Rana Sugars Ltd.-இன் இயக்குநர் அறிக்கை

Mar 31, 2023

The Directors take pleasure in presenting their 31^st (Thirty-first) Annual Report together with the Audited Accounts for the year ended 31^st March, 2023.

FINANCIAL PERFORMANCE

The financial position of the company for the financial year ended on March 31, 2023 is summarized below:

(Rs. in Lakhs)
PARTICULARS	2022-23	2021-22
Revenue from Operations	1,62,748.23	1,40,029.15
Other Income	2,340.29	406.20
Total Revenue	1,65,088.52	1,40,435.35
Profit Before Tax, Depreciation and Finance Cost and extraordinary items	13,672.65	18,175.48
EBITDA/ Sales (%)	8.40	12.98
Finance Cost	2,291.04	2,883.27
Depreciation and Amortization expenses	3,133.95	2,772.93
Prior period expenses and exceptional items	-	1,617.36
Profit before tax	8,247.66	10,901.92
Tax Expenses	1,908.03	2,380.42
Profit after tax	6,339.63	8,521.50
Earnings Per Share:
Basic	4.13	5.55
Diluted	4.13	5.55

FINANCIAL PERFORMANCE OF THE COMPANY DURING 2022-23

Your Company has been consistently performing well over the past years. It is but appreciable as the Company has been able to perform despite multiple challenges like the pandemic and other vital global developments affecting the industry. Revenue from operations during 2022-23 increased by 16.22 % as compared to the revenue during 2021-22. The increase in revenue is mainly due to better efficiency throughout all the segments and better realizations from Sugar and Ethanol. During the year, there is more than 33% rise in the revenue from sugar and ethanol over the previous year.

EBIDTA, during 2022-23 is Rs. 13,672.65 lakh as compared to EBIDTA of Rs. 18,175.48 lakh during the previous FY. Lower EBITDA as compared to the previous FY is on account of the steep rise in prices of the fuel, revision of the wage structure of the company, and lower margin in the realizations of the carried-over inventories.

Earning before tax is at Rs. 8,247.66 lakh when viewed in conjunction with that of the previous FY (Rs. 10,901.92 lakh).

Earnings after tax (including Exceptional Item) at Rs. 6339.63 lakh is as compared to the earnings after tax (including Exceptional Item) of the previous FY of Rs. 8521.50 lakh.

Revenue from operations for the year ended March 31, 2023, stood at Rs. 1,62,748.23 Lakhs as against Rs. 1,40,029.15 Lakhs for the previous year. EPS is Rs. 4.13 per share as against a net profit of FY 2022-23 and Rs. 5.55 per share as against a net profit of the previous year.

YEAR IN RETROSPECT

Sugarcane crushing remained at a similar level as that of the previous year in Punjab whereas there was a slight rise in crushing of Sugar Beet of 5.93% over the previous year. This was mainly on account of the consistent efforts of the Company which led to an increase in cultivable area of Sugar Beet over the previous year. Cane crushing in Uttar Pradesh reflected a trifling rise in crushing by 1.91% due to timely cane payments.

Overall Net Recovery of sugar from sugar cane rose to 9.30% as against recovery of 8.39% last FY. The increase in recovery was consequential in shifting the production to CHM instead of the use of juice/ syrup for manufacturing Ethanol.

SEGMENTWISE PERFORMANCE

Distinguishing features of the crushing operations in your company are given in the succeeding paragraphs. Metrics of sugarcane crushed, sugar produced and recovery achieved during the financial year is given hereunder: Sugarcane and Sugar Beet crushed and sugar produced across all units (Financial Year 2022-23)

Particulars		Sugarcane				Sugar Beet
		2022-23		2021-22		2022-23		2021-22
Crushing (lakh quintal)		227.51		226.61		37.12		35.04
Recovery % (Net		9.30		8.39		8.35		8.70
Production (lakh quintal)		21.16		19.02		3.10		3.05
Performance of cogeneration division- Metrics of power sold
	2022-23				2021-22
Unit	Power sold (Lakh units)		Amount (Rs. /Lakh)		Power sold (Lakh units)		Amount (Rs. /Lakh)
Punjab	325.38		2325.11		522.88		3552.90
Uttar Pradesh	551.15		1926.35		451.73		1537.68
Total	876.53		4251.46		974.61		5090.58

The Power Sale in the U.P. grew by 25.28% on account of enhanced operating days although the Company decided to sell the surplus bagasse after the close of crushing operations instead of consuming the same for power generation as generating power was not viable. The Power Export in Punjab also decreased by 34.56% because the Company became self-reliant in fuel by saving on steam consumption in the process leading to surplus fuel for extended crushing season for Sugar Beet. Due to this the Company saved on external fuel cost.

Performance of Distillery:

Area of	Production*(Lakh BL)		Sales*(	Lakh BL)	Revenue**(Rs. In Lakh)
Operation	2023	2022	2023	2022	2023	2022
Punjab	708.79	766.08	711.54	766.87	48111.88	45520.92
Uttar Pradesh	330.51	279.82	325.83	301.22	20994.57	16928.11
Total	1039.29	1045.90	1037.37	1068.09	69106.45	62449.03

* Does not include products other than spirit/ Ethanol.

** Including Sale of all products with inter segment transfers.

Despite lower production in the distillation segment as compared to PY on account of the closure of the plant for scheduled maintenance, the revenue grew by 10.66% due to better price realizations from Ethanol. Further, the optimal operation ofthe U.P. Ethanol plant led to improved performance of the segment.

SUGAR INDUSTRY OVERVIEW

Sugar Industry Drivers

The increasing demand for clean-labelled bakery and confectionary products is likely to influence the sugar market forecast dynamics in the forecast period. In addition, the thriving e-commerce sector, rising purchasing power of the population and increasing research and development activities by the major food manufacturers are expected to be the crucial sugar market trends. Meanwhile, the increasing demand for sugar in households is further adding to the global sugar market value. This can be attributed to the increasing popularity of home-made pastries, cakes, sweet rolls, and pies, among other dessert or bakery products. Furthermore, the rising demand for sports drinks among athletes are likely to lead to product innovations which are the industrial sugar market trends.

Rising standards of living and increasing purchasing power in the emerging economies which usually leads to higher consumption of processed foods such as dairy, soft drinks, etc., which have high sugar content are expanding the sugar industry market share. Additionally, the increasing penetration of sugar in premium packaged beverages and solid processed foods is expanding the global sugar market size. This report by Expert Market Research entitled "Sugar Market Report and Forecast 2023-2028” provides a comprehensive analysis and sugar market outlook for anyone who plans to foray into the sector. The sugar market details have been provided from 2018-2022 and forecasts have been presented till 2028. On a regional level, Latin America currently represents the largest producer and the Asia Pacific the largest consumer of sugar. On the basis of product type, the global sugar market has been bifurcated into the product derived from sugar cane and sugar beet. For each of these types, the report has provided both historical and future market trends. Additionally, the report has analysed the global sugar market on the basis of end-use. According to the global sugar market report, industrial usage (beverages, bakery and confectionary products) represents the biggest end-use sugar market share. (Source: EMR Reports: https://www.expertmarketresearch.com/reports/sugar-market-report)

Global sugar industry scenario

Since the last global sugar market report in October 2022, a host of challenges have affected world markets. From bank failures in both the United States and Europe, ongoing geo-political tensions between US and China, the war in Ukraine and a continuing rise in interest rates, there is a complex backdrop to international sugar supply.

Overview—production falls key factor in price rises

The London white sugar futures are currently at 27.4 c/lb (cents per pound): the highest for eleven and a half years. These bull market prices are the result of the downturn in sugar production of the world''s major sugar producing countries: Brazil, China, India, and Thailand.

Global beet sugar production reached 37.2 mln tonnes from the 2022/23 campaign and global cane production resulted in 145.5 mln tonnes of sugar being produced from the 22/23 harvest. Global sugar production for 2022/23 reached 182.7 mln tonnes, the lowest for three years.

The northern hemisphere cane crush for 22/23 is only now reaching its tail end, the southern hemisphere cane crush for 23/24 has just started and the beet sowing for the 23/24 campaign is in the ground. We expect the coming year will see increased production from Brazil, China, Europe, and Pakistan, despite the expected drop in production from Thailand.

After two and a half years of a La Nina climate pattern, we are moving to an El Nino formation. Expected this summer, this would result in the Indian and Thai off-season being drier and the Brazilian harvest wetter. For the 2023/24 season, we estimate an increase in global beet sugar production to around 39 mln tonnes and an increase in global cane production to 152 mln tonnes, making total global sugar production 191 mln tonnes.

Global consumption will continue to rise yet again to 189 mln tonnes in 2023/24 from 186 mln tonnes in 22/23. The world market will have a surplus of around 1 mln tonnes for 22/23, less than estimated back in October. The tightness in supply is keeping demand strong and prices high.

Unpredictable rains in India squeeze cane production:

Estimates for India''s sugar production from the 2022/23 cane crop are below the decreased figure we estimated last October. The 35.6 mln tonnes we expect is much lower than the 39 mln tonnes produced in 21/22. Any further exports onto the global market this season seem unlikely, despite India having an export quota of 6 mln tonnes for the world market.

Despite an increased area under cane, low rainfall during the growing season and too much rain just before the harvest began resulted in lower cane yields. For the 2023/24 crop, the area under cane has increased again. If the monsoon rainfall is average, we expect India to produce 36.4 mln tonnes of sugar. However, that figure only holds if there are no major increases in cane juice or molasses diverted into ethanol production. In 22/23 the equivalent of 4.5 mln tonnes of sugar was used for ethanol production. In 23/24, we expect that figure to be 3.78 mln tonnes.

(So urce: Ragus- Sugartalk: https://www.ragus.co.uk/global-sugar-market-report-may-023/#:~:text=For%20the%202023%2F24%20season,sugar%2Oproduction%20191 %20mln%20tonnes.)

The Indian sugar industry review

India''s sugar production is projected to increase by 4 million tonnes (mt) to 36 mt in 2023-34 season (October 2023-September 2024), the US Department of Agriculture (USDA) has said. But the output could be affected in the case of El Nino turning out to be a strong event in Asia, say analysts.

