TO THE MEMBERS OF SAKUMA EXPORTS LIMITED
The Directors take pleasure in presenting the Twenty-First Annual Report together with the Audited Annual Financial Statements for the nancial year ended 31st March, 2026. The Management Discussion and Analysis has also been incorporated into this report.
FINANCIAL RESULTS:
Key highlights of standalone and consolidated nancial results for Sakuma Exports Limited for the nancial year 2025 26 are tabulated below:
(Rs. in Las)
| Particulars | Standalone | Consolidated | ||
| Sales & Other Income | 1,46,528.85 | 1,93,121.75 | 1,71,745.27 | 2,30,201.94 |
| Pro t Before Depreciation & Tax | 1356.03 | 1,984.26 | 1,509.30 | 2,289.76 |
| Other Comprehensive Income (Net of Tax) | 29.60 | 6.18 | 29.60 | 6.18 |
| Depreciation | 270.17 | 218.45 | 270.17 | 218.45 |
| Pro t Before Tax | 1,085.86 | 1,765.81 | 1,238.86 | 2,071.31 |
| Provision for Tax: | ||||
| - Current Tax | 309.58 | 513.18 | 30.6.89 | 538.23 |
| - Deferred Tax | - | 24.25 | - | 24.25 |
| - Income Tax of Earlier Years | 58.92 | 21.13 | 58.92 | 21.13 |
| Minority Interest and share of loss of associate | ||||
| Net Pro t After Tax | 825.24 | 1,205.17 | 980.93 | 1,485.62 |
| Add: Surplus from Previous Period | 18,245.03 | 17,196.63 | 35,355.51 | 34,026.67 |
| Pro t Available for Appropriation | 19,070.27 | 18,401.80 | 36,336.44 | 35,512.28 |
| Appropriation | ||||
| Dividend on Equity Shares | - | (156.77) | - | (156.77) |
| Dividend Tax | - | - | - | - |
| Adjustment relating to Minority Interest | - | - | - | - |
| Transfer to Statutory Reserve | - | - | - | - |
| Balance carried to Balance Sheet | 19,070.27 | 18,245.03 | 36,336.44 | 35,355.51 |
There was no revision in the Financial Statements.
HIGHLIGHTS OF PERFORMANCE: Standalone Financials:
Total Standalone Turnover for the year decreased by 24.13% to Rs. 1,46,528.85 lakhs as compared to Rs. 1,93,121.75 lakhs in previous year.
Total Standalone Pro t before Tax for the year was Rs. 1,085.86 lakhs as compared to Rs. 1,765.81 1 lakhs in previous year, Consolidated Financials: Total Consolidated Turnover for the year decreased by 25.40% to Rs. 1,71,745.27 lakhs as compared to Rs. 2,30,201.94 lakhs in previous year.
Total Consolidated Pro t before Tax for the year was Rs. 1,509.30 lakhs as compared to Rs 2,289.76 lakhs in previous year. Working of Subsidiaries:
The overall performance of 2 major subsidiary Companies in general were satisfactory considering the current weak economic environment prevailing in the global markets particularly in West Asia. Sakuma Exports Pte. Ltd., Singapore posted a turnover of USD 40,40,000 during the year as against USD 5,94,000 recorded in the previous year. A decrease in top line on y-o-y basis. Net Pro t after tax of this subsidiary for the year stands at USD (25667) (Previous Year USD 99,878). The performance of another subsidiary in Dubai namely, Sakuma Exim DMCC subsidiary clocked a turnover of AED 2,67,85,062 during the year (Previous Year AED 5,12,08,205). A rise in Net Pro t to AED 1,87,078 (Previous year AED 5,47,335).The performance of another subsidiary in London namely Sakuma Impex Limited achieved turnover of Sterling Pound 1,27,28,932.84 as against the previous year turnover of Sterling Pound 2,33,66,070.62.
