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NAGARJUNA AGRICULTURAL RESEARCH AND DEVELOPMENT INSTITUTE PRIVATE LIMITED

23rd ANNUAL REPORT

2017- 2018

****

,.

Board of Directors

K S Raju

M Rambabu

Registered Office Nagarjuna Hills, Punjagutta, Hyderabad, Telangana- 500 082

CIN: U29100TG1995PTC022409

Statutory Auditors M/s. M Bhaskara Rao & Co., Chartered Accountants Hyderabad

NOTICE

Notice is hereby given that the 23'' Annual General Meeting of Nagarjuna Agricultural Research and Development Institute will be held at 4:00 p.m on Saturday, September 29, 2018 at the registered office of the Company at Nagarjuna Hills, Punjagutta, Hyderabad -500082, Telangana to transact the following business:

ORDINARY BUSINESS:

1. To receive, consider and adopt the Twenty Third Annual Report of the Company, Balance Sheet as at March 31, 2018, the Statement of Profit & Loss for the Financial Year ended March 31, 2018, and the Reports of the Directors and Auditors thereon.

2. To ratify the appointment of M/s. M Bhaskara Rao and Co. (Firm Registration No-000459S), as Auditors for the period commencing from the conclusion of this Annual General Meeting until the conclusion of the next Annual General Meeting and in this connection, to consider and if deemed fit, to pass with or without modification, the following Resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Section 139, 142 of the and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made there under (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), the consent of the Members be and is hereby accorded for the ratification of the appointment of M/s. M Bhaskara Rao and Co. (Firm Registration No-000459S), Chartered Accountants, Hyderabad, as Statutory Auditors of the Company, who have confirmed their eligibility for continuing with their appointment, to hold office from the conclusion of the Twenty Third Annual General Meeting up to the conclusion of the Twenty Fourth Annual General Meeting of the Company, at such remuneration as may be mutually agreed between the Board of Directors of the Company and the Statutory Auditors."

SPECIAL BUSINESS

3. To consider if thought fit, to pass with or without modification(s) if any, the following Ordinary Resolution:

"RESOLVED THAT pursuant to the prov1s1ons of Sections 152, 161 and other applicable provisions of the Companies Act, 2013 (the Act) and the Rules made thereunder (including any statutory modification(s) or re-enactment thereof for the time being in force), Mr. Rambabu Mudunuri (DIN 002298091), who was appointed as an Additional Director by the Board pursuant to Section 161(1) of the Act and holds office up to the date of this Annual General Meeting and in respect of whom the Company has received a notice in writing from a Member under Section 160 of the Act, proposing his candidature for office of Director, be and is hereby appointed as a Director, liable to retire by rotation".

Hyderabad July 25, 2018

By Order of the Board

K1kv~ KS Rajuf

Chairman

NOTES:

1. The Explanatory Statement pursuant to Section 102 of the Companies which sets out details relating to Special Business to be transacted at the annexed hereto

Act, 2013, meeting, is

2. A member entitled to attend and vote at the Annual General Meeting is entitled to appoint a proxy to attend and vote instead of himself/herself and such a proxy need not be a member of the Company. The instrument appointing the proxy should be deposited at the registered office of the Company not less than forty-eight hours before the commencement of the meeting

3. A person can act as a proxy on behalf of members not exceeding fifty and holding in the aggregate not more than ten percent of the total share capital of the company carrying voting rights. A member holding more than ten percent of the total share capital of the company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for any other person or shareholder.

4. Corporate Members intending to send their authorized representatives to attend the meeting are requested to send to the Company, a certified copy of the Board Resolution authorizing their representative to attend and vote in their behalf at the Meeting.

5. Members, proxies, and other representatives are requested to bring to the meeting the attendance slips enclosed herewith duly completed and signed mentioning their details.

6. Every Member entitled to vote at the Annual General Meeting of the Company can inspect the proxies lodged at the Company at any time during the business hours of the Company during the period beginning twenty four hours before the time fixed for the commencement of the Annual General Meeting and ending on the conclusion of the meeting. However, a prior notice of not less than three days in writing of the intension to inspect the proxies lodged shall be required to be provided to the Company

7. A Route map showing directions to reach the venue of the Annual General Meeting is given at the end of this Notice as per the requirement of Secretarial Standards - II on General Meeting.

8. The Register of Directors' shareholding, maintained under Section 170 of the Companies Act, 2013, will be available for inspection by the Members at the Annual General Meeting.

9. All documents referred to in the notice and explanatory statement are open for inspection at the Registered Office of the Company during office hours on all working days except public holidays, up to and including the date of the Annual General Meeting.

ANNEXURE TO NOTICE

EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013

Pursuant to Section 102 of the Companies Act, 2013 ('the Act'), the following Explanatory Statement sets out all material facts relating to the business mentioned under Item Nos. 3 of the accompanying Notice:

Item No: 3

Mr. Rambabu Mudunuri (DIN 02298091) who has been appointed as an Additional Director of the Company pursuant to the provision of Section 161 (1) of the Companies Act, 2013 and the Articles of Association of the Company effective from March 2f!, 2018 holds office upto the date of the Annual General Meeting.

The Company has received a notice in writing under the provisions of Section 160 of the Act, from a Member proposing the candidature of Mr. Rambabu Mudunuri (DIN 02298091) for the office of Director. The Board of Directors at their meeting held on March 27, 2018 has recommended his appointment as Director at the ensuing Annual General Meeting.

The Company has received from Mr. Rambabu Mudunuri (DIN 02298091) (i) consent in writing to act as Director in Form DIR-2 pursuant to Rule 8 of Companies (Appointment & Qualification of Directors) Rules, 2014 and; (ii) intimation in Form DIR-8 in terms of the said Rules, to the effect that he is not disqualified under sub-section (2) of Section 164 of the Companies Act, 2013.

The resolution seeks the approval of the shareholders for the appointment of Mr. Rambabu Mudunuri (DIN 02298091) as a Director of the Company, liable to retire by rotation.

Accordingly, the Board recommends the Ordinary Resolution in relation to appointment of Mr. Rambabu Mudunuri (DIN 02298091) as director of the company liable to retire by rotation, for approval by shareholders.

Except Mr. Rambabu Mudunuri (DIN 02298091), none of the Directors and Key Managerial Personnel of the Company and I or their relatives is concerned or interested, financial or otherwise, in the resolution set out at Item No. 3

The Board recommends the Ordinary Resolution set out at Item No. 3 for approval by shareholders.


By Order of the Board

\c\ ~"'i~ K S Raj~

Chairman

Route map as per the requirement of Secretarial Standards on General Meeting

Nagarjuna Agricultural Research And Development Institute Private Limited

Registered office: Nagarjuna hills, punjagutta,

, H derabad - 500082, telan ana

DIRECTORS' REPORT

Your Directors present the Twenty Third Annual Report on the business and operations of NAGARJUNA AGRICULTURAL RESEARCH AND DEVELOPMENT INSTITUTE ("NARDI" I "the Company") together with the Audited Financial Statements of Accounts of your Company for the year ended March 31, 2018 and other accompanying reports, notes and certificates.