"India''s production is estimated up 4 mt to 36 mt on higher sugarcane area and yields. Consumption is anticipated to be up on increased demand from bulk buyers and processed food manufacturers,” the USDA said in its bi-annual "Sugar: World Markets and Trade” report.

India''s sugar production in the 2022-23 season has been estimated at 32.8 mt, down from 35.8 mt last season, by the Indian Sugar Mills Association (ISMA), a body of private mills. The output was initially estimated over 36 mt.

Global output seen up

The USDA in its report said global sugar production is forecast up 10.6 mt at 187.9 mt with higher production in Brazil and India more than offsetting a decline in Russia.

International sugar broking firm Czarnikov''s portal Czapp has projected the commodity''s production next season at 178.8 mt This is lower than its April estimates as it expects El Nino to affect the crop in Thailand.

BMI forecasts that if weather conditions are favourable, there could be a 6.9 mt sugar surplus in 2023-24. However, during the 2015-16 El Nino, global production contracted by 7.1 per cent year-on-year, which applied to its 2023-24 production figures, would suggest that global production balance forecasts will swing from a surplus to a deficit.

Rising consumption

One of the fears as regards the 2023-24 season is increasing consumption and demand-supply balance. The USDA has projected global demand rising to 180.04 mt. This will leave ending stocks at 33.45 mt. Czapp sees consumption outstripping supply at 178.9 mt.

Indian demand is projected to top 31 mt by USDA, while it may export 7 mt against 6.1 mt this year. "Exports are expected to rise only slightly on the likelihood that the government maintains export caps to control inflation,” it said.

In 2021-22 and 2022-23 seasons, India capped sugar exports to ensure ample supply in the domestic market. In 2021-22, exports were capped at 10 mt, though eventually 11.2 mt were shipped out. This season, exports were capped at 6 mt. "If India does not export sugar next season, global prices could go up substantially,” said Sawhney.

Harvest may be hit

BMI said, "Looking at Brazil, while an El Nino event would typically lead to increased rainfall in the world''s largest producer, as it did in 2015-16, heavy rain will delay the progress of the country''s harvest, which runs from May to December.”

However, as yet, the strength of the looming El Nino remains unclear, and much will depend on the severity of it, the researc h agency said. "Should it be a strong El Nino, we expect global production to be further constrained and concerns to grow over global supply, ensuring that prices find further support,” BMI said.

(So urce: Businesline: https://www. thehindubusinessline.com/economy/agri-business/indias-sugar-o utput-next-season-may-rise-to-36-million-tonnes-says-usda/article66908973.ece)

Empowering farmers via a resurgent sugar sector

The government has recently announced the Fair and Remunerative Price (FRP) of 315/quintal for sugarcane for Sugar Season 2023-24 with more than 100% margin over Paid out cost imputed value of family labour (A2 FL cost). This is amongst the highest margin in crops thereby assuring high returns for farmers. This decision will benefit about 5 crore sugarcane farmers, including their dependents. The new FRP aims to address the aspirations of the farmers while ensuring competitiveness of the Indian sugar industry. The FRP is the benchmark price below which no sugar factory can purchase sugarcane. Therefore, it is like Minimum Support Price but here procurement is carried out by the sugar factories, and not by the government.

The sugar industry in India has had a chequered history and has emerged as a robust sector only in recent years. In 8 years leading up 2020-21, the government extended financial assistance of more than Rs 18,000 crores to bring sugar sector out of financial crises so that farmers'' payments could be released by mills promptly. In recent years, targeted interventions from the Centre, acumen of the sugar industry and propitious global factors have led to a turnaround of the sugar sector.

The health of sugar sector can be gauged from the fact that since 2021-22, no budgetary support has been given to sugar mills except under interest subvention scheme for ethanol projects (under which Rs 494 crores have been disbursed till June 30, 2023). Enhanced levels of capital expenditure in the sector for modernisation and diversification have led to additional investment of more than Rs 30,000 crore in the sector in the last 6 years and generation of more than 50,000 direct and indirect employment opportunities for rural youth. Trends in stock prices of listed companies are a reliable indicator of not only the present health of the sector but also of its future prospects. It is seen that market capitalisation of the top 10 listed sugar companies (based on their sugarcane crushing capacity) has more than doubled in last 4 years.

The turnaround of the sugar sector can be credited to three broad set of factors. The flagship initiative which has contributed the most to revival of the sugar sector, has been the National Biofuel Policy 2018 which promotes blending of ethanol with petrol. Although, Ethanol Blending with Petrol (EBP) Programme has been under implementation since 2003, announcement of the National Biofuel Policy can be termed as the watershed event leading to a resurgence in the sector. Since then, a slew of policy initiatives has simplified the procedures of establishing ethanol plants and offered remunerative prices for ethanol produced from molasses.

The Centre also introduced Interest Subvention Scheme for ethanol projects under which 6% interest per annum or 50% of interest, whichever is lower, is reimbursed for 5 years to project proponents to incentivise enhancement of ethanol production capacity in the country.

More than 1,200 projects with a projected capacity of 4,400 crore litres have been given in-principle approval by Central Government under the scheme since 2018. In just over two years, ethanol blending percentage has doubled and about 434 crore litres of ethanol was blended during Ethanol Supply Year (Dec-Nov) 2021-22 surpassing the target of 10%. The EBP

Programme is now on track to achieve the target of 20% ethanol blending by 2025 which would make India the third largest ethanol producer in the world. Ethanol Blending Programme has resulted in additional revenue of more than Rs 51,000 crores for sugar-based distilleries in last 4 years.

Exports have, inter alia, enabled the sugar sector to dispose its additional inventory which hitherto used to block funds for sugar mills and delay payments to cane farmers. Indian sugar has now developed a strong foothold in the export market reaping the benefits of higher global prices which have almost doubled in last three years.

The third factor relates to diversification of product basket of the sugar mills. Sugar sector today is the torchbearer in the country of a circular economy with minimal impact on the environment. The industry is creating additional value with cogen power, potash based fertilizers and use of press mud to generate Compressed Bio Gas (CBG). Sugar industry has effectively tapped bagasse to generate power not only to meet its own requirements but also to provide surplus electricity to the grid. With a capacity of 9,500 MW, sugar sector is generating revenues of about ^10,000 crore from its green power cogeneration infrastructure. Water usage by the sugar mills is declining due to increased use of drip irrigation and efficient use of water in the integrated sugar complexes. The sector is well poised to use all these initiatives to earn and and monetise carbon credits and is thus meaningfully contributing in meeting India''s targets under COP 26 agreements towards Net Zero Emissions. The increased profitability of sugar mills has also benefited the two major stakeholder- farmers and consumers. Improved cash flows of the sugar mills have led to faster clearance of cane dues of farmers.

The consumer has also gained on account of stability in domestic sugar prices. Though international sugar prices touched an 11-year high in April, 2023, domestic retail prices have been stable with nominal inflation of less than 3%. In contrast, retail prices in the neighbouring countries are two to four times of what prevails in India. (Source: isma:

http://www.indiansugar.com/NewsDetails.aspx?nid=55810)

India will achieve 20% ethanol-blended petrol target by 2025; maize to play important role, says Piyush Goyal

Food and Consumer Affairs Minister Mr. Piyush Goyal expressed confidence that the country will achieve the target of 20 per cent blending of ethanol. The minister highlighted that the blending of ethanol with petrol has increased to 10 per cent in 2021-22 marketing year from just 1.53 per cent in 2013-14 on the back of efforts made by farmers and industry, aided by favourable government policies. He said the supply of ethanol to oil marketing companies (OMCs) increased to 408 crore litre in 2021-22 from 38 crore litre in 2013-14. The minister further stressed the need to boost ethanol production to meet this target and said the focus should be now on making ethanol from maize crops since there is a limitation to increasing supply from sugarcane crops.

To achieve the target of 20 percent by 2025, about 1,016 crore liters of ethanol would be required. About 334 crores of ethanol would be required for other usage. Therefore, there is a need to create a capacity of 1,700 crore liters, considering the plant operates at 80 percent efficiency. Ethanol production has significantly helped the sugar industry as well as sugarcane farmers and the same can be replicated in maize.

If we have to jump from 10 percent blending to 20 percent, maize will have a major role to play. Maize is better for making ethanol. It is an eco-friendly crop as it can be grown with less water. This step will boost farmers'' income because of an assured market. The agriculture ministry is working to increase the productivity and production of maize crops.

The higher blending of ethanol with petrol is beneficial for farmers, the environment, and overall India''s economy. The ethanol sector has attracted huge investments and helped in the creation of jobs. India''s crude oil import bill due to this, could come down by Rs 50,000 crore, leading to huge savings of foreign exchange reserves. With the ongoing support from the GoI, the industry foresees a great business opportunity and is inclined to set up factories with a focus on dual feedstoc k (cane and grains) to produce ethanol to increase the implementation speed to achieve the 20 percent blending target.

The auto industry has realized that ethanol is a reality. The GoI is working towards rolling out flexi fuel engines and ethanol pumps. The requirement for ethanol is estimated at 1,300 crore liters, of which 650 liters should come from sugarcane and the rest from other sources including grains. The ethanol production from maize needs to be encouraged to achieve the targets and maize production needs to be raised from 34 million tonnes to 42-43 million tonnes.

(So urce: ISMA: http://www.indiansugar.com/NewsDetails.aspx?nid=55796)

MANAGEMENT DISCUSSION & ANALYSIS REPORT

Management Discussion & Analysis Report for the year under review which also covers the performance of the company is presented in a separate section and forms a part of this Annual Report.

PARTICULARS OF CONTRACT OR ARRANGEMENT WITH RELATED PARTIES

All Related Party Transactions entered during the financial year were in the ordinary course of business and at arm''s length basis. There were no materially significant Related Party Transactions with the Company''s Promoters, Directors, Management or their relatives, which could have had a potential conflict with the interests of the Company. Transactions with related parties entered by the Company in the normal course of business are periodically placed before the Audit

Committee for its omnibus approval and Form AOC-2 as required to be provided under Section 134(3)(h) of the Companies Act, 2013 is enclosed as "ANNEXURE 1”.

