Directors Report of Piccadily Sugar and Allied Industries Ltd.

Mar 31, 2024

Your Directors have the pleasure in presenting their 31^st Annual Report together with Audited Accounts of the Company for the year ended 31^st March 2024.

FINANCIAL RESULTS:

(Rs. In lacs)
Particulars	2023-24	2022-23
Revenue from Operations	483.71	1904.01
Add: other income	138.43	275.70
Total income	622.13	2179.71
(Increase)/decrease of Stock in trade	74.67	35.88
Profit before Exceptional items & Tax	(466.06)	(411.25)
Exceptional Items	261.10*	124.74
Loss before Tax	(204.96)	(286.51)
Provision for Tax Deferred Tax Earlier years	(14.95)	(79.08)
Net (Loss)	(190.01)	(207.42)
Transfer to Profit & Loss A/c	(190.01)	(207.42)
*Profit on the sale of Fixed Assets

1. Review of the operations of Company

A) Patran (Punjab): The distillery unit has produced 5062 cases of Punjab Medium Liquor (PML) consisting of 50 degree & 65 degree. The unit has also produced 3251 boxes of Indian made foreign Liquor (IMFL) consisting of 3251 boxes of Whistler whisky. The unit has achieved a turnover of 101.80 Lacs during the year.

Bawal (Haryana) The distillery unit has produced 86606 cases of Country Liquor & has made a turnover of 381.90 Lacs.

B) Sugar Mill

Sugar Mill did not commence the crushing operations during the season 2023-24, due to adverse conditions prevailing in the entire area. Low recovery of sugar & steep increase in the prices of sugarcane rendered the prices of finished sugar un- remunerative. There is a other income of Rs. 19.91 Lacs during the year.

C) Expansion Plan

The ethanol project for enhancement and augmentation of the existing distillery of the company at Patran from 40 KLPD to 105 KLPD. The progress of implementation of the project is as per schedule. All the major machinery has been ordered and implementation is underway.

The expected Commercial Operation of the project is in the last quarter of 2024.

2. Standalone Results:

During year under review the total income of the Company is Rs. 622.13 lacs with a Profit/Loss before Tax (PBT) of Rs.(204.96)lacs against the income of 2179.71 lacs and loss before Tax of Rs. (286.51) lacs in the previous year.

Your Company has suffered losses due to intense competition in the Liqour market. However company is devising new policies to increase the margin of profit & revenue of the company.

3. Dividend

Your Directors have not recommended any dividend on the equity shares for the financial year ended March 31^st, 2024 due to accumulated Losses.

4. Share Capital

The paid up Equity Share Capital as at March 31,2024 stood at Rs. 2325.45 lacs consisting of 23254527 equity shares of Rs.10/- each .During the year under review, the company has not allotted shares or convertible securities or shares with differential voting rights nor has granted any stock options or sweat equity or warrants.

5. Subsidiary/Associate Company

During the year company have no subsidiary company. Details of the subsidiary/associate company are provided in AOC-1 annexed in Annexure-C.

6. Directors & Key Managerial Personnel7. DIRECTORS & KEY MANAGERIAL PERSONNEL

(a) Independent Directors

All the Independent Directors (IDs) have provided declaration u/s 149(6) of the Act and Regulation 16(1) of the SEBI (LODR) Regulations, 2015, confirming that they meet the criteria of independence as laid down under the said Section/ Regulation. The Directors also confirm that they are not disqualified to be appointed as Directors and they have not been debarred by SEBI to hold the office of Director.

(b) Retirement by Rotation

In accordance with the provisions of Section 152 of the Companies Act, 2013 and Articles of Association of the Company, Mr. Naveen Pawar (DIN: 09691282) Director of the Company retires by rotation at the ensuing Annual General Meeting and being eligible for re-appointment.

(c) Appointment/Re-appointment/ Cessation of Directors

Sh. Naveen Pawar re-appointed as Whole -Time Director of the Company w.e.f 30^th July 2024 for a period of one year subject to the approval of shareholders in the forthcoming Annual General Meeting.

Ms. Avneet Kaur (Din No 09479099) was appointed as Non-Executive Additional Non- Independent Director of the Company with effect from 02.07.2024 subject to the approval of shareholders in the forthcoming Annual General Meeting.

Ms. Ramneek Kaur (DIN: 10083512) was appointed as a Non-Executive Additional Independent Director of the Company with effect from 02.07.2024 subject to the approval of shareholders in the forthcoming Annual General Meeting.

Mr. Akhil Dada (DIN: 02321706) was appointed as a Non-Executive Additional Independent Director of the Company with effect from 02.07.2024 subject to the approval of shareholders in the forthcoming Annual General Meeting.

Ms. Madhu Sharma , Director (Din 7149078) has resigned due to her personal reasons on 02/07/2024.

(d) Number of meetings of Board of Directors

During the year under review 6 (six) meetings of the Board of Directors were held to transact the business of the company. The time gap between the two consecutive meetings was not exceeding 120 days. Details of the Board meetings including attendance of Directors at these meetings are provided in the Corporate Governance Report annexed to this report.

(e) Board Evaluation

The Board has carried out an annual evaluation of its own performance, performance of its committees, and individual Directors as required under the provisions of the Act and the Corporate Governance requirements as prescribed by SEBI (LODR) Regulations 2015

(f) Details of Familiarization Programme

The details of the programmes for familiarization of independent directors with the company, their roles, rights, responsibilities in the company, nature of industry in which the company operates and related matters are posted on the website of the company at www.psailpatran.com

(g) Committees of Board

Pursuant to requirement under Companies Act , 2013 & Listing Regulations the Board has constituted the following committees

a) Audit Committee

b) Stakeholder Relationship Committee.

c) Nomination & Remuneration Committee

d) Corporate Social Responsibility Committee

The details of committees viz composition , number of meeting held & attendance of committee members in the meeting are given in Corporate Governance Report forming part of Annual Report.

(h) Key Managerial Personnel

During the financial year ended March 31, 2024 the following persons are the Whole Time Key Managerial Personnel (KMP) of the Company in term of provision of section 203 of the Companies Act, 2013.

Sr. No.	Name	Designation
1.	Mr. Rajesh Kaushik	Chief financial officer
2.	Mr . Naveen Pawar	Whole -time Director
3.	Ms. Kajal Goel	Company Secretary
4.	Ms. Sapna*	Company Secretary
*Resigned on 19.09.2023

7. REPORTING OF FRAUD

There was no instance of fraud during the year under review, which required the Statutory Auditors to report to the Audit Committee and/or board under section 143(12) of act and rules framed there under.

8. STATE OF AFFAIRS OF THE COMPANY

The state of affairs of the company is presented as part of Management Discussion and Analysis Report in a separate section forming part of this report, as required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015.

9. MATERIAL CHANGES & COMMITMENT AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There are no material changes affecting the financial position of the company subsequent to the close of the financial year 2023-24 till the date of report.

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

There are no significant material orders passed by the regulators or Courts or Tribunal which would impact the going concern status of the company and its future operation. However, Members attention is drawn to the statement on Contingent Liabilities and commitments in the notes forming part of the financial statement.