The Financial Results of the Company for the year ended March 31, 2018 are as under:

A. BUSINESS AND FINANCIAL HIGHLIGHTS Rs in Lakhs

Particulars 2017-2018 2016-2017 current year previous year

Net sales/income from Operations - -Other Income - 100

Total Expenditure a. Increase/( decrease) in Stock - -b. Cost of materials consumed - -c. Employee benefits expense - -d. Purchase of traded products - -e. Power and fuel - -

f. Other expenses - 100

Total - 100

Finance cost - -

Depreciation and amortization - -Profit before tax - -

Provision for tax - -

Deferred tax - -Profit after tax - -

Dividend- equity shares - -Tax on proposed dividend - -

Balance c/d to balance sheet - -Paid Up equity share capital 1000800 1000800 (Face value of Re.1 0/- per share)

Reserves excluding revaluation reserve (1025998) (1025998)

FINANCIAL SUMMARY

During the year under review, the company has ceased to continue its charitable activities and has been converted into a Private Limited Company with effect from October 17, 2017. Accordingly there are no receipts of donations and no charitable expenses. The Board of Directors are considering the proposal to windup the operations of the Company and make application to strike off.

ACTIVITIES OF THE COMPANY

The Company was incorporated with the object to promote, run and maintain educational centers either independently or in collaboration with bodies in India or abroad.

In view of non-availability of support from the sponsors, the company has ceased to continue its charitable activities and has been converted into a Private Limited Company with effect from October 17, 2017. The Board of Directors are considering the proposal to windup the operations of the Company and make application to strike off.

DETAILS OF SUBSIDIARY COMPANIES, JOINT VENTURES AND ASSOCIATE COMPANIES, AND THEIR FINANCIAL POSITION

As at March 31, 2018 and as on date of this report, the Company does not have any Associate, Subsidiary or Joint Venture Company. There is no change in the status of subsidiaries or associates companies during the year under review. There is no material fact that requires mention on the performance and financial position of the Associate Companies.

SHARE CAPITAL

The Paid-Up Equity Capital of the company as on March 31, 2018 is Rs.1 ,00,800/- (Rupees One lakh and eight hundred only) consisting of 10,080 (Ten thousand and eighty shares) Equity Shares of Rs.10/- (Rupees Ten) each. All Equity Shares issued by the company carry equal voting rights. During the financial year ended March 31, 2018, the company has not raised any money from public issues, right issues, preferential issues, etc.

During the year under review, the company has not issued shares with differential voting rights nor granted stock options or sweat equity. No disclosure is required under Section 67(3) (c) of the Companies Act 2013, in respect of voting rights not exercised directly by the employees of the Company as the provisions of the said Section are not applicable to the Company.

TRANSFER TO RESERVES

There has been no transfer to General Reserves during the Financial Year 2017-18 in view of losses incurred by the Company

DIVIDEND

Considering the operating performance for the financial year ended on March 31, 2018, your Directors do not recommend any dividend for the year.

CHANGE IN THE NATURE OF BUSINESS

During the year, the company has ceased to continue its charitable activities and has been converted into a Private Limited Company with effect from October 17, 2017 and object of the company was changed to undertake the business of trading.

MATERIAL CHANGES AND COMMITMENTS

There are no material changes and commitments affecting the financial position of the Company which have occurred between the end of the Financial Year of the Company to which the financial statements relate and the date of the Report.

B. DIRECTORS, BOARD COMMITTEES, KEY MANAGERIAL PERSONNEL AND REMUNERATION

During the year, following changes took place in the Board of Directors and the Key Managerial Personnel:

a) Mr. Rambabu Mudunuri has been appointed by the Board as Additional Director with effect from March 28, 2018.

b) Mr. Somaraju, Director of the Company has resigned from the Directorship of the Company with effect from March 27, 2018. The Board placed on record its appreciation for the invaluable contribution made by Mr. Somaraju, during his tenure as Directors on the Board.

APPOINTMENT OF MR. RAMBABU MUDUNURI AS DIRECTORS

Mr. Rambabu Mudunuri (DIN 02298091) was appointed as an Additional Director of the Company with effect from March 27, 2018. The Board is of opinion that he brings in valuable business insights being an active Board member of various companies. His keen business acumen is invaluable for the business growth of the Company. Company has received a notice from a member under Section 160 of the Act proposing his nomination for Directorship at the ensuing Annual General Meeting. The Board of Directors recommended the appointment of Mr. Rambabu Mudunuri to the office of director.

KEY MANAGERIAL PERSONNEL

The Company does not fall under the statutory limits for the applicability of the Provisions of Key Managerial Personnel; hence the same does not apply.

MEETINGS OF THE BOARD

The Board of Directors of your company, during the period under review met six times on May 27, 2017, June 19, 2017, September 25, 2017, October 18, 2017, January 31, 2018 and March 28, 2018.

GENERAL MEETINGS

During the period under review, at an Extraordinary General Meeting of the company, held on October 20, 2017, the Members of the company accorded their approval to make application to the regulators for strike off the name of the Company.

PERSONNEL

There are no employees as on date on the rolls of the Company who are in receipt of remuneration which requires disclosures under Section 197(12) of the Companies Act, 2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

C. DISCLOSURES

RELATED PARTY TRANSACTIONS

There are no contracts or arrangements entered into by the company with related parties in accordance with the provisions of Section 188(1) of the Companies Act, 2013.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The company has not provided any Loans, Guarantees or made Investments pursuant to Section 186 of the Companies Act, 2013.

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

In relation to the information required to be furnished under the Companies Act, 2013 read with Companies (Accounts) Rules, 2014, the company is not undertaking any manufacturing activity and accordingly there is no information available pertaining to Conservation of Energy and Technology Absorption. There is no Foreign Exchange Earnings and Outgo.

EXTRACT OF ANNUAL RETURN

The Extract of the Annual Return for the year ended March 31, 2018 appear as Annexure- I to this report.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Board of Directors affirms that the Company has complied with the applicable Secretarial Standards issued by the Institute of Companies Secretaries of India relating to Meetings of the Board and its Committees and the General Meetings, which have mandatory application during the year under review.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

There were no orders. passed by Regulators or Courts or Tribunals impacting the going concern status and future business operations of the Company.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The company has adequate and essential Internal Financial Controls and is maintaining the same.

The Board of Directors have evaluated the effectiveness of the company's internal controls and procedures and confirm that they are adequate based on the size and the nature of its business.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

The Statutory Auditors, Cost Auditors or Secretarial Auditors of the Company have not reported any frauds to the Audit Committee or to the Board of Directors under Section 143(12) of the Companies Act, 2013, including rules made thereunder.

FIXED DEPOSITS

In terms of the provisions of Sections 73 of the Companies Act, 2013 read with the relevant Rules made there under, the Company had no opening or closing balances and also has not accepted any fixed deposits during the year under review and as such, no amount of principal or interest was outstanding as on March 31, 2018.

CORPORATE SOCIAL RESPONSIBILITY

As the company does not breach any of the limits specified, the provisions of Section 135 of the Companies Act, 2013, does not apply to the company. The company has not incurred any expenditure during the year under review towards Corporate Social Responsibility activities.

D. AUDITORS AND AUDIT REPORT

STATUTORY AUDITORS

M/s. M Bhaskara Rao., Chartered Accountants, Hyderabad, were appointed as the Statutory Auditors' for a term of five (5) years commencing from the conclusion of the 19~ Annual General Meeting up to the conclusion of the 24'" Annual General Meeting subject to ratification by the members of the company every year at the Annual General Meeting.

M/s. M Bhaskara Rao., have signified their willingness to accept ratification of appointment and have further confirmed their eligibility under Section 141 of the Companies Act, 2013.

The company's Statutory Auditors have also furnished a certificate from the Peer Review Board of the I CAl confirming that they have undergone the process of peer review.