The Board of Directors of the Company has adopted a policy to regulate transactions between the Company and its Related Parties, in compliance with the applicable provisions of the Companies Act, 2013, the rules thereunder and the Listing Regulations, which is posted on Company''s website i.e. http://ranagroup.com/rsl/Policies_of_the_Company.htm.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO

The information pertaining to conservation of energy, technology absorption, Foreign exchange Earnings and outgo as required under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in "ANNEXURE 2” and is attached to this report.

DISCLOSURE PERTAINING TO MANAGERIAL REMUNERATION

Disclosures 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 provided in "ANNEXURE 3”.

CORPORATE SOCIAL RESPONSIBILITY

Your Company has undertaken various projects during the year in the field of promotion of Education, Sport and in promoting Health Care and Preventive Health Care. The Company is evaluating and will take up more CSR activities in different areas. The CSR Policy of the Company is available on the website of the Company at www.ranasugars.com.

Annual report on CSR activities undertaken during the financial year ended 31 March 2023 in accordance with Section 135 of the Companies Act, 2013 (Act) and Companies (Corporate Social Responsibility Policy) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) is set out in "ANNEXURE 4” attached to this report.

STATUTORY AUDITOR AND THEIR REPORT

Pursuant to the provisions of Section 139(2) of the Companies Act, 2013 and rules made there under, M/s Ashwani K Gupta & Associates, Chartered Accountants, Panchkula (Firm Registration No. 003803N) were appointed as Statutory Auditors of the Company for period of 4 years, to hold office upto the conclusion of 31^st Annual General Meeting of the Company.

Further, Company proposed the reappointment of Ashwani Gupta & Associates, as the Statutory Auditors of the Company, for the second consecutive term of five years from the conclusion of 31^st AGM till the conclusion of 36^th AGM of the Company to be held in the year 2028,

The Independent Auditors'' Report is annexed herewith and is the integral part of this Annual Report. The comments of the auditor being self-explanatory require no further comments from the Directors. Further, there are no reservations, qualifications, adverse remarks or Modified opinion in the Audit Reports issued by them in respect of Financial Statements of the Company for the Financial Year 2022-23.

SECRETARIAL AUDITOR AND THEIR REPORT

The Board had appointed M/s A. Arora & Co., Practicing Company Secretary (Membership No.2191 and C.P. No.993), as Secretarial Auditor for five years from F.Y. 2021-22 to 2025-26, to conduct the secretarial audit of the company, pursuant to the provisions of Section 204 of the Companies Act, 2013. The Report of the Secretarial Auditor forms part of the Board''s Report as "ANNEXURE 5”.

The Secretarial Auditor has made certain observation and remark in his reports. The management reply to the observation and remark of the Secretarial Auditor is given hereunder:

S. No.	OBSERVATION BY SECRETARIAL AUDITOR	MANAGEMENT REPLY
1.	prior approval of the members is sought under Section 185 of the Companies Act, 2013 to extend loans, guarantee and security to related parties.	the company erroneously omitted to mention in the resolution about simultaneous approval under regulation 23 (4) of LODR for such RPTs and no such material transactions were executed during the year.

COST AUDITORS AND THEIR REPORT

Pursuant to the provisions of Section 148 of the Companies Act, 2013 and rules made there under, the Board on the recommendation of the Audit Committee has re-appointed M/s Khushwinder Kumar & Co., Cost Accountants (Firm Reg. No. 100123), as Cost Auditors to conduct cost audits relating to sugar, electricity and industrial alcohol for the year ended 31^st March, 2024 subject to ratification of their remuneration by the shareholders in the ensuing Annual General Meeting. The Board recommends the remuneration of the cost auditors for the FY 2023-24. Further, the Cost Accountants have confirmed

that their appointment is within the limits of Section 141(3)(g) of the Act and free from any disqualifications specified under Section 141(3) and proviso to Section 148(3) read with Section 141(4) of the Companies Act, 2013.

The Cost Audit Report for the financial year 2022-23 does not contain any qualification, reservation, adverse remark or disclaimer and the same will be filed with the Registrar of Companies within the prescribed timeline.

CORPORATE GOVERNANCE

As per Regulation 34 of SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015, a report on Corporate Governance together with the Auditors Certificate regarding compliance of the conditions of corporate governance is provided under "ANNEXURE 6”.

INDUSTRIAL RELATIONS

Industrial relations and work atmosphere remained cordial throughout the year with sustained communication and engagement with workforce through various forums.

SAFETY, HEALTH AND ENVIRONMENT

The Company runs its operations with strict adherence to all Environment, Health & Safety (EHS) norms to provide clean, safe and healthy working conditions to our employees, and total protection to the communities around which we operate The Company continues to demonstrate strong commitment to safety, health and environment which have been adopted as core organizational values. The Company assures safety and facilities in accordance with statutory and regulatory requirements. Employees are continuously made aware of hazards/ risks associated with their job and their knowledge and skills are updated through requisite training to meet any emergency. Medical and occupational check-ups of employees and eco-friendly activities are promoted.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

As on 31^st March, 2023, the company had the following directors and Key Managerial Personnel:

S. No.	NAME	DESIGNATION	DATE OF APPOINTMENT
1.	Rana Ranjit Singh	Chairman & Non-Executive Director	30-07-1991
2.	Rana Inder Pratap Singh	Managing Director (KMP)	31-10-2002
3.	Rana Veer Pratap Singh	Whole-time Director	31-10-2002
4.	Mr. Basant Kumar Bajaj	Non-Executive Independent Director (NEID)	12-08-2022
5.	CS Navpreet Kaur	Non-Executive Independent Director (NEID)	09-11-2018
6.	Mr. Tara Chand Meenia*	Non-Executive Independent Director (NEID)	25-08-2021
7.	CA Gaurav Garg	Chief Financial Officer (KMP)	09-02-2021
8.	CS Suresh Kumar	Company Secretary (KMP)	11-02-2022

Mr. Tara Chand Meenia ceased to be a Director pursuant to resignation w.e.f. 20^th July, 2023.

Mr. Shivavtar Singh Bajwa resigned from the position of director w.e.f. 12^th August, 2022 and Mr. Basant Kumar Bajaj joined the board w.e.f. 12^th August, 2022

During the year under review CS Suresh Kumar resigned from the position of Company Secretary and Compliance Officer of the Company w.e.f. 30^th June, 2022 and in his place CS Gourav Kapoor joined as Company Secretary w.e.f. 05^th July, 2022 and Compliance Officer and on 1^st November, 2022 he resigned from his position.

The Independent Directors are entitled to hold office for a term of 5 years and are not liable to retire by rotation.

Rana Veer Pratap Singh, Whole-time Director of the Company retires by rotation at the ensuing 31^st Annual General Meeting of the company and being eligible, offer themselves for reappointment. Though, such determination of office by retirement and then re-appointment, if approved by the members at the ensuing Annual General Meeting, would not constitute a break in the tenure of service as the Director of the Company.

None of the Directors of your Company is disqualified under the provisions of Section 164(2)(a) and (b) of the Companies Act, 2013. During the period under review, none of the Non- Executive Directors of the Company had any pecuniary relationship or transactions with the Company. Further, none of the Non-Executive Directors of the company have any shareholding in the company except Rana Ranjit Singh is having 100 equity shares in the Company.

The details of the Directors being recommended for appointment/ re-appointment are contained in the Notice convening the forthcoming Annual General Meeting of the Company.

DECLARATION OF INDEPENDENCE

All the Independent Directors have given declaration to the Company that they meet the criteria of ''independence'' set out in the SEBI (LODR) Regulations, 2015 and the Companies Act, 2013. The Board is of the opinion that the Independent Directors of the Company hold highest standards of integrity and possess requisite expertise and experience required to fulfil their duties as Independent Directors.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

There is no Subsidiary, Joint Venture or Associate Company during the year under review.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return as on 31^st March, 2023 is available on the Company''s website at following link: http://ranagroup.com/rsl/AnnualReport.htm.

NUMBER OF BOARD MEETINGS AND COMMITTEE MEETINGS

During the year under review, 5 (Five) Board meetings, 5 (Five) Audit Committee meetings, 5 (Five) Stakeholders Relationship Committee meetings, 3 (Three) Nomination & Remuneration Committee meetings, 2 (Two) Corporate Social Responsibility Committee meeting and 6 (Six) Finance and Investment Committee meetings were convened and held. Details and attendance of such Board & Committees meetings are mentioned in Corporate Governance Report.

Pursuant to clause VII (1) of Schedule IV of the Companies Act, 2013, the Independent Directors had a separate meeting on 26.04.2022.

PROGRAMME FOR FAMILIARISATION OF INDEPENDENT DIRECTORS

The details of programme for familiarization of independent directors of the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company and related matters are put up on the website of the Company''s www.ranasugars.com

PARTICULARS OF LOANS/ ADVANCES/ INVESTMENTS AND GUARANTEE MADE DURING THE FINANCIAL YEAR

Particulars of loans, guarantees, investments and securities provided during the financial year under review, covered under the provisions of Section 186 of the Companies Act, 2013, have been provided in the notes to the financial statements which forms part of the Annual Report.

RESERVES

Entire amount of Net Profit of Rs. 6,339.36 Lakhs for the financial year 2022-23, has been retained for the growth of the Company, which appears under the head "Other Equity.” No amount has been transferred to general reserves.

DIVIDEND

Your Directors have decided to plough back the earnings in the growth of business and for this reason, have decided, not to recommend any dividend for the year under review.

MATERIAL CHANGES AND COMMITMENTS IF ANY, AFFECTING FINANCIAL POSITION OF THE COMPANY FROM THE END OF FINANCIAL YEAR AND TILL THE DATE OF THIS REPORT

No material changes and commitments which could affect the Company''s financial position have occurred since the close of the financial year on March 31, 2023 till the date of this Board''s Report.