11. DEPOSITS

Your company has not accepted any deposits from the public during the year. Further there is not any noncompliance of Chapter 5 of Companies, Act 2013 and rules framed there under.

12. LISTING WITH STOCK EXCHANGE

The Company’s Share continues to be listed at the BSE Limited (BSE). The Annual Listing fee the financial year 2024-25 has already been paid.

13. POLICY ON DIRECTORS APPOINTMENT & REMUNERATION

The Company has adopted a Remuneration Policy for executive and non-executive directors and persons who are appointed in Senior Management and Key Managerial positions and to determine their remuneration. The remuneration policy is placed on the Company’s website.

14. AUDITORS & AUDIT REPORTa. Statutory Auditors

M/s Jain & Associates, Chartered Accountants, Chandigarh the Statutory Auditors of the company were appointed by the members at the 29^th Annual General meeting of the company for an initial term of 5 years i.e. from the conclusion of 29^th Annual General Meeting till the conclusion of 34^th Annual General meeting of the company pursuant to section 139 of the Companies Act, 2013.They have confirmed that they are not disqualified from continuing as Auditors of the company.

The Auditors Report for the financial year 2023-24 does not contain any qualification, reservation or adverse remark. The Notes on Financial statements referred to in the Auditors report are selfexplanatory and do not call any further comments.

b. Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and remuneration of Managerial Personnel) Rules, 2014 the Board has appointed Mr. Prince Chadha, Practicing Company Secretary as Secretarial Auditors of your company for the financial year 2024-25.

The Secretarial Audit report for the financial year 2023-24 is annexed to this report as “Annexure-A” The Secretarial Auditors report does not contain any qualification, reservation or any adverse remark.

17. AMOUNT PROPOSED TO BE CARRIED TO RESERVES

Particulars of the amount proposed to be carried to reserves have been covered as part of the financial performance of the company.

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

As required under Section 134 (3)(m) of the Companies Act, 2013 read with rule 8 of the Companies (Accounts) Rules 2014, the information relating to the conservation of the energy, technology absorption and foreign exchange earnings and outgo, is annexed and forms part of the report as per “Annexure-B”.

19. CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

The Board has framed a Policy on related party transactions and placed the same on the Company’s website. The related party transactions between the Company and the Directors, Key Management Personnel, or the relatives have been disclosed in the financial statements in Notes to Financial Statements and compliance of Section 188(1) of the Companies Act, 2013 have been duly made wherever applicable.

Details of material contracts or arrangements at arms length basis are at Annexure-D.

20. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Details of Loans, Guarantees and investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements, and however there is no transaction during the year.

21. INTERNAL CONTROLS

The Audit Committee actively reviews the adequacy and effectiveness of the internal control systems and suggests improvements to strengthen the same. The Management Information System of the Company is an integral part of the control mechanism.

The Audit Committee, Board of Directors, Statutory Auditors and the Business Heads are periodically apprised of the internal audit findings and the corrective actions taken.

Audit plays a key role in providing assurance to the Board of Directors. Significant audit observations and corrective actions taken by the management are presented to the Audit Committee of the Board. To maintain its objectivity and independence, the Internal Auditor has an access to the Chairman of the Audit Committee.

22. CHANGE IN THE NATURE OF BUSINESS

During the year under review, there has been no change in the nature of business of the company.

23. EXTRACT OF ANNUAL RETURN

As per the requirements of Section 92(3) of the Act and Rules framed thereunder, the extract of the Annual Return for FY 2023-24 is uploaded on the website of the Company and the same is available at www.psailpatran.com.

24. CORPORATE SOCIAL RESPONSIBILITY (CSR) COMMITTEE-CSR REPORT

The expenditure on the Corporate Social Responsibility is not applicable on the company as there are no average profits as provided u/s 135 of Companies Act 2013 during the last three preceding years.

25. ENVIRONMENT / POLLUTION CONTROL, HEALTH AND SAFETY:

A clean environment and safe operations has always been top priority of the management. Safety of all employees, compliances of environmental regulations and preservation of natural resources are regularly monitored. The effluent and emissions from the plants are regularly monitored and treated.

26. CEO/CFO CERTIFICATION:

In terms of the SEBI (Listing Obligation And Disclosures Requirements) 2015, the Certificate duly signed by Mr. Naveen Pawar, Whole-Time Director and Mr. Rajesh Kaushik, Chief Financial Officer (CFO) of the Company was placed before the Board of Directors along with the annual financial statements for the year ended on March 31,2024, at its meeting held on 22/04/2024. The said Certificate is also annexed to the Corporate Governance Report

27. MANAGEMENT DISCUSSION AND ANALYSIS & CORPORATE GOVERNANCE& POLICIES

Pursuant to regulation 34 (3) of SEBI (Listing Obligation And Disclosure Requirements) 2015.Management discussion and Analysis, Corporate Governance Report and Auditors certificate regarding compliance of conditions of corporate governance are made part of the Annual Report as per “Annexure-F”.

Your board has in accordance with the requirements of Companies Act 2013 & SEBI (Listing obligation and disclosures requirement) 2015 has adopted policies such as Related Party Transaction, Corporate Social Responsibility Policy, Whistle Blower , Vigil Mechanism policy etc. These policies are available on the website of the company and can be viewed on www.psailpatran.com.

Your board has in accordance with the requirements of Companies Act 2013 &SEBI (Listing obligation and disclosure requirements) 2015, has formed Nomination & Remuneration Committee, Corporate Social Responsibility Committee, Audit Committee& Stakeholders relationship Committee is given in “Annexure-F”.

28. WHISTLE BLOWER / VIGIL MECHANISM POLICY

Whistle Blower / Vigil Mechanism policy regulation 22 of the Listing regulations and sub section (9 & 10) of section 177 read with rule 7 of the companies (Meetings of Board & its powers) Rules, 2014, inter-alia, provides, for all listed companies to establish a Whistle Mechanism called “whistle blower policy“ for Directors & employees to report genuine concerns about unethical behavior, actual or suspected fraud or violation of the company’s code of conduct or ethics policy.

As a conscious & vigilant organization, the company believes in the conduct of the affairs of it constituents in a fair & transparent manner, by adopting the highest standards of professionalism, honesty, integrity & ethical behavior. In its endeavor to provide its employee a secure & fearless working environment, the company has established the ‘Whistle Blower Policy‘.

The Whistle Blower Policy and establishment of Vigil Mechanism have been appropriately communicated with in the company. The purpose of the policy is to create a fearless environment for the Directors & employees to report any instance of unethical behavior, actual or suspected fraud or violation of the company’s code of conduct or ethics policy. It protects Directors & employees wishing raise a concern about serious irregularities within the company.

During the year, the company has not received any complaint under Vigil mechanism / whistle blower policy.

29. INSURANCE

The Company has taken adequate Insurance policies for its assets against the possible risks like fire, flood, public liability, marine etc.

