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You can view full text of the latest Director's Report for the company.

BSE: 530305ISIN: INE546C01010INDUSTRY: Beverages & Distilleries

BSE   ` 603.85   Open: 622.20   Today's Range 597.45
622.20
-17.45 ( -2.89 %) Prev Close: 621.30 52 Week Range 515.00
810.00
Year End :2026-03 

FINANCIAL RESULTS:

Particulars

Consolidated

Standalone

2025-26

2024-25

2025-26

2024-25

Revenue from operations

1,13,506.24

88,625.65

1,13,506.24

88,625.65

Other income

777.97

655.13

777.97

655.11

Total Income

1,14,284.21

89,280.78

1,14,284.21

89,280.76

(Increase)/decrease of Stock in trade

(9,019.33)

(8,893.36)

(9,019.33)

(8,893.36)

Profit before Interest, Depreciation, Tax &
Exceptional items

24,120.60

18,951.93

24,324.44

19,143.47

Less: Financial Cost

2,767.92

2,784.76

2,766.43

2,782.86

Depreciation

2,328.46

1,946.95

2,318.25

1,944.97

Profit from Exceptional Item*

(4.54)

(0.09)

(4.76)

(0.09)

Profit before Tax

19,028.76

14,220.31

19,244.52

14,415.73

Provision for Tax

4,303.57

3,497.77

4,303.57

3,497.77

Deferred Tax

757.61

214.72

757.61

214.73

Earlier years

227.48

237.65

227.48

237.65

Net Profit

13,740.10

10,270.17

13,955.86

10,465.58

Transfer to Profit & Loss A/c

13,740.10

10,270.17

13,955.86

10,465.58

1) REVIEW OF THE OPERATIONS AT HARYANA

a) Sugar Mill

Sugar Mill commenced crushing operations for
the season 2025-26 on 23.11.2025 and closed on
20.03.2026. The comparative operational results over
the last two seasons are as follows:

Particulars

Season

2025-2026

Season

2024-2025

Duration (Days)

118

126

Sugarcane Crushed
(Quintals)

4784030.23

5421418.29

Recovery (%)

9.56

9.80

Sugar produced in
quintals

458800

533730

During the season, the mill operated for 118 days and
crushed 47.84 lac quintals of sugar cane. The Sugar
Mill has produced 4,58,800 quintals of Sugar at an
average recovery of 9.56%. The mill also produced
208110 quintals of molasses at an average recovery
of 4.34% The Sugar unit of the company has achieved
turnover & other income of H 23,434.89 lacs.

b) Distillery

The Distillery unit has achieved a turnover &
other income of H90,849.32 lacs and production
details are as under:

i) Country liquor

The Distillery has produced 71,78,753 cases of
Malta and 7155.157 other Brands, under Country
liquor category during the year 2025-26.

The brands of the distillery i.e. Malta 50 Degree
proof & other brands continue to be well accepted
by the people and have become popular brand in
the State of Haryana.

ii) Indian Made Foreign Liquor (IMFL)

The Company has produced 170497 cases of Indri
(Single Malt Whisky), 9,574 cases of Camikara
Rum, 1,72,077 cases of Whistler whisky and 6443
cases of Cashmir Vodka, under the Indian Made
Foreign Liquor (IMFL) category. The company
is under process of making more Indian made
foreign liquor (IMFL) products /brands.

The company has received overwhelming response
for Indri (Single Malt Whisky), Cashmir Vodka &
Camikara Rum from international markets also.

c) Malt Plant

The 30 Kilo Liters per Day Malt Plant to produce Malt
Spirit made from Barley is running perfectly. The
quality of Malt Spirit produced there at is of very high
standards. The unit has produced 6153974 bulk liters
of Malt Spirit during the year 2025-26.

d) Ethanol

During the year the company has produced 19855000
bulk liters of Ethanol from Grain/ENA which has been
supplied to various oil manufacturing companies.

C) REVIEW OF THE OPERATIONS AT
CHHATTISGARH

Chhattisgarh Distillery Unit - Mahasamund

During the year, the Company successfully
commissioned its state-of-the-art grain-based
distillery at Village Beltukri, District Mahasamund,
Chhattisgarh, with an installed production capacity
of 200 KLPD (kilolitres per day). The unit will produce
Extra Neutral Alcohol (ENA), Country Liqour , Ethanol,
Indian Made Foreign Liquor (IMFL), Malt and other
value-added products.

