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C 1, Qourt Chowk Rd, Saket District Contre,

$ District centre, Sector 6, Saket, New Delhi, Delhi
1 10017

C6c9+ RR Saket, New Delhi, Delh i

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 Aquagri Processing Private Limited
CIN: UO1229DL2OO7PTC194698
Registered ofncei 2}4.Ssltan Sadan, L-3 westend Marg, Saidulaiaib, New Delhi-11oo3o
Phone no. 0112953 6406, Email id; info@aquagri.in,

ATTENDANCE SLIP

15th Annual General Meeting of AQUAGRI PROCESSING PRIVATE LIMITED

on Monday, 3Oh day of May, 2022 at 12.30 p.m,

Reod. Folio No. No. of (Equity) shares held:

I certify that I am a registered

sha reholderlauthorised representative for the
registered Shareholder of the Company and hereby record my presence at
the 15th Annual General Meeting of the Company on Monday, the 30th day of
May, 2022 at 12.30 p.m. at IIFCO SADAN, C-1, District Centre, Saket Place, New
Delhi-110017.

Member's/Proxy's name in Block Letters Member's/Proxy's Signature

 Form No. l'lcT-l1
Proxy form
[Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3)
of the Companies (Management and Administration) Rules, 2014J

CIN : UO1229DL2OO7PTC19469a

Name of the company: Aquagri Processing Private Llmited

Registered office: 284, Sultan Sadan, L-3 Westend Marg, Saidulajaib, New Delhi-l1oO3O

Name of the member (s)i Registered address:

E-mail Id:

Folio No/ Client Id: DP ID:

I/we, being the member (s) of ..,....,...,. shares of the abve named

company, hereby appoint

1. Name: ........................

Address:

t-ma to:
Signature:....,.,.....,..., or failing him
2. Name: ....,.....-.............

Address:

E-mail ld:
Signature:...............,, or failing him
a3. Name:

Address:

E-mail Id:
S ig na tu re : ... .....,.,,,...

as mylour proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 15th Annual General Meeting of the Company
on Monday, the 3Oh day of May, 2022 at L2.3O p.m. at TIFCO SADAN, C-1, District Centre, Saket Place, New DelhF110017 and at any
adjournment thereof, in respect ofsuch resolutions as are indicated below:

Resolution No.
1. To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the financial .

year ended 31st March, 2022 together with the Reports of the Board of Directors and Auditors thereon.
2. To receive, consider and adopt the Audited Consolidated Financial Statements of the Company fof the financial
year ended 31st March, 2022 together with the Report of the Auditors thereon.
3. To declare Dividend on equity shares for the financial year ended 3l't March, 2022'

Sighed this....,.... day o1..........-.. 20....

Affix Revenue

Signature of shareholder

Signature of Proxy holder(s)

atd deposited at the

Note: This form of proxy in order to be eff€ctive should be duly completed
R€gistered offic€ of the company, not tes6 than 48 hoors before th€ coDmence.nent of the Meeting.
 AguAcnr
NOTICE
NOTICE is hereby given that 15th ANNUAL GENERAL MEETING of Aquagri Processing
Private Limited will be held on Monday, the 30th day of May, 2022 at 12.30 p.m. at IIFCO
SADAN, C-1, District Centre, Saket Place, New Delhi-110017, to transact the following
business:
ORDINARY BUSIN ESS:
1, To receive, consider and adopt the Audited, Standalone Financial Statements of
the Company for the financial year ended 31st March, 2022 together with the
ReDorts of the Board of Directors and Auditors thereon.
2. To recelve, consider and adopt the Audited Consolidated Financial Statements of
the Company for the financial year ended 31st March, 2022 together with the
ReDort of the Auditors thereon.

3. To declare Dividend on equity shares for the financial year ended 31st
''March.2o22.
t
By order of the Board
For Aquagri Processing Private Limited

Place: New Delhi

Date:18.05.2022
*)S.,'
( Director)
(DIN No.o2509726)
R/o 18' Anand Lok
New Delhi-110049
NOTES:
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT ANOTHER
PERSON AS HIS PROXY TO ATTEND AND ON A POLL TO VOTE INSTEAD OF HIMSELF. THE PROXY NEED
NOT BE A MEMBER OF THE COMPANY. A BLANK FORM OF PROXY IS ENCLOSED AND IF INTENDED TO
BE USED IT SHOULD BE RETURNED DULY FILLED, STAMPED AND SIGNED, TO THE REGISTERED OFFICE
OF THE COMPANY NOT LESS THAN FORTYEIGHT HOURS BEFORE THE COMMENCEMENT OF THE
MEETING.
A PERSON CAN ACT AS A PROXY ON BEHALF OF MEMAERS NOT EXCEEDING FIFTY AND HOLDING IN
THE AGGREGATE NOT MORE THAN IOO/O OF THE TOTAL SHARE CAPITAL OF THE COMPANY' A MEMBER
f HOLDING MORE THAN lOOlO OF THE TOTAL SHARE CAPITAL OF THE COMPANY MAY APPOINT A SINGLE
\ peRsoN As pRoxy AND sucH pERsoN SHALL Nor acr As A pRoxy FoR ANY orHER SHAREHoLDER.
2. An attendance slip and Proxy Form are also enclosed.
3. Corporate members are requested to provlde a duly certified copy of Board Resolution (pursuant to the provisions of
section 113 ofthe Companies Act, 2013), authorislng thelr representative to attend the AGM
4. The Register of Directors and Key l"lanagerial Personnel and their sharehoiding maintained pursuant to section 170 of the
Companies Act, 2013 and Register of Contracts or arrangements in whlch Directors are interested maintained pursuant to
Section 189 of the Companies Act, 2013, and all documents relevant to/referred to ln the accompanying Notice, shall be
avallable for inspectlon by the rnembers at the venue of Annual General Meetlng.
5. The route map of the venue of the meeting including land mark ls attached.

