Jeyyam Global Foods Ltd Directors Report

To,

The Members of

M/s. JEYYAM GLOBAL FOODS LIMITED

(Formerly Known as Jeyyam Global Foods Private Limited)

Your directors are pleased to present the Annual Report with the audited statement of accounts and the Auditors report of your company for the financial year ended 31st March, 2025.

1. PERFORMANCE AT A GLANCE:

(Rs. In Lakhs)

Particulars	For the Year Ended 31st March, 2025	For the Year Ended 31st March, 2024
Income	76,336.58	62,983.42
Less: Expenditure	73,591.26	60,981.85
Profit/Loss Before Tax	2,745.31	2,001.56
Less: Current Tax	460.35	396.13
Less: Deferred Tax	59.52	96.33
Less: Tax pertaining to earlier year	17.51	-
Profit/Loss after Tax	2,207.95	1,509.11
EARNINGS PER EQUITY SHARE
Basic	4.65	4.26
Diluted	4.65	4.26

The Revenue from the operations (net) for the Financial Year 2024-25 was 76,239.97 Lakhs (Previous year 62,981.00 Lakhs). The company earned Net Profit of 2,207.95 Lakhs (Previous Year 11,509.11 Lakhs). The Earning per share was 4.65.

2. BRIEF DESCRIPTION OF THE COMPANYS WORKING DURING THE YEAR/STATE OF COMPANYS AFFAIR:

Jeyyam Global Foods is a trusted brand with a legacy of over 40 years in the chana (chickpea) industry. The Company is committed to becoming the largest and most admired player across the chana value chain by building an extensive and innovative product portfolio, leveraging network and scale efficiencies, and creating significant value for all stakeholders.

3. CHANGE IN NATURE OF BUSINESS:

There was no change in the nature of the business during the year under review.

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

No material changes and commitments, affecting the financial position of the company which have occurred between the end of the financial year of the company to which the financial statements relate and till the date of this report.

5. DIVIDENDS:

Considering future growth prospects for the company, the Board of Directors decided to retain the profits earned and therefore does not recommend any dividend for the Financial Year 20242025.

6. TRANSFER TO RESERVES

The Company has not transferred any amount to the General Reserve for the financial year 20242025.

7. DEPOSITS

The Company has neither accepted nor renewed any deposits falling within the purview of section 73 of Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014 as amended from time to time, during the year under the review and therefore details mentioned in Rule 8(5)(v) & (vi) of Companies (Accounts) Rules, 2014 relating to deposits covered under chapter V is not required to be given.

8. DETAILS OF DEPOSITS WHICH ARE NOT IN COMPLIANCE WITH THE REQUIREMENTS OF CHAPTER V OF THE COMPANIES ACT, 2013

The Company has not accepted any deposits during the year under review and hence the compliance with the provisions of the Chapter V of the Companies Act, 2013 does not arise.

(a) accepted during the year: NA

(b) remained unpaid or unclaimed as at the end of the year: NA

(c) whether there has been any default in repayment of deposits or payment of interest thereon during the year and if so, number of such cases and the total amount involved?

(i) at the beginning of the year: NA

(ii) maximum during the year: NA

(iii) at the end of the year: NA

9. SHARE CAPITAL OF THE COMPANY

During the year under review, the Company has not altered/modified its authorised share capital. The Company has not issued any sweat equity shares to its directors or employees.

The Authorised share capital of the company as on 31st March 2025 is Rs. 25,00,00,000/- divided into 5,00,00,000 Equity Shares of Rs. 5/- each.

Paid-up Share Capital of the Company as on 31st March 2025 is Rs. 23,74,83,780/- divided into 4,74,96,756 Equity Shares of Rs. 5/- each.