The unit will also produce DDGS, CO2 &Ash as
it's by products.

The distillery has been designed with modern
technology, emphasizing operational excellence,
resource efficiency, sustainability and compliance with
applicable environmental standards.

The unit commenced commercial operations with
effect from 31st December 2025. The new facility is also
expected to improve operational efficiencies, diversify
the Company's product portfolio and contribute to its
long-term growth and profitability.

2. STANDALONE RESULTS:

Your Directors are pleased to state that the year under
review ended with the total income of the Company
on standalone basis at H 1,14,284.21 lacs with a Profit
before Tax (PBT) of H 19,244.52 lacs against the
income of H 89,280.76 lacs and Profit before Tax of
H 14,415.73 lacs in the previous year. Your Company
is continuously putting efforts to increase margins by
increasing sales on high margin products and product
mix optimization. This has resulted in better margins in
the sale of products in the distillery division.

3. CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated financial statements of the company
for the year ended on 31st March 2026 comprises the
Standalone Financial Statements of company and its
associates (together referred to as "the group")

The Consolidated revenue of the company during
the year under review was H1,14,284.21 lacs with a
Profit before Tax of H 19,028.76 lacs against revenue
of H89,280.78 lacs and profit before tax of H14,220.31
lacs in the previous year.

4. DIVIDEND

Your Directors are pleased to recommend an equity
dividend of Rs.1(One) per equity share of face value
of Rs.10 each for the financial year ended 31st March,
2026.If approved by the Shareholders at the ensuing
Annual General Meeting, the above equity dividend will
be paid to those shareholders whose name shall appear
in the Register of Members as on the Record date.

The total equity dividend outgo for the financial year
2025-26 will absorb a sum of Rs.9,85,72,144. The
Dividend Distribution Policy duly approved by the Board
of Directors in line with Regulation 43Aof SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 ('Listing Regulations") has been uploaded on the
Company's website at www.piccadily.com.

5. SCHEME OF ARRANGEMENT (DEMERGER OF
SUGAR BUSINESS)

The Board of Directors of the Company, based on
the recommendations of the Audit Committee and
the Independent Directors, at its meeting held on 28th
April 2026, approved the Scheme of Arrangement
("Scheme") amongst Piccadily Agro Industries Limited
("PAIL" or the "Demerged Company"), Piccadily Food &
Essentials Limited ("PFEL" or the "Resulting Company"),
and their respective shareholders and creditors,
pursuant to the provisions of Sections 230 to 232 read
with Section 66 and other applicable provisions of the
Companies Act, 2013, the rules made thereunder, and
Section 2(19AA) and other applicable provisions of the
Income-tax Act, 1961.

PFEL is a newly incorporated unlisted public company
and a wholly owned subsidiary of PAIL. As on the date
of approval of the Scheme, PFEL does not have any
independent business operations. The Scheme, inter
alia, provides for the demerger and transfer of the
Sugar Business of PAIL to PFEL on a going concern
basis with the objective of creating focused business
entities, improving operational efficiencies, enabling
greater management focus, facilitating independent
growth strategies, and unlocking long-term value for
stakeholders. Upon the Scheme becoming effective
and in accordance with the approved share entitlement
ratio, PFEL shall issue and allot 1 (One) equity share of
PFEL of face value ?10 each for every 9 (Nine) equity
shares of PAIL of face value ?10 each held by the
eligible shareholders of PAIL as on the Record Date
to be determined in accordance with the Scheme and
applicable law. Consequently, the Sugar Business shall
be housed in PFEL, while PAIL shall continue to own
and operate its Distillery Business.

The Board also approved the report pursuant to Section
232(2)(c) of the Companies Act, 2013 explaining the
effect of the Scheme on the shareholders, creditors,
key managerial personnel, promoters and non¬
promoter shareholders of the Company.