The Board of Directors in accordance with the provisions of Section 139 of the Companies Act, 2013 and Rules made there under commend the ratification of the appointment of Statutory Auditors for the Financial Year 2017-18 for consideration of the Members.

STATUTORY AUDIT REPORT

The Statutory Auditors' have qualified their opinion in the Audit Report for the year ended March 31, 2018, on drawing up of the Standalone Financial Statements on a going concern basis notwithstanding suspension of activities of the Company.

EXPLANATION ON THE STATUTORY AUDIT REPORT:

In view of non-availability of support from the sponsors, the company has ceased to continue its charitable activities and has been converted into a Private Limited Company with effect from October 17, 2017. The Board of Directors are considering the proposal to windup the operations of the Company and make application to strike off.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

The Statutory Auditors of the Company have not reported any frauds to the Board of Directors under Section 143(12) of the Companies Act, 2013, including rules made thereunder.

E. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) and Section 134(5) of the Companies Act, 2013, the Board of Directors of the Company hereby report: (a) In the preparation of the annual accounts, the applicable accounting standards had been

followed along with proper explanation relating to material departures; (b) The Directors had selected such accounting policies and applied them consistently and

made 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 and loss of the company for that period;

(c) The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) The Directors had prepared the annual accounts on a going concern basis; and (e) The Directors, in the case of a listed company, had laid down internal financial controls

to be followed by the company and that such internal financial controls are adequate and were operating effectively.

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

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

Your Company has in place Policy on Sexual Harassment at workplace in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaints Committee (ICC) has been set up to address complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this Policy.

The following is a summary of sexual harassment complaints received and disposed of during the FY ended March 31,2018:

Number of complaints received: NIL Number of complaints disposed of: Nl L

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the support and cooperation extended by the Central Government, Government of Karnataka and Nagarjuna Fertilizers and Chemicals Limited.

CAUTIONARY STATEMENT

The Board's Report may contain certain statements that the Company believes are, or may be considered to be "forward looking statements" within the meaning of applicable securities law and regulations. All these forward looking statements are subject to certain risks and uncertainties, including but not limited to Government action, economic developments, risks inherent to the Company's growth strategy and other factors that could cause the actual results to differ materially from those contemplated by the relevant forward looking statements and the company is not obliged to update any such forwarding looking statements.


By Order of the Board _

l\\~t KS R u

Chairm n 0ooo8ill

Annexure -I

Form No. MGT-9

EXTRACT OF ANNUAL RETURN as on the financial year ended on March 31, 2018

[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]

REGISTRATION AND OTHER DETAILS· CIN U291 OOTG 1995PTC022409 Registration Date November 28, 1995 Name of the Company Nagarjuna Agricultural Research And

Development Institute Private Limited Category I Sub-Category of the Company Private Limited Company Address of the Registered office and contact Nagarjuna Hills, Punjagutta, details Hyderabad, Telangana- 500082 Whether listed company No Name, Address and Contact details of Not Applicable Registrar and Transfer Agent, if any

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY All the business activities contributing 10 % or more of the total turnover of the company shall be stated:-

Sl. Name and Description of NIC Code of the % to total turnover of the No. main products I services Product! service company

1 NA NA NIL

Ill. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

S. Name and Holding/ %of

Applicable NO

Address of the CIN/GLN Subsidiary/ shares Section Company Associate held

Amlika 1 Mercantile U52500MH2012PTC236514 Holding 65.95 2(87)(ii)

Private Limited

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

i) Category-wise Share Holding

Category of No. of Shares held at the No. of Shares held at the end of % Shareholders beginning of the year the year Change

during the year

Demat Physical Total %of Demat Physical Total %of Total Total Shares Shares

A. Promoters (1) Indian g)lndividuai/HUF - - - - - - - - -h) Central Govt - - - - - - - - -i) State Govt - - - - - - - - -

il Bodies Corporate. - 91020 91020 90.95 - 91020 91020 90.95 -k) Banks I Fl - - - - - - - - -I) Any Other. ... - - - - - - - - -Sub-total {A)(1):- - 91020 91020 90.95 - 91020 91020 90.95 -(2) Forei~n a) NRis - Individuals - - - - - - - - -b) Other -Individuals - - - - - - - - -c) Bodies Corporate. - - - - - - - - -d)Banks I Fl - - - - - - - - -e) Any Other .... NRI - - - - - - - - -based Company Sub-total (A){2):- - - - - - - - - -Total shareholding of Promoter {A)= - 91020 91020 90.95 - 91020 91020 90.95 -{A){1 )+{A){2) B. Public Shareholdin~

1, Institutions - - - - - - - - -a) Mutual Funds b) Banks I Fl - - - - - - - - -c) Central Govt - - - - - - - - -d) State Govt(s) - - - - - - - - -e) Venture Capital - - - - - - - - -Funds f) Insurance - - - - - - - - -Companies g) Fils - - - - - - - - -h) Foreign Venture - - - - - - - - -Capital Funds i) Others - - - - - - - - -Sub-total {8){1):- - - - - - - - - -2. Non-Institutions - - - - - - - - -a) Bodies Corp. - - - - - - - - -i) Indian - - - - - - - - -ii) Overseas - - - - - - - - -b) Individuals - - - - - - - - -i) Individual shareholders holding - - - - - - - - -nominal share capital upto Rs. 1 lakh ii) Individual shareholders holding nominal share

9060 9060 9.05 9060 9060 9.05 capital in - - -excess of Rs 1 lakh

c) Others - - - - - - - - -NRI Trusts - - - - - - - - -Foreign National - - - - - - - - -Sub-total {8){2):- - 9060 9060 9.05 - 9060 9060 9.05 -Total Public Shareholding - - - - - - - - -(8)={8){1 )+ {13)(2) C. Shares held by Custodian for GDRs - - - - - - - - -&ADRs Grand Total {A+B+C) - 100080 100080 100 - 100080 100080 100 -

(ii) Shareholdina of Promoters

51 Shareholder's Shareholding at the beginning Shareholding at the end of the

No. Name of the year year

% of tota %of Shares

% of total %of Shares %change in Pledged I Pledged I No. of Shares o encumbered No. of Shares encumbered shareholding

Shares the to total

Shares of the to total during the company shares company

shares year

Amlika

1. Mercantile 66000 65.95 66000 65.95 Private -- -- --Limited Nagarjuna

2. Fertilizers and 25020 25 25020 25 Chemicals -- -- --Limited

(iiil Chanae in Promoters' Shareholdina Sl. No. Shareholding at the beginning of the year Cumulative

Shareholding during the year

Name No. of %of total No. of %of total shares shares of shares shares of

the the company company

At the beginning of the year

- - - - - -At the End of the vear

- - - - - -(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs): Sl. Shareholding at the Cumulative No. beginning of the year Shareholding during

the year

For Each of the Top 10 No. of %of total No. of %of Shareholders shares shares of shares total

the shares company of the

company

At the beainnina of the year 1. Mr. K Rahul Raiu 9020 9.01 9020 9.01 2. Ms. Sai1Cieetha lver 10 0.00 10 0.01 3. Mr. T V Dwarakanath 5 0.00 5 0.00 4. Mr. D Srinath Raiu 10 0.00 10 0.01 5. Mr. A Vvasa Maheshwara Rao 10 0.00 10 0.01

Atthe End of the year I or on the date of separation, if separated durina the year)