Aquagri Processing Private Limited

CIN : UO1229DL2007PTC194698
Regd.Ofrice:284, Sulhn Sadan, L-3 Westend Marg, Saidulajaib, New Delhi-110030e OO-IL-2953-U461O7 Fax : 00-91-2953-6400 E-Mail: info@aquagri.in
Unit - 1 : Plot No.-Fl, SIPCOT Industrial Complex, Manamadurai, Sivagangai, Distt. - 630 606, Tamilnadu a
O4574-2SB?52 I 53
Unit - 2 : Plot No. 85. SIPCOT Industrial Complex, Manamadurai, Sivagangai, Distt. - 630 606, Tamilnadu A
04574-ZSB2SZ I 53
Branch Office ; Plot No.-298, GIDC Chitra, Bhavnagar-364004, Gujarat
 ff'**
AguAcnr
DIRECTORS' REPORT

To the Members,
We are pleased to present 15th Annual Report on business and operations togetherr/vith
the Audited Financial Statements and the Auditor's Report of your Company for
the Year
ended 31't March, 2022 '

1, Financia I Results:
2022
The Financial highlights of the Company for the financial year ended 31st March,
are as follow:

(Amount in Rs.)
Particula rs As at 31't March 2021
As at 31"1 March 2022
t r ,47 ,O3 ,63 ,57 3
,a4,32,AA,537
Operatinq Income
( 3,9A,r28 77,90,27 r
Other Income
Total lncome 1,84,36,a6,66s L,47,L5,53,444

Total Expend itu re L,42,65,a3,273 L114,OO,t2,27A

Operatlng Profit/(Losses) 47,77,O3,392 33,15,41,566

? 1A OQ7
Less: Prior Period ltems
1n q6 q? aRq a,68,24,t9s
Less: Taxes(Current Tax, FBT &
Provisions for Deferred tax)
3,49,4r3 -27 ,49,274
Deferred Tax

Net Profit/ (Loss) 31,11,OO,O90 24,7t,39,644

2. state of the comPanv's Affairs:

Yourcompanyduringtheyearunderreporthasbeenab|etomaintainahea|thygrowth
patterninspiteofthe"cha||engesposedbytheCoVlDrelateddisruptionsespecial|yinthe
iirst quarter, The company,s gross turnover increased by 25.360/o to 184.33Tax
Crores
increased
t\ durinq the y"ur.o,.npu.ud to til.Oq Crores in previous year. Profit before
;;;iii a;;;, compared to 33.15 Crore in last financiat year. we contributed Rs, 10.s7
Crores by way of the taxes to the exchequer'
by
In spite of the disruptions in operations caused by closures and restrictions imposed
thegovernmenttocombatthemedicalemergencyfacedbythecountry'wewereableto
de|iverhighgrowthonanen|argedbase,Wewou|d|iketocongratulateourteamwho
quick|yadjustedtothechangedcircumstancesandinspiteofmanypersonaIdifficulties
growth of over
managed to keep the comp-any on the growth path and delivering a
25,360/0, Our profits also kept pace with the revenue growth without
resorting to any
price increases tf,ough';e faced significant cost increases for our key inputs' This
was achieveri by"u"nimproviig productivlty, achieving higher capacity utilization and by
better leverage of our fixed costs.

Theseresultshavebeenpossib|eduetothecommitmentandhardworkoftheentire the supply

team. trre support extended by IFFco and IFFCO E Bazaar teams to manage
chain played a key role in the delivery of these results'
Aquagri Processing Private Limited
CIN : UO1229DL2007PTC194698
Regd' Offic€:284, Sultan Sadan, L-3 Westend Marg, Saidulajaib, New Delhi-1100304 00-91-2953-6406/07 Fax : 00-91-2953-6400 E-Mail: info@aquagri.in
Unit - 1 : Plot No.-Fl, SIPCOT Industrial Comple& Manamadurai, Sivagangai, Distt. - 630 606, Tamilnadu a 04574-258252 | 53
Unit - 2 : Plot No. 85, SIPCOT Industrial Complex, Manamadurai, Sivagangai, Distt. - 630 606, Tamilnadu a 04574-258252 / 53
Branch Office r Plot No.-298, GIDC Chitra, Bhavnagar-364004, Gujarat
 Yourcompany'sexpansionplanwasdelayedduetothesupplychain-challe.ngesfacedby ye9.r.
our vendors is also the unprecedented rains at the beginning of this financial
Howeverthenew|argecapacityp|anthasnowbeencommissionedsuccessfu|ly.With
this expansion we have more than quadrupled our capacity to produce Sagarika
Liquid'
practice of together applying Sagarii<a Liquid and iFFCO's Nano Urea, is being adopted
This
by farmers aclross the.orniry, ior climate smart and climate resilient agriculture.
manufacturing plant. Capacity
should provide an opportunity ior exploiting our enlarg€d
with
for producing the active ingredient for sagirika Granules has also been completed
the acouisition of additional land and covered area'
this
This land will also be used for setting up our new state of the art R&D facility and
will add to our ability to innovate and offer many new products to our consumers'