3. TRANSFER TO RESERES:
Your Company does not propose to transfer any amount to the General Reserves.
4. DIIDEND:
Directors have not declared any dividend for the nancial year 2025 26.
5. BUSINESS OPERATIONS REIEW AND FUTURE PROSPECTS:
Global markets remained in a cautious but gradually stabilizing, with the IMF projecting growth at approximately 3.1% in FY
2025-26. The operating environment was shaped by a complex mix of cyclical headwinds and powerful structural tailwinds, testing enterprise resilience across economies. Against this backdrop, we continued to navigate trade. These developments, however, accelerated a structural realignment in global sourcing. As buyers actively diversify procurement to build more resilient, multi-geography supply chains, Indian exporters with scale, compliance mechanisms and consistent quality are gaining greater relevance. While India is navigating near-term headwinds, the core drivers of its long term growth strong domestic demand, structural reforms and a resilient economic foundation remain intact. A Nation on the Rise Indias economic progress in recent years has been encouraging. Our GDP continues to grow among the fastest globally, supported by structural reforms and a policy environment that fosters investment and enterprise. The Indian economy demonstrated resilience amid trade tensions with the US and registered a growth of 7.6% in FY 2026, as per the Second Advanced Estimates. The manufacturing sector remained a major driver of growth in the last two years. Private nal consumption expenditure the mainstay of aggregate demand revived and recorded a growth of 7.7% in FY 2026 while gross xed capital formation expanded by 7.1% in FY 2026, higher than 6.4% growth seen in FY 2025. The in ationary conditions during FY 2026 also remained benign with CPI In ation registering an average growth of 2.1% during the year. Additionally, progress in summer crop area coverage remained satisfactory till the end of April despite concerns over the potential impact of El-Nino on water availability which will help maintain agriculture production. The near-term environment will continue to present challenges. However, India has consistently demonstrated resilience, emerging stronger through periods of uncertainty.
The overall government policies continued to remain committed towards containing food in ation and balance domestic demand and supply of essential commodities, which impacted Companys performance during the year to some extent. Sugar export business remained un-remunerative & un-competitive since setting of new season owing to subdued global prices/demand followed by the con ict in the Middle East which completely halted shipping services to West Asia & Africa impacting export business very badly. The Company was timely able to develop & expand domestic trade of Sugar and other Agri Commodities having pan-India spread and maintained growth trajectory by established supply chain of Maize to multigrain re neries for production of Ethanol. Your company also developed robust supply chain business of bulk Sugar to Industrial & Institutional consumers which has been growing at a fast pace. These diversi cations will help sustain the growth in the businesses of the Company. Our people are our biggest asset, and we believe that investing in our people is an investment for the future. We continue to foster a culture that empowers our people to grow both professionally and personally, alongside the business towards building a future-ready workforce. Year in retrospect Operational Performance: In the year under review, the Company achieved on consolidated basis operational revenue of Rs 1,70,828.24 Lakhs and Rs. 2,28,955.46 Lakhs. Overall turnover on consolidated basis was at Rs. 1,708.28 Crore (Previous year Rs2,289.55 Crore) with EBITDA at Rs. 16.38 Crore (Previous year Rs. 26.38 Crore). PAT at Rs.9.51 Crore (Previous year Rs. 14.79 Crore). On Standalone basis turnover was at Rs. 1450.86 Crore (previous year Rs1,922.41Crore) with EBITDA at Rs 14.85 Crore (Previous year Rs. 23.33 Crore) with PAT at Rs.7.96 Crore (previous year Rs. 11.99 Crore). Your Companys performance for the year 2025-26 has to be viewed in the context of the aforesaid challenging economic and market environment. Going forward, on the positive side India remains the fastest growing major economy in the World. The pace of GDP growth is together momentum in the medium term on the back of favorable global economies tailwinds, pickup