SUSTAINABILITY INITIATIVE

Your Company is conscious of its responsibility towards preservation of natural resources and continuously takes initiatives to reduce consumption of electricity and water.

RISK MANAGEMENT

The Company is engaged in multiple businesses and there are unique risks associated with each business. The Company follows a well-structured Risk Management Policy, which requires the organization to identify the risks associated with each business and to categorize them based on their impact and probability of occurrence - at the business level and at the entity level. Mitigation plans are laid out for each risk along with designation of an owner thereof. It is the endeavor of the Company to continually improve its systems, processes and controls to improve the overall risk

In order to achieve the objective and for better governance, the Company has adopted a formal Risk Management Policy and also posted on the Company website at http://ranagroup.com/rsl/Policies_of_the_Company.htm.

The Policy sets out key risk areas - financial risks (including risk to assets), legislative and regulatory risks, environmental risks (including natural disasters), operational risks (markets, production, technology, etc.), risks relating to employment and manpower and individual large transactional risks.

The Managing Director of the company identifies and proposes action in respect of all risks through his Management team as and when these are perceived or foreseen or inherent in operations; analyses these, and then recommend it to Audit Committee for its review and further mitigation measures.

CHANGE IN THE NATURE OF BUSINESS

There has been no change in the nature of business of the Company during the year.

SHARE CAPITAL

The authorised share capital of the company at the end of the Financial Year 2022-23 was Rs. 2,20,00,00,000/- comprising of 16,00,00,000 equity shares of Rs. 10/- each and 6,00,00,000 preference shares of Rs. 10/- each and the paid up capital was Rs. 1,53,56,78,200/- divided into 15,35,67,820 equity shares and Rs. 41,09,34,240/- divided into 4,10,93,424 preference shares of Rs. 10/- each respectively. There were no changes in the share capital of the company during the financial year 2022-23. There was no bonus issue, right issue, ESOP, buy back of share or issue of shares with differential voting rights during the year.

HUMAN RESOURCES DEVELOPMENT AND EMPLOYER-EMPLOYEE RELATIONS

Your Company believes and considers its human resources as the most valuable asset. The management is committed to provide an empowered, performance oriented and stimulating work environment to its employees to enable them to realise their full potential. Industrial relations remained cordial and harmonious during the year. Further discussion on this subject is included in the Management Discussion and Analysis Report forming part of this report.

Employee strength as on March 31, 2023 was 1,194 as compared to 1,139 in the previous year.

DEPOSITS

The Company has neither accepted nor renewed any fixed deposits from the public or the Members, within the meaning of Section 73 of the Companies Act, 2013, read with Chapter V of the Companies Act, 2013 and the (Companies Acceptance of Deposits) Rules, 2014, during the financial year 2022-23, and as such, no amount of principal or interest on deposits from public or the Members, was outstanding as of the Balance Sheet date.

Further, Pursuant to the Rule 2(1)(c)(viii) and (xiii) of Companies (Acceptance of Deposits) Rules, 2014, Company received and repaid the following amount from/ to Directors and promoters by way of unsecured loan in pursuance of the stipulation of any lending financial institution or a bank:

Name of Promoter/ Director	Amount received	Amount repaid	Interest Rate	Interest paid	Amount outstanding as at 31st March, 2023
Rana Inder Pratap Singh	0	63,50,000	0	0	0
Rana Ranjit Singh	0	0	0	0	4,57,627
Rana Veer Pratap Singh	0	35,12,011	0	0	0

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNAL

There are no significant and/or material orders passed by the Regulator(s) or Court(s) or Tribunal(s) impacting the going concern status of the Company and its business operations in near future.

DISCLOSURE OF INTERNAL FINANCIAL CONTROLS

Detailed internal financial controls are essential to safeguard assets, to prevent and detect frauds, to ensure completeness and accuracy of accounting records, to ensure robust financial reporting and statements and timely preparation of reliable financial information. These are achieved through Delegation of Authority, Policies and Procedures and other specifically designed controls, and their effectiveness is required to be measured regularly as per the appropriately laid out mechanism.

Your Company has in place adequate internal financial controls commensurate with its size, scale and operations. Such controls have been assessed during the year under review taking into consideration the essential components of internal controls stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. Based on the results of such assessments carried out by the management, no reportable or significant deficiencies, no material weakness in the design or operation of any control was observed. Nonetheless your Company recognizes that any internal control framework, no matter how well designed, has inherent limitations and accordingly, regular audits and review processes ensure that such systems are re-enforced on an ongoing basis. The internal financial controls with reference to the Financial Statements are commensurate with the size and nature of business of the Company.

VIGIL MECHANISM POLICY

The Company has established a vigil mechanism through Whistle Blower Policy and it oversees the genuine concerns expressed by the employees and other directors through the Audit Committee. The vigil mechanism also provides for adequate safeguards against victimization of employees and directors who may express their concerns pursuant to this policy. It has also provided direct access to the Chairperson of the Audit Committee in appropriate or exceptional cases. In terms of provisions of Section 178(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 the policy has been approved by the Board of Directors. Adequate safeguards are also being provided against victimization of whistle blowers availing of such mechanism.

Whistle Blower Policy of the Company is posted on the website of the Company at following link: http://ranagroup.com/rsl/Policies_of_the_Company.htm

SECRETARIAL STANDARDS

The Company has duly complied with the applicable Secretarial Standards on Meeting of Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India (ICSI).

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

As per the requirement of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 and rules made there under, your Company has constituted Internal Complaints Committees (ICs), at all relevant locations across India to consider and resolve the complaints related to sexual harassment.

During the year under review, the Company has not received any complaint pertaining to sexual harassment.

ALTERATION OF MEMORANDUM OF ASSOCIATION AND ARTICLES OF ASSOCIATION

During the financial year under review, the company has not carried out any amendment to the Memorandum of Association and Articles of Association of the company.

DIRECTORS'' RESPONSIBILITY STATEMENT

In terms of Section 134(3)(c) read with Section 134(5) of the Companies Act, 2013, the Board of Directors hereby confirms 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. Such accounting policies have been selected and applied consistently and the Directors have made judgements 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 March 31, 2023 and of the Profit and Loss of the Company for the year ended on that date;

c. Proper and sufficient care has been taken 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 annual accounts of the Company have been prepared on a going concern basis;

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

f. Proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

COMMITTEES OF BOARD OF DIRECTORS

The Board of directors have the following statutory committees:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders'' Relationship Committee

4. Corporate Social Responsibility Committee

Apart from above, there is one non-statutory committee namely "Finance and Investment Committee”.

The Composition, terms of reference and number of meetings of the Committees during the period under review is covered in the enclosed Corporate Governance Report.

NOMINATION & REMUNERATION POLICY AND BOARD EVALUATION

Pursuant to the requirement of Section 134(3)(e) and Section 178(3) of the Companies Act, 2013, the Board has on the recommendation of the Nomination and Remuneration Committee, framed a policy on appointment of Directors including criteria for determining qualifications, positive attributes, Independence of a Director and the policy on remuneration of Directors, KMP and other senior management. Remuneration policy in the Company is designed to create a high performance culture. It enables the Company to attract, retain and motivate employees to achieve results. Our Business Model promotes customer centricity and requires employee mobility to address project needs. The remuneration policy supports such mobility through pay models that are compliant to applicable rules and regulations.

The Company paid remuneration by way of salary, benefits, perquisites and allowances and commission, to its Managing Director and the Non- Executive Directors as mentioned below. The copy of the Nomination and Remuneration Policy of the company is attached as "ANNEXURE 7”.

Managerial Remuneration:

a. Remuneration of Chairman, Managing Director and Directors

The details of remuneration paid to Chairman, Managing Director and Directors of the Company for the financial year 2022-23 are as under:

Name of the Director	Rana Inder Pratap Singh	Rana Veer Pratap Singh	Rana Ranjit Singh
Designation	Managing Director	Whole-time Director	Chairman
Salary	Nil	1,34,68,000	Nil
Contribution to PF & Other Funds	—	---	—
Total	Nil	1,34,68,000	Nil

b. Non-Executive Independent Directors (NEIDs):

During the year, the NEIDs were neither paid any remuneration nor granted any loans or advances. The Non-Executive Independent Directors were eligible for sitting fees for each meeting of the Board and Audit Committee attended by them, of such sum as may be approved by the Board of Directors within the overall limits prescribed under the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. A Non-Executive Independent Director is also eligible for reimbursement of expenses incurred by him for attending the Board and/ or Committee meetings. There were no materially significant related party transactions, pecuniary transactions or relationships between the Company and its Directors except those disclosed in the financial statements for the year ended on March 31, 2023.

The details of sitting fees paid to the Non-Executive Directors during the financial year 2022-23 are given below:

S. No.	Name of the Non- Executive Director	Sitting Fees (in Rs.)
1.	Mr. Shivavtar Singh Bajwa	—
2.	CS Navpreet Kaur	80,000
3.	Mr. Tara Chand Meenia	1,15,000
4.	Mr. Basant Kumar Bajaj	50,000
	Total	2,45,000
c. Details of shares of the Company held by the Directors as on March 31, 2023 are given below:
S. No.	Name of the Director	No. of Equity Shares Held
1.	Rana Ranjit Singh	100
2.	Rana Inder Pratap Singh	100
3.	Rana Veer Pratap Singh	83,36,027
4.	Mr. Basant Kumar Bajaj	Nil
5.	CS Navpreet Kaur	Nil
6.	Mr. Tara Chand Meenia	Nil

REPORTING OF FRAUDS

There have been no frauds reported by the Auditors, under sub section (12) of Section 143 of the Companies Act, 2013 (including amendments), during the financial year under review, to the Board of Directors and hence, there is nothing to report by the Board under Section 134(3) (ca) of the Companies Act, 2013.

AMOUNTS DUE TO MICRO, SMALL AND MEDIUM ENTERPRISES

During the Financial Year 2022-23 there being an amount of Rs. 183.64 Lakhs outstanding for more than 45 days to MSME registered supplier and was paid after complying with the provisions as contemplated in the Micro, Small and Medium Enterprises Development (MSMED) Act, 2006.

