Dear Members,
Your directors are pleased to present the 2nd Annual Report of your Company together
with the Audited Financial Statements and the Auditors' Report for the Financial Year
ended 31st March, 2025.
1. FINANCIAL RESULTS:
The Company's financial performances for the year under review are given hereunder:
(Amount in Thousands, except EPS)
|
2024-2025 |
2023-2024* |
Particulars |
|
|
| Revenue from Operations |
33437 |
15348 |
| Other Income |
2473 |
653 |
TOTAL REVENUE |
35911 |
16001 |
| Less: Finance Cost |
40 |
10 |
| Less: Depreciation & Amortization |
1843 |
368 |
TOTAL EXPENSES |
17626 |
9275 |
PROFIT BEFORE TAX |
18284 |
6726 |
| Tax Expense |
902 |
- |
PROFIT AFTER TAX |
17382 |
6726 |
Interim / Final Dividend on Equity Shares & Tax thereon |
- |
- |
| Earnings per share (Basic) |
6.72 |
3.54** |
| Earnings per share (Diluted) |
6.72 |
3.54** |
*Note: Since the Company was incorporated on December 27, 2023, the details provided
are only for the said period from 27th December, 2023 to 31st March, 2024.
** Not Annualized
2. STATE OF THE COMPANY AFFAIRS:
During the year under review, the Company earned a net revenue from operations of 33,437
Thousand for the financial year 2024- 2025. Further, the Company earned a Profit
before tax (PBT) of 18,284 Thousand and Profit after tax (PAT) of 17,382
Thousand. Cash and Cash equivalents as at March 31, 2025 were 49,269 Thousand.
The Company continues to focus on its working capital, receivables and other parameters.
The financial statements are prepared under the historical cost convention, in
accordance with Indian Generally Accepted Accounting Principles ("GAAP"),
including the Accounting Standards specified under Section 133 of the Companies Act, 2013
("Act") read with Rule 7 of the Companies (Accounts) Rules, 2014, on the accrual
basis, as adopted consistently by the Company.
3. CHANGE IN NATURE OF BUSINESS:
There was no change in the nature of the business during the year under review.
4. DIVIDEND
With a view to conserve and save the resources for future prospects of the Company, the
Directors have not declared any dividend for the Financial Year 2024-25.
5. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION & PROTECTION FUND
There is no unclaimed/unpaid Dividend within the meaning of the provisions of Section
125 of the Act.
6. TRANSFER TO RESERVES
The Directors do not propose to transfer any amount to the Reserves. Total amount of
net profit of 17,382 Thousand is carried to the Reserves & Surplus as shown in
the Balance Sheet of the Company.
7. DETAILS OF DEPOSITS
The Company has not accepted any deposits, covered under Chapter V of the Act, during
the year under review. a) accepted during the year: NA b) remained unpaid or unclaimed as
at the end of the year: NA c) whether there has been any default in repayment of deposits
or payment of interest thereon during the year and if so, number of such cases and the
total amount involved —
i. at the beginning of the year: NA
ii. maximum during the year: NA
iii. at the end of the year: NA
Further, the Company has not accepted any deposits which are not in compliance with the
requirements of Chapter V of the Act.
8. INITIAL PUBLIC OFFER
During the Financial Year 2024-2025, the Company successfully completed its Initial
Public Offering (IPO) and got listed on the SME Platform of BSE Limited. The IPO commenced
on 8th May 2024 and was concluded on 10th May 2024, with the Company offering 6,87,600
equity shares of face value 10 each at a price of 93 per share (including premium of 83
per share), aggregating to 6.40 Crores. The equity shares of the Company were listed and
admitted for trading on the BSE SME Platform with effect from 15th May 2024.
The funds raised through the IPO are being utilized for the purposes as stated in the
prospectus which includes purchase of agricultural equipment & irrigation system, to
meet working capital requirements and other general corporate purpose, and the Company is
committed to ensuring effective deployment of the proceeds.
The successful completion of the IPO marks a significant milestone in the growth
journey of the Company, enhancing its visibility and strengthening its corporate
governance framework.