The Scheme is subject to the receipt of all requisite
statutory, regulatory and other approvals, including
approvals from the stock exchanges, the shareholders
and creditors of the respective companies, the
jurisdictional bench of the Hon'ble National Company
Law Tribunal, and such other approvals as may be
required under applicable laws. The Scheme, together
with the documents has been made available on the
Company's website at
www.piccadily.com.

5. EXPANSION PLANS

Your company has subscribed 7,00,000 ordinary
Shares of GBP 1 during the year and is holding
entire Share capital 2842001 Ordinary Shares in M/s
Portavadie Distillers & Blenders Limited at United
Kingdom to establish a distillery in Scotland to make
an entry in distillery segment of foreign markets.

6. SHARE CAPITAL

The paid up Equity Share Capital as at March 31, 2026
stood at H 98,57,15,080 consisting of 9,85,71,508
equity Shares of H10/- each.

During the year company has converted into 6,72,041
Convertible Warrants into 6,72,041 Equity Shares and
allotment was made on 12/06/2025 upon receiving
the full payment. The Shares arising out of conversion
have been listed at BSE limited & NSE Limited.

During the year company has converted into 28,49,448
Compulsory Convertible Debentures (CCDs) into
28,49,448 Equity Shares and allotment was made
on 10/09/2025 upon receiving the full payment. The
Shares arising out of conversion have been listed at
BSE Limited & NSE Limited.

During the year company has converted into 636942
Convertible Warrants into 6,36,942 Equity Shares and
allotment was made on 24/09/2025 upon receiving
the full payment. The Shares arising out of conversion
have been listed at BSE limited & NSE Limited.

Company has got the approval from the shareholders
of the company for the issuance of 9,91,479 Equity
shares to the employees of the company under"
Piccadily Agro Industries Limited -Employees Stock
Option Scheme -2024." During the year the company
has allotted 71705, 2092 & 636 Equity shares on
21/01/2026, 26/02/2026 & 28/04/2026 respectively
and listed at BSE Limited & NSE Limited.

7. SUBSIDIARY/ASSOCIATE COMPANY

The Company has three subsidiaries as per
following details:

Associate Company

The Company has one associate at the end of the
financial year i.e. M/s. Piccadily Sugar and Allied
Industries Limited.

Pursuant to provisions of Section 129 and other
applicable provisions of the Act read with Rules made
there under, the performance and financial position
of the subsidiaries/associate company are annexed
in Form AOC-1 and marked as "Annexure-C" to the
Annual Financial Statements.

8. DIRECTORS & KEY MANAGERIAL PERSONNEL

(a) Independent Directors

All the Independent Directors(IDs) have provided
declaration u/s 149(6) of the Act and Regulation 16(1)
of the SEBI (LODR) Regulations, 2015, confirming that
they meet the criteria of independence as laid down
under the said Section/Regulation. The Directors also
confirm that they are not disqualified to be appointed
as Directors and they have not been debarred by SEBI
to hold the office of Director.

(b) Retirement by Rotation

In accordance with the provisions of Section 152 of the
Companies Act, 2013 and Articles of Association of the
Company, Mr. Jai Parkash Kaushik (Din No. 02354480)
Director of the Company retires by rotation at the
ensuing Annual General Meeting and being eligible for
re-appointment.

(c) Appointment/Re-appointment/ Cessation of
Directors

Mr. Harvinder Singh Chopra (Din No. 00129891) re¬
appointed as Managing Director of the Company w.e.f.
02nd August, 2026 for a period of one year till 01st
August, 2027 subject to the approval of shareholders
in the forthcoming Annual General Meeting.

Mr. Dharmendra Kumar Batra (Din no. 07947018) re¬
appointed as Whole-time Director of the Company
w.e.f. 29th June, 2026 for a period of one year till 28th
June 2027, subject to the approval of shareholders in
the forthcoming Annual General Meeting.

S.No.

Name of Company

1

2

3

Portavadie Distillers & Blenders Limited
Six Trees Drinks Private Limited
Piccadily Food & Essentials Limited

(d) Number of meetings of Board of Directors

During the year under review 8 (Eight meetings) of the
Board of Directors were held to transact the business
of the company. The time gap between the two
consecutive meetings was not exceeding 120 days.
Details of the Board meetings including attendance
of Directors at these meetings are provided in the
Corporate Governance Report annexed to this report.