FORMAL ANNUAL EVALUATION

Pursuant to the provisions of the Companies Act, 2013 and Listing Regulations, performance evaluation of the Board and its Committees and all the Directors has been carried out and the details are covered in the Corporate Governance Report.

DISCLOSURE OF PROCEEDINGS UNDER IBC REGULATIONS

During the Financial Year 2022-23, no proceeding was initiated by and against the company in terms of the provisions of the Insolvency and Bankruptcy Code 2016.

ONE TIME SETTLEMENT

During the Year under review, there was no instance of One Time Settlement with any Bank/Financial Institution. TRANSFER OF UNCLAIMED DIVIDEND TO IEPF

Pursuant to the provisions of Section 124 of the Companies Act, 2013 and Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 read with the relevant circulars and amendments thereto (''IEPF Rules''), the amount of dividend remaining unpaid or unclaimed for a period of seven years from the due date is required to be transferred to the Investor Education and Protection Fund (IEPF), constituted by the Central Government.

During the FY 2022-23, there is no such amount with respect to Unclaimed Dividend, which is required to be transferred to Investor Education and Protection Fund (IEPF).

TRANSFER OF SHARES TO IEPF

Pursuant to the provisions of IEPF Rules, all shares in respect of which dividend has not been paid or claimed for seven consecutive years shall be transferred by the Company to the designated Demat Account of the IEPF Authority (''IEPF Account'').

During FY 2022-23, there were no shares which are required to be transferred to IEPF Account.

ACKNOWLEDGEMENT

Your Directors wish to take the opportunity to express their sincere appreciation to our customers, suppliers, shareholders, employees, the Central, Uttar Pradesh and Punjab Governments, financial institutions, banks and all other stakeholders for their whole-hearted support and co-operation. We look forward to their continued support and encouragement.

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Mar 31, 2018

To the Members,

The Directors have pleasure in submitting their 26^th Annual Report of the Company together with the Audited Statements of Accounts for the year ended March 31,2018.

1. FINANCIAL RESULTS

The Company’s financial performance for the year under review alongwith previous years figures are given hereunder:

(Rs. In lakhs)

Particulars	Current Year ended 31.03.2018	Previous Year ended 31.03.2017
Revenue from Business Operations	98,767.04	1,14,670.11
Other Income	704.46	154.05
Total Income	99,471.51	1,14,824.16
Less Interest	9,893.83	9,013.83
Profit /(Loss) before Depreciation & Amortization Exp.	(5574.66)	(964.64)
Less Depreciation & Amortization Exp.	3,139.42	2,841.85
Profit/ (Loss) after depreciation and interest	V (8,714.08)	(3,806.49)
Less Current Income Tax	‘ ~	-
Less Previous year adjustment of Income Tax	--	-
Less Deferred Tax	(64.45)	705.81
ProfitZ(Loss) after Tax	(8,649.62)	(4,512.30)
Dividend (including interim if any and final)	-	-
Other Comprehensive income not to be reclassified to profit or loss in subsequent periods :
- Re-measurement gains/ (losses) on defined benefit plans	(9.90)	18.60
- Income tax effect	3.06	(5.75)
Other comprehensive income/(loss) for the year, net of tax	(6.84)	12.85
Total comprehensive income for the year, net of tax attributable to :	(8,656.46)	(4,499.45)
- Earning per share (Basic) .	(5.63)	‘ (2.94)
- Earning per Share (Diluted)	(5.63)	(2.94)

The financial statements of the Company have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time). ’

For all periods up to and including the year ended 31 March 2017, the Company prepared its financial statements in accordance with accounting standards notified under the section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (Indian GAAP). These financial statements for the year ended 31 March 2018 are the first financial statements which have been prepared in accordance with the Ind AS notified under the Companies Indian Accounting Standards Rules, 2015, as amended from time to time. The Company is in Phase II of Ind AS adoption and accordingly the date of transition is 1” April 2016.

In respect of financial information for the year ended 31” March 2018, the Company followed the same accounting policies and accounting policy choices (both mandatory exceptions and optional exceptions availed as per Ind AS 101) as initially adopted on transition date i.e. 1” April 2016. The Company has prepared financial statements which comply with Ind AS applicable for periods ending on 31 March 2018, together with the comparative period data as at and for the year ended 31 March 2017.

2. DIVIDEND

In view of losses suffered during the current financial year, your Directors are unable to recommend any dividend for the year under review.

3. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS

Your Directors wish to present the details of Business operations done during the year under review:

a. Production and Profitability

The sugar production of the country during 2017-18 is expected to reach 315 lakhs tones as against last year production of 203 lakhs tones. Your Company has crushed 2,51,88,797 qtls. of sugarcane and 31,87,930 qtls. of sugar beets and has produced 27,75,145 qtls. of sugar during the year under review, The Company has also produced 12,90,702 qtls. of molasses and 26,39,69,514 units of electricity, 44,72,026 BL of spirit, 1,97,11,959 BL of ethanol and 10,16,080 cases of liquor.

b. Sales

The turnover of the Company has come down to Rs. 98,767 Lakhs as against Rs.1,14,670 Lakhs in the last year and the Company has suffered loss of Rs. 3656.46 lakhs during the year. This is due to steep fall in sugar price & molasses rale during the year.

c. Marketing and Market environment

The Government of India has continued with the decontrol mechanism. Due to steep fall in sugar prices there is huge loss of Rs. 8656.46 Lakhs during Ihe year. The Government of India is taking various steps to stabilize sugar price. It has allowed export of sugar providing 20 lakhs MT minimum indicate export quota (MIEQ). It has fixed minimum sugar price and increased the price of ethanol.

d. Future Prospects including constraints affecting due to Government policies.

The sugar price has gone down by 25% in the season and is presently below the average cost of production.

The Company is now trying to find new varieties of cane which give high recovery, besides encouraging sowing of sugar beet in its area.

4. MATERIAL CHANGES AND COMMITMENTS

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

5. DIRECTORS

Rana Ranjit Singh and Rana Veer Pratap Singh, Directors are liable to retire by rotation and being eligible, offers themselves for reappointment.

Particulars of Directors seeking appoinlment/re-appointment have been given in the Corporate Governance annexed to the Directors’ Report.

6. DIRECTORS’ RESPONSIBILITY STATEMENT

In Accordance with the provisions of Section 134(3)(c) of the Companies Act, 2013, the Board hereby submit its responsibility Statement:

a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; y

b) the directors had selected such accounting policies and applied them consistently and made judgements 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;

c) the directors had 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 had prepared the annual accounts on a going concern basis;

e) 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; and

f) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

7. KEY MANAGERIAL PERSONNEL (KMP)

During the financial period ended 31.03.2018, following persons are Whole Time Key Managerial Personnel (KMP) of the Company in terms of provisions of Section 203 of the Companies Act, 2013:_

SI. No.	Name	Designation
1.	Rana Inder Pratap Singh	Managing Director
2.	Mr. Manmohan K Raina	Company Secretary
3.	Mr. Manoj Gupta	Chief Financial Officer

8. MEETINGS OF THE BOARD

During the financial year ended 31.03.2018, four Board Meetings were held. The details of the Board Meetings are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed bnder the Companies Act, 2013 and the SEBl (LODR), Regulations, 2015.

9. DECLARATION FROM INDEPENDENT DIRECTORS

Ail Independent Directors of the Company have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and SEBl (LODR), Regulations, 2015.

10. INTE RNAL FINANCIAL CONTROLS

The Company has internal control systems which is commensurate with its size, nature and volume of operations.

11. STATUTORY AUDITORS AND THEIR REPORT

M/s. N J & Associates, Chartered Accountants (Firm Registration No. 023083N) has submitted their resignation from the auditorship of the Company and shown their unwillingness to continue as auditor of the Company. As per the Companies Act, 2013, a new firm M/s. Ankush Arora & Associates, Chartered Accountants (Firm Registration No. 30578N) has been recommended for appointment as Statutory Auditors of the Company for a term of 5 years from the conclusion of the forthcoming Annual General Meeting of the Company. They have confirmed their eligibility under Section 141 of the Act, and the Rules framed thereunder, for their appointment as Auditors of the Company.

12. COST AUDITORS

M/s Khushwinder Kumar & Co., Cost Accountants (Firm Registration No 100123) were re-appointed as Cost Auditors of the Company for conducting the audit of the cost records maintained by the Company for the financial year 2018-19 subject to the approval of the Members on the remuneration to be paid to the Cost Auditors. A certificate from them has been received to the effect that their appointment as Cost Auditors of the Company, if made, would be in accordance with the limits specified under Section 141 of the Companies Act, 2013 and rules framed there under,

13. SECRETARIAL AUDIT REPORT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and rules made there under, the Company has appointed Mis. A, Arora & Co., a firm of Company Secretaries (C.P.No.993) to undertake the Secretarial Audit of the Company. The Secretarial Audit Report in prescribed format MR-3 given by aforesaid Secretarial Auditors is annexed to this Board Repoit as Annexure ‘F’ and forms an integral part.

The Secretarial Auditor has neither qualified the Secretarial Audit Report nor given any adverse remark for which explanation may be required to be given in the Directors’ Report.

14. FIXED DEPOSITS

The Company does not have any deposits and has neither accepted any deposits during the financial period ended March 31,2018.

15. RISK MANAGEMENT POLICY

The Company has adopted a ‘Risk Management Policy’ which is reviewed on a periodic basis in order to recognize and reduce exposure to risks wherever possible. The Company’s risk management policies are based on the philosophy of achieving substantial growth while mitigating and managing risks involved.

Your Company continues to review and manage the risks emanating from such a dynamic environment at periodic intervals. The major risks faced by the industry include sugarcane availability, price realization and regulatory control by Government and financial liquidity amongst others,

16. AUDIT COMMITTEE

The Audit Committee comprises of three Directors, all directors are independent Director. The details of terms of reference of the Audit Committee, number and dates of meeting held, attendance, among others are given separately in the attached Corporate Governance Report.

