Sampre Nutritions Ltd Directors Report

BOARD S REPORT

To

The Members of Sampre Nutritions Limited

The Board of Directors ("Board") have pleasure in presenting the thirty-fourth (34th) Annual Report on the business and operations of Sampre Nutritions Limited ("the Company") together with the audited standalone and consolidated financial statements for the financial period ended 31 March 2025.

BUSINESS, AND FINANCIAL POSITION AND CORPORATE STRUCTURE

1. State of Affairs

The Company is engaged in the business of manufacturing, producing, and processing a wide range of food, beverage, healthcare, and personal care products, including soft drinks, confectioneries, cosmetics, and therapeutic items. It operates as a distributor, stockist, and liaison for these products both in India and internationally, representing various manufacturers and importers. The company also acquires scientific know-how, undertakes turnkey projects and collaborations to set up similar industries, and fabricates essential machinery and equipment to support its manufacturing activities.

The year under review was marked by a mixed economic environment. The Indian economy continued to demonstrate resilience with GDP growth estimated at 6.5% in 2024-25, supported by robust domestic consumption, government capital expenditure, and recovery in manufacturing. Inflation moderated to within the RBIs tolerance band and the external sector remained stable despite global headwinds and tariff uncertainties.

Within this backdrop, the confectionery industry experienced both opportunities and challenges. Demand for innovative and affordable products continued to grow, supported by demographic shifts and increasing urban consumption. At the same time, the industry faced pressures from rising input costs, evolving regulatory standards, and tariff changes impacting trade dynamics.

For the Company, the year reflected these broader trends. While turnover was INR 2249.87 lakhs on a standalone basis, margins were under pressure due to elevated raw material prices and higher Due to FCCB expenses incurred financing costs, resulting in a net loss of INR 533 lakhs for 2024-25. Nevertheless, significant steps were taken to strengthen the balance sheet, including reduction of borrowings which lowered the debt-equity ratio to 0.18 times, and improved inventory management that reduced holding levels by over 45%. Book value per share rose to INR 44.06, reflecting improved capital structure despite reported losses.

The Board wish to emphasize that the long-term fundamentals of the Company remain intact. Focused investments in product innovation, brand building, and operational efficiency are expected to position the Company favourably to capture emerging opportunities in the confectionery sector. The management continues to adopt a prudent and disciplined approach to cash flows, risk management, and governance to ensure sustainable value creation for stakeholders.

There has been no change in the business of the Company during the financial year ended 31 March 2024.

2. Financial Summary

During the financial period ended 31 March 2025, the Company has recorded financials, the summary of which is shown below:

			(All amounts in INR Lakhs except EPS)
Particulars	Standalone		Consolidated
	2024-25	2023-24	2024-25	2023-24
Total Income	2,549.87	2,526.49	2,548.76	2,526.49
Total Expenses	(3,266.05)	(2,469.96)	(3,301.26)	(2,477.75)
Profit before Tax	(716.18)	56.53	(752.50)	48.74
Tax Expense	(14.74)	(25.58)	(14.74)	(25.58)
Profit after Tax	(730.92)	30.95	767.24)	23.16
Other Comprehensive Income Total Comprehensive Income	-	-	-	-
Earnings Per Share
Basic EPS	(5.17)	0.45	(5.43)	0.34
Diluted EPS	(5.17)	0.33	(5.43)	0.34

The Figures in brackets represent deductions. The above figures are extracted from the audited standalone and consolidated financial statements of the Company as per the relevant Accounting Standards prescribed under the Companies Act, 2013 ("the Act") and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), 2015 ("Listing Regulations"). The equity shares are at nominal value of INR 10 (Indian Rupees ten) per share. The directors are confident that the performance and operations of the Company will improve in the coming years.

3. MD and CFO Certification

In terms of Regulation 17(8) read with Part B of Schedule II of the Listing Regulations, a certificate from Brahma Gurbani, Managing Director and Vamshi Srinivas Vempati, Chief Financial Officer of the Company addressed to the Board, confirming the correctness of the financial statements for the financial year ended 31 March 2025, adequacy of the internal control measures and reporting of matters to the Audit Committee, is annexed to this Annual Report in Annexure 1.

