IFC which includes entity level policies, processes, and operating level standard operating procedures. The Company has a well-established process and clearly- defined roles and responsibilities for people at various levels.

The Company's internal controls are adequate with the size and the nature of its operations. These have been designed to provide reasonable assurance with regard to recording and providing consistent financial and operational information, complying with the applicable statutes, safeguarding assets from unauthorized use, executing transactions with proper authorization, and ensuring compliance with policies. Processes for formulating and reviewing annual and long-term business plans have been laid down. The Company uses a state-of- the-art enterprise resource planning (ERP) system SAP, as a business enabler to record data for accounting, consolidation, and management information purposes.

The Internal Audit of the Company is carried out by an external audit firm. In addition, a skeletal in-house team is engaged to carry out specific management assignments. The internal audit is conducted based on the annual audit plan which is reviewed and approved by the Audit Committee. The Internal Audit reports are presented to the Audit Committee on a quarterly basis for review and deliberation.

The Management has assessed the effectiveness of the Company's internal control over financial reporting as of March 31, 2024 and found the same to be adequate and effective. The Company carried out its internal audit with both in-house and outsourced Internal Audit teams thus leveraging the business knowledge and process

inherent within the organization while combining it with the expertise of the outsourced auditors in specialized areas.

SUBSIDIARY COMPANIES

There has been no change in the business of the subsidiaries during the year under review. In accordance with Section 129(3) of the Act, the Company has prepared consolidated financial statements of the Company and all its Subsidiary Companies, which forms part of the Annual Report. A statement containing the salient features of the financial statements of the subsidiary companies, joint ventures and associates are given in Annexure-A to this Report.

In accordance with the provisions of Section 136(1) of the Act, the Annual Report of the Company containing the standalone and consolidated financial statements has been placed on the website of the Company, https://www.eidparry.com/ Further, the audited accounts of the Subsidiary Companies and the related detailed information have also been placed on the website of the Company https://www.eidparry.com/financials/. The annual accounts of the Subsidiary Companies will also be available for inspection by any shareholder at the registered office of the Company during working hours up to the date of the Annual General Meeting. A copy of the annual accounts of the subsidiaries will be made available to shareholders seeking such information at any point of time.

Parry Sugars Refinery India Private Limited (PSRIPL)

Increasing global refined sugar demand coupled with limited exports from India and Thailand, ensured that white premium remained at elevated levels during 2023-24. This enabled most toll sugar refiners to increase their operating rates in FY24. Refined sugar futures price remained inverted throughout the year indicating supply tightness.

PSRIPL continues to be globally renowned as an efficient re-export refiner of sugar, offering a range of quality products for international trade and institutions. PSRIPL recorded its highest ever sales of 8.3 LMT, which is 16% higher than sales of 7.18 L MT in FY 23. With increased customer base and better availability of containers, 23% of the total sale volumes was shipped through containers, which was also an all-time high. Higher sugar prices along with the sales volume growth increased FY 24 turnover to H4,384.10 Crores as against H2870.20 Crores of FY 23. Improved operating efficiencies and softening of energy and material costs helped PSRIPL to lower its refining cost in FY 24. Higher finance costs due to increase in interest rates and higher borrowings in first half of the year, impacted the bottom line. Stable white premium and consolidating on operational gains made during FY 24 will help PSRIPL to improve its financial performance in FY 25.

During the year, PSRIPL incurred a loss of H85 Crores due to higher finance cost and impairment charge on its investments in overseas subsidiary. Parry International DMCC, a wholly owned subsidiary of PSRIPL based out of Dubai recorded a trading revenue of AED 11 Million and a loss of AED 13 Million.

US Nutraceuticals Inc.

During the year, the Company's wholly owned subsidiary US Nutraceuticals Inc. achieved sales of US$ 25 million and in the core Saw Palmetto Business, the company consolidated its market position by enhancing the product portfolio in the hair wellness segment. The approval of the joint health formulation in the Korean market with the backing of clinical research is expected to augment our joint health portfolio in the future. The investment in Science is expected to increase the Company's participation in the larger value pool of the US Dietary supplements market.

Alimtec SA

As informed to the Stock Exchanges vide communication dated August 9, 2023, since the operations of Alimtec SA were not viable, the Board approved the sale of assets and dissolution of Alimtec SA. The operations of Alimtec SA was discontinued in FY 24 and the assets including land were disposed off. Steps have been taken to dissolve Alimtec SA as per the applicable laws and regulations laid down in Chile.

Coromandel International Limited (CIL)

FY 2023-24 was marked by sub normal monsoon and falling reservoir levels in CIL's key operating markets resulting in lowering crop sowings and agri inputs consumption. Further, the drastic revision in nutrient based subsidy rates in fertilisers during 2^nd half of the year and high channel inventories in agrochemical markets impacted the overall business performance. Despite the tough scenario, CIL has shown a resilient performance and has taken progressive steps to strengthen its operations during the year. This includes higher Plant capacity utilization, sales volume growth in crop protection, investment in backward integration projects, safe operations and technology adoption through new products & services introductions.

In addition to strengthening its core operations, CIL has forayed into new & adjacent business areas like drones, robotics, specialty chemicals and CDMO, which can be growth drivers for the organization in coming years and can help in diversifying its presence into newer customer segments.

During the year, fourteen new products were launched by CIL to meet the agricultural needs of farmers.

During the year, CIL made investment in robotics-based startup XMachines and acquired majority stake in a drone-based company Dhaksha.

During the year, CIL was ranked within the top 5 percentile of global chemical companies in the Dow Jones Sustainability Indices (DJSI) Corporate Sustainability Assessment (2023), a testament of its progress and commitment towards driving sustainable operations.

In terms of financial performance, CIL's consolidated total income declined by 25% to H22,058 Crore, EBITDA de-grew by 15% to H2,604 Crore, EBITDA margin was at 12% and net profit declined by 18% to reach H1,641 Crore for the year. Net debt-equity ratio stands at zero as of March 31,2024.

Merger of Subsidiaries

The Board of Directors of the Company's Subsidiaries Parrys Investments Limited (PIL), Parrys Sugar Limited (PSL), Parry Agrochem Exports Limited (PAEL) and Parry Infrastructure Company Private Limited (PICPL) at their meetings held on September 5, 2022 had approved the Scheme of amalgamation of PIL, PSL and PAEL with Parry Infrastructure Company Private Limited (PICIPL). During the year, the Scheme of Amalgamation of PSL, PAEL and PIL (Transferor Companies) with PICPL (Transferee Company) was approved by the NCLT, Chennai Bench on July 28, 2023 and September 20, 2023. Consequent to filing of the certified order copies along with the Scheme with the respective Registrar of Companies on October 10, 2023, the Scheme became effective from October 10, 2023.

JOINT VENTURE COMPANY Algavista Greentech Private Limited (AGPL)

The Company's joint venture Algavista Greentech Private Limited (AGPL) developed various grades of Natural blue color (Phycocyanin) through specific manufacturing processes, enabling AGPL to cater to different product specification requirements of the market. With these efforts, AGPL enlarged its customer base and built business relations with major colour distributors and food manufacturing companies. In addition to the colors segment, Phycocyanin continued to be promoted as a nutraceutical ingredient based on its superior anti-inflammatory properties. To improve its manufacturing capability, AGPL has been constantly working to improve productivity with lower cost of production.

Over the years, AGPL has not been performing well due to the lower market price of phycocyanin. Originally, at the time of project initiation, AGPL had assumed a price of $250 per Kg for Phycocyanin after benchmarking the market rate of $250 to $300 per Kg (in 201718). In the last couple of years, the market dynamics has changed in

of Rewards & Recognition - Employee of the month and Spot Recognition. The Company believes that a motivated employee with a passion for innovation in a given environment of learning and growth would engage and succeed in all initiatives.

As on March 31, 2024, the total number of permanent employees on the rolls of the Company stands at 2319.

Throughout the year, the Industrial Relations scenario was peaceful, and we continuously addressed union grievances. We successfully arrived at the Long-Term Wage Settlement at the Nellikuppam unit with the staff union.

Prevention of Sexual Harassment at Workplace Policy

The Company has in place a policy on the prevention of sexual harassment in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaint Committee is in place to redress the complaints received regarding sexual harassment. All employees are covered under this policy. During the year, two complaints were received and acted upon.

AWARDS & ACCOLADES

During the year, the Company received the following Awards.

1.    Best Sugar Plant in Private Sector at the Sugar and Ethanol International Awards (SEIA) 2024.

2.    FICCI Sustainable Agriculture Awards 2023 in the distinguished category of 'Large Corporates' at the 3^rd FICCI Sustainable Agriculture Summit held at New Delhi.

3.    Best Employer Brand in Tamil Nadu for 2023

4.    The Company won Silver Award in Arogya World Healthy Workplace Assessment held on July 19, 2023, Wednesday. Assessment conducted by Arogya's World. Arogya World is a NGO serving to build Healthy workplace around the world.

5.    Nellikuppam Unit received the award in silver category from CII for Commitment to Excellence on their EHS Practices for the FY 2023-24, award received on May 15, 2024.

6.    Bagalkot Unit received the SISSTA Best Technical efficiency Silver Award in the Karnataka region for the year 2022-23.

7.    Haliyal unit received Gold Award under the category of Best Cogeneration for FY 2022-23 by SISSTA, at Chennai. Award was given on 30^th September 2023.

8. Parry Nutraceuticals—Oonaiyur secured the Bronze Award at the esteemed 15^th edition of the CII-SR EHS Excellence Award 2022, showcasing its commitment to excellence in EHS.

9.    Parry Nutraceuticals—Oonaiyur received the 3^rd position in the special category award in the category of Environment Restoration for sustainable water and raw material usage in manufacturing and Project NANNEER initiatives beyond the boundary at the 15^th edition of the CII-SR EHS Excellence Awards 2022.

 

terms of supply of Phycocyanin due to the entry of Chinese players who have extended their portfolio from Spirulina to Phycocyanin (downstream processing). As per the current market scenario, the supply of Phycocyanin is almost double i.e. 600 MT against a demand of 300 MT annually across the globe.

This huge gap in supply and demand created a surplus of Phycocyanin and therefore the market prices crashed from $250 per Kg to nearly about $100 per kg in the last couple of years. The current prices offered by majority of the companies from China to Color Houses is in the range of $70 per Kg. This has adversely affected the operations of AGPL. AGPL incurred an accumulated loss of H48.33 Crore as on March 31,2024.

Consequently, AGPL has re-assessed the extent of operations based on current market conditions, outlook and pricing patterns and it was decided to shut down the operations by closing hours of March 31, 2024, as its operations were no more viable. AGPL has also decided to sell its immovable properties as well as other assets like P&M, either on a consolidated or piecemeal basis and AGPL ultimately would be dissolved or sold to potential buyers.

HUMAN RESOURCES

In line with the organizational imprint of leading a Happy and Energetic Company which works collaboratively with Focus, Transparency and Humility to consistently deliver business results on a sound foundation of ESG, leveraging human capital is a key business imperative and the principle of always putting people first guides the Company's policies. Our employees bring strength, dynamism, energy and innovative ideas to work every day. To achieve our goals, we prioritize the well-being and development of our employees. We provide them with a sense of purpose and invest in their professional growth. Parry's People vision of 'Enriching organizational capability through a collaborative culture and by infusing digital solutions on the people process to reach superior business performance' is delivered by a high level of policy deployment initiatives and contemporary HR practices focusing on three key imperatives: Capability Development, Employee Experience and Business HR.

The Company scales up capabilities across various functions by creating specialist knowledge / subject matter experts in sugar, distillery, co-generation and value-added products to enhance efficiencies. We have initiated partnerships with renowned content providers and new learning platforms to offer more choices to learners and enhance their upskilling experience. Interventions were carried out to enhance the capabilities of executives, especially the team, through individual development plans, etc. With these efforts and many more, almost the entire employee base was impacted through one or more learning interventions.

The Company is committed to providing a happy, nurturing ecosystem for the employees, an ecosystem that is not only empowering, but also builds capabilities to help them to meet the challenges of a fast changing, dynamic, world environment. As part of SMILE@WORK, the company's relaunched its signature program

DIRECTORS AND KEY MANAGERIAL PERSONNEL

As per the provisions of Section 152 of the Act read with the Articles of Association of the Company, Mr. Sridharan Rangarajan (DIN: 01814413) Director, retires by rotation at the forthcoming Annual General Meeting and being eligible offers himself for reappointment. The requisite details in this connection are provided in the Notice convening the meeting.

The Board of Directors at their meeting held on February 6, 2024, on the recommendation of the Nomination and Remuneration Committee and the shareholders vide their resolution dated March 17, 2024, through postal ballot approved the reappointment of Mr. S. Suresh (DIN: 06999319) as a Managing Director, for the period from August 1,2024, till April 15, 2026.

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under section 149(6) of the Act and comply with Regulations 16 & 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations").

Mr. S. Suresh, Managing Director, Mr. Y Venkateshwarlu, Chief Financial Officer* and Mr. Biswa Mohan Rath, Company Secretary, are the Key Managerial Personnel of the Company as per Section 203 of the Act. During the year, Mr. Sridhar A stepped down as the Chief Financial Officer of the company from the closing hours of August 31, 2023. There were no resignations of Directors or KMP during the year under review.

*w.e.f, September 1, 2023

Number of Meetings of the Board

Six Meetings of the Board of Directors were held during the year, the details of which are given in the Corporate Governance Report.

Board evaluation

The performance of Committees of the Board and also the directors individually was evaluated in accordance with the Act and Listing Regulations. The manner in which the evaluation was carried out and the process adopted has been given in the Corporate Governance Report.

Expertise of Independent Directors

In terms of the requirement of Listing Regulations, and Rule 8(5) (iiia) of the Companies (Accounts) Rules, 2014, the Board has identified core skills, expertise and competencies of the Directors in the context of the Company's business for effective functioning and how the current Board of Directors is fulfilling the required skills and competences. This is detailed at length in the Corporate Governance Report.

Policy on Directors' Appointment and Remuneration and Other Details

The Board has on the recommendation of the Nomination and Remuneration Committee (NRC), framed a policy for the selection and appointment of directors, senior management and the criteria for determining the qualifications, positive attributes and independence of directors, including fixing their remuneration.

The Remuneration Policy and criteria for Board nominations are available on the Company's website at https://www.eidparry.com/ wp-content/uploads/2023/02/Remuneration-Policy.pdf

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(3) and 134(5) of the Act, your Directors, to the best of their knowledge, belief and according to information and explanations obtained from the management, confirm that:

¦    In the preparation of the annual accounts for the financial year ended March 31, 2024, the applicable accounting standards have been followed and there are no material departures therefrom;

¦    they have 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 March 31,2024 and of the profit of the Company for the year ended on that date;

¦    they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

¦    they have prepared the annual accounts on a going concern basis;

¦    they have laid down proper internal financial controls to be followed by the Company and such controls are adequate and operating effectively and;

¦    they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

AUDITORS AND AUDITORS' REPORT Statutory Auditors

M/s. Price Waterhouse Chartered Accountants LLP, (FR No. 012754N/ N500016) Chennai, were appointed as Statutory Auditors of the Company by the shareholders at the 47^th Annual General Meeting held on August 9, 2022, to hold office up to the conclusion of the 52^nd Annual General Meeting. There are no qualifications, reservations or adverse remarks or disclaimers made by the Statutory Auditors on the financial statements in their report for the year 2023-24 except the following observations:

Cost Auditors

In terms of Section 148 of the Act, read with Rule 8 of the Companies (Accounts) Rules, 2014 and the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, cost audit is applicable to company's businesses of sugar, distillery, and co-generation of power. The accounts and records for the above applicable businesses are prepared and maintained by the Company as specified by the Central Government under sub-section (1) of Section 148 of the Act.

The Board of Directors, on the recommendation of the Audit Committee, have appointed M/s. Narasimha Murthy & Co., Cost Accountants, as the Cost Auditors to audit the cost accounting records maintained by the Company for the financial year 2024-25 on a remuneration of H10,00,000 (plus out of pocket expenses and applicable taxes).

A resolution seeking members' ratification for the remuneration payable to the Cost Auditor forms part of the notice convening the Annual General Meeting.

The cost audit report for the financial year 2022-23 has been filed with the Ministry of Corporate Affairs. The cost audit report for the financial year 2023-24 would be filed with the Ministry of Corporate Affairs as per the provisions of the Act.

Secretarial Auditors

The Board has appointed M/s. R Sridharan & Associates, Practicing Company Secretaries, Chennai as the Secretarial Auditors to undertake the Secretarial Audit of the Company for the year 202324. The Report of the Secretarial Auditors is provided in Annexure-B to this Report.

There are no qualifications, reservations or adverse remarks or disclaimers made by the Secretarial Auditors in their report for the year 2023-24.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company's CSR Projects are focused on creating a positive impact on the lives of communities from less-privileged background living around the company's manufacturing facilities and cane command area, The following are key CSR initiatives undertaken during the last financial year.

Healthcare

Under healthcare initiatives, the company's major purpose was to enable the rural populace receive quality basic medical care service at their individual villages, consequently projects were planned and implemented across the production sites. Wellness on Wheels and Rural Health Centre are key projects implemented under health care providing medical care to villagers throughout the year. In both projects a medical team comprising of a doctor, paramedic, pharmacist, and a social worker visited the targeted villages on a regular basis and provided medical diagnosis and treatment along with prescribed medicines at free of cost.

In addition to these two projects, specialized eye camps were conducted to sensitize the community on the importance of eye

care, extended support for cataract surgery, and provided spectacles at no cost.

Education / Skill Development

Education remains an important CSR priority for the company, and it has developed CSR projects aimed at boosting education in the villages surrounding its production plants. The COVID 19 pandemic increased the grade level gap among kids attending government-run schools in rural areas, as most students did not receive proper education during the two-year pandemic. The Company through its CSR initiatives established evening study centres in select areas, providing after-school education help to kids in grades one through ten. Through this effort, rural kids received additional training to understand and learn about ordinary academics, as well as coaching in science, mathematics, and english through engaging specialist tutors. Furthermore, to stimulate and encourage rural pupils, special workshops on arts and crafts were held at these evening study centres.

With the aim of improving the quality of infrastructure at rural schools, the Company continued to support by providing educations aids like computers & accessories, lab equipment, smart boards, renovated classrooms, and constructed rest rooms for the students. To facilitate the rural students to continue their higher education, the Company provided scholarship for deserving students from less-privileged background.

Rural Development & Eradicating Hunger

The Company has always played an important role in aiding communities. During the year, food and groceries were distributed to the people affected by the sudden and incessant rains causing floods in Tamil Nadu, affecting livelihood. Community development projects were also carried out in the villages near and around the units. As part of its Rural Development program, the Company renovated village infrastructure in nearby villages, enabling people to have access to excellent drinking water year-round by creating RO facilities, repairing existing drinking water sources, and building water storage tanks.

Sports for Development

Through this project, we used sports as a medium to motivate and encourage rural youth and to bring social change among them. Sports are no longer considered as a leisure activity: rather, they are regarded as an important aspect in molding an individual's personality. Youth from villages around the units were on nationally recognized sports by engaging specialist coaches and further facilitated them to compete in state and national level tournaments. In addition, support was extended to the development of sports training facilities, kits, and training materials. Along with sports training, these young adults were taught life skills, to help them to lead successful lives in all aspects.

Project NANNEER

The Company embarked on an innovative community water resource management initiative called Project NANNEER. With support from the Murugappa group's charitable arm, AMM

 

Foundation, and assistance from Siruthuli, a Coimbatore-based Non-Government Organization, the project aims to transform water conservation efforts.

In the first phase, seven lakes and ponds in the Oonaiyur area (Pudukkottai and Sivagangai districts) were desilted across 250 acres (with depths of 1-3 meters). The excavated soil was used to strengthen the bunds, and excess soil was utilized to create islands. The second phase extended to twelve lakes and ponds in the Erode and Tiruppur districts. Approximately 1100 million litres of water were conserved in Phase I and II, benefiting directly and indirectly more than 21000 farmers. Bio-fencing was established through local planting, watering, and maintenance. A feasibility study is underway to expand this initiative to states like Andhra Pradesh and Karnataka.

Given the increasing anthropogenic pressures on habitats, wetlands are disappearing, making their conservation critical for biodiversity and humanity. Project NANNEER contributes to wetland restoration and enhances ecological functions. The company collaborated with the Salem Ornithological Foundation to facilitate year-round birdwatching around rejuvenated water bodies in Oonaiyur-Pudukkottai and Sivagangai districts. Species richness and abundance were calculated using the total count method, and bird observations were uploaded to eBird—an international citizen science repository for ornithological data. Additionally, a new biodiversity collection project was proposed in the iNaturalist database to document non-avian species observations. Notably, a month of bird monitoring yielded valuable insights at Vadakudipatti Kanmai, Chettiyan Kanmai (Sivagangai), Kanapettai Kanmai, Panangudi Kanmai, and Oonaiyur Big Tank (Pudukkottai).

The Company constituted a CSR Committee in accordance with Section 135 of the Act. The CSR Committee has formulated and recommended to the Board a CSR Policy indicating the activities to be undertaken by the Company, which has been approved by the Board. The CSR Policy can be accessed on the Company's website at https://www.eidparry.com/wp-content/uploads/2023/03/CSR-Policy.pdf.

As per the provisions of the Act, the Company was required to spend H1,16,99,333/- towards CSR for the year 2023-24. The Company has been actively involved in various CSR initiatives and an amount of H3,60,89,848/- was spent towards CSR activities during the year 2023-24. The Annual Report on CSR activities is given in Annexure-C to this Report.

RELATED PARTY TRANSACTIONS

All contracts / arrangements / transactions entered into by the Company during the financial year with the related parties were on arm's length basis and were in the ordinary course of business. There were no materially significant related party transactions with promoters, directors, key managerial personnel or other designated persons, which may have a potential conflict with the interest of the Company at large.

During the year, the Company has not entered into any contracts or arrangements with related parties as referred to in sub-section (1) of Section 188 of the Act.

Accordingly, the disclosure of related party transactions as required under Section 134(3)(h) of the Act in Form AOC-2 is not applicable to the Company for FY 2023-24 and hence does not form part of this report.

All Related Party Transactions are placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained on a yearly / quarterly basis for the transactions which are of a foreseen and repetitive nature. The transactions entered into pursuant to the omnibus approval so granted are placed on a quarterly basis before the Audit Committee for their review.

The policy on Related Party Transactions as approved by the Board is available at the web link: https://www.eidparry.com/wp-content/ uploads/2024/02/RPT-Policy-website.pdf

EMPLOYEE STOCK OPTION SCHEME

The Company had in the past approved an Employee Stock Option Scheme 2007 (ESOP Scheme 2007), under which employees were granted Options. The Company made grants under the said Scheme from 2007 to 2011. There were no vested options outstanding at the end of the financial year, and there will be no grants issued under the ESOP Scheme 2007.

The Company has introduced Employee Stock Options Plan, 2016 (ESOP 2016) during the year 2016-17. The ESOP 2016 was approved by the Board at its meeting held on November 7, 2016, and by the shareholders of the Company by way of a special resolution through a Postal Ballot on January 21, 2017. The Shareholders had authorised the Board/ Nomination and Remuneration Committee (NRC) to issue to the employees, such number of Options under the ESOP 2016, as would be exercisable into not exceeding 35,17,000 fully paid-up equity shares of Re. 1/ - each in the Company. NRC is empowered to formulate the detailed terms and conditions of the ESOP 2016, administer and supervise the same. The specific employees to whom the Options are granted and their eligibility criteria is determined by the NRC. Further, the NRC is empowered to determine the eligible subsidiary companies, whether existing or future, whose employees will be entitled to stock options under this Scheme. Options granted under this ESOP 2016 would vest on or after 1 (one) year from the date of grant but not later than 4 (four) years from the date of grant of such Options or any other terms as decided by the NRC.

