Signature Green Corporation Ltd Directors Report

To, The Members,

SIGNATURE GREEN CORPORATION LIMITED (formerly known as Sagar Soya Products Limited)

Your Directors have great pleasure in presenting 44 th ( Forty Fourth) Annual Report along with the Audited Standalone and Consolidated Balance Sheet and Profit and Loss Account, for the year ended 31 st March, 2026.

1. FINANCIAL RESULTS:

The Companys performance during the year ended 31 st March, 2026 as compared to the previous financial year, is summarized below:

( Rs. in Hundred)

	Standalone		Consolidated
Particulars	2025-26	2024-25	2025-26	2024-25
Total Income (including Other Income)	92,506.51	78,453.00	93,293.72	78,453
Less: Depreciation	7,009.18	8,249.16	7,009.18	8,249.16
Less: Other Expenses	58,213.45	31,848.38	58,976.23	31,848.38
Profit/ (Loss) Before Exceptional Items and Taxation	27,283.88	38,355.46	27,308.31	38,355.46
Exceptional Items	--	--	--
Tax Expenses (Net)	7,446.29	7,507.28	7,446.29	7,507.28
Net Profit after tax	19,837.59	30,848.18	19,862.02	30,848.18

2. CASH FLOW AND CONSOLIDATED FINANCIAL STATEMENTS:

As required under Regulation 34 of the Listing Regulations, a Cash Flow Statements and Consolidated Financial Statements forms part of the Annual Report.

3. STATEMENT OF COMPANYS AFFAIRS:

During the financial year under review and as per the Standalone Financial Statements,

(a) The Standalone turnover of the Company in the financial year ended as on March 31, 2026 is INR 2,889.84 /- (in Hundreds.) as against INR NIL in the previous year ended as on March 31, 2025 whereas the Consolidated turnover of the Company in the financial year ended as on March 31, 2026 is INR 2,889.84 /- (in Hundreds.) as against INR NIL in the previous year ended as on March 31, 2025.

(b) The Standalone Profit of the Company in the financial year ended as on March 31, 2026 is INR 19,837.59 /- (in Hundreds.) as against profit of INR 30,848.18 /- (in Hundreds.) in the previous year ended as on March 31, 2025 whereas the Consolidated Profit of the Company in the financial year ended as on March 31, 2026 is INR 19,862.02 /- (in Hundreds.) as against INR 30,848.18 /- (in Hundreds.) in the previous year ended as on March 31, 2025.

4. CHANGE OF NAME AND ALTERATION IN NAME CLAUSE OF THE MEMORANDUM AND ARTICLES OF ASSOCIATION:

The Shareholders of the Company vide Special Resolution dated 16 th March, 2025 passed through Postal Ballot have approved the Change of Name of the Company from Sagar Soya Products Limited to Signature Green Corporation Limited which has approved by Central Registration Centre (CRC), Ministry of Corporate Affairs vide Fresh Certificate of Incorporation dated 06 th April, 2025.

Further, the Company has received approval for Change in Name from Stock Exchange i.e. BSE Limited vide Notice No. 20250430-11 dated 30 th April, 2025 and accordingly the Name of the Company has been changed from Sagar Soya Products Limited to Signature Green Corporation Limited with effect from 07 th May, 2025 on BSE.

5. FUTURE PROSPECTS:

The Company is presently in the process of evaluating and undertaking a corporate restructuring. The proposed restructuring is under consideration and the Company shall take an appropriate decision in this regard in due course, based on the prevailing circumstances and future business requirements.

6. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

There was no change in the nature of business of the Company.

7. DIVIDEND AND TRANSFER TO RESERVES:

In order to conserve resources, your directors do not recommend dividend for the year ended 31 st March, 2026 with a view to conserve resources.

No amount is being transferred to reserves during the year under review.

8. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

There was no transfer during the year to the Investor Education and Protection Fund in terms of Section 125 of the Companies Act, 2013.

9. CHANGES IN SHARE CAPITAL:

There has been no changes in the Share Capital of the Company.

The authorized share capital of the Company as on March 31, 2026 is INR. 10,00,00,000/- (Indian Rupees Ten Crores Only) divided into 1,00,00,000 (One Crore) Equity Shares of INR. 10/- (Indian Rupee Ten Only) each.