Yourcompanyhasa|sosupportedexpansionoflFFCoNatura|-Kproductioncapacity of
across India. ihis product derived from the distillery waste stream is a true
example
valuable foreign exchange for
creating value from waste and it has also helped in saving
thecountry.Furthernewprojectsarep|annedinthecomingfinancia|yeartocreate
value,added inputs of agricultural application by leveraging seafood waste streams.
(
of
The greatest impediment to enlarge the community of seaweed farmers is availability
the filanting material, We are atso working in close collaboration with the Government
production of
agencies u,id th" ."r"u..h institutions for dlveloping systems for the mass
i6a*eea planting materials to bring many more beneficiaries into seaweed cultivation'
The results of ihese efforts are lhowing promise. We have also started importing
seaweed from Sri Lanka and Philippines for further strengthening our supply chain'

Your Company has taken initiative by launching a new range of products .like by
Bio
Pesticide, bagirika K++, Sagarika Gold and Humiifco, which have been appreciated
of
the consumers who have beln exposed to it. Marketing efforts to create awareness
are being
these products and to make them available to the large numbers of consumers
Dlanned in the current year' Initiatives to promote these products and to make them
available through both, online as well as retail channels are underway'

COVID 19 ImDact Analvsis: Your Company estimated that impact of COVID-19that

on
busin€ss operations is not;;niflcant. The Company also assessed and concluded
there is no indication which iequire any impairment or provisions on account
of non-
( financial and financial assets (iniluding inventories, trade and other receivables)

3, Transfer to Reservesl
to
The Board of Directors of your Company has decided not to transfer any amount
the reserves for the year under review'

4, Share CaPital:

The Paid up Equity Share Capital as on 31st March,2022 was Rs '8,95,39'760/-

5. Dlvidendr
per equity
Your Directors are pleased to recommend a final dividend of Rs' 3'50/-
share for the current financial year. The dividend is subject to the approval
of
sharehotders in the forthcoming Annual General Meeting would result a
dlvloeno
outflow of Rs. 3,13,38,916/-
 6,

TherehavebeennomateriaIchangesandcommitments,whichaffect-thefinancia| year
po"itLn or the company which hav-e occurred between the end of the financial
[o which this financial statements relate and the date of this report'

7. Subsidiarv ComDanies:
The Company has one subsidiarY:
Greentech Private Limited (Greentech) grew.its sales by
For the FY 2O2f-22, Aquagri'yeai,
7l.34o/o from the pre,rious with large growth seen from the online channel'
profit at Rs
co-puny;, Turnovei for 3L-Mir-22 stands aI RJz'grcr, and booked its firstpricing have
g,og Lakhs Increased avaitability, faster consumer deliveries and strategic
been the key factors for the growth.

Onths.offlineside,GreentechfurtherstrengtheneditspresenceinNorthlndiaandEast
operations in
fnAiu, Uy adding iier 2 and Tier 3 cities' ihe company also commenced
a West'fnaiu, wiih ruasik City and South India with Chennai, with
plans to grow the
networkbystartingoperationsinlargeandsma||citiesoftheseregions.Thecompany
the field, to monitor
also introduced a Field sales Rpp foithe sales representatives on
level
oioAuctivity and detailed product sales analysis at the secondary
operations
on the on|ine Side, the company commenced FBA (Fu|fil|ment by Amazon)
andstartingmovingthestocktoAmazonWarehouses,forfaste-rdeliveriestothe
for Big Basket' The
consumer. Likewise. central warehouse delivery was commenced
steps resulted in 1OO% sales growth from the channels'

In accordance with Section 129(3) of the Companies Act, 2013'

we have prepared
consolidated Financial Statemenis-of the Company which form
part of the Annual
features of the financial statements
Report. Further, a statemeni aontuining the salient
of our consolidated subsidiaries in the prescribed format Aoc-1 is annexeo
asAnnexure - 1to the Board Report. During the year Aquagri. Processing
control/stake (Holding compuny) ieauies from ro-0o/o to 75o/o ' fhe
statement also
subsidiary'
orovides detaili of perlormance, financial position of each of the

C 8, DeDosits:
hence thed-irectives
The Company has not accepted any deposits from the public and
73 to 76 or any
issued by the Reserve aant of India and the provisions of sections
oth", |,"leuunt provisions of the Act and the Companies (Acceptance of Deposit) Rules'
2015 regarding the deposits accepted from the public are not applicable'

9, Chanoe in DirectorshiD!