9. SHARE CAPITAL
AUTHORISED SHARE CAPITAL:
The Company's Authorised Share Capital is 50,000 thousands as on 31st March, 2025.
ISSUED, SUBSCRIBED AND PAID-UP SHARE CAPITAL:
The present issued, subscribed and paid-up share capital of the Company as on 31st
March, 2025 is 2587.60 thousands divided into 25,87,600 Equity Shares of the Rs. 10/-
each.
OTHER DISCLOSURES W.R.T. SHARE CAPITAL:
Your directors state that no disclosure or reporting is required in respect to the
following items as there were no transactions on these items during the year under
review:
a) Issue of equity shares with differential rights as to dividend, voting, or
otherwise. b) Issue of shares (including sweat equity shares) to employees of the Company
under any scheme. c) Issued any securities that are convertible into equity shares at a
future date and nor any such shares are outstanding previously. d) Shares having voting
rights not exercised directly by the employees and for the purchase of which or
subscription to which loans was given by the company. e) Buyback of any of its securities.
f) Bonus Shares.
10. DETAILS OF UTILIZATION OF FUNDS AND STATEMENT OF DEVIATION(S) OR VARIATION(S):
Pursuant to Regulation 32 (1) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (‘Listing Regulations/ LODR') there was no
deviation/variation in the utilization of proceeds as mentioned in the objects stated in
the Prospectus, in respect of the Initial Public Offering of the Company.
During the year under review, the Company raised funds aggregating to INR 639.47
Lakhs through public issue. Details of utilization of fund as on 31st March, 2025 are
as under:
(Rs. in Lakhs)
Original Object |
Original Allocation |
Modified Object, if any |
Funds Utilized |
Modified allocation, if any |
| Purchase of Agricultural equipment & Irrigation system |
205.97 |
NA |
3.41 |
0.00 |
| To meet Working Capital requirement |
227.05 |
NA |
104.73 |
0.00 |
| General Corporate Purpose |
153.76 |
NA |
25.18 |
0.00 |
| IPO Issue Expenses |
52.69 |
NA |
52.69 |
0.00 |
Total |
639.47 |
|
186.01 |
|
11. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS/ COURTS/
TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE
There are no significant/material orders passed by the Regulators or Courts or
Tribunals impacting the going concern status of the Company and its operations in future.
12. STATEMENT IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO
THE FINANCIAL STATEMENTS
The Internal Financial Controls of the Company are adequate keeping in mind Company's
business size and mode of operations. All process and safety measures are followed to
protect from any financial or business loss, unauthorized use or disposition of its
assets. All the transactions are properly regulated through proper channels to maintain
control.
The Board has adopted policies and procedures to ensure orderly and efficient conduct
of its business, including adherence to the Company's policies, safeguarding of its
assets, prevention and detection of fraud, error reporting mechanisms, accuracy and
completeness of the accounting records, and timely preparation of reliable financial
disclosures.
13. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE
COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THIS REPORT
Mr. Niraj Gemawat tendered his resignation from the position of Chairman of the Company
and hence, the Company, in its Board Meeting held on 29th May, 2025, appointed Mr.
Indrajeet Mitra as the Chairman of the Company.
14. POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION
The policy of the Company on directors' appointment and remuneration, including the
criteria for determining qualifications, positive attributes, independence of a director
and other matters, as required under Section 178(3) of the Act, is available on our
website, at www.tgifagri.com/corporate-policies/.
15. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND
OUTGO:
The information regarding conservation of energy, technology absorption and foreign
exchange earnings and outgo, stipulated under Section 134 (3) (m) of the Act, read with
Rule 8 of the Companies (Accounts) Rules, 2014 is annexed herewith (Annexure A)
which forms a part of this Report.
16. SECRETARIAL STANDARDS
The Company has complied with Board of Directors (SS - 1) and General Meetings (SS -
2), as amended from time to time, issued by the Council of the Institute of Company
Secretaries of India (ICSI) and approved by the Central Government.
17. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF
THE COMPANY:
The risk management process is followed by the Company to ensure timely identification,
categorization and prioritization of operational, financial and strategic business risks.