1. Mr. Kalleoallli Soma Raiu 5 0.00 51 0.00 2. Mr. K Rahul Raiu 9020 9.01 9020 I 9.01

3. Ms. Sangeetha lyer 10 0.00 10 0.01 4. Mr. TV Dwarakanath 5 0.00 5 0.00 5. Mr. A Vyasa Maheshwara Rao 10 0.00 10 0.01

(v) Shareholding of Directors and Key Managerial Personnel: None of the Directors on the Board h h . olds s ares 1n the compan 51. Shareholding at the Cumulative No. beginning of the year Shareholding during

the year

For Each of the Directors No. of %of total No. of %of and KMP shares shares of the shares total

company shares of the company

At the beginning of the year Mr. Kallepallli Soma Raju 05 0.00 05 0.00 At the end of the year Mr. M Rambabu 10 I o.oo I 10 0.00

V. INDEBTEDNESS Indebtedness of the Company including interest outstanding/accrued but not due for

t N'l R I L kh paymen: I s. n a s Secured Loans

Unsecured Total Particulars excluding Loans Deposits Indebtedness

deposits

Indebtedness at the beginning of the financial year

i) Principal - - - -Amount

ii) Interest due - - - -but not paid

iii) Interest accrued but not - - - -due

Total (i+ii+iii) - - - -Change in Indebtedness during the financial year

• Addition - - - -

• Reduction - - - -Net Change

Indebtedness at the end of the financial year

i) Principal - - - -Amount

ii) Interest due - - - -but not paid

iii) Interest accrued but not - - - -due

Total (i+ii+iii) - - - -

I Total (i+ii+iii)

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

SL Particulars of Remuneration Name of Total Amount no. MDIWTD/Manaqer 1. Gross salary - -

(a) Salary as per provisions contained in - -section 17(1) of the Income-tax Act, 1961 (b) Value of perquisites u/s 17(2) Income- - -tax Act, 1961 (c) Profits in lieu of salary under section - -17(3) Income-tax Act, 1961

2. Stock Option - -3. Sweat Equity . - -4. Commission - -

- as % of profit - others, specify ...

5. Others, please specify - -Total (Al - -Ceiling as per the Act - -

B Remuneration to other directors· SL Particulars of Remuneration Name of Directors Total no. Amount 1. - -

3. Independent Directors

• Fee for attending board I committee meetings - -• Commission - -• Others, please specify - -

Total (1) - -4. Other Non-Executive Directors - -• Fee for attending board I committee meetings - -• Commission - -• Others, please specify - -Total (2) - -Total (8)=(1+2) - -Total Managerial Remuneration - -Overall Ceiling as per the Act - -

C R emunerat1on to K M ey . I ana gena Personnel other than MD/Manager/WTD SL Particulars of Key Managerial Personnel no. Remuneration

CEO Company CFO Total Secretary

1. Gross salary (a) Salary as per provisions contained in section - - - -17(1) of the Income-tax Act, 1961 (b) Value of perquisites u/s 17(2) Income-tax - - - -Act, 1961 (c) Profits in lieu of salary under section 17(3) Income-tax - - - -Act, 1961

2. Stock Option - - - -3. Sweat Equity - - - -4. Commission

- as % of profit - - - --others,specify ...

5. Others, please - - - -specify Total - - - -

VII PENAL TIES I PUNISHMENT/ COMPOUNDING OF OFFENCES· Type Section of Brief Details of Penalty Authority Appeal

the Description I [RD I made, Companies Punishment/ NCLT if any Act Compounding I (give

fees imposed COURT] Details) A. COMPANY - - - - -Penalty - - - - -Punishment - - - - -Compounding - - - - -B. DIRECTORS - - - - -Penalty - - - - -Punishment - - - - -Compounding - - - - -C. OTHER OFFICERS IN - - - - -DEFAULT Penalty - - - - -Punishment - - - - -Compoundinq - - - - -

For NAGARJUNA AGRICULTURAL RESEARCH AND DEVELOPMENT INSTITUTE PRIVATE LIMITED

Place: Hyderabad Date: 25.07.2018

IL 1 ~M KS RAJU r

CHAIRMAN DIN: 00008177

NAGARJUNA AGRICULTURAL RESEARCH AND DEVELOPMENT INSTITUTE Registered Office: Nagarjuna Hills, Punjagutta, Hyderabad. Telangana- 500082

Email Address: [email protected] CIN: U29100TG1995PTC022409

Twenty Third Annual General Meeting at 4:00P.M on Saturday, September 29, 2018 at the Registered Office of the Company at Nagarjuna Hills, Punjagutta, Hyderabad - 500082, Telangana

Proxy Form

[Pursuant to Section 1 05(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management and Administration) Rules, 2014]

Name of the Member(s): Emailld:

Registered Address:

Folio NO./Ciient ID* DP ID*:

I!We, being the member(s) of-,----,--,-- shares of Nagarjuna Agricultural Research And Development Institute, hereby appoint:

1. Name Address Emailld Signature



______ or failing him

------or failing him

as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the Twenty Third Annual General Meeting of the company, to be held on the Saturday, September 29, 2018 at the Registered Office Nagarjuna Hills, Punjagutta, Hyderabad- 500082, Telangana and at the adjournment thereof.

•• I I we direct my I our proxy to vote on resolution(s)in the manner indicated below:

Ordinary Business 1. Adoption of Financial Statements for the year ended March 31, 2018 and the

Directors Report and Auditors Report thereon 2. Ratification of Appointment of M/s. M Bhaskara Rao and Co as Statutory Auditors of the company for the Financial Year 2018-19. Special Business 3. Appointment of Mr. Rarnbabu Mudunuri as Director of the Company.

Signed this __ day of ____ 2018

Signature of shareholder

Signature of Proxy holder(s)

NOTES:

Affix Revenue Stamp

1) The form should be signed across the stamp as per specimen signature registered with the Company.

2) The proxy form should be deposited at least forty-eight hours before the commencement of the meeting at the registered office of the Company.

3) A proxy need not be a Member of the Company. 4) A person can act as proxy on behalf of Members not exceeding fifty (50) and holding in

the aggregate not more than ten percent of the total share capital of the Company carrying voting rights. A Member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for any other person or Member.

5) The submission by a Member of this form of proxy will not preclude such member from attending in person and voting at the Meeting.

6) Requisitions, if any, for inspection of Proxies shall be submitted to the company in writing at least three days before the commencement of the Meeting. Proxies shall be made available for inspection during the period beginning twenty-four hours before the time fixed for the commencement of the Meeting and ending with the conclusion of the Meeting.

NAGARJUNA AGRICULTURAL RESEARCH AND DEVELOPMENT INSTITUTE Registered Office: Nagarjuna Hills, Punjagutta, Hyderabad, Telangana- 500082

Email Address: [email protected] CIN: U291 OOTG1995PTC022409

Twenty Third Annual General Meeting at 4.00 P.M on Saturday, September 29, 2018 at the Registered Office of the Company at Nagarjuna Hills, Punjagutta, Hyderabad -500082, Telangana

ADMISSION SLIP

Name of the Member: _____________ *OP 10: _____ _

Regd. Folio No.:-------------*Client 10: -------

No. of shares held:---------------

Signature of the Member I Proxy

Note: Member I Proxy must hand over the duly signed attendance slip at the venue.