(e) Board Evaluation

The Board of Directors has carried out an annual
evaluation of its own performance, Board Committees
and individual Directors pursuant to the provisions of
the Act and the Corporate Governance requirements as
prescribed by Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements),
Regulations 2015 ("SEBI Listing Regulations").

The performance of the Board and Committees thereof
was evaluated on the basis of the criteria such as the
composition and structure, effectiveness of processes,
information, involvement of the Members and
functioning etc. The Board reviewed the performance
of the individual Directors on the basis of the criteria
such as the contribution of the individual Director to
the Board and Committee meetings like preparedness
on the issues to be discussed, meaningful and
constructive discussion and inputs in meetings, etc.

In a separate meeting of Independent Directors, the
performance of Non-Independent Directors, the
performance of the Board as a whole was evaluated.
Performance evaluation of Independent Directors was
done by the entire Board, excluding the Independent
Director being evaluated.

The review concluded by affirming that the Board
as a whole, the Committees of the Board as well as
all of its Members, individually, continued to display
commitment to good governance, ensuring a constant
improvement of processes and procedures. It was
further acknowledged that every individual Member
of the Board and the Committee thereof contribute its
best in the overall growth of the organization.

(f) Details of Familiarization Programme

The details of the programme for familiarization of
independent directors with the company, their roles,
rights, responsibilities in the company, nature of
industry in which the company operates and related
matters are posted on the website of the company at
www.picagro.com.

(g) Committees of Board

Pursuant to requirement under Companies Act, 2013
& Listing Regulations the Board has constituted the
following committees:

a) Audit Committee

b) Stakeholder Relationship Committee.

c) Nomination & Remuneration Committee

d) Corporate Social Responsibility Committee.

e) Risk Management Committee

The details of committees viz composition , number of
meetings held & attendance of committee members in
the meeting are given in Corporate Governance Report
forming part of Annual Report.

(h) Key Managerial Personnel

During the financial year ended March 31, 2026 the
following persons are the Whole-Time Key Managerial
Personnel (KMP) of the Company in terms of provisions
of Section 203 of the Companies Act, 2013.

Sr.

No.

Name

Designation

1.

Mr. Harvinder Singh
Chopra

Managing Director

2.

Mr. Dharmendra Kumar
Batra

Whole-time Director

3

Mr. Natwar Aggarwal

Chief Financial Officer

4.

Mr. Niraj Kumar Sehgal

Company Secretary

9. REPORTING OF FRAUD

There was no instance of fraud during the year under
review, which required the Statutory Auditors to report
to the Audit Committee and/or board under Section
143(12) of act and rules framed there under.

10. STATE OF AFFAIRS OF THE COMPANY

The state of affairs of the company is presented as
part of Management Discussion and Analysis Report
in a separate section forming part of this report, as
required under the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

11. MATERIAL CHANGES & COMMITMENT
AFFECTING THE FINANCIAL POSITION OF
THE COMPANY

There are no material changes affecting the financial
position of the company subsequent to the close of the
financial year 2025-26 till the date of report.

12. SIGNIFICANT & MATERIAL ORDERS PASSED
BY THE REGULATORS OR COURTS OR
TRIBUNALS

There are no significant material orders passed by the
regulators or Courts or Tribunal which would impact
the going concern status of the company and its future
operation. However, Members attention is drawn to the

statement on Contingent Liabilities and commitments
in the notes forming part of the financial statement.

13. DEPOSITS

Your company has not accepted any deposits from the
public during the year. Further there is not any non¬
compliance of Chapter 5 of Companies Act 2013 and
rules framed there under.

14. RISK MANAGEMENT

Your company carries out a periodical exercise to
identify various risks involved in the business &
operations of the company. After identification, such
risks are assessed for the degree of risks involved and
accordingly steps are taken to mitigate those risks. The
objective of such exercise is to mitigate the probable
adverse impact on business operations and thus
enhance the competitiveness. The risk assessment
process of the company defines the risk management
approach at all levels across the organization including
determination of the degree of risks and proper steps
to be taken to avoid the probable harm. The Board is
updated periodically on the risks identified and steps
taken for mitigating them.