30. POLICY ON SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSED ACT 2013)

Your company is committed in creating & maintaining a secured work environment where is its employees, agents vendors & partners can work and pursue business together in an atmosphere free of harassment, exploitation & intimidation. To empower women & protect woman against sexual harassment a policy for prevention of sexual harassment had been rolled out & internal complaints committee as per legal guidelines had been setup. This policy allows employees to report sexual harassment at the work place. The internal committee is empowered to look into all complaints of sexual harassment& facilitate free & fair enquiry process with clear timelines .The policy on prevention of sexual harassment is also posted on the website of the company.

During the year ended 31^st March 2024, no complaints pertaining to sexual harassment was received by the company.

31. EMPLOYEES AND INDUSTRIAL RELATIONS

The Board of Directors and the Management are extremely thankful to all the employees for their commitment, competence and dedication in the affairs of the Company. The relation between the management and employees are transparent, healthy and cordial.

The Board of Directors are pleased and place on record its appreciation for all categories of employees for their sincere efforts and the sense of belongingness and commitment towards the Company.

Further, particulars of employees pursuant to Rule 5(2) & (3) of the above Rules, form part of this Report. However, in terms of provisions of Section 136 of the Act, the Report and Accounts are being sent to all the Members of the Company and others entitled thereto, excluding the said particulars of employees. The said information is available for inspection at the Registered Office of the Company during business hours on working days up to the ensuing AGM. Any Member interested in obtaining such particulars may write to the Company Secretary.

32. DIRECTOR’S RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 134 (3) (c) and section 134(5) of the Companies Act 2013, your Directors hereby report that:

a) In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures.

b) The Directors had selected such accounting policies and applied them consistently and made judgment and estimates that are reasonable & prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the Profit & Loss of the Company for the said period.

c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities

d) The Directors have prepared the Annual Account ongoing concern basis.

e) The Directors in the case of a listed company have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

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

33. INSOLVENCY AND BANKRUPTCY CODE UPDATE

No application has been made / No proceeding is pending under the Insolvency and Bankruptcy Code, 2016 during the year under review.

34. VALUATION FOR ONE TIME SETTLEMENT WITH BANK AND FINANCIAL INSTITUTION:

The Company has not made any valuation for one-time settlement with banks and financial Institution. Hence, there is no reason for elaboration on the said aspect.

35. APPRECIATION

Your Directors wish to place on record their appreciation towards the contribution of all the employees of the company and their gratitude to the company’s valued customers, farmers, bankers, vendors, for their continued support and confidence in the company.

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Mar 31, 2023

The Directors have the pleasure in presenting their 30th Annual Report together with Audited Accounts of the Company for the year ended 31st March 2023.

FINANCIAL RESULTS:

		Rs. in lacs.
Particulars	2022-23	2021-22
Total Income	1904.01	3491.74
Add: other income	275.70	218.98
Total income	2179.71	3710.72
(Increase)/decrease of Stock in trade	35.88	(11.38)
Profit before Interest , Depreciation, Tax & Exceptional items	(31.88)	365.55
Less : Interest	29.28	38.57
Depreciation	289.05	321.70
Profit before Tax	(411.25)	5.28
Provision for Tax	-	-
Deferred Tax	(79.08)	2.59
Earlier years	-	1.58
Net Profit/Loss	(207.42)	1.24
Transfer to Profit & Loss A/c	(207.42)	1.24

1. REVIEW OF THE OPERATIONS OF COMPANY

Patran (Punjab): The distillery unit has produced 221811 cases of Punjab Medium Liquor (PML) consisting of 50 degree & 65 degree. The unit has also produced 3423 boxes of Indian made foreign Liquor (IMFL) consisting of3423 boxes of Whistler whisky. The unit has achieved a turnover of Rs.1055.50 Lacs during the year Bawal (Haryana) The distillery unit has produced 247186 cases of Country Liquor & has made a turnover of Rs. 841.97 Lacs..

B) Sugar Mill

Sugar Mill did not commence the crushing operations during the season 2022-23, due to adverse conditions prevailing in the entire area. Low recovery of sugar & steep increase in the prices of sugarcane rendered the prices of finished sugar un- remunerative. There is a other income of Rs. 78.14 Lacs during the year.

C) Expansion Plan

Your Company is in the process of upgrading the machinery & implementing the ethanol project at Patran Punjab.

2. STANDALONE RESULTS:

During year under review the total income of the Company is Rs. 2179.71 lacs with a Profit/Loss before Tax (PBT) of Rs. (411.25) lacs against the income of 3710.72 lacs and Profit before Tax of Rs. 5.28 lacs in the previous year. Your Company has suffered losses due to intense competition in the Liqour market. However company is devising new policies to increase the margin of profit & revenue of the company.

3. DIVIDEND

Your Directors have not recommended any dividend on the equity shares for the financial year ended March 31st, 2023 due to accumulated Losses.

4. SHARE CAPITAL

The paid up Equity Share Capital as at March 31,2023 stood at Rs 2325.45 lacs consisting of 23254527 equity shares of Rs.10/- each .During the year under review, the company has not allotted shares or convertible securities or shares with differential voting rights nor has granted any stock options or sweat equity or warrants.

5. SUBSIDIARY/ASSOCIATE COMPANY

During the year company have no subsidiary company. Details of the subsidiary/associate company are provided in AOC-1 annexed in Annexure-C.

6. DIRECTORS & KEY MANAGERIAL PERSONNEL

(a) Independent Directors

As on 31st March, 2023 the company has 2 Independent Directors on its board. The Independent Directors have submitted their disclosure to the Board that they fulfill all the requirements as to qualify as an independent director under section 149 (6) of the Companies Act 2013 & 16 (1) (b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.

(b) Retirement by Rotation

In accordance with the provisions of Section 152 of the Companies Act, 2013 and Articles of Association of the Company, Ms. Madhu Sharma (Din no. 07149078) Director of the Company retires by rotation at the ensuing Annual General Meeting and being eligible for re-appointment.

© Appointment/Re-appointment of Director.

Sh. Naveen Pawar re-appointed as Whole Time Director of the Company w.e.f 30th July 2023 for a period of one year subject to the approval of shareholder in the forthcoming Annual General Meeting.

(d) Number of meetings of Board of Directors

During the year under review 11 (eleven) meetings of the Board of Directors were held to transact the business of the company. The time gap between the two consecutive meetings was not exceeding 120 days. Details of the Board meetings including attendance of Directors at these meetings are provided in the Corporate Governance Report annexed to this report.

(e) Board Evaluation

The Board has carried out an annual evaluation of its own performance, performance of its committees, and individual Directors as required under the provisions of the Act and the Corporate Governance requirements as prescribed by SEBI (LODR) Regulations 2015

(f) Details of Familiarization Programme

The details of the programmes for familiarization of independent directors with the company, their roles, rights, responsibilities in the company, nature of industry in which the company operates and related matters are posted on the website of the company at www.psailpatran.com.

(g) Committees of Board

Pursuant to requirement under Companies Act , 2013 & Listing Regulations the Board has constituted the following committees

a) Audit Committee

b) Stakeholder Relationship Committee.

c) Nomination & Remuneration Committee

The details of committees viz composition , number of meeting held & attendance of committee members in the meeting are given in Corporate Governance Report forming part of Annual Report. h) Key Managerial Personnel.