4. Code of Conduct

In compliance with Regulation 17(5) of the Listing Regulations, the Board of Directors have framed and adopted Code of Conduct ("the Code") for Directors and Senior Management of the Company. The Code provides guidance on ethical conduct of business and compliance of law. The Code is available on the Companys website at https://sampreltd.com/pdf/policies-and-practices/code-of- conduct.pdf.

All members of the Board and Senior Management personnel have affirmed the compliance with the Code as on 31 March 2025. A declaration to this effect, signed by the Managing Director in terms of the Listing Regulations, is given in the Corporate Governance Report forming part of this Annual Report in Annexure 2.

5. Appropriations

During the period under relevance, the Company has not transferred any amount to the reserves and accordingly, the entire balance available in the Statement of Profit and Loss is retained in it.

6. Dividend

The Board after considering holistically the relevant circumstances have not recommended any dividend for the period under review considering the Company wishes to plough back the profits and conserve resources for future growth and expansion.

7. Investor Education and Protection Fund

In terms of the provisions of Section 125 of the Act and the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 made thereunder, the amount that remained unclaimed for a period of 7 (Seven) years is required to be transferred to the Investor Education and Protection Fund ("IEPF") administered by the Central Government. During the year under review there no amount of unpaid dividend and shares which were transferred to the IEPF.

8. Subsidiary, Associate or Joint Venture Companies

The Company has established wholly owned subsidiaries namely "Sampre Nutritions FZCO" in Silicon Oasis Free Zone, Dubai, United Arab Emirates and "Sampre Nutritions Holding Limited" in England, United Kingdom.

Pursuant to Section 129(3) of the Act, the statement containing the salient features of the financial statement of the Companys subsidiaries, associates and joint ventures is given in Form AOC-1 as Annexure4.

Further, the audited financial statements and the related documents of the subsidiaries, associates and joint ventures shall be kept open for inspection at the registered office of the Company. The Company will also make available copy thereof upon specific request by any member of the Company interested in obtaining the same. Further, pursuant to Ind AS 110 issued by the Institute of Chartered Accountants of India, the consolidated financial statements presented by the Company in this Annual Report include the financial information of its subsidiary.

9. Listing on Stock Exchanges

The Companys shares are listed on the BSE, with the scrip code 530617.

CORPORATE GOVERNANCE

10. Management Discussion and Analysis

In terms of Regulation 34(2) (e) read with Part B of Schedule Vof the Listing Regulations, the Management Discussion and Analysis forms part of this Annual Report and is set out in Annexure 5.

11. Corporate Governance

Our corporate governance practices, deeply rooted in our core values, encompass our culture, policies, and stakeholder relationships. Integrity and transparency are pivotal in fostering stakeholder trust. We prioritise member value, adhering to legal, ethical, and sustainable standards. The Board fulfils its broad fiduciary duties, acknowledging its significant responsibilities. Our disclosures adhere to international governance standards, reflecting our commitment to industry best practices. We persist in enhancing long-term member value while respecting minority member rights in our strategic decisions.

12. Vigil Mechanism

The Company is committed to fostering an ethical and transparent work environment where the directors and employees can report genuine concerns related to misconduct, ethical violations, or potential legal issues. While Regulation 22 of the Listing Regulations, was not applicable to the Company during the year, we remain dedicated to supporting a workplace culture where individuals feel encouraged to raise concerns responsibly and without fear of retaliation, thus upholding the principles of accountability and integrity in all business operations. The vigil mechanism and whistle blower policy has been disclosed on the website of the Company at https:// sampreltd.com/pdf/policies-and-practices/whistleblower-policy.pdf.

BOARD OF DIRECTORS

13. Board Diversity

The Company acknowledges the significance of a diverse Board for its growth. We are confident that a genuinely diverse Board will harness variations in thought, perspective, regional and industry backgrounds, cultural and geographical diversity, age, ethnicity, race, gender, knowledge, and expertise. This inclusive approach extends to areas such as finance, diversity, global business, leadership, information technology, mergers and acquisitions, board service, governance, sales and marketing, environmental, social and governance, risk management, cybersecurity, and other domains. This diversity is integral to maintaining a competitive advantage.

14. Board Composition and Key Managerial Personnel

As on 31 March 2025, the Board consisted of six (6) directors with an optimum mix of two (2) Executive Directors and four (4) Non-Executive Independent Directors. The Board also consists of one (1) Woman Director as a Non-Executive Independent Director. The details of the Board Composition are outlined in the Corporate Governance Report forming part of the Annual Report.