During the year 1,34,818 options were granted and the total number of options unvested, vested and outstanding as at March 31, 2024, was 8,50,544. The details of Options granted upto March 31, 2024, and other disclosures as required under Regulation 14 of the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 is available on the Company's website at https://www.eidparry.com/financials/.

The Company has received a certificate from the Secretarial Auditors of the Company that the above referred Scheme had been implemented in accordance with the Securities and Exchange board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and the resolutions passed by the Members in this regard.

 

CORPORATE GOVERNANCE

The report on corporate governance along with certificate from a practicing Company Secretary regarding compliance of conditions of Corporate Governance as stipulated under the Listing Regulations is annexed to this Report. The report also contains details required to be provided on the board evaluation, remuneration policy, implementation of risk management policy, whistle-blower policy / vigil mechanism, etc.

The Managing Director and the Chief Financial Officer have submitted a certificate to the Board regarding the financial statements and other matters as required under Regulation 17(8) read with Schedule II of Part B of the Listing Regulations.

TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

Pursuant to the applicable provisions of the Companies Act, 2013, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (IEPF Rules) all dividends, which remains unpaid or unclaimed for a period of seven years are required to be transferred by the Company to the IEPF established by the Central Government. Further, according to the IEPF Rules, the shares in respect of which dividend has not been encashed by the shareholders for seven consecutive years or more are also required to be transferred to the Central Government (Demat account created by the IEPF Authority).

Accordingly, the Company has transferred the unclaimed and unpaid dividends as well as the corresponding shares as per the requirements of the IEPF Rules, details of which are provided on our website, at https://www.eidparry.com/unpaid-unclaimed-dividend/

During the year, the Company has not transferred any amount to the Investor Education and Protection Fund (IEPF) established by the Central Government. The Company has transferred an amount of H96,28,152 on April 22, 2024 being the unclaimed dividend (interim) for the year 2016-17 to the IEPF. The Company has also transferred 274,021 Equity Shares in respect of which dividend has not been paid or claimed for seven consecutive years or more as enunciated under Section 124 (6) of the Companies Act, 2013.

DISCLOSURES Audit Committee

The Audit Committee comprises of Mr. S. Durgashankar, Independent Director as the Chairman, Dr. (Ms) Rca Godbole, Independent Director, Mr. Ajay B. Baliga, Independent Director and Mr.M.M. Venkatachalam, Non-Executive, Non-Independent Director as members.

Corporate Social Responsibility (CSR) Committee

The CSR Committee comprises of Mr. M. M. Venkatachalam, Non- Executive, Non-Independent Director, as the Chairman,

Mr. T. Krishnakumar, Independent Director and Mr. S. Suresh, Managing Director as members.

Stakeholders Relationship Committee

The Stakeholders Relationship Committee (SRC) comprises of Mr. M.M. Venkatachalam, Non-Executive, Non-Independent Director as the Chairman, Mr.T.Krishnakumar, Independent Director, Mr. S. Suresh, Managing Director and Mr. Ramesh K B Menon, NonExecutive Non- Independent Director as members.

Nomination and Remuneration Committee

The Nomination and Remuneration Committee (NRC) comprises of Mr. Ajay B. Baliga, Independent Director, as the Chairman, Dr. (Ms) Rca Godbole, Independent Director and Mr. Ramesh K B Menon, NonExecutive, Non-Independent Director as members.

Risk Management Committee

The Risk Management Committee comprises Mr. S. Durgashankar, Independent Director, as the Chairman, Mr. S. Suresh, Managing Director, Mr. Ajay B. Baliga, Independent Director and Mr. M. M. Venkatachalam, Non-Executive, Non-Independent Director as members.

Vigil Mechanism & Whistle Blower Policy

The Company has a Vigil Mechanism for directors and employees to report genuine concerns and grievances which provides necessary safeguards against victimisation of employees and directors.

The Audit Committee reviews on a quarterly basis the functioning of the Whistle Blower and vigil mechanism. The Vigil Mechanism and Whistle Blower Policy have been posted on the Company's website at www.eidparry.com/wp-content/uploads/2023/02/ Whistleblower-Policy-and-Vigil-Mechanism.pdf and the details of the same are given in the Corporate Governance Report.

Business Responsibility and Sustainability Report (BRSR)

Pursuant to Regulation 34(2)(f) of the Listing Regulations and SEBI circular no. SEBI/LAD-NRO/GN/2021/2 dated May 5, 2021, and SEBI/ HO/CFD/CFD-SEC-2/P/CIR/2023/122 dated July 12, 2023, your Company provides the prescribed disclosures in Environmental, Social and Governance ("ESG") parameters called the Business Responsibility and Sustainability Report ("BRSR") which includes performance against the nine principles of the National Guidelines on Responsible Business Conduct and the report under each principle which is divided into essential and leadership indicators.

Dividend Distribution Policy

Pursuant to Regulation 43A of Listing Regulations, the top 1000 listed Companies are required to formulate a Dividend Distribution Policy. The Company's Dividend Distribution Policy as approved by the Board is available on the Company's website at www.eidparry. com/wp-content/uploads/2023/02/Dividend-Distribution-Policy. pdf

Conservation of energy, technology absorption, foreign exchange earnings and outgo

The particulars relating to conservation of energy, technology absorption, research and development, foreign exchange earnings and outgo as required to be disclosed under Section 134 (3)(m) of the Act, read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is given in Annexure - D to this Report.

Loans, Guarantees and Investments

During the Financial Year, the Company has given loans, guarantees to subsidiaries within the limits as prescribed under Section 186 of the Act. Details of Loans and Guarantees are given in Annexure - E to this Report.

Particulars of Employees and Related Disclosures

The information relating to employees and other particulars as required under Section 197 of the Act, read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 will be provided upon request. In terms of Section 136 of the Act, the Report and Accounts are being sent to the Members, excluding the information on employees, particulars of which are available for inspection by the Members at the Registered Office of the Company during the business hours on all working days of the Company upto the date of the forthcoming Annual General Meeting. If any member is interested in obtaining a copy thereof, such Member may write to the Company Secretary in the said regard.

The disclosure with regard to remuneration as required under Section 197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached and forms part of this Report as Annexure - F.

Insolvency and Bankruptcy Code

During the year 2021-22, an application was filed under section 9 of the Insolvency and Bankruptcy Code, 2016 (31 of 2016) (IBC) against the Company before the National Company Law Tribunal (NCLT), Chennai. The Petitioner had claimed that it had not received payment from the farmers for the alleged supply and installation of irrigation systems to the farmers in the Company's Command area during the year 2010-11, for which the Company stood as a guarantor. The NCLT, Chennai, vide its order dated July 11, 2023, has dismissed the said application. The petitioner has now filed an appeal before the National Company Law Appellate Tribunal. No application under IBC was initiated by the Company as on March 31, 2024.

There was no instance of one-time settlement with any Bank or financial institutions.

Annual Return

In terms of Section 92 of the Act, the Annual Return of the Company in Form MGT-7 is placed on the website of the Company and can be accessed at https://www.eidparry.com/shareholders-meeting/

Compliance of Secretarial Standards

The Company has complied with the Secretarial Standards issued by The Institute of Company Secretaries of India and approved by the Central Government as required under Section 118(10) of the Act.

GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

1.    Details relating to deposits covered under Chapter V of the Act.

2.    Issue of equity shares with differential rights as to dividend, voting or otherwise.

3.    Issue of shares (including sweat equity shares) to employees of the Company under any scheme save and except ESOP referred to in this Report.

The Managing Director of the Company does not receive any remuneration or commission from any of Company's subsidiaries.

No significant or material orders were passed by the Regulators or Courts or Tribunals, which impact the going concern status of the Company and its operations in future. There are no material changes and commitments, affecting the financial position of the Company which have occurred between March 31, 2024, and the date of this report.

ACKNOWLEDGEMENT

The Board places on record, its appreciation for the valuable support and cooperation received from bankers, business associates, lenders, financial institutions, shareholders, various departments of the Government of India, as well as the State Governments, the farming community and all our other stakeholders. The Directors acknowledge and would like to place on record the commitment and dedication on the part of the employees of your Company for their continued efforts in achieving optimum results.

---

Mar 31, 2018

Dear Shareholders,

The Directors have pleasure in presenting the Forty Third Annual Report together with the audited financial statements for the year ended March 31, 2018.

FINANCIAL PERFORMANCE

Rs. in Crore

Particulars	Standalone		Consolidated
	2017-18	2016-17	2017-18	2016-17
Revenue from operations	2079.83	2476.75	15437.58	14667.11
Gross Revenue	2281.69	2631.21	15610.99	14825.70
Profit Before Interest and Depreciation (EBITDA)	305.21	508.67	1454.96	1584.96
Depreciation	114.46	112.11	251.30	248.04
Profit Before Interest and Tax (EBIT)	190.75	396.56	1203.66	1336.92
Finance Charges	112.90	139.91	335.51	417.32
Net Profit Before Tax	77.85	256.65	868.15	919.60
Tax Expenses	(23.16)	(26.96)	350.72	211.35
Net Profit After tax before minority interest	101.01	283.61	517.43	708.25
Minority Interest			261.61	187.44
Net profit After Tax and minority interest	101.01	283.61	255.82	520.81
Balance of Profit brought forward	332.49	85.90	75.20	(381.26)
Transfer from Debenture Redemption Reserve (Net)	(8.33)	33.33	(8.33)	19.17
Balance Available for appropriation	425.17	402.84	322.69	158.72

Note: The above standalone financial performance is inclusive of continuing and discontinuing operations.

Dividend and Reserves

Based on the Company’s performance, the Directors recommend for approval of the members, a dividend of Rs.3/- per share for the year ended March 31, 2018. The final dividend on equity shares, if approved by the members, would involve a cash outflow of Rs.53.10 crore.

The Company has not transferred any amount to the reserves for the year ended March 31, 2018.

Share Capital

The Paid up Equity Share Capital of the Company as on March 31, 2018 was Rs.17.70 Crore. During the year under review, the Company allotted 49,222 equity shares on exercise of stock options under the ESOP Scheme, 2007. The Company also allotted 10,74,861 Equity Shares to the shareholders of Parrys Sugar Industries Limited (PSIL), consequent to merger of PSIL with the Company.

Consolidated Operations

Consolidated Revenue from operations of your Company for the year was Rs.15,438 Crore, as against Rs.14,667 Crore in the previous year. Overall expenses for the year was Rs.14,656 Crore as against Rs.13,906 Crore in the previous year. Operating Profit (EBITDA) was Rs.1,455 Crore as against Rs.1,585 Crore in the previous year. Profit after Tax and minority interest for the year was Rs.256 Crore, as against Rs.521 Crore in the previous year.

Standalone Operations

Standalone Revenue from operations of your Company for the year was Rs.2,080 Crore as against Rs.2,477 Crore in the previous year. Operating Profit (EBITDA) was Rs.305 Crore, as against Rs.509 Crore in the previous year. Profit after Tax for the year was at Rs.101 Crore as against Rs.284 Crore in the previous year. One of the prime focus areas of the Company has been to reduce debt, which is important to improve the Company’s risk profile and increase sustained earnings. The Company’s total long term borrowings, which was Rs.762 Crore as of March 31, 2017 reduced to Rs.586 Crore as of March 31, 2018. This coupled with overall debt management enabled the Company to reduce finance charges to Rs.113 Crore as compared to Rs.140 Crore in the previous year.

The subdued performance of the Company was largely on account of lower sugar selling prices, which have been on a downward spiral since April 2017 after a significant high in 2016-17. Further, during the year, the Company settled the cane price disputes pertaining to the sugar season 2013-14 to 2016-17 in Tamil Nadu by paying Rs.87 Crore over and above the statutory dues to the farmers. Though statutorily not liable, the Company made these payments as a gesture of goodwill to secure cane supply and maintain enduring relationship with them. This additional payout came at a time when the sugar price had already taken a toll caused by huge domestic and international surplus. Despite the various setbacks mentioned above, the Company could achieve an EBIDTA of Rs.305 Crore due to a slew of initiatives in its areas of operations including optimum efficiency in consuming steam, power and reducing the downtime. The Company ensured that it utilised its distilleries to the maximum capacity by procuring molasses from both domestic and overseas sources as Tamilnadu ran short of molasses due to very low cane availability. The Company also participated in the raw sugar import program as allowed by the Government of India which helped the Company to sweat its assets during the off season, which otherwise would have remained idle.

The Company’s on-going programme of systematic disposal of surplus non-performing assets, continuous thrust on cost control, rigorous cost restructuring exercises and focus on efficiency improvements have favorably impacted the profits. Despite the extremely challenging operating environment, your Company delivered a reasonable performance against the backdrop of high cane cost, sluggish sugar price and lower cane availability. This demonstrates the resilience of your Company’s strong portfolio of sales mix, superior execution of competitive strategies, relentless focus on value creation and deep consumer insights. The Company is well positioned to establish itself as the most trusted sugar producer in the Indian market with continued focus on strong farmer relationship, product quality, R&D and operational excellence across the value chain.

BUSINESS OVERVIEW

Sugar

Improved sugarcane availability is one of the important parameters for sustained growth and profitability of the sugar business. For the year 2017-18, the sugarcane availability in the State of Tamil Nadu (TN) was low, due to widespread drought affecting a majority section of the command area. The Cane area in TN has seen a massive decline during the last few years caused by deficit rain and farmers shifting to other competing crops. This has adversely affected the Company’s TN operations, where most of its plant capacity remained idle for a larger part of the year. The lower sugarcane crush in TN was further compounded by lower recovery in Nellikuppam due to varied climatic conditions. During the year under review, the cane crushed by the plants in TN was 12.30 LMT as against 24.61 LMT in the previous year. The average daily crush rate at 8819 TCD was lower than the average actual crushing rate of 14291 TCD achieved in the previous year. The average recovery was at 8.27% in the current year as against 8.89% in the previous year.

With respect to Karnataka units, the cane crushed was higher at 19.80 LMT as compared to 15.07 LMT in the previous year, which was as per expectations. The average crushing days increased from 102 to 128 and the average recovery was at 11.25 % as against 10.75% in the previous year. The threat of illegal cane poaching which affected the company’s performance in the previous year was mitigated to a larger extent this year due to various proactive measures initiated at the ground level. The availability of harvesting and transportation labour was also a major issue this year in Karnataka as well as in TN and Andhra Pradesh (AP) due to the excess cane production in Maharashtra. The Company’s efforts in employing mechanical harvesters paid dividends as farmers adapted themselves to the mechanised harvesting in an effective manner. The deployment of mechanical harvesters is proposed to be increased progressively to cover a large part of the area as shortage of harvesting labour is going to be the order of the day.

With respect to the AP unit, the cane crushed was at 4.62 LMT as compared to 4.76 LMT in the previous year. The average recovery was at 9.55% as against 9.67% in the previous year.

The overall cane crushed by the Company as a whole, came down to 36.72 LMT as against 44.44 LMT in the previous year. The average sugar recovery went up from 9.61% in the previous year to 10.04% in the current year.

The sustained availability of cane being a major concern, a number of initiatives are being taken up by the Company including cooperative farming, providing resources for drip and micro irrigation and facilitating the clean seed programme directly and through agencies/ agri service providers etc. As a part of farmer centric and inclusive strategy, the Company operates soil testing labs which provide ‘soil health cards’ to farmer for improving soil health and fertility. These initiatives will help in increasing the yield per acre which in turn will increase the income per acre to the farmer. To have connection with the farmers throughout the life cycle of Cane crop, a Farmer Connect App has been launched in TN and the same will be rolled out in AP and Karnataka in the coming years. By this, the cane and extension team will be in regular touch with the farmers during the life cycle of the crop and assist the farmers immediately as and when the need arises.

The Company is also working closely with the Government on a number of subsidy schemes to promote drip irrigation, like Sustainable Sugarcane Initiative (SSI). The company has embarked on a program of ensuring clean seed for planting. In TN and AP, the 3-Tier Nursery programme has been strengthened and varietal purities are being improved through quality seed sourcing from Breeding Institutes and Company’s own tissue culture seedling production centres. In TN, 168 shade nets have been installed through Govt SSI schemes through which the Company is promoting Pro Tray seedlings for quality cane, better yield and reduction in cost of cultivation. All these activities will pave the way for recovery improvement and ensure sustained sugarcane availability.

Sugarcane Price

For the Sugar Season 2017-18, the Department of Food and Public Distribution, Ministry of Consumer Affairs, Food and Public Distribution, fixed the Fair & Remunerative Price (FRP) for sugarcane at Rs.255/quintal for a basic recovery of 9.5% and a premium of Rs.2.68 for every 0.1% increase in the recovery rate, as recommended by the Commission of Agricultural Costs and Prices (CACP). The annual increase of FRP by the government is more than the increase in the Minimum Support Price (MSP) of most other crops like wheat and paddy. The progressive increase of FRP during the last several years has severely affected the industry. Internationally, India is the most “expensive” producer of cane. While the MSP of wheat/paddy went up by around 47% over eight years, the sugarcane price went up by almost 97% in the past nine years. Sugarcane farmers are thus beneficiaries of better return than the grain growers. The FRP is not effectively linked to the market prices of sugar and in most of the years, the sugar mills have suffered losses due to poor realisation from the market.

All India Sugar Production and Government Policies

The four prime stakeholders of the Indian sugar business are farmers, sugar mills, consumers and the Government. Despite the sugar industry being deregulated since 2013, the Government continues to be the most dominant force of intervention amongst the stakeholders. The only policy of sugar is to have “policy of change” triggered by market volatility and pressures exerted by other constituents. The Government of India has been very dynamic in pursuing policies consistent with the requirements of the sugar market to avoid shocks to the millers and farmers. The Industry is also expected to respond in equal measure by ensuring prompt payments to farmers.

The previous Sugar season 2016-17 started with an opening balance of 77 LMT and a lower season production of 203 LMT due to drought in the Southern and Western States. There was pressure on the Government to import large quantity of sugar, on the premise that the stocks would be critically low at the start of the 2017-18 sugar season and sugar prices would rise to unprecedented levels. Interactions by ISMA with the Government, helped to convince the Government that only a small quantity of imports was required to ensure sufficient sugar stocks till the start of the 2017-18 season.

The Government, on concerns of regional deficits, allowed 5 LMT of imports in April 2017 after confirmation of the actual sugar production in the season. Further, instead of allowing the 5 LMT of imports to come through any port, after assessing regional shortage, 3 LMT was allowed to be imported through the ports in South India, 1.5 LMT in the Western region and 0.50 LMT through the Eastern Region.

Government imposed a stock limit on mills such that no mill can keep more than 21% of its total sugar availability of 2016-17 at the end of September 2017 and not more than 8% at the end of October 2017. The Government also continued the stock holding limit on traders allowing a dealer or trader in East and North-East India to store up to 1,000 MT of sugar and 500 MT elsewhere in the country.

This conscious and well calculated decision of the Government was aimed at ensuring that the supply of sugar to the market was steady and domestic prices were stable for the consumers and the sugar mills were able to cover their costs and pay cane price to the farmers on time.

However, with the commencement of the sugar season 2017-18, prices started dropping due to anticipated huge supply of sugar. Hence, the Govt mandated stock holding limit for Sugar mills at 83% of January ‘18 closing stock and 86% of February ‘18 closing stocks. This imposition of the stock limit was to regulate the supply of sugar in order to hold the sugar price at a sustainable level.

The apex body, Indian Sugar Mills Association (ISMA), revised its forecast for the country’s production at 315-320 LMT for the 2017-18 season as against its original estimate of 255 LMT. With 40 LMT of carryover stock from the previous year, the overall surplus at the end of the sugar season 2017-18 was expected to jump to 95-100 LMT. The all India sugar production upto March, 31 2018 reached 281.82 LMT, as against 188.8 LMT in the previous year for the same period. Due to this unexpected surplus sugar availability, domestic ex-mill prices crashed (Refer Chart 1).

In order to move the surplus stocks out of the country and thereby improve prices, the Government in March 2018 announced an Minimum Indicative Export Quota of 20 LMT for exports. However, due to depressed world sugar market, the scheme did not achieve its intended objective. The lower realization from domestic sales as well as depressed global sugar market, made it extremely difficult for the mills to generate sufficient funds for payment of cane price to the farmers in time.

It will be next to impossible for the mills to handle the surplus without the necessary support of the government to industry in the form of some subsidies or incentives. It is high time the Government came out with a long term viable policy to manage this situation impacting the industry. The Government needs to holistically address the issue of unrealistic sugar cane pricing which is currently not linked to the market price of sugar.

Manufacturing Operations

The Company has always been on the forefront of achieving manufacturing excellence and driving cost optimisation across the value chain. The Company believes that this is the only way it can insulate itself from the volatility in the prices of sugar and sugarcane, which are beyond its control and are significantly affecting its operations. The TPM initiative at the Company’s units, which was launched few years back has helped the Company to achieve manufacturing excellence, operational safety and higher level of ownership by employees. The better efficiencies on steam, energy and chemicals consumption besides reduction of total losses, have helped in ensuring that the costs remain under control. Safety has been on top of the agenda across all the factories. Some of the areas covered under the Safety program include launch of TPM Safety Pillar, safety patrol walk by the Plant management team, safety review, display of signage, PPE usage, etc for ensuring safety and accident prevention.

Nellikuppam sugar factory is the first sugar factory in Tamil Nadu to move in the direction of achieving Zero Liquid Discharge (ZLD) for the sugar units. The Company also enhanced the refining capacity of the Unit from 170 MT to 190 MT. The Company has been trying to gradually increase the capacity of Karnataka plants over the past few years. In line with this, the units at Haliyal and Bagalkot have increased their capacity from 7000 TCD to 7500 TCD and from 5400 to 5800 TCD respectively with minimal capital expenditure. The capacity of the Ramdurg, a leased unit has been increased from 4000 tCd to 5000 TCD by the Lessor, Shri Dhanalaxmi Sahakari Sakkare Karkhane Niyamit.

In AP the performance of the Sankili Unit was moderate due to lower availability of Cane. The Sankili Unit’s capacity was expanded from 4200 TCD to 4600 TCD.

Sales and Marketing

The Company’s overall strategy is to de-risk the sugar business from the vagaries of the cyclicality of the industry by way of value addition and de-commoditization. The Company is working towards creating a differentiation in all aspects of its product and processes to sustain the competitive advantage and to counter the continuous risk of cyclicality in sugar prices and rising cane costs. The Company has been continuously working towards optimising its sales mix with increased sales to institutional segments and retail segments. The Company has to its credit a number of certifications and approvals from competent authorities regarding food safety, quality and sustainability, which are being leveraged strategically with the institutional segments. The Company has been successful in establishing a long term and fruitful relationship with its customers and has been selected as preferred supplier by several MNC’s including GSK, Pepsi, Abbott, etc, due to the consistency in quality and adoption of best practices.

The Company believes that its commitment to quality and the power of its strong and trusted brand “Parry”, which has been recognised and valued across segments of the market and customers over the years, will bear fruit. ‘Amrit’, the Company’s retail brand of brown sugar, has been well accepted by the customers.