15. LISTING WITH STOCK EXCHANGE

During the year, the equity shares of the Company
were listed on the National Stock Exchange of India
Limited (NSE) with effect from 02nd July 2025.

The Company's share continues to be listed at the BSE
Limited (BSE).The Annual Listing fee for BSE & NSE for
the financial year 2026-2027 has already been paid.

The dual listing on both the stock exchanges
has improved the trading liquidity of the
Company's equity shares.

16. REMUNERATION POLICY

The Company has adopted a Remuneration Policy
for executive and non-executive directors and
persons who are appointed in Senior Management
and Key Managerial positions and to determine their
remuneration. The remuneration policy is placed on
the Company's website.

Disclosure of the ratio of the remuneration of each
director to the median employees remuneration and
other requisite details pursuant to section 197(12) of the
Act read with Rule 5(1) of the Companies (Appointment
and Remuneration of Managerial personnel Rules
2014), is annexed to this Report as Annexure F.

Further, particulars of employees pursuant to Rule
5(2) & (3) of the above Rules, form part of this Report.
However, in terms of provisions of Section 136 of the
Act. The Report and Accounts are being sent to the

Members of the Company and others entitled thereto,
excluding the said particulars of employees. The said
information is available for inspection at the Registered
Office of the Company during business hours on
working days up to the ensuing AGM. Any Member
interested in obtaining such particulars may write to
the Company Secretary.

17. AUDITORS & AUDIT REPORT

a. Statutory Auditors

M/s Jain & Associates, the Statutory Auditors of the
company were appointed by the members at the 28th
Annual General meeting of the company for an initial
term of 5 years i.e. from the conclusion of 28th Annual
General Meeting till the conclusion of 33rd Annual
General meeting of the company pursuant to section
139 of the Companies Act 2013.

M/s Jain & Associates, Chartered Accountants, (FRN:
01361N)Statutory Auditors of the Company have
tendered their resignation vide their letter dated
April 28, 2026 informing their inability to continue as
the Statutory Auditors of the Company due to non¬
renewal of Peer Review Certificate and their personal
reasons.The Audit Committee at its meeting held on
April 28, 2026 considered the resignation of M/S Jain
& Associates, Chartered Accountants, (FRN: 01361N)
as Statutory Auditors of the Company. The Audit
Committee was of the view that there were no such
concerns raised /reported by the Statutory Auditors
with respect to its resignation and the grounds
stated by the statutory auditors for resignation were
convincing. Subsequently the resignation submitted
by M/s Jain & Associates, Chartered Accountants,
(FRN: 01361N) was approved by the Board of Directors
in its meeting held on 28.04.2026.

The Board of Directors pursuant to the provisions of
Section 139(8) of the Companies Act, 2013, and based
on the recommendation of the Audit Committee,
appointed M/s Rattan Kaur & Associates, Chartered
Accountants , ( Firm Registration No. 022513N), as the
Statutory Auditors of the Company with effect from
28.04.2026 to fill this vacancy which was subsequently
approved by the members of the company through
postal ballot on 18.06.2026.

The Board of Directors recommended the appointment
of M/s Rattan Kaur & Associates, Chartered
Accountants, ( Firm Registration No. 022513N), as
the Statutory Auditors from the conclusion of 32nd
Annual General Meeting till the conclusion of 37th
Annual General Meeting. The approval regarding the
appointment will be taken in the forthcoming Annual
General Meeting.

The Auditors Report does not contain any qualification,
reservation or adverse remark. The Notes on Financial

statements referred to in the Auditors report are self¬
explanatory and do not call any further comments.

b. Secretarial Auditors

Pursuant to the provisions of section 204 of the
Companies Act, 2013 read with the Companies
(Appointment and remuneration of Managerial
Personnel) Rules 2014 the members of the company
has appointed in its 31st Annual General Meeting
appointed M/s. P Chadha & Associates, Practicing
Company Secretaries as Secretarial Auditors of your
company from financial year 2025-26 till 2029-2030.

The Secretarial Audit report for the financial year
2025-26 is annexed to this report as "Annexure-A".