in private investment and implementation of key policy reforms. Working of Subsidiaries: The overall performance of 3 major subsidiary Companies in general were not satisfactory considering the current weak economic environment prevailing in the global markets particularly in West Asia. Sakuma Exports Pte. Ltd., Singapore posted a turnover of USD 40,40,000 during the year as against USD 5,94,000 recorded in the previous year. An increase in top line on y-o-y basis. Net Pro t after tax of this subsidiary for the year stands at USD (25667) (Previous Year USD 99,878). The performance of another subsidiary in Dubai namely, Sakuma Exim DMCC subsidiary clocked a turnover of AED 2,67,85,062 during the year (Previous Year AED 5,12,08,205). A decline in Net Pro t to AED 1,87,078 (Previous year AED 5,47,335). The performance of another subsidiary in London namely Sakuma Impex Limited at its initial year of business posted a top line of Sterling Pound 12728933 as compared to previous year Sterling Pound (2,33,66,070.62.). Net Pro t after tax of this subsidiary for the year stands at Sterling ound 48588 as compared to (Previous Year Sterling Pound 59,533)
6. DISCLOSURES UNDER SECTION ( (l) OF THE COMPANIES ACT:
No material changes and commitments which could affect your Companys nancial position have occurred between the end of the nancial year of your Company i.e. 31st March, 2026 and date of this report i.e. 29th August, 2026.
7. SHARE CAPITAL:
The paid-up equity share capital as on 31st March, 2026 was Rs. 156.77 Crore. There is no change in the Paid-up Capital of the Company during the year. Your Company has not issued shares with differential voting rights nor granted stock options nor sweat equity. The Promoter and Promoter Group are holding 72,56,81,185 shares equivalent to 46.29% of the total issued and paid-up share capital.
8. TRANSFER OF UNCLAIMED DIIDEND TO INESTOR EDUCATION & PROTECTION FUND:
During the year 2025 26, unclaimed Dividend of Rs.1,04,162.06/-was required to be transferred to the Investor Education and Protection Fund established by the Central Government, in compliance with Section 125 of the Companies Act, 2013 read with the Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016. The Company has transferred the said amount to the Investor Education and Protection Fund. The said amount represents Final Dividend for the nancial year 2017 18 which remain unclaimed for a period of 7 years from its due date of payment.
9. TRANSFER OF EUITY SHARES ON UNCLAIMED DIIDEND TO THE INESTOR EDUCATION AND PROTECTION FUND:
In line with the statutory requirements, your Company is in the process of transferring to the credit of the Investor Education and Protection Fund set up by the Government of India, equity shares in respect of which dividend had remained unpaid / unclaimed for a period of seven (7) consecutive years within the time lines laid down by the Ministry of Corporate Affairs. The Company has not transferred any shares in respect of which dividend has not been paid or claimed for seven consecutive years or more to Investor Education and Protection Fund on account of reconciliation of list of shareholders between the Company and Big share Services Private Limited, Companys Registrar and Share Transfer Agent and bank.
10. DIRECTORS:
1.1 Retirement by Rotation:
Pursuant to Section 152 (6) of the Companies Act, 2013 and in terms of the Articles of Association of your Company, Mr. Vivek Grover (DIN: 03594740), Director, retires by rotation at the forthcoming Annual General Meeting and being eligible offers himself for re-appointment.
1.2 Canges in te Board o Directors o te Comany:
During the nancial year 2025 26, there was no change in the Board of the Company. 1.3 Declaration by Indeendent Directors:
Your Company has received declarations from all the Independent Directors of your Company con rming that they meet with the criteria of independence as prescribed both, under Sub-Section 6 of Section 149 of the Companies Act, 2013 and under Regulation 16 (1) (b) of the SEBI (LODR) Regulations, 2015 and pursuant to Regulation 25 of the said Regulations that they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgment and without any external in uence.
The Board is of the opinion that the Independent Directors of the Company possess requisite quali cations, experience and expertise in the elds of nance, people management, strategy, auditing, tax advisory services and they hold highest standards of integrity.