M. BHASKARA RAO & CO. CHARTERED ACCOUNTANTS PHONES : 23311245, 23393900

FAX : 040-23399248

To

The Members of

Independent Auditor's Report

5-D, FIFTH FLOOR, "KAUTILYA", 6-3-652, SOMAJIGUDA,

HYDERABAD-500 082. INDIA.

e-mail: [email protected]

Nagarjuna Agriculture Research and Development Institute Private Limited

Report on the Standalone lnd AS Financial Statements

We have audited the accompanying Standalone lnd AS Financial Statements of Nagarjuna

Agriculture Research and Development Institute Private Limited ("the Company"), which

comprise the Balance Sheet as at March 31, 2018, and the Statement of Profit and Loss (including

Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity

for the year then ended, and a summary of the significant accounting policies and other

explanatory information (herein referred to as "the Standalone lnd AS Financial Statements").

Management's responsibility for the Standalone lnd AS Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the

Companies Act, 2013 ("the Act") with respect to the preparation of these Standalone lnd AS

Financial Statements that give a true and fair view of the state of affairs(financial position), profit

or loss (financial performance including other comprehensive income), cash flows and changes in

equity of the Company in accordance with the accounting principles generally accepted in India,

including the Indian Accounting Standards (lnd AS) prescribed under section 133 of the Act.

This responsibility also includes 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 frauds and other irregularities, selection and application of appropriate accounting

policies, making judgments and estimates that are reasonable and prudent and design,

implementation and maintenance of adequate internal financial controls that were operating

effectively for ensuring the accuracy and completeness of the accounting records, relevant to the

preparation and presentation of the Standalone lnd AS Financial Statements that give a true and

fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these Standalone lnd AS Financial Statements based

on our audit.

We have taken into account the provisions of the Act, the Accounting and Auditing Standards and

matters which are required to be included in the audit report under the provisions of the Act and

the Rules made thereunder.

We conducted our audit of the Standalone lnd AS Financial Statements in accordance with the

Standards on Auditing specified under Section 143(10) of the /\ct. Those Standards require that

we comply with ethical requirements and plan and perform the audit to obtain reasonable

assurance about whether the Standalone lnd AS Financial Statements are free from material

misstatement .

./:c-=~-An audit involves performing procedures to obtain audit evidence about the amounts and the E-5-/'" !\_ f'} ~ ""'~

~:/"'. <P?_'.''-"~:fl_}~_.~l.osures in the Standalone lnd AS Financial Statements. The procedures selected depend on the .J.j -~-- ••• ,,

I ,:,; C -~ Ji~Hed \'> \\ ;1 slAcfL.,antsJ.? ,. \\-1)~,};~ ru /~~ /) ~- l;">~;:)t "~/ J

~~;_'_;,:;/ ~<'"'£;;:-;:;;_»:..,~/

M. BHASKARA RAO & CO. CONTINUATION SHEET __ _

auditor's judgment, including the assessment of the risks of material misstatement of the

Standalone lnd AS Financial Statements, whether due to fraud or error. In making those risk

assessments, the auditor considers internal financial control relevant to the Company's

preparation of the Standalone lnd AS Financial Statements that give a true and fair view in order

to design audit procedures that are appropriate in the circumstances. An audit also includes

evaluating the appropriateness of the accounting policies used and the reasonableness of the

accounting estimates made by the Company's Directors, as well as evaluating the overall

presentation of the Standalone lnd AS Financial Statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a

basis for our audit opinion on the Standalone lnd AS Financial Statements.

Basis for qualified opinion

We draw attention to Note No. 18 regarding drawing up of the Financial Statements on a going

concern basis notwithstanding suspension of activities of the Company. We are unable to express on

opinion on effect of suspension of activities on the Financial Statements of the Company.

Opinion

In our opinion and to the best of our information and according to the explanations given to us,

except for the possible effects of the matter described in the Basis for Qualified Opinion Para

above, the aforesaid Standalone lnd AS Financial Statements give the information required by the

Act in the manner so required and give a true and fair view in conformity with the accounting

principles generally accepted in India including the lnd AS, of the state of affairs (financial

position) of the Company as at March 31, 2018, and its loss (financial performance including other

comprehensive income), its cash flows and the changes in equity for the year ended on that date.


Report on Other Legal and Regulatory Requirements

1. As required by Section143(3)ofthe Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

(c) The Balance Sheet, the Statement of Profit and Loss, the Cash Flow Statement and

Statement of Changes in Equity dealt with by this Report are in agreement with the

books of account.

(d) In our opinion, the aforesaid Standalone lnd AS Financial Statements comply with the

Indian Accounting Standards specified under Section133 of the Act.

(e) On the basis of the written representations received from the directors as on March 31,2018 taken on record by the Board of Directors, none of the Directors is disqualified

as on March 31,2018 from being appointed as a director in terms of Section164(2) of the

Act.

(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, we give our separate Report in ({Annexure A'1

•

(g) With respect to the other matters to be included in the Auditor's Report in accordance

with Rulell of the Companies (Audit and Auditors)Rules,2014, in our opin'1on and to the best of our information and according to the explanations given to us:

i. The Company does not have any pending litigations on its financial position except to the extent stated in Note 2.6 to the Standalone lnd AS Financial Statements.

ii. The Company did not, as at March 31, 2018, have any material foreseeable losses relating to long-term contracts including derivative contracts.

iii. There were no amounts, as at March 31, 2018, which are required to be transferred to the Investor Education and Protection Fund by the Company.

2. As required by the Companies (Auditors Report) Order, 2016 ("the Order") issued by the Central Government in terms of Section 143(11) of the Act, we give in the "Annexure B", a

statement on the matters specified in paragraphs 3 and 4 of the Order.

ForM. Bhaskara Rao & Co

Chartered Accountants

Hyderabad, 2.15. o'l. 2.01 '(,


Re: Nagarjuna Agriculture Research and Development Institute Private Limited

Annexure A to the Independent Auditors' report

(Referred to in paragraph l(f) under 'Report on Other Legal and Regulatory Requirements' section of our report to the Members of Nagarjuna Agriculture Research and Development Institute Private Limited of even date)

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal financial controls over financial reporting of Nagarjuna Agriculture

Research and Development Institute Private Limited ("the Company") as of March 31, 2018 in conjunction with our audit of the Standalone lnd AS Financial Statements of the Company for the

year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internal financial

controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the "Guidance Note on Audit of Internal Financial Controls over Financial Reporting" issued by the Institute of Chartered

Accountants of India ('ICAI'). These responsibilities include the design, implementation and

maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company's policies, the

safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and

completeness of the accounting records, and the timely preparation of reliable financial information,

as required under the Companies Act, 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the "Guidance Note on

Audit of Internal Financial Controls over Financial Reporting" (the "Guidance Note") and the

Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those

Standards and the Guidance Note require that we comply with ethical requirements and plan and

perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the

internal financial controls system over financial reporting and their operating effectiveness. Our

audit of internal financial controls over financial reporting included obtaining an understanding of

internal financial controls over financial reporting, assessing the risk whether a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on

the assessed risk. The procedures selected depend on the auditors' judgement, including the

assessment of the risks of material misstatement of the financial statements, whether due to fraud

or error. /Y'.~'

;t~-t;~i'!,-)'~~~3\ [unr ch- '~-e<J \if'_'' ,.\I~IA.~.dt;;, ;,,!( ;: \\*\" ~~// »J,cj:..~ "'<. /./ ~·~7 ~


We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our audit opinion on the Company's internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A Company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material m'1sstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2018, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

Hyderabad, 2-5·01· :.Lo! ~

M. BHASKARA RAO & CO. CONTINUATION SHEET---

Re: Nagarjuna Agriculture Research and Development Institute Private Limited

ANNEXURE B TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 2 under 'Report on Other Legal and Regulatory Requirements' section of

our report of even date)

(i) As the Company has no fixed assets and hence reporting under paragraph 3(i) does not

arise.