During the year under review the company decided to proceed with an Initial Public Offering (IPO) offering 1,34,32,000 Equity Shares of face value of ^ 5/- each (the "equity shares") of Jeyyam Global Foods Limited ("Company" or "the Issuer") at an offer price of ^ 61/- per Equity Share for cash, aggregating up to ^ 8,193.52 Lakhs ("Public Offer") comprising of a Fresh Issue of upto 1,20,88,800 Equity Shares aggregating to ^ 7,374.17 Lakhs (the "Fresh Issue") and an Offer for Sale of upto 13,43,200 Equity Shares by Mr. Shripal Veeramchand Sanghvi, Selling Shareholder ("Offer for Sale") aggregating to ^ 819.35 lakhs. The said proposal for listing of shares was approved by the Shareholders of the Company in their meeting held on 2nd April 2024. The Company allotted 1,20,88,800 equity shares of ^5 each at an issue price of ^61 per share in their Board Meeting held on 5^th September 2024, pursuant to Initial Public Offering (IPO). Hence, as a result the paid-up share capital of the company increased to ^ 23,74,83,780/-.

OTHER DISCLOSURES W.R.T. SHARE CAPITAL:

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

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

b. Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

c. Issued any securities that are convertible into equity shares at a future date and nor any such shares are outstanding previously.

d. Shares having voting rights not exercised directly by the employees and for the purchase of which or subscription to which loans was given by the company.

e. Buyback of any of its securities

10. DETAILS OF THE UTILIZATION OF FUNDS RAISED THROUGH INITIAL PUBLIC OFFER (IPO):

During the year under review, the Company raised funds aggregating to 81.93 Crores through public issue. Details of utilization of fund as on 31st March, 2025 are as under:

(Value in Crores)

Original Object	Original allocation	Modified Allocation Funds	Actual Utilized Amount	Amount of deviation/ Variations for the year	Remarks if any
Funding of working capital requirements	35.00	NA	35.00
Capital Expenditure	19.00	NA	8.53		An unutilized amount of Rs. 10.47 crores have been placed in a fixed deposit.
General Corporate Purposes	10.34	10.92*	10.92

Note: *The allocation for general corporate purposes has been increased using surplus funds from offer-related expenses, reimbursed by the promoter selling shareholders.

11. MANAGEMENT DISCUSSION & ANALYSIS REPORT

The Management Discussion and Analysis Report for the financial year 2024-25, as required under Regulation 34(2)(e) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is provided in a separate section and forms an integral part of this Annual Report.

12. DETAILS OF SUBSIDIARIES. ASSOCIATES AND JOINT VENTURES COMPANIES AND THEIR CONTRIBUTION TO THE OVERALL PERFORMANCE OF THE COMPANY AND NAMES OF COMPANIES, WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR

The Company has no subsidiary, associate and joint venture companies.

13. COMPOSITION OF BOARD OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND ITS CHANGES

As on 31.03.2025, the Company has 5 Directors with an optimum combination of Executive and Non-executive Directors including one women director, as follows:

(a) Mr. Amit Agarwal - Managing Director

(b) Mr. Shripal Veeramchand Sanghvi -Whole Time Director

(c) Mr. Vikash Mahipal- Independent Director

(d) Mr. Shanmugam- Independent Director

(e) Mrs. Simran Nahar- Women Additional cum Independent Director

(f) Mr. Chinnaponnu Devarajan - Chief Financial Officer

(g) Mr. Ritika Agarwal - Company Secretary and Compliance Officer

During the year under review, the Directors approved the following Changes to the Board of the Company:

Sno. Name of the Director	Designation	Date of Appointment, Reappointment, regularisation and cessation	Remarks
1. Mrs. Sujathaa Mehta (DIN:06822171)	Director	20.02.2025	Cessation of directorship
2. Mrs. Simran Nahar (DIN: 10850291)	Additional Director	20.02.2025	Appointment at Board meeting

In the opinion of Board, Ms. Simran Nahar is a person of integrity and fulfils requisite conditions as per applicable laws and are independent of the management of the Company.

During the year under review, the board of directors have reconstituted Nomination and Remuneration committee:

Sr. No. Names of Member	Designation in Board	Designation in Committee
1 Mr. Vikash Mahipal	Independent Non-Executive Director	Chairman
2 Mr. Shanmugam	Independent Non-Executive Director	Member
3 Mrs. Simran Nahar	Additional Director	Member

Following the close of the financial year 2024-25, the Company undertook key changes to the composition of its Board, with the objective of strengthening governance and establishing a more professionally structured Board:

