Super Sales Ind. Management Discussions


Global economic growth rate falls from 5.9 percent in 2021 a year after covid-19 to 3.4 percent in 2022 due to spread of new Omicron COVID-19 variant, withdrawal of monetary accommodation, continued supply chain problems, rising energy prices and more broad-based inflation than anticipated, notably in the United States and many emerging markets and developing economies. It is estimated that advanced economies grow at 2.7 percent, Emerging market and developing economies at 4.0 percent, Emerging Asia at 4.4 percent and India at 6.8 percent.

Tentative early signs in 2023 that the world economy could achieve 2.8 percent growth in 2023 and 3.0 percent in 2024 amid continuation of Russia- Ukraine war, high debt levels, inflationary pressure and recent financial sector turmoil. Inflation is and energy prices have started come down, underlying price pressures are proving sticky, with labour markets tight in a number of economies. Sharp increase in interest rate created side effects sector vulnerabilities have come into focus. Advanced economies are expected to see an especially pronounced growth slowdown from 2.7 percent in 2022 to 1.3 percent in 2023 and 1.4 percent in 2024. About 90 percent of advanced economies are projected to see a decline in growth in 2023, which may lead to recession. Economic prospects are on average stronger in the emerging market and developing economies than advanced economies. On average, growth is expected to be 3.9 percent in 2023 and may rise to 4.2 percent in 2024. India has grown at 6.8 percent in 2022 and forcast of 5.9 in 2023 and 6.3 in 2024. consumption-driven growth is obvious given Indias large, young and rising share of the upper middle income population, kickstart the virtuous circle of job creation, income, productivity, demand and exports supported by favorable demographics in the medium term.

High-frequency data like, electricity generation, GST collections (through e-way bills), average fuel consumption per day, sale of two-wheelers and tractors, credit growth across sectors and industry, occupancy rates in hotels and the purchasing managers indices (PMIs) clearly indicate that growth drivers have maintained a positive momentum despite uncertainties in global markets. Despite Indias growth prospects remaining bright, there would be downside risks from bleak global economic prospects, Multi-decadal high forced central banks of various countries to tighten financial conditions which may affect the liquidity, inflation income levels and impact of current account balance due to more imports.

OPPORTUNITIES AND THREATS: Opportunities:

1. China plus one strategy of the developed economies.

2. Growth of rural economy in view of normal monsoon.

3. Moderation in the prices of raw materials.

Threats:

1. Higher interest rate may affect consumer spending and borrowing cost.

2. Shortage of skilled labour force.

3. Supply chain disturbances.

SEGMENT WISE PERFORMANCE: Agency Division

Better performance of textile mills in the previous year due to higher demand for yarn and good price realization, prompted the mills to plan expansion and modernization programmes. This resulted in good take of machineries and inturn helped the division to record higher revenue and PBT.

The division has earned a total revenue of Rs. 2931.15 Lakhs as against Rs. 1927.93 Lakhs and a PBT of Rs. 1842.71 Lakhs as against Rs. 964.20 Lakhs.

Textile Division

After an exceptionally good performance due to pent up demand for yarn in the previous year, market slowed down during the year under review in view of the Russia-Ukraine war and inflationary pressure This division earned revenue of Rs. 26057.20 Lakhs, compared to Rs. 35612.58 Lakhs in the previous year. This division has earned a PBT of Rs. 206.11 Lakhs as against Rs. 5428.19 Lakhs in the previous year.

Engineering Division

As the order flow was good for the capital equipment manufacturers, the demand for gears and gear boxes were also good during the year under review and hence this division has recorded a revenue of Rs. 8391.64 Lakhs as against Rs. 5102.02 Lakhs in the previous year.

This Division earned a PBT of Rs. 1438.49 Lakhs as against Rs. 626.51 Lakhs.

EXPORTS

The high cost of textile products and the recessionary fears resulted in a substantial reduction in yarn exports from the country. During the year, your company could export only for Rs. 3166.20 Lakhs, out of which Rs. 2316.89 Lakhs were of direct exports.

PROSPECTS

The raw material prices, especially of cotton has stabilized. However due to inflationary pressure and the tightening of monetary policies of central banks, the consumption of textile products is on the decline. Exports are at a low ebb now. This trend is expected to reverse in the second quarter of the current financial year. The textile divisions performance may improve in the second half of the year. Considering better order book position, the Agency and Engineering divisions are expected to perform well.