(ii) As the Company has no inventory, reporting under paragraph 3(ii) of the Order does not

arise.

(iii) According to the information and explanations given to us, the Company has not granted

any loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or other

parties covered in the Register maintained under Section 189 of the Companies Act, 2013.

Accordingly, reporting under clauses (a), (b) and (c) of paragraph 3(iii) of the Order does not

arise.

(iv) According to the information and explanations furnished to us, the Company has not

granted any loans, nor made any investments or given any guarantees or securities during

the year to any of the parties specified in Sections 185 and 186 of the Companies Act, 2013.

Hence, reporting under provisions of paragraph 3(iv) of the Order does not arise.

(v) In our opinion and according to the information and explanations given to us, the Company

has not accepted any deposits. Accordingly, reporting under provisions of paragraph 3(v) of

the Order does not arise.

(vi) In our opinion and according to the information and explanations given to us, the Central

Government has not prescribed maintenance of cost records under Section 148(1) of the

Companies Act, 2013 for the activities of the Company.

(vii) According to the information and explanations given to us, in respect of statutory dues:

(a) The Company has been generally regular in depositing undisputed statutory dues,

including Provident Fund, Employee's State Insurance, Income-tax, GST, Sales Tax, Wealth

Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, Cess and other material

statutory dues applicable to it with the appropriate authorities , and there were no

amounts payable in respect of the aforesaid undisputed statutory dues in arrears, as at

March 31, 2018, for a period of more than six months from the date they became

payable.

(b) There were no amounts payable in respect of Provident Fund, Employee's State

Insurance, Sales Tax, Income-tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty,

Value Added Tax, Cess and other material statutory dues as at March 31, 2018 which

have not been deposited on account of dispute.

(viii) According to the information and explanations given to us, the Company has not availed any

loans from financial institutions, banks, government or from debenture holders. Accordingly,

reporting under provisions of paragraph 3(viii) of the Order does not arise.

According to the information and explanations furnished to us, the Company has, during the

year under report, not raised any monies through initial public offer or further public offer of


any of its securities or term loans. Hence, reporting under provisions of paragraph 3(ix) of

the Order does not arise.

(x) According to the information and explanations furnished to us, neither fraud by the Company, nor any fraud on the Company by any of its officers or its employees has been noticed or reported during the year under report.

(xi) According to the information and explanations furnished to us by the Company, the Company has not paid managerial remuneration, during the year under report. Hence, reporting under provisions of paragraph 3(xi) of the Order does not arise.

(xii) In our opinion, reporting requirement under Paragraph 3(xii) of the order does not arise since, according to the information and explanations furnished to us, the Company is not il

Nidhi Company.

(xiii) According to the information and explanations furnished to us, during the year there were no transactions with the relilted parties. Hence, reporting under provisions of paragraph 3(xiii) of the Order does not arise.

(xiv) According to the information and explanations furnished to us, the Company has not made any preferential allotment or private placement of its shilres or fully or pilrtly convertible

debentures during the yeM under report.

(xv) According to the information and explanations furnished to us, the Company hils not

entered into ilny agreements for ilcquisition of assets from or for transferring its assets to its

directors, or the directors of its subsidiary compilnies or persons connected with such

directors. for il consideriltion other than cash, during the year under report.

(xvi) According to the information ilnd explanations furnished to us, the Company is not required to get registration under Section 45-IA of the Reserve Bilnk of lndiil Act 1934.

ForM. Bhaskara Rilo & Co Chartered Accountants

~~-~ration No. 0004595

'!:zc '\\(I i~ ,(~~~~.~~~}~" ·~\terfrflkJe~tJ~c;~ ~JD:W Partner

--~ embership No. 14284

II !

.

! ' I I I '

I I ! ! I

i '

I I I ' I I

I I

I i

I I


(Formerly NAGARJUNA AGRICULTURAL RESEARCH AND DEVELOPMENT INSTITUTE)

Balance Sheet As At March 31, 2018

Particulars Note No As At March 31,

2018

' ASSETS Non~Current Assets a) Property, Plant and Equipment 3 -

b) Capital work-in-progress -c) Other Intangible Assets -d)Financial Assets

(i)Loans and advances -

(ii)Other Financial Assets -

Current Assets a) Financial Assets

(i) Cash and Cash Equivalents 4 3,373 (ii) Other Financial Assets -

b) Current Tax Assets (Net) --

Total Assets 3,373

EQUITY AND LIABILITIES

EQUITY: (a) Equity Share Capital 5 1,000,800 (b) Other Equity 6 (1,025,998)

LIABILITIES: Non~current Liabilties -

Current Liabilities a) Financial Liabilities

(i) Other Financial Liabilities 7 6,099 b) other current liabilities 8 22,472

Total Equity and Liabilities 3,373 Corporate Information and Significant Accounting Policies 1 and 2 Accompanying Notes form an integral part of the Financial Statements

As At March 31,

2017

'

---

--

3,373 -

--

3,373

1,000,800 (1,025,998)

-

6,099 22,472

3,373

As per our report of even date attached For and on behalf ofthe Board forM. Bhaskara Rao & Co. Chartered Accountants .~~

\~\(?< ( ~~R,~ j ! /t"'--~1-' \\t~ ;·(L r<. 'P'\-'\ 1;(., _' 1 Gharter:d _\V'_ ~\ ,(,,\,,~ .. •lliW' ~~'!I?""'"" )')I K S RAJU M RAMBABU Partner " * _ / * // Director Director f'>bv~L-~~P'~" · I c, l-& I., '-"'i1Jo/ ooooStl/ o1-J..~'6'o91 --~_.---,:

Hyderabad, ~

Date: ;;)5, 01 , ;;;>_o I g

As At April1,

2017

'

-

--

--

3,373 -

-

-

3,373

1,000,800 (1,025,998)

-

6,099 22,472

3,373



Statement of Profit and Loss for the Year ended March 31, 2018

Year ended Year ended 31st

Revenue from Operations Other Income

Expenses Finance Cost

Depreciation/ Write off

Particulars

Less: Transfer from Capital Reserve

Other Expenses

Profit/(Loss) Before Tax

Tax Expense

Profit/(Loss) After Tax for the period

Other Comprehensive Income

Total Comprehensive Income for the period

Total Income

Total Exepnses

Earnings per equity share of face value 'f-10/- each

Basic and Diluted

Note No

9

4

6 10

11

Corporate Information and Significant Accounting Policies 1 and 2 Accompanying Notes form an integral part of the Financial Statements

31st March,

2018

March, 2017

100

100

14,527,825

(14,527,825)

100

100

As per our report of even date attached

forM. Bhaskara Rao & Co.

For and on behalf ofthe Board

Chartered Accountants t .0 (l 11 I ~ ~:.-:·~~'-.:',r~~-~\\

:tn~~~,;;a, M'elir~<"-'-'rlt ,v .\ 1 Partner '"• "•";:~ c•>· f"i IJD .\ I" :L'!l C, '!D

~~

Hyderabad,

Date: 25-CTI- 20\ ~

\ ( ~f'v'' K S RAJU ~ Director

Oooo&\il

M RAMBABU

Director 02-'2..'11':04)

NAGARJUNA AGRICULTURAl RESEARCH AND DEVELOPMENT INSTITUTE PRIVATE LIMITED


Statement of Changes in Equity for the period ended 31st March, 2018

A. Equitv Share Capital Particulars E ui shares of Rs.l each issued subscribed and full aid u Balance as at 31st March 2017 Chan es in E ui Share Ca lta! durin the ear Balance as at 31st March 2018

B. Olher £quitv

Balance atlst A ril 2017 Changes ·m accounting polky or prior perkd errors

Restated balance at 1st A ril2017 Total Com rensive !ncollle for the ear. Dividends Transfer to ratined earni_f18S Ao other chanae to be s ecilied Balance at 31st March 2018

No.