During the financial year ended March 31,2023 the following persons are the Whole Time Key Managerial Personnel (KMP) of the Company in term of provision of section 203 of the Companies Act, 2013.

Sr. No.	Name	Designation
1	Mr. Anil Kumar Jain*	Chief financial officer
2	Mr. Rajesh Kaushik**	Chief financial officer
3	Mr . Naveen Pawar***	Whole time Director
4	Mr Sunil Kumar ****	Whole time Director
5	Ms. Sapna	Company Secretary

* Mr. Anil Kumar Jain Resigned as CFO on 21/10/2022 **Mr. Rajesh Kaushik was appointed as CFO 03/01/2023 ***Mr. Naveen Pawar Joined as Whole time Director on 30/7/2022 ****Mr. Sunil Kumar Resigned as Whole time Director on 06.07.2022

7. REPORTING OF FRAUD

There was no instance of fraud during the year under review, which required the Statutory Auditors to report to the Audit Committee and/or board under section 143(12) of act and rules framed there under.

8. STATE OF AFFAIRS OF THE COMPANY

The state of affairs of the company is presented as part of Management Discussion and Analysis Report in a separate section forming part of this report, as required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015.

9. MATERIAL CHANGES & COMMITMENT AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There are no material changes affecting the financial position of the company subsequent to the close of the financial year 2022-23 till the date of report.

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

There are no significant material orders passed by the regulators or Courts or Tribunal which would impact the going concern status of the company and its future operation. However, Members attention is drawn to the statement on Contingent Liabilities and commitments in the notes forming part of the financial statement.

11. DEPOSITS

Your company has not accepted any deposits from the public during the year. Further there is not any noncompliance of Chapter 5 of Companies Act 2013 and rules framed there under.

12. RISK MANAGEMENT

The Company has a Risk Management Committee to identify, assess, monitor and mitigate various risks to key business objectives. Major risks identified are systematically addressed through mitigating actions on a continuing basis. These are discussed at the meetings of the Audit Committee and the Board of Directors of the Company

13. LISTING WITH STOCK EXCHANGE

The Company’s Share continues to be listed at the BSE Limited (BSE). The Annual Listing fee the financial year 2023-24 has already been paid.

14. POLICY ON DIRECTORS APPOINTMENT & REMUNERATION

The Company has adopted a Remuneration Policy for executive and non-executive directors and persons who are appointed in Senior Management and Key Managerial positions and to determine their remuneration. The remuneration policy is placed on the Company’s website.

16. AUDITORS & AUDIT REPORT

a. Statutory Auditors

M/s Jain & Associates, Chartered Accountants , Chandigarh the Statutory Auditors of the company were appointed by the members at the 29th Annual General meeting of the company for an initial term of 5 years i.e. from the conclusion of 29th Annual General Meeting till the conclusion of 34th Annual General meeting of the company pursuant to section 139 of the Companies Act 2013.They have confirmed that they are not disqualified from continuing as Auditors of the company.

The Auditors Report does not contain any qualification, reservation or adverse remark. The Notes on Financial statements referred to in the Auditors report are self-explanatory and do not call any further comments.

b. Secretarial Audit

Pursuant to the provisions of section 204 of the Companies Act, 2013 read with the Companies (Appointment and remuneration of Managerial Personnel) Rules 2014 the Board has appointed Mr. Prince Chadha, Practicing Company Secretary as Secretarial Auditors of your company for the financial year 2023-24.

The Secretarial Audit report for the financial year 2022-23 is annexed to this report as “Annexure-A” ,

The Secretarial Auditors report does not contain any qualification, reservation or any adverse remark.

17. AMOUNTS PROPOSED TO BE CARRIED TO RESERVES

Particulars of the amounts proposed to be carried to reserves have been covered as part of the financial performance of the company.

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

As required under Section 134 (3)(m) of the Companies Act 2013 read with rule 8 of the Companies (Accounts) Rules 2014, the information relating to the conservation of the energy, technology absorption and foreign exchange earnings and outgo, is annexed and forms part of the report as per “Annexure-B”.

19. CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

The Board has framed a Policy on related party transactions and placed the same on the Company’s website. The related party transactions between the Company and the Directors, Key Management Personnel, the subsidiaries, or the relatives have been disclosed in the financial statements in Notes to Financial Statements and compliance of Section 188(1) of the Act have been duly made wherever applicable.

20. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Details of Loans, Guarantees and investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements, and however there is no transaction during the year.

21. INTERNAL CONTROLS

The Audit Committee actively reviews the adequacy and effectiveness of the internal control systems and suggests improvements to strengthen the same. The Management Information System of the Company is an integral part of the control mechanism.

The Audit Committee, Board of Directors, Statutory Auditors and the Business Heads are periodically apprised of the internal audit findings and the corrective actions taken.

Audit plays a key role in providing assurance to the Board of Directors. Significant audit observations and corrective actions taken by the management are presented to the Audit Committee of the Board. To maintain its objectivity and independence, the Internal Auditor has an access to the Chairman of the Audit Committee.

22. CHANGE IN THE NATURE OF BUSINESS

During the year under review, there has been no change in the nature of business of the company.

23. EXTRACT OF ANNUAL RETURN

As per the requirements of Section 92(3) of the Act and Rules framed thereunder, the extract of the Annual Return for FY 2022-23 is uploaded on the website of the Company and the same is available at www.psailpatran.com.

24. CORPORATE SOCIAL RESPONSIBILITY (CSR) COMMITTEE-CSR REPORT

The expenditure on the corporate social responsibility is not applicable on the company as there are no average profits as provided u/s 135 of Companies Act 2013 during the last three preceding years.

25. ENVIRONMENT / POLLUTION CONTROL, HEALTH AND SAFETY:

A clean environment and safe operations has always been top priority of the management. Safety of all employees, compliances of environmental regulations and preservation of natural resources are regularly monitored. The effluent and emissions from the plants are regularly monitored and treated.

26. CEO/CFO CERTIFICATION:

In terms of the SEBI (Listing obligation and disclosures requirement) 2015, the Certificate duly signed by Mr. Naveen Pawar, Whole Time Director, Mr. Rajesh Kaushik, Chief Financial Officer (CFO) of the Company was placed before the Board of Directors along with the annual financial statements for the year ended on March 31,2023, at its meeting held on 26/05/2023. The said Certificate is also annexed to the Corporate Governance Report

27. MANAGEMENT DISCUSSION AND ANALYSIS & CORPORATE GOVERNANCE& POLICIES

Pursuant to regulation 34 (3) of SEBI (Listing obligation and disclosure requirements) 2015.Management discussion and Analysis, Corporate Governance Report and Auditors certificate regarding compliance of

conditions of corporate governance are made part of the Annual Report as per “Annexure-F”.

Your board has in accordance with the requirements of Companies Act 2013 & SEBI (Listing obligation and disclosures requirement) 2015 has adopted policies such as Related Party Transaction, Corporate Social Responsibility Policy, Whistle Blower , Vigil Mechanism policy etc. These policies are available on the website of the company and can be viewed on www.psailpatran.com.