17. NOMINATION AND REMUNERATION COMMITTEE

Pursuant to the provisions of Section 178 of the Companies Act, 2013 read with Rules made there under, the Board has constituted a Nomination & Remuneration Committee and the details of terms of reference, number & dates of meeting held, attendance and other details are given separately in the attached Corporate Governance Report. The Board on the recommendation of Nomination & Remuneration Committee framed a policy i.e. Nomination and Remuneration Policy for selection and appointment of Directors, senior managerial personnel and their remuneration. The aforesaid policy can be accessed on the Company’s website www.ranasugars.coru

18. COMPANY’S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES

The Company’s Policy relating to appointment of Directors, payment of Managerial remuneration, Directors’ qualifications, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013 is furnished in Report on Corporate Governance.

19. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The Company’s policy relating to Corporate Social Responsibility is furnished in the Corporate Governance Report.

20. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS

The information relating to conservation of energy, technology absorption and foreign exchange earnings and outgo, as required under Section 134(3) (m) of the Companies (Accounts) Rules, 2014 is enclosed as Annexure- A and forms part of this Report.

21. PARTICULARS OF EMPLOYEES

During the financial period ended 31.03.2018, there is no employee in the Company who is receiving remuneration more than Rs.5 lakhs per month or Rs.60 lakhs per annum.

22. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The Company has not given any loan or investments made under Section 186 of the Companies Act, 2013 during the year.

23. RELATED PARTY TRANSACTIONS

There was no contract or arrangements made with related parties as defined under Section 188 of the Companies Act, 2013 during the year under review.

24. WHISTLE BLOWER POLICY/ VIGIL MECHANISM

The Company has formulated and implemented the Whistle Blower Policy / Vigil Mechanism. This has provided a mechanism for directors and employees of the Company and other persons dealing with the Company to report to the Chairman 6f the Audit Committee, any instance of unethical behavior, actual or suspected fraud or violation of the Company’s code of conduct. The aforesaid policy has also been uploaded on the Company’s website.

25. EXTRACT OF ANNUAL RETURN

The extracts of the Annual Return (MGT-9) as per the provisions of Section 92 of the Companies Act, 2013 read with Rule 12 of Companies (Management and Administration) Rules, 2014 is annexed herewith and marked as Annexure - E to this Report.

26. CORPORATE GOVERNANCE

In accordance with SEBI (LODR), Regulations, 201S, Corporate Governance Report along with Auditors’ certificate thereon and Management Discussion and Analysis Report form part of this report are enclosed as Annexure- B, C&D respectively.

27. SHARE CAPITAL

During the financial period ended 31.03.2018, the Company has not issued any share capital with different voting rights, sweat equity or ESOP nor provided any money to the employees or trusts for purchase of its own shares.

28. ACKNOWLEDGEMENTS

The Directors wish to thank and deeply acknowledge the cooperation, assistance and support extended by Central Government, State Governments, Banks, Financial Institutions, Dealers and Vendors of the Company. The Directors also wish to place on record their appreciation for the all-round co-operation and contribution made by the employees at alt levels.

For & on behalf of the Board of Directors

Rana Inder Pratap Singh Rana Veer Pratap Singh

Place: Chandigarh Managing Director Director

Dated: 13.08.2018 DIN: 00075107 DIN: 00076808

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Mar 31, 2016

To the Members,

The Directors have pleasure in submitting their 24^th Annual Report of the Company together with the Audited Statements of Accounts for the year ended March 31, 2016.

1. FINANCIAL RESULTS

The Company''s financial performance for the year under review along with previous year’s figures are given hereunder :

(Rs. In lacs)

Particulars	Current Year ended 31.03.2016	Previous Year ended 31.03.2015
Net Sales /Income from business operations	85,579.84	69,790.27
Other Income	98.14	840.81
Total Income	85,677.98	70,631.08
Less Interest	9,517.40	8,658.40
Profit before Depreciation	4,451.13	(5,504.18)
Less Depreciation & Amortization Exp.	2,781.52	2,652.77
Profit after depreciation and Interest	1,669.61	(8,156.95)
Less Current Income Tax	-	-
Less Previous year adjustment of Income Tax	-	-
Less Deferred Tax	(3.23)	(2,659.19)
Net Profit after Tax	1,672.84	(5,497.76)
Dividend (including Interim if any and final)	-	-
Net Profit after dividend and Tax	1,672.84	(5,497.76)
Earnings per share (Basic)	1.09	(3.58)
Earnings per Share (Diluted)	1.09	(3.58)

2. DIVIDEND

In view of inadequate profits during the current financial year, your Directors are unable to recommend any dividend for the year under review.

3. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS

Your Directors wish to present the details of Business operations done during the year under review:

a. Production and Profitability

The sugar production of the country during 2015-16 (upto 30^th April, 2016) has gone to 246.03 lakhs tones as compared to 276.04 lakhs tones of the year 2014-15.

The Company has crushed 1,65,50,666 qtls. of sugarcane and 23,21,280 qtls. of sugar beets and has produced 17,58,135 qtls. of sugar during the year under review. The Company has also produced 8,55,380 qtls. of molasses and 20,29,28,400 units of electricity, 2,09,72,254 BL of spirit and 25,72,375 cases of liquor.

b. Sales

The turnover of the Company has gone to Rs. 85,677.98 Lacs as against Rs. 70,631.08 Lacs in the last year and the Company has earned net profit of Rs. 1672.84 lacs as compared to loss of Rs. 5,497.77 lacs during the last year.

c. Marketing and Market environment

Sugar industries is a seasonal industry. The production of sugar depends upon availability of sugarcane which is affected by weather of the particular place. The quality of soil deteriorates due to overuse of fertilizers and pesticides to increase sugarcane yield. The sugar sector in India goes through a phase of cyclicality, mainly on account of situations of high cane pricing which is under Govt. control. The Company has encouraged sowing of sugar beet in its area and has crushed 23,21,280 qtls. of sugar beet in addition to sugarcane.

d. Future Prospects including constraints affecting due to Government policies.

The sugar production of the country has gone to 246.03 lacs tons during current season. Due to improvement of market sentiments there are better lifting of sugar during current season. Government of India announced certain incentives for export of sugar upto 31^st March, 2016, resulting into export of about 13.5 lacs tons of sugar by Sugar Mills. With the improvement of domestic market, it is expected that cane price payments to the cane growers will improve and cane arrear will come down substantially in future.

4. MATERIAL CHANGES AND COMMITMENTS

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

5. DIRECTORS

There was no change in the Directorship of the Company during the year.

Rana Ranjit Singh and Rana Veer Pratap Singh, Directors are liable to retire by rotation and being eligible, offers themselves for re-appointment.

Particulars of Directors seeking appointment/re-appointment have been given in the Corporate Governance annexed to the Directors Report.

6. DIRECTORS'' RESPONSIBILITY STATEMENT

In Accordance with the provisions of Section 134(3)(c) of the Companies Act, 2013, the Board hereby submit its responsibility Statement:

a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b) the directors had selected such accounting policies and applied them consistently and made judgements 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 of the Company for that period;

c) the directors had 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 had prepared the annual accounts on a going concern basis;

e) 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; and

f) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

7. KEY MANAGERIAL PERSONNEL (KMP)

During the financial period ended 31.3.2016, following persons are Whole Time Key Managerial Personnel (KMP) of the Company in terms of provisions of Section 203 of the Companies Act, 2013:

Sl. No.	Name	Designation
1.	Rana Inder Pratap Singh	Managing Director
2.	Mr. Manmohan K Raina	Company Secretary
3.	Mr. Manoj Gupta	Chief Financial Officer

8. MEETINGS OFTHE BOARD

During the financial year ended 31.3.2016, eight Board Meetings were held. The details of the Board Meetings are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013 and the SEBI (LODR), Regulations, 2015.

9. DECLARATION FROM INDEPENDENT DIRECTORS

All Independent Directors of the Company have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and SEBI (LODR), Regulations, 2015.

10. INTERNAL FINANCIAL CONTROLS

The Company has over the years evolved effective systems and procedures to ensure internal financial controls in all its establishments. An internal audit process is in place under the overall supervision of the Audit Committee of the Board. Qualified and experienced professionals are engaged to ensure effective and independent evaluation of, inter alia, the internal financial controls. The appointment of internal auditors is approved by the Board on recommendations of the Audit Committee. The Audit Committee also lays down the schedule for internal audit.

Internal audit reports are placed before the Committee with management comments. Suggestions are implemented and reported to the Audit Committee. An effective communication/ reporting system operates between the Units and Corporate Office to keep various establishments abreast of regulatory changes and ensure compliances.

11. STATUTORY AUDITORS ANDTHEIR REPORT

M/s. Kansal Singla & Associates, Chartered Accountants, Chandigarh were appointed as Statutory Auditors from the conclusion of the last Annual General Meeting to this Annual General Meeting of the Company. Their continuance of appointment and payment of remuneration are to be confirmed and approved in the ensuing Annual General Meeting. The Company has received a certificate from the above Auditors to the effect that if they are reappointed, it would be in accordance with the provisions of Section 141 of the Companies Act, 2013.

12. COST AUDITORS

M/s Khushwinder Kumar & Co., Cost Accountants (Firm Registration No 100123) were re-appointed as Cost Auditors of the Company for conducting the audit of the cost records maintained by the Company for the financial year 2016-17 subject to the approval of the Members on the remuneration to be paid to the Cost Auditors. A certificate from them has been received to the effect that their appointment as Cost Auditors of the Company, if made, would be in accordance with the limits specified under Section 141 of the Companies Act, 2013 and rules framed there under.

13. SECRETARIAL AUDIT REPORT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and rules made there under, the Company has appointed M/s. A. Arora & Co., a firm of Company Secretaries (C.P.No.993) to undertake the Secretarial Audit of the Company. The Secretarial Audit Report in prescribed format MR-3 given by aforesaid Secretarial Auditors is annexed to this Board Report as Annexure ''F'' and forms an integral part.

The Secretarial Auditor has neither qualified the Secretarial Audit Report nor given any adverse remark for which explanation may be required to be given in the Directors'' Report.