Research & Extension Services

The company’s state of the art R&D for the Sugar business was established 25 years back with the core purpose of enriching and energising lives by creating value added products from agriculture. The Company is a leader and is one of the few select Sugar Companies in India to have an integrated R&D program for its farmers which is recognized by the Department of Scientific and Industrial Research (DSIR), Ministry of Science & Technology, Government of India. Since sugarcane as a raw material is grown across three states of the country, spanning diverse agro-climatic conditions, research emphasis and approaches vary and are largely location oriented. The Company has established a strong research infrastructure, with a pioneering vision to improve the yield and reduce costs to farmer and also to improve quality of sugarcane and thereby improving factory efficiencies. The R&D technologies are disseminated to the farmers through an exclusive extension function and novel technology transfer tools like mobile village theatres and method demonstrations.

Quality

The Company’s processes and products are Customer Centric. Two of the Company’s units are FSSC 22000 Certified and many other plants are qualified in ISO’s Quality Management System. The refinery unit of the Company at Nellikuppam has several Pharmacopoeia accreditations such as Indian, US, British and Japanese thereby enabling it to cater to the stringent needs of several leading Pharma company requirements for Drug Manufacturing. Also the Company supplies its Quality Sugar to many institutional Customers. The Company has won CII’s Commendation Certification Award for Food Safety 2017 as ‘Strong Commitment to Food Safety’, a milestone in the Sugar Industry. Three of the Company’s units are Bonsucro Certified so as to address the global requirements of Sustainable agriculture.

Bio Pesticides

During the year, the Bio Pesticides Division of the Company registered a revenue of Rs.138 Crore as against Rs.122 Crore in the previous year. PBIT for the year was at Rs.30.02 Crore as against Rs.14.70 Crore during the previous year. Parry America Inc, a wholly owned subsidiary of the Company, registered sales of USD 10 Mn, achieving a growth of 18% over previous year. On a consolidated basis the Bio-Pesticides Business registered a revenue of Rs.152 Crore in 2017-18 as compared to Rs.123 Crore in the previous year.

During the year, the Company successfully procured the highest ever volume of raw neem seeds, from Tamil Nadu, Karnataka & Andhra Pradesh. Due to improved seed arrivals, the procurement prices were fairly maintained. The export as well as the domestic markets responded well for the marginal improvement in selling price. which coupled with effective cost control helped the business to achieve the planned operating profits. The business however continued with its de-risking measures over short term and long term horizon, in raw material procurement.

Parry’s Azadirachtin®, with the highest purity and best stability, continued to command a premium and maintain its leadership position both in the agriculture and indoor garden segments. As a critical part of the future ready strategy for growth, work is in progress to foray into the ‘Microbial segment’. The Company has undertaken a detailed study across the globe, on major crop pest problems and identified the critical ones for which it would work to identify patentable microbial solutions. The bio pesticides business with its eco-friendly products that are safe to farmers and consumers envisages to offer assured and sustainable crop protection solution for the global clients.

The bio pesticides market is driven by factors such as pest resistance to chemicals, Integrated Pest Management (IPM), growth in demand for organic food, heavy crop loss due to pest attacks, lower cost of raw materials, and faster regulatory approval. North America is expected to dominate the bio pesticides market owing to its highly streamlined product registration process, which makes it easier for most private companies to launch their products. Bio pesticides are expected to be a potential substitute for synthetic pesticides in Europe due to the stringent regulations on chemical usage and maximum residue limit. The impending ban on neonicotinoids is expected to drive the growth of the European bio pesticides market.

Nutraceuticals

During the year the Nutraceuticals Division of the Company achieved a revenue from operations of Rs.68 crore as against Rs.71 crore during the previous year. PBIT for the year was at Rs.8 Crore as against Rs.11 Crore during the previous year. The overseas wholly owned subsidiary, US Nutraceuticals LLC achieved sales of US$ 22.7 MN against US$ 23.8 MN of previous year. On a consolidated basis, the division registered a revenue of Rs.216 Crore in 2017-18 as compared to Rs.228 Crore in the previous year.

During the year, overall sales volume of premium Organic Spirulina increased by 10% over previous year mainly due to improved sales volume in European market where premium quality continues to be valued. Further, the business launched Spirulina Granules under different flavours and other value added formulation products. Implementation of TPM and CGMP resulted in improved product quality and productivity. The business has made investments to improve the productivity of Organic Chlorella cultivation and downstream processes, which would enable the scaling up of Chlorella volumes in the coming years.

During the year, the Company established a state of art laboratory facility to ensure good laboratory practices as per regulatory requirements. As part of its clean label program, the Company has enrolled for Non GMO (Genetically Modified Organisms) verification program from Food Chain ID. The Company has obtained Non GMO certificate for its Organic Spirulina and Chlorella products (both powder and tablets) and the Company could use the Non GMO logo in its product labels. As the global health markets are maturing up to micro-algal sources for nutrition, the company stands to gain a major place in the industry that exemplifies clean and sustainable methods of cultivation and eco-friendly discharges from its facilities.

CORPORATE DEVELOPMENTS

Joint Venture with Synthite Industries Ltd

During the year, in line with its vision to grow the Nutraceuticals business through value-added Algae products, the Company entered into a 50:50 Joint Venture (JV) with Synthite Industries Ltd, Cochin, India, to produce Phycocyanin, a natural blue pigment extracted from Spirulina. Phycocyanin is a complex of light-harvesting proteins, extracted from Spirulina which has a characteristic deep blue colour. Phycocyanin offers excellent stability and flexibility for application in a variety of food and beverages and is approved by all major regulatory bodies in USA, EU, Japan and South Korea as food colour. The JV will leverage on Parry Nutra’s Spirulina cultivation strengths and Synthite’s extraction capabilities making it a good strategic fit for both the partners.

Sale of Bio Pesticides Division

During the year, the shareholders, based on the recommendation of the Board of Directors, approved the sale and transfer of the Bio Pesticides Business together with all its employees as well as assets and liabilities including all concerned licences, permits, consents and approvals whatsoever comprising of manufacturing, marketing and trading in Bio Pesticides Products (“Bio Pesticides Business), as a “going concern” and by way of a slump sale to its subsidiary Company Coromandel International Ltd (CIL), with effect from April 1, 2018. The sale of the entire share holding in the wholly owned subsidiary, Parry Amercia Inc to CIL was also approved. This would complement CILs crop protection business. CILs extensive marketing network and experience would enable this business to grow faster. The sale proceeds realized by the Company would help the Company to reduce its debt, which would improve its debt equity ratio

AWARDS & RECOGNITIONS

During the year, the Company received the following awards:

- ”Commitment to Engagement” award from Aon Hewitt in May 2017.

- Nellikuppam Unit - second prize in Best Industrial Relations Category for the period 2008-2014 from Hon’ble. Labour Minister. TN govt. for sustaining cordial industrial relations climate in July 2017.

- ”Chennai Best Employer Award 2017” from Employer Branding Institute India in Dec 2017.

- ET Now’s Best Corporate Social Responsibilities Practices Award during Feb 2018.

- India’s Best Sugar Manufacturing Company of the year 2017 Award by International Brand Consulting Corporation, USA.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Following were the changes in the composition of the Board:

- Mr. M.B.N. Rao Independent Director resigned from the Board on February 27, 2018.

The Board wishes to place on record its appreciation for the valuable contribution made by Mr.Anand Narain Bhatia, Mr.V.Ramesh, Mr.A.Vellayan and Mr.M.B.N. Rao during their tenure as Members of the Board and Board Committees.

Mr. S. Suresh was appointed as the Managing Director of the Company for a period of five years w.e.f August 1, 2017 which was approved by the shareholders at the Annual General Meeting held on August 4, 2017.

Mr. Ramesh K B Menon and Mr.M.M.Venkatachalam joined the Board as non-executive non independent Directors on November 8, 2017 and February 7, 2018 respectively. Mr. C. K. Ranganathan and Mr. Ajay B Baliga joined the Board as Independent Directors on November 8, 2017 and May 9, 2018 respectively.

Consequent to the retirement of Mr.A.Vellayan, the Board elected Mr.V.Ravichandran as Chairman with effect from February 8, 2018.

In accordance with the provisions of Section 161 of the Companies Act, 2013, Mr. Ramesh K. B. Menon, Mr.M.M.Venkatachalam, Mr. C. K. Ranganathan and Mr. Ajay B Baliga hold office up to the date of the ensuing Annual General Meeting. The Company has received letters proposing their appointment as directors at the ensuing Annual General Meeting of the Company.

As per the provisions of Section 152 of the Companies Act, 2013 read with the Articles of Association of the Company, Mr. V. Ravichandran, Director retires by rotation at the forthcoming Annual General Meeting and being eligible offers himself for reappointment and the requisite details in this connection is contained in the notice convening the meeting and the Corporate Governance Report.

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under section 149(6) of the Companies Act, 2013 and also comply with Regulations 16 & 25 of the SEBI (lODR) Regulations, 2015.

Mr. S.Suresh, Managing Director, Mr.V.Suri, Chief Financial Officer and Ms. G.Jalaja, Company Secretary are the Key Managerial Personnel of the Company as per Section 203 of the Companies Act, 2013.

Number of Meetings of the Board

Seven Meetings of the Board of Directors were held during the year, the details of which are given in the Corporate Governance Report.

Board Evaluation

In accordance with the Companies Act, 2013 and SEBI (LODR) Regulations, the Board has carried out an evaluation of its own performance, the performance of Committees of the Board and also the directors individually. The manner in which the evaluation was carried out and the process adopted has been given in the Corporate Governance Report.

Policy on Directors’ Appointment and Remuneration and Other Details

The Board has on the recommendation of the NRC framed a policy for selection and appointment of Directors, Senior Management and their remuneration and also framed the criteria for determining qualifications, positive attributes and independence of directors. The Remuneration Policy and criteria for Board nominations are available on the Company’s website at http://www.eidparry.com/investors/ Policies-Codes.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(3) of the Companies Act, 2013, your Directors to the best of their knowledge, belief and according to information and explanations obtained from the management, confirm that:

- In the preparation of the annual accounts for the financial year ended March 31, 2018, the applicable accounting standards have been followed and there are no material departures from the same;

- they have 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 March 31, 2018 and of the profit of the Company for the year ended on that date;

- they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

- they have prepared the annual accounts on a going concern basis;

- they have laid down proper internal financial controls to be followed by the Company and such controls are adequate and operating effectively and Company by the shareholders at the 42nd Annual General Meeting held on August 4, 2017 to hold office up to the conclusion of the 47th Annual General Meeting.

Cost Auditors

As per the requirement of the Central Government and pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, your Company’s cost records are subject to Cost Audit.

The Board of Directors, on the recommendation of the Audit Committee, have appointed M/s. Narasimha Murthy & Co, Cost Accountants, as the Cost Auditors to audit the cost accounting records maintained by the Company for the financial year 2018-19 on a remuneration of Rs.8,50,000/- plus applicable tax and reimbursement of out of pocket expenses. A resolution seeking members’ ratification for the remuneration payable to the Cost Auditor forms part of the notice convening the Annual General Meeting.

The cost audit report of the earlier Cost Auditor M/s. Geeyes & Co for the financial year 2016-17 was filed with the Ministry of Corporate Affairs on 8th September 2017. The cost audit report for the financial year 2017-18 would be filed with the Ministry of Corporate Affairs on or before September 30, 2018 as per the provisions of the Companies Act, 2013.

Secretarial Auditors

The Board appointed M/s. R Sridharan & Associates, Practicing Company Secretaries, Chennai as the Secretarial Auditors to undertake the Secretarial Audit of the Company for the year 2017-18. The Report of the Secretarial Auditors is provided in Annexure-B to this Report.

There are no qualifications, reservations or adverse remarks or disclaimers made by the Statutory / Secretarial Auditors in their respective reports.

The Statutory Auditors have not reported any incident of fraud during the year under review to the Audit Committee of the Company.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

EID Parry’s CSR initiatives primarily focus on improving the quality of life of the communities where it operates, through socio welfare initiatives.The various CSR initiatives undertaken by the Company during the last financial year include the following:

- Healthcare

The Company pursues a well managed Health Care programme across its units, providing medical amenities for people living in neighbouring villages. ‘Hospital on Wheels’, a well equipped mobile unit with diagnostic and medical intervention amenities makes emergency care possible for people living in remote areas. In addition, mobile medical units cater to the needs of the elderly in the cane growing villages around the Plants.

In addition to the comprehensive health and medical care programmes for employees, across the different Plants free pulse polio camps for the children of labourers and medical camps offering health checkups and free medicines are conducted regularly for cane growers, harvesting and transport labourers.

- Education

As an important part of its CSR programmes, E.I.D Parry promotes education in the neighbouring villages near its units. Besides contributing to infrastructure building and facility upgradation at schools, the Company provides educational assistance to cane growers children and participates in their developmental needs. Baby care centres, mid-day meals for Balawadi school children of labourers, training programmes for employees’ children are few of the ongoing initiatives.

- Community Welfare

E.I.D Parry has always played a key role in extending relief support to villagers during natural calamities and helping the Government in its disaster management initiatives. Drought relief measures were extended to farmers in Tamil Nadu, Karnataka and Andhra Pradesh, to mitigate crop loss. Community development works were also undertaken in the villages in and around the units. As part of its community welfare programmes the Company undertook the desilting of Ponds and Canals, to augment the water supply to villages and schools. Tree Planting across schools and neighbourhoods were conducted as part of the Green Environment initiatives.

The Company has constituted a CSR Committee in accordance with Section 135 of the Companies Act, 2013. The CSR Committee has formulated and recommended to the Board a CSR Policy indicating the activities to be undertaken by the Company, which has been approved by the Board. The CSR Policy can be accessed on the Company’s website at www.eidparry. com.

As per the provisions of the Companies Act, 2013, the Company was required to spend Rs.13.20 Lakh towards CSR activities for the year 2017-18. However, the Company has been actively involved in various CSR activities and an amount of Rs.123.46 Lakh was spent during the year. The Annual Report on CSR activities is given in Annexure-C to this Report.

During the year, the Company has bagged the National CSR award under the category of “Best Overall Excellence in CSR” in National CSR Leadership Congress & Awards 2016.

RELATED PARTY TRANSACTIONS

All contracts / arrangements / transactions entered into by the Company during the financial year with the related parties were on arm’s length basis and were in the ordinary course of business. As the sale of Bio Pesticides business to Coromandel International Ltd (CIL), a related party transaction was not in the ordinary course of business, the Company has obtained the approval of shareholders. There were no materially significant related party transactions with Promoters, Directors, Key Managerial Personnel or other designated persons, which may have a potential conflict with the interest of the Company at large.

All Related Party Transactions are placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained on a quarterly basis for the transactions which are of a foreseen and repetitive nature. The transactions entered into pursuant to the omnibus approval so granted are placed before the Audit Committee for their review on a quarterly basis. The policy on Related Party Transactions as approved by the Board is available at the web link: http://www.eidparry.com/ investors/Policies-Codes.

EMPLOYEE STOCK OPTION SCHEME

The Company has introduced Employee Stock Options Scheme, 2016 during the year 2016-17 as approved by the shareholders. The details of the Options granted upto March 31, 2018 and other disclosures as required under SEBI (Share Based Employee Benefits) Regulations, 2014 is available on the Company’s website at www.eidparry.com.

The Company has received a certificate from the Statutory Auditors of the Company that the above referred Scheme had been implemented in accordance with the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 and the resolutions passed by the Members in this regard.

CORPORATE GOVERNANCE

The report on corporate governance along with certificate from a practicing Company Secretary as required under the SEBI (LODR) Regulations is annexed to this Report. The report also contains the details required to be provided on the board evaluation, remuneration policy, implementation of risk management policy, whistle-blower policy / vigil mechanism etc.

The Managing Director and the Chief Financial Officer have submitted a certificate to the Board regarding the financial statements and other matters as required under Regulation 17(8) read with Schedule II of Part B of the SEBI (LODR) Regulations.

TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND

Pursuant to the applicable provisions of the Companies Act, 2013, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“the Rules”) all unpaid or unclaimed dividends are required to be transferred by the Company to the IEPF established by the Central Government, after the completion of seven years. Further according to the Rules, the shares in respect of which dividend has not been encashed by the shareholders for seven consecutive years or more is also required to be transferred to the demat account created by the IEPF Authority. Accordingly, the Company has transferred the unclaimed and unpaid dividends as well as the corresponding shares as per the requirements of the IEPF rules, details of which are provided on our website, at http://www.eidparry.com/Unpaid-Unclaimed-Dividend.

During the year, the Company has transferred an amount of Rs.22,51,264/- being the unclaimed dividend for the year 2009-10 to the Investor Education and Protection Fund established by the Central Government. The Company has also transferred 689002 shares in respect of which dividend has not been paid or claimed for seven consecutive years or more as enunciated under Section 124 (6) of the Companies Act, 2013.

DISCLOSURES Audit Committee

The Audit Committee comprises of Mr. V. Manickam, Independent Director as the Chairman, Mr. C. K. Ranganathan, Independent Director, Dr. (Ms) Rca Godbole, Independent Director and Mr.M.M.Venkatachalam, Non- Executive Non- Independent Director as Members.

CSR Committee

The CSR Committee comprises of Mr. V. Manickam, Independent Director, as the Chairman and Mr. V .Ravichandran, Non-Executive Non Independent Director and Mr. S. Suresh, Managing Director as members.

Vigil Mechanism & Whistle Blower Policy

The Company has a Vigil Mechanism for directors and employees to report genuine concerns and grievances and provides necessary safeguards against victimisation of employees and directors.

The Audit Committee reviews on a quarterly basis the functioning of the Whistle Blower and vigil mechanism. The Vigil Mechanism and Whistle Blower Policy have been posted on the Company’s website at www.eidparry. com and the details of the same are given in the Corporate Governance Report.

Business Responsibility Report (BRR)

The SEBI (LODR) Regulations mandate the inclusion of the BRR as part of the Annual Report for top 500 listed entities based on market capitalisation. In compliance with the SEBI (LODR) Regulations, the BRR forms part of this Annual Report.

Dividend Distribution Policy

Pursuant to Regulation 43A of Listing Regulations, the top 500 listed Companies shall formulate a Dividend Distribution Policy. The Company’s Dividend Distribution Policy as approved by the Board is available on the Company’s website at www.eidparry.com/investors/Policies-Codes.

Conservation of energy, technology absorption, foreign exchange earnings and outgo

The particulars relating to conservation of energy, technology absorption, research and development, foreign exchange earnings and outgo as required to be disclosed under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is given in Annexure - D to this Report.

Loans, Guarantees and Investments

There were no loans and advances in the nature of loans to associate companies as well as to firms/ companies in which Directors are interested during the financial year 2017-18.

During the financial year, the Company had given guarantees and made investments in subsidiaries/Joint venture within the limits as prescribed under Sections 185 and 186 of the Companies Act, 2013. Details of Guarantees and investments are given in Annexure - E to this Report.

Particulars of Employees and Related Disclosures

The information required under Section 197(12) of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and forming part of the Board’s Report for the year ended March 31, 2018 are given in Annexure - F to this Report.

Extract of Annual Return

The extract of the Annual Return of the Company in Form MGT-9 is given in Annexure - G to this Report.

Compliance of Secretarial Standard

The Company has complied with the Secretarial Standards issued by The Institute of Company Secretaries of India and approved by the Central Government as required under Section 118(10) of the Companies Act, 2013.

GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

1. Details relating to deposits covered under Chapter V of the Companies Act, 2013.

2. Issue of equity shares with differential rights as to dividend, voting or otherwise.

3. Issue of shares (including sweat equity shares) to employees of the Company under any scheme save and except ESOP referred to in this Report.

The Managing Director of the Company does not receive any remuneration or commission from any of its subsidiaries.

No significant or material orders were passed by the Regulators or Courts or Tribunals, which impact the going concern status and Company’s operations in future.

ACKNOWLEDGEMENT

The Board places on record, its appreciation for the cooperation and support received from investors, customers, farmers, suppliers, employees, government authorities, banks and other business associates.

On behalf of the Board

Place : Chennai V.Ravichandran

Date : May 9, 2018 Chairman

---

Mar 31, 2017

BOARD’S REPORT

TO THE MEMBERS OF E.I.D.-PARRY (INDIA) LIMITED

Dear Shareholders,

The Directors have pleasure in presenting the Forty Second Annual Report together with the audited financial statements for the year ended March 31, 2017.

FINANCIAL PERFORMANCE

Rs, in Crore

Particulars	Standalone		Consolidated
	2016-17	2015-16	2016-17	2015-16
Gross Revenue	2631.21	2785.59	14825.70	15753.21
Profit Before Interest and Depreciation (EBITDA)	508.67	157.51	1584.96	1019.70
Depreciation	112.11	112.00	248.04	249.61
Profit Before Interest and Tax (EBIT)	396.56	45.51	1336.92	770.09
Finance Charges	139.91	167.10	417.32	451.20
Net Profit Before Tax	256.65	(121.59)	919.60	318.89
Tax - Expenses	(26.96)	(29.48)	211.35	143.67
Net Profit After Tax before minority interest	283.61	(92.11)	708.25	175.22
Minority Interest	-	-	187.44	140.71
Net Profit After Tax after minority interest	283.61	(92.11)	520.81	34.51
Balance of profit brought forward	85.90	155.59	(381.26)	(240.35)
Transfer from Debenture Redemption Reserve (Net)	33.33	40.00	19.17	40.00
Balance available for appropriation	402.84	103.48	158.72	(165.84)

Indian Accounting Standards (IND AS)

The Ministry of Corporate Affairs (MCA) vide its notification in the Official Gazette dated February 16, 2015 notified the Indian Accounting Standards (Ind AS) applicable to certain classes of Companies. Ind AS has replaced the existing Indian GAAP prescribed under Section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014. Ind AS is applicable for the Company from April 1, 2016, with a transition date of April 1, 2015 and IGAAP as the previous GAAP

The following are the areas which had an impact on account of transition to Ind AS :

- Business combination including recording of intangibles and deferred taxes and accounting for common control transactions

- Fair valuation of certain financial instruments

- Employee costs pertaining to defined benefit obligations

- Discounting of certain long-term liabilities

- Share based payments

The reconciliation and description of the effect of the transition from IGAAP to IND AS have been provided in Note 55 & 54 in the notes to accounts in the standalone and consolidated financial statements respectively.

Consolidated Operations

Consolidated Revenue of your Company for the year was Rs, 14,826 Crore 5.88% lower than Rs, 15,753 Crore in the previous year. Overall expenses for the year was Rs, 13,906 Crore as against Rs, 15,458 Crore in the previous year. Operating Profit (EBITDA) was Rs, 1,585 Crore as against Rs, 1,020 Crore in the previous year. Profit after Tax and minority interest for the year at Rs, 521 Crore, was Rs, 486 Crore higher over Rs, 35 Crore in the previous year.

Standalone Operations

Standalone Revenue of your Company for the year was Rs, 2,631 Crore, 5.56% lower than Rs, 2,786 Crore in the previous year. Operating Profit (EBITDA) was Rs, 509 Crore, as against Rs, 158 Crore in the previous year. Profit after Tax (excluding exceptional item) for the year was at Rs, 284 Crore as against loss after tax of Rs, 92 Crore for the previous year. Reduction of total debt is important to improve the Company’s risk profile and increase sustained earnings. Total debt was reduced from Rs, 1,319 Crore as of March 2016 to Rs, 943 Crore in March 2017. This enabled the Company to reduce interest/finance charges to Rs, 140 Crore as compared to Rs, 167 Crore in the previous year.