Your board has in accordance with the requirements of Companies Act 2013 &SEBI (Listing obligation and disclosure requirements) 2015, has formed Nomination & Remuneration Committee, Corporate Social Responsibility Committee, Audit Committee& Stakeholders relationship Committee is given in “Annexure-F”.

28. WHISTLE BLOWER / VIGIL MECHANISM POLICY

Whistle Blower / Vigil Mechanism policy regulation 22 of the Listing regulations and subsection (9 & 10) of section 177 read with rule 7 of the companies (Meetings of Board & its powers) Rules, 2014, inter-alia, provides, for all listed companies to establish a Whistle Mechanism called ''''whistle blower policy'''' for Directors & employees to report genuine concerns about unethical behavior, actual or suspected fraud or violation of the company’s code of conduct or ethics policy.

As a conscious & vigilant organization, the company believes in the conduct of the affairs of it constituents in a fair & transparent manner, by adopting the highest standards of professionalism, honesty, integrity & ethical behavior. In its endeavor to provide its employee a secure & fearless working environment, the company has established the ''Whistle Blower Policy''.

The Whistle Blower Policy and establishment of Vigil Mechanism have been appropriately communicated with in the company. The purpose of the policy is to create a fearless environment for the Directors & employees to report any instance of unethical behavior, actual or suspected fraud or violation of the company’s code of conduct or ethics policy. It protects Directors & employees wishing raise a concern about serious irregularities within the company.

During the year, the company has not received any complaint under Vigil mechanism / whistle blower policy.

29. INSURANCE

The Company has taken adequate Insurance policies for its assets against the possible risks like fire, flood, public liability, marine etc.

30. POLICY ON SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSED ACT 2013)

Your company is committed in creating & maintaining a secured work environment where is its employees, agents vendors & partners can work and pursue business together in an atmosphere free of harassment, exploitation & intimidation. To empower women & protect woman against sexual harassment a policy for prevention of sexual harassment had been rolled out & internal complaints committee as per legal guidelines had been setup. This policy allows employees to report sexual harassment at the work place. The internal committee is empowered to look into all complaints of sexual harassment& facilitate free & fair enquiry process with cleat timelines .The policy on prevention of sexual harassment is also posted on the website of the company.

During the year ended 31st March 2023, No complaints pertaining to sexual harassment was received by the company.

31. EMPLOYEES AND INDUSTRIAL RELATIONS

The Board of Directors and the Management are extremely thankful to all the employees for their commitment, competence and dedication in the affairs of the Company. The relation between the management and employees are transparent, healthy and cordial.

The Board of Directors are pleased and place on record its appreciation for all categories of employees for their sincere efforts and the sense of belongingness and commitment towards the Company.

Further, particulars of employees pursuant to Rule 5(2) & (3) of the above Rules, form part of this Report. However, in terms of provisions of Section 136 of the Act, the Report and Accounts are being sent to all the Members of the Company and others entitled thereto, excluding the said particulars of employees. The said information is available for inspection at the Registered Office of the Company during business hours on working days up to the ensuing AGM. Any Member interested in obtaining such particulars may write to

the Company Secretary.

32. DIRECTOR’S RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 134 (3) (c) and section 134(5) of the Companies Act 2013, your Directors hereby report that:

a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.

b) The Directors had selected such accounting policies and applied them consistently and made judgment and estimates that are reasonable & prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the Profit & Loss of the Company for the said period.

c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities

d) The Directors have prepared the Annual Account ongoing concern basis.

e) The Directors in the case of a listed company had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

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

33. INSOLVENCYAND BANKRUPTCY CODE UPDATE

No application has been made / No proceeding is pending under the Insolvency and Bankruptcy Code, 2016 during the year under review.

34. VALUATION FOR ONE TIME SETTLEMENT WITH BANK AND FINANCIAL INSTITUTION

The Company has not made any valuation for one-time settlement with banks and financial Institution. Hence, there is no reason for elaboration on the said aspect.

35. DEMAT SUSPENSE ACCOUNT

The company has not transfer any equity share(s) to Demat Suspense Account during the year.

36. COST AUDIT

Cost Audit is not Applicable to the company

37. APPRECIATION

Your Directors wish to place on record their appreciation towards the contribution of all the employees of the company and their gratitude to the company’s valued customers, farmers, bankers, vendors, for their continued support and confidence in the company.

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Mar 31, 2015

Dear Share Holders,

The Directors have the pleasure in presenting their 22nd Annual Report together with Audited Accounts of the Company for the year ended 31st March 2015

FINANCIAL RESULTS:

(Rs. In lacs)

Particulars 31st March 15 31st March 14

Total Income 1367.69 1526.71

Increase/(decrease) of Stock in trade 47.97 13.09

Proft before Interest & Depreciation 487.77 460.55

Less : Interest 258.49 244.70

Depreciation 248.67 213.77

Proft/(Loss) before Tax (19.39) 2.08

Provision for Tax/Deferred Tax - -

Net Proft / Loss (19.39) 2.08

Transfer to General Reserve - 2.08

Review of the operations of Sugar Mill

1) Sugar Mill

Sugar Mill did not commence the crushing operations during the season 2014-15 due to adverse conditions prevailing in the entire country. The Sugar Mill has recorded turn over of Rs. 107.24 Lacs

2) Distillery

The Distillery has produced 348579 cases of Punjab Medium Liqour (PML), 77626 (Bulk Liters) Extra Neutral Alcohal (ENA) , 6460 (Bulk Liters) Denature Spirit

The Distillery recorded a turnover of Rs.1260.45 Lacs.

Share Capital

During the period under review the company has not issued any sweat equity, ESOP , Bonus shares,and/or Convertible debenture during the year.

Dividend

Your Directors have not recommended any dividend on the equity shares for the financial year ended March 31, 2015, due to accumulated Losses.

Directors & Key Managerial Personnel

During the year, The Board of Directors of the company at its meeting held on 31/03/2015 has appointed Ms Madhu Sharma as additional Director of the company under the provisions of section 149 and 152 of Companies Act 2013 and Sh. Ashok Sharma has ceased to be Director of the company.

The Independent Directors have submitted their disclosure to the Board that they fulfill all the requirements as to qualify as an independent director under section 149 (6) of the companies Act 2013 as well as clause 49 of the Listing agreement.

Board Meetings

During the year under review 5 (fve) meetings of the Board of Directors were held to transact the business of the company. The time gap between the two consecutive meetings was not exceeding 120 days. Details of the Board meetings including attendance of Directors at these meetings are provided in the Corporate Governance Report annexed to this report.

Board evolution

In a separate meeting of independent Directors, performance of non -independent directors, performance of Board as a whole and performance of Chairman was evaluated. Based on such report of the meeting of independent Directors and taking into account the views of executive director and non executive director the Board had evaluated its performance on various perimeters such as Board composition and structure, effectiveness of board processes, effectiveness of fow of information, contributions from each directors etc.

Deposits

Your company has not accepted any deposits from the public during the year.

Risk Management

Your company carries out a periodical exercise to identify various risks involved in the business & operations of the company. After identification, such risks are assessed for the degree of risks involved and accordingly steps are taken to mitigate those risks. The objective of such exercise is to mitigate the probable adverse impact on business operations and thus enhance the competitiveness. The risk assessment process of the company defnes the risk management approach at all levels across the organization including determination of the degree of risks and proper steps to be taken to avoid the probable harm. The Board is updated periodically on the risks identified and steps taken for mitigating them.