Teams are authorized for managing such risks and updating it to the senior management. The
Board and Audit Committee review the risk assessment in the Company on regular basis.
18. LISTING WITH STOCK EXCHANGE:
The equity shares of the Company got listed on the SME Platform of BSE Limited (BSE) on
15th May 2024.
19. ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND OF INDIVIDUAL
DIRECTORS:
The Board adopted a formal mechanism for evaluating its performance as well as that of
its committees and individual Directors, including the Chairman of the Board. The
performance of the board was evaluated by the Independent Directors in their meeting after
seeking inputs from all the directors on the basis of criteria such as the board
composition and structure, effectiveness of board processes, information and functioning,
etc.
The performance of the committees was evaluated by the Board after seeking inputs from
the committee members on the basis of criteria such as the composition of committees,
effectiveness of committee meetings, etc.
20. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE ACT:
The Company has neither provided any loans nor it has provided any guarantees under the
provisions of Section 186 of the Act during the year under review and hence the said
provision is not applicable. However, the details of the Investments made by the Company
are given in the notes to the Financial Statements.
21. STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF SUBSIDIARIES/
ASSOCIATE COMPANIES/ JOINT VENTURES
Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of
Companies (Accounts) Rules, 2014):
Part "A": Subsidiaries is not applicable to the Company as the Company
does not have any Subsidiary companies, during the year under review.
Part "B": Associates and Joint Ventures is not applicable to the
Company as the company does not have any Associate Companies and Joint Ventures, during
the year under review.
22. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES UNDER SECTION
188 OF THE ACT:
Related party transactions that were entered during the financial year were on an arm's
length basis and were in the ordinary course of business. 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. The details of these transactions are part of Notes to Accounts and Form AOC
– 2 attached to this report as Annexure B.
All the transactions with Related Parties are placed before the Audit Committee for its
approval and omnibus approval are given by the Audit Committee on yearly basis for the
transactions, which are anticipated and repetitive in nature. A statement of all Related
Party Transactions is presented before the Audit Committee and the Board on quarterly
basis, specifying the nature, value and terms and conditions of the transactions.
The Board of Directors of the Company has in place the policy to regulate transactions
between the Company and its related parties, in compliance with the applicable provisions
of the Act the Rules thereunder and the Listing Regulations. This policy has been uploaded
on the website of the Company at www.tgifagri.com.
23. POLICIES
A. VIGIL MECHANISM/ WHISTLE BLOWER POLICY:
The Company has a Whistle Blower Policy and has established the necessary vigil
mechanism for employees and Directors in conformation with the provisions of Section
177(9) of the Act to report concerns about unethical behaviour. This Policy is available
on the Company's website at www.tgifagri.com.
B. POLICY FOR PROTECTION OF WOMEN AGAINST SEXUAL HARASSMENT AT WORKPLACE:
The Company has zero tolerance approach for sexual harassment at workplace and has
adopted a policy on prevention, prohibition and redressal of sexual harassment at
workplace in line with the provisions of Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder. We
follow gender-neutral approach in handling complaints of sexual harassment. This policy
has been uploaded on the website of the Company at www.tgifagri.com.
Pursuant to Section 6 of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013, Company has not constituted the Internal Complaints
Committee as the count of employees of the Company is less than ten.
As per the notification of Ministry of Corporate affairs effective from July 14, 2025,
during the financial year 2024-2025, the Company has not received any complaints on sexual
harassment. Following are the details of the same:
The number of Sexual Harassment Complaints received during the year: Nil
The number of such complaints disposed of during the year: Nil
The number of cases pending for a period exceeding ninety days: Nil
C. POLICY FOR PREVENTION OF INSIDER TRADING:
Pursuant to Regulation 8 of Securities and Exchange Board of India (Prohibition of
Insider Trading) Regulations, 2015, the Company has formulated and adopted the Code of
Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information
("Code of Fair Disclosure") of the Company. The Code of Fair Disclosure is
available on the website of the Company www.tgifagri.com.