Sno. Name of the Director	Designation	Date of Appointment, Reappointment, regularisation and cessation	Remarks
1. Mr. Shripal Veeramchand Sanghvi (DIN:07788214)	Whole Time Director	12.04.2025	Cessation of directorship
2. Mr. Amit Agarwal (DIN:01653009)	Managing Director	14.04.2025	Cessation of directorship
3. Mr. Vikash Mahipal (DIN:10429702)	Independent Director	14.04.2025	Cessation of directorship
4. Mr. Jayraman Madhu Suthan (DIN: 09841051)	Additional Director	14.04.2025	Appointment at Board meeting
5. Mr. Rajesh Ramakrishnan (DIN: 06427334)	Additional Director	14.04.2025	Appointment at Board meeting
6. Mr. Nanchar Bhaskara Chakkera (DIN: 02106379)	Managing Director	18.04.2025	Appointment at Board meeting

In alignment with the changes to the Board, appropriate modifications were made to the constitution of the various Committees of the Company to ensure continued compliance and effective governance.

14. RETIREMENT BY ROTATION

In accordance with the provisions of Section 152 of the Companies Act, 2013 and in terms of the Articles of Association of the Company, Mr. Rajesh Ramakrishnan (DIN: 06427334) Executive Director of the company, is liable to retire by rotation and being eligible, seeks reappointment at the ensuing Annual General Meeting of the Company. Mr. Rajesh Ramakrishnan (DIN: 06427334) is not disqualified under Section 164(2) of the Companies Act, 2013. The Board of Directors recommends his re-appointment in the best interest of the Company.

15. DECLARATION OF INDEPENDENT DIRECTORS:

Pursuant to the provisions of Section 149 of the Act, the Independent Directors have submitted declarations that each of them meets the criteria of independence as provided in Section 149(6)

of the Act along with Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations. There has been no change in the circumstances affecting their status as independent directors of the Company.

In the opinion of the Board, there has been no change in the circumstances which may affect their status as Independent Directors of the Company and the Board is satisfied of the integrity, expertise, and experience (including proficiency in terms of Section 150(1) of the Act and applicable rules thereunder) of all Independent Directors on the Board. In terms of Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, all Independent Directors of the Company have enrolled themselves on the Independent Directors Databank as on the date of this Report.

In accordance with the provisions of Regulation 25(7) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has conducted familiarization programme for its Independent Director The details of such familiarization programme for Independent Directors have been disclosed on the website of the Company at https://ievvamfoods.com/policies

16. INDEPENDENT DIRECTOR MEETING:

In terms of requirements under Schedule IV of the Companies Act, 2013 and Regulation 25 (3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate meeting of the Independent Directors was held on November 13, 2024. The Independent Directors at the meeting, inter alia, reviewed the following.

• Performance of Non-Independent Directors and Board as a whole.

• Assessed the quality, quantity and timeliness of flow of information between the Company Management and the Board that it is necessary for the Board to effectively and reasonably perform their duties.

17. NUMBER OF MEETINGS HELD DURING THE YEAR:

During the financial year 2024-2025, the Board of Directors met 21 times as follows, in compliance with the relevant provisions applicable to the Board of Directors Meeting:

A. BOARD MEETING

S. No	Meetings Date	Total Number of Directors entitled to Attend the Meeting	Total Number of Directors present at the Meeting
1.	01.04.2024	5	5
2.	16.04.2024	5	5
3.	13.05.2024	5	5
4.	17.05.2024	5	5
5.	19.06.2024	5	5
6.	25.06.2024	5	5
7.	02.07.2024	5	5
8.	08.07.2024	5	5
9.	09.07.2024	5	5
10.	24.07.2024	5	5
11.	06.08.2024	5	5
12.	07.08.2024	5	5
13.	09.08.2024	5	5
14.	20.08.2024	5	5
15.	22.08.2024	5	5
16.	27.08.2024	5	5
17.	05.09.2024	5	5
18.	06.09.2024	5	5
19.	13.11.2024	5	5
20.	20.02.2025	5	5
21.	31.03.2025	5	4 I

B. GENERAL MEETING

S. No Meetings Date	Type of General Meeting
1. 02.04.2024	Extra Ordinary General Meeting
2. 25.07.2024	Annual General Meeting

18. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186

The company has not given any loans and guarantees and has not made any investments as covered under the provisions of Section 186 of the Act. Hence, the disclosure regarding the same is not applicable.

19. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All contracts or arrangements or transactions with related parties during the year under review as referred to in Section 188(1) of the Companies Act, 2013, were in the ordinary course of business and on arms length basis. Details of such material contracts/ arrangement/ transaction with related parties which may have potential conflict with the interest of the Company, has been disclosed in terms of Section 134 of the Act in AOC-2 which is forming part of boards report as an Annexure-I.

As per the provisions of Section 188 of the Companies Act, 2013, approval of the Board of Directors is obtained for entering into related party transactions by the Company.

During the financial year under review, all the Related party transactions are disclosed in the notes provided in the financial statements which forms part of this Annual Report.

The Company has adopted a policy on Related Party Transactions and can be accessed on the Companys website at https://ieyyamfoods.com/policies

20. AUDITOR AND AUDITORS REPORT:

a. STATUTORY AUDITORS AND AUDIT REPORT:

The members of the Company at their Annual General Meeting held on 30^th September, 2023 have appointed M/s. A B C D & Co., Chartered Accountants, as the Statutory Auditor of the Company for a period of 5 years from the financial year 2023-2024 till Financial Year 2027-2028. The auditors have confirmed their eligibility and willingness to continue as auditors of the company.

The Statutory Auditors have issued an unmodified opinion on the financial statements of the Company for the year ended March 31, 2025 and the Auditors Report for the year under review does not contain any qualification, reservation, adverse remark or disclaimer.

The notes on financial statements referred to in the Auditors Report are self-explanatory and do not call for any further comments.

The Statutory Auditors have not reported any instance of fraud committed in the Company by its officers or employees to the Audit Committee under Section 143(12) of the Act.

b. SECRETARIAL AUDITOR

The Board of Directors, pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, had appointed M/s. Tanuj Jain & Associates, Company Secretaries (Membership No.: 23826), as Secretarial Auditors of the Company for the financial year 2024-25. Secretarial Audit Report, issued by the Secretarial Auditor in Form No. MR-3 forms part of this Report and is annexed herewith as Annexure -II

c. INTERNAL AUDITOR

The Board of Directors had appointed M/s. Balaji & Sridhar, Chartered Accountants as the Internal Auditor of the Company pursuant to the provisions of Section 138 of the Companies Act, 2013 for the Financial Year 2024-2025.

21. DISCLOSURE ON MAINTENANCE OF COST RECORDS

The Central Government has not prescribed the maintenance of Cost Records under Section 148(1) of the Companies Act, 2013 for the Company.

22. EXTRACT OF ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3) (a) of the Act, copy of the Annual Return of the Company prepared in accordance with Section 92(1) of the Act read with Rule 11 of the Companies (Management and Administration) Rules, 2014 for FY 2024-25 is placed on the website of the Company and is accessible at the web-link: http://www.ievvamfoods.in/

23. CORPORATE SOCIAL RESPONSIBILITY (CSR)

Your Companys CSR initiatives and activities are aligned to the requirements of Section 135 of the Act. A brief outline of the CSR policy of the Company and the initiatives undertaken by the Company on CSR activities during the year are set out in Annexure III of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014.

In accordance with the requirements of Section 135 of the Act, the Company has formulated a Corporate Social Responsibility Policy (CSR Policy) which is available on the website of the Company at https://iewamfoods.com/policies

24. BOARD COMMITTEE OF THE COMPANY:

The Company is required to constitute various committees of the Board as per the Companies Act, 2013: The committees of the Board are as follows:

a. Audit Committee:

The Composition of the Audit Committee as on 31/03/2025 was as follows:

Sr. No. Name of Member	Designation in Board	Designation in Committee
1 Mr. Vikash Mahipal	Independent Non-Executive Director	Chairman
2 Mr. Shanmugam	Independent Non-Executive Director	Member
3 Mr. Amit Agarwal	Managing Director	Member

During the financial year 2024-2025, following Audit Committee meetings were conducted:

S. No	Meetings Date	Mr. Vikash Mahipal	Mr. Shanmugam	Mr. Amit Agarwal
1.	01.04.2024	V		>/
2.	16.04.2024	n/
3.	02.07.2024	v/	n/	s/
4.	09.07.2024	s/	V	n/
5.	24.07.2024	v/	s/	n/
6.	22.08.2024	s/	s/	>/
7.	05.09.2024	v/	n/	s/
8.	06.09.2024	\/	v	v
9.	13.11.2024	n/	V	v/
10.	20.02.2025	V	s/	s/
11.	31.03.2025	n/	n/	s/