TherehasbeennochangeintheconstitutionofBoardduringtheyearunderreviewi.e'
the structure of the Board remains the same'
 Designation Appointment Appointment
s. Na me date or
or Resignation
No, Resignation
date

1, Abhiram Seth Manag'ng

-Flr. D irector

Mr. Sanjay GuPta Director

Mr. Ved Pal
Director
z. Mr. Tanmaye Seth
Director
Mr. Rahul Rai Director
6. Dr. Tarunendu Slngn Director

10. I'teetinq of Board of Directors:

April'
(4) Board Meetings were held on 13th
During the financial year 202]--22 Four
(r . 2o2l:5rh July,2o2\,1't November' 2021'
and 25th January, 2022. fhe intervenlng
prescribed under the Companles
gap between the Meetings was within the Deriod
Act' 2013.
Meetings
ThenamesofthememDersoftheBoard,theirattendanceattheBoard
are as u noer:

umr-etot Board Meetings No of Board

Names of Directors rl
entitled to Attend Meeting Attended

Mr. Abhiram Seth

Mr. Saniay GuPta
Mr. Ved Pal
Mr. TanmaYe Seth
Mr. Rahul Rai
b-Jarunendu singh

11. Directors' ResDonsibilitv Statement:

134(5) of the Act with respect to
Pursuant to the requirements of sub-section
Directors confirm that:
Directors' Responsibility Statement, the
for the year ended March 31'
i) in the preparation of the Annual Accounts
read with requirements set out
2022, theappticaote nccounting Standards
been followed and there are no
under Schedule III to the Act' have
material dePartures from the same;
ii) ilil
il :i :
"J":#; J; ;;;; t" s
ns ce
I : l:-i I Iu:ji::i "':: T ;".:il:T ::
il;; ;J i"','''"'" ry y

;; ; t u'"-'":':
il"J m"a u sti'n u tt' u
",;'l'"*::::
I :: 1;
:I -11: : :i.tl:t",::::;,
"
lJ"r'HT,Jr"# tt' """::
"i "'tut"
p-ri. or the companv ror the rinanciar vear
il:;"ri,';;=r;';;;;n;
""

ended on that date;

care for the maintenance of
t.) they have taken proper and sufficient of the Act
adequate accounting accordance with the provisions
'"to'ot 'n and for preventing and
for safeguarding the assets of the Company
detecting fraud and other irregularities;
 iv) they have prepared the Annual Accounts of the Company on a gorng
concern'basis; and
v) they have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and
operating effectively,

12. Related Pa rties Transactions:

All related party transactions entered into during the flnancial year ended on 31st
March, 2022 were on arm's length basis and were in the ordinary course of busrness.
The details of such transactions are mentioned in form AOC-2 annexed as Annexure-
2.
13, Particulars of Loans And fnvestmentl
The Company has not made any investment. given guarantee and securities during
the year under review.

f', 14, AUDITOR

(a) Statutorv Auditors
The Auditors, M/s Oswal Sunil & Company, Chartered Accountants (Firm Registration
No. 016520N), appointed as the Statutory Auditors of the Company in its Annual
General Meeting held on 20th day of August, 2018 for a period of 5 years i.e. until the
conclusion of the ensuing Annual General Meeting to be held in the year 2023.
(b) Auditors'Report:
The Auditors' Report and notes to the financial statements (standalone and
consolidated) are self-explanatory and do not call for any further comments,

(c) Details in respect of Frauds reported by Auditors under sub Section (12)
of Sec-143 other than those reportable to Central Government.

No material fraud by the Company or on the Company by its officers or employees

has been noticed or reported durino course of Audit.

C 15. Cost Record

The Central Government has not orescribed maintenance of cost records under sub-
section (1) of section 148 of the Companies Act, 2013 in respect of the products of the
Company.

16, Extract of Annual Return:

The extract of Annual Return, In form MGT-g for the financial year ended on 315t March,
2022 is annexed as Annexure- 3.

17, Sionificant and Material Orders:

No significant and material order has been passed by the regulators, courts, courts,
tribunals impacting the going concern status and Company's operations in future.

18. Risk Manaoement Policv:

 The Directors review and implement the risk management policy from time to time.

19, fnternal fina ncia I controls:

The Company's internal financial controls are adequate and commensurate with the
nature and size of the Company and it ensures:

(a)Timely and accurate financial reporting in accordance with applicable accounting

standa rds;
(b)Optimum utilization, efficient monitoring, timely maintenance and safety of its
assets;
(c) Compliance with applicable laws, regulations and management policies.

20. Corporate Social Responsibilitv (CSR) Committee

In pur,suance to the provisions of Section 135 and Schedule VU of the Companies Act,
2013, CSR Committee of the Board of Directors was formed on 12th July, 2019 to
( recommend (a) the policy on Corporate Social Responsibility and implementation of the
CSR projects or programs to be undertaken by the company as per CSR Policy (b)
recommend the amount of expenditure to be incurred on CSR activities; and (c) monitor
the CSR Policy of the Company from time to time and institute a transparent monitoring
mechanism for implementation of CSR Projects/prog rams/activities under taken by the
Company,

The Corporate Social Responsibility Committee comprised of following directors as its

members as on 31st March,2022:

1. Mr, Vedpal, Cha irman

2, Dr. Tarunendu Singh, Member
3, Mr. Tanmaye Seth, Member

During the year under review, the Company spent an amount of Rs,38,53,301/- on
activities identified as CSR activities. The Annual ReDort on CSR activities is enclosed as
per prescribed format as Annexure-4 and forms part of this report,

( 21. fmplementation Of Ouarterlv Compliance Reportino Mechanism

As per Section 134(5)(f) of the Companies Act, 2013, the Board of Directors has to
confirm that they have devised proper systems to ensure compliance with the provisions
of applicable laws and that system were adequate and operating effectively, In order to
give due attention to the Compliance to applicable laws, a system of reporting the
compliance status on quarterly basis has been adopted by the Company, vide which each
of the functional heads reports the Compliance with respect to their department on a
quarterly basis with exception, if any thereof and a consolidated status on the same is
put up before the Board.