Further, pursuant to Regulation 9 of Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015, the Company has in place the code of
Conduct for Prevention of Insider Trading. The Code lays down guidelines and procedures to
be followed and regulate, monitor and report to be made while dealing with the shares of
the Company. The Company Secretary has been appointed as a Compliance Officer and is
responsible for monitoring adherence to the Code.
24. Maternity Benefit Act, 1961
The Company complies with the provisions of Maternity Benefit Act, 1961, as and when it
becomes applicable.
25. CORPORATE SOCIAL RESPONSIBILITY
As on 31st March, 2024, the provisions prescribed under Section 135 of the Act, in
respect of CSR is not applicable to the Company. Hence, the Company has neither made any
provision towards CSR nor have constituted the Corporate Social Responsibility (CSR)
Committee, during the Financial Year 2024-25.
26. EXTRACT OF ANNUAL RETURN
Pursuant to Section 92 (3) read with Section 134(3)(a) of Act, the Annual Return as on
31st March, 2025 shall be placed on the Company's website at www.tgifagri.com.
27. DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Act, the Board of Directors of the Company confirms
that-
a) In preparation of the Annual Accounts for the financial year ended 31st March 2025,
the applicable Accounting Standards have been followed along with proper explanation to
material departures;
b) They have selected such Accounting Policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view
of the state of affairs of the Company at the end of the financial year and of the profit
or loss of the Company, for that period.
c) They have 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) They have prepared the Annual Accounts on a going concern basis.
e) They have 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) They have devised proper systems to ensure compliance with the provisions of all
applicable laws and that such system is adequate and operating effectively.
28. PARTICULARS OF EMPLOYEES
Disclosures pertaining to remuneration and other details as required under Section
197(12) of the Act read with Rule 5 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is attached as Annexure C which forms part of
this report.
29. DIRECTORS AND KEY MANAGERIAL PERSONNEL
A. Composition of Board of Directors and Key Managerial Personnel:
Name of Directors / Key Managerial Personnel |
Designation |
| Niraj Gemawat |
Non-Executive Director |
| Bharat Thaker1 |
Managing Director |
| Mrs. Rachana Gemawat2 |
Managing Director |
| Indrajeet Mitra |
Non-Executive Director |
| Vishal Shah |
Independent Director |
| Hursh Jani |
Independent Director |
| Geetika Saluja |
Independent Director |
| Sapan Dalal |
Company Secretary & Compliance Officer |
| Amrish Vashishtha |
Chief Financial Officer |
1 Mr. Bharat Thaker resigned from the office of Managing Director w.e.f. the closure of
business hours of May 31, 2024
2 Mrs. Rachana Gemawat was appointed as Managing Director of the Company w.e.f. June 3,
2024.
Note: The Company had appointed Ms. Rachana Niraj Gemawat, as the Managing Director of
the Company w.e.f. 3rd June, 2024 vide 1st Annual General Meeting of the Company dated
27th August, 2024. However, due to typographical errors in quoting the relevant sections
of Companies Act, 2013 for her appointment as a Managing Director; the Company had called
an Extra-Ordinary General Meeting of members on 8th November, 2024 to rectify her
appointment with the relevant provisions of the Companies Act, 2013 and made compliance
with the Act
Retire by Rotation:
Mr. Niraj Gemawat (DIN:00030749) who retires by rotation and being eligible, offered
himself for re-appointment. A resolution seeking Shareholders' approval for his
re-appointment was passed in the 1st Annual General Meeting of the Company held on 27th
August, 2024.
In pursuant to the provisions of Section 152 of the Act, Mr. Indrajeet Mitra,
Non-Executive Director of the Company, would retire by rotation at the 2nd Annual General
Meeting of the Company and being eligible for re-appointment. Mr. Indrajeet Mitra offers
himself for re-appointment. The Board recommends his reappointment. The Notice convening
the 2nd AGM includes the proposal for his reappointment as a Director. A brief profile of
Mr. Indrajeet Mitra has also been provided therein.