As per Section 152(6) of the Act and other applicable provisions of the Act, Brahma Gurbani, being liable to retire by rotation at ensuing Annual General Meeting of the Company has offered himself for reappointment.

The number of directorships of the directors are within the limits of Section 165 of the Act, read with the Companies (Appointment and Qualification of Directors) Rules, 2014.

15. Committees of the Board

As on 31 March 2025, the Company had three (3) committees: Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee. The composition, terms of reference of the Committees and number of meetings held during the year are provided in the Corporate Governance Report, which forms a part of this AnnualReport.

16. Board Meetings and Committee Meetings

The Board and the Committees meets at regular intervals to discuss and decide on the Companys business policy and strategy. The notice and agenda with notes on each agenda item for the Board meetings and Committee meetings is circulated at least a week prior to the date of the meeting. The quorum was met on all the meetings of the Board and the Committees. The details of the Board Meetings with the dates, and attendances of each directors and committee members is provided in the Corporate Governance Report forming part of this Boards Report.

17. Independent Directors

The Company has received necessary declarations from each independent director under Section 149(7) of the Act, that they meet the criteria of independence laid down in Section 149(6) of the Act and the Listing Regulations. The independent directors also have confirmed compliance with Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014, as amended relating to inclusion of their name in the databank of independent directors. Additionally, a declaration from the independent directors have been obtained to the effect they have not been debarred from holding office of a director by virtue of any order passed by SEBI or any other such authority.

18. Statement Regarding Independent Director

In the opinion of the Board, the independent directors comprise persons of high integrity and possess relevant expertise and experience in their respective fields. All the independent directors of the Company have valid registration with the Independent Directors database maintained by the Indian Institute of Corporate Affairs ("MCA") and also completed the online proficiency test conducted by the MCA, wherever required.

19. Policy on Directors Appointment and Remuneration

In terms of Section 178(3) of the Act, the Board has formulated a policy on qualifications, positive attributes and independence of a director, key managerial personnel and senior management of the Company. Furthermore, the policy also determines the diversity of the Board and criteria for determining the remuneration to the directors, key managerial personnel and senior management of the Company. The Salient Features of the Policy is provided in Annexure 6and is also uploaded on the website of the Company at https://sampreltd.com/pdf/policies-and-practices/nomination-and- remuneration-policy.pdf.

20. Board Performance Evaluation

The Company has highly committed and dedicated professionals as well as directors on the Board of the Company. The directors follow an efficient mechanism for annual evaluation of performance by directors and their committees. The mechanism basically is based upon the principle of enhancement in Companys efficient governance and bringing higher levels of transparency, legacy and accountability in working of the Company. Broadly, the evaluation framework for assessing the performance of directors comprises of the following key areas:

a. Attendance in the Board and Committee meetings

b. Quality of contribution to deliberations

c. Strategic perspectives or inputs regarding future growth of Company and its performance

d. Providing perspectives and feedback going beyond information provided by the management

e. Commitment to member and other stakeholder interests

Pursuant to Section 134(3)(p) read with Rule 8(4) of the Companies (Accounts) Rules, 2014, the formal annual evaluation needs to be made by the Board of its own performance and that of its committees and individual directors. The Board has carried out annual performance evaluated of its own performance, the Committee and director individually including independent directors. The performance evaluation of the non-independent directors was carried out by the independent directors. The directors expressed their satisfaction with the evaluation process.

21. Directors Responsibility Statement

The Board would like to inform the members to the best of their knowledge and belief and according to the information and explanation obtained by them, that the audited financial statements for the financial year ended 31 March 2025, are in full conformity with the requirements of the Act. Pursuant to requirement of Section 134(3)(c) of the Act with respect to Directors Responsibility Statement, it is hereby confirmed 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 have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31 March 2025 and of the profit and loss of the Company for the period 2024-25;

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 accounts on a going concern basis;

e. The directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

f. The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and systems are adequate and operating effectively.

22. Particulars of Managerial Remuneration

The disclosure pertaining to remuneration and other details 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 annexed to this Report as Annexure 7. The directors state that none of the executive directors of the Company received any remuneration or commission from any of its subsidiaries, and the remuneration is as per the remuneration policy of the Company.