22. Conservatlon of Enerov and Technoloov Absorption and Forelon

Exchanoe Earnino and Outooi

Informatlon in accordance with the orovisions of Section t34 read with the rule B of
the Companies (Accounts) Rules, 2014 regarding conservation of energy, and
technology absorption are as under:

(a) Conservation of energy

 (i) The Company always endeavors to adopt mechanism for conservation
of energy.
( ii) There is no immediate plan to explore possibility of utilization of
alternate sources of energy.
( iii) During the year the Company has not made any major capital
expenditure on energy conservation equipment.

(b)Technology absorption

Till date the Company has not adopted any foreign technology,
The Foreign Exchange earnings and outflow are summarized as below:

Inflow Nil
Outflow Rs. 7,29,92,795/-

23, Prevention of sexual Harassment of Women at workplace ("PosH")

( The Company is committed to provide a safe and conducive work environment to its
employees. Further Company ensures that there is a healthy and safe atmosphere
for every women employee at the workplace and made the necessary policies for
safe and secure environment for women employees
Your Directors further state that during the year under review, there were no cases
filed pursuant to the Sexual harassment of women at workplace (Prevention,
Prohibition & Redressal) Act, 2013.

24. ApDreciation:
Your Directors wish to place on record their sincere thanks and appreciation for the
devoted services rendered by the employees of the Company at all levels. We also
place on record our appreciation to the Banks. and other business associates and
Government Authorities for their valuable co-operation and support from time to
time, We would also like to exDress our thanks to our Shareholders for their
continued confidence in the company,

For and on behalf of the Board of Directors

of Aquagri Processing Private Limited
(

(Abhi (sanjay Gupta)

Managing Director Director
DIN No. :00176144 DIN No. :07834015
R/o18, Anand Lok, R/o B- 1/38, Janak Puri,
New Delhi- 110049 New Delhi- 110058

Place: New Delhl

Date:18.05.2022
 AN N EXU RE- 1

Form AOC-1

(Pursuant to first proviso to sub-section (3) of section 729 read with rule 5 of companies
(Accounts) Rules, 2014)

statement containing salient features of the financial statement of subsidiaries or

associate companies or joint ventures

Part A subsidiaries

1. Sl..No.-1
( 2. Name of the subsidiary: Aquagri Greentech Private Limited
3. The date since when subsidiary was acquired: 7th December' 2018
4. Reporting period for the subsidiary concerned, if different from the holding
company's reporting Period. N/A

5. Reporting currency and Exchange rate as on the last date of the relevant
Financial vear in the case of foreign subsidiaries: N/A

5. Share capital: Rs. 1,25,oo/oOO

7, Reserves and surplus: Rs. (17,03,336)

B, Total assets: Rs. 138,55'320

9. Total Liabilities: 30,58'556

10, Investments: nil

(
11. Turnover: Rs. 2,9Or87 t262
12. Profit before taxation: Rs.8'09,376
13. Provision for taxation: Nil

14. Profit aftertaxation: Rs. xx8'O8,873

15. ProDosed Dividend: nil
16. Extent of shareholding (in percentage):75olo

'''' Rs.5O3 is deducting for tax adjustment for earlier years'

Part B Associates and Joint ventures

statement pursuant to section 129(3) of the companies Act, 2013 related
to /lssociate Companies:- N/A
 Name of Associates

1. Latest audited Balance Sheet Date

2.Date on which the Associate was
associated or acquired
3.Shares of Associate held by the company
cn the year end
No.

Amount of Investment in Associates or Joint

Extent of Holding (in percentage)

4.Des€ription of how there is significant

5,Reason why the associate is not
consolidated
5, Net worth attributable to shareholding as
Der latest audited galance sheet
7, Protit or Loss for the year
Considered in Consolidation

i. Not Considered in Consolidation

For and on behalf of the Board of Directors

of Aquagri Processing Private Limited

(Abhi}{m seth) (Sanjay Gupta)

Managing Director Director
DIN No.:00176144 DIN No. : 07834015
R/o18, Anand Lok. R/o B- 1/38, Janak Puri'
New Delhi-110049 New Delhi- 110058

Place: New Delhi

Date:18.05.2022
 Annexu.e-2
Fonn No. AOC-2
(Pursuant to cl.use (h) ofsub-seotion (3)ofseotion 134 ofthe Act and Rule 8(2) ofthe Companies (Accounts) Rules,2014)