Declaration of Independence:
All Independent Directors have given declarations confirming that they meet criteria of
independence as prescribed both under Section 149 of the Act, and Regulation 16(1)(b) of
Listing Regulations with the Stock Exchanges. In the opinion of the Board, Independent
Directors appointed during the year, if any, is a Person of integrity and possess relevant
expertise and experience (including the proficiency) ascertained from the online
proficiency self-assessment test conducted by the Indian Institute of Corporate Affairs
(IICA).
Meetings of the Board:
During the year under review, total 10 (Ten) Board Meetings were convened. The
intervening gap between the meetings was within the period prescribed under the Act and
Listing Regulations as amended from time to time.
Committees of the Board of Directors:
In compliance with the requirement of applicable laws and as part of the best
governance practice, the Board has constituted various Committees of its members. These
Committees hold meetings at such frequencies as is deemed necessary by them to effectively
undertake and deliver upon the responsibilities and tasks assigned to them. Minutes of the
meetings of each of these Committees are tabled regularly at the Board Meetings.
Your Company currently has 3 (Three) Committees viz.:
a) Audit Committee - The Company has a qualified and Independent Audit Committee
which acts as a link between the Statutory, Internal Auditors and the Board of Directors.
The terms of reference of the Audit Committee cover the matters specified for Audit
Committee in the Listing Regulations and Section 177 of the Act. During the year under
review, total 5 Audit Committee Meetings were convened.
As on 31st March, 2025 the Audit Committee comprises of the following members:
Ms. Geetika Bhushan Saluja – Chairperson
Mr. Hursh Pareshkumar Jani – Member
Mr. Niraj Chhaganraj Gemawat – Member
b) Stakeholders Relationship Committee- Stakeholders Relationship Committee
is constituted according to Section 178 of the Act and Listing Regulations.
During the year under review, total 1 Committee Meetings was convened. The Committee
ensures cordial investor relations and oversees the mechanism for redressal of investor
grievances. The Committee specifically looks into redressing shareholders and investor
complaints/ grievances pertaining to share transfers, and other allied complaints.
As on 31stMarch, 2025, the Stakeholders Relationship Committee comprises of the
following members:
Mr. Niraj Chhaganraj Gemawat – Chairperson
Mr. Indrajeet Anath Mitra – Member
Mr. Vishal Rameshbhai Shah – Member
c) Nomination and Remuneration Committee- As on 31st March, 2025, the
Nomination and Remuneration Committee comprises of the following members-
Ms. Geetika Bhushan Saluja – Chairperson
Mr. Hursh Pareshkumar Jani – Member
Mr. Niraj Chhaganraj Gemawat – Member
The terms of reference of the Nomination and Remuneration Committee cover the matters
specified for Nomination and Remuneration Committee in the Listing Regulations and Section
178 of the Companies Act, 2013. During the year under review, total 1 Committee Meetings
was convened.
Independent Director Meeting:
In terms of requirements under Schedule IV of the Act and Regulation 25 (3) of Listing
Regulations, a separate meeting of the Independent Directors was held on February 13,
2025. The Independent Directors at the meeting, inter alia, reviewed the following.
Reviewed the duties, roles, and responsibilities of Independent Directors under
Schedule IV of Act; Evaluated the performance of the Non-Independent Directors and the
Board as a whole;
Reviewed the performance of the Chairman of the Company, considering the views of
Executive Directors and Non-Executive Directors; Assessed the quality, quantity and
timeliness of flow of information between the management and the Board of Directors;
30. OTHER DISCLOSURES
The Directors state that the Company has made disclosures in this report for the items
prescribed in section 134 (3) of the Act and Rule 8 of The Companies (Accounts) Rules,
2014 and other applicable provisions of the Act and Listing Regulations, to the extent the
transactions took place on those items during the year. The Directors further state that
no disclosure or reporting is required in respect of the following items as there were no
transactions on these items during the year under review;
revision in the Board's report or the Financial Statements.
any subsidiary joint ventures or associate Companies.
Application made or any proceeding pending under the Insolvency and Bankruptcy Code,
2016 (31 of 2016).
Details of difference between amount of the valuation done at the time of onetime
settlement and the valuation done while taking loan from the Bank or Financial
Institution.