23. Particulars of top 10 Employees

The statement containing particulars of top 10 employees in terms of remuneration drawn and the particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules. 2014 is not applicable to the Company.

AUDIT AND AUDITORS

24. Statutory Auditors

N G Rao & Associates, Chartered Accountants (Firm Registration No.: 009399S) are the Statutory Auditors of the Company. They were appointed in the thirty-third (33rd) Annual General Meeting for the financial year 2023-24for 5 (five) consecutive years to hold office till the conclusion of the thirty- eighth (38th) Annual General Meeting for the financial year 2028-29 in accordance with Section 139(1) of the Act, read with Rule 3 of the Companies (Audit and Auditors) Rules, 2014. The appointment of the auditors is not required to be ratified at every Annual General Meeting.

25. Secretarial Auditors

During the period under review, Neelu Goyal & Associates, Company Secretaries (Firm Registration No.: S2018TS578500) conducted the secretarial audit of the Company for the financial year 2024-25 pursuant to Section 204(1) of the Act, read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The Secretarial Audit Report is attached to this Report in Annexure 8.

The appointment of Neelu Goyal & Associates, Company Secretaries (Firm Registration No.: S2018TS578500) for a term of five (5) consecutive years from the financial year 2025-26 to the financial year 2029-30 is proposed in the ensuing Annual General Meeting.

26. Cost Records and Cost Auditors

The Company is neither required to maintain cost records as specified by the Central Government under Section 148(1) of the Act nor required to have its cost records audited under Section 148(2).

27. Audit Reports

The directors informed that there are no qualifications, reservations or adverse remarks in the audit report as presented by the statutory auditors of the Company, save and except usual disclaimer made by them in discharge of their professional obligations. The observations of the statutory auditors and secretarial auditors when read together with the relevant notes to the accounts and accounting policies are self-explanatory and do not call for any further comments by the management.

Auditors Modified Opinion and Reply

The secretarial audit report in Form MR-3 for the financial year 2024-25 as submitted by Neelu Goyal & Associates, the secretarial auditors of the Company contains a modified/qualifying opinion concerning the Companys compliance with the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015. The Secretarial Auditors have noted that the Company did not submit the Structured Digital Database (SDD) Compliance Certificate for the said financial year.

The Board of Directors of the Company acknowledges the observation highlighted in the report. The Board takes cognizance of this observation and is committed to addressing this matter in the forthcoming year to ensure full adherence to all regulatory obligations. A review of the Companys compliance processes is underway to strengthen oversight and prevent such instances in the future.

28. Reporting of Frauds by Auditors

During the year under review, there were no frauds which came to the cognizance of the statutory auditors and secretarial auditors. Thus, the requirement by the statutory auditors and secretarial auditors to report to the Government or the Audit Committee, under Section 143(12) of the Act, any instances of fraud committed against the Company by its officers or employees does not arise. Thus, there are no details to be mentioned in the Boards report.

29. Internal Financial Controls

The Company has an adequate internal financial control system, commensurate with the size of its business operations. Significant audit observations and follow up actions thereon are reported to the Audit Committee. The Audit Committee reviews if the Company has adequate and effective internal control system and it also monitors the implementation of its recommendations.

30. Risk Management

The Company has developed and implemented Risk Management Policy for identification, assessment, measurement and reporting of business risks faced by the Company. During the period under review, the Company has not identified any element of risk which may threaten the existence of the Company.

31. Secretarial Standards

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating efficiently.

32. Disclosure of Composition of Audit Committee

The provisions of Section 177(1) of the Act read with Rule 6 and 7 of the Companies (Meetings of the Board and its Powers) Rules, 2014 is not applicable to the Company. Hence, the disclosure pursuant to Section 177(8) of the Act is not required.

33. Unsecured Loan from Directors

During the year under review the Company has received an unsecured loan of INR 7,11,42,976from Brahma Gurbani, Managing Director of the Company. Further, pursuant to Section 73 of the Act, read with Rule 2(1)(c)(viii) of Companies (Acceptance of Deposit) Rules, 2014, a declaration in writing to the effect that the amount is given out of their owned funds and not being given out of funds acquired by them by borrowings or accepting loans or deposits from others was received from the directors.