The Paid share capital of the Company as on March 31, 2026 is INR. 3,59,78,670/- (Indian Rupees Three Crores Fifty-Nine Lakhs Seventy-Eight Thousand Six Hundred and Seventy Only) divided into 35,97,867 (Thirty-Five Lakhs Ninety-Seven Thousand and Eight Hundred and Sixty-Seven Only) Equity Shares of INR. 10/- (Indian Rupee Ten Only) each.

Disclosure regarding issue of equity shares with differential rights

All the equity shares issued by the Company carry similar voting rights and the Company has not issued any equity shares with differential voting rights during the financial year under review.

Buy Back of Securities

The Company has not bought back any of its securities during the financial year under review.

Sweat Equity

The Company has not issued any Sweat Equity Shares during the financial year under review.

Bonus Shares

No Bonus Shares were issued during the financial year under review.

Employees Stock Option Plan

The Company has not provided any Stock Option Scheme to the employees during the financial year.

10. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

(A) Acquisition of Wholly Owned Subsidiary

During the financial year under review, the Company acquired 100% of the equity shares of Arvind Foods Limited (CIN: U15127MH1988PLC436001), an Unlisted Public Company, thereby making Arvind Foods Limited a Wholly Owned Subsidiary of the Company with effect from 06 th January, 2026. Consequent to the aforesaid acquisition, Arvind Foods Limited became a Wholly Owned Subsidiary of the Company in accordance with the applicable provisions of the Companies Act, 2013.

(B) Scheme of Merger by Absorption or Scheme of Amalgamation

During the financial year under review, the Board of Directors in their meeting held on 05 th March, 2026 has in-principally approved and proposed to enter into a Scheme of Merger by Absorption or Scheme of Amalgamation with Arvind Foods Limited, subject to the approval of the members of the respective companies, the Honble National Company Law Tribunal (NCLT) and such other statutory and regulatory authorities as may be required. The Appointed Date for the Scheme is 01 st February, 2026. The Board of Directors, at its meeting held on 24 th April, 2026, approved the Scheme of Merger by Absorption or Scheme of Amalgamation and authorised the filing of the Scheme with BSE Limited. Pursuant to Regulation 37(6) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company was not required to obtain a No Objection Certificate (NOC) from BSE Limited. Accordingly, the Scheme was disseminated by BSE Limited on its website. Thereafter, the Company filed the Scheme of Amalgamation before the Honble National Company Law Tribunal for its consideration. As on the date of this Report, the Scheme is pending before the Honble NCLT for admission and further proceedings in accordance with the applicable provisions of the Companies Act, 2013 and the rules made thereunder.

11. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The composition of the Board is in accordance with the provisions of Section 149 of the Companies Act, 2013 with an optimum combination of Executive, Non-Executive and Independent Directors. The Directors on the Board are persons with proven competency, integrity, experience, leadership qualities, financial and strategic insight. They have a strong commitment to the Company and devote sufficient time to the Meetings. During the financial year under review:

a) The Shareholders of the Company vide Ordinary Resolution dated 08 th September, 2025 have regularised the Appointment of Mr. Arun Kumar Sharma (DIN: 00369461) as Non-Executive Non-Independent Director of the Company with effect from 42 nd Annual General Meeting.

b) The Shareholders of the Company vide Special Resolution dated 08 th September, 2025 have regularised the Appointment of Mr. Mukesh Kumar Seni (DIN: 10998990) as Non-Executive Independent Director of the Company with effect from 13 th May, 2025 to 12 th May, 2030.

As on the date of the signing of this report:

a) Mrs. Renu Manendra Singh (DIN: 00860777) was appointed as an Additional Non Executive Independent director w.e.f. 26 th August, 2026 at the Board Meeting of the Company. Pursuant to Section 161 of the Companies Act, 2013, Mrs. Renu Manendra Singh (DIN: 00860777) hold office up to the date of ensuing Annual General Meeting of the Company. Mrs. Renu Manendra Singh has given her consent to act as a Non Executive Independent Director of the Company pursuant to Section 152 of the Companies Act, 2013. She has further confirmed that she is neither disqualified nor debarred from holding the Office of Director under the Companies Act, 2013 or pursuant to any Order issued by SEBI. Accordingly, it is proposed to appoint Mrs. Renu Manendra Singh as Non - Executive Independent Director at ensuing Annual General Meeting of the Company for a term of 5 (Five) consecutive years from 26 th August, 2026 to 25 th August, 2031. b) Mrs. Savita Bhavinkumar Thakkar (DIN: 07192068) resigned from position of Non-Executive Independent Director of the Company w.e.f closure of business hours of 26 th August, 2026.