1,000,800

0 1,000,800

Share application money pending

allotment

Accompanying Notes form an integral part of the Financial Statements

AS per our report of even date attached

forM. Bhaskara Rao & Co,

Cha~.iered Ac:ountants

. ) 'f\_.JtLkcl'' 1 i / o;J "m"{f.~., '"-flAcK

Partner 11-/'Jo: :L'-1.'2--'> 4

Ru ees

Amountln !(

1,000,800 0

1000,800

Equity component of Compund financial

Instruments

Reserves and Surplus

Capital Security Premium General Reserve Reserve Reserve

144 877

144,877

144 877

For and on behalf of the Board

Director M RAMBABU Director

Retained Earnings

1170 875

(1,170,875

1.170 875

Hyderabad, DODOS\ 11 02- z__q9oq \ 0"" """ o- " • o -'J"J " I ·~ ":..LQ 1 <:::,.

Total

1 025 998

(1,025,998

1,025,998


( Formerly NAGARJUNA AGRICULTURAL RESEARCH AND DEVELOPMENT INSTITUTE)

Cash Flow Statement for the year ended March 31, 2018

Year ended Year ended 31st

31st March, March, 2017

2018 A.Cash Flow from Operating Activities

Net Profit /(Loss) before Tax - -Operating Profit before working capital changes - -Movements in Working Capital :

Increase I (Decrease) in other Current Liabilities - 98 (Increase) I Decrease in Long Term Loans and Advances - -(Increase) I Decrease in other Current Assets - -Cash generated from I (used in ) operations - 98

Direct Taxes Paid (net of refunds ) - {98) Net cash from/ (used in) operating activities - -B. Cash Flow from Investing activities

- -Net cash from I (used in) investing activities - -C. Cash flow from Financing activities

Net cash from I (used in) financing activities - -Net lncrease/(Decrease) in Cash and Cash equivalents - -Cash and cash equivalents as at the beginning of the year 3,373 3,373

Cash and cash equivalents as at the end of the year 3,373 3,373

Accompanying Notes form an integral part of the Financial Statements

As per our report of even date attached

forM. Bhaskara Rao & Co. For and on behalf of the Board

Chartered Accountants ~ (' ~~~-i '; lj'(J;; ·tl~ \\\~~; i • ! · c;z'r 'ZO"' 1\~VlVv :·

1[lJ- ltc.c.v 'l ·. . <b Chartered ~ Aholkumar Me~fa L,- ~ L ( '::;; -~ccountan~,~},! Partner \),:*\_ / • J K S RAJU M RAMBABU t1-Not \4-J.ASL, ~:~ Director Director

Hyderabad OOOO'illl( 0 2--2.. '1'2. o q I

Date: 26, Ol<2o\2


l ~ Notes to Financial Statemets for the year ended March 31, 2018

1 CORPORATE INFORMATION

Nagarjuna Agricultural Research and Development Institute ("the Company') was incorporated under Section 25 of The Companies Act 1956. The license under Section 8 of the Companies Act, 2013 was surrendered. Consequently Nagarjuna Agricultural Research and Development Institute Pvt Ltd ("the Company') came into effect from 17th October 2017. Now the main objects of the Company are to undertake the business of export, import, trading, manufacturing, vending, stocking, transporting and purchase of Plant and

machinery, Equipment, Commodities of all types and merchandise of all kinds. During the year the Company has not carried out any activity.

The company is a Associate of Nagarjuna Fertilizer and Chemicals Limited.

2 SIGNIFICANT ACCOUNTING POLICIES

2.1. Basis of preparation:

The financial statements of the Company have been prepared in accordance with Indian Accounting Standards (lnd AS) notified under the Companies {Indian Accounting Standards) Rules, 2015 in line with the decision of the holding company.

The financial statements have been prepared on a historical cost basis and are presented in Indian Rupees ('INR').

2.2. Current versus non~current classification

Any asset or liability is classified as current if it satisfies any of the following conditions:

i. the asset/liability is expected to be realized/settled in the Company's normal operating cycle;

ii. the asset is intended for sale or consumption;

iii. the asset/liability is held primarily for the purpose of trading;

iv. the asset/liability is expected to be realized/settled within twelve months after the reporting period;

v. the asset is cash or cash equivalent unless it is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting date;

vi. in the case of a liability, the Company does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

All other assets and liabilities are classified as non~current.

2.3. Cash and cash equivalents

Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances (with an original maturity of

three months or less from the date of acquisition), highly liquid investments that are readily convertible into known amounts of cash

and which are subject to insignificant risk of changes in value.

2.4. Earnings Per Share:

Basic earnings per equity share is computed by dividing the net profit/loss for the year attributable to the Equity Shareholders by the

weighted average number of equity shares outstanding during the year.

2.5. Taxes:

2.5.1. Current Tax: Provision for current tax is made based on the taxable income computed for the year under the Income Tax Act,

1961. 2.5.2. Deferred Tax: Deferred tax is recognised on timing differences, being the difference between the taxable income and

accounting income that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax is

measured using the tax rates and tax laws enacted or substantially enacted as at the reporting date. Deferred tax liabilities are

recognised for all timing differences. Deferred tax assets are recognised only if there is a virtual certainty supported by

convincing evidence that there will be sufficient future taxable income available to realise the assets. Deferred tax assets are

reviewed at each balance sheet date for their realisabliity.

NAGARJUNA AGRICULTURAL RESEARCH AND DEVELOPMENT INSTITUTE PRIVATE LIMITED . . - Notes tO Financial Statemets for the year ended March 31, 2018

2.6. Provisions, Contingent liabilities, Contingent assets and Commitments:

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits wlll be required to settle the obligation and a reliable estimate can be

made of the amount of the obligation, When the Company expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. The

expense relating to a provision is presented in the statement of profit and loss net of any reimbursement. If the effect of the time value of money is material, provisions are discounted using a current pre·tax rate that reflects, when

appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Contingent liability is disclosed in the case of:

a present obligation arising from past events, when it is not probable that an outflow of resources will be required to settle the obligation;

a present obligation arising from past events, when no reliable estimate is possible;

a possible obligation arising from past events, unless the probability of outflow of resources is remote.

Commitments include the amount of purchase order (net of advances) issued to parties for completion of assets.

Provisions, contingent liabilities, contingent assets and commitments are reviewed at each balance sheet date.

2.7. Significant accounting judgements, estimates and assumptions

The preparation of the Company's financial statements requires management to make judgements, estimates and assumptions that

affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of

contingent liabil'ities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment

to the carrying amount of assets or liabilities affected in future periods.

The key assumptions concerning the future and other key sources of estimation uncef"!alnty at the reporting date, that have a

sign'tficant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are

described below. The Company based its assumptions and estimates on parameters available when the financial statements were

prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or

circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur.

Impairment of financial assets

The impairment provisions for financial assets are based on assumptions about risk of default and expected loss rates. The Company

uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on Company's past

history, existing market conditions as well as forward looking estimates at the end of each reporting period.