14. FIXED DEPOSITS

The Company does not have any deposits and has neither accepted any deposits during the financial period ended 31^st March, 2016.

15. RISK MANAGEMENT

Risks are an integral part of any business and the risk profile, to a great extent, depends on the climatic conditions, economic and business conditions and the markets and customers we serve.

The Company has adopted a ''Risk Management Policy'' which is reviewed on a periodic basis in order to recognize and reduce exposure to risks wherever possible. The Company''s risk management policies are based on the philosophy of achieving substantial growth while mitigating and managing risks involved.

Few of the risks associated with our businesses are enumerated below:

- Fluctuations in demand and price for finished products viz. sugar, molasses etc.

- Fluctuations in the price and availability of key raw materials, including sugarcane, raw sugar and sugar beet.

- Increase in interest rates.

- Changes in government policies affecting the sugar industry in India.

- Accidents, natural disasters or outbreaks of disease in sugarcane.

16. AUDIT COMMITTEE

The Audit Committee comprises of three Directors, all directors are independent Director. The details of terms of reference of the Audit Committee, number and dates of meeting held, attendance, among others are given separately in the attached Corporate Governance Report.

17. NOMINATION AND REMUNERATION COMMITTEE

Pursuant to the provisions of Section 178 of the Companies Act, 2013 read with Rules made there under, the Board has constituted a Nomination & Remuneration Committee and the details of terms of reference, number & dates of meeting held, attendance and other details are given separately in the attached Corporate Governance Report. The Board on the recommendation of Nomination & Remuneration Committee framed a policy i.e. Nomination and Remuneration Policy for selection and appointment of Directors, senior managerial personnel and their remuneration. The aforesaid policy can be accessed on the Company''s website www.ranasugars.com

18. COMPANY''S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OFTHEIR DUTIES

The Company''s Policy relating to appointment of Directors, payment of Managerial remuneration, Directors'' qualifications, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013 is furnished in Report on Corporate Governance.

19. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The Company has not developed and implemented any Corporate Social Responsibility initiatives as the said provisions are not applicable.

20. CONSERVATION OF ENERGY,TECHNOLOGYABSORPTION, FOREIGN EXCHANGE EARNINGS

The information relating to conservation of energy, technology absorption and foreign exchange earnings and outgo, as required under Section 134(3) (m) of the Companies (Accounts) Rules, 2014 is enclosed as Annexure - A and forms part of this Report.

21. PARTICULARS OF EMPLOYEES

During the financial period ended 31.3.2016, there is no employee in the Company who is receiving remuneration more than Rs. 5 lacs per month or Rs. 60 lacs per annum.

22. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The Company has not given any loan or investments made under Section 186 of the Companies Act, 2013 during the year. However, the Company has given guarantee to the Banks for crop loans to the cane growers of the area of Rs. 6159.98 lacs against Rs. 5858.34 lacs of the last year.

23. RELATED PARTYTRANSACTIONS

There was no contract or arrangements made with related parties as defined under Section 188 of the Companies Act, 2013 during the year under review.

24. VIGIL MECHANISM

The Company has formulated and implemented the Whistle Blower Policy / Vigil Mechanism. This has provided a mechanism for directors and employees of the Company and other persons dealing with the Company to report to the Chairman of the Audit Committee; any instance of unethical behavior, actual or suspected fraud or violation of the Company''s code of conduct. The aforesaid policy has also been uploaded on the Company''s website.

25. EXTRACT OF ANNUAL RETURN

The extracts of the Annual Return (MGT-9) as per the provisions of Section 92 of the Companies Act, 2013 read with Rule 12 of Companies (Management and Administration) Rules, 2014 is annexed herewith and marked as Annexure - E to this Report.

26. CORPORATE GOVERNANCE

In accordance with SEBI (LODR), Regulations, 2015, Corporate Governance Report along with Auditors'' certificate thereon and Management Discussion and Analysis Report form part of this report are enclosed as Annexure- B.

27. SHARE CAPITAL

During the financial period ended 31.3.2016, the Company has not issued any share capital with different voting rights, sweat equity or ESOP nor provided any money to the employees or trusts for purchase of its own shares.

28. ACKNOWLEDGEMENTS

The Directors wish to thank and deeply acknowledge the cooperation, assistance and support extended by Central Government, State Governments, Banks, Financial Institutions, Dealers and Vendors of the Company. The Directors also wish to place on record their appreciation for the all-round co-operation and contribution made by the employees at all levels.

For & on behalf of the Board of Directors

Rana Inder Pratap Singh Rana Veer Pratap Singh

Place : Chandigarh Managing Director Director

Dated : 12.08.2016 DIN: 00075107 DIN: 00076808

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Mar 31, 2014

Dear members,

The Directors have pleasure in presenting the 22nd Annual Report together with the Audited Accounts of your Company for the year ended 31st March, 2014.

1. FINANCIAL RESULTS :

(Rs. in lacs) Current Previous year ended year ended 31.03.2014 31.03.2013

Profit before interest, 8,347.25 11,147.49 depreciation & tax

Less: Financial Costs 7,965.20 7250.71 Depreciation 3,316.42 3292.12

Profit/(Loss) before Tax & (2,934.37) 604.66 Exceptional Items

Exceptional Items 15.09 45.85

Profit/(Loss) before Tax & Extra (2,949.47) 558.81 ordinary Items

Extra ordinary Items - 14.37

Provision for Tax

Current Tax 4.02 3.62

Deferred Tax (559.48) -

Net Profit/(Loss) after Tax (2,394.01) 540.81

OPERATIONS:

Cane Crushed (Qtls) 1,69,45,624 1,62,08,098

Sugar Beet (Qtls) 5,69,155 -

PRODUCTION :

Sugar (Qtls) 14,99,165 13,95,343

Molasses (Qtls) 8,37,546 8,94,586

Electricity (Units) 23,06,04,366 25,53,56,063

Spirit & others (BL) 1,89,53,456 1,63,87,778

Liquor (Cases) 11,27,813 13,47,755

2. DIVIDEND:

Due to losses, your Directors propose not to recommend any dividend for the year under review.

3. DIRECTORS:

The Company had pursuant to the provisions of clause 49 of the Listing agreement and Companies Act, 2013 appointed Shri A. S. Sodhi, Shri S. A. S. Bajwa and Shri Baljit Singh as Independent Directors of the Company.

In accordance with the provisions of section 149 of the Act, these directors are being appointed as Independent Directors to hold office as per their tenure of appointment mentioned in the Notice of the forthcoming Annual General Meeting of the Company.

Persuant to clause 49 of the Listing Agreement, details of all directors being appointed as Independent Directors is being provided in separate annexure.

4. DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to requirement under Section 217(2AA) of the Companies Act, 1956 and section 134 (3) (C) of Companies Act, 2013 (to the extent notified) with respect to Directors'' Responsibilities Statement, it is hereby confirmed:

(i) that in the preparation of the annual accounts for the financial year ended 31st March, 2014, the applicable accounting standards had been followed alongwith proper explanation relating to material departures;

(ii) that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 or loss of the Company for the year under review;

(iii) that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 and Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the directors had prepared the accounts for the financial year ended 31st March, 2014 on a going concern basis.

5. FIXED DEPOSITS:

The Company has not accepted any deposits under Section 58-A of the Companies Act, 1956 and section 73 of Companies Act 2013 (to the extent notified) during the year under review.

6. AUDITORS:

M/s. Kansal Singla & Associates, Chartered Accountants, Chandigarh, Statutory Auditors of the Company, retire at the conclusion of ensuing Annual General Meeting and being eligible offer themselves for re-appointment. The Board recommends their re-appointment.

7. COST AUDITORS:

The Board of Directors has appointed M/s. Khushwinder Kumar & Co., Cost Accountants as the Cost Auditors of the Company for the year 2014-2015 under 233 B of the Companies Act, 1956 and Section 148 of the Companies Act, 2013 (to the extent notified).

8. PARTICULARS OF EMPLOYEES:

None of the employees is covered under the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

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

As required under Section 217 (1)(e) of the Companies Act, 1956 and section 134 (3) (m) of Companies Act, 2013 (to the extent notified) read with Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, the information relating to conservation of energy, technology absorption and foreign exchange earnings and outgo is enclosed as Annexure ''A'' and forms part of the Report.

10. CORPORATE GOVERNANCE:

As required under Listing Agreement with Stock Exchanges, a report on the Corporate Governance alongwith Auditors'' Certificate on compliance of conditions of Corporate Governance are enclosed as Annexure ''B'' & ''C'' and report of Management Discussion and Analysis is attached as annexure ''D'' and the reports form the part of the Directors'' Report.

11. INFORMATION PURSUANT TO LISTING AGREEMENT WITH THE STOCK EXCHANGES:

The names and addresses of the Stock Exchanges where the Company''s securities are listed, are

1. BSE Limited,

Floor 25, Phiroze Jeejeebhoy Towers, Dalal Street, MUMBAI - 400 001.

2. National Stock Exchange of India Limited,

"Exchange Plaza", Bandra-Kurla Complex, Bandra (E), MUMBAI - 400 051.

The listing fee for 2014-2015 to all the above Stock Exchanges have been paid and there being neither delisting nor suspension of shares from trading during the period under review.

12. ACKNOWLEDGEMENT :

Your Directors wish to place on record their appreciation for the continued support and co- operation to the Company by various departments of Central/State Government, cane cultivators, customers, suppliers, dealers, agents, banks, financial institutions, investors and shareholders.

The Directors also place on record their appreciation for the dedicated and sincere services rendered by the employees at all levels.



For & on behalf of the Board

(RANA INDER PRATAP SINGH) MANAGING DIRECTOR

RANA KARAN PRATAP SINGH) DIRECTOR

Place : Chandigarh Dated : 30th May, 2014

---

Mar 31, 2013

The Directors have pleasure in presenting the 21st Annual Report together with the Audited Accounts of your Company for the year ended 31st March, 2013.