Sugar

The improved performance of the Company was largely on account of better sugar prices, which have been on an upswing since August 2016, after touching all time lows in the previous two years. More than 90% of the Company’s revenue comes from the sugar business and hence the sugar prices play a predominant role in determining the profitability of the Company. Higher profitability has been achieved notwithstanding lower cane crushed, lower sugar produced and sold as compared to the previous year, due to better sugar prices and a host of other initiatives taken by the Company to improve profitability.

Product Differentiation

In terms of sales and marketing, the Company has focused on product differentiation and value addition to the customer to improve realizations. The Company is one of South India’s leading suppliers of sugar to the Institutional segment. Currently the Company services varied sectors such as carbonated drinks, beverages, juices, confectionery, dairy, biscuits, ice creams, ketchups and Indian sweets across 15 States. The Company is also focussed on supplying sugar to the Pharma Industry which requires customized sugar to meet their specific product requirements. The Company has recently commenced sale of Bonsucro certified sugar, produced from sustainable sugarcane. Over 40% of Company’s sugar volumes have been sold to the Institutional segment. The Company’s retail product Amrit, a 100% original cane sugar product, with about ten times the nutrients as compared to normal sugar, is growing and is being extended to more towns in South India.

Manufacturing Excellence

The focus of the Company has been on driving cost optimization across the entire conversion cost chain. Improvements in daily crush rate, better efficiencies on steam, energy and chemicals consumption besides reduction of total losses have all helped in maintaining and improving profitability. The ongoing TPM initiative at the Company’s two Units will enable the Company to achieve Manufacturing Excellence in all its operations over the next few years. Safety has been on top of the agenda across all the Factories. Some of the areas covered under the Safety program include Standard Operating Procedure and work instructions for critical jobs such as working at heights, hot work, confined space entry and electrical work; more safety visuals and safety patrols; improved 1S & 2S; rigour in implementation of safety permit system and development of accident matrix with corrective actions. Sustainability initiatives implemented during the year include Zero Water Drawal from ground, river or canal; online monitoring of emission and effluent parameters; production of Potash fertiliser as part of “Waste to Wealth” initiative and conversion of Bio Methanated Distillery spent wash to Potash rich powder, to name a few. The technology of bagasse dryer system using flue gas for reducing the bagasse moisture has been perfected. Turbines at Nellikuppam and Haliyal were overhauled with specific focus on improving specific steam consumption. New concept such as Saturated Steam Turbine was commissioned at one plant. The Sankili Plant at Andhra Pradesh also commenced trial production of Ethanol from Sweet Sorghum grown by the farmers within the command area. The Nellikuppam refinery was upgraded to meet stringent pharma standards of production. The Company’s Distillery at Nellikuppam is amongst the first in India to be given the permission to run for 350 days with a zero liquid discharge system in place. Continued improvements in quality and food safety of the products, across all the locations, have been another area of focus.

Sugarcane

Although the Company has benefited from improving sugar prices in the wake of lower sugar production, the sugarcane availability was a major concern for the year. Improved sugarcane availability is important for sustaining and growing the profitability of the sugar business. The lower sugarcane crush in Tamil Nadu was mainly on account of lower yield due to a very serious drought. Tamil Nadu, across many of its Districts, witnessed the lowest rainfall in 2016 in the last hundred years. The problems were further exacerbated due to non availability of water for irrigation from the Cauvery river. During the year under review, the cane crushed by the Tamil Nadu Plants was at 24.61 LMT as against 23.46 LMT in the previous year. The daily crush rate at 14291 TCD was better than the actual of 13340 TCD achieved in the previous year. The average recovery was at 8.89 % as against 9.14% in the previous year. The situation in AP was no different with much lower rainfall in

2016. In Karnataka too, the Company crushed less cane than the previous year due to lower yield because of a poor South West monsoon, combined with farmers diverting cane due to fear of perishables, if not harvested in time. In Karnataka / Andhra Pradesh, the overall cane crush came down from 32.43 LMT in the previous year to 19.83 LMT in the current year. While the average crush rates were maintained at about the previous year’s levels, the number of crush days came down from 188 to 102, in Karnataka. The average recovery was at 10.75 % & 9.67 % in Karnataka & Andhra Pradesh as against 11.53 % & 9.37 % in the previous year respectively. During the year, the Sugar Units of the Company in Karnataka commenced operations earlier to ensure maximum crushing during the season but unauthorized cane poaching in the light of restricted cane availability, led to the Company losing cane to competition. This combined with lower yield resulted in early closure of the season.

The Company has launched a number of initiatives like cooperative farming, providing resources for drip and micro irrigation besides partnering the farmers through various activities such as trash shredding and mulching, foliar application of potash, supply of seed through a three tier nursery programme, intercropping, wider row spacing, gap filling, desalting of ponds, new varietal trials, release of bio control agents, mechanization of agronomy practices, training programmes, village meetings, improved farmer connect, etc. to improve yield, reduce cost of cultivation and thereby improve the economic wellbeing of the farmers.

For the Sugar Season 2016-17, the Department of Food and Public Distribution, Ministry of Consumer Affairs, Food and Public Distribution, fixed the sugarcane Fair & Remunerative Price (FRP) at Rs,230/quintal for a basic recovery of 9.5% and a premium of Rs,2.42 for every 0.1% increase in the recovery rate, as recommended by the Commission of Agricultural Costs and Prices (CACP). The Company has paid cane prices higher than FRP across all the three States. The Company is committed to provide a fair share of its revenue to the farmers. While the link between the revenue and the sugarcane price has been made possible in sugar season 2016-17, due to improved sugar prices, it is important and in the interest of both the farmers and mills that this umbilical link between the revenue and the sugarcane price is established and maintained going forward. The Central Government must continue the policy of a price stabilisation fund, which was in place with cess being collected on sale of sugar from February 1, 2016. This will ensure that the farmer gets a minimum price protection by way of FRP a bonus by way of Revenue Sharing Formula when sugar prices are higher and payment of FRP including contributions from the price stabilisation fund, when sugar prices are lower. Unarguably, this is the only way in which cane price arrears can be avoided in a cyclical industry like sugar during downtimes.

All India Sugar Production and Government Policies

The Sugar Industry has witnessed challenging times with volatile sugar prices over the two previous sugar seasons, ending sugar season 2015-16. This was mainly because sugar production on an all India basis continued to outstrip sugar consumption levels over previous five consecutive sugar seasons. With mounting stocks, the sugar prices started declining from May, 2015. However, the situation changed in sugar season 2016-17 with Indian sugar production estimated at 20.3 million tonnes and over all consumption at about 24 million tonnes. The decline in sugar production in 2016-17 can be primarily attributed to drought and consequently, lower sugarcane in the States of Maharashtra and Karnataka. The Government at the Centre has played a key role in turnaround of the fortunes of the Sugar Industry. It swiftly responded and introduced various actions and measures to alleviate the problems of mounting cane arrears and poor financial performance of the sugar mills. In the previous year, the Government introduced measures like soft loan schemes, production subsidy, mandatory export and Ethanol blending programmes to improve the profitability of the sugar mills and speed up cane payments to the farmers. Once the sugar prices improved to the desired levels, the Government reacted promptly with imposition of stock holding limits at the trader level and mill level, withdrew production subsidy, imposed export duty and withdrew the excise benefit on ethanol supply for blending. It also brought in changes in metrology rules and empowered itself to fix the retail prices of essential commodities. The Government of Karnataka also pitched in by waiving purchase tax on sugarcane in the financial year 2016-17, provided the Mills cleared their cane arrears of previous years by June

30, 2017 and also undertook to pay a part of the disputed cane price pertaining to SY 2013-14.

During the year, the Bio Pesticides division of the Company was severely impacted by significant increase in neem seeds price from previous year levels due to season failure across southern India combined with increased competition. This unprecedented price increase has adversely impacted the profitability resulting in 45% drop in operating profits in spite of 22% growth in revenue over previous year. To mitigate the risks relating to the seeds availability, the business has taken measures over short term and long term horizon. The Company expects that these measures would bring stability in the operations of the business. Parry’s Azadirachtin, with the highest purity and best stability, continued to command a premium and maintain its leadership position both in the agriculture and indoor garden segments. As a critical part of the future ready strategy for growth, work is in progress to foray into the ‘Microbial segment’. The Company has undertaken a detailed study across the globe, on major crop pest problems and identified the critical ones for which it would work to identify patentable microbial solutions. Major factors such as toxicity, safety to users and consumers, eco friendliness, sustained and assured protection, low/no pre-harvest interval etc., are the objectives that Parry’s Bio Products division envisages to achieve through its vision of being a Global Bio Products Business offering Organic solutions for Sustainable Crop Protection and Growth.

Nutraceuticals

During the year, overall sales of premium Organic Spirulina increased by 22% over previous year mainly due to improved sales in European market where premium quality continues to be valued. Spirulina production from the new Greenfield unit established at Saveriarpuram, Tamilnadu had commenced during Q4 of previous year and stabilised well during the year. The Nutraceuticals Division had made investments during the year to stabilize the Chlorella production process by achieving 20 MT production. Further investments are committed for process improvements and scale up of Chlorella volumes in the next financial year. The division has received the U.S. Food and Drug Administration (US-FDA) approval for its Oonaiyur facility for organic microalgae cultivation and processing. It is a testament to the Company’s on-going commitment to maintaining superior quality systems. This approval will further enhance the Company’s reputation as a leader in micro-algal technology. During the current year, Parry’s Spirulina received R.A.W and C.L.E.A.N certification from Integrated systems, USA.

Alimtec SA, Chile which was acquired by the company in 2014 is shaping well and recorded 64% growth in production volumes during the year. Further, the business has invested in a window dryer during the year to improve the production quality. We expect this investment to yield desired results in Alimtec’s performance during the next financial year.

US Nutraceuticals LLC, our USA based subsidiary has achieved a sales of USD 23.8 MN during the current year against USD 25.8 MN of previous year. Sales of formulation products has shown a degrowth of 24% over previous year. The company has been investing in clinical trials for developing new formulations. We expect these investments would improve the Company’s performance in the next financial year.

Dividend And Reserves

During the year, the Company paid an interim dividend of Rs,4/- (400%) per equity share of Rs,1/- each in March, 2017.

The company has not transferred any amount to the reserves for the year ended March 31, 2017.

Amalgamation of Subsidiary

The Scheme of Amalgamation of Parrys Sugar Industries Limited, a subsidiary with the Company was approved by the NCLT, Chennai Bench on April 21, 2017. Similarly the Petition of Parrys Sugar Industries Limited was approved by the NCLT, Bengaluru Bench vide its Order dated April 21, 2017. Consequent to filing of the certified order copies along with the Scheme with the respective Registrar of Companies on April 25, 2017, the Scheme became effective from April 25, 2017 with appointed date of April 1, 2016.

Share Capital

The Paid up Equity Share Capital of the Company as on March 31, 2017 was Rs,17.59 Crore. During the year under review, the Company allotted 56,014 equity shares on exercise of stock options under ESOP Scheme, 2007.

Consequent to the Scheme of amalgamation of Parrys Sugar Industries Limited (PSIL) with the Company becoming effective, the share capital will increase to Rs,17.69 Crore after allotment of shares to the shareholders of PSIL in accordance with the said Scheme.

Subsidiary Companies

There has been no change in the nature of business of the subsidiaries during the year under review. In accordance with Section 129(3) of the Companies Act, 2013, the Company has prepared a consolidated financial statement of the Company and all its Subsidiary Companies, which is forming part of the Annual Report. A statement containing the salient features of the financial statements of the Subsidiary Companies, Joint ventures and Associates are given in Annexure-A to this Report.

In accordance with the provisions of Section 136(1) of the Companies Act, 2013, the Annual Report of the Company containing standalone and consolidated financial statements has been placed on the website of the Company, www.eidparry.com. Further, the audited accounts of the Subsidiary Companies and the related detailed information have also been placed on the website of the Company www.eidparry.com. The annual accounts of the Subsidiary Companies will also be available for inspection by any shareholder/debenture trustees at the Registered office of the Company and of the Subsidiary Companies concerned during working hours upto the date of the Annual General Meeting. A copy of annual accounts of subsidiaries will be made available to shareholders seeking such information at any point of time.

Performance of Business Segment Sugar

During the year, the sugarcane crush dropped from 55.90 LMT in the previous year to 44.44 LMT in 2016-17. The overall recovery also dropped from 10.30 % in 15-16 to 9.61 % in 2016-17, largely because of lower sugarcane crushed in Karnataka. Lower sugarcane crushed as stated, is largely on account of drought conditions leading to lower yield across all the three Southern States of Tamil Nadu, Karnataka and Andhra Pradesh and diversion of cane to competition in Karnataka. Consequently the sugar production was lower at 4.33 LMT this year. The Company sold 4.78 LMT during the year. The Company however maintained the sales to Institutions at about the same volumes as in the previous year, while improving on the retail volumes. The average realization of sugar was up from Rs,24.80 /Kg. in 2015-16 to Rs,34.30 /Kg. in 2016-17. The higher sugar prices along with focus on product differentiation and Manufacturing Excellence programmes resulted in improved profitability of this segment.

Power

The Cogen Units in TN generated 3,006 Lakh Units as against 3,284 Lakh Units of the previous year. With the overall power situation improving dramatically this year and with inter-connection of grids, power tariff rates dropped and the Company entered into a short term power supply arrangement with the Tamilnadu Government Electricity Utilities in December 2016.

The Karnataka and Andhra Pradesh Units generated 2,533 Lakh Units as against 3,237 Lakh Units in the previous year. Along with the other Mills of the Karnataka Sugar Industry, a five year Power Purchase Agreement was entered into by the Bagalkot and Haliyal units with the Karnataka Government Electricity Utilities in January 2017.

Distillery

With own and bought-out molasses, the two Distilleries in Tamilnadu ran for over 330 days on an average and recorded highest production to-date of distillery products. The Company produced 708 LL of Alcohol during the year as against 657 LL of Alcohol during the previous year, an increase of over 8%. The Company completed the process of expansion of its Ethyl Neutral Alcohol production facility from 30 KLPD to 75 KLPD at Nellikuppam. The Company supplied over 5% of Ethanol used by the Oil Marketing Companies in South India for blending with petrol in 2016-17. Consequent to higher production / sales volumes and improved realizations of the distillery products, the division registered an increase in both revenue and operating profits during the year 2016-17.

The Bio-Pesticides Division registered a revenue of Rs,122 Crore as compared to Rs,100 Crore in the previous year, accounting for 5% of the Company’s revenue. The sale of Aza Products registered a growth of 15% over 2015-16. Export sale of Neemazal Technical registered a growth of 17% over 2015-16. USA accounted for 63% of Export sales, while Europe and Asia accounted for 33% and 4% respectively. Domestic sales registered a growth of 22% over

2015-16 enabled by growth of Aza & Non Aza products by 10% & 31% respectively. PBIT for the year was at Rs,14.7 Crore against Rs,26.73 Crore in 2015-16. Parry America Inc, wholly owned subsidiary of the Company, registered sales of Rs,57 Crore with 12% growth over previous year. On a consolidated basis the Bio-Pesticides Business registered a revenue of Rs,123 Crore in 2016-17 as compared to Rs,107 Crore in the previous year, registering 22% growth over previous year.

Nutraceuticals

The Nutraceuticals Division’s standalone revenue was at Rs,71 Crore in 2016-17 as compared to Rs,77 Crore of previous year representing 3% of the Company’s revenue. About 84% of this represents exports. US Nutraceuticals LLC registered sales of Rs,163 Crore which represents a degrowth of 6% over the previous year. Alimtec SA registered sales of Rs,11 Crore as compared to Rs,4 Crore in the previous year. On a consolidated basis the Nutraceutical Business registered revenue of Rs,228 Crore as compared to Rs,240 Crore in the previous year.

A detailed analysis on the business segments is included in the “Management Discussion and Analysis” Report, which forms part of this Report.

Awards & Recognitions

During the year, the Company was selected in 2016 as the best performing Company and winner in the sugar sector by Dun & Bradstreet, for the second year in running. Dun & Bradstreet has endeavoured to provide the top Indian Companies a global platform through its publication of India’s top 500 Companies to recognise exemplary performance in the Corporate World. Further, the Company received a special recognition at the National level in May 2017 for its “Commitment to Engagement” as part of the Aon Best Employers India 2017.

At the National level Energy Conservation Contest organized by the Confederation of Indian Industry, the Company’s Nellikuppam factory was certified as an “Excellent Energy Efficient Unit” and Pudukottai factory was certified as an “Energy Efficient Unit”. Both Nellikuppam and Pudukottai Units received this award for the second and third time respectively in the last four years. The Pudukottai Unit also received first prize for Jishu Hozen activities at the National Level TPM Circle Competition.

The Nellikuppam factory received an Award for “Best Overall Performance of the Sugar Mill” from a Sugar Manual Magazine and

Haliyal Cogen Plant was awarded as the “Best Safe Power Boiler’ in Karnataka State by the Government of Karnataka. Further, the Plants at Nellikuppam, Sivaganga, Sankili, Haliyal and Bagalkot won 10 Awards from South India Sugarcane and Sugar Technologies Association (SISSTA) under the heads of “Best Distillery”, “Best Technical Efficiency” “Best Sugarcane Development”, “Best Cogeneration” and “Best By-products” .

Directors’ Responsibility Statement

Pursuant to the provisions contained in Section 134(3) of the Companies Act, 2013, your Directors to the best of their knowledge and belief and according to information and explanations obtained from the management, confirm that:

- In the preparation of the annual accounts for the financial year ended March 31, 2017, the applicable accounting standards have been followed and there are no material departures from the same;

- The Directors have 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 March 31, 2017 and of the profit of the Company for the year ended on that-date;

- The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

- The Directors have prepared the annual accounts on a going concern basis;

- The Directors have laid down proper internal financial controls to be followed by the Company and such controls are adequate and operating effectively and

- The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Directors And Key Managerial Personnel

Mr. S.Suresh was appointed as Deputy Managing Director of the Company for a period of three years as approved by the members on August 5, 2016.

Mr. V.Ramesh was re-appointed as Managing Director of the Company for a period of one year with effect from January 30, 2017 as approved by the members by way of postal ballot on January 23,

2017.

Mr. Anand Narain Bhatia, independent Director, who was appointed on July 30, 2014 for a period of three years would be retiring on July 29, 2017.

The Board of Directors accepted the request of Mr. V.Ramesh, Managing Director seeking early retirement and accordingly Mr. V.Ramesh would be retiring from the position of Managing Director as well as Director of the Company on the close of the business hours of July 31, 2017.

Consequent to the early retirement of Mr. V. Ramesh as the Managing Director w.e.f July 31, 2017, the Board at their meeting held on May 18, 2017, on the recommendation of the Nomination & Remuneration committee (NRC) appointed Mr. S.Suresh, the Deputy Managing Director as the Managing Director of the Company for a Period of five years w.e.f August 1, 2017. His appointment will be subject to the approval of the shareholders at the ensuing Annual General Meeting.

The Board wishes to place on record its appreciation for the valuable contribution made by Mr Anand Narain Bhatia and Mr V Ramesh during their tenure as Independent Director and Managing Director respectively.

As per the provisions of section 152 of the Companies Act, 2013 read with the Articles of Association of the Company, Mr. V.Ravichandran, Director retires by rotation at the forthcoming Annual General Meeting and being eligible offers himself for reappointment and the requisite details in this connection is contained in the notice convening the meeting and the Corporate Governance Report.

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under section 149(6) of the Companies Act, 2013 and also comply with Regulations 16 & 25 of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations).

Mr. V.Ramesh, Managing Director, Mr. S.Suresh, Deputy Managing Director, Mr. VSuri, Chief Financial Officer and Ms. G.Jalaja, Company Secretary are the Key Managerial Personnel of the Company as per section 203 of the Companies Act, 2013.

Number of Meetings of the Board

Nine Meetings of the Board of Directors were held during the year, the details of which are given in the Corporate Governance Report.

Board Evaluation

In accordance with the Companies Act, 2013 and Listing Regulations, the Board has carried out evaluation of its own performance, the performance of Committees of the Board and also the directors individually. The manner in which the evaluation was carried out and the process adopted has been given in the Corporate Governance Report.

Policy on Directors’ Appointment and Remuneration and Other Details

The Board has on the recommendation of the NRC framed a policy for selection and appointment of Directors, Senior Management and their remuneration and also framed the criteria for determining qualifications, positive attributes and independence of directors. The Remuneration Policy and criteria for Board nominations are available on the Company’s website at http://www.eidparry.com/investors/ Policies-Codes.

Auditors And Auditors’ Report Statutory Auditors

M/s. Deloitte, Haskins & Sells, Chartered Accountants, (FR No.008072S) Chennai were appointed as Statutory Auditors of the Company by the shareholders at the 39^th Annual General Meeting held on July 30, 2014 to hold office upto the conclusion of the ensuing 42nd Annual General Meeting.

The Board of Directors have recommended the appointment of M/s Price Waterhouse, Chartered Accountants, LLP (Firm Registration No. 012754N/N500016) as Statutory Auditors of the Company in place of M/s. Deloitte, Haskins & Sells, Chartered Accountants, for a term of five years from the conclusion of 42^nd Annual General Meeting till the conclusion of 47^th Annual General Meeting for the approval of the shareholders of the Company based on the recommendation of the Audit Committee. Written consent of the proposed auditors together with a certificate that the appointment, if made, shall be in accordance with the provisions of section 139(1) of the Companies Act, 2013 read with Rule 4 of the Companies (Audit and Auditors) Rules, 2014 has been received

Cost Auditors

As per the requirement of the Central Government and pursuant to section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, your Company’s cost records are subject to Cost Audit.

The Board of Directors, on the recommendation of the Audit Committee, have appointed M/s. Narasimha Murthy & Co, Cost Accountants, as the Cost Auditors to audit the cost accounting records maintained by the Company for the financial year 2017-18 on a remuneration of '' 10,10,000/- plus applicable tax and reimbursement of out of pocket expenses. A resolution seeking members’ ratification for the remuneration payable to the Cost Auditor forms part of the notice convening the Annual General Meeting.

The cost audit report of the earlier Cost Auditor M/s. Geeyes & Co for the financial year 2015-16 was filed with the Ministry of Corporate Affairs on September 1, 2016. The cost audit report of M/s. Geeyes & Co for the financial year 2016-17 would be filed with the Ministry of Corporate Affairs on or before September 30, 2017 as per the provisions of the Companies Act, 2013.

Secretarial Auditors

The Board appointed M/s. R Sridharan & Associates, Practicing Company Secretaries, Chennai as the Secretarial Auditors to undertake the Secretarial Audit of the Company for the year 2016-17. The Report of the Secretarial Auditors is provided in Annexure-B to this Report.

There are no qualifications, reservations or adverse remarks or disclaimers made by the Statutory / Secretarial Auditors in their respective reports. The Statutory Auditors have not reported any incident of fraud during the year under review to the Audit Committee of the Company.

Internal Financial Control

The Company has adequate Internal Controls with proper checks and balances to ensure that transactions are properly authorized, recorded and reported apart from safeguarding its assets. These systems are reviewed and improved on a regular basis. It has a comprehensive budgetary control system to monitor revenue and expenditure against approved budgets on an ongoing basis.