Director(s) liable to retirement by rotation

In accordance with Section 152 of the Act and the Articles of Association of the Company, Mr. Arun Kumar Sharma (DIN: 00369461) will retire by rotation at the ensuing AGM and being eligible, have offered himself for re-appointment. Based on the recommendation of the NRC, the Board recommends his re-appointment for the approval of the Members of the Company. The brief profile of Director is included in the Notice of the AGM of the Company.

Key Managerial Personnel

As on March 31, 2026, the following were Key Managerial Personnel (KMP) of the Company as per Sections 2(51) and 203 of the Act:

a) Mr. Arvindbhai Chhotabhai Patel, Whole Time Director & CFO. b) Mr. Chandrakant Bhai Patel, Managing Director c) Ms. Pooja Vipin Mandhana, Company Secretary & Compliance Officer.

However, as on the date of signing of this report:

a) Mr. Arvindbhai Chhotabhai Patel resigned from position of Chief Financial Officer of the Company w.e.f closure of business hours of 26 th August, 2026.

b) Mrs. Savita Bhavinkumar Thakkar was appointed as Chief Financial Officer of the Company w.e.f 27 th August, 2026.

12. NUMBER OF BOARD MEETINGS:

The Board of Directors duly met 8 (EIGHT) times during the financial year from 01 st April, 2025 to 31 st March, 2026. The dates on which the meetings were held are as follows:

Sr No. Dates on which Board Meetings held	Strength of the Board	No. of Directors Present
1. 06 th April, 2025	5	5
2. 13 th May, 2025	5	5
3. 07 th August, 2025	6	6
4. 12 th August, 2025	6	6
5. 14 th November, 2025	6	6
6. 23 rd January, 2026	6	6
7. 13 th February, 2026	6	6
8. 05 th March, 2026	6	6

The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

13. COMMITTEES OF THE BOARD:

The Board has set up various Committees in compliance with the requirements of the business & relevant provisions of applicable laws and layered down well documented terms of references of all the Committees. During the year under review, all the recommendations/ submissions made by the Audit Committee and other Committees of the Board were accepted by the Board.

There are currently three Committees of the Board, as follows:

Audit Committee

Nomination and Remuneration Committee

Stakeholders Relationship Committee 14. NUMBER OF GENERAL MEETINGS:

The 43 rd Annual General Meeting of the Company was held on Monday, September 08 th , 2025 at 03.00 PM through Video Conferencing/ Other Audio-Visual Means (VC/OAVM) Facility.

15. DISCLOSURE OF COMPOSITION OF COMMITTEES:

a. Audit Committee comprises of following members:

Mrs. Renu Manendra Singh (appointed w.e.f 26 th August, 2026)	Chairman, Independent and Non-Executive Director
Mrs. Savita Bhavinkumar Thakkar (resigned w.e.f 26 th August, 2026)	Chairman, Independent and Non-Executive Director
Mr. Mukesh Kumar Seni	Member, Independent and Non Executive Director
Mr. Arun Kumar Sharma	Member, Non-Executive Non Independent Director
Mr. Chandrakant Patel (resigned w.e.f 13 th August, 2025)	Member, Managing Director

b. Nomination and Remuneration Committee comprises of following members:

Mrs. Renu Manendra Singh (appointed w.e.f 26 th August, 2026)	Chairman, Independent and Non-Executive Director
Mrs. Savita Bhavinkumar Thakkar (resigned w.e.f 26 th August, 2026)	Chairman, Independent and Non-Executive Director
Mr. Ganesh Sahebrao Saindane	Member, Independent and Non-Executive Director
Mr. Arun Kumar Sharma	Member, Non-Executive Non Independent Director

c. Stakeholders Relationship Committee comprises of following members:

Mr. Arun Kumar Sharma	Chairman, Non-Executive Non Independent Director
Mr. Mukesh Kumar Seni	Member, Non Executive Independent Director
Mr. Arvindbhai Patel	Member, Whole-Time Director
Mr. Chandrakant Patel (resigned w.e.f 13 th August, 2025)	Member, Managing Director

d. Independent Director Committee comprises of following members:

Mrs. Renu Manendra Singh (appointed w.e.f 26 th August, 2026)	Chairman, Independent and Non-Executive Director
Mrs. Savita Bhavinkumar Thakkar (resigned w.e.f 26 th August, 2026)	Chairman, Independent and Non-Executive Director
Mr. Mukesh Kumar Seni	Member, Non Executive Independent Director
Mr. Ganesh Sahebrao Saindane	Member, Non Executive Independent Director

16. MEETING OF COMMITTEES OF BOARD:

During the year there were in total 4 (FOUR) Audit Committee Meetings, 3 (THREE) Nomination & Remuneration Committee, 3 (THREE) Stakeholders Relationship Committee and 1 (ONE) meeting of the Independent Directors were held on following dates:

	(i) 13 th May, 2025
AUDIT COMMITTEE	(ii) 07 th August, 2025
	(iii) 14 th November, 2025
	(iv) 13 th February, 2026
NOMINATION AND REMUNERATION	(i) 13 th May, 2025
COMMITTEE	(ii) 07 th August, 2025
	(iii) 14 th November, 2025
	(i) 14 th November, 2025
STAKEHOLDER RELATIONSHIP COMMITTEE	(ii) 23 rd January, 2026
	(iii) 13 th February, 2026
INDEPENDENT DIRECTOR\u2019S MEETING	(i) 13 th February, 2026

17. ATTRIBUTES, QUALIFICATIONS & INDEPENDENCE OF DIRECTORS, THEIR APPOINTMENT AND REMUNERATION:

The Nomination & Remuneration Committee of Directors have approved a Policy for Selection, Appointment and Remuneration of Directors which inter-alia requires that composition and remuneration is reasonable and sufficient to attract, retain and motivate Directors, KMP and senior management employees and the Directors appointed shall be of high integrity with relevant expertise and experience so as to have diverse Board and the Policy also lays down the positive attributes/criteria while recommending the candidature for the appointment as Director. The policy on Companys Remuneration and Nomination is posted on Companys website at www.sgcl.in.

18. DECLARATION OF INDEPENDENT DIRECTORS AND STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE (INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTORS APPOINTED DURING THE YEAR:

All Independent Directors of your Company have submitted their declaration of independence, as required, pursuant to the provisions of Section 149(7) of the Act and Regulation 25(8) of the Listing Regulations, stating that they meet the criteria of independence as provided in Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations, and are not disqualified from continuing as Independent Directors of your Company. Further, in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, all Independent Directors have confirmed that they have registered themselves with databank maintained by the Indian Institute of Corporate Affairs (IICA). These declarations/confirmations have been placed before the Board. Pursuant to Rule 8(5)(iiia) of the Companies (Accounts) Rules, 2014, the Board of Directors hereby affirms that, based on the evaluation conducted and declarations received, it is of the opinion that the Independent Directors appointed during the financial year possess the requisite integrity, expertise, and experience (including proficiency) required for effectively discharging their duties as Independent Directors of the Company.

19. MEETING OF INDEPENDENT DIRECTORS:

As stipulated in the Code of Conduct for Independent Directors under the Act and Listing Regulations, a separate Meeting of Independent Directors of the Company was held on 13 th February, 2026 to review the performance of Non-Independent Directors (including the Chairman) and the Board as a whole. The Independent Directors also assessed the quality, quantity and timeliness of flow of information between the Company Management and the Board, which is necessary to effectively and reasonably perform and discharge their duties. The meeting decided on the process of evaluation of the Board and Audit Committee. It designed the questionnaire on limited parameters and completed the evaluation of the Board by Non-Executive Directors and of the Audit committee by other members of the Board. The same was compiled by Independent authority and informed to the members.

20. FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS:

The familiarization program aims to provide Independent Directors with the agricultural industry scenario, the socio-economic environment in which the Company operates, the business model, the operational and financial performance of the Company, significant developments so as to enable them to take well informed decisions in a timely manner. The familiarization program also seeks to update the Directors on the roles, responsibilities, rights and duties under the Act and other statutes. The policy on Companys familiarization program for Independent Directors is posted on Companys website at www.sgcl.in.