Regarding pro ciency, the Company has adopted requisite steps towards the inclusion of the names of all Independent Directors in the databank maintained with the Indian Institute of Corporate Affairs, Manesar (IICA). Accordingly, the Independent Directors of the Company have registered themselves with the IICA.
1.4 Familiarition Program or Indeendent Directors:
The Program intends to provide insights into your Company so that the Independent Directors can understand your Companys business in depth and the roles, rights, responsibility that they are expected to perform / enjoy in your Company to keep them updated on the operations and business of your Company thereby facilitating their active participation in managing the affairs of your Company. In addition to the above, Directors are periodically advised about the changes effected in the Corporate Law, SEBI (LODR) Regulations, 2015 with regards to their roles, rights and responsibilities as Directors of your Company.
1.5 Annual Perormance Ealuation:
The annual performance evaluation of the Independent Directors and Board Committees i.e. Audit, Stakeholders Relationship and Nomination & Remuneration Committees was carried by the entire Board and the annual performance evaluation of the Chairman, Board as a whole, Non Independent Directors was carried out by the Independent Directors.
The annual performance evaluation was carried out in accordance with the criteria laid down by the Nomination and Remuneration Committee of your Company and as mandated under the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015, as amended from time to time.
1.6 Key Managerial Personnel:
The following persons have been designated as Key Managerial Personnel of your Company pursuant to Section 2(51) and Section 203 of the Act, read with Rule 8 (5) (iii) of the Companies (Accounts) Rules, 2014 framed thereunder:
1. Mr. Saurabh Malhotra Chairman & Managing Director
2. Mr. Devesh Mishra Chief Financial Of cer
3. Ms. Pooja Malhotra - Company Secretary cum Compliance Of cer (Appointed w.e.f. 22.07.2025 in place of Ms. Surbhi Nahata) During the nancial year, there was no other change amongst key managerial personnel. None of the Directors have attained the age of 75 years.
1.7 Remuneration Policy:
The Board has in accordance with the provisions of Section 178 (3) of the Companies Act, 2013, formulated the policy setting out the criteria for determining quali cations, positive attributes, independence of a Director and policy relating to remuneration for Directors, Key Managerial Personnel and Senior Management Employees. The detail of the same has been disclosed in the Corporate Governance Report.
1.8 Board Meetings:
During the nancial year your Company has held 7 (Seven) Board Meetings which were held on 10.04.2025; 30.05.2025, 22.07.2025; 13.08.2025; 26.08.2025; 14.11.2025 and 14.02.2026. The maximum interval between any two meetings did not exceed 120 days. As per Section 167 (1) (b), all the directors have attended at least one Board Meeting held during the nancial year.
11. PARTICULARS OF EMPLOYEES:
During the year, there was no employee in receipt of remuneration in excess of limit as prescribed in Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The prescribed particulars of Employees as required under Section 197 (12) of the Act read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as "Annexure A" and form part of this Report.
12. DIRECTORSRESPONSIBILITY STATEMENT:
To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statements in terms of Section 134 (3) (c) of the Companies Act, 2013: a) that in the preparation of the Annual Financial Statements for the year ended 31st March, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any; b) that such accounting policies as mentioned in Note 2 of the Notes to the Financial Statements have been selected and applied consistently and judgement and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of your Company as at 31st March, 2026 and of the pro t of your Company for the year ended on that date; c) that proper and suf cient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of your Company and for preventing and detecting fraud and other irregularities; d) that the Annual Financial Statements have been prepared on a going concern basis; e) that proper internal nancial controls were in place and that the nancial controls were adequate and were operating effectively; f) that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.