The Company’s Internal Audit division reviews the controls across the key processes and submits reports periodically to the Management and significant observations are also presented to the Audit Committee for review. There is also a follow up mechanism to monitor implementation of the various recommendations.

Risks, Concerns and Threats

The Company has a Risk Management Committee. As per Regulation 21 of the Listing Regulations, constitution of Risk Management Committee is not mandatory for the Company.

The details of Committee and its terms of reference are set out in the Corporate Governance Report forming part of the Board’s Report.

The Company has a robust Risk Management framework to identify, evaluate business risks and opportunities. This framework seeks to create transparency, minimize adverse impact on the business objectives and enhance the Company’s competitive advantage. The business risk framework defines the risk management approach across the enterprise at various levels, including documentation and reporting. The Company has formulated a Risk Management Policy.

Corporate Social Responsibility (CSR)

The Company is known for its tradition of philanthropy and community service. As part of its initiative under “Corporate Social Responsibility” drive, the Company has undertaken activities in the field of Education and Healthcare besides other CSR activities for the benefit of community in and around its local areas of operations. The Company is committed to identifying and supporting programmes aimed at:

- Empowerment of the disadvantaged sections of the society through education, access to and awareness about financial services and the like;

- Provision of access to basic necessities like healthcare, drinking water & sanitation and the like to underprivileged;

- Work towards eradicating hunger and poverty, through livelihood generation and skill development;

- Supporting environmental and ecological balance through a forestation, soil conservation, rain water harvesting, conservation of flora & fauna, and similar programmes;

- Promotion of sports through training of sports persons;

- Undertake rural development projects;

The Company has constituted a CSR Committee in accordance with Section 135 of the Companies Act, 2013. The CSR Committee has formulated and recommended to the Board, a CSR Policy indicating the activities to be undertaken by the Company, which has been approved by the Board. The CSR Policy may be accessed on the Company’s website at www.eidparry. com.

As per the provisions of the Companies Act, 2013, the Company was not required to spend any amount towards CSR activities for the year 2016-17. However, the Company has been actively involved in various CSR activities and an amount of '' 88.04 Lakh was spent during the year. The Annual Report on CSR activities is given in Annexure-C to this Report.

During the year, the Company has bagged the National CSR award under the category of “Best Overall Excellence in CSR” in National CSR Leadership Congress & Awards 2016.

Related Party Transactions

All contracts / arrangements / transactions entered into during the financial year with the related parties were on arm’s length basis and were in the ordinary course of business. There were no materially significant related party transactions with Promoters, Directors, Key Managerial Personnel or other designated persons, which may have a potential conflict with the interest of the Company at large.

All Related Party Transactions are placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained on a quarterly basis for the transactions which are of a foreseen and repetitive nature. The transactions entered into pursuant to the omnibus approval so granted are placed before the Audit Committee for their review on a quarterly basis. The policy on Related Party Transactions as approved by the Board is available at the web link: http://www.eidparry.com/investors/Policies-Codes.

Employee Stock Option Scheme

The Company has introduced Employee Stock Options scheme,2016 during the year 2016-17 as approved by the shareholders. The details of the Options granted up to March 31, 2017 and other disclosures as required under SEBI (Share Based Employee Benefits) Regulations, 2014 is available on the Company’s website at www.eidparry.com.

The Company has received a certificate from the Statutory Auditors of the Company that the Scheme had been implemented in accordance with the Securities and Exchange Board of India (Share Based

Employee Benefits) Regulations, 2014 and the resolutions passed by the Members in this regard.

Corporate Governance

The report on corporate governance along with a certificate from the Statutory Auditors as required under the Listing Regulations is annexed to this Report. The report also contains the details required to be provided on the board evaluation, remuneration policy, implementation of a risk management policy, whistleblower policy / vigil mechanism etc.

The Managing Director and the Chief Financial Officer have submitted a certificate to the Board regarding the financial statements and other matters as required under Regulation 17(8) read with Schedule II of Part B of the Listing Regulations.

In terms of the provisions of Regulation 34(2) of the Listing Regulations, the Management Discussion and Analysis forms part of this Report.

Transfer to the Investor Education and Protection Fund

Pursuant to the applicable provisions of the Companies Act, 2013, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“the Rules”) all unpaid or unclaimed dividends are required to be transferred by the Company to the IEPF established by the Central Government, after the completion of seven years. Further according to the Rules, the shares in respect of which dividend has not been encased by the shareholders for seven consecutive years or more shall also be transferred to the demat account created by the IEPF Authority. Accordingly, the Company has transferred the unclaimed and unpaid dividends. Further, the corresponding shares will be transferred as per the requirements of the IEPF rules, details of which are provided on our website, at http:// www.eidparry.com/ investor/Unpaid-Unclaimed-Dividend.

During the year, the Company has transferred an amount of '' 1,07,39,159/- being the unclaimed dividend for the year 2008-09 (Interim and final) and 2009-10 (Interim) to the Investor Education and Protection Fund established by the Central Government.

Adoption of new Articles of Association

The Ministry of Corporate Affairs (MCA) notified most of the sections of the Companies Act, 2013 (“the Act”) which replace the provisions of the Companies Act, 1956. The MCA also notified the rules pertaining to the further notified sections. In order to bring the Articles of Association (AOA) of the Company in line with the provisions of the Act, the Company recommended that the members adopt a comprehensive new set of the Articles of Association of the Company (‘new articles’) in substitution of the existing AOA. The resolution to adopt the new articles was passed by the requisite majority by the members of the Company through a Postal Ballot and the result was announced on January 23, 2017. The new articles are available on the website of the Company. (http://www.eidparry.com/investors/AOA-MOA)

Disclosures Audit Committee

The Audit Committee comprises of Independent Directors namely Mr. M.B.N.Rao as the Chairman and Mr. Anand Narain Bhatia, Mr. V.Manickam and Dr. (Ms) Rca Godbole as Members.

CSR Committee

The CSR Committee comprises of Mr. V.Manickam, Independent Director as the Chairman and Mr. V.Ravichandran, Non-Executive Non Independent Director and Mr. V.Ramesh, Managing Director as members.

Vigil Mechanism & Whistle Blower Policy

The Company has a Vigil Mechanism for directors and employees to report genuine concerns and grievances and provides necessary safeguards against victimisation of employees and directors.

The Audit Committee reviews on a quarterly basis the functioning of the Whistle Blower and vigil mechanism. The Vigil Mechanism and Whistle Blower Policy have been posted on the Company’s website at www.eidparry. com and the details of the same are given in the Corporate Governance Report.

Business Responsibility Report (BRR)

The Listing Regulations mandate the inclusion of the BRR as part of the Annual Report for top 500 listed entities based on market capitalization. In compliance with the Listing Regulations, the BRR forms part of this Annual Report.

Dividend Distribution Policy

Pursuant to Regulation 43A of the Listing Regulations, the top 500 listed Companies shall formulate a Dividend Distribution Policy. Accordingly the policy was adopted by the board at its meeting held on February 07, 2017 to determine the distribution of dividend to its shareholders and / or retaining the profits earned by the company. The policy is available on the Company’s website at www.eidparry.com/investors/Policies-Codes.

Conservation of energy, technology absorption, foreign exchange earnings and outgo

The particulars relating to conservation of energy, technology absorption, research and development, foreign exchange earnings and outgo as required to be disclosed under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are given in Annexure- D to this Report.

Loans, Guarantees And Investments

There were no loans and advances in the nature of loans to associate companies as well as to firms/ companies in which Directors are interested during the financial year 2016-17.

During the financial year, the Company had given guarantees and made investments in subsidiaries within the limits as prescribed under Sections 185 and 186 of the Companies Act, 2013. Details of loans, guarantees and investments are given in Annexure- E to this Report.

Credit Rating

During the year, rating agency CRISIL has reaffirmed its credit rating to the Company’s Long term Bank facilities and Debt Programmes to ‘CRISIL A / Stable’ and the “CRISIL A1 ” rating for its short term borrowing.

Particulars of Employees and Related Disclosures

The information required under Section 197(12) of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and forming part of the Board’s Report for the year ended March 31, 2017 are given in Annexure - F to this Report.

Extract of Annual Return

The extract of the Annual Return of the Company in Form MGT-9 is given in Annexure - G to this Report.

General

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

1. Details relating to deposits covered under Chapter V of the Companies Act, 2013.

2. Issue of equity shares with differential rights as to dividend, voting or otherwise.

3. Issue of shares (including sweat equity shares) to employees of the Company under any scheme save and except ESOP referred to in this Report.

The Managing Director and the Deputy Managing Director of the Company do not receive any remuneration or commission from any of its subsidiaries. No significant or material orders were passed by the Regulators or Courts or Tribunals, which impact the going concern status and Company’s operations in future.

Acknowledgement

The Board places on record, its appreciation for the cooperation and support received from investors, customers, farmers, suppliers, employees, government authorities, banks and other business associates.

On behalf of the Board

Place : Chennai A. Vellayan

Date : May 18, 2017 Chairman

---

Mar 31, 2014

The Directors have pleasure in presenting their report together with the audited accounts for the financial year ended 31st March, 2014.

The performance highlights of the company for the year are summarised below:

FINANCIAL RESULTS

Rs. in lakh

Particulars 2013-14 2012-13

Total Income 1,94,319 2,09,978

Profit Before Interest, Depreciation and Tax 26,237 60,562

Less : Interest 19,616 13,668

Depreciation 9,731 10,787

Profit Before Tax (3,110) 36,107

Less: Provision for Tax :

- Current - 839

- MAT Credit entitlement - (839)

- Deferred (5,763) 2,936

Profit After Tax 2,653 33,171

Add : Surplus brought forward 24,456 37,966

Amount available for Appropriation 27,019 71,137

APPROPRIATIONS

Transfer to General Reserve - 35,000

Transfer to Debenture Redemption Reserve 2,653 1,250

Dividend on Equity Capital :

Interim dividend paid - 10,431

Dividend Distribution Tax (Net) - -

Surplus carried to Balance Sheet 24,456 24,456

PERFORMANCE

During the year, the Company recorded a revenue of Rs. 1,94,319 lakh as compared to Rs. 2,09,978 Lakh in the previous year 2012-13 The Earnings before Interest, Depreciation, Tax and Amortization for the year was Rs. 26,237 Lakh representing 14% of total sales as against previous year''s Rs. 60,562 Lakh. Performance of sugar by-product division namely distillery and power have contributed towards EBIDTA during the year.

During the year, the performance of the Company was adversely affected primarily due to the prevailing low market price of sugar and the higher cane price that the Company had to pay for procuring cane from the farmers. Further, the units in Tami Nadu was impacted by a third consecutive year of drought severely affecting the cane availability. In Karnataka there was a delay in commencement of the normal crushing operations due to the impasse caused by the hike in cane prices announced by the Karnataka Government and the millers'' dissent on this issue. All this had a combined effect resulting in reduction of the total cane crushing for the year as compared to that of the previous year

Over the last three seasons from 2010-11 to 2012-13, the average sugarcane prices paid by mills has increased at around 14% CAGR whereas the increase in sugar prices has been a mere 2.6%. The increase in sugar prices has not kept pace with the increase in cane prices over the last few years. The steep rise in sugar cane procurement costs which accounts for about 70% of total operation costs is expected to significantly impact the profitability of sugar mills. For the SS 2013-14, the Central Government has announced a 23.5% hike in the minimum price payable for sugarcane through the Fair and Remunerative Price (F&RP) mechanism. However the increase in market prices of sugar has been minimal. Although the decontrol of sugar distribution and the impetus given to blending ethanol with petrol have given some relief to the sugar mills, the issue of sugarcane pricing still remains largely unresolved. Linking sugar cane prices to the prices of end-products is critical for safe guarding long-term financial health and sustenance of the industry. This will also help to reduce the extent of volatility in sugar production.

The major areas of focus for the Company are consolidation of operations, reducing costs and conserving cash. Due to high stress on profitability, several cost reduction measures have been put in place by the Company to improve the bottom line. The other measures are to work towards improving the yield, increasing the cane cultivation in the command area and further improving the operating efficiency. The Company proposes to take a slew of measures in this direction, so as to face the challenge of low sugar price and threat of continuous increase in cane price.

BUSINESS SEGMENTS

SUGAR

During the year, the Company crushed 47.52 Lakh MT of sugar cane as against 65.18 Lakh MT crushed in the previous year. The units in Tamilnadu & Puducherry have crushed a total quantity of 30.72 Lakh MT vs. 53.24 Lakh MT in the previous year. This drop was mainly on account of poor weather conditions in our key crushing areas. The recovery of sugar from sugar cane was at 9.84% as against 9.23% in the previous year.

The company sold 4,16,947 MT of Sugar as against 4,95,218 MT during the previous year.

POWER

The power generation during the year was lower primarily due to lower cane availability. While most of the power generated was continued to be used captively to run the plants, the surplus power was sold to Tamilnadu Electricity Board and other merchant power purchasers.

Power generation was at 4,259 Lakh Units as compared to 6,534 Lakh Units in the previous year. The company exported 2,497 Lakh Units of power during the year as against 4,100 Lakh Units in the previous year.

DISTILLERY

During the year, Industrial Alcohol/ENA production was lower at 593 Lakh Litres as compared to 654 Lakh Litres during the previous year. The Industrial Alcohol/ENA sales was at 598 Lakh Litres as compared to 642 Lakh Litres during the previous year.

BIO PRODUCTS

Bio Pesticides

The Bio-Pesticides Division registered revenue of Rs. 9,716 lakh in 2013-14 as compared to Rs. 7,321 lakh of previous year and accounting for 5% of the Company''s Revenue. The sale of Neemazal registered a growth of 43% over 2012-13. Export sale of Neemazal technical registered a growth of 22% over 2012-13 with US accounting for 64% of the sale followed by Europe at 34% and Asian markets at 2%. Domestic sale of Neemazal and Abda range of products along with micronutrients and adjuvants registered a growth of 44% over 2012-13. PBIT for the year was higher at Rs. 2,276 lakh against Rs. 1,557 lakh in 2012-13. Production of Technical Aza was 15,221 Kgs, the highest ever in a year.

Nutraceuticals

The Nutraceuticals Division''s turnover was Rs. 6,930 lakh for the year ended 31st March, 2014 representing 4% of the Company''s Revenue. About 80% of this represents exports.

Premium Organic Spirulina continues to outperform competition in its segment and sales during the year had grown at 32% over the previous year. With the stabilized Astaxanthin production process, the sales of Astaxanthin in the form of Oleoresin grew by 159% over 2012-13. The Company has exited from OTC / OTX product range during the year to focus on its core ingredients business.

Detailed analysis of the business segments is provided in the Management and Discussion analysis.

ACQUISITION OF ALIMTEC S.A

In April 2014, the Company has acquired 100% stake in Alimtec S.A., Chile, part of the Bayer Group. The acquisition is by way of purchase of the stake from Bayer Finance and Portfolio Management S.A., and Nunhems Chile S.A., subsidiaries of Bayer AG. With this acquisition, the Company would ensure reliable sourcing of Astaxanthin for its subsidiary, US Nutraceuticals LLC (Valensa). With Valensa''s strength in developing Astaxanthin based formulations, this acquisition will culminate in Value Creation for the Nutraceuticals business. The entire production of Alimtec will be used by Valensa for its Astaxanthin products catering to USA & Europe Markets.

DIVIDEND

Due to adverse performance of the Company, the Board has not recommended any dividend for the year ended March 31, 2014.

SCHEME OF ARRANGEMENT - MERGER OF SADASHIVA SUGARS LIMITED WITH E.I.D.-PARRY (INDIA) LIMITED

Pursuant to the order of the High Court of Karnataka, the merger of Sadashiva Sugars Limited, a wholly owned subsdiary, with E.I.D.- Parry (India) Ltd. with appointed date of 1st April, 2013 has been completed on 8th May, 2014. Sadashiva Sugars Limited is having a Sugar Plant along with cogeneration in the Bagalkot District of Karnataka

EMPLOYEE STOCK OPTION SCHEME

Under the ''Employee Stock Option Scheme'' (''the Scheme'') of the Company and based on the approval of the shareholders at the Annual General Meeting held on 26th July, 2007 and subsequent amendments thereof, no options were granted during the year ended 31st March, 2014. The details of the Options granted up to 31st March, 2014 and other disclosures as required under Clause 12 of the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 are set out in the Annexure to this Report.

The Company''s Statutory Auditors, M/s.Deloitte Haskins & Sells, have certified that the Scheme had been implemented in accordance with the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 and the resolutions passed by the Members in this regard.

CREDIT RATING

During the year, rating agency CRISIL has assigned Long term Debt rating of "CRISIL AA-" (Stable) and reaffirmed "CRISIL A1 " rating for its short term borrowing.

SOCIAL RESPONSIBILITY

The Company undertook a wide range of initiatives for the livelihood enhancement and for health and hygiene awareness in the rural community in which it operates. The Company also worked towards the preservation of environment through various water and social conservation programs.

Towards utilising the scarce water resource, the Company promoted micro irrigation systems like Drip, Sprinklers and Group Lift Irrigation programs.

SUBSIDIARY COMPANIES

Coromandel International Limited

The Company achieved a revenue of Rs. 10,11,397 Lakh for the year ended 31st March, 2014 and the profit after tax was Rs. 36,494 Lakh. The Company''s Board had recommended a dividend of Rs. 4.5/- per share (450%) for the year ended 31st March, 2014.

Parrys Sugar Industries Limited

The Company recorded revenues of Rs. 17,253 Lakh for the 12 months period ended 31st March, 2014. After providing for Depreciation, Interest and Tax, the loss after tax was Rs. 3,604 Lakh.

Silkroad Sugar Private Limited

The revenue for the year was Rs. 1,715 Lakh. During the year ended 31st March, 2014 the company made a loss before tax of Rs. 6,011 Lakh.

Parry Infrastructure Company Private Limited

During the year under review, the company earned an income of Rs. 2,209 Lakh with Profit before Tax of Rs. 320 Lakh. After providing for tax provision, the Profit after Tax was Rs. 217 Lakh.

Parry America Inc.

Parry America Inc, a 100% subsidiary based in US, reported an income of US$ 7,671 thousand for the year ended 31st March, 2014. The Profit after Tax was US$ 342 thousand.

Parry Phytoremedies Private Limited

The revenue for the year was Rs. 1,272 Lakh. During the year ended 31st March, 2014 the company made a loss before tax of Rs. 574 Lakh.

Parrys Sugar Limited

During the year ended 31st March 2014, the Company earned an income of Rs. 14 lakh with profit after tax of Rs. 14 lakh.

Parrys Investments Limited

During the year ended 31st March, 2014, the Company earned an income of Rs. 5 Lakh and the Profit after Tax was Rs. 4 Lakh.

US Nutraceuticals LLC

This overseas Subsidiary, during the year ended 31st March, 2014 earned an income of US$ 20,770 thousand and the Profit after Tax was Rs. 820 thousand.

SUBSIDIARY ACCOUNTS

In terms of the direction under Section 212(8) of the Companies Act, 1956 vide General Circular No.2/2011, bearing No.51/12/2007- CL-III dated 8-2-2011 issued by Government of India, Ministry of Corporate Affairs, the Board of Directors have passed a Resolution according consent to the Company for not attaching the financial statements in respect of all the Subsidiary Companies for the year ended 31st March, 2014.

The annual accounts of the subsidiary companies and the related detailed information will be made available to shareholders seeking such information at any point of time. The annual accounts of the subsidiary companies will also be available for inspection by any shareholder in the Head Office of the Holding company and of the subsidiary companies concerned during working hours upto the date of the Annual General Meeting. A hard copy of details of accounts of subsidiaries will be furnished to any shareholder on demand.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements have been prepared by the Company in accordance with the applicable Accounting Standards (AS-21 and AS- 27) issued by the Institute of Chartered Accountants of India and the same together with Auditors'' Report thereon form part of the Annual Report.

DIRECTORS

Mr.Anand Narain Bhatia Mr.M.B.N. Rao, Directors are liable to retire by rotation and the ensuing Annual General Meeting. The Board of Directors at their meeting held on 30th January, 2014 had appointed Mrs.Shyamala Gopinath as an Additional Director of the Company. She will hold office up to the ensuing Annual General Meeting, pursuant to Section 161 of the Companies Act, 2013

During the year, the Board of Directors at their meeting held on 30th January, 2014 have appointed Mr.V.Ramesh as an additional Director and also the Managing Director of the Company for a period of 3 Years w.e.f 30th January, 2014. The Shareholders vide their resolution dated 24th March 2014 passed through postal ballot have approved the appointment of Mr.V.Ramesh as the Managing Director of the Company.

In accordance with the provisions of Section 149 of the Companies Act, 2013, the Company proposes to appoint Mr.Anand Narain Bhatia, Mr.M.B.N.Rao, Mrs.Shyamala Gopinath and Mr.V.Manickam as Independent Directors at the ensuing Annual General Meeting. As required under clause 49 of the Listing Agreement a brief resume, expertise and details of other directorships of Mr.Anand Narain Bhatia, Mr.V.Manickam, Mr.M.B.N.Rao and Mrs.Shyamala Gopinath are provided in the Corporate Governance Report.

CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreements with the Stock Exchanges, a Management Discussion and Analysis Report, Corporate Governance Report and Auditors'' Certificate regarding compliance of conditions of Corporate Governance are made a part of the Annual Report.

CEO/CFO CERTIFICATION

The Managing Director and the Chief Financial Officer have given a certificate to the Board as required under Clause 49 of the Listing Agreement.

TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND

In terms of Section 205C of the Companies Act, 1956 an amount of Rs. 48.94 lakh being unclaimed dividend of 2005-06 and Rs. 27.00 Lakh being unclaimed dividend of 2006-07 (Interim) were transferred during the year to the Investor Education and Protection Fund established by the Central Government.

DEPOSITS

Other than the deposits that were transferred to the Investor Education and Protection Fund, there were no other deposits due for repayment on 31st March, 2014. The Company had discontinued acceptance of deposits since July 2003.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956 the Directors confirm that, to the best of their knowledge and belief :

In the preparation of the Profit & Loss Account for the financial year ended 31st March, 2014 and the Balance Sheet as at that date ("financial statements"), applicable Accounting Standards have been followed;

Appropriate accounting policies have been selected and applied consistently and such judgements and estimates that are reasonable and prudent have been made so as to give a true and fair view of the state of affairs of the Company as at the end of the financial year and of the profit of the Company for that period;

Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. To ensure this, the Company has established internal control systems, consistent with its size and nature of operations. In weighing the assurance provided by any such system of internal controls its inherent limitations should be recognised. These systems are reviewed and updated on an ongoing basis. Periodic internal audits are conducted to provide reasonable assurance of compliance with these systems. The Audit Committee meets at regular intervals to review the internal audit function;

Proper systems are in place to ensure compliance of all laws applicable to the Company;

The financial statements have been prepared on a going concern basis.

AUDITORS

M/s. Deloitte Haskins & Sells, Chartered Accountants, Chennai, the Company''s Auditors, retire at the conclusion of the forthcoming Annual General Meeting and are eligible for re-appointment.

The Board, on the recommendation of the Audit Committee, has proposed that M/s. Deloitte Haskins & Sells, Chartered Accountants, Chennai be appointed as the Statutory Auditors of the Company for a period of three years at the Annual General Meeting of the Company. The Auditors have confirmed their willingness for reappointment as Auditors of the Company and has provided the necessary certificates in compliance of Section 139 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014.