21. INTERNAL CONTROL SYSTEM:

The Companys internal controls system has been established on values of integrity and operational excellence and it supports the vision of the Company To be the most sustainable and competitive Company in our industry. The Companys internal control systems are commensurate with the nature of its business and the size and complexity of its operations. These are routinely tested and certified by Statutory as well as Internal Auditors and their significant audit observations and follow up actions thereon are reported to the Audit Committee on a quarterly basis, specifying the nature, value and terms and conditions of the transactions.

22. DIRECTORS RESPONSIBILITY STATEMENT:

The Board of Directors hereby confirms:

i) That in the preparation of the Annual Financial Statements for the year ended 31 st March, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any; ii) That 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 at the end of the financial year and of the Profit/loss of the Company for that period.

iii) That the Directors have taken proper and sufficient care for the maintenances of adequate accounting records in accordance with the provision of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv) That the Directors have prepared the Annual accounts on a going concern basis.

v) That the Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

vi) 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.

23. SUBSIDIARIES AND ASSOCIATE COMPANIES:

As on 31 st March, 2026, Company has 1 (One) Wholly Owned Subsidiary Company namely Arvind Foods Limited (CIN: U15127MH1988PLC436001).

During the financial year under review, the Company acquired 100% of the equity shares of Arvind Foods Limited (CIN: U15127MH1988PLC436001), an Unlisted Public Company, thereby making Arvind Foods Limited a Wholly Owned Subsidiary of the Company with effect from 06 th January, 2026. Consequent to the aforesaid acquisition, Arvind Foods Limited became a Wholly Owned Subsidiary of the Company in accordance with the applicable provisions of the Companies Act, 2013.

The Company does not have Associate Company.

24. DEPOSITS:

Your Company did not accept any deposits from the public falling under the ambit of Section 73 of the Companies Act, 2013 (hereinafter referred to as The Act) and the Rules framed thereunder during the year. There are no deposits which have not been claimed by depositors or paid by the Company after the date on which the deposit became due for repayment or renewal, as the case may be, according to the contract with the depositors & there are no total amounts due to the depositors & remaining unclaimed or unpaid.

25. DETAILS OF DEPOSITS WHICH ARE NOT IN COMPLIANCE WITH THE REQUIREMENTS OF CHAPTER V OF THE ACT:

During the year under review, the Company has not accepted any deposits which are not in compliance with the requirements of Chapter V of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014. Accordingly, there are no such non-compliant deposits to report.

26. DISCLOSURE REGARDING THE MAINTENANCE OF COST RECORDS:

During the financial year under review the provisions regarding maintenance of cost records is not applicable to the Company, therefore the Company is not required to maintain the cost records.

27. APPOINTMENT OF AUDITORS:

a) INTERNAL AUDITORS:

As per section 138 of the Companies Act, 2013, The Company has appointed M/s. Ajit Jain & Co., Chartered Accountant (Firm Registration Number: 006199C, Membership No: 074943), as internal auditor of the company for financial year 2026-27 to conduct the internal audit and to ensure adequacy of the Internal controls, adherence to Companys policies and ensure statutory and other compliance through, periodical checks and internal audit and their report is reviewed by the Audit Committee from time to time.

b) STATUTORY AUDITORS:

The Company at its 40 th Annual General Meeting held on 26 th September, 2022 appointed M/s. C. P. Jaria & Co, Chartered Accountants (Firm Registration Number: 104058W) appointed as Statutory Auditors of the Company for a period of five consecutive years and who shall hold such office from the conclusion of 40 th Annual General Meeting till the conclusion of 45 th Annual General Meeting at such remuneration as may be mutually decided by the auditors and the Board of Directors thereof. Further the ratification of their appointment pursuant to Section 139 of the Companies Act, 2013 is not required in terms of notification no. SO 1833(E) dated 7 th May, 2018 issued by the Ministry of Corporate Affairs, and accordingly the item has not been included in the Ordinary Course of Business of this AGM Notice. Further, they have confirmed that they are not disqualified as auditors of the Company under the Companies Act, 2013, the Chartered Accountants Act, 1949 and the rules or regulations made thereunder.