The Secretarial Auditors Report does not contain any
qualification, reservation or adverse remark.

c. Cost Auditors

The Board of Directors upon recommendation of the
Audit committee appointed Mr. Sanjeev .K. Bansal,
Cost Accountant as the Cost Auditor of the company
to conduct cost audit for its Sugar & Distillery unit
the financial year 2026-27.M/s Sanjeev K Bansal
& Associates, Cost Accountants, firm Registration
No. 103128 has submitted a certificate of eligibility
for appointment.

In accordance with the provisions of Section 148 of the
Act read with the Companies (Audit & Auditors) Rules,
2014, the remuneration payable to the Cost Auditors
has to be ratified by the shareholders of the company.
Accordingly consent of members is sought in the
ensuing Annual General Meeting.

18. AMOUNTS PROPOSED TO BE CARRIED TO
RESERVES

Particulars of the amount proposed to be carried to
reserves have been covered as part of the financial
performance of the company.

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

As required under Section 134 (3)(m) of the Companies
Act 2013 read with rule 8 of the Companies (Accounts)
Rules 2014, the information relating to the conservation
of the energy, technology absorption and foreign
exchange earnings and outgo, is annexed and forms
part of the report as per "Annexure-B".

20. RELATED PARTY TRANSACTIONS

The Board has framed a Policy on related
party transactions and placed the same on the
Company's website.

The related party transactions between the Company
and the Directors, Key Management Personnel, the
subsidiaries, or the relatives have been disclosed in the
financial statements in Notes to Financial Statements
and compliance of Section188(1) of the Act have been
duly made wherever applicable.

Details of material contracts or arrangements at arms'
length basis are at Annexure -D.

21. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS

Details of Loans, Guarantees and investments covered
under the provisions of Section 186 of the Companies
Act, 2013 are given in the notes to the Financial
Statements, and however there is no transaction
during the year.

22. INTERNAL CONTROLS

The Company has evolved effective systems and
procedures over the years to ensure internal financial
controls in all its establishments to ensure orderly
and efficient conduct of its business, including
adherence to Company's policies, safeguarding of
assets, prevention and detection of frauds and errors,
accuracy and completeness of the accounting records,
and timely preparation of reliable financial information.

The Audit Committee evaluates the internal financial
control system periodically.

An effective communication/reporting system
operates between the units and Corporate Office to
keep various establishments abreast of regulatory
changes and ensure compliances.

24. EXTRACT OF ANNUAL RETURN

As per the requirements of Section 92(3) of the Act
and Rules framed thereunder, the extract of the Annual
Return for FY 2024-25 is uploaded on the website
of the Company and the same is available at
www.
piccadily.com
. The Annual Return for the year 2025¬
26 will be uploaded after filing with the Registrar of
Companies in due course.

25. CORPORATE SOCIAL RESPONSIBILITY (CSR)
COMMITTEE-CSR REPORT

(CSR) Policy has been posted on the website at www.
piccadily.com
. In compliance with the disclosure about
CSR Policy Rules, 2014. During the year under review,
the Company was required to spend H 206,09,135/- on
CSR activities. The Company has spent H 21,050,819/-.
The amounts have been spent on Promoting health care
including preventive health care, (Blood donation camp
& Medicines), Promoting education, including special

education and employment enhancing vocational skills
especially among children, women, elderly and the
differently abled and livelihood enhancement projects
(Donation of bicycles & Shoes to school going children
& water Coolers), Conservation of natural resources
and maintaining , quality of soil, air & water.

The detailed report as per Section 135 of the Companies
Act, 2013 read with the Companies (CSR Policy) Rules,
2014 has been attached as Annexure E.

26. ENVIRONMENT / POLLUTION CONTROL,
HEALTH AND SAFETY

A clean environment and safe operations has always
been top priority of the management. Safety of all
employees, compliances of environmental regulations
and preservation of natural resources are regularly
monitored. The effluent and emissions from the plants
are regularly monitored and treated. The company has
also installed Zero Liquid Discharge (ZLD) facilities.

27. MANAGEMENT DISCUSSION AND ANALYSIS
& CORPORATE GOVERNANCE & POLICIES

Pursuant to regulation 34 (3) of SEBI (Listing Obligation
And Disclosure Requirements) 2015. Management
discussion and Analysis, Corporate Governance
Report and Auditors certificate regarding compliance
of conditions of corporate governance are made part
of the Annual Report as per "Annexure-G".