Auditors & Audit report Statutory Auditors

M/s. Jain & Associates, Chartered Accountants Chandigarh, the Statutory Auditors of the Company, retiring at the conclusion of this Annual General Meeting and are eligible for e-appointment. Pursuant to the provisions section 139 of the Companies Act 2013 and rules framed there under, it is proposed to appoint M/s. Jain & Associates, Chartered

Accountants Chandigarh as Statutory Auditors of the Company from the conclusion of this Annual General meeting till the conclusion of next Annual General Meeting

The company has received letter from M/s. Jain & Associates, Chartered Accountants to the effect that their appointment, if made would be within the prescribed limits under section 141(3) (g) of the Companies Act 2013 and they are not disqualified for reappointment.

The Notes on Financial statements referred to in the Auditors report are self explanatory and do not call for any further comments.

Secretarial Audit

Pursuant to the provisions of section 204 of the Companies Act, 2013 read with the Companies (Appointment and remuneration of Managerial Personnel) Rules 2014 the Board has appointed Mr. Kanwaljit Singh , Practising Company Secretary as Secretarial Auditors of your company for the financial year 2014-2015. The Secretarial Audit report for the financial year 2014-15 is annexed to this report as Annexure-A

Conservation of Energy, Technology Absorption and Foreign Exchange earnings and outgo:

As required under Section 134 (3)(m) of the Companies Act 2013 read with rule 8 of the Companies (Accounts) Rules 2014, the information relating to the conservation of the energy, technology absorption and foreign exchange earnings and outgo, is annexed and forms part of the report as per Annexure- B.

Subsidiary

There are no Subsidiary company & Associates of the company.

Contracts or Arrangements with related Parties

Particulars of contracts /arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act 2013 were in ordinary course of business and on arms length basis are provided to this report in Form no. AOC-2 as per Annexure –C

Particulars of Loans, Guarantees or Investments

Details of Loans, Guarantees and investments covered under the provisions of Section 186 of the Companies Act , 2013 are given in the notes to the Financial Statements.

Internal Controls

The company's internal Control system is commensurate with its size, scale and complexities of its operations. The Audit committee of the Board of Directors actively reviews the adequacy and effectiveness of the internal control system and suggests improvements to strengthen the same. It also reviews the quarterly Internal Audit reports.

Remuneration Policy

The Board has , on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration. High lights of remuneration policy are stated in the corporate Governance report.

Signifcant and material orders passed by the Regulators or Courts

There are no signifcant material orders passed by the regulators/ Courts which would impact the going concern status of the company and its future operations. However in line with the requirement of clause 36 of the Listing Agreement read with guidance note issued by the Stock Exchange , the company has reported all the major cases/litigation matters etc from time to time to the Stock exchanges.

Extract of Annual Return

The details forming part of the extract of the Annual return is given in Annexure –D of this report.

Corporate Social Responsibility

Your company has transferred necessary funds to M/s Pt. Kedar Nath Sharma Hospital & Charitable Trust for undertaking CSR activities. CSR Details are given in Annexure -E

Pursuant to the provisions of Section 135 of the Companies Act 2013 and rules thereto, a Corporate Social Responsibility committee of the Board has been constituted to monitor CSR activities.

Corporate Governance & Policies

Pursuant to clause 49 of the Listing Agreement with BSE Ltd (BSE), Management discussion and Analysis, Corporate Governance Report and Auditors certifcate regarding compliance of conditions of corporate governance are made part of the Annual Report.

Your board has in accordance with the requirements of Companies Act 2013 & Clause 49 of Listing Agreement has adopted new policies such as Related Party Transaction, Corporate Social Responsibility Policy, Whistle Blower and vigil Mechanism policy. These policies are available on the website of the company and can be viewed on www. psailpatran .com.

Your board in accordance with the requirements of Companies Act 2013 & Clause 49 of Listing Agreement has formed Nomination & Remuneration Committee, Corporate Social Responsibility Committee, Audit Committee, Stakeholders relationship Committee & business risk Management Committee as per Annexure- F.

Particulars of Employees

The information required pursuant to section 197 read with rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 in respect of employees of the company, will be provided on request , in terms of section 136 of the Act, the reports and accounts are being sent to the members and others entitled thereto, excluding the information on employees particulars which is available for inspection by the members at the Registered office of the company during bussiness hours on working days of the company up to date ensuing Annual General Meeting , if any member is interested in inspecting the same, such member may write to the company Secretary in advance.

Director's Responsibility Statement

Pursuant to the requirement under section 134(5) of the Companies Act 2013, with respect to Directors Responsibility Statement, it is hereby confrmed that:

1. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures .

2. The Directors had selected such accounting policies and applied them consistently and made judgment and estimates that are reasonable & prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the Proft & Loss of the Company for the said period.

3. The Directors have taken proper and suffcient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities

4. The Directors have prepared the Annual Account ongoing concern basis.

5. The Directors in the case of a listed company had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

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

For Piccadily Sugar & Allied Industries Limited

Sd/- Sd/-

Place : Gurgaon (Madhu Sharma) (Devinder Sharma)

Date : 30/5/2015 Director Wholetime Director.

DIN No. 07149078 DIN No. 03264719

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Mar 31, 2014

Dear Members,

The Directors have the pleasure in presenting their 21st Annual Report together with Audited Accounts of the Company for the year ended 31st March 2014

FINANCIAL RESULTS: (Rs. In lacs)

Particulars 31st March ''14 31st March''13

Total Income 1526.71 2146.78

lncrease/(decrease) of 13.09 80.72 Stock in trade

Profit before Interest 460.55 168.18 & Depreciation

Less : interest 244.70 28.31

Depreciation 213.77 298.64

Profit / (Loss) before Tax 2.06 (158.77)

Net Profit/(Loss) 2.08 (69.01)

Review of the operations

Sugar Mill

The Sugar mill did not commence the crushing operations during the season 2013-14 due to at adverse conditions prevailing in the sugar industry.

The Sugar Mill has recorded a turnover of Rs.24.77 Lacs till 31st March, 2014.

Distillery

The Distillery has produced 4,63,422 cases of Punjab Medium Liqour (PML), 10,23,630 (Bulk Liters) Extra Neutral Alcohal, 65702 (Bulk Liters) Denature spirit till 31st March 2014.

The distillery has recorded a turnover of Rs.1501.94 Lacs till 31st March, 2014.

Dividend

Your Directors nave not recommended any dividend on the equity shares for the financial year ended March 31,2014 due to accumulated Losses Directors

Sh. Devinder Sharma, Wholetime Director of the Company retire by rotation and is eligible for the reappointment.

The company has pursuant to the provisions of section 14/(4) of the Companies Act 2013, which came into effect from April 1, 2014 every listed public company is required to have atleast one - third of the total number of Directors as independent Directors. In accordance with the provisions of section 149 of the Act. Sh. Harvinder Chopra & Sh. Jai P arkash Kaushik are being appoint- as i ndependent Directors to hold office as per their tenure of appointment mentioned in the notice of the forthcoming Annual General meeting of the Company.

Auditors & Audit report

M/s . Jain & Associates. Chartered Accountants, Chandigarh, the Statutory Auditors of the Company, retiring at the conclusion of this Annual General Meeting and being eligible for re-appointment. Pursuant to the provisions section 139 of the Companies Act 2013 and rules framed there under, it is proposed to appoint M/s. Jain & Associates, Chartered Accountants Chandigarh as Statutory Auditors of the Company from the conclusion of this Annual General meeting till the conclusion of next Annual General

Meeting

the company has received letter from M/s. Jam & Associates, Chartered Accountants to the effect that their appointment, if made would be within the prescribed limits under section 141(3) (g) of the Companies Act 2013 and they are not disqualified for reappointment

The Notes on Financial statements referred to in the Auditors report are self explanatory and do not call any further comments.

Cost Auditors

The Central Government has approved the appointment of Sh, Sanjeev K Bansal, Cost Accountant for the financial year 2013-2014 to cost audit for the Sugar & Distillery unit

Corporate Governance

Pursuant to clause 49 of the listing Agreement with BSE Ltd (BSE), Management discussion and Analysis. Corporate Governance Report and Auditors certificate regarding compliance of conditions of corporate governance are made part of the Annual Report.

Particulars of Employees

The particulars of employees as per section 217 (2A.) of Companies Act 1956 read with the Company''s (particulars of employ- fees) Rules 1975 is nil.

Conservation of Energy, Technology Absorption and Foreign Exchange earnings and outgo:

As required under Section 217(1)(e) of the Companies Act 1956 read with Companies (Disclosure of particulars in the report of Board of Directors) Rules. 1988. the information relating to the conservation of the energy, technology absorption and foreign exchange earnings and outgo, is annexed and forms part of the report.

Director''s Responsibility Statement

Pursuant to the provisions of Section 217(2AA) of Companias Act 1956, the Directors give hereunder the Directors Responsibility Statement it is hereby conformed that:

1. In the preparation of the annual accounts for the year ended March 31,2014, the applicable accounting standards read with requirements set out under schedule VI to the Companies Act 1956 have been followed and there are no material departures from the same.

2 The Directors have selected such accounting policies and applied them consistently and made judgment and estimates that are reasonable & prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year 31st March 2014 and the Profit & Loss of the Company for the said period.

3. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, and

4. The Directors have prepared the Annual Account on going concern basis.

For Piccadily Sugar & Allied Industres Limited Sd/- Sd/- Place : Gurgaon (Devinder Sharma ) (Jai Parkash Kaushik) Date : 30/5/2014 Wholetime Director Director. DIN No. 03264719 DIN No. 02354480

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Mar 31, 2013

The presenting fceir 20th Annual Report together wrth Audited Accounts of the Company for the year ended 31st March 2013

FINANCIAL RESULTS (Rs.IN LACS)

PARTICULARS 31st March 13 31st March 12

Total Income 2146.78 3513.19

Increasel(decrease) of Stock in trade 80.72 (754.47)

Profit before Interest* Depreciation 168.18 894.43

Less: Interest 28.13 27.18

Depreciation 158.771 601.46

Profit / {Lossjbefore Tax , 618.94

Net Profit/Net (Loss) (69.01) 618.94 like wheat, rioe etc.

The Sugar Mill has recorded a turnover of 77.49 Lacs dunng the year.

Ppyfrw ri H* operations of Distiller?

(ENA), 137724 (Bulk Liters) Denature Spint till 31st March am The unit has recorded a turnover of 2069.29 Lacs. a flare up in the commodities price. Directors March 2013

Cost Auditors , , ,

Tta Central Government has approved the appointment rf*WKBm 0*te»*m***W* year 2013-2014 to conduct cost audit for its Sugar unit & Distillery unit rinrpnrata Governance are made part of the Annual Report.

Prsonns

The particulars of employees as per Section 217 (2A) of Companies Act 1956 read with the Company''s (Particulars of employees) Rules 1975 is Nil.

Absorption and Foreign Exchange ft.rn.nff and outgo. absorption and foreign exchange earning and outgo, is annexed and forms part of me report.

Director''s Responsibility Statement tenant to the provisions of Section 217(2M) of Companies Aot 1956, me Direct give hereunder the D,reclors venting and detecting fraud and other irregulanties, and - 4. The Directors have prepared the Annual Account on ongoing concern basis. Acknowledgement under review.

Sd/-

Nikhilesh Verma

Place: Chandigarh (Company Secretary)

Dated 14/08/2013

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Mar 31, 2012

The Directors have the pleasure in presenting their 19th Annual Report together with Audited Accounts of the Company for the year ended 31 st March 2012

FINANCIAL RESULTS: (Rs. In lacs)

Particulars 31st March'12 31st March 11

Total Income 3513.19 2631.84

lncrease/(decrease) of Stock in trade 75.47 26.63

Profit before Interest & Depreciation 894.43 562.88

Less: Interest 27.87 27.73

Depreciation 265.10 252.81

Profit / (Loss)before Tax 601.46 282.34

Net Profit 618.94 282.34

Beview af ttewMLnsaf Sagar M

During the year sugar mill of the company was Leased out for the crushing season 2010-11. Sugar Mill crushed 23552.66 quintals of sugarcane, and produced 1410 bags of sugar. The Mill also produced 2000 quintals of molasses.

Review of the operations of Distillery

The unit has produced 7,18,142 cases of Punjab medium Liquor (PML), 3719709 (Bulk Liters) of Extra Neutral Alcohol

(ENA), and 172833 (Bulk Liters) Denature Spirit till 31st March 2012 The unit has recorded a turnover of 2839.90 Lacs.

Indian Sugar Industry

Daring the season 2011-2012 (October-September) sugar output is expected to be around 26.00 million tones. (Source ISMA Journal)

Sugar exports may touch four million tones (Source ISMA Journal) during the current season ending September 2012, as the government has decided to allow more shipments. In the month of May 2012. The Government also decided to allow unrestricted sugar exports by bringing sugar under the Open General License (OGL). Now the Exports are allowed to ship only after taking registration certificate (export permit from the DGFT under Commerce Ministry).

Pirwtors

Sh. Devinder Sharma Wholetime Director & Sh. Kartikeya Sharma, Director of the Company retires by rotation and are eligible for the reappointment.

During the year Sh. H.P.S. Mann Director cane has resigned from the Board of Directors of the company.

The Board has also appointed Sh. Jai Parkash Kaushik as Director of the company.

Piyj&nd

Due to Accumulated Losses, your directors express their inability to recommend dividend for the year ended 31 st March 2012

Auditors

M/s. Jain & Associates, Chartered Accountants Chandigarh, the Statutory Auditors of the Company, retiring at the con- clusion of this Annual General Meeting and being eligible offer themselves for re-appointment.

The Company has received letter from Statutory Auditors M/s. Jain & Associates, Chartered Accountants to the effect that their re-appointment, if made would be within the prescribed limits under section 224(1 B) of the Companies Act 1956 and that they are not disqualified for reappointment within the meaning of Section 226 of the said act.