Auditors report is self-explanatory and therefore does not require further comments and Explanation.

c) SECRETARIAL AUDITORS:

The Company has, in its Annual General Meeting held on 08 th September, 2025 appointed M/s. HSPN And Associates LLP (Formerly known as HS Associates), Practicing Company Secretaries, as Secretarial Auditor of the Company to carry out the Secretarial Audit for a period of 5 (Five) Financial Years starting from 2025-26 to 2029-30 and to issue Secretarial Audit Report as per the prescribed format under rules in terms of Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Their report is appended to this Annual Report as Annexure B to Directors Report. d) COST AUDITORS:

As per Section 148 read with Companies (Audit & Auditors) Rules, applicable to cost auditors, the company was not liable to appoint Cost auditors for the financial year 2025-26.

28. COMMENTS OF THE BOARD ON AUDITORS REPORT:

a) Observations of Statutory Auditors on Accounts for the year ended 31 st March, 2026 :

There are no qualifications, reservations or adverse remarks or disclaimer made by the Statutory Auditors in respect of financial statements as on and for the year ended 31 st March, 2026.

b) Observations of Secretarial Audit Report for the year ended 31 st March, 2026:

As informed and represented by the Management, the Company was required to capture 6 (Six) Structured Digital Database (SDD) events during the financial year ended 31st March, 2026. However, the Management has represented that there was a delay in recording 2 (Two) SDD events pertaining to the period from 01st April, 2025 to 12th November, 2025 due to a technical issue.

Directors Comment: The Board has taken note of the observations made by the Secretarial Auditor regarding delays in certain regulatory filings. These delays were inadvertent and occurred due to procedural oversight. The Company has since strengthened its internal compliance mechanisms and ensured that necessary filings are now being made within the prescribed timelines. The Board assures stakeholders that corrective actions have been implemented to prevent recurrence.

29. VIGIL MECHANISM POLICY/ WHISTLE BLOWER POLICY FOR THE DIRECTORS AND

EMPLOYEES:

The Board of Directors of the Company has, pursuant to the provisions of Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, framed Vigil Mechanism Policy for Directors and employees of the Company to provide a mechanism which ensures adequate safeguards to employees and Directors from any victimization on raising of concerns of any violations of legal or regulatory requirements, incorrect or misrepresentation of any financial statements and reports, etc.

The employees of the Company have the right/option to report their concern/grievance to the Chairman of the Audit Committee.

The said Policy is available on the website of the Company at www.sgcl.in.

The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations.

30. REPORTING OF FRAUD BY AUDITORS:

During the year under review, the Statutory Auditors, and Secretarial Auditor have not reported any instances of frauds committed in the Company by its Officers or Employees to the Audit Committee under section 143(12) of the Act, details of which needs to be mentioned in this Report.

31. CORPORATE GOVERNANCE & ANNUAL SECRETARIAL COMPLIANCE REPORT AND

DISCLOSURE OF RELATED PARTY TRANSECTIONS:

As per Regulation 15(2)(a) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, the compliance with the Corporate Governance provisions shall not apply in respect of the listed entity having paid up equity share capital not exceeding Rs. 10 Crores and Net Worth not exceeding Rs. 25 Crores as on the last day of the Previous Financial Year. Since the Companys Paid up Equity capital and the Net Worth fall below the limit mentioned above, compliance with Corporate Governance is not applicable to the Company. Accordingly, as per BSE clarification vide Circular LIST/COMP/12/2019-20 Companies to which the Regulation 15(2)(a) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are not applicable, Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) (Amendments) Regulations, 2018 is also not applicable and not required to submit the Annual Secretarial Compliance Report as well as Disclosure of related party transaction on Consolidated basis under regulation 23(9) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

32. POLICY ON DIVIDEND DISTRIBUTION:

Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 mandates the top 1,000 listed entities by market capitalization to formulate a dividend distribution policy. However, since the company does not fall under the criteria top 1,000 listed the same is not applicable to the Company for the period under review.