Cost Records:
During the year under review, the Company is not required to maintain cost records as
specified by the Central Government under Section 148(1) of the Act and accordingly such
accounts & records are not made and maintained by the Company.
31. AUDITORS
Statutory Auditor:
The Company had appointed M/s. Samir M. Shah & Associates, Chartered Accountants,
(Firm Reg. No. 122377W) as the Statutory Auditors of the Company at the 1st Annual General
Meeting till the conclusion of 6th Annual General Meeting of the Company, i.e., for a
period of 5 years.
Internal Auditor:
Pursuant to Section 138 of the Companies Act 2013, the Company had reappointed Ms.
Zalak Chokshi as an Internal Auditor of the Company for the FY 2024-25.
Secretarial Auditor:
Pursuant to the provision of Section 204 of the Act and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors had appointed
M/s Mukesh J & Associates, Company Secretaries for conducting Secretarial Audit of the
Company for the year ended 31st March 2025. Secretarial Audit Report issued by M/s Mukesh
J & Associates in Form MR-3 (Annexure D) forms part of this report.
32. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR
DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS
The Statutory Auditors have not raised any qualifications, reservations or remarks in
their respective Audit Report for the financial year ended 31st March, 2025. The specific
notes forming part of the accounts referred to in the Auditors' Report are
self-explanatory.
However, the Secretarial Auditor has made the following observations in his report:
1. During the year under review, the company had declared audited financial results for
the half year and financial year ended 31st March, 2024 vide board meeting dated 30th May,
2024; however, in the said results the company has inadvertently failed to provide the
declaration of unmodified opinion pursuant to Regulation 33 (3) (d) of the SEBI (LODR)
Regulations, 2015.
Management Comment: The management has duly noted the observation and clarified that
since the Company was incorporated in December, 2023 and got listed on 15th May, 2024, it
was under the bona fide impression that the said declaration was required to be furnished
once the Company was in full operational condition. Accordingly, the non-submission of the
declaration was inadvertent and unintentional.
2. During the year under review, the company had delayed in submitting in a timely
manner its 1st Annual General Meeting (AGM) Outcome/proceedings as required under
Regulation 30 of the SEBI (LODR) Regulations, 2015. Subsequently, the stock exchange had
requested clarification from the company wherein the management explained that the said
delay had occurred as the company had received its 1st AGM recording from NSDL on the next
day. Further, the company has clarified that as it was the 1st AGM of the company since it
got listed, the company and management wanted to be sure that there was nothing left to be
mentioned in the proceedings.
Management Comment: The observation was duly noted by the management.
33. CORPORATE GOVERNANCE:
The Company strives to incorporate the appropriate standards for corporate governance.
However, pursuant to Regulation 15(2) of Listing Regulations the Company is not required
to mandatorily comply with the provisions of certain regulations of the Listing
Regulations and therefore the Company has not provided a separate report on Corporate
Governance, although few of the information are provided in this report under relevant
heading.
34. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
In terms of Regulation 34 of Listing Regulations, a review of the performance of the
Company for the year under review, Management Discussion and Analysis Report, highlighting
the important aspects of the business of the Company is presented in a separate section
forming part of this Annual Report as Annexure - E.
35. LITIGATIONS:
There were no litigations outstanding on Company as on 31st March, 2025.
36. FRAUD REPORTING
There have been no instances of fraud reported by the Statutory Auditors under Section
143(12) of the Act and Rules framed thereunder either to the Company or to the Central
Government
37. ACKNOWLEDGEMENT
Your directors would like to express their sincere appreciation for the significant
contribution, assistance and co-operation received from the Banks, employees, various
government authorities, customers, vendors and shareholders during the year.
For and on behalf of the Board of Directors of |
|
TGIF AGRIBUSINESS LIMITED |
|
| Sd/- |
Sd/- |
RACHANA GEMAWAT |
NIRAJ GEMAWAT |
| MANAGING DIRECTOR |
DIRECTOR |
| DIN: 02029832 |
DIN: 00030749 |
Place: Ahmedabad |
|
Date: 13th August 2025 |
|
|