34. Deposits

The Company has not accepted any deposits from the public and members and as such there are no outstanding deposits in terms of the Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014.

35. Loans, Guarantees or Investments

There was no loan or guarantee given or investment made or security provided pursuant to Section 186 of the Act during the year under review.

36. Contracts or Arrangements with Related Parties

The Company is committed to maintaining transparency and accountability in its dealings, including transactions with related parties. Although Regulation 23 of the Listing Regulations is not mandatorily applicable, we adhere to high standards of governance by ensuring that all related party transactions are conducted at arms length and in the ordinary course of business. Since all related party transactions entered into by the Company were on an arms length basis and in the ordinary course of business and the Company had not entered into any material related party contracts, the disclosure under Rule 8(2) of the Companies (Accounts) Rules, 2014 in Form AOC-2 is not required to be provided. The details of the related party transactions during the year under review are given under Note 38 of the Notes to Financial Statements appended to this Report.

SECURITIES AND CAPITAL STRUCTURE

37. Changes in Capital Structure and Debt Structure

The Company has altered the capital structure during the year under review as detailed below:

Date of Issue and Allotment	Method of Allotment	IssuePrice (INR)	Conversion Price (INR)	Securities Allotted	Securities Allotted to Promoter Group	Consideration (Cash /Non- Cash)
22/04/2024	Preferential Issue	36.00	36.00	1700000	Nil	Cash
14/10/2024	Preferential Issue	59.84	59.84	8991711	Nil	Cash
17/02/2025	Preferential Issue	59.84	59.84	3045144	Nil	Cash

The Company had allotted 2600000 (Twenty-six lakh) convertible warrants on a preferential basis to non-promoters with an option to convert the same into an equal number of equity shares on 20 October 2022. During the year under review, 1700000 (Seventeen lakh) convertible warrants were converted into 1700000 (Seventeen lakh) equity shares. Further, 15 (Fifteen) Foreign Currency Convertible Bonds ("FCCB") worth USD 100,000 per bond were converted into 12036855 (One crore twenty lakh thirty-six thousand eight hundred fifty-five) equity shares ranking pari passu with the existing equity share capital of the Company. These FCCBs were issued on a private placement basis, with the fair value determined under Regulation 154 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, read with the provisions of the Issue of Foreign Currency Convertible Bonds and Ordinary Shares (Through Depositary Receipt Mechanism) Scheme, 1993.

CORPORATE SUSTAINABILITY

38. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo

The disclosures pursuant to Section 134(3) (m) of the Act, read with the Rule 8(3) of the Companies (Accounts) Rules, 2014 in respect of conservation of energy, technology absorption and foreign exchange earnings and outgo are given as below:

A. Conservation of Energy

a. The steps taken or impact on conservation of energy

The operations of the Company are not energy intensive. However, adequate measures have been initiated to reduce energy consumption.

b. The steps taken by the Company for utilising alternate sources of energy

The Company is working on viability study and development on introducing renewable sources of energy at site and office to reduce the cost of energy. The Company is in the process of phasing out electronics that use ozone depleting materials. Additionally, the Company continues to analyse energy consumption.

c. The capital investment on energy conservation equipment

There is no such capital investment made by the Company on energy conservation equipment.

B. Technology Absorption

a. The efforts made towards technology absorption

Information Technology is a critical for growth of business and hence the Company has introduced new technologies in its day-to-day operations. The Company is using computers and latest technology for speedy communication.

b. The benefits derived like product improvement, cost reduction, product development or import substitution

Due to adoption of information technology, the cost of communication has reduced to a great extent. Furthermore, the time to communicate has reduced, helping in effective and efficient governance and management of the affairs of the Company.

c. In case of imported technology (imported during the last three years reckoned from the beginning of the financial year)

There is no such technology imported during the last three years by the Company.

d. The expenditure incurred on research and development

The Company has made no expenditure on research and development during the period under review.

C. Foreign Exchange Earnings and Outgo

During the year, the foreign exchange earned in terms of actual inflow was Nil and the foreign exchange outgo in terms of actual outflow was INR 3,90,24,910 (Indian Rupees Three crores ninety lakhs twenty-four thousand nine hundred ten) only.