Form for disclosurc of prrticulars ofcontrrcfvarrangemenas entered into by the company with related parti€s ref€red to in sub-
section (1) ofsection l8E ofthe Companies Act,2013 including c€rtrin rrns lcngth transactions !nd€r Fourth proviso thereto

Details ofcontracts or arangements or farsactions not at arm's length basi*

Details ofmateriat conkacts or arargemenl or tansactions at {um's length basis:

Aquagri Greentech A/t Nil

\ I
Ltd. -Subsidiary
Investem€rt made 202t-22 I8,75,000 10.12.2018

on arm's lenglh
Sales 202t-22 3t,92,666 Nil
basis

on arm's I€ngtb
2 TFFCO E Bazar Limiled Sales 202t-22 | 29,01 ,63,0t9 Nil
basis

on arm's lengtb
stafling servic€ 202t-22 4,32,500 Nil
basis

Management fees on arm's length

2021-22 6,66,77,487 Nil
received basis

Dividend paid 2021-22 |,l |,92,410 05-07t021 N'l

RBC
3 tvlr. Abhiram Seth, MD Remuneration 202t-22 1,03,95,600 Nil
r6.02.2022

RBC
Perquisites 202t-22 Nil
t6.02.2022

Dividend paid 202t-22 24,42,410 05-07-2021 Nil

Mr. Tanmaye Seth, RBC

4 Remuncration 202t-22 66,71,136 Nil
Director 16.02.2022

Dividend paid 202r-22 72,50,000 05-07-2021 Nil

Ms. Radhika Seth, Nil

5 Dividend paid 2021-22 15,00,000 05-07 -2021
Relative ofDirector

For and or l,ehalf of Board ofDirectors

lvts Aqungri Prccctsing Priv0te Limil€(l

\r/
---<^Pta.=-
Sarjay Gupta
eNli,am settr
Managing Director Dir€ctot

DIN:001761,t4 DIN: 07834015

Dafu4 tg ' or-. 22-

P(+ca : Ale.o Oz)\
 ANNEXURE-3

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN

pursuant to secti"",i'rrl""il;J3*i:Xlillil fir'.t;ti*.l?"'rr,r, or,n..o'"0o,,,

(Management & Administration) Rules, 2014.

I. REGISTRATION & OTHER DETAILS:

1. CIN u 0 1.229 D L2 0 0 7 PT c 1. 94 69 I
2. Registration Date 79 /12/2007
3. Name ofthe Company AOUAGRI PROCESSING PRIVATE LlMITED
4. Category/Sub-category of the PRIVATE COMPANY LIMITED BY SHARE
Company
5. Address ofthe Registered office 284, SULTAN SADAN, L-3 WESTEND MARG, SAIDULAJAIB,
& contact details NEW DELHI-11OO3O
PH: 011-29536406/07
Email: cs.anuomakhanna(oaquagri.in
6. Whether listed company NO
7. Name, Address & contact details NOT APPLICABLE
ofthe Registrar & Transfer
Agent, ifany.

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (AU the business activities contributing 10 % or
more ofthe total turnover ofthe company shall be stated)

S. No. Name and Description of main products,/ services NIC Code of the o/oto total
Product/service turnover of the
company
L Sea Weed Cultivation & Processing 05022 1000/o

III. PARTICULARS OF HOLDING. SUBSIDIARYAND ASSOCIATE COMPANIES -

Name and address of the CIN/GLN Holding/ o/o of Applicable

(
No. Company Su bsid iaryl sh a res Section
Associate
held

1 Aquagri Greentech Private Limited u0l403DL2013PTC subsidiary 75% z(87)

Khasra No, 284, Sultan Sadan, L3, Westend 352684
Uarg, Saidulajaib, N€w D€lhi- 110030
 IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage ofTotal Equity)

Ca -wise Share Hol

No. ofShares held at the beginning ofthe No. ofShares held at the end oftheyear
year[As on 31-March-2021] [As on 31-March-2022]

c) State Govt(s)"

J) Bodies Corp.
e) Banks / FI

sub Total (A)(1)

aJ NRI Individuals
hl nthPr
Individuals

sub Total (A)(2)

Total
shareholding of
Promoter (A)

a) Mutual Funds

bl Banks / FI

dJ State Govt(s)
 Companies

h) Foreign
Venture Capital
Funds

sub-total (B)(1)r

i) Individual
shareholders
holding nominal
share capital upto
Rs. 1 lakh
iiJ Individual
shareholders
holding nominal
share capital in
excess ofRs 1 lakh

C. Shares held by
Custodian for
GDRS & ADRS
Gland Total
(A+B+c)
 (B) Shareholding of Promoter-

SN Shareholding at the beginning of the Shareholding at the end of rhe year o/o change
Shareholder's Name
year in
No. of % of total o/oof No. of o/o of total %of Shares shareholdi
of Pledged / ng during
Shares Shares of Shares Shares Shares
the year
tne Pledged / the encumbere
company encumber company d to total
ed to total shares
shares
I Mr. Abhiram Seth
9,76,988 L0-9Lo/o 9,7 6,988 70.910/o

2. 29,00,000 32.390/o 29,00,000 32.39o/o

Mr. Tanmaye Seth
6,00,000 6.7O0/o 6,00,000 6.7 0o/o
Mrs. Radhika Seth
4476988 50.00o/o 4476988 50.00%
Total