NAGARJUNA AGRICULTURAL RESEARCH AND DEVELOPMENT INSTITUTE PRIVATE UMITED

Notes to Financial Statements for the year ended March 31,2018

3. Fixed Assets

' Gross Block {at cost) Depredation Net Block As at April As at Deletions "'" Up to Up to Deletions Up to "'" As at As at April

Description 1, Z017 March 31, during the year March3l, Aprill, 2017 March31,

for the year during the year March 31, March 31, March 31, 1, 2017

2017 2018 2017 2018 2018 Z017

Bull dings - - - - - -Farm Equipment - - - - -Furniture - - - -lab Equipment - - - - - -Office Equipment - - - - - - -Computers - - - - - - -Vehicles - - - - - - -Sub-Total 'A' - - - - - - - -Assets Relatin~~: to Aided projects"' Assets Relating to Aided projects"'

Buildings Roads,Drains & Culverts Farm Equipment Lab Equipment

Sub-Total'S'

Grand Total (A+B) Previous Year 14,527,825

NAGARJUNA AGRICUlTURAl RESEARCH AND DEVElOPMENT INSTITUTE PRIVATE LIMITED

' Notes to Financial Statemets for the year ended March 31, 2018

Amount in~

As at March 31, As at March 31, As at April1, 2017

2018 2017 4. Cash and Cash equivalents

Cash and Cash equivalents

Balances with banks in Current accounts 3,373 3,373 3,373

Cash on hand - -

3,373 3,373 3,373

NAGAR! UNA AGRICULTURAL RESEARCH AND DEVELOPMENT INSTITUTE PRIVATE LIMITED

Notes to Financial Statemets for the year ended March 31, 2018

5. Share Capital

Authorised Equity Shares of~ 10/- each

Issued, Subscribed and Paid Up

Equity Shares of~ 10/- each

March 31, 2018 No. of Shares t'

2SO,Il00 2,SOO,OOO

100,080 1,000,800

5.1 Reconciliation of the Number of shares outstanding at the beginning and at the end of the year

March 31, 2018 No. of Shares <

Equity Shares of~ 10/- eath

Balance at the beginning of the year 100,080 1,000,800

Add: Issued during the year Balance atthe end of the year 100,080 1,000,800

5.2 Rights, Preferences and Restrictions anached to equity shares

March 31,2017 April!, 2017 No. of Shares t' No. of Shares f

250,000 2,500,000 250,000 2,500,000

100,080 1,000,800 100,080 1,000,800

March 31, 2.017 Aprll1, 2017 No. of Shares < No. of Shares <

100,080 1,000,800 100,080 1,000,800

100,080 1,000,800 100,080 1,000,800

The Company has only one class of equity shares having a par value off 10/- per share. Each holder of equity share is entitled to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all

preferential amounts. The distribution wi!l be in proportion to the number of equity shares held by the shareholders.

5.3 Shares held by the holding Company

Equity Shares oft 10/- each

Amlika Mercantile Private limited

5.4 Details of shareholders holding more than 5% of the Shares

Equity Shares of~ 10/- each

Amlika Mercantile Private limited

Nagarjuna Fertilizers and Chemicals limited

Shri K Rahui Raju

March 31, 2018

No, of shares f

65,000 660,000

March 31, 2018

No. of shares

66,000

2S,OZO

9,020

%of Share holding

65.95%

2.5.00% 9.01%

March 31, 2017 Aprll1, 2017

No. of shares f No.ofshares t'

66,000 650,000 66,000 660,000

March 31,2017 Aprlll, 2017

%of Share %of Share No. of shares holding No. ofsh~res holdlni

66,000 65.95% 66,000 65.9S% 25,020 25.00% 25,020 25.00% 9,020 9.01% 9,020 9.01%


Notes to Financial Statemets for the year ended March 31,2018

Amount in~ Amount in~ As at March 31, As at March 31,

2018 2017 6. Other Equity

6.1

Capital Reserve (Refer to Note No. 6.1)

Opening Balance

Less: Utilisation during the year less: write-off of assets during the year

Closing Balance

Retained Earnings

Debit Balance in the Statement of Profit and loss Opening Balance

Add: Profit/(loss) for the year

Closing Balance

Total

144,877 -

-

144,877

(1,170,875)

0 (1,170,875)

(1,025,998)

14,672,702

-14,527,825

144,877

(1,170,875)

0 (1,170,875)

(1,025,998)

Capital grants received for acquisition of Capital assets are stated on gross basis and

grouped under under Reserves and surplus. Depreciation charge on assets acquired out

of capital grants is charged to Statement of Profit and loss and set off by transferring an

identical amount from Capital Reserve.

As at March 31, As at March 31,

7. Other Financial liabilities 2018 2017

liability for Expenses 6,099 6,099

6,099 6,099

As at March 31, As at March 31,

8. Other Current Liabilities 2018 2017

Others

Audit Fees payable 22,472 22,472

22,472 22,472

As at April1, 2017

14,672,702 -

14,527,825

144,877

(1,170,875)

0

(1,170,875)

(1,025,998)

As at Apri11,

2017

6,099

6,099

As at April1,

2017

22,472

22,472


Notes to Financial Statemets for the year ended March 31, 2018

9. Other Income

Miscellaneous Income

10. Other Expenses

Miscellaneous Expenses

11. Earnings per share

S.No Particulars Unit of Measurement

I Profit/( loss) after tax

Number of Equity shares

2 (fully paid up)

Earnings per share- Basic

3 and Diluted

(Face value of Rs 10/- per

share)

12. Related party transaction:

List of the related parties and their relationship

Holding Company

i) Amlika Mercantile Private Limited

Enterprises able to exercise significant influence

i) Nagarjuna Fertilizers and Chemicals Limited

' (Numbers)

[1]/[2]

Related Pary transactions during the year ended March 31, 2018- NIL

Year ended 31st

March, 2018

-

-

Year ended 31st

March, 2018

-

-

2017-18

0

100,080

0.000

Amount in~

Year ended 31st

March, 2017

100

100

Year ended 31st

March, 2017

100

100

2016-17

0

100,080

0.000

' NAGARJUNA AGRICULTURAL RESEARCH AND DEVELOPMENT INSTITUTE PRIVATE LIMITED

Notes to the Financial Statements for the year ended 31st March 2018

13.Contingent Liabilities not provided for:< Nil ( Previous Year: (Nil)

14. There are no employees in the Company eligible for retirement benefits and therefore no provision is warranted

as provided in lnd AS-19 on 'Employee Benefits' issued by the Institute of Chartered Accountants of India.

15. There are no reportable segments as envisaged in lnd AS~108 on 1 Operating Segments 1 issued by t Institute of

Chartered Accountants of India.

16.Based on the information available with the Company, there are no transactions during the year or balances

outstanding as at the Balance Sheet date with I to small scale industrial undertakings and Micro, Small and Medium

Enterprises as defined under the Micro, Small and Medium Enterprises Development Act, 2006.

17.As per Accounting Standard lnd AS- 12 on Income Taxes issued by The Institute of Chartered Accountants of

India, in the absence of virtual certainty of utilizing the carry forward losses, no deferred tax asset is recognized.

18.The Company is in the process of Striking the name of the company from the Register of Companies maintained

by the Jurisdictional Registrar of Companies.

19. Previous year figures have been regrouped I reclassified to conform to current year classification.

Signatories to Notes '1 to 19'

For and on behalf of the Board

\\\bt KS RAJU

Director

ooco'i:lll.

MRAMBABU

Director

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