13. INTERNAL CONTROL SYSTEM:
Your Company maintains an adequate and effective Internal Control System commensurate with its size and complexity. We believe that these internal control systems provide, among other things, a reasonable assurance that transactions are executed with Management authorization and that they are recorded in all material respects to permit preparation of nancial statements in conformity with established accounting principles and that the assets of your Company are adequately safeguarded against signi cant misuse or loss.
14. SUBSIDIARY COMPANIES:
As on 31st March, 2026, your Company has following six subsidiaries:
1. Sakuma Exim DMCC
2. Sakuma Exports PTE Limited
3. Sakuma Impex Ltd
4. Sakuma Exports (Ghana) Ltd Step Down Subsidiary
5. Sakuma Exports Tanzania Pvt. Ltd Step Down Subsidiary
6. GK Exim FZE W.L.L. Step Down Subsidiary
Salient features of nancial statements of your Companys Subsidiaries:
The Statement containing the salient features of nancial statement of Subsidiaries in Form AOC pursuant to Section 129(3) read with Rule 5 of the Companies (Accounts) Rules, 2014 are given below:
(Rs. in Las)
e comany as recently ormed subsidiary in United Kingdom
15. COMPANIES WHICH HAE BECOME OR CEASED TO BE ITS SUBSIDIARIESOINT ENTURES OR ASSOCIATE COMPANIES:
There are no companies which have ceased to be its Subsidiaries, Joint Venture or Associate Companies during the nancial year 2025 26. During the year company has formed one wholly owned subsidiary named Sakuma Impex Ltd 16. DEPOSITS:
Your Company has not accepted deposit from the public and members falling within the ambit of Section 73 and Section 76 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014. Hence, the requirement for furnishing details of deposits which are not in compliance with the Chapter V of the Act is not applicable.
17. PARTICULARS OF LOANSGUARANTEESINESTMENTS OR SECURITY:
The details of Loans and Investments made as covered under the provisions of Section 186 of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014 are given in the Notes to the Standalone Audited Annual Financial Statements. The Company has not made any guarantees or provided any security in connection with loan made under Section 186 of the Companies Act, 2013.
18. RELATED PARTY TRANSACTIONS:
A Related Party Policy has been adopted by the Board of Directors for determining the materiality of transactions with related parties and dealings with them. The said policy may be referred to, at your Companys website at the web link,https://sakumaexportsltd.com/investors/corporate-policy/Policy-on-Determining-Criteria-for-Related-Party-Transactions-14-11-2025.pdf All transactions with related parties are placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained for the RPTs, which are foreseeable and repetitive, if applicable. A statement giving details of all RPTs are placed before the Audit Committee and the Board of Directors on a quarterly basis. Further the members may note that your Company has not entered into the following kinds of related party transactions:
Contracts/arrangement/transactions which are not at arms length basis or in the ordinary course of business.
Any Material contracts/arrangement/transactions [as per Regulation 23 of the SEBI (LODR) Regulations, 2015]
19. CORPORATE SOCIAL RESPONSIBILITY INITIATIES:
A Corporate Social Responsibility (CSR) Committee has been constituted in accordance with Section 135 of the Companies Act, 2013. The details required under the Companies (Corporate Social Responsibility Policy) Rules, 2014 are given in CSR
Report appended as "Annexure B" to this Report.
20. ENERGY CONSERATIONTECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is given below:
A. Conseration o Energy:
The operations of your Company are not energy intensive. However, wherever possible your Company strives to curtail the consumption of energy on continued basis.
B. Tecnology absortionadatation and innoation:
No expenditure has been incurred by your Company on technology absorption activities during the year under review.