Your board has in accordance with the requirements
of Companies Act 2013 & SEBI (Listing obligation and
disclosures requirement) 2015 has adopted policies
such as Related Party Transaction, Corporate Social
Responsibility Policy, Whistle Blower Policy, Vigil
Mechanism policy etc. These policies are available
on the website of the company and can be viewed on
www.piccadily.com.

Your board has in accordance with the requirements
of Companies Act 2013 &SEBI (Listing obligation
and disclosure requirements) 2015, has formed
Nomination & Remuneration Committee, Corporate
Social Responsibility Committee, Audit Committee
& Stakeholders relationship Committee and Risk
Management Committee is given in "Annexure-G".

28. 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.

29. INSURANCE

The Company has taken adequate Insurance Policies
for its assets against the possible risks like fire, flood,
public liability, marine etc.

30. POLICY ON SEXUAL HARASSMENT OF
WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSED ACT 2013)

Pursuant to the "Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal)
Act, 2013",the Company has constituted Internal
Complaints Committees at all its workplaces. There
has been no complaint reported in this regard to any of
the Committees.

A Statement with respect to the status of compliance
with the provisions relating to the Maternity
benefit Act, 1961-Nil

31. EMPLOYEES AND INDUSTRIAL RELATIONS

The Company continued to maintain harmonious
and cordial relations with its workmen in all its
establishments.

Further, particulars of employees pursuant to Rule 5(2) &
(3) of the above Rules, form part of this Report. However,
in terms of provisions of Section 136 of the Act, the
Report and Accounts are being sent to all the Members
of the Company and others entitled thereto, excluding
the said particulars of employees. The said information
is available for inspection at the Registered Office of the
Company during business hours on working days up to
the ensuing AGM. Any member interested in obtaining
such particulars may write to the Company Secretary.

32. DIRECTOR'S RESPONSIBILITY STATEMENT

As required under section 134 (3) (c) and section
134(5) of the Companies Act 2013, Directors state that:

a) Sound accounting policies have been selected
and applied consistently and the judgments and
estimates made 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 the year;

b) Proper and sufficient care has been taken for the
maintenance of adequate accounting records
in accordance with the provisions of the Act, for
safeguarding the assets of the Company and
for preventing and detecting fraud and other
irregularities;

c) the Annual Accounts have been prepared on a
going concern basis;

d) proper internal financial controls have been
laid to be followed by the Company and such

internal financial controls are adequate and were
operating effectively; and

e) proper systems have been devised to ensure
compliance with the provisions of all applicable
laws and such systems were adequate and
operating effectively.

33. SECRETARIAL STANDARDS

The Company is in compliance with the Secretarial
Standards issued by the Institute of Company
Secretaries of India (ICSI) on Meetings of the Board of
Directors (SS-1) and General Meetings (SS-2).

34. SIGNIFICANT AND MATERIAL ORDERS

There are no significant & material orders passed
by any regulatory authority or courts or Tribunals
impacting on the going concern status & the company's
operations in future.

35. OTHER DISCLOSURES

1. There is no application made or proceedings
pending under the Insolvency and Bankruptcy
Code, 2016 during the financial year 2025-2026.

2. There was no instance of one-time settlement
with any Bank or Financial Institution.

36. DIVIDEND DISTRIBUTION POLICY

As per Regulation 43A of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 which
requires the top 1000 listed entities based on market
capitalization shall formulate a Dividend Distribution
Policy (DDP) which shall be disclosed on the website
of the listed entity and web-link shall also be provided
in their annual report.

The web-link of a Dividend Distribution Policy
(DDP) is enclosed as under:-
https://www.piccadily.
com/sites/default/files/2025-06/DIVIDEND-
DISTRIBUTION-POLICY-AGRO.pdf

37. APPRECIATION

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

For Piccadily Agro Industries Limited

Sd/- Sd/-

(Dharmender Kumar Batra) (Harvinder Singh Chopra)

Date: 18.08.2026 Whole-time Director Chairman & Managing Director

Place: Gurugram DIN No. 07947018 DIN No. 00129891