The composition of the Nomination and Remuneration Committee as on 31/03/2025 was as follows:

Sr. No. Names of Member	Designation in Board	Designation in Committee
1 Mr. Vikash Mahipal	Independent Non-Executive Director	Chairman
2 Mr. Shanmugam	Independent Non-Executive Director	Member
3. Mrs. Sujathaa Mehta (ceased to be a part of the committee on 20th February 2025)	Director	Member
4. Mrs. Simran Nahar (Appointed to be a part of the committee on 20th February 2025)	Additional Director	Member

During the financial year 2024-2025, following Nomination and Remuneration Committee meetings were conducted:

S. No	Meetings Date	Mr. Vikash Mahipal	Mr. Shanmugam	Mrs. Sujathaa Mehta
1.	20.02.2025			>/

c. Stakeholders Relationship Committee:

The Composition of the Stakeholders Relationship Committee as on 31/03/2025 is as follows:

Sr. No. Names of Member	Designation in Board	Designation in Committee
1 Mr. Shanmugam	Independent Non-Executive Director	Chairman
2 Mr. Amit Agarwal	Managing Director	Member
3 Mr. Shripal Veeramchand Sanghvi	Whole time Director	Member

During the financial year 2024-2025, following Stakeholder relationship Committee meeting was conducted:

S. No	Meetings Date	Mr. Shanmugam	Mr. Shripal Veeramchand Sanghvi	Mr. Amit Agarwal
1.	13.11.2024	V	V	s/

Following the close of FY 2024-25 and in view of the changes in the composition of the Board of Directors, the Company re-vamped the members of its key Board Committees to strengthen governance and bring in fresh expertise. Details of the revised compositions are as follows:

a. Audit Committee:

The Audit Committee was reconstituted as part of the Board restructuring to ensure continued oversight and compliance. The revised composition of the Audit Committee is as follows:

i. Ms. Simran Nahar - Chairman

ii. Mr. Shanmugam - Member

iii. Mr. Nanchar Bhaskara Chakkera - Member

b. Nomination and Remuneration Committee (NRC)

The Nomination and Remuneration Committee was reconstituted pursuant to changes in the composition of the Board. The new composition of the NRC is as follows:

i. Mr. Shanmugam- Chairman

ii. Ms. Simran Nahar - Member

iii. Mr. Jayaraman Madhu Suthan - Member

The Stakeholders Relationship Committee was also restructured in alignment with the changes made to the Board of Directors. The updated composition of the SRC is as follows:

i. Mr. Shanmugam- Chairman

ii. Mr. Nanchar Bhaskara Chakkera - Member

iii. Mr. Rajesh Ramakrishnanan - Member

25. SECRETARIAL STANDARDS

The Company has complied with the applicable provisions of Secretarial Standards 1 and 2 issued by the Institute of Company Secretaries of India and notified by Ministry of Corporate Affairs.

26. ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The Company has in place adequate internal financial controls with reference to financial statements. During the year under review, such controls were tested and no reportable material weakness in the design or operation were observed.

27. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION AND OTHER DETAILS

The Company has, on the recommendation of the Nomination & Remuneration Committee, framed and adopted a Nomination and Remuneration Policy in terms of the Section 178 of the Act. The policy, inter alia, lays down the principles relating to appointment, cessation, remuneration and evaluation of directors, key managerial personnel and senior management personnel of the Company. The Nomination & Remuneration Policy of the Company is available on the website of the Company at https://ievvamfoods.com/policies.

28. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE

No significant and material orders have been passed by any Regulator or Court or Tribunal which can have an impact on the going concern status and the Companys operations in future.

During the year under review, your Company had not received any complaint.

29. RISK MANAGEMENT POLICY

The Company has a Proper Risk Management Policy towards Operations and Administrative affairs of the Company. The Audit committee review the Policy at regular intervals of time and ensure Proper Implementation of the Policy Formulated https://ievvamfoods.com/policies

The Board has been in a position to identify element of risk(s) associated with the operation and functioning of the Company and basis which the Company does not see any threats towards the existence of the Company.