C. Foreign Excange Earning & Outgo:
Amount in Las Amount in Las
| Particulars | ||
| (a) Exenditure in Foreign Currency | ||
| Travelling Expenses | NIL | Nil |
| Ocean Freight | Nil | |
| Import Payment | 15,063.75 | 13869.44 |
| Store Warehousing Charges | 7.58 | 188.25 |
| Professional Fees | NIL | 23.47 |
| (b) Earnings in Foreign Currency | ||
| Export of Goods on FOB basis | 26,561.48 | 30530.75 |
DEELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY:
The nature of business is export and trading in commodities. The inherent risks to the business of your company are as follows: a. Foreign Exchange risk b. Commodity Price risk c. Risk elements in business transactions d. Physical risk to cargo All the above risks have been discussed in the Management Discussion and Analysis Report. The Executive Chairman & Managing Director mitigate the risk with the help of their depth of knowledge of market, assistance of senior management and forecast based on various data available with your Company. Your Company has developed the analysis of market data which helps in decision making and to ensure the mitigation of the risk. There are no risks which threaten the existence of the Company.
Your Company has not formed Risk Management Committee as it is not applicable under Regulation 21 of the SEBI (LODR) Regulations, 2015.
22. IGIL MECHANISM WHISTLE BLOWER POLICY:
Over the years, your Company has established a reputation for doing business with integrity and displays zero tolerance for any form of unethical behavior. Whistle Blower Policy is the vigil mechanism instituted by your Company to report concerns about unethical behavior in compliance with the requirements of the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015. The Boards Audit Committee oversees the functioning of this policy. Protected disclosures can be made by a whistle blower through several channels to report actual or suspected frauds and violation of your Companys Code of Conduct and / or Whistle Blower Policy. Details of the Whistle Blower Policy have been disclosed on your Companys website at https:// sakumaexportsltd.com/investors/corporate-policy/WhistleBlowerPolicy.pdf 23. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS: There are no signi cant material orders passed by the Regulators / Courts which would impact the going concern status of your Company and its future operations.
24. AUDITORS: 1.1 Statutory Auditors:
Companys Auditors, M/s. Ramesh M Sheth & Associates, Chartered Accountants were appointed for the period of ve years for the nancial years from 2025-26 to Financial Year 2029-30 and they have con rmed that they hold a valid certi cate issued by the Peer Review Board of the Institute of Chartered Accountants of India.
1.2 Statutory AuditorsObserations:
The Report given by the Auditors on the Financial Statements of your Company is part of the Annual Report. There are no quali cation, observation or adverse remark made by the statutory auditors in their Audit Report.
1.3 Secretarial Auditor:
In terms of the provisions of Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. Rajeev Bhambri & Associates, Practicing Company Secretaries, as Secretarial Auditors for conducting Secretarial Audit of the Company for a term of ve consecutive years from Financial Year 2025-26 to Financial Year 2029-30 and they have con rmed that they hold a valid certi cate issued by the Peer Review Board of the Institute of Company Secretaries of India..
1.4 Secretarial Audit Reort:
The report of the Secretarial Auditor is attached as "Annexure C". 1.5 Internal Auditor
M/s Mehta Singhvi & Associates, Chartered Accountants (FRN:122217W) were appointed as Internal Auditor of the Company for the year 2025-26
A. Nonranser o sares on ic unaid diidend is not claimed to IEPF:
As per Section 124 (6) of the Companies Act, 2013, all shares in respect of which dividend has not been paid or claimed for seven consecutive years or more shall be transferred by the Company in the name of Investor Education and Protection Fund along with a statement containing such details as may be prescribed. The Company has not transferred any shares in respect of which dividend has not been paid or claimed for seven consecutive years or more to Investor Education and Protection Fund.
Management Resonse:
The Company has not transferred any shares in respect of which dividend has not been paid or claimed for seven consecutive years or more to Investor Education and Protection Fund on account of reconciliation of list of shareholders between the Company and Big share Services Private Limited, Companys Registrar and Share Transfer Agent and bank.
25. REPORTING OF FRAUDS BY AUDITORS:
During the year under review, auditors have not reported to the Audit Committee of the Board, under Section 143 (12) of the Act, any instances of fraud committed against your Company by its of cers or employees, the details of which would need to be mentioned in this Report.