33. CONSOLIDATED FINANCIAL STATEMENTS:

According to Section 129(3) of the Act, the consolidated financial statements of the Company and its subsidiaries, joint ventures, and associates are prepared in accordance with the relevant Indian Accounting Standard specified under the Act, and the rules thereunder form part of this Annual Report. A statement containing the salient features of the financial statements of the Companys subsidiaries, joint ventures, and associates in Form no. AOC-1 is given in this Annual Report in Annexure A . Further, pursuant to the provisions of Section 136 of the Act, the financial statements along with other relevant documents, in respect of subsidiaries, are available on the website of the Company at the link at www.sgcl.in

34. LISTING FEES:

Being listed at BSE Limited, Mumbai, the Company has duly paid the listing fees.

35. ANNUAL RETURN:

Pursuant to the provisions of Section 134(3) (a) and Section 92(3) of the Companies Act, 2013 read with Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual return for the Financial Year 2025-26 in WEB Form MGT 7 is furnished on the website of the Company at www.sgcl.in.

36. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:

During the Financial Year under review, the Company has not entered into any contract or arrangement with related parties falling within the purview of Section 188(1) of the Companies Act, 2013. Accordingly, the disclosure of particulars of contracts or arrangements with related parties in Form AOC-2, as prescribed under Rule 8(2) of the Companies (Accounts) Rules, 2014, is not applicable to the Company and, therefore, the said Form is not annexed to this Annual Report.

37. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF

THE COMPANIES ACT, 2013:

Details of Loans granted, Guarantees given or Investments made during the year under review, covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

38. CONSERVATION OF ENERGY, TECHNOLOGY & FOREIGN EXCHANGE:

Information on conservation of energy, technology absorption, foreign exchange earnings and out go, is required to be given pursuant to provision of Section 134 of the Companies Act, 2013, read with Rule 8 of the Companies (Accounts) Rules, 2014 is annexed hereto marked as Annexure C and forms part of this report.

39. PARTICULARS OF EMPLOYEES:

The details as required in terms of Section 197(12) of the Act, read along with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed herewith as Annexure D and forms part of this Report. The Directors of the Company do not draw any Remuneration.

The Policy of the Company on Directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a Director and other matters provided under sub-section (3) of section 178 is available on Companys website at www.sgcl.in.

40. MANAGEMENTS DISCUSSION AND ANALYSIS REPORT:

The Managements Discussion and Analysis Report for the year under review, as stipulated under regulation 34 (3) and Part B of schedule V of the SEBI (Listing Obligation and Disclosure Requirement) Regulation 2015, is annexed hereto marked Annexure E and forms part of this report.

41. COMPLIANCE OF APPLICABLE SECRETARIAL STANDARDS:

The Board of Directors affirm that the Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (SS-1 & SS-2) respectively as amended relating to Meetings of the Board and its Committees which have mandatory application and General Meeting.

42. RISK MANAGEMENT POLICY:

The Company has in place a mechanism to identify, assess, monitor and mitigate various risks to key business objectives and thus in pursuance of the same it has formulated a Risk Management Policy to ensure compliance with regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Major risks identified by the businesses and functions are systematically addressed and also discussed at the meetings of the Audit Committee and the Board of Directors of the Company.

The Companys internal control systems are commensurate with the nature of its business and the size and complexity of its operations. Significant audit observations and follow up actions thereon are reported to the Audit Committee and the risk management policy is available on the website of the company at www.sgcl.in.

In the opinion of the Board, there are no elements of risks threatening the existence of the Company.

43. CORPORATE SOCIAL RESPONSIBILITY (CSR):

The provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility are not applicable to the Company for the financial year 2025 - 2026 as the Company does not meet the criteria specified under sub-section (1) of Section 135 of the Act. Accordingly, the Company is not required to constitute a CSR Committee or formulate a CSR Policy.

44. THE DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR

COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE:

The Company had received an Email from BSE Limited on 13th June, 2025 wherein Fines were imposed on the Company for Delay in furnishing Prior Intimation about the meeting of the Board of Directors under Regulation 29(2)/29(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR regulations) for quarter and year ended 31 st March, 2025. The Company has paid the Fines imposed on 23 rd June, 2025 and Details of Remittance were sent to BSE via Email on 24 th June, 2025. There is no material impact on financials, operations or other activities of the Company due to this fine. There are no other orders passed by the Regulators/ Courts which would impact the going concern status of the Company and its future operations.

45. ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND OF

INDIVIDUAL DIRECTORS:

During the year, the Board adopted a formal mechanism for evaluating its performance and as well as that of its committees and individual Directors, including the Chairman of the Board. The exercise was carried out through a structured evaluation process covering various aspects of the Boards functioning such as composition of the Board & committees, experience & competencies, performance of specific duties & obligations, governance issues etc. Separate exercise was carried out to evaluate the performance of individual Directors including the Board Chairman who were evaluated on parameters such as attendance, contribution at the meetings and otherwise, independent judgment, safeguarding of minority shareholders interest etc.

The evaluation of the Independent Directors was carried out by the entire Board and that of the Chairman and the Non-Independent Directors were carried out by the Independent Directors.

The Directors were satisfied with the evaluation results, which reflected the overall engagement of the Board and its Committees with the Company.

46. DISCLOSURE UNDER SEXUAL HARASSMENT ACT:

Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 do not mandate the Company to Sexual Harassment Redressal Mechanism within the Company, as there are not more than 10 employees in the Company. However, as required the following is the details of complaints received and resolved during the year:

Number of complaints of sexual harassment received in the year;	Number of complaints disposed off during the year	Number of cases pending for more than ninety days
NIL	NIL	NIL

47. INSOLVENCY AND BANKRUPTCY CODE:

During the year, there was no application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 hence the requirement to disclose the details of application made or proceeding pending at the end of financial year is not applicable.

48. DISCLOSURE UNDER RULE 8(5)(XII) OF THE COMPANIES (ACCOUNTS) RULES, 2014:

During the year, there were no instances where your Company required the valuation for one time settlement or while taking the loan from the Banks or Financial institutions. The requirement to disclose the details of difference between amount of valuation done at the time of onetime settlement and valuation done while taking loan from the Banks and Financial Institutions along with the reasons thereof is also not applicable.

49. DISCLOSURE UNDER THE MATERNITY BENEFITS ACT, 1961:

The Company is in compliance with the provisions of the Maternity Benefit Act, 1961, which ensures maternity benefits to women employees as per applicable law. During the financial year ended March 31, 2026, the provisions of the Act were applicable to the Company; however, no instances arose wherein maternity benefits were availed by any woman employee of the Company as the Company does not have any female Employee.

The Company remains committed to providing a safe, inclusive, and supportive work environment for all employees, in line with applicable laws and best practices.

50. VOLUNTARY REVISION OF FINANCIAL STATEMENTS OR BOARDS REPORT:

The Company has not revised its Financial Statements or Boards Report during the financial year under review pursuant to the provisions of Section 131 of the Companies Act, 2013. Accordingly, no application was made to any Court or Tribunal for obtaining approval for such revision.

51. OTHER DISCLOSURES:

The Company does not have any Employees Stock Option Scheme in force and hence particulars are not furnished, as the same are not applicable.

52. ENHANCING SHAREHOLDER VALUE:

Your company firmly believes that its success, the market place and a good reputation are among the primary determinants of value to the shareholder. The organizational vision is founded on the principles of good governance and delivering leading-edge products backed with dependable after sales services.

53. ACKNOWLEDGEMENTS:

Your Directors wish to place on record their appreciation of the support which the Company has received from its promoters, lenders, business associates including distributors, vendors and customers, the press and the employees of the Company.

54. CAUTIONARY STATEMENT:

The statements contained in the Boards Report contain certain statements relating to the future and therefore, are forward looking within the meaning of applicable securities, laws and regulations. Various factors such as economic conditions, changes in government regulations, tax regime, other statues, market forces and other associated and incidental factors may however lead to variation in actual results.

By Order of the Board of Directors
FOR SIGNATURE GREEN CORPORATION LIMITED
(formerly known as Sagar Soya Products Limited)

Sd/-	Sd/-
Chandrakant Bhai Patel	Arvindbhai Chhotabhai Patel
DIN: 02590157	DIN: 00024070
Managing Director	Chairman & Whole Time Director

Date: 26 th August, 2026
Place: Mumbai

Registered Office:
32, Vyapar Bhavan, 49 P.D. Mello Road,
Mumbai - 400009
CIN: L15141MH1982PLC267176
Email: compliance.ssp@gmail.com
Website: www.sgcl.in
Tel/Mobile.: 09327399230