30. VIGIL MECHANISM POLICY

The Company has established a mechanism for Directors and employees to report their concerns relating to fraud, malpractice or any other activity or event which is against the interest of the Company.

The details of establishment of such mechanism are disclosed in the Companys Website https://iewamfoods.com/policies

31. LISTING OF EQUITY SHARES:

Your Companys shares were listed with NSE Limited (NSE SME platform) on September 09, 2024. Your Company paid the Listing Fees for the financial year 2025-26 within the prescribed time.

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

The Company has zero tolerance towards sexual harassment at the workplace. The Company has also complied with the provisions related to constitution of Internal Complaints Committee (ICC) under the said Act to redress complaints received regarding sexual harassment. During the Financial Year 2024- 25, the Company has not received any complaints of sexual harassment.

Following is the constitution of the Internal Committee:

Sl. No Post of Committee Members	Employee Name	Designation	Mobile Number	E-mail id
1 Presiding Officer	R. Kumutha	Operations Executive	9688466058	kumuthar@jeyy amfoods.in
2. Member	Anusha M Jain	Compliance Executive	9884910119	anusha.m@jeyy amfoods.in
3. Member	Moumita Layek	Consultant	9732355577	moumitalayek26 @gmail.com
4. External Member	Grishma Rathi	Member of Lions Club International (NGO)	9884199180	tanay_5@yahoo .com

As per the notification of Ministry of Corporate affairs effective from July 14, 2025, the following disclosure is also being made:

a. Number of sexual harassment complaints received - NIL

b. Number of complaints disposed of - NIL

c. Number of cases pending for more than 90 days - NIL

33. MATERNITY BENEFIT COMPLIANCE:

Pursuant to the provisions of Rule 8(5)(xiii) of the Companies (Accounts) Rules, 2014, the Company hereby confirms that it has complied with the provisions of the Maternity Benefit Act, 1961.

The Company provides maternity leave and other benefits to eligible women employees as prescribed under the Act. Where applicable, necessary facilities such as creche arrangements and nursing breaks are made available to support women employees during and after maternity. The Company remains committed to fostering an inclusive, safe, and supportive work environment for all employees, including working mothers.

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

In terms of Section 134 (3) (m) of the Companies Act, 2013 read with Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, the Directors furnish the information as below:

Conservation of Energy	(I) The steps taken or impact on conservation of energy;
	The Company has undertaken several practical measures to conserve energy and
	promote sustainability within its operations. Regular maintenance of machinery is carried out to ensure efficient energy use and minimize wastage. Lights and air conditioning systems are switched off when not in use to reduce unnecessary electricity consumption. Idle machines and equipment are also turned off during nonoperational hours. The company encourages a culture of energy awareness by training staff on energy-saving practices and promoting mindful usage. Additionally, natural lighting and ventilation are utilized during daytime wherever possible, further contributing to reduced energy dependence.
	(ii) The steps taken by the company for utilising alternate sources of energy;
	The Company is not utilizing any alternate use of energy
	(iii) The capital investment on energy conservation equipments;
	The Company has not made any Capital investment on energy Conservation Equipments.
Foreign Exchange Earnings and Outgo	2024-2025
Earnings	Nil
Outgo	Nil

DISCLOSURE FOR TECHNOLOGY ABSORPTION:

(i) The efforts made towards technology absorption:	Jeyyam Global Foods Ltd. has steadily undertaken efforts to adopt appropriate technology in its chickpea (Channa) manufacturing operations to enhance efficiency, maintain quality standards, and ensure cost-effectiveness, while still relying on manual labour for certain key processes.
	• Material Handling Improvements: The company has installed conveyor systems and forklifts for internal transportation of raw and processed materials, thereby reducing manual strain and improving workplace safety.
	• Semi-Automated Sorting Systems: Though full AI integration is not in place, the company has adopted semiautomated color sorters and
	basic mechanical cleaning systems to aid in product segregation and quality control, while manual inspection is still a key part of the process
	• Training and Skill Development: To bridge the gap between technology and manpower, the company has initiated regular training programs for workers on equipment handling, hygiene, and operational efficiency
(ii) The benefits derived like product improvement, cost reduction, product development or import substitution etc	• Product Consistency: Use of improved sorting and cleaning equipment, supported by manual quality checks, has resulted in better product uniformity and reduced contamination.
	• Increased Efficiency: Adoption of material movement equipment and better layouts has improved throughput and reduced processing time.
	* Employee Upliftment: With continuous training and involvement in technology-led improvements, employees are better equipped and more productive, contributing to overall process improvement.
(iii) In case of imported technology (imported during the last three years reckoned from the beginning of the financial year):	NIL
(a) The details of technology imported
(b) Year of Import;
(c) Whether the technology been fully absorbed
(d) If not fully absorbed, areas where has not taken place, reasons thereof
(iv) The expenditure incurred on Research and Development	NIL

35. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE. 2016 (31 OF 2016) DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR.

Maximus, acting as the Operational Creditor, filed an insolvency application under the IBC (2016) against our Company, alleging non-payment of ^52 lakhs for consultancy services rendered between 2015 and 2018. The claim was based on a Memorandum of Understanding (MoU) signed in February 2018, which Maximus viewed as an acknowledgment of debt. Our Company contested the claim, citing dissatisfaction with services and questioning the validity of the MoU following the resignation of its Managing Director in March 2018. The NCLT, in its order dated 02.09.2021, dismissed the application on grounds of a pre-existing dispute, referring to our

detailed reply from January 2019. As a result, no CIRP was initiated, and the matter currently stands closed at the insolvency stage. While Maximus may explore civil recovery, for our Company, the issue poses no immediate financial or operational impact, with exposure limited primarily to legacy reputational considerations.

36. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONETIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

During the year under review, there was no instance of one-time settlement with any Bank or Financial Institution.

37. CORPORATE GOVERNANCE REPORT:

The Company is covered under criteria of Regulation 15(2)(b) of SEBI(Listing Obligations & Disclosure Requirements) Regulations, 2015, and is not required to provide Report on Corporate Governance.

38. PARTICULARS OF EMPLOYEES

The information required under Section 197 of the Companies Act, 2013 and the Rules made thereunder are annexed to this Report as Annexure IV

39. DIRECTORS RESPONSIBILITY STATEMENT

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

a) That in the preparation of the annual accounts, the applicable accounting standards have been followed and that no material departures have been made from the same.

b) That the appropriate accounting policies have been selected and applied consistently, and have 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 31st March 2025 and of statement of Profit and Loss account of the Company for the year ended 31st March 2025.

c) That the Directors had taken proper and sufficient care for 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) That the annual accounts have been prepared on a going concern basis.

e) The Internal Financial Controls had been laid down, to be followed by the Company and that such Internal Financial Controls are adequate and were operating effectively; and

f) That 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.

40. CERTIFICATION FROM COMPANY SECRETARY IN PRACTICE

Pursuant to Regulation 34(3) and Schedule V Para C clause (10) (i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 relating to certificate of non-disqualification of directors is not applicable to the company as company has listed its specified securities on the SME Exchange

41. BOARD EVALUATION:

The Companies Act 2013 states that a formal annual evaluation needs to be made by the Board or Nomination Remuneration Committee and Schedule IV of the Companies Act 2013 states that the performance evaluation of Independent Directors shall be done by the entire Board of Directors, excluding the Director being evaluated. The performance of the Board was evaluated by the Nomination Remuneration Committee and after seeking inputs from all the Directors on the basis of the criteria such as the Board composition and structure, effectiveness of Board processes, information flow, frequency of meetings and functioning etc. The performance of the Committees was evaluated by the Board and after seeking inputs from the Committee Members.

The Board and the Nomination and Remuneration Committee reviewed the performance of the individual Directors on the basis of the criteria such as the contribution of the individual Director to the Board and Committee Meetings. The Chairman was also evaluated on the key aspects of his role. In a separate Meeting of Independent Directors, performance of the Board as a whole and performance of the Chairman was evaluated.

42. ACKNOWLEDGEMENTS

The Directors place on record our sincere thanks to all stakeholders for their continued support extended to corporation activities during the year under review.

		For Jeyyam Global Foods Limited
	Rajesh Ramakrishnan	Bhaskara Chakkera
Place: Chennai	Director	Managing Director
Date: 25th July 2025	DIN: 06427334	DIN: 02106379