RISK AND CONCERN:

High inflation in the developed economies and tight monetary policies of Central Banks may result in lower consumption, which inturn affect our exports.

Volatility in cotton prices is a cause of concern.

INTERNAL CONTROL SYSTEM AND ADEQUACY:

The Company has an adequate internal control system commensurate with its size and nature of its business. Management has overall responsibility for the Companys internal control system to safeguard the assets and to ensure reliability of financial records. The Company has a detailed budgetary control system and the actual performance is reviewed periodically and decision taken accordingly.

Internal audit programme covers all areas of activities and periodical reports are submitted to the Management. Audit Committee reviews all financial statements and ensures adequacy of internal control systems. The Company has a well-defined organization structure, authority levels and internal rules and guidelines for conducting business transactions.

FINANCIAL PERFORMANCE AND ANALYSIS:

(Rs. in Lakhs)

Particulars 2022-23 2021-22 Change Percentage
Income from Operations 36779.85 41940.83 (5160.98) (12.31)
Other Income 691.93 745.84 (53.91) (7.23)
Profit before Interest & Depreciation 5328.94 8649.39 (3,320.45) (38.39)
Interest 432.19 574.47 (142.28) (24.77)
Profit before Depreciation 4896.75 8074.92 (3,178.17) (39.36)
Less: Depreciation 1911.05 1704.08 206.97 12.15
Profit before Tax and exceptional item 2985.70 6370.84 (3,385.14) (53.13)
Profit after Tax 2836.80 4816.17 (1,979.37) (41.10)

HUMAN RESOURCES:

The Companys HR objectives aim to develop and train each individual to perform to his/her fullest capacity, achieving individual excellence and Companys Goals. The shortage of man power in the Textile division has become a severe problem and efforts have been taken to mitigate the same. The number of permanent people employed was 927.

CAUTION:

Statements in the management discussion and analysis describing the Companys objectives, projections, estimates and expectations may be considered as "forward looking statements" within the meaning of applicable securities laws and regulations. These statements are based on certain assumptions and expectations of future events. Actual results could differ materially factors that might influence the operations of the Company are demand-supply conditions,finishedgoods prices, raw material costs & availability, change in the government regulations, WTO and natural calamities over which the Company has no control.

The Company assumes no responsibility in respect of the forward-looking statements herein which may undergo changes in future on the basis of subsequent developments, information or events.

For and on behalf of the Board
Coimbatore
25th May, 2023 SANJAY JAYAVARTHANAVELU
Chairman
DIN 00004505

Significant changes in the key financial ratios along with explanations: (Changes in more than 25% compared to previous year)

S.No

Name of the Ratio 2022-23 2021-22 % of change
1 Debtor turnover ratio 5.41 6.43 (-) 1.02
2 Inventory turnover ratio 4.75 5.86 (-) 1.11
3 Interest coverage ratio 12.33 15.06 (-) 2.73
4 Current ratio 1:1.44 1:1.50 (-) 4.00
5 Debt equity ratio 0.18 0.19 (-) 5.13
6 Operating margin (%) 14.26 20.26 (-) 6.00
7 Net profit margin (%) 7.71 11.48 (-) 32.83

Explanations: (Changes in more than 25% compared to previous year)

Net profit margin percentage was low due lower demand.

Details of any change in return on networth as compared to immediate previous financial year along with detailed explanation thereof.

Return on networth has come down from 11.98% to 6.53% in view of lower profit and higher networth.

CORPORATE GOVERNANCE REPORT

1. PHILOSOPHY ON CODE OF CORPORATE GOVERNANCE

The Company is committed to ensure a good practice of Corporate functioning, maximizing the customer satisfaction by offering quality service & products (in least possible time) at reasonable cost and ensure compliance with all regulations as applicable with adequate transparency and accountability.

2. BOARD OF DIRECTORS

In order to enable the Board to discharge its responsibilities effectively material information are placed before the Board on quarterly basis.