CJ Change in Promoters' Shareholding (please specify, ifthere is no change)

S Particulars Shareholding at the Cumulative Shareholding

N beginning ofthe year during the year
No. of 0/o oftotal No. of % oftotal
shares shares ofthe shares shares ofthe
company company

At the beginning ofthe year : 447 6988 50.0070

Date wise Increase / Decrease in Promoters

Shareholding during the year specifying the
reasons for increase / decrease [e.g. allotment
/transfer / bonus/ sweat equity etc.):

Promoter shareholding is as follows and no

change during the year:
Abhiram Seth- 9,76,988
Tanmaye Seth - 29,00,000
Radhika Seth -6,00,000

At the end ofthe year 4476988 50.00%

 D) Shareholding Pattern oftop ten Shareholders;
(Other than Directors, Promoters and Holders ofGDRs and ADRs):

SN For Each ofthe Top 10 Shareholding at the Cumulative Shareholding

Shareholders beginning during the year
ofthe year
No. of of total
o/o No. of o/o of total
shares shares of shares shares of
the the
company company

IFFCO E- BAZAR Limited

At the beginning of the year 31.03.2021 4476988 50.00 447 6988 50.00
IFFCO E- BAZAR Limited
At the end of the year 3'J..032022 4476984 50.00 447 69AA 50.00

( E) Shareholding ofDirectors and Key Managerial Personnel:

SN Shareholding of Shareholding at the Increase/Decrease in Cumulative

each Directors and shareholding during Shareholding during the
each Key the year Year
Managerial No. of % oftotal No. of % of total
Personnel shares shares of shares shares of
the the
company company
Name of the
Directors
I Mr. Abhiram Seth 9,7 6,988 10.91o/o

2. Mr. Tanmaye Seth 29,00,000 32.39o/o

Total 347 69Aa 43.30

(- V) INDEBTEDNESS -lndebtedness ofthe Company including interest outstanding/accrued but not due
for Davmenl

Secured Loans
Unsecured Total
excluding Deposits
Loans Indebtedness
Particulars

Indebtedness at the beginning ofthc financial ycar

0 6000000 0 6000000
i) Principal Amount
ii) lnterest due but not paid 0 0 0 0

iiiJ Interest accrued but not due 0 180000 0 180000

Total (i+ii+iii) 0 6180000 0 6180000

change in Indebtedness during the financial year

* Addition 0 0 0 U

* Reduction 0 -772500 0 -772500

Net Change 0 -772500 0 -772500

 tndebtedness atthe end ofthe financial vear
i) Principal Amount 0 52s0000 0 5250000

ii) Interest due but not paid 0 0 0 0

iii) Interest accrued but not due 0 15 75 00 0 1575 00

Total (i+ii+iii) 0 5407500 U 5407500

VI. REMUNERATTON OF DIRECTORS AND KEY MANAGERIAL PERSONNEL-

A,
Remuneration to Managing Director, whole-time Directors and/or Manager:

SN. Particulars of Remuneration Total Amount(Rs/LacJ

Name Mr. Abhiram Mr. Tanmaye Seth
Seth
Designation Managing WTD (working
Director DirectorJ

{ I Gross salary
[a) Salary as per provisions contained in section I,03,95,600 63,60,000
17(1) ofthe Income-tax Act, 1961

(b) Value ofperquisites u/s 17(2) Income-taxAct, ) 1) Atq 3,11,136

1961,
(c) Profits in lieu ofsalary under section 17[3J
Income- tax Act, 1961
2 Stock 0ption
3 Sweat Equity

4 Commission
- as % ofprofit
- others, speciry...
5 Othe rs, please speci [.,
Total (A) 10608049 6677136
Ceiling as per the Act
(
B. Remuneration to other directors
SN. Particulars of Remuneration Name ofDirectors Total Amount
(Rs./Lac)

1 lndependent Directors
Fee for attending board NIL NIL NIL NIL
committee meetiIlBs
Comnrissiurt
others, please speciry
Total (1)

2 0ther Non-Executive Directors

Fee for attending board

committee meetings
Commission
 Total (2)

overall Ceiling as per the Act

C. REMUNEMTION TO KEY MANAGERIAL PERSONNEL OTHER THAN

MD/MANAGER/WTD:

SN Particulars of Remuneration Key Managerial Personnel

Name Total
{\ Amount
Designation cF0 (Rs/LacJ
1 Gross salary
(a) Salary as per provisions contained in section
17(1) ofthe Income-tax Act, 1961
(bJValue ofperquisites u/s 17(2) lncome-tax Act, NOT
196L APPLICABLE
(c) Profits in lieu of salary under section 17(3)
Income-tax Act, 1961
2 Stock Option
3 Sweat Equity
4 Commission
- as o/o ofprofit
others, speciry...
5 0thers, please speciry
Total
(
 VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Type Section ofthe Brief Details of Penalty Authority Appeal made,

Companies Act Description / Punishment/ IRD / NCLr/ ifany (give
Compounding couRTI Details)
fees imposed

A. COMPANY
Penalty NIL
Punishment NIL
Compounding NIL
B. DIRECTORS

Penalty NIL
Punishment NIL
Compounding NIL
C
C. OTHER OFFICERS IN DEFAULT
Penalty NIL
Punishment NIL
Compounding NIL

For and on behalfofthe Board ofDirectors

of Aquagri Processing Private Limited

saniay Gupta
(Managing Director) (Director)
DIN- 001761,14 DtN-07834015
Place: New Delhi
Date'; 78,05,2022
(
 ANNEXURE-4

For Financial Year 2021-2A22

1. Brief outline on CSR Policy of the Company.

(a) Objectives

To create livelihood opportunities, to empower the disadvantaged and to stUtport crealjon of basic infrastructure to improve
lne
living conditions.