COST AUDITOR

M/s Geeyes & Co, Cost Accountants, who were appointed as Cost Auditors for the year ended 31st March, 2013 have filed the cost audit reports pertaining to Sugar, Co-generation, Industrial Alcohol and neem based pesticide with the Central Government. The Company has also filed the necessary Compliance Report with Ministry of Corporate Affairs in Form A as per The Companies (Cost Accounting Records Rules), 2011. The Company received the approval of the Central Government for the appointment of M/s. Geeyes & Co., Cost Accountants as Cost Auditors for the Financial Year 2013-14.

PARTICULARS OF EMPLOYEES

As required under the provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended, the names and other particulars of employees are set out in the Annexure to the Directors'' Report.

ACKNOWLEDGEMENT

The Directors thank the customers, suppliers, farmers, financial institutions, banks and shareholders for their continued support and also recognize the contribution made by the employees to the Company''s progress during the year under review.

On behalf of the Board

Chennai A. VELLAYAN

May 15, 2014 Chairman

---

Mar 31, 2013

The Directors have pleasure in presenting their report together with the audited accounts for the financial year ended 31st March, 2013.

The performance highlights of the company for the year are summarized below:

FINANCIAL RESULTS

Rs. in lakh

Particulars 2012-13 2011-12

Total Income 209,978 1,71,217

Profit Before Interest, 60,562 27,447 Depreciation and Tax

Less: Interest 13,668 6,443

Depreciation 10,787 7,397

Profit Before Tax 36,107 13,607

Less: Provision for Tax :

- Current 839 750

- MAT Credit entitlement (839) (750)

- Deferred 2,936 (125)

Profit After Tax 33,171 13,732 Add : Surplus brought forward 37,966 34,164

Amount available for 71,137 47,896 Appropriation

APPROPRIATIONS

Transfer to General Reserve 35,000 1,400

Transfer to Debenture 1,250 1,583 Redemption Reserve

Dividend on Equity Capital:

Interim dividend paid 10,431 6,947

Dividend Distribution Tax (Net) - -

Surplus carried to Balance 24,456 37,966 Sheet

TOTAL 71,137 47,896

PERFORMANCE

The Company posted an all-round improved performance with an impressive top line growth and earnings reflecting the robustness of its corporate strategy of creating multiple drivers of growth. This performance is particularly noteworthy when viewed against the backdrop of the extremely challenging business context resulting out of a regulated regime.

This year''s performance includes Units of Haliyal and Sankili of Parrys Sugar Industries Limited (PSIL), which were merged with the company as a result of the Scheme of Demerger approved by the Courts.

The Company recorded revenue of Rs. 2,09,978 lakh (including other income of Rs. 10,729 lakh) for the year ended 31st March, 2013 as compared to Rs. 1,71,217 lakh in the previous year 2011-12.

Other income for the year was Rs. 10,729 lakh (excluding bonus debenture of Rs. 26,573 lakh) as against Rs. 17,038 lakh in 2011-12. The dividend income for the year was Rs. 32,182 lakh (including the bonus debenture of Rs. 26,573 lakh) against Rs. 12,561 lakh in 2011-12. Interest income earned during the year was Rs. 3,347 lakh as against Rs. 2,247 lakh in 2011-12.

The Earnings before Interest, Depreciation, Tax and Amortization for the year was Rs. 60,562 lakh representing 30% of total sales as against previous year''s Rs. 27,447 lakh. Performance of sugar by-product division namely distillery and dividend income received have contributed towards EBIDTA during the year.

Sugar division''s sales increased from Rs. 1,43,782 lakh in 2011-12 to Rs. 1,87,888 Lakh in 2012-13 driven by increased Sugar and Alcohol sales.

Bio Pesticides division''s sales has marginally reduced to Rs. 7,321 Lakh as against Rs. 7,628 Lakh in 2011-12.

Nutraceuticals division''s sale has increased to Rs. 5,731 Lakh as against Rs. 4,359 Lakh in 2011-12.

BUSINESS SEGMENTS

SUGAR

The Company, along with its subsidiaries, has nine sugar plants spread across South India of which four are in Tamil Nadu, one in Puducherry, three in Karnataka and one in Andhra Pradesh. The company has a sugarcane crushing capacity of 34,750 TCD and cogeneration capacity of 146 MW across its sugar mills. The integrated sugar units have been designed to optimize process efficiencies, increase sugarcane recovery ratio, and increase energy efficiency through reduced steam and power consumption. The company during the year focused on removal of bottlenecks and improving process efficiencies.

The Company crushed 65 lakh MT of sugar cane during the financial year 2012-13. The recovery of sugar from sugar cane was at 9.23% as against 9.04% in the previous year owing to better quality of sugarcane crop and the integration of Haliyal & Sankili units following the demerger from PSIL. The Company produced 6,01,381 MT of sugar and 3,21,891 MT of molasses during the financial year 2012-13. This was possible due to increased usage of mechanical harvesters thereby reducing the dependence on manual labour, encouraging farmers to plant High Yielding Varieties of sugar cane, increased area under drip irrigation, soil fertility improvement activities etc.

The company sold 4,95,218 MT of Sugar as against 4,04,841 MT during the previous year. The company also sold 1,10,902 MT of Molasses as against 90,373 MT in the previous year.

POWER

The operations of power generation were smooth across all of the six cogen plants. While most of the power generated was continued to be used captively to run the plants, the surplus power was sold to TNEB and other merchant power purchasers.

Power generation was higher at 6,534 MW as compared to 5,243 MW in the previous year (including Haliyal and Sankili). The company exported 4,100 MW of power during the year as against 3,427 MW in the previous year.

DISTILLERY

During the year, Industrial Alcohol/ENA production was higher at 654 Lakh Litres as compared to 398 Lakh Litres during the previous year, resulting in an increase of over 64% over the previous year on account of greater efficiencies of production in Sivaganga distillery as well as the integration of Haliyal and Sankili units into EID''s sugar division.

BIO PRODUCTS

Bio Pesticides

The Bio-Pesticides Division registered revenue of Rs. 7,321 lakh in 2012-13 as compared to Rs. 7,628 lakh of previous year and accounting for 4% of the Company''s Revenue. The drop in turnover was due to lower sales in domestic market largely due to the weak agro climatic factors that prevailed during the year in our key markets. PBIT for the year was however higher at Rs. 1,557 lakh against Rs. 1,305 lakh in 2011-12. Sale of Technical to USA achieved an impressive growth of 25% over previous year. Production of Technical Aza was 10,141 Kgs, the highest ever in a year.

Nutraceuticals

The Nutraceuticals Division''s turnover was Rs. 5,731 lakh for the year ended 31st March, 2013 representing 3% of the Company''s Revenue. About 76% of this represents exports.

Premium Organic Spirulina continues to outperform competition in its segment and sales during the year had grown at 41% over the previous year. During the year, the company has successfully stabilized the production process of Astaxanthin, a carotenoid extracted from Haematococcus pluvialis, a micro algae, by producing 5,135 kgs of biomass (1.5% Carotenoid equivalent). The company is pursuing the ethical marketing route in the domestic market for creating awareness and acceptance of the OTC products, considering that the use of Nutraceutical products still depend on doctor''s endorsement.

DIVIDEND

During the year, the Company had paid 600% interim dividend (Rs. 6 per equity share of Rs. 1 each) in February, 2013. The Board has not recommended final dividend for the year ended March 31, 2013.

CORPORATE DEVELOPMENTS

ACQUISITION OF EQUITY SHARES FROM CARGILL ASIA PACIFIC HOLDINGS PTE LIMITED IN SILKROAD SUGAR PRIVATE LIMITED

The Company entered into a Share Purchase Agreement with Cargill Asia Pacific Holdings Pte Ltd and Silkroad Sugar Private Limited and purchased 5,69,77,800 equity shares of Rs. 10/- each from Cargill Asia Pacific Holdings Pte Ltd. Consequent to the above purchase of equity shares, the Company''s holding in Silkroad Sugar Private Limited has increased to 99% and has become Company''s subsidiary.

SCHEME OF ARRANGEMENT - MERGER OF DEMERGED SUGAR UNDERTAKINGS OF PARRYS SUGAR INDUSTRIES LIMITED INTO E.I.D.-PARRY (INDIA) LIMITED

Pursuant to the scheme of approval by the High Courts of Karnataka and Madras, two units of Parrys Sugar Industries Limited (PSIL) namely Haliyal unit and Sankili unit got merged with E.I.D.-Parry (India) Limited with effect from 1st April, 2012.

The Company has allotted 18,38,578 equity shares to the equity shareholders of Parrys Sugar Industries Limited pursuant to the Scheme of Arrangement (Demerger) during the financial year and the Equity Shares are listed and traded both in National Stock Exchange of India Limited (NSE) and Bombay Stock Exchange Limited (BSE).

INVESTMENTS

During the financial year, the Company had invested an amount ofRs. 50 Crore in the Equity Share Capital of Sadashiva Sugars Limited, a wholly owned subsidiary, by converting a part of unsecured loan into equity shares.

During the financial year, the Company had also invested an amount ofRs. 15 Crore in 8% Cumulative Redeemable Preference Shares of Rs. 10/- each of Parrys Sugar Industries Limited by converting a part of unsecured loan.

EMPLOYEE STOCK OPTION SCHEME

Linder the ''Employee Stock Option Scheme'' (''the Scheme'') of the Company and based on the approval of the shareholders at the Annual General Meeting held on 26th July, 2007 and subsequent amendments thereof, the Company had not granted any options during the year ended 31st March, 2013. The details of the Options granted up to 31st March, 2013 and other disclosures as required under Clause 12 of the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 are set out in the Annexure to this Report.

The Company''s Statutory Auditors, M/s.Deloitte Haskins & Sells, have certified that the Scheme had been implemented in accordance with the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 and the resolutions passed by the Members in this regard.

CREDIT RATING

During the year, rating agency CRISIL has assigned Long term Debt rating of "AA" (High Safety) with negative outlook. The Company continued to enjoy A1 rating for short term borrowing.

SOCIAL RESPONSIBILITY

The Company undertook a wide range of initiatives for the livelihood enhancement and for health and hygiene awareness in the rural community in which it operates. The Company also worked towards the preservation of environment through various water and social conservation programs.

Towards utilising the scarce water resource, the Company promoted micro irrigation systems like Drip, Sprinklers and Group Lift Irrigation programs.

SUBSIDIARY COMPANIES

Coromandel International Limited

Coromandel achieved a revenue of Rs. 8,62,727 lakh for the year ended 31st March, 2013 and the profit after tax was Rs. 44,399 lakh. The Company''s Board had recommended a dividend ofRs. 4.50 per share (450%) for the year ended 31st March, 2013.

Parrys Sugar Industries Limited

The Company recorded revenues of Rs. 10,084 lakh for the 12 months period ended 31st March, 2013. After providing for Depreciation, Interest and Tax, the loss after tax was Rs. 1,293 lakh.

Sadashiva Sugars Limited

The Company recorded revenues of Rs. 12,206 lakh for the year ended 31st March, 2013. The Profit before finance costs and exceptional items amounted to Rs. 87 lakh. Net loss for the period was Rs. 3,004 lakh.

Silkroad Sugar Private Limited

The revenue for the year was Rs. 311 lakh. During the year ended 31st March, 2013 the company made a loss before tax ofRs. 6,580 lakh.

Parry Infrastructure Company Private Limited

During the year under review the company earned an income of Rs. 6,474 lakh with Profit Before Tax of Rs. 521 lakh. After providing for tax provision, the Profit after Tax was Rs. 368 lakh.

Parry America Inc.

Parry America Inc, the 100% subsidiary based in US, reported an income of US$ 7,537 thousand for the year ended 31st March, 2013. The Profit after Tax was US$ 361 thousand.

Parry Phytoremedies Private Limited

The revenue for the year was Rs. 519 lakh. During the year ended 31st March, 2013 the company made a loss before tax ofRs. 375 Lakh.

Parrys Sugar Limited

The Company during the year ended 31st March 2013, earned an income of Rs. 14 lakh with profit after tax of Rs. 14 lakh.

Parrys Investments Limited

During the year ended 31st March, 2013 the Company earned an income of Rs. 3 lakh and the Profit after Tax was Rs. 2 lakh.

US Nutraceuticals LLC

This overseas Subsidiary, during the year ended 31st March, 2013 earned an income of US$ 15,969 thousand and the Profit after Tax was US$ 55 thousand.

SUBSIDIARY ACCOUNTS

In terms of the direction under Section 212(8) of the Companies Act, 1956 vide General Circular No.2/2011, bearing No.51/12/2007-CL-lll dated 8-2-2011 issued by Government of India, Ministry of Corporate Affairs, the Board of Directors have passed a Resolution according consent to the Company for not attaching the financial statements in respect of all the Subsidiary Companies for the year ended 31st March, 2013.

The annual accounts of the subsidiary companies and the related detailed information will be made available to shareholders of the holding and subsidiary companies seeking such information at any point of time. The annual accounts of the subsidiary companies will also be available for inspection by any shareholder in the Head Office of the holding company and of the subsidiary companies concerned during working hours upto the date of the Annual General Meeting. A hard copy of details of accounts of subsidiaries will be furnished to any shareholder on demand.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements have been prepared by the Company in accordance with the applicable Accounting Standards (AS-21, AS-23 and AS - 27) issued by the Institute of Chartered Accountants of India and the same together with Auditors'' Report thereon form part of the Annual Report.

DIRECTORS

Mr. A. Vellayan, Director is liable to retire by rotation in terms of Articles 102 and 103 of the Articles of Association of the Company and being eligible, offer himself for re-appointment. Mr. R A Savoor, Director liable to retire by rotation at the ensuing Annual General Meeting has opted not to seek re appointment.

Mr. Ravindra S Singhvi, Managing Director, resigned from the Board with effect from 10th April, 2013. The Board places on record its grateful appreciation for the valuable services rendered and contributions made by him.

Mr. V. Manickam who resigned from the Board pursuant to LIC withdrawing their nomination, joined the Board on 30th January, 2013 as an Independent Director and will hold office till the ensuing Annual General Meeting. The Company had received notice from a member proposing the appointment of Mr. V. Manickam as a Director of the Company.

As required under Clause 49 of the Listing Agreement relating to Corporate Governance, a brief resume, expertise and details of other directorships of Mr. A. Vellayan and Mr. V. Manickam, Directors are provided in the Notice of the ensuing Annual General Meeting.

CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreements with the Stock Exchanges, a Management Discussion and Analysis Report, Corporate Governance Report and Auditors'' Certificate regarding compliance of conditions of Corporate Governance are made a part of the Annual Report.

CEO/CFO CERTIFICATION

Mr. P. Gopalakrishnan, Manager appointed under Companies Act, 1956 & Vice President (Finance), has given a certificate to the Board as contemplated in Clause 49 of the Listing Agreement.

TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND

In terms of Section 205C of the Companies Act, 1956 an amount ofRs. 20.74 lakh being unclaimed dividend of 2004-05 was transferred during the year to the Investor Education and Protection Fund established by the Central Government.

DEPOSITS

Other than the deposits that were transferred to the Investor Education and Protection Fund, there were no other deposits due for repayment on or before 31st March, 2013. The Company had discontinued acceptance of deposits since July 2003.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956 the Directors confirm that, to the best of their knowledge and belief:

- In the preparation of the Profit & Loss Account for the financial year ended 31st March, 2013 and the Balance Sheet as at that date ("financial statements"), applicable Accounting Standards have been followed;

- Appropriate accounting policies have been selected and applied consistently and such judgements and estimates that are reasonable and prudent have been made so as to give a true and fair view of the state of affairs of the Company as at the end of the financial year and of the profit of the Company for that period;

- Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. To ensure this, the Company has established internal control systems, consistent with its size and nature of operations. In weighing the assurance provided by any such system of internal controls its inherent limitations should be recognised. These systems are reviewed and updated on an ongoing basis. Periodic internal audits are conducted to provide reasonable assurance of compliance with these systems. The Audit Committee meets at regular intervals to review the internal audit function;

- Proper systems are in place to ensure compliance of all laws applicable to the Company;

- The financial statements have been prepared on a going concern basis.

AUDITORS

M/s. Deloitte Haskins & Sells, Chartered Accountants, Chennai, the Company''s Auditors, retire at the conclusion of the forthcoming Annual General Meeting and are eligible for re-appointment.

The Board, on the recommendation of the Audit Committee, has proposed that M/s. Deloitte Haskins & Sells, Chartered Accountants, Chennai be re-appointed as the Statutory Auditors of the Company and to hold office till the conclusion of the next Annual General Meeting of the Company. M/s. Deloitte Haskins & Sells, Chartered Accountants, Chennai have forwarded their certificate to the Company, stating that their re-appointment, if made, will be within the limit specified in that behalf in Sub- section (IB) of Section 224 of the Companies Act, 1956.

COST AUDITOR

Mr. D Narayanan, Cost Accountant, who was appointed as Cost Auditor for the year ended 31st March, 2012 has filed the following cost audit reports to Central Government

SI. Product Due date of Actual date No. filing cost of filing cost audit report audit report

1. Sugar 28.02.2013 31.01.2013

2. Cogeneration 28.02.2013 31.01.2013

3. Industrial 28.02.2013 31.01.2013 Alcohol

4. Neem based 28.02.2013 31.01.2013 Pesticide

*As per Central Government Circular No.2/2013 dated January 31,2013, Ministry of Corporate Affairs has extended the time limit for filing of Cost Audit Report for the financial year ended 31.03.2012 upto 28th February, 2013 or 180 days from the close of Company''s financial year whichever is later.

The Company had filed the Compliance Report with Ministry of Corporate Affairs in Form A on 31st January, 2013 within the due date of 28th February, 2013 as per The Companies (Cost Accounting Records Rules), 2011.

The Company received the approval of the Central Government for appointment of M/s Geeyes & Co., Cost Accountants as Cost Auditors for the financial year 2012- 2013.

SECRETARIAL AUDIT REPORT

As a measure of good corporate Governance practice, the Company appointed M/s. R. Sridharan & Associates, Prac- tising Company Secretaries, to conduct Secretarial Audit.

For the year ended 31st March, 2013 M/s. R. Sridharan & Associates, Practising Company Secretaries has conducted the secretarial audit and the report has been reviewed by the Board.

PARTICULARS OF EMPLOYEES

Under the provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended, the names and other particulars of employees are set out in the Annexure to the Directors'' Report.

FORWARD LOOKING STATEMENTS

This Report contains forward-looking statements that involve risks and uncertainties. When used in this Report, the words "anticipate", "believe", "estimate", "expect", "intend", "will", and other similar expressions as they relate to the Company and/or its businesses are intended to identify such forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Actual results, performances or achievements could differ materially from those expressed or implied in such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of their dates. This report should be read in conjunction with the financial statements included herein and the notes thereto.

ACKNOWLEDGEMENT

The Directors thank the customers, suppliers, farmers, financial institutions, banks and shareholders for their continued support and also recognize the contribution made by the employees to the Company''s progress during the year under review.

On behalf of the Board

Chennai A. VELLAYAN

April 30, 2013 Chairman

---

Mar 31, 2012

The Directors have pleasure in presenting their Report together with the audited accounts for the financial year ended 31st March, 2012.

The performance highlights of the Company for the year are summarized below:

FINANCIAL RESULTS

Rs.Lakhs

2011-12 2010-11

Total Income 171,217 143,840

Profit Before Interest,

27,447 18,927 Depreciation and Tax

Less : Interest 6,443 4,817

Depreciation 7,397 7,370

Profit Before Tax 13,607 6,740

Less: Provision for Tax :

- Current 750 -

- MAT Credit entitlement (750) -

- Deferred (125) (1,186)

Profit After Tax 13,732 7,926

Add : Surplus brought forward 34,164 30,680 Amount available for

47,896 38,606

Appropriation

APPROPRIATIONS

Transfer to General Reserve 1,400 800

Transfer to Debenture

1,583 750

Redemption Reserve

Dividend on Equity Capital :

Interim paid 6,947 3,466 Dividend Distribution Tax

(Met) - (574)

Surplus carried to Balance 37,966 34,164

Sheet ' '

TOTAL 47,896 38,606

PERFORMANCE

The Company posted an all-round improved performance with an impressive top line growth and earnings reflecting the robustness of its corporate strategy of creating multiple drivers of growth. This performance is particularly noteworthy when viewed against the backdrop of the extremely challenging business context resulting out of a regulated regime.

The Company recorded revenue of Rs. 171,217 Lakhs (including other income of Rs. 17,552 Lakhs) for the year ended 31st March, 2012. The total income of the company for the year 2011-12 grew by 19% to Rs. 171,217 Lakhs from Rs.143,840 Lakhs in the year 2010-11.

Other income for the year was Rs.17,552 Lakhs as against Rs. 16,699 Lakhs in 2010-11 which includes dividend income of Rs.12,561 Lakhs against Rs. 11,431 Lakhs in 2010-11. Interest income earned during the year was Rs. 2,247 Lakhs as against Rs. 1,689 Lakhs in 2010-11.

The Earnings before Interest, Depreciation, Tax and Amortization for the year was Rs. 27,447 Lakhs representing 18 % of total sales and showed a 45% rise over previous year's Rs. 18,927 Lakhs (including Profit on Sale of Investments of Rs. 2,214 Lakhs). Better performance of Bio Pesticides, other value added products of Sugar such as Cogeneration and Distillery and dividend income received have contributed towards EBIDTA during the year.

Sugar division's sales increased from Rs. 118,889 Lakhs in 2010-11 to Rs. 144,771 Lakhs in 2011-12 driven by increased Sugar and Alcohol sales.

Bio Pesticides division's sales has increased by 31% to Rs. 7,666 Lakhs as against Rs. 5,833 Lakhs in 2010-11.

Nutraceuticals division's sale has marginally reduced to Rs. 4,359 Lakhs as against Rs. 4,393 Lakhs in 2010-11.

BUSINESS SEGMENTS SUGAR

The Company has nine sugar plants spread across South India of which four are in Tamil Nadu, one in Puducherry, and through its subsidiaries, three in Karnataka and one in Andhra Pradesh. The Company has increased its throughput sugarcane capacity to 34,750 TCD and cogeneration capacity to 146 MW across its sugar mills. The integrated Sugar Units have been designed to optimize process efficiencies, increase sugarcane recovery ratio, and increase energy efficiency through reduced steam and power consumption. The company during the year focused on removal of bottlenecks, improving process efficiencies, sugarcane recovery ratio and increasing energy efficiency through reduced steam and power consumption.

The Company crushed 48.02 LMT of sugar cane during the year 2011 - 12 and processed 3,818 MT of raw sugar. The recovery of sugar from sugar cane was at 9.04% as against 8.90% in the previous year owing to better quality of sugarcane crop and certain other favorable factors. The Company produced 434,107 MT Sugar from Sugarcane, 3,484 MT Sugar from raw sugar and 246,439

MT Molasses during the financial year 2011 - 12. This was possible due to increased usage of mechanical harvesters thereby reducing the dependence on manual labour, encouraging farmers to plant High Yielding Varieties of sugar cane, increased area under drip irrigation, soil fertility improvement activities etc.

The company sold 404,841 MT of Sugar as against 335,760 MT during the previous year, registering an increase of 21%. The Company also sold 90,373 MT of Molasses as against 32,035 MT in the previous year, registering an increase of 182%.

POWER

The operations of power generation were smooth in all of the four cogen plants. While most of the power generated by us continued to be used actively to run the plants, the surplus power was sold to TNEB.