26. COST RECORDS:
The provisions of Section 148 of the Companies Act, 2013 and Companies (Cost Records and Audit) Rules, 2014 (hereinafter referred to as Rules) in respect of maintenance an audit of cost records are not applicable to Company.
27. COMPLIANCE OF SECRETARIAL STANDARDS:
The Board of Directors af rms that your Company has complied with the applicable Secretarial Standards (SS) issued by the Institute of Companies Secretaries of India (SS1 and SS2), respectively relating to Meetings of the Board, its Committees and General Meeting, which have mandatory application during the year under review.
28. ANNUAL RETURN:
Pursuant to the provisions of Section 92(3) of the Companies Act, 2013 read with Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return in Form MGT - 7 of your Company for the nancial year ended 31st March, 2026 is available at https://www.sakumaexportsltd.com/annual-return.html.
29. CONSOLIDATED ANNUAL FINANCIAL STATEMENTS:
The Audited Consolidated Annual Financial Statements of your Company for the nancial year 2025 26 are prepared in compliance with the applicable provisions of the Companies Act, 2013, including Indian Accounting Standards speci ed under Section 133 of the Companies Act, 2013. The Audited Consolidated Annual Financial Statements together with the Auditors Report thereon forms part of the Annual Report.
Pursuant to Section 129(3) of the Companies Act, 2013, a statement containing salient features of the Financial Statements of each of the subsidiaries in the prescribed Form AOC 1 are provided at Point 14 of the Boards Report which forms part of the Annual Report.
The Audited Annual Financial Statements of the subsidiaries are available for inspection by the Members at the Registered Of ce of your Company pursuant to the provisions of Section 136 of the Companies Act, 2013. Your Company shall provide free of cost, a copy of the Financial Statements of its subsidiary companies to the Members upon their request. The nancial statements are also available on the website of your Company at https://www.sakumaexportsltd.com/overseas- nancial- results.html.
30. GREEN INITIATIES:
In view of Covid 19 pandemic, the Ministry of Corporate Affairs vide its circular no. 17 / 2020 dated 13th April, 2020, circular no. 20 / 2020 dated 5th May, 2020 and circular No. 10/2022 dated 28th December, 2022 and SEBI vide its circular bearing reference no. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12th May, 2020 and no. SEBI/HO/CFD/PoD-2/P/ CIR/2023/4 dated 05th January, 2023 has dispensed with the requirement of sending hard copy of full annual report to the shareholders.
Electronic copies of the annual report for the nancial year 2025 26 and notice of the 21st Annual General Meeting (AGM) are sent to all members whose email addresses are registered with your Company / Depository Participant(s). Members who have not registered their email address can do so by following the steps as mentioned in the notes of notice of 21st AGM. Alternatively, if they need the soft copy of the annual report, they are requested to download the same from the website of the Company i.e. www.sakumaexportsltd.com or from the website of National Stock Exchange of India Limited (NSE) i.e. www. nseindia.com and BSE Limited (BSE) i.e. www.bseindia.com or write to the Company at companysecretary@sakumaexportsltd. com.
Your Company provides e-voting facility to all its members to enable them to cast their votes electronically on all resolutions set forth in the Notice. This is pursuant to the Section 108 of the Companies Act, 2013 and Rule 20 of the Companies (Management and Administration) Amendment Rules, 2015.
31. MANAGEMENT DISCUSSION AND ANALYSIS:
As required under the Schedule V (B) of SEBI (LODR) Regulations, 2015, report on "Management Discussion and Analysis" is attached and form part of this Annual Report.
32. CORPORATE GOERNANCE:
The Board of Directors af rm their continued commitment to good corporate governance practices. During the year under review, the Company has complied with the provisions relating to corporate governance as provided under the Listing Regulations. The compliance report together with a certi cate from the Secretarial Auditors, M/s. Rajeev Bhambri & Associates, Practicing Company Secretaries con rming the compliance is provided in the Report on Corporate Governance, which forms part of the Annual Report.
33. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREENTION
PROHIBITION AND REDRESSAL) ACT:
Your Company rmly believes in providing a safe, supportive and friendly workplace environment a workplace where our values come to life through the supporting behavior. Positive workplace environment and a great employee experience are integral part of our culture. Your Company believes in providing and ensuring a workplace free from discrimination and harassment based on gender.
Your Company educates its employees as to what may constitute sexual harassment and in the event of any occurrence of an incident constituting sexual harassment, your Company provides the mechanism to seek recourse and redressal to the concerned individual subjected to sexual harassment.
Your Company has a Sexual Harassment Prevention and Grievance Handling Policy in place to provide clarity around the process to raise such a grievance and how the grievance will be investigated and resolved. An Internal Complaints Committee has been constituted in line with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
No complaint was raised and pending as on 01st April, 2025 and no complaint has been raised during the nancial year ended 31st March, 2026. Further, the company has also complied with all the applicable provisions relating to the Maternity Bene ts Act,1961. Further, the Company has also complied with all the applicable provisions relating to the Maternity Bene ts Acts, 1961.
34. MANAGING DIRECTOR & CFO CERTIFICATION:
The Certi cate from Mr. Saurabh Malhotra, Chairman and Managing Director and Mr. Devesh Mishra, CFO pursuant to provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, for the year under review was placed before the Board of Directors of your Company at its meeting held on 30th May, 2026. The certi cate is attached and form part of this Report.
35. CERTIFICATION FROM COMPANY SECRETARY IN PRACTICE:
Mr. Rajeev Bhambri of M/s. Rajeev Bhambri & Associates, Practicing Company Secretaries, has issued a certi cate as required under the SEBI (LODR) Regulations, 2015, con rming that none of the Directors on the Board of your Company have been debarred or disquali ed from being appointed or continuing as Director of companies by the SEBI / Ministry of Corporate Affairs or any such statutory Authority. The certi cate is attached and form part of this Report.
36. ANNUAL SECRETARIAL COMPLIANCE REPORT:
M/s. Rajeev Bhambri & Associates, Practicing Company Secretaries, has issued Annual Secretarial Compliance Report for the nancial year ended 31st March, 2026 pursuant to Regulation 24A of the SEBI (LODR) Regulations, 2015 which covers a broad check on compliance with the applicable SEBI Regulations and circulars / guidelines issued thereunder on an annual basis. The said Report has been led with National Stock Exchange of India Limited and BSE Limited on 27.05.2026. 37. INSOLENCY AND BANKRUPTCY CODE: No application has ever been led against the Company under the Insolvency and Bankruptcy Code, 2016.
38. ONE TIME SETTLEMENT WITH BANKS:
The Company has not made any settlement with the banks or nancial institutions. 39. LISTING WITH STOCK EXCHANGES:
Your Company is listed with National Stock Exchange of India Limited and BSE Limited. Your Company has paid the listing fees to each of the Exchanges.
40. ACKNOWLEDGEMENTS:
Your Directors thank the various Central and State Government Departments, Organizations and Agencies for the continued help and co-operation extended by them. The Directors also gratefully acknowledge all stakeholders of your Company viz. customers, members, dealers, vendors, banks and other business partners for the excellent support received from them during the year. The Directors place on record their sincere appreciation to all employees of your Company for their unstinted commitment and continued contribution to your Company.
41. CAUTIONARY STATEMENT:
Statements in the Boards Report and the Management Discussion & Analysis describing your Companys objectives, expectations or forecasts may be forward-looking within the meaning of applicable securities laws and regulations. Actual results may differ materially from those expressed in the statement.
| For and on beal o te Board o Directors | |
| o Sauma Exorts Limited | |
| Saurab Malotra | |
| Place: Mumbai | Cairman & Managing Director |
| Date: .. | DIN: |
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