The Notes cn Accounts referred to in the Auditors report are self explanatory and do not call any further comments.

Cost Auditors

The Central Government has approved the appointment of of Sh. Sanjeev .K. Bansal, Cost Accountant for the finanoiai’ year 2011-2012 to conduct cost audit for its Sugar unit & Distillery unit. ’

Corporate Governance %

Pursuant to clause 49 of the Listing Agreement with the Bombay Stock exchange Limited (BSE), Management discus- -

sion and Analysis, Corporate Governance Report and Auditors certificate regarding compliance of conditions of corpo: > rate governance are made part of the Annual Report.

Personnel ~

The particulars of employees as per Section 217 (2A) of Companies Act 1956 read with the Company's (Particulars of employees) Rules 1975 is Nil.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO: v -

As required under Section 217(1)(e) of the Companies Act 1956 read with Companies (Disclosure of particulars in the . report of Board of Directors) Rule 1988, the information relating to the conservation of the energy, technology absorption and foreign exchange earning and outgo, is annexed and forms part of the report.

Director's responsibility statement

Pursuant to the provisions of Section 217(2AA) of Companies Act 1956, the Directors give hereunder the Directors responsibility statement on the accounts of the Company:

1. All the applicable accounting standards have been followed in the preparation of the accompanying account.

2. The Directors have selected such accounting policies and applied them consistently and made judgment and esti-_ mates that are reasonable to prudent so as to give true and fair view of the state of affairs of the Company at the - end of the financial year 31st March 2012 and of the Profit of the Company for the said period.

3. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accor- - dance with the provisions of Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, and

4. The Directors have prepared the Annual Account on going concern basis.

Acknowledgement

Your Directors would like to express their grateful appreciation for the assistance and cooperation received from the > financial institutions, Banks, Suppliers, Customers, Farmers and all other concerned with the Company during the year under review.

For Piccadily Sugar & Allied Industries Limited

Sd/- Sd /- Place: New Delhi (Devinder Sharma) (Jai Parkash Kaushik)

Date: 14/08/2012 Wholetime Director Director

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Mar 31, 2010

The Directors have the pleasure in presenting their 17th Annual Report together with Audited Accounts of the Company for the year ended 31st March 2010

FINANCIAL RESULTS: (Rs. In lacs)

Particulars 31st March 10 31st March 09

Total Income 2989.95 3958.69

lncrease/(decrease) of Stock in trade 37.95 (1116.75)

Profit before Interest & Depreciation 578.49 294.32

Less: Interest 68.68 102.04

Depreciation 241.86 230.26

Profit / (Loss)before Tax 268.15 (37.98)

Provision for Tax 0.00 2.50

Net Profit / (Loss) 268.15 (40.48)

Review of the operations of Sugar Mill

The Sugar Mill did not commence the crushing operations during the season 2009-2010 due to non availability of sugar cane & adverse conditions prevailing in the entire state of Punjab. The farmers of the Punjab have diverted to other crops like wheat, rice etc as sugar cane is 12 months crop. This has resulted in lower availability of sugar cane which has led to steep increase in the purchase price of the sugar cane & decline in the capacity utilization .of the sugar mills. The sugar Mill has recorded a turnover of Rs.5.5 Lacs & incurred a Loss of Rs.278.50 Lacs during the year.

Review of the operations of Distillery

The unit has produced 1010497 cases of Punjab Medium Liquor and produced/purchased Rectified Spirit (RS) & Extra Natural Alcohol (ENA) 2900187 (Bulk Liters), Denature Spirit 43659 (Bulk Liters) till 31st March 2010. The unit has recorded a turnover of 3667.06 Lacs and earned a profit of Rs.546.65 lacs.

Rehabilitation Scheme

The Company was declared as Sick industrial company within meaning of clause "O" of sub section 1 of the section 3 of the Sick Industrial Companies (Special Provisions) Act 1985. Company had entered into One Time Settlement with State Bank of Patiala for its dues and has already made the payment of entire dues as per settlement. The Hon able Board for Industrial & Financial Reconstruction, (BIFR) New Delhi has also approved the Scheme for the rehabilitation of the company on 1/4/2010 and one of the remedial measures envisages 50% reduction in the paid up capital ,as a result of this the value of each equity share of Rs 10/-will be reduced to Rs.5/-whereafter two equity shares of Rs 5/- each shall be consolidated into one Equity Share of Rs 10/-. Hence new shares in the ratio of 1 share for every 2 shares held by a shareholder are being issued by the company.

Indian Sugar Industry

The sugar output in India, which was 26 million tones in 2007-2008, declined to 14.7 million tones in 2008-2009 and the production for the current crushing year is estimated at about 16.0 million tones.

Indian Sugar Mills Association (ISMA) has projected an output of sugar to 25 million tones for the crushing season

2010-2011.

Directors

Sh. Chander Sekhar Singh and Sh. HPS Mann, Directors of the Company retire by rotation and are eligible for the reappointment.

During the year The Honable Board for Industrial & Financial Reconstruction (BIFR), New Delhi has appointed Sh. N.P.

Gupta as its Special Director on the Board of Directors of the company.

During the year Sh. Kartikeya Sharma was appointed as Additional director of the company.

Dividend

Due to Losses, your directors express their inability to recommend dividend for the year ended 31st March 2010. Auditors

M/s. Jain & Associates, Chartered Accountant, Chandigarh, the Statutory Auditors of the Company, retiring at the conclusion of this Annual General Meeting and being eligible offer themselves for re-appointment. The Board recommends their appointment as Statutory Auditors of the Company for the year 2016-11.

Corporate Governance

Pursuant to clause 49 of the listing Agreement wth the Stock Exchange, Mumbai, Management Discussion and Analysis, Corporate Governance Report and Auditors certificate regarding compliance of conditions of corporate governance are made part of the Annual Report.

Personnel

The particulars of employees as per Section 217 (2A) of Companies Act 1956 read with the Companys (Particulars of employees) Rules 1975 is nil.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND

OUTGO:

As required under Section 217(1)(e) of the Companies Act 1956 read with Companies (disclosure of particulars in the report of Board of Directors) Rule 1988, the information relating to the conservation of the energy, technology absorption and foreign exchange earning and outgo, is annexed and forms part of the report.

Directors responsibility statement

Pursuant to the provisions of Section 217(2AA) of Companies Act 1956, the Directors give hereunder the Directors Responsibility Statement on the accounts of the Company:

1. All the applicable accounting standards have been followed in the preparation of the accompanying account.

2. The Directors have selected such accounting policies and applied them consistently and made judgment and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year 31st March 2010 and the Profit & Loss of the Company for the said period.

3. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, and

4. The Directors have prepared the Annual Account on going concern basis.

Acknowledgement

Your Directors would like to express their grateful appreciation for the assistance and cooperation received from the financial institutions, banks, suppliers, customers, farmers and all other concerned with the Company during the year under review.

For Piccadily Sugar & Allied Industries Limited

Sd/- Sd/-

Place : New Delhi (Chander Sekhar Singh) (HPS Mann)

Date : 29.05.2010 Wholetime Director Director (Cane).