39. Corporate Social Responsibility

The requirements of Section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 with respect to applicability of Corporate Social Responsibility ("CSR") spending were not applicable to the Company as per the audited financial statements for the year 2024-25. Hence, the Company is not required to formulate and adopt the CSR Policy or constitute CSR Committee during the year under review.

40. Environmental, Social and Governance

Our focus is steadfast on leveraging technology to battle climate change, water management and waste management. On the social front, our emphasis is on the development of people, especially in the areas of digital skilling, improving diversity and inclusion, facilitating employee wellness and experience, delivering technology for good and energizing the communities we work in. We are also redoubling our efforts to serve the interests of all our stakeholders, by leading through our core values and setting benchmarks in corporate governance.

HUMAN RESOURCES MANAGEMENT

41. Prevention of Sexual Harassment

The Companys goal has always been to create an open and safe workplace for every employee to feel empowered, irrespective of gender, sexual preferences and other factors, and contribute to the best of their abilities. In line to make the workplace a safe environment, the Company has set up a policy on prevention of sexual harassment in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("PoSH Act"). Further, the Company has complied with the provisions under the PoSH Act relating to the framing of an anti- sexual harassment policy and the constitution of an Internal Committee.

The Company has not received any complaints of work place complaints, including complaints on sexual harassment during the year under review.

42. Affirmation with Maternity Benefits Laws

The Company declares that it has duly complied with the provisions of the Maternity Benefit Act, 1961. All eligible women employees have been extended the statutory benefits prescribed under the Act, including paid maternity leave, continuity of salary and service during the leave period, and post-maternity support such as nursing breaks and flexible return-to-work options, as applicable. The Company remains committed to fostering an inclusive and supportive work environment that upholds the rights and welfare of its women employees in accordance with applicable laws.

MISCELLANEOUS

43. Web Link of the Annual Return

The detail forming part of the extract of the annual return in Form MGT-9 in accordance with Section 92(3) of the Act read with the Companies (Management and Administration) Rules, 2014, has been disclosed on the website of Company at https://sampreltd.com/pdf/annual-results/annual-return- 2024-25.pdf.

44. Material Changes and Commitments

There are no material changes and commitments affecting the financial position of the Company, which has occurred between the end of the financial year of the Company i.e., 31 March 2025 and the date of the Boards Report.

45. Going Concern Status and Company Operations

There are no significant material orders passed by the regulators, courts or tribunals which would impact the going concern status of the Company and its future operations.

46. Application Made or Proceedings Pending for Insolvency

During the year under review, there were no applications or filed or proceedings pending in the name of the Company under the Insolvency and Bankruptcy Code, 2016.

47. Difference In Valuation between Loans Availed and One Time Settlement Made

During the year under review, there has been no one-time settlement of loans taken from banks and financial institutions.

48. Data Privacy, Data Protection and Cyber security

In an ever-evolving digital landscape, our organisation continues to prioritise data privacy, data protection, and cybersecurity. Over the past quarter, we have taken significant strides in enhancing our defences and safeguarding sensitive information. Our approach encompasses rigorous data handling assessments, strict adherence to regulations, and proactive adoption of industry best practices. Our cybersecurity measures include regular audits, vulnerability assessments, and refined incident response protocols. Employee training has been intensified to bolster awareness, while our legal team ensures alignment with evolving data protection laws. As the threat landscape evolves, we remain dedicated to innovation and improvement, upholding stakeholder trust and positioning ourselves for enduring success.

49. Cautionary Statement

Statements in this Boards Report and the Management Discussion and Analysis describing the Companys objectives, projections, estimates, expectations or predictions may be forward-looking statements. Though these statements are based on reasonable and rational assumptions, their actual results may differ materially from those expressed or implied.

50. Acknowledgements

The directors wish to place on record their appreciation to the Government of India, the Governments of various states in India, Governments across various countries, and concerned Government departments and agencies for their cooperation. Additionally, the directors want to recognise the invaluable support and collaboration of the workers, employees, banks, customers, partners, and the consultants provided during the period. The directors appreciate and value the assistance provided during the period, and are looking ahead for a fruitful relationship in future.

For Sampre Nutritions Limited
Brahma Gurbani	Vishal Ratan Gurbani
Managing Director	Whole-Time Director
(DIN: 00318180)	(DIN:07738685)
Date: 25 August 2025
Place: Hyderabad, TG