1. FINANCIAL RESULTS :

(Rs. in lacs)

Current Previous year ended year ended 31.03.2013 31.03.2012

Profit before interest, depreciation & tax 11,147.49 8987.09

Less: Financial Costs 7250.71 7798.37

Depreciation 3292.12 3222.17

Profit/(Loss) before Tax & Exceptional Items 604.66 (2033.45)

Exceptional Items 45.85 (8.76)

Profit/(Loss) before Tax & Extra ordinary Items 558.81 (2042.21)

Extra ordinary Items 14.37 --

Provision for Tax

Current Tax 3.62 2.27

Net Profit/(Loss) after Tax 540.81 (2044.48)

OPERATIONS:

Cane Crushed (Qtls) 1,62,08,098 1,63,48,491

PRODUCTION :

Sugar (Qtls) 13,95,343 14,10,452

Molasses (Qtls) 8,94,586 8,19,680

Electricity (Units) 25,53,56,063 18,72,71,859

Spirit & others (BL) 1,63,87,778 1,79,82,741

Liquor (Cases) 13,47,755 21,99,245



The Company has earned a net profit of Rs.540.81 lacs during the financial year ended 31st March, 2013 as compared to loss of Rs.2044.48 lacs during the previous year. Higher sale price realization of Sugar & Power and better capacity utilization have resulted into earning of profit during this year.

2. DIVIDEND:

Due to inadequate profits, your Directors propose not to recommend any dividend for the year under review.

3. DIRECTORS:

There was no change in the Directorship of the Company during the year.

Shri A. S. Sodhi, Shri Baljit Singh and Rana Karan Pratap Singh, Directors retire by rotation and being eligible offer themselves for re- appointment.

4. DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors'' Responsibilities Statement, it is hereby confirmed:

(i) that in the preparation of the annual accounts for the financial year ended 31st March, 2013, the applicable accounting standards had been followed alongwith proper explanation relating to material departures;

(ii) that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 or loss of the Company for the year under review;

(iii) that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the directors had prepared the accounts for the financial year ended 31st March, 2013 on a going concern basis.

5. FIXED DEPOSITS:

The Company has not accepted any deposits under Section 58-A of the Companies Act, 1956 during the year under review.

6. AUDITORS:

M/s. Kansal Singla & Associates, Chartered Accountants, Chandigarh, Statutory Auditors of the Company, retire at the conclusion of ensuing Annual General Meeting and being eligible offer themselves for re-appointment. The Board recommends their re-appointment.

7. COST AUDITORS:

The Board of Directors has appointed M/s. Khushwinder Kumar & Co., Cost Accountants as the Cost Auditors of the Company for the year 2013-2014 under Section 233 B of the Companies Act, 1956.

8. PARTICULARS OF EMPLOYEES:

None of the employees is covered under the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

9. CONSERVATION OF ENERGY,

TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

As required under Section 217 (1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, the information relating to conservation of energy, technology absorption and foreign exchange earnings and outgo is enclosed as Annexure ''A'' and forms part of the Report.

10. CORPORATE GOVERNANCE:

As required under Listing Agreement with Stock Exchanges, a report on the Corporate Governance alongwith Auditors'' Certificate on compliance of conditions of Corporate Governance are enclosed as Annexure ''B'' & ''C'' and report of Management Discussion and Analysis is attached as annexure ''D'' and the reports form the part of the Directors'' Report.

11. INFORMATION PURSUANT TO LISTING AGREEMENT WITH THE STOCK EXCHANGES:

The names and addresses of the Stock Exchanges where the Company''s securities are listed, are :- 1. BSE Limited, Floor 25, Phiroze Jeejeebhoy Towers, Dalal Street, MUMBAI - 400 001. 2. National Stock Exchange of India Limited, "Exchange Plaza", Bandra-Kurla Complex, Bandra (E), MUMBAI - 400 051. The listing fee for 2013-2014 to all the above Stock Exchanges have been paid and there being neither delisting nor suspension of shares from trading during the period under review.

12. ACKNOWLEDGEMENT :

The Board of Directors of your Company convey its appreciation to the cane cultivators, customers, suppliers, dealers, agents, banks, financial institutions, the government agencies and departments, for their continued support and co-operation. Your Directors wish to thanks for their understanding and support to the Management.

The Directors also place on record their appreciation for the dedicated and sincere services rendered by the employees at all levels.



For & on behalf of the Board



RANA RANJIT SINGH

CHAIRMAN

Place : Chandigarh

Dated : 30th May, 2013

---

Mar 31, 2010

The Directors have pleasure in presenting the Eighteenth Annual Report together with the Audited Accounts of your Company for the year ended 31st March, 2010

1. FINANCIAL RESULTS :

(Rs. in lacs) Current Previous year ended year ended 31.03.2010 30.09.2008 (18 Months) (12 Months) Profit before interest, 15781.47 1033.90 depreciation & tax Less: Financial Expenses 9010.55 4444.97 Depreciation 4350.56 2327.75 Misc. expenses 219.57 32.09 written off Profit/( Loss) before Tax & Prior Period expenses 2200.79 (5770.91) Prior Period income/(expenses) (16.68) (468.20) ProfitALoss) before Tax 2184.11 (6239.11) Provision for Tax : Current Tax 15.50 - Deferred Tax 216.71 1012.56 Fringe Benefit Tax, 25.00 (48.33) Wealth Tax & Earlier Year Provision for Tax Add: Earlier Year Provision 25.05 (20.48) for Tax W/Back Extra ordinary Income 546.65 1010.00 Net ProfitALoss) after Tax 2498.60 (4285.36) OPERATIONS: Cane Crushed (Qtls) 1,61,44.429 1,07,31,220 Production (Qtls) Sugar (Qtls) 18,58,143 9,32,647 Molasses (Qtls) 8,11,814 4,80,651 Electricity (Units) 23,35,36,933 12,10,47,389 Rectified Spirit (BL) 60,42,971 70,76,346 Extra Neutral Alcohol (BL) 1,52,29,245 88,15,180 Denatured Spirit (BL) 12,95,671 12,55,396 Punjab Medium Liquor (Cases) 30,54,745 14,50,494 Indian Made Foreign Liquor (Cases) 1,51,331 1,38,398

The Company has earned a Net Profit of Rs.2498.60 lacs during the financial year ended 31st March, 2010 as compared to loss of Rs.4285.36 lacs during the previous year ended 30th September, 2008. The main reasons for the earning the profit this year, are high sugar prices and sale of power through out the year. Further, the Company has also done processing of raw-

sugar which it imported from other countries resulting into running the sugar plants through out the year which also earned good profit during the year. UNFCCC has approved approx. 1.50 lacs Certified Emission Reductions (CERs) to the Company. The approximate trading value of these CERs is Rs. 11.50 crores.

2. DIVIDEND

Your Company is passing through a period of transition and consolidation. As such, your Directors propose not to recommend any dividend for the year under review.

3. DIRECTORS

Shri S. K. Duggal resigned from the directorship of the Company during the year.

Shri Balour Singh has been nominated as Director by Punjab Energy Development Agency during the year.

The Board places on record the appreciation of useful contribution made by Shri S. K. Duggal during his tenure.

Shri S. A. S. Bajwa, Shri M. P. Singh and Rana Karan Pratap Singh, Directors retire by rotation and being eligible offer themselves for re- appointment.

4. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors Responsibilities Statement, it is hereby confirmed:

(i) that in the preparation of the annual accounts for the financial year ended 31st March, 2010, the applicable accounting standards had been followed alongwith proper explanation relating to material departures;

(ii) that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that were 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 or loss of the Company for the year under review;

(iii) that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance

with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the directors had prepared the accounts for the financial year ended 31st March, 2010 on a going concern basis.

5. FIXED DEPOSITS

The Company has not accepted any deposits under Section 58-A of the Companies Act, 1956 during the year under review.

6. AUDITORS

M/s. Kansal Singla & Associates, Chartered Accountants, Chandigarh, Statutory Auditors of the Company, retire at the conclusion of ensuing Annual General Meeting and being eligible offer themselves for re-appointment. The Board recommends their re-appointment.

The explanations/information in respect of the observations of the Auditors in their report are given in Annexure E read with the relevant Audit observations are self explanatory.

7. COST AUDITORS

The Board of Directors has appointed M/s. Khushwinder Kumar & Co., Cost Accountants as the Cost Auditors of the Company for the year 2010-2011 under Section 233 B of the Companies Act, 1956, which has been approved by the Govt. of India.

8. PARTICULARS OF EMPLOYEES

None of the employees is covered under the provisions of Section 21 7(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

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

As required under Section 217 (1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, the information relating to conservation of energy, technology absorption and foreign exchange earnings and outgo is enclosed as Annexure " A and forms part of the Report.

10. CORPORATE GOVERNANCE

As required under Listing Agreement with Stock Exchanges, a report on the Corporate

Governance alongwith Auditors Certificate on compliance of conditions of Corporate Governance are enclosed as Annexure B & " C and report of Management Discussion and Analysis is attached as annexure " D1 and the reports form the part of the Directors Report.

11. INFORMATION PURSUANT TO LISTING AGREEMENT WITH THE STOCK EXCHANGES

The names and addresses of the Stock Exchanges where the Companys securities are listed, are:

1. Bombay Stock Exchange Limited, Floor 25, Phiroze Jeejeebhoy Towers, Dalai Street, MUMBAI - 400 001.

2. National Stock Exchange of India Limited, "Exchange Plaza",

Bandra-Kurla Complex, Bandra (E), MUMBAI - 400 051.

3. Luxembourg Stock Exchange

(Societe de la Bourse de Luxembourg S A)

B.P.165

L-2011, Luxembourg

The listing fee for 2010-2011 to all the above Stock Exchanges have been paid in time and there being neither delisting nor suspension of shares from trading during the period under review.

12. ACKNOWLEDGEMENT

The Board of Directors of your Company expresses its gratitude for the continued co-operation and support extended by financial institutions, banks, the government agencies and departments, the customers and suppliers, dealers, agents and shareholders which has been source of strength of the Company.

The Directors also place on record their appreciation for the dedicated and sincere services rendered by the employees at all levels.

For & on behalf of the Board RANA RANJIT SINGH CHAIRMAN Place : Chandigarh Dated : 5th June, 2010