(A) Board Composition

The composition of the Board of Directors is:

Name of the Directors

DIN Category Number of Other Directorships No. of committees in which he/she is Member/ Chairman

Sri. Sanjay Jayavarthanavelu

00004505 Non-Executive, Chairman, Promoter, Non-Independent 12 7/4

Sri. Ravi Sam

00007465 Non-Executive, Promoter Group, Non- Independent 15 6/3
Sri. S. Venkataraman 02538050 Non-Executive, Independent 1 5/3
Smt. Vijayalakshmi Narendra 00412374 Non-Executive, Independent, 3 9/0
Woman Director
Sri. B. Lakshmi Narayana 00504396 Non- Executive, Independent 4 8/2

Justice Smt. Chitra Venkataraman

07044099 Non- Executive, Independent 3 10/0
Ms. Shivali Jayavarthanavelu 07441741 Non-Executive, Promoter 6 1/0
Group, Non- Independent
Sri. G. Mani 08252847 Executive, Non- Independent -- 3/1

Number of Membership/Chairmanship in committees of all Directors is within the Limits specified in SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.

Particulars of Directorship and Category in other companies

Name of the Directors

Name of the other listed entity in which he/ she is a Director

Category of Directorship
Sri. Sanjay Jayavarthanavelu

Lakshmi Machine Works Ltd

Executive-Non-Independent

Lakshmi Electrical Control Systems Ltd

Non- Executive-Non-Independent

The Lakshmi Mills Company Ltd

Non- Executive-Non-Independent

Carborundum Universal Ltd

Non- Executive-Independent
Sri. Ravi Sam

Nil

Nil
Sri. S. Venkataraman

Nil

Nil

Name of the Directors

Name of the other listed entity in which he/ she is a Director

Category of Directorship

Smt. Vijayalakshmi Narendra Ambika Cotton Mills Ltd

Non- Executive-Independent

Sri. B. Lakshmi Narayana Super Spinning Mills Ltd

Non- Executive-Independent

Justice Smt. Chitra The Ramco Cements Ltd

Non- Executive- Independent

Venkataraman Ramco Industries Ltd

Non- Executive- Independent

Lakshmi Machine Works Ltd

Non- Executive- Independent

Ms. Shivali Jayavarthanavelu Nil

Nil

Sri. G. Mani Nil

Nil

(B) Board Meeting and Attendance

Five Board Meetings were held during the period from 1st April, 2022 to 31st March, 2023, on 14.05.2022, 06.07.2022, 27.07.2022, 27.10.2022, and 03.02.2023. Details of attendance of each Director at the Board meeting and last AGM during the financial year ended 31 st March, 2023 are given below:

Name of the Directors / 14.05.22 06.07.22 27.07.22 27.10.22 03.02.23 AGM
Date of Meetings 01.09.22
Sri. Sanjay Jayavarthanavelu 4 4 4 4 4 4
Sri. Ravi Sam 6 6 4 4 6 6
Sri. S. Venkataraman 4 4 4 4 4 4
Smt. Vijayalakshmi Narendra 4 4 4 4 4 4
Sri. B. Lakshmi Narayana 4 4 4 4 4 4
Justice Smt. Chitra - - 4 4 4 4 4
Venkataraman *
Ms. Shivali Jayavarthanavelu * - - 4 4 4 6 4
Sri. G. Mani 4 4 4 4 4 4

* Appointed to the Board on 06.07.2022

Sri. Sanjay Jayavarthanavelu and Ms. Shivali Jayavarthanavelu are relatives and No Director is related to other Director.

Non- Executive Directors share holding:

Sri. Sanjay Jayavarthanavelu : 216288 shares Sri. Ravi Sam : 1000 shares Sri. S. Venkataraman : Nil Smt. Vijayalakshmi Narendra : Nil Sri B. Lakshmi Narayana : Nil Justice Smt. Chitra Venkataraman : Nil Ms. Shivali Jayavarthanavelu : 25500 shares

The familiarisation programme was held on 28th March, 2023 at the Registered Office. All the independent directors except Justice Smt. Chitra Venkataraman were present for the above programme. In addition to the above all the improvements and major changes in the operations or functions of the Company are updated to the Directors in the Board and its Committee meetings. The details of the familiarisation programme is available at http://www.supersales.co.in/directors.html.

Skill Matrix: In order to carryout the duties and responsibilities by a director in the Company, following skill matrix have been identified by the Board for selection and utilize the skills possessed by the directors

1. Leadership,

2. Board services and Corporate Governance,

3. Business strategy,

4. Technology and innovation,

5. Financial,

6. Sales and marketing and

7. Human resources.

All the above core skill sets are available with the present Board of Directors. All the Directors are possessing all the above skills. Board is of the opinion that all the independent directors have met all the criteria of Independence as prescribed in the SEBI (LODR) Regulations, 2015 and the Companies Act, 2013 and are independent of the Management.

Retirement of Director by rotation and being eligible, offer himself for

Sri. Sanjay Jayavarthanavelu, Director (DIN 00004505) is retiring at the ensuing annual general meeting. He is eligible and offers himself for reappointment.

Brief profile, other directorships, Committees in which he is member/ Chairman, details of his shareholding and inter-se relationships are given in the Notice of the Annual General Meeting.

3. AUDIT COMMITTEE

Audit Committee has been constituted on 28.06.2002. The broad terms of reference to the Committee are compliance of adequate internal control system, financial disclosures and other issues confirming to the requirements specified in Companies Act, 2013 and the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.

The Last reconstitution of Audit Committee was on 05.08.2019 and at present, the Committee consists of the following Directors as its Members: 1. Sri. S. Venkataraman - Chairman 2. Sri. Ravi Sam - Member 3. Smt. Vijayalakshmi Narendra - Member 4. Sri. B. Lakshmi Narayana - Member The Committee has met 4 times during the financial year ended st March, 2023.

The Chairman of the Committee attended the AGM held on 1st September, 2022. Sri. S.K. Radhakrishnan, Company Secretary is the Secretary of the Committee.

Details of attendance of each member at the Audit Committee meeting held during the year 2022-23 are given below:

Name of the Directors / 14.05.2022 27.07.2022 27.10.2022 03.02.2023
Date of Meetings
Sri. S. Venkataraman 4 4 4 4
Sri. Ravi Sam 4 4 6 6
Smt. Vijayalakshmi Narendra 4 4 4 4
Sri. B. Lakshmi Narayana 4 4 4 4

4. NOMINATION AND REMUNERATION COMMITTEE

The Committee has been formed to determine the Companys policy on remuneration package to the Directors, Key Managerial Personnel and other Employees and identify suitable person for the directorship and senior management, formulate performance evaluation criteria for independent Directors, Board, Committees and other directors and other requirements specified in Companies Act, 2013 and the SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015. The Committee has been reconstituted on 05.08.2019 and the reconstituted Committee consists of the following Directors as its Members.

1. Sri. S. Venkataraman - Chairman 2. Sri. Ravi Sam - Member

3. Sri. B. Lakshmi Narayana - Member 4. Smt. Vijayalakshmi Narendra - Member

Nomination and Remuneration Committee has met once during the financial year ended 31st March, 2023. The Chairman of the Committee attended the AGM held on 1st September, 2022. Details of attendance of each member at the Nomination and Remuneration Committee meeting held during the year 2022-23 are given below:

Name of the Director 06.07.2022
Sri. S. Venkataraman 4
Sri. Ravi Sam 6
Sri. B. Lakshmi Narayana 4
Smt. Vijayalakshmi Narendra 4

Performance evaluation criteria for independent directors: Securities Exchange Board of India has issued a guidance note for evaluation of the Directors, for evaluation of Board as a Whole, Individual directors (including independent Directors and Chairman) and various Committees. Based on the guidance note, Nomination and Remuneration Committee has adopted criteria to evaluate the independent directors. Criteria are : Qualification, experience, knowledge & competency, ability to fulfill ability to function as a team, pro-activeness, participation and attendance, commitments, contribution, integrity, independence from Company, ability to articulate independent views and judgment. Based on these Criteria, the evaluations have been carried out.

5. STAKEHOLDERS RELATIONSHIP COMMITTEE

The Committee has been formed to specifically look into Shareholders / Investors complaints, if any, on transfer of shares, non-receipt of dividends, balance sheet, etc., and also the action taken by the Company on the above matters.

The Committee has been reconstituted on 05.08.2019 and the reconstituted Committee consists of the following Directors as its Members.

1. Sri. S. Venkataraman - Chairman 2. Smt. Vijayalakshmi Narendra - Member 3. Sri. B. Lakshmi Narayana - Member 4. Sri. G. Mani - Member

Sri. S. K. Radhakrishnan, Company Secretary is the Compliance . The Chairman of the Committee attended the AGM held on 1st September, 2022.

During the financial year the Company has received 2 complaints from the investors and the same were resolved. The outstanding complaint as on 31st March, 2023 was Nil. The Committee has met 2 times during the financial year ended 31 st March, 2023.

Particulars of Stakeholder Relationship Committee meeting and attendance of the members present at the meetings are given below:

Name of the Directors / Date of Meetings 27.07.2022 03.02.2023
Sri. S. Venkataraman 4 4
Smt. Vijayalakshmi Narendra 4 4
Sri. B. Lakshmi Narayana 4 4
Sri. G. Mani 4 4

Risk management Committee is not applicable to the Company.

6. REMUNERATION OF DIRECTORS

The Company does not have any pecuniary relationship or transactions with its Non- Executive Directors during the financial year ended 31 st March, 2023.

At present, the Company pays only sitting fees to all the Non-Executive Directors for attending the meetings of the Board, Committee or any other meeting of directors.

Remuneration and sitting fee paid to the Directors during the financial year ended 31st March, 2023 are as follows:

Amount in Rs.
Name Sitting fee
Sri. Sanjay Jayavarthanavelu 1,50,000
Sri. Ravi Sam 1,00,000
Sri. S.Venkataraman 3,50,000
Smt. Vijayalakshmi Narendra 3.50,000
Sri. B. Lakshmi Narayana 3,50,000
Justice Smt. Chitra Venkataraman 1,00,000
Ms. Shivali Jayavarthanavelu 75,000

Remuneration paid to Sri. G. Mani, Managing Director during the year 2022-23 are as follows:

Particulars Amount Rs. In Lakhs
Basic Salary 41.42
HRA 20.71
Special Allowance 4.97
Medical Reimbursement 3.45
Leave travel assistance 3.45
Total 74.01

Other Benefits:

Company has provided a car with Driver and Telephone for official use.

He is entitled to gratuity and encashment of leave as per the rules of the Company. All the payments mentioned above to the Managing Director are fixed in nature and there is no performance linked payment to him.

Sri. G Mani has been appointed as Managing Director of the Company with effect from 24th October, 2021. He is not entitled to sitting fee for attending the Board and Committee meetings.

Criteria for making payment to the Non-executive Directors were uploaded in the website and the same is available at http:// www. supersales.co.in/ policies.html.

No other remuneration, Benefit, other than the above, Bonus, Stock Option, Performance linked incentives, Severance fee, notice period pay and Pension are given to any Directors.

7. GENERAL BODY MEETINGS

Information regarding last 3 years General Body Meetings are given below:

Location AGM / EGM Day Date Time
Video Conferencing AGM Thursday 30.07.2020 3:30 PM
Video Conferencing AGM Thursday 22.07.2021 3:30 PM
Video Conferencing AGM Thursday 01.09.2022 4:30 PM

1. The Company has not passed any special resolution during the year 2019-20.

2. During 2020-21 one special resolution was passed-

At the 39th AGM held on 22.07.2021 one special resolution was passed for re-appointment of Sri. G. Mani as Managing Director of the Company for a period from 24th October, 2021 to 23rd October, 2024.

3. During 2021-22 one special resolution was passed-

At the 40th AGM held on 01.09.2022 one special resolution was passed for appointment of Justice Smt. Chitra Venkataraman as an Independent Director of the Company for a period five years from 6th July, 2022 to 5th July, 2027.

The Company has not conducted any business by postal Ballot as provided in Rule 22 of the Companies (Management and Administration) Rules, 2014 during the year 2022-23.

There is no proposal to conduct any business through Postal Ballot at the ensuing Annual General Meeting.

8. MEANS OF COMMUNICATION

The quarterly results were published in leading Newspapers viz., Financial Express [English] and Dinamalar [Tamil]. The corporate information, shareholding pattern, financial statements are posted in the Companys web-site www.supersales.co.in. There is no official release and presentation to institutional investors or analysist during the year.

9. GENERAL SHAREHOLDERS INFORMATION a. Annual General Meeting Day & Date : Friday, the 28th July, 2023 T ime : 4.35 PM

Venue : Through Video Conferencing or Other Audio Visual Means b. Financial year - 2023-24 Financial Calendar (2023-24) Results for the financial year 2022-23 : 25th May, 2023 Posting of Annual Report : On or before 3rd July, 2023 Announcement of Quarterly Results : July, 2023, October, 2023 January, 2024 & May, 2024 c. Dividend Payment Date : on or before 26.08.2023 d. Listing on Stock Exchanges and payment of listing fee

The shares of the Company are listed in BSE Limited, Mumbai. The Company has paid the Listing fee for the years 2022-23 and 2023-24. e. Scrip Code at Bombay Stock Exchange : 512527 International security identification number (ISIN) : INE091C01017 f. Market Price data: Monthly High and Low Prices : (BSE) The market price data of High and Low during each month in the last financial year at BSE Limited, Mumbai is given below:

Month Apr-22 May-22 Jun-22 Jul-22 Aug-22 Sep-22 Oct-22 Nov-22 Dec-22 Jan-23 Feb-22 Mar-23
High (Rs) 928.00 875.00 888.00 890.00 910.00 1040.00 935.90 855.00 895.00 830.00 830.00 799.95
Low (Rs) 767.00 670.00 740.05 780.05 813.50 865.65 815.60 800.00 762.10 763.00 740.00 721.20
I Sensex I 57060.87 I 55566.41 I 53018.94 I 57570.25 I 59537.07 I 57426.92 I 60746.59 I 63099.65 I 60840.74 I 59549.9 I 58962.12 I 58991.52 I

h. The shares are regularly traded in BSE Limited and trading was not suspended at any time the year. i. Registrars and Share Transfer / Demat Agents Companys share transmission, dematerialization etc are done by M/s. SKDC Consultants Limited, "Surya" 35, Mayflower Avenue, Behind Senthil Nagar, Sowripalayam Road, Coimbatore - 641028,". (Phone: 0422- 4958995, 2539835-836, Fax : 0422- 2539837 and Email: info@skdc-consultants.com). The shareholders can contact them for all matters related to their shareholdings in the Company. j. Share Transfer System The share transmission, Issue of duplicate certificates, change in name etc., are returned within the period specified if the documents are in order and subject to applicable laws. k. Distribution of Shareholding as on 31.03.2023

No. of equity shares held No. of share holders No. of shares held % held
Up to 500 4441 399805 13.017
501 to 1000 169 129666 4.222
1001 to 2000 82 117770 3.834
2001 to 3000 36 84376 2.747
3001 to 4000 10 35408 1.153
4001 to 5000 13 62214 2.026
5001 to 10000 18 129364 4.211
10001 and above 21 2112897 68.790

Total

4790 3071500 100.000

l. Dematerialization of Shares

As on 31.03.2023, 29,64,441 shares constituting 96.51% of the total paid up capital of the have been dematerialized with CDSL and NSDL. In view of the numerous advantages offered by the depository system, members are requested to avail the facility of dematerialization of the Companys shares.

g. Super Sales share Price m. Outstanding GDR/ADR

The Company has not issued any GDR/ADR. n. The Company has not entered into any forward cover or hedging to cover the Commodity price risk or foreign exchange risk.

1. Risk Management policy of the listed entity with respect to commodities including through hedging (such policy shall take into account total exposure of the entity towards commodities, commodity risk faced by the entity, hedging exposures etc as specified below): Cotton: The Company has a policy to maintain 2 to 3 months stock of cotton always to mitigate the volatility in the prices.

Steel Rods and castings: The Company has a policy to maintain stocks at an average of two months. Orders shall be placed one month in advance. This arrangement ensures that any price increase in the market is absorbed with a lead time of 3 months.

2. Exposure of the listed entity to commodity and commodity risks faced by the entity throughout the year: a. Total exposure of the listed entity to commodities in INR 17747.37 Lakhs b. Exposure of the listed entity to various commodities

Commodity name

Exposure towards the particular commodity (Rs. In Lakhs)

Exposure in Quantity

terms towards

the particular

commodity

% of such exposure hedged through commodity derivatives

Domestic Market

International

Market

Total
OTC Exchange OTC Exchange
(Tones)
Cotton 15870.57 7024.66 Nil Nil Nil Nil Nil
Steel 1876.80 1201.10 Nil Nil Nil Nil Nil

Rods and castings

c. Commodity risks faced by the listed entity during the year and how they have been managed: Cotton: The Company has maintained 2 to 3 months stock of cotton always to mitigate the volatility in the prices.

Steel Rods and castings : Stocks were maintained at an average of two months requirements. Orders are also placed one month in advance. This arrangement ensured that any price increase in the market was absorbed with a lead time of 3 months, within which the prices of finished goods have been negotiated hedging is undertaken for both the commodities. o. Plant Locations The Company is having three Divisions viz., Agency Division, Textile Division and Engineering Division. The Agency Division is functioning at Perumal Complex, 69, Nethaji Road, Pappanaickenpalayam, Coimbatore-641 037 and other Divisions are functioning at the following locations:

Textile Division

Jay Textiles Unit I Ayyampalayam, Pollachi 642 005. Jay Textiles Unit II Othakkalmandapam, Coimbatore 641 032. Engineering Division Thekkampatti, Mettupalayam 641 113. p. Address for Correspondence Company Secretary, Super Sales India Limited, Registered Office: 34-A, Kamaraj Road, Coimbatore - 641 018.

Investor grievances: investorscell@vaamaa.com. q. List of all credit rating obtained by the entity along with revision thereto during 2022-23 for all debt instruments or any Fixed Deposit or any Scheme or proposal involving mobilization of funds: The Company has not obtained any credit rating of any debt instrument or fixed deposit or scheme or proposal involving mobilization of funds during 2022-23.

10. OTHER DISCLOSURES

Details of transactions entered with the related parties, as per the accounting standards, during the year 2022-23 are disclosed in the notes to accounts.

The Quattro Engineering India Limited (formerly known as Lakshmi Life Sciences Limited) is the only entity that holds more than 10% shareholding in Super Sales India Limited.

There is no transaction with Quattro Engineering India Limited during the year 2022-23. a. There is no material significant related party transaction that would have been a potential conflict with the interests of the Company at large. b. No penalty or strictures have been imposed on the Company by any Regulatory Authority for non-compliance of any matter relating to capital marekets during the last three years. c. The Company has adopted Vigil mechanism, whistle blower policy and no person has been denied access to Audit Committee. d. The Company has complied with all applicable mandatory compliance requirements and not adopted any of the non-mandatory requirements given in the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015. e. The Company has no subsidiary and hence there is no policy for deciding the material subsidiary. f. Policy for dealing with related parties is available at http://www.supersales.co.in/policies.html g. The Company has not entered into any forward cover or hedging to cover the Commodity price risk. h. Details of utilisation of funds raised by preferential allotment/QIP - Company has not raised any money via preferential allotment or QIP during the year 2022-23.

.L.Narasimha, . Company has obtained a Certificate Practising Company Secretary that none of the directors are debarred or disqualified from being appointed or continuing as directors of companies by SEBI or Ministry of Corporate Affairs Certificateis annexed or any other authority as Annexure A. j. Board of Directors has accepted all the recommendations of the Committees during 2022-23. k. Total fee for all the services, on consolidated basis, to statutory auditors and all entities in network firm/network entity of which the statutory auditors is a part Rs. 5.08 Lakhs. l. Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013: a. number of complaints filed during the financial year - Nil b. number of complaints disposed of during the financial year - c. number of complaints pending as at end of the financial year Nil m. Loans and advances in the nature of loan to firms/companies in which directors are name and amount : Nil n. Details of material subsidiaries of the Listed entity; including the date and place of incorporation and the name and date of appointment of the statutory auditors of such subsidiaries: NA 11. The Company has complied with all the requirements as specified in sub para (2) to (10) of Part C of Schedule V of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 in the Corporate Governance report to the extent applicable.

12. The Company has not adopted any of the non-mandatory requirements given in the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015. 13. The Company has complied with all the requirements as specified in Regulation 17 to 27 and has disseminated all the details in the website of the Company as per clauses 46 (2) SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 except Policy for deciding the material subsidiary which is not applicable

Coimbatore SANJAY JAYAVARTHANAVELU
25th May, 2023 Chairman
DIN 00004505