Power generation was higher at 5,243 MW as compared to 4,474 MW in the previous year recording a growth of 17% largely due to higher quantum of bagasse available from the crushing of sugarcane. The Company exported 3,427 MW of power during the year as against 3,147 MW in the previous year reporting an increase of 8.89%.

DISTILLERY

During the year, Industrial Alcohol/ENA production was higher at 398 Lakh Litres as compared to 275 Lakh Litres during the previous year, resulting in an increase of over 45% over the previous year.

BIO PRODUCTS Bio Pesticides

The Bio-Pesticides Division registered revenue of Rs. 7,666 Lakhs in 2011-12 as compared to Rs. 5,833 Lakhs of previous year and accounting for 5% of the Company's Revenue. PBIT for the year was Rs. 1,305 Lakhs against Rs. 1,151 Lakhs in 2010-11.

Nutraceuticals

The Nutraceuticals division's turnover was Rs. 4,359 Lakhs for the year ended 31st March, 2012 representing 3% of the Company's Revenue. About 78% of this represents exports.

Your company is planning to leverage the Parry brand into the wellness sector in the Indian Nutraceutical market by launching a range of OTC products under the Parry brand addressing various health concerns. The products will cover preventive as well as health specific management segments. Changing lifestyles and increasing health concerns of an ageing population, offer an emerging opportunity for the business. Your company has added two new products during the year viz., "GreenT6" and "Rejuveneyes" to its existing portfolio of Spirulina, Pro9, Pro9D and NBC9.

DIVIDEND

During the year, the Company had already paid an interim dividend of Rs. 4 (400 %) per equity share of Re.1 each in March, 2012. The Board has not recommended final dividend for the year ended March 31, 2012.

CORPORATE DEVELOPMENTS

INVESTMENT IN US NUTRACEUTICALS LLC

During the year, the company acquired 100% voting rights in its subsidiary company, US Nutraceuticals LLC (doing business as Valensa International), Florida, USA. Valensa International is a leading science-based developer and provider of high quality botanically sourced products for nutritional supplements and functional foods and has launched health condition specific formulations including for eye and joint health. This increase in holding provides the platform for your company to move up the value chain by manufacturing value added formulations from its ingredients, apart from cross selling opportunities in the US and in the rest of the world for both your company and Valensa.

APPROVAL OF SCHEME OF ARRANGEMENT - MERGER OF DEMERGED SUGAR UNDERTAKINGS OF PARRYS SUGAR INDUSTRIES LIMITED INTO E.I.D.-PARRY (INDIA) LIMITED

The Board of Directors at their meeting held on April 25, 2012 have approved a Scheme of Arrangement (Demerger) between the Company and Parrys Sugar Industries Limited (PSIL), a subsidiary of the Company, under Sections 391 to 394 of the Companies Act, 1956 pursuant to which the Sankili and Haliyal undertakings of PSIL would be merged into the Company with effect from 1st April, 2012. This is subject to the approval of the shareholders and various other statutory and regulatory approvals.

Upon this Scheme becoming effective, the Company shall issue equity shares of the Company to the shareholders of PSIL in the ratio of 5 (Five) equity shares of Re. 1/- each fully paid for every 19 (Nineteen) equity Shares of Rs.10/- each fully paid, held by them in PSIL.

DELISTING FROM MADRAS STOCK EXCHANGE (MSE)

During the year ended March 31, 2010, in accordance with the provisions of SEBI(Delisting of Equity Shares) Regulations, 2009, the Company had made an application to the Madras Stock Exchange for voluntary delisting of its Equity Shares. Madras Stock Exchange vide its letter dated April 4, 2012, informed of their decision to delist the company's shares from their Stock Exchange.

EMPLOYEE STOCK OPTION SCHEME

Under the 'Employee Stock Option Scheme' ('the Scheme') of the Company and based on the approval of the shareholders at the Annual General Meeting held on 26th July, 2007, the Company had granted 285,900 Options during the year ended 31st March, 2012. The details of the Options granted up to 31st March, 2012, and other disclosures as required under Clause 12 of the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999, are set out in the Annexure to this Report.

The Company's Statutory Auditors, Messrs. Deloitte Haskins & Sells, have certified that the Scheme had been implemented in accordance with the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 and the resolutions passed by the Members in this regard.

CREDIT RATING

The Company continues to have "AA" rating from CRISIL for its various debt placements signifying Stable Outlook.

SOCIAL RESPONSIBILITY

The Company undertook a wide range of initiatives for the livelihood enhancement and for health and hygiene awareness in the rural community. The Company also worked towards the preservation of environment through various water and social conservation programs.

Towards utilizing the scarce water resource, the Company promoted micro irrigation systems like Drip, Sprinklers and Group Lift Irrigation programs.

During the month of December'11, cyclone "Thane" struck parts of Tamil Nadu causing loss of property and crops. With the aid of cane teams, farmers were met and assistance was provided to them through food and other facilities. All their priorities were identified and steps were taken to bring the farming fraternity to normalcy at the earliest possible time.

SUBSIDIARY COMPANIES

Coromandel International Limited

Coromandel achieved a turnover of Rs. 982327 Lakhs for the year ended 31st March, 2012 and the profit after tax was Rs.69327 Lakhs. The Company's Board had recommended a final dividend of Rs. 3 per share (300 %) for the year. With the interim dividend of Rs. 4 per share (400%) paid in 2012, the total dividend to be paid by Coromandel for the year ended 31st March, 2012 is Rs.7 per share. (700%)

Parrys Sugar Industries Limited

The company recorded a revenue of Rs. 59452 Lakhs for the 12 months period ended 31st March, 2012. After providing for Depreciation, Interest and Tax, the loss after tax was Rs.3343 Lakhs.

Sadashiva Sugars Limited

The Company recorded a revenue of Rs. 17580 Lakhs for the year ended 31st March, 2012. The Profit before Depreciation, Interest and Tax amounted to Rs. 1620 Lakhs. After providing for depreciation, interest and tax, the loss after tax was Rs. 2214 Lakhs.

Parry Infrastructure Company Private Limited

During the year under review the company earned an income of Rs. 5,721 Lakhs. After providing for interest, finance cost and other expenditure amounting to Rs. 5,387 Lakhs, the Profit Before Tax was Rs.334 Lakhs. After providing for tax provision of Rs. 108 Lakhs, the Profit after Tax was Rs. 226 Lakhs. With the brought forward amount of Rs. 89 lakhs, Rs. 315 Lakhs is carried to Balance sheet.

Parry America Inc.

Parry America Inc, the 100% subsidiary based in US, reported an income of US$ 6363 thousands for the year ended 31st March, 2012. The Profit After Tax was US$ 247 thousands. Including the carried forward profit of US$ 521 thousands for the previous year, the profit carried forward for the year was US$ 768 thousands.

Parry Phytoremedies Private Limited

The revenue for the year was Rs. 392 Lakhs. During the year ended 31st March, 2012 the company made a loss before tax of Rs. 299 Lakhs.

Parrys Sugar Limited

The Company during the year ended 31st March, 2012 earned an income of Rs. 16 Lakhs. After providing for tax of Rs. 4 Lakhs, the Profit after Tax was Rs. 12 Lakhs. With the brought forward amount of Rs. 45 Lakhs, Rs. 57 Lakhs is carried to Balance sheet.

Parrys Investments Limited

During the year ended 31st March, 2012 the company earned an income of Rs. 3 Lakhs and the Profit after Tax was Rs. 2 Lakhs.

US Nutraceuticals LLC

This overseas Subsidiary, during the year ended 31st March, 2012 earned an income of US$ 15,364 thousands and the Loss after Tax was US$ 677 thousands.

SUBSIDIARY ACCOUNTS

In terms of the direction under Section 212(8) of the Companies Act, 1956 vide General Circular No.2/2011, bearing No.51/12/2007-CL-III dated 8-2-2011 issued by Government of India, Ministry of Corporate Affairs, the Board of Directors have passed a Resolution according consent to the Company for not attaching the financial statements in respect of all the Subsidiary Companies for the year ended 31st March, 2012.

The annual accounts of the subsidiary companies and the related detailed information will be made available to shareholders of the holding and subsidiary companies seeking such information at any point of time. The annual accounts of the subsidiary companies will also be available for inspection by any shareholders in the head office of the holding company and of the subsidiary companies concerned during working hours up to the date of the Annual General Meeting. A hard copy of details of accounts of subsidiaries will be furnished to any shareholder on demand.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements have been prepared by the Company in accordance with the applicable Accounting Standards (AS-21, AS-23 and AS-27) issued by the Institute of Chartered Accountants of India and the same together with Auditors' Report thereon form part of the Annual Report.

DIRECTORS

Mr. V Ravichandran, Mr. M B N Rao and Mr. V Manickam, Directors retire by rotation in terms of Articles 102 and 103 of the Articles of Association of the Company and being eligible, offer themselves for re-appointment. As required under Clause 49 of the Listing Agreement relating to Corporate Governance, a brief resume, expertise and details of other directorships of Mr. V Ravichandran, Mr. M B N Rao and Mr. V. Manickam are provided in the Notice of the ensuing Annual General Meeting.

CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreements with the Stock Exchanges, a Management Discussion and Analysis Report, Corporate Governance Report and Auditors' Certificate regarding compliance of conditions of Corporate Governance are made a part of the Annual Report.

CEO/CFO CERTIFICATION

Mr. Ravindra S. Singhvi, Managing Director and Mr. P. Gopalakrishnan, Vice President (Finance), have given a certificate to the Board as contemplated in Clause 49 of the Listing Agreement.

TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND

In terms of Section 205C of the Companies Act, 1956, an amount of Rs. 9.39 Lakhs being unclaimed dividend, interest on fixed deposit etc. was transferred during the year to the Investor Education and Protection Fund established by the Central Government.

DEPOSITS

Other than the deposits that were transferred to the Investor Education and Protection Fund, there were no other deposits due for repayment on or before 31st March, 2012. The Company had discontinued acceptance of deposits since July 2003.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors confirm that, to the best of their knowledge and belief :

- In the preparation of the Profit & Loss Account for the financial year ended 31st March, 2012 and the Balance Sheet as at that date ("financial statements"), applicable Accounting Standards have been followed;

- Appropriate accounting policies have been selected and applied consistently and such judgments and estimates that are reasonable and prudent have been made so as to give a true and fair view of the state of affairs of the Company as at the end of the financial year and of the profit of the Company for that period;

- Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. To ensure this, the Company has established internal control systems, consistent with its size and nature of operations. In weighing the assurance provided by any such system of internal controls its inherent limitations should be recognized. These systems are reviewed and updated on an ongoing basis. Periodic internal audits are conducted to provide reasonable assurance of compliance with these systems. The Audit Committee meets at regular intervals to review the internal audit function;

- Proper systems are in place to ensure compliance of all laws applicable to the Company;

- The financial statements have been prepared on a going concern basis.

AUDITORS

M/s. Deloitte Haskins & Sells, Chartered Accountants, Chennai, the Company's Auditors, retire at the conclusion of the forthcoming Annual General Meeting and are eligible for re-appointment.

The Board, on the recommendation of the Audit Committee, has proposed that M/s. Deloitte Haskins & Sells, Chartered Accountants, Chennai be re-appointed as the Statutory Auditors of the Company and to hold office till the conclusion of the next Annual General Meeting of the Company. M/s. Deloitte Haskins & Sells, Chartered Accountants, Chennai have forwarded their certificate to the Company, stating that their re- appointment, if made, will be within the limit specified in that behalf in Sub-section (1B) of Section 224 of the Companies Act, 1956.

COST AUDITOR

Mr.D.Narayanan, Cost Accountant who was appointed as Cost Auditor for the year ended 31st March, 2011 has filed the following cost audit reports to the Government.

Sl. Product Due date of Actual date of No. filing cost filing cost audit audit report report

1. Sugar 30.09.2011 21.09.2011

2. Industrial 21.09.2011 & 30.09.2011 Alcohol 23.09.2011

3. Neem based 30.09.2011 26.09.2011 Pesticide

The Company received the approval of the Central Government for appointment of Mr.D.Narayanan as Cost Auditor to conduct the cost audits for the financial year 2011-12.

M/s. Geeyes & Co., Cost Accountants have been appointed as Cost Auditor to conduct cost audit relating to Sugar, Cogeneration Plants, Industrial Alcohol and Neem based Pesticide for the year ending 31st March, 2013.

SECRETARIAL AUDIT REPORT

As a measure of good corporate Governance practice, the Company appointed M/s. R. Sridharan & Associates, Practicing Company Secretaries, to conduct Secretarial Audit.

For the year ended 31st March, 2012 M/s. R. Sridharan & Associates, Practicing Company Secretaries have conducted the secretarial audit and the report has been reviewed by the Board.

PARTICULARS OF EMPLOYEES

Under the provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended, the names and other particulars of employees are set out in the Annexure to the Directors' Report.

FORWARD LOOKING STATEMENTS

This Report contains forward-looking statements that involve risks and uncertainties. When used in this Report, the words "anticipate", "believe", "estimate", "expect", "intend", "will" and other similar expressions as they relate to the Company and/or its businesses are intended to identify such forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. Actual results, performances or achievements could differ materially from those expressed or implied in such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statement that speak only as of their dates. This report should be read in conjunction with the financial statements included herein and the notes thereto.

ACKNOWLEDGEMENT

The Directors thank the customers, suppliers, farmers, financial institutions, banks and shareholders for their continued support and also recognize the contribution made by the employees to the Company's progress during the year under review.

On behalf of the Board

Chennai A. VELLAYAN

April 25, 2012 Chairman

---

Mar 31, 2011

The Directors have pleasure in presenting their Report together with the audited accounts for the financial year ended 31st March, 2011. The performance highlights of the Company for the year are summarised below:

FINANCIAL RESULTS

Rs. Lakhs

2010-11 2009-10

Total Income 143550 129682

Profit Before Interest, Depreciation and Tax 18353 35536

Less : Interest 4243 3857

Depreciation 7370 6933

Profit Before Tax 6740 24746

Less: Provision for Tax :

- Current (Net of MAT Credit) - 2600

- Deferred (1186) 2987

- MAT Credit entitlement - (1369)

Profit After Tax 7926 20528

Add : Surplus brought forward 30680 59180

Amount available for Appropriation 38606 79708

APPROPRIATIONS

Transfer to General Reserve 800 40000

Transfer to Debenture Redemption Reserve 750 417

Dividend on Equity Capital :

Interim paid 3466 5181

Proposed Final - 3454

Dividend Distribution Tax (Net) (574) (24)

Surplus carried to Balance Sheet 34164 30680

TOTAL 38606 79708

PERFORMANCE

The Company recorded a revenue of Rs. 143550 Lakhs (including other income of Rs. 17981 Lakhs) for the year ended 31st March, 2011. Other income includes Rs. 2214 Lakhs (2009-10 – Rs. 798 Lakhs) of profit on sale of investments. The total gross sales of the company for the year 2010-11 grew by 9 % to Rs. 129115 Lakhs from Rs.118576 Lakhs in the year 2009-10.

Other income for the year was Rs. 17981 Lakhs as against Rs. 14950 Lakhs in 2009-10 which includes income from sale of balance 3% stake in Roca Bathroom Products Pvt. Ltd. (formerly Parryware Roca Pvt. Ltd) - Rs. 2214 Lakhs, dividend income of Rs. 11431 Lakhs against Rs. 10017 Lakhs in the year 2009-10. Interest income earned during the year was Rs. 1689 Lakhs as against Rs. 772 Lakhs in the year 2009-10. The Earnings Before Interest, Depreciation, Tax and Amortisation (EBIDTA) for the year was Rs. 16139 Lakhs (excluding Profit on Sale of Investments of Rs. 2214 Lakhs) representing 13% of total sales and showed a dip of 53.54% over previous years EBIDTA of Rs. 34738 Lakhs (excluding Profit on Sale of Investments of Rs. 798 Lakhs). Losses of Sugar segment was the main contributor to above dip in EBIDTA.

However, better performance of Bio pesticides, Nutraceuticals, other value added products of Sugar such as Co-generation and Distillery and dividend income received have contributed towards positive side of EBIDTA during the year. Sugar divisions sales increased from Rs. 108887 Lakhs in the year 2009-10 to Rs. 115901 Lakhs in the year 2010-11 mainly driven by increased Power export and Alcohol sales.

Bio Pesticides divisions sales has increased by 63% to Rs. 5832 Lakhs as against sales during 2009-10. Nutraceuticals divisions sales has increased by 17% to Rs. 4393 Lakhs as against sales during 2009-10.

SUGAR

The sugar industry is one of the largest agro based industries, supporting Indias economic growth.

The Company has nine sugar plants spread across Southern India of which four are in Tamil Nadu, one in Puducherry, and through its subsidiaries, three in Karnataka and one in Andhra Pradesh.

The Company has increased the throughput sugarcane capacity to 32500 TCD and co-generation capacity to 146 MW across its sugar mills. The integrated Sugar Units have been designed to optimise process efficiencies, increase sugarcane recovery ratio, and increase energy efficiency through reduced steam and power consumption.

INVESTMENT In PARRYS SUGAR INDUSTRIES LIMITED (PREVIOUSLY Known As M/s GMR INDUSTRIES LTD.)

As part of the growth strategy for the Sugar business, the company acquired 65% equity stake in the equity capital of M/s Parrys Sugar Industries Ltd. (PSIL) (previously known as M/s GMR Industries Ltd.) after complying with all formalities relating to open offer under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations 1997 to the shareholders of PSIL.

JOINT VENTURE WITH CARGILL ASIA PACIFIC HOLDINGS PTE LIMITED

During the financial year ended 31st March 2011, the Joint Venture entity viz. Silkroad Sugar Private Ltd., commenced commercial production. However, supply of gas is an area of concern and maximum efforts are put in for ensuring continuous supply of gas. With a capacity of 2000 tons of refined sugar production per day and with a 35 MW Co-generation Plant, this refinery will be the largest in the South Asian region.

BIO-PRODUCTS

bio-Pesticides

The Bio-Pesticides Division registered revenue of Rs. 5839 Lakhs in the year 2010-11 as compared to Rs. 3626 Lakhs in the previous year accounting for 4% of the Companys Revenue. PBIT for the year was Rs. 1151 Lakhs against Rs. 561 Lakhs in 2009-10.

Nutraceuticals

The Nutraceuticals divisions turnover was Rs. 4368 Lakhs for the year ended 31st March, 2011 representing 3% of the Companys Revenue. About 82% of this represents exports.

Nutraceuticals division is planning to leverage the Parry brand into the wellness sector in the Indian Nutraceutical market by launching a range of OTC products under the Parry brand addressing various health concerns. The products will cover preventive as well as health specific management segments. Changing lifestyles and increasing health concerns of an aging population, offer an emerging opportunity for the business. As part of this initiative, Nutraceuticals division has launched Protein drink products under the brand Pro9 and Pro9D during the last quarter of the year 2010-11. While the former is for the general public, the later is a variant for diabetic segment.

DIVIDEND

During the year, the Company had already paid an interim dividend of Rs. 2 (200 %) per equity share of Re. 1 each in March, 2011. The Board has not recommended final dividend for the year ended 31st March, 2011.

CORPORATE DEVELOPMENTS SUB DIVISION OF SHARES

In order to further improve liquidity of shares, widen the shareholder base and to make the shares affordable for smaller investors, the nominal value of equity shares were sub divided from Rs. 2 per share to Re. 1 per share with effect from 24th December, 2010 after obtaining the approval of shareholders through postal ballot.

INVESTMENT IN US NUTRACEUTICALs LLC

During the year under review, the Company acquired a further 3% stake in US Nutraceuticals LLC increasing the stake from 48% to 51% and consequently US Nutraceuticals LLC had become a subsidiary of the Company.

SALE OF SHARES IN ROCA BATHROOM PRODUCTS PRIVATE LIMITED

During the year, Roca Bathroom Investments S.L. (ROCA S.L.) exercised the call option notice for purchasing the balance 64045 equity shares held by the Company in Roca Bathroom Products Private Ltd., for a consideration of Rs. 22.20 Crore. The Company accepted their above said offer and transferred the balance 64045 equity shares of Rs. 10 each to ROCA S.L. in March, 2011. With this transfer, the entire stake in Roca Bathroom Products Private Ltd., had been divested.

DELISTING FROM LUXEMBOURG STOCK EXCHANGE – GLOBAL DEPOSITORY RECEIPTS (GDRs)

The total number of GDRs listed in Luxembourg Stock Exchange (LSE) was less than 0.15% of the share capital of the company. Further, there were negligible transactions since October 2005. In view of the compliance costs not commensurate with the total GDRs outstanding, the Board approved the delisting of GDRs from LSE. The GDRs from LSE have been delisted from April 11, 2011.

VOLUNTARY DELISTING OF EQUITY SHARES FROM THE MADRAS STOCK EXCHANGE LTD.

During the year ended 31st March, 2010, in accordance with the provisions of SEBI (Delisting of Equity Shares) Regulations, 2009, the Company had made an application to The Madras Stock Exchange Limited for voluntary delisting of its Equity Shares from where the Companys Equity Shares are listed and the application is pending.

EMPLOYEE STOCK OPTION SCHEME

Under the Employee Stock Option Scheme (the Scheme) of the Company and based on the approval of the shareholders at the Annual General Meeting held on 26th July, 2007, the Company had granted 366300 Options during the year ended 31st March, 2011.

The details of the Options granted up to 31st March, 2011, and other disclosures as required under Clause 12 of the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999, are set out in the Annexure to this Report.

The Companys Statutory Auditors, Messrs. Deloitte, Haskins & Sells, have certified that the Scheme had been implemented in accordance with the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 and the resolutions passed by the Members in this regard.

SUBSIDIARY COMPANIES

Coromandel International Limited

Coromandel achieved a turnover of Rs. 752795 Lakhs for the year ended 31st March, 2011 and the profit after tax was Rs. 69446 Lakhs. The Companys Board has recommended a final dividend of Rs. 3 per share (300%) for the year. With the interim dividend of Rs. 4 per share (400%) paid in February, 2011, the total dividend declared by Coromandel for the year ended 31st March, 2011 is Rs. 7 per share. ( 700%)

Parrys sugar Industries Limited

Parrys Sugar Industries Ltd., (formerly GMR Industries Ltd.,) a listed subsidiary was acquired by EID Parry in August, 2010. The said company recorded a revenue of Rs. 29852 Lakhs for the 12 months period ended 31st March, 2011. After providing for depreciation, interest and expenses, the loss after tax was Rs. 6760 Lakhs.

Sadashiva Sugars Limited

The Company recorded a revenue of Rs. 7060 Lakhs for the year ended 31st March, 2011. The Profit before Depreciation, Interest and Tax amounted to

Rs. 787 Lakhs. After providing for depreciation, interest and tax, the loss after tax was Rs. 2082 Lakhs.

Parry Infrastructure company Private Limited

During the year under review the company earned an income of Rs. 1378 Lakhs. After providing for interest, finance cost and other expenditure amounting to Rs.1246 Lakhs, the Profit Before Tax was Rs. 132 Lakhs. After providing for tax provision of Rs. 44 Lakhs, the Profit after Tax was Rs. 88 Lakhs. With the brought forward amount of Rs. 1 lakh, Rs. 89 Lakhs is carried to Balance sheet.

Parry America Inc.

Parry America Inc. the 100% subsidiary based in US, reported an income of US$ 5524 thousands for the year ended 31st March, 2011. The Profit After Tax was US$ 245 thousands. With the carried forward profit of US$ 276 thousands for the previous year, the profit carried forward for the year was US$ 521 thousands.

Parry Phytoremedies Private Limited

The revenue for the year was Rs. 974 Lakhs. During the year ended 31st March, 2011 the company made a loss after tax of Rs. 90 Lakhs.

Parrys sugar Limited

The Company during the year ended 31st March 2011, earned an income of Rs. 11 Lakhs. After providing for tax of Rs. 3 Lakhs, the Profit after Tax was Rs. 8 Lakhs. With the brought forward amount of Rs. 9 Lakhs, Rs. 17 Lakhs is carried to Balance Sheet.

Parrys Investments Limited

During the year ended 31st March, 2011 the company earned an income of Rs. 97 Lakhs and the Profit after Tax was Rs. 92 Lakhs.

Us Nutraceuticals LLC

During the year ended 31st March, 2011, the overseas subsidiary earned an income of US$ 12075 thousands and the Loss after Tax was US$ 1703 thousands .

Coromandel Bathware Limited

In view of the Company suspending its operations with effect from 31st March, 2000, the Board of Directors of the Company applied to the Registrar of Companies, Tamil Nadu, Chennai for striking off the name of the Company under Section 560 of the Companies Act, 1956 under the Easy Exit Scheme, 2011 announced by the Ministry of Corporate Affairs, Government of India.

The Ministry of Corporate Affairs, Government of India vide their letter dated 29th January, 2011 had informed that the name of the company had been struck off the Register and dissolved.

SUBSIDIARY ACCOUNTS

In terms of the approval granted by the Central Government u/s 212 (8) of the Companies Act, 1956, vide their letter dated 24th January, 2011 copies of the Balance Sheet, Profit & Loss Account, Reports of the Board and the Auditors of all the Subsidiary Companies have not been attached to the Balance Sheet of the Company as at 31st March, 2011.

However, as directed by the Central Government, the financial data of the subsidiaries have been separately furnished forming part of the Annual Report. These documents will also be available for inspection at the Registered Office of the Company and the concerned subsidiary companies, during working hours up to the date of the Annual General Meeting. However, the related detailed information of the Annual Accounts of the Subsidiary Companies will be made available to the Holding and Subsidiary Companies investors seeking such information at any point of time. The Annual Accounts of the Subsidiary Companies will also be kept for inspection by the investors at the Registered Office of the Company and that of the Subsidiary Companies concerned.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements have been prepared by the Company in accordance with the applicable Accounting Standards (AS-21, AS-23 and AS-27) issued by the Institute of Chartered Accountants of India and the same together with Auditors Report thereon form part of the Annual Report.

DIRECTORS

Mr. K. Raghunandan stepped down from the Board both as the Managing Director and also as a Director with effect from 28th January, 2011 consequent to his movement to the Murugappa Group as Head of IT & Technology. The Board places on record its appreciation for the services rendered and the valuable contributions made by Mr. K. Raghunandan, during his tenure as Managing Director.

Mr. Ravindra S. Singhvi, who joined the Company as the Chief Executive Officer in December, 2010 was inducted in the Board as an Additional Director of the Company with effect from 29th January, 2011 and also appointed as the Managing Director for a period of 5 years with effect from 29th January, 2011.

The Company has received a notice from a member proposing the appointment of Mr. Ravindra S. Singhvi as a Director of the Company. As required under Clause 49 of the Listing Agreement relating to Corporate Governance, a brief resume, expertise and details of other directorships

of Mr. Ravindra S. Singhvi are provided in the Notice of the Annual General Meeting.

Mr. R.A. Savoor and Mr. Anand Narain Bhatia, Directors retire by rotation in terms of Articles 102 and 103 of the Articles of Association of the Company and being eligible, offer themselves for re-appointment. As required under Clause 49 of the Listing Agreement relating to Corporate Governance, a brief resume, expertise and details of other directorships of Mr. R.A. Savoor and Mr. Anand Narain Bhatia are provided in the Notice of the ensuing Annual General Meeting.

CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, a Management Discussion and Analysis Report, Corporate Governance Report and Auditors Certificate regarding compliance of conditions of Corporate Governance forms part of the Annual Report.

CEO/CFO CERTIFICATION

Mr. Ravindra S. Singhvi, Managing Director and Mr. P. Gopalakrishnan, Vice President (Finance), have given a certificate to the Board as contemplated in Clause 49 of the Listing Agreement.

TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND

In terms of Section 205C of the Companies Act, 1956, an amount of Rs. 9.14 Lakhs being unclaimed dividend, interest on fixed deposit and unclaimed deposits etc. was transferred during the year to the Investor Education and Protection Fund established by the Central Government.

DEPOSITS

Other than the deposits that were transferred to the Investor Education and Protection Fund, there were no other deposits due for repayment on or before 31st March, 2011. The Company had discontinued acceptance of deposits since July 2003.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors confirm that, to the best of their knowledge and belief :

- in the preparation of the Profit & Loss Account for the financial year ended 31st March, 2011 and the Balance Sheet as at that date (“financial statements”), applicable Accounting Standards have been followed;

- appropriate accounting policies have been selected and applied consistently and such judgements and

estimates that are reasonable and prudent have been made so as to give a true and fair view of the state of affairs of the Company as at the end of the financial year and of the profit of the Company for that period;

- proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. To ensure this, the Company has established internal control systems, consistent with its size and nature of operations. In weighing the assurance provided by any such system of internal controls its inherent limitations have to be recognised. These systems are reviewed and updated on an ongoing basis. Periodic internal audits are conducted to provide reasonable assurance of compliance with these systems. The Audit Committee meets at regular intervals to review the internal audit function;

- proper systems are in place to ensure compliance of all laws applicable to the Company;

- the financial statements have been prepared on a going concern basis.

AUDITORS

M/s. Deloitte, Haskins & Sells, Chartered Accountants, Chennai, the Companys Statutory Auditors, retire at the conclusion of the forthcoming Annual General Meeting and are eligible for re-appointment. The Board, on the recommendation of the Audit Committee, has proposed

that M/s. Deloitte Haskins & Sells, Chartered Accountants, Chennai be re-appointed as the Statutory Auditors of the Company and to hold office till the conclusion of the next Annual General Meeting of the Company. M/s. Deloitte Haskins & Sells, Chartered Accountants, Chennai have forwarded their certificate to the Company, stating that their re-appointment, if made, will be within the limit specified in that behalf in Sub-section (1B) of Section 224 of the Companies Act, 1956.

COST AUDITOR

The Company received the approval of the Central Government for appointment of Mr. D. Narayanan as Cost Auditor to conduct the cost audits for the financial year 2010-11.

PARTICULARS OF EMPLOYEES

Under the provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended, the names and other particulars of employees are set out in the Annexure to the Directors Report.

ACKNOWLEDGEMENT

The Directors thank the customers, suppliers, farmers, financial institutions, banks and shareholders for their continued support and also recognise the contribution made by the employees to the Companys progress during the year under review.



on behalf of the board

A. VELLAYAN Chairman

Chennai April 29, 2011

---

Mar 31, 2010

The Directors have pleasure in presenting their Report together with the audited accounts for the financial year ended 31st March, 2010.

The performance highlights of the Company for the year are summarised below:

FINANCIAL RESULTS

Rs. Lakhs 2009-2010 2008-2009 Total Income 129682 167772 Profit Before Interest and Depreciation 35536 96539 Less : Interest 3857 2682 Depreciation 6933 5017 Profit Before Tax 24746 88840 Less : Provision for Tax : - Current 2600 13800 - Deferred 2987 5776 - MAT Credit entitlement (1369) - - Fringe Benefit Tax – 68 Profit After Tax 20528 69196 Add : Surplus brought forward 59180 15784 Amount available for Appropriation 79708 84980 APPROPRIATIONS Transfer to General Reserve 40000 6920 Transfer to Debenture Redemption Reserve 417 - Dividend on Equity Capital : Interim paid 5181 12181 Proposed Final 3454 5167 Dividend Tax (Net) (24) 1532 Surplus carried to Balance Sheet 30680 59180 TOTAL 79708 84980

PERFORMANCE

The Company recorded a revenue of Rs.129682 lakhs (including other income of Rs.14950 lakhs) for the year ended 31st March, 2010. Other income includes Rs.798 lakhs (2008-09 - Rs.74972 lakhs) of Profit on sale of investments. The total gross sales of the company for the year 2009-10 grew by 51% to Rs. 118576 Lakhs from Rs. 78384 Lakhs in the year 2008 - 09.

The Earnings before Interest, Depreciation, Tax and Amortization for the year was Rs. 34738 Lakhs (excluding Profit on sale of Investments of Rs.798 lakhs) representing 30% of total sales and showed a growth of 61% over previous years Rs. 21567 Lakhs (excluding profit on sale of investments of Rs.74972 lakhs). The increased profits in Sugar resulted in higher EBIDTA during current year.

Sugar sales increased from Rs.58618 Lakhs to Rs.93634 Lakhs in 2009-10, showing a growth of 60% mainly driven by higher prices. Alcohol sales increased by 113% consequent to the newly commissioned Distillery plant at Sivaganga district, Tamilnadu. Revenue from sale of power recorded an increase of 29%.

Bio-Pesticides sales dropped marginally due to drop in volume.

Nutraceuticals divisions sales increased by 29%, due to higher sales volume of Spirulina and traded products that include Lycopene , Lutein & Others.

SUGAR

The sugar industry is one of the largest agro based industries, supporting Indias economic growth. The downturn in sugar production witnessed in 2008-09 Sugar Season is slated to continue into the next two Sugar Seasons (2009-10 and 2010-11) as production is expected to be significantly lower than consumption, leading to the possibility of sugar imports to meet domestic demand.

The Company has six sugar plants spread across South India of which four are in Tamil Nadu, one in Puducherry and one in Karnataka through its subsidiary, Sadashiva Sugars Ltd. The Company has increased the throughput sugarcane capacity to 21,500 TCD and cogeneration capacity to 100 MW across its sugar mills. The integrated Sugar Units have been designed to optimize process efficiencies, increase sugarcane recovery ratio, and increase energy efficiency through reduced steam and power consumption.

The Company continues to be one of the low cost producers of international quality sugar, through its innovative process and farmer centric practices.

The existing Distillery unit at Nellikuppam has been converted into a multi-product unit with ENA and Ethanol production facilities. Further expanding capacity from 40 KLPD to 75 KLPD is in progress. The green field stand alone distillery factory in Sivaganga, with a capacity of 60 KLPD, commissioned during March 2009 stabilised during the year.

INVESTMENT IN SADASHIVA SUGARS LIMITED

As part of the growth strategy for the Sugar business, in October, 2009 the Company acquired a 76% stake in the Equity of M/s Sadashiva Sugars Limited, Bangalore having its factory at Nagaral Nainegali, Bagalkot District, Karnataka. The factory has a capacity to crush sugarcane of 2500 TCD and Cogen capacity of 15.5 MW. With this acquisition, the Company made an entry in the State of Karnataka.

JOINT VENTURE WITH CARGILL ASIA PACIFIC HOLDINGS PTE LIMITED

During the financial year ended 31st March 2010, your company invested Rs. 1430 lakhs in the equity of the Joint Venture entity viz. Silkroad Sugar Private Ltd.

The commercial production is yet to commence and is expected to commence in 2010-11 and the delay has been due to non availability of gas. With a capacity of 2000 tons of refined sugar production per day and with a 35 MW Co-Generation Plant, this refinery will be the largest in the South Asian region.

BIO PRODUCTS

Bio Pesticides

The US market experienced economic slowdown resulting in 10-15% sales reduction for agrochemicals.

Organic crop areas reduced by 20-30% over 2008-09 leading to sales reduction of biological inputs. Better economic outlook over 2010-11 and thereafter is expected to bring back the organic momentum.

Domestic markets, mainly in Tamil Nadu, Karnataka, West Bengal and North Eastern States registered growth over 2008-09, mainly due to the product acceptability of Bio Granule Abda in rice and Fruits & Vegetables crop segments.

The revenue (including excise duty) for the year ended 31st March, 2010 was Rs.3626 lakhs as compared to Rs.3636 lakhs of previous year. PBIT for the year was Rs. 561 lakhs against the previous years Rs. 717 lakhs.

Nutraceuticals

The Nutraceuticals products continued to grow in all the markets and are currently exported to over 38 countries. Certified Organic Spirulina continues to outperform competition in its segment.

The revenue (including excise duty) for the year ended 31st March, 2010 was Rs. 3747 lakhs representing 3% of the Companys revenue. About 80% of this represents exports. Nutraceuticals divisions sales has increased by 28%, due to higher sales volume of Spirulina and traded products that include Lycopene, Lutein & Others.

To ensure that Parry Nutraceuticals maintains its edge in product development, the Parry Life Sciences facility was established at TICEL Park, Chennai to develop products and formulations in line with market demand across dietary supplement, functional foods and Pharmaceuticals segments.

R & D

During the year, the Company incurred a sum of Rs. 357.90 lakhs towards the revenue expenditure on account of Research and Development at the Approved In-House R & D units at Bangalore and Nellikuppam. The Company also incurred a sum of Rs. 1.61 lakhs towards Capital expenditure in respect of Approved In-House R & D units at Bangalore and Nellikuppam. In addition to the above, the Company also spent a sum of Rs. 270.49 lakhs towards revenue expenditure and Rs. 298.19 lakhs towards Capital expenditure for establishing a new research centre at Chennai.

DIVIDEND

Your Directors are pleased to recommend a final dividend of Rs. 4 (200 %) per equity share of Rs. 2 each for the

financial year ended 31st March, 2010. During the year, the Company had already paid an interim dividend of Rs. 6 (300%) per equity share of Rs. 2 each in February, 2010.

With this, the total dividend declared for the year is Rs.10 (500%) per share.

CORPORATE DEVELOPMENTS

INVESTMENT IN EQUITY SHARES OF PARRY PHYTOREMEDIES PRIVATE LIMITED, SUBSIDIARY COMPANY

During the year under review, the Company acquired a further 20,000 equity shares of Rs. 100 each of Parry Phytoremedies Private Limited, a subsidiary increasing the stake from 51% to 63%.

INVESTMENT IN EQUITY SHARES OF COROMANDEL INTERNATIONAL LIMITED, SUBSIDIARY COMPANY

During the year, the Company acquired a further 3,36,500 shares of Rs.2 each of Coromandel International Limited, a listed Subsidiary of the Company. With this, the Company holds 63% in their Equity.

SALE OF SHARES IN TRICHY DISTILLERIES AND CHEMICALS LIMITED

During the year, the Company divested its entire stake of 2,20,000 equity shares of Rs.10 each held by the Company in Trichy Distilleries and Chemicals Limited.

VOLUNTARY DELISTING OF EQUITY SHARES FROM THE MADRAS STOCK EXCHANGE LTD.

In accordance with the provisions of SEBI (Delisting of Equity Shares) Regulations, 2009, the Company has made an application to The Madras Stock Exchange Limited for voluntary delisting of its Equity Shares from where the Companys Equity Shares are listed. The proposed voluntary delisting would not adversely affect the investors, as the Companys shares would continue to be listed on the NSE and BSE, which have nation wide terminals.

EMPLOYEE STOCK OPTION SCHEME

Under the ‘Employee Stock Option Scheme’ (‘the Scheme’) of the Company, the Company had not granted any Options during the year ended 31st March, 2010. The details of the Options granted up to 31st March, 2010, and other disclosures as required under Clause 12 of the Securities and Exchange Board of India

(Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999, are set out in the Annexure to this Report.

The Companys Auditors, Messrs. Deloitte, Haskins & Sells, have certified that the Scheme had been implemented in accordance with the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 and the resolutions passed by the Members in this regard.

SUBSIDIARY COMPANIES Coromandel International Limited

The name of the Company has been changed during the year from Coromandel Fertilisers Limited to Coromandel International Limited (Coromandel) in order to communicate the business potential of the Company across the globe to the stakeholders. Coromandel achieved a turnover of Rs. 639473 lakhs for the year ended 31st March, 2010 and the profit after tax was Rs.46820 lakhs. The Companys Board had recommended a final dividend of Rs. 4 per share (200 % ) for the year. With the interim dividend of Rs. 6 per share (300%) paid in February, 2010, the total dividend from Coromandel for the year ended 31st March, 2010 is Rs.10 per share (500%).

Parry Chemicals Limited

Parry Chemicals Limited, a 100% subsidiary of Coromandel, achieved a turnover of Rs.56.96 lakhs for the year ended 31st March, 2010. The Profit after Tax was Rs.1.68 lakhs.

Parrys Sugar Limited

The Company during the year ended 31st March 2010, earned an income of Rs.12.56 lakhs and after providing for expenses amounting to Rs.0.44 lakhs, the Profit before tax was Rs.12.12 lakhs. After providing for tax of Rs. 3 lakhs, the Profit after Ta x was Rs.9.12 lakhs. With the brought forward amount of Rs.27.95 lakhs, Rs.37.07 lakhs is carried to Balance sheet.

Parry Infrastructure Company Private Limited

The Company is in the process of evaluating various properties held by the Murugappa Group Companies and depending on the market demand and potential value, the Company will progress on the development of these properties for residential/commercial purposes.

During the year under review the company earned a profit of Rs.5 lakhs. After adjusting the carried forward loss of Rs.4 lakhs, the balance amount of Rs.1 lakh is carried to the Balance Sheet.

Parry America Inc.

Parry America Inc, the 100% subsidiary based in US, reported an income of US$ 2,960 thousands for the year ended 31st March, 2010. The Profit After Tax was US$ 134 thousands. Including the carried forward profit of US$ 142 thousands for the previous year, the profit carried forward for the year was US$ 276 thousands.

Parrys Investments Limited

During the year ended 31st March, 2010 the company earned an income of Rs.5 lakhs and the Profit after Tax was Rs.1 lakh.

Coromandel Bathware Limited

No operations were carried on during the current year.

Parry Phytoremedies Private Limited

The revenue for the year was Rs.603 lakhs. During the year ended 31st March, 2010 the company made a loss of Rs. 89 lakhs.

Sadashiva Sugars Limited

The Company, acquired by EID Parry during October, 2009 recorded a revenue of Rs.1123 lakhs for the year ended 31st March, 2010. After providing for depreciation, interest and expenses the loss carried forward was Rs.1470 lakhs.

SUBSIDIARY ACCOUNTS

In terms of the approval granted by the Central Government u/s 212 (8) of the Companies Act, 1956, copies of the Balance Sheet, Profit & Loss Account, Reports of the Board and the Auditors of all the Subsidiary Companies have not been attached to the Balance Sheet of the Company as at 31st March, 2010. However as directed by the Central Government, the financial data of the subsidiaries have been separately furnished forming part of the Annual Report. These documents will also be available for inspection at the Registered Office of the Company and the concerned subsidiary companies, during working hours up to the date of the Annual General Meeting. However, the related detailed information of the Annual Accounts of the Subsidiary Companies will be made available to the Holding and Subsidiary Companies investors seeking such information at any point of time. The Annual Accounts of the Subsidiary Companies will also be kept for inspection by the investors at the Registered Office of the Company and that of the Subsidiary Companies concerned.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements have been prepared by the Company in accordance with the applicable Accounting Standards (AS-21, AS-23 and AS-27) issued by the Institute of Chartered Accountants of India and the same together with Auditors Report thereon form part of the Annual Report.

DIRECTORS

Mr.Sridhar Ganesh, Director resigned from the Board with effect from 30th October, 2009.

The Board places on record its grateful appreciation of the valuable services rendered and contributions made by Mr.Sridhar Ganesh as a Director.

Mr.M.B.N.Rao and Mr.V.Ravichandran, joined the Board as Additional Directors on 1st August, 2009 and 30th October, 2009 respectively and will hold office till the ensuing Annual General Meeting. The Company had received notices from members proposing the appointments of Mr.M.B.N.Rao and Mr.V.Ravichandran as Directors of the Company.

Mr. A.Vellayan, Chairman retires by rotation in terms of Articles 102 and 103 of the Articles of Association of the Company and being eligible, offers himself for re-appointment.

As required under Clause 49 of the Listing Agreement relating to Corporate Governance, a brief resume, expertise and details of other directorships of Mr.M.B.N.Rao, Mr.V.Ravichandran and Mr.A.Vellayan are provided in the Notice of the ensuing Annual General Meeting.

CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreements with the Stock Exchanges, a Management Discussion and Analysis Report, Corporate Governance Report and Auditors Certificate regarding compliance of conditions of Corporate Governance are made a part of the Annual Report.

CEO / CFO CERTIFICATION

Mr.K.Raghunandan, Managing Director and Mr.P.Gopalakrishnan, Vice President (Finance), have given a certificate to the Board as contemplated in Clause 49 of the Listing Agreement.

TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND

In terms of Section 205C of the Companies Act, 1956, an amount of Rs.6.32 lakhs being unclaimed dividend, interest on fixed deposit and unclaimed deposits etc. was transferred during the year to the Investor Education and Protection Fund established by the Central Government.

DEPOSITS

4 deposits totalling to Rs. 0.39 lakhs due for repayment on or before 31st March, 2010 were not claimed by the Depositors on that date. Efforts are being made to contact all such deposit holders to facilitate the refund to them. The Company had discontinued acceptance of deposits since July 2003.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors confirm that, to the best of their knowledge and belief :

- in the preparation of the Profit & Loss Account for the financial year ended 31st March, 2010 and the Balance Sheet as at that date (“financial statements”), applicable Accounting Standards have been followed;

- appropriate accounting policies have been selected and applied consistently and such judgements and estimates that are reasonable and prudent have been made so as to give a true and fair view of the state of affairs of the Company as at the end of the financial year and of the profit of the Company for that period;

- proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. To ensure this, the Company has established internal control systems, consistent with its size and nature of operations. In weighing the assurance provided by any such system of internal controls its inherent limitations should be recognised. These systems are reviewed and updated on an ongoing basis. Periodic internal audits are conducted to provide reasonable assurance of compliance with these systems. The Audit Committee meets at regular intervals to review the internal audit function;

- the financial statements have been prepared on a going concern basis.

AUDITORS

M/s. Deloitte, Haskins & Sells, Chartered Accountants, Chennai, the Companys Auditors, retire at the conclusion of the forthcoming Annual General Meeting and are eligible for re-appointment.

The Board, on the recommendation of the Audit Committee, has proposed that M/s. Deloitte Haskins & Sells, Chartered Accountants, Chennai be re-appointed as the Statutory Auditors of the Company and to hold office till the conclusion of the next Annual General Meeting of the Company. M/s. Deloitte Haskins & Sells, Chartered Accountants, Chennai have forwarded their certificate to the Company, stating that their re-appointment, if made, will be within the limit specified in that behalf in Sub-section (1B) of Section 224 of the Companies Act, 1956.

COST AUDITOR

The Company received the approval of the Central Government for appointment of Mr.D.Narayanan as Cost Auditor to conduct the cost audits for the financial year 2009-10.

PARTICULARS OF EMPLOYEES

Under the provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended, the names and other particulars of employees are set out in the Annexure to the Directors Report.

ACKNOWLEDGEMENT

The Directors thank the customers, suppliers, farmers, financial institutions, banks and shareholders for their continued support and also recognise the contribution made by the employees to the Companys progress during the year under review.

On behalf of the Board Chennai A. VELLAYAN April 24, 2010 Chairman