(b) Initiate

Specjfic projects and programs for achieving the objectives by encouraging the employee's involvement /agency in tne
implementation in order to develop meaningful contact with beneficiaries.

(c) Focus Domain

Since oq( resources.are limited, we will focus on development and upliftment of the coastal communities who are ou. key
partnera and stakeholders of our business and/or any of the activities as specjfied in CSR calendar.

(dl CSR Activities:

(
1. Projects/Programs will be identified for the development and upliftment of the coastal communities and budgets will be
allocated for them through a process incorporating identification of suitable implementation agencjes/se'l need issessment
(where ever required) and clear ouflining of desired outcomes.

2. The CSR projects / programs / initiatives, will be undertaken within the purview of the Schedule
2013 (as modified from time to time).
- Vl| of the Companies Aci,

3Aquagri will lay emphasis on the sustainability of its p.ojects / programmes to ensure they remain relevant and viable even
upon disengagement at the end ofthe project period_

4 Aquagri may also consider participation in larger Projects/Programmes where more than one corporate / National / l\rulti-
lateral Agency is involved.

2. Composition of CSR Committee:

Sl. No. Name of Designation / Number of meetings Number of meetings

Director Nature of of CSR Committee of CSR Committee
Directorship held during the year attended during the
year
't. Mr. Ved Pal Chairman 2 2
Dr. Tarunendu Member 2 2
Singh
3. Mr. Tanmaye Member 2 2
Seth

3. Provide the web-link where Composition of CSR committee, CSR policy and CSR projects
approved by the board are disclosed on the website ofthe company: http:/laquaqri.in/sustainabilitv

4 Provide the details of lmpact assessment of CSR projects carried out in pursuance of sub-rule (3)
of rule 8 of the companies (corporate social responsibility policy) Rules, 2014, if applicable (attach
the report)- N/A

5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies
(corporate Social responsibility Policy) Rules, 2014 and amount required for set off for the financial
year, if any-N/A
 (d) Details of csR amount spent against other than ongoing projects for the fjnancial year:

ot activlties in Spent for Through lmplementing AgencY

Sch€dule Vll to (Yes/no) the Project
the Act
(in Rs.)

Reg. N(

to Government
hospitals for treatment
ofCOV|D

Iuedical& Suiport
service forCOV|D-19
through Yug Sanskriti
Trust

ot children through
SOS Children's Village

benches, Black Board

and

help to Women to earn

their livelihood
 (d) Amount spent in Administrative Overheads: Nil

(e) Amount spent on lmpact Assessment, if applicable: N/A

(f) Total amount spent for the Financial Year (8b+8c+8d+8e)

(g) Excess amount for set off, if any

Sl. No, Particular Amount (in Rs.)

(i) Iwo percent of average net profit of the company as NiI
eer section 135(5)
(ii) Iotal amount spent for the Flnancial Year Nil
(iii) :xcess amount spent for the financial year [(ii)-(i)] Nil
(iv) Surplus arising out of the CSR projects or Nil
)rogrammes or activities of the previous financial
( /ears, if any
(v) Amount available for set off in succeeding financial Nil
/ears [(iii)-(iv)l

9. (a) Details of Unspent CSR amount for the preceding three financial years:

st. Preceding Amount Amount Amount transferred to Amount

No. Financial transferred spent in the any fund specified under remaining
Year. to Unspent reporting Schedule Vll as per to be spent
CSR Accounl Fina ncia I section 135(6), if anY. in
under Year (in Rs.). succeeding
Name ol Amount Date of financial
section 135 (in Rs). :ransfer.
(6) (in Rs.)
the years. (in
Fund RsJ

(b) Details of csR amount spent in the financial year for ongoing projects of the preceding
financial year(s):
(1) (2) (3) (4) (5) (6) (7) (8) (s)

Sl. No. Projecl Name Financial Project Total Amount 3umulativ€ Status of
tD. of the Year in duration amount spent on amount lhe projecl
which the the spent at
project was for the project the end of 0ompleted
commenced. project in the reporting /Ongoing.
(in Rs.). reporting Financial
Financial Year. (in
Year (in Rs.)
Rs).

10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so
created or acquired through CSR spent in the financial year: N/A
(asset-wise details).
(a) Date of creation or acquisition of the capital asset(s)
(b) Amount of CSR spent for creation or acquisition of capital asset.

(c) Details of the entity or public authority or beneficiary under whose name such capital asset is
registered, their address etc.

(d) Provide details of the capital asset(s) created or acquired (including complete address and
location of the capital asset).

(Chairman- CSR Commi$ee)

Place: New Delhi

Date: