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Sacheerome Ltd. Directors Report
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You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 913.15 Cr. P/BV 13.42 Book Value (Rs.) 30.41
52 Week High/Low (Rs.) 423/141 FV/ML 10/1200 P/E(X) 57.14
Bookclosure EPS (Rs.) 7.14 Div Yield (%) 0.00
Year End :2025-03 

Your Directors have pleasure in presenting the Directors' Report together with the Audited Accounts of the Company for the financial year ended 31st
March, 2025.

FINANCIAL SUMMARY (Amount in Thousand)

Particulars

For the Year ended 2025

For the Year ended 2024

Total Income

10,81,341

8,63,978

Profit/Loss before Interest & Depreciation

2,34,627

1,64,544

Less: Finance Cost

2,753

2,507

Profit/Loss before Depreciation

2,31,874

1,62,037

Less: Depreciation & Amortization

17,618

16,551

Profit/Loss after depreciation and Interest

2,14,256

1,45,486

Less: Prior Period Items (Net)

56

-

Less: Current Income Tax

55,505

38,902

Less: Previous year adjustment of Income Tax

(79)

(992)

Less: Deferred Tax

(1036)

2,078

Net Profit/Loss after Tax

1,59,810

1,05,498

Balance carried to Balance Sheet

1,59,810

1,05,498

STATE OF COMPANY’S AFFAIRS

During the year under review, the Company continued its operations in the domain of manufacturing and marketing of flavours and fragrances,
catering to a vide range of industries including food and beverages, personal care and home care.

The Company has focused on innovation quality enhancement and customer-centric product development, leading to consistent growth in both

domestic and international markets. Our R&D team has actively worked towards creating tailor-made solutions in response to evolving consumer
preference, including clean label and sustainable products.

TRANSFER TO RESERVES

During the year under review, no amount has been transferred to Reserves.

DIVIDEND

In view of the future requirement of funds, the Board has not recommended any dividend for the period under report.

REVIEW OF BUSINESS OPERATIONS

BRIEF DESCRIPTION OF THE COMPANY’S PERFORMANCE DURING THE FINANCIAL YEAR:

The financial performance of our company for Fiscals 2025 is as follows:

(Amount Rs. Thousands)

Particulars

Fiscal 2025

Revenue from operations

10,75,359

Total Income

10,81,341

EBITDA

2,34,627

EBITDA margin (%)

21.70%

PAT

1,59,810

PAT Margin (% )

14.78%

Total Equity

6,19,279

ROE (%)

29.63%

ROCE

0.36

EPS (Basic & Diluted)

9.79

REVENUE BIFURCATION
Product wise Revenue Bifurcation:

(Rs. Thousands)

Sr. no.

Particulars

Fiscal 2025

% of Total Revenue

1.

Fragrance

10,21,108

94.96%

2.

Flavours

52,472

4.88%

3.

Others (Scrap Sale )

1779

0.16%

Total

10,75,359

100

Geography wise Revenue Bifurcation

(Rs. In Thousands)

S. No.

Particulars

Fiscal 2025

% of Total Revenue

1.

Domestic Sales

9,93,308

92.37%

2.

Export Sales

82,051

07.63%

Total

10,75,359

100

In Fiscal 2025 our Top 5 Customers contribute 49.26% of Total Revenue and our Top 10 customers contribute 58.15% of Total Revenue.

CONVERSION OF COMPANY TO PUBLIC LIMITED AND ITS INITIAL PUBLIC OFFER

During the reporting period, the Company was converted into a Public Limited Company vide special resolution passed in the Members meeting held
on 01.05.2024 and the name of the Company changed from Sacheerome Private Limited to Sacheerome Limited with effect from 08.08.2024

During the year under review, the Company proposed its Initial Public Offer and the Members of the Company approved the proposal in their Extra¬
ordinary General Meeting held on 22.08.2024.

The Company applied to National Stock Exchange of India Limited ("NSE") for listing its equity shares on the Emerge Platform of the NSE. National
Stock Exchange of India Limited has, vide its letter dated, 13.06.2025, granted its approval for listing of Equity Shares of the Company w.e.f.
16.06.2025. The trading of equity shares of the Company commenced on 16.06.2025 at of NSE Emerge Platform.

CHANGES IN BUSINESS ACTIVITIES DURING THE YEAR

There was no change in the business activities of the Company during the year under review.

MATERIAL CHANGES AND COMMITMENT, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END
OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

LISTING ON EMERGE PLATFORM OF NATIONAL STOCK EXCHANGE (NSE):

The Company's securities (equity shares) have been listed on the EMERGE Platform of National Stock Exchange (NSE), effective from 16.06.2025. This
listing provides an opportunity for increased visibility and liquidity for the Company's shares. The Listing of Equity shares of the Company have a
significant impact on the financial position of the Company, enhancing its capital structure and providing opportunities for growth and development.
The Directors are confident that these actions will contribute to the long-term success and prosperity of the Company.

DEPOSITS

Your Company has neither invited nor accepted any deposits from the public so far.

PARTICULARS OF LOANS AND INVESTMENTS MADE

Particulars of Loans, Guarantees or Investments in accordance with the provisions of Section 186, of the Act.

Amount Outstanding as at 31st March, 2025

Particu la r s

(Rs. in Thousan d)

Loans G ive n

-

Guarantee given

-

Investment made

-

Loans, Guarantees given or Investments made during the Financial Year 2024-25

Name of the
Entity

Relation

Amount

Particulars of loans, guarantees
given or investments made

Purpose for which the loans, guarantees
and investments are proposed to be utilized

NIL

DETAILS PURSUANT TO RULE 8(3) OF THE COMPANIES (ACCOUNTS OF COMPANIES) RULES, 2014, THE REQUIRED INFORMATION
REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE EARNINGS AND OUTGO FOR THE
FINANCIAL YEAR 2024-25 ARE AS FOLLOWS:

A. Conservation of Energy

• The Company continues to adopt energy-efficient practices in its operations.

• Regular monitoring of energy consumption is undertaken, and efforts are made to reduce usage wherever feasible.

• Energy-saving initiatives such as LED lighting, energy-efficient machinery, and scheduled maintenance have contributed to operational efficiency.

B. Technology Absorption

• The Company has not imported any technology during the year.

• Continuous efforts are made to upgrade internal processes and systems through IT-based solutions.

C) Particulars relating to technology absorption: Nil

2024-25

2023-24

c) Foreign Exchange Earnings

75,710

32,311

Foreign Exchange Outgo

27,732

4,286

DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS PURSUANT
TO RULE 8(5)(viii) OF COMPANIES (ACCOUNTS) RULES, 2014

The Company has in place adequate internal financial controls commensurate with the size and nature of its operations. These controls have been
designed to ensure the orderly and efficient conduct of business, safeguarding of assets, prevention and detection of frauds and errors, accuracy and
completeness of accounting records, and timely preparation of reliable financial statements.

During the year under review, the internal financial controls were tested and found to be effective, with no material reportable weaknesses observed in
their design or operation.

The Management is of the opinion that the Company's internal financial controls with reference to financial statements are adequate and operating
effectively.

STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT

The Company has established a comprehensive Risk Management framework to identify, assess, monitor, and mitigate various risks associated with its
operations. This system is integrated into the Company's strategic planning and decision-making processes.

Key risks identified include operational risks, financial risks, market and competition risks, regulatory and compliance risks, and information security
risks. Risk mitigation measures have been designed and implemented to minimize the impact of such risks on business performance.

The Risk Management Policy is periodically reviewed by the management to ensure that it remains relevant and robust in addressing emerging and
evolving risks. The Company's internal control systems are also aligned with its risk management practices, ensuring effective and proactive risk
monitoring.

While the Company has not constituted a separate Risk Management Committee as it is not mandatory under applicable regulations, the management
assumes overall responsibility for monitoring and reviewing the risk management strategy and procedures.

DIRECTORS AND KMP

During the year under review and upto the date of this report the following changes were made in the composition of Board of Directors and Key
Managerial Personnel of the Company.

The details of Board at present and changes held during the FY 2024-25:

S. No.

Name of Director

Designation

Particular

Date of Change

1.

Mr. Manoj Arora

Chairman and Managing Director

Change in Designation as Chairman and
Managing Director

17.05.2024

2.

Ms. Alka Arora

Director

Change in Designation from Whole Time Director
to Non-Executive Director

22.08.2024

3.

Ms. Divya Arora

Whole Time Director

Change in Designation to Whole Time Directo r

17.05.2024

Cessation as Director

22.08.2024

4.

Mr. Dhruv Arora

Whole TimeDirector

-

-

5.

Ms. Indu Agrawa l

Director

Change in Designation from Promoter Director to
Professional Director

17.05.2024

6.

Ms. Aarti Kashyap

Chief Financial Officer

-

-

7.

Ms. Harpreet Kaur

Company Secretary

Appointment

01.05.2024

8.

Mr. Sanjay Roye

Independent Director

Appointment as Additional Director (Independent

22.08.2024

Regularized as Director (Independen t)

23.09.2024

9.

Mr. Sunil Suri

Independent Director

Appointment as Additional Director (Independent

22.08.2024

Regularized as Director (Independent)

23.09.2024

DIRECTOR LIABLE TO RETIRE BY ROTATION PURSUANT TO THE PROVISIONS OF SECTION 152 OF THE COMPANIES ACT, 2013

In accordance with the provisions of Section 152 of the Companies Act, 2013 read with rules made thereunder and Articles of Association of the
Company, Ms. Alka Arora, (DIN: 01819475) is liable to retire by rotation at the ensuing Annual General Meeting (AGM) and being eligible, offers herself
for reappointment.

DECLARATION OF INDEPENDENT DIRECTORS AND STATEMENT ON COMPLIANCE OF CODE OF CONDUCT

The Company has received declarations from all Independent Directors of the Company confirming that they meet the criteria of independence as

prescribed under the provisions of Section 149(6) of the Companies Act, 2013 and pursuant to SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.

In the opinion of the board, Independent Directors fulfil the conditions specified in the Act and the rules made there under for appointment as
Independent Directors including integrity, expertise and experience and confirm that they are independent of the management. All the Independent
Directors of the Company have registered their names with the data bank of Independent Directors and completed online proficiency self-assessment
test as per the timeline notified by the Ministry of Corporate Affairs (MCA).

VIGIL MECHANISM

Pursuant to the provisions of Section 177(9) and (10) of the Companies Act, 2013 read with Regulation 22 of the SEBI (LODR) Regulations, 2015, the
Company has established a vigil mechanism for Directors and Employees to report genuine concerns and grievances in a confidential matter.

The vigil mechanism is formulated to provide a secure and transparent channel for reporting unethical behavior, suspected fraud, or violation of the
Company's Code of Conduct, without any fear of retaliation or victimization.

The Whistleblower policy is available on the Website of the Company at www.sacheerome.com

REMUNERATION OF THE DIRECTORS/ KEY MANAGERIAL PERSONNEL (KMP) AND PARTICULARS OF EMPLOYEES

The information required pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 in respect of Directors / Key Managerial Personnel (KMP) and Employees of the Company is furnished hereunder:

(i) The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year:

(Amount ? in Thousands)

Director Name

Remuneration FY 2-25

Median Employee Pay (Excluding Director & K IV

Ratio (Times)

Manoj Arora

9,000

307

29.32

Alka Arora

6,000

307

19.54

Dhruv Arora

3,000

307

9.77

Indu Agrawal

2,241

307

7.30

(ii) The percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any,
in the financial year:

Sr. No.

Name

Category

Remuneration f In Thousands)

Increase (%)

2024-25

2023-24

1.

Mr. Manoj Arora

Managing Director

9,000

9,000

0%

2.

Mr. Dhruv Arora

Whole Time Director

3,000

3,000

0%

3.

Ms. Alka Arora

Non-Executive Director

6,000

6,000

0%

4.

Ms. Indu Agrawa l

Executive Director

2,241

2,067

8%

5.

Divya Arora(Director upto 21st August 2024)

Employees

942 (Director)

1,458 (Employee)

2,400

0%

6.

Ms. Aarti Kashyap (w.e. fl 8th March 2024)

CFO/KMP

808

31

0%

7.

Ms. Harpreet Kaur (w.e.f 1st May 2024)

Company Secretary

275

0

NA

(iii) The percent increase in the median remuneration of employees in the financial year:

(Amount in Thousands)

24-25

23-24

% increase

Median of Employees (Excluding director & KMP)

307

277

11%

(iv) The number of permanent employees on the rolls of Company: As on the date of 31st March, 2025 we have 158 employees on roll.

(v) Average percentile increased already made in the salaries of employees other than the managerial personnel in the last financial year and its
comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional
circumstances for increase in the managerial remuneration: The average percentile increase in the salaries of employees (excluding Directors and KMPs)
is 8%, whereas the average percentile increase for Directors and KMPs is 2%.

(vi) The remuneration paid to the Directors/ Key Managerial Personnel (KMP) is in accordance with the remuneration policy of the Company.

The provisions of Rule 5(2) & 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not applicable, as there
are no such employees who were drawing / in receipt of remuneration exceeding the prescribed amount during the period under review.

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

No orders impacting the going concern status of the company or the future operations of the company have been passed by any regulator, court or
Tribunal.

BOARD MEETINGS

During the year 17 Board Meetings were convened and held in compliance with the provisions of the Act on following dates:

01.04.2024, 24.04.2024, 01.05.2024, 17.05.2024, 10.06.2024, 05.07.2024, 12.07.2024, 13.07.2024, 22.07.2024, 31.07.2024, 02.08.2024, 16.08.2024,

20.08.2024, 22.08.2024, 16.11.2024, 17.12.2024 and 25.03.2025.

Attendance of Directors in the meetings:

S.NO

NAME OF DIRECTOR

NO. OF MEETING ATTEND

01

Mr. Manoj Aro ra

1 7

02

M rs. Alka Aro ra

1 7

03

Mr. Dhruv Aro ra

1 7

04

Ms. Divya Aro ra

12

05

Mrs. Indu Agrawal

1 7

06

Mr. Sanjay Roye

03

07

Mr. Sunil Su ri

03

DISCLOSURES OF COMMITTEES OF THE BOARD

The Company constituted several committees, which have been established as part of best corporate governance practices and to comply with the
requirements of the relevant provisions of applicable laws and statutes.

Pursuant to the provision of Companies act, 2013 composition of different Committees are as
follows:

AUDIT COMMITTEES

During the year, 2 (Two) Audit Committee Meetings were held on 16th November, 2024 and 17th December, 2024 and the same were convened and
held, in compliance with the provisions of the Act.

S. No.

Name of Director

Designation

Number of meetings attended

1.

Mr. Sunil Sur i

Chairperso n

2

2.

M r. Sanjay Roye

Mem ber

2

3.

Mr. Manoj Arora

Mem ber

2

STAKEHOLDERS RELATIONSHIP COMMITTEE

The Stakeholders Relationship Committee has been duly constituted as per the provisions of the Companies Act, 2013

S. No.

Name of Director

Designation

1.

Ms. Alka Aror a

Chairperson

2.

Mr. Manoj Arora

Member

3.

M r. Dhruv Aror a

Member

NOMINATION AND REMUNERATION COMMITTEE

During the year, 1 (One) Nomination and Remuneration Committees Meeting was held on 16th November, 2024 and the same was convened and held,
in compliance with the provisions of the Act.

S. No.

Name of Director

Designation

Number of meetings attended

1.

Mr. Sanjay Roye

Chairperson

1

2.

Mr. Sunil Suri

Member

1

3.

Ms. Alka Arora

Member

1

COMPANY’S POLICY RELATING TO DIRECTORS’ APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES
(NOMINATION AND REMUNERATION POLICY)

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and other applicable provisions if any, the Board of Directors has framed a policy
for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy of the Company, inter-alia, includes
the aims and objectives, principles of remuneration, criteria of or identification of Board Members and senior management.

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 sub-section (3) of Section 178 of the Companies Act, 2013, is available on our
website, at
www.sacheerome.com.

The Criteria for identification of the Board Members including for determining qualification, positive attributes, independence etc. are given hereunder:

• The Board Member shall possess appropriate skills, qualification and experience.

• Director should possess high level of personal and professional ethics and values. He should be able to manage the interests and concerns of the
Company as well as the shareholders.

• Independent Director shall be a person with vast experience and expertise who fulfils the criteria of independence under Section 149 of the
Companies Act, 2013 and could contribute to the growth of the Company.

• The Director must be willing to denote sufficient time and energy to carry out his duties and responsibilities effectively and properly.

BOARD EVALUATION

The Board evaluated the effectiveness of its functioning and that of the Committees and individual Directors by seeking their inputs on various aspects
of the Board/ Committees Governance.

The aspects covered in the evaluation included the contribution to and monitoring of corporate governance practices, participation in the long-term
strategic planning and the fulfilment of Directors' obligations and fiduciary responsibilities, including but not limited to active participation at the Board
and Committees meetings.

The Board discussed and considered the inputs received from Directors.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report in pursuance of requirement of Para B of Schedule V SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is enclosed as
Annexure-A and forms the part of this Annual Report.

DIRECTORS’ RESPONSIBILITY STATEMENT

Your Directors pursuant to Section 134(3)(c) of the Companies Act, 2013 state as follows:

(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 2024-25 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 the
Companies Act 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

(d) the directors had prepared the annual accounts on a going concern basis.

(e) the directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and
operate effectively.

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

RELATED PARTY TRANSACTIONS

Disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in sub-section (1) of section
188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto.

1. Details of contracts or arrangements or transactions not at arm's length basis:

No such transactions were entered during the financial year 2024-25.

2. Details of material contracts or arrangement or transactions at arm's length basis:

The contract or arrangement or transactions entered with the related parties during the financial year 2024-25 were not material and the same were
disclosed in the notes to accounts forming part of the financial statements for the year ended 31st March, 2025.

Accordingly, particulars of contracts/arrangements entered into by the Company with related parties referred to in sub-section (1) of section 188 of the
Companies Act, 2013 alongwith the justification for entering into such contracts and arrangements in form AoC-2 does not form part of the report.

The Company has adopted a policy on materiality of related party transactions and on dealing with Related Party Transactions and the same is
disclosed on the website of the Company and can be accessed at
www.sacheerome.com

CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY

Section 135(9) of the Companies Act, 2013 provides an exemption to the requirement of constituting a Corporate Social Responsibility (CSR)
Committee for Companies where the amount required to be spent on CSR does not exceed Fifty Lakh Rupees. The Company has dissolved CSR
Committee in its Board Meeting held on 20.08.2024 and the functions of the CSR Committee are to be discharged by the Board of Directors.

The Corporate Social Responsibility Policy (CSR Policy) indicating the activities undertaken by the Company, has been enclosed as "Annexure-B".

The Annual Report on CSR activities has been enclosed in prescribed format as "Annexure-C".

HOLDING/SUBSIDIARY COMPANY

The Company is not a subsidiary of any company.

The Company does not have any subsidiaries, joint ventures or associate companies.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Directors state that applicable Secretarial Standards i.e., SS-1 and SS-2 relating to the 'Meetings of the Board of Directors' and 'General Meetings',
respectively, have been duly followed by the Company.

MAINTENANCE OF COST RECORDS

The provisions related to maintenance of cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies
Act, 2013 are not applicable to the Company.

APPLICATION MADE OR ANY PROCEEDINGS PENDING UNDER THE INSOLVENCY AND BANKRUPT CODE, 2016

The Company has neither made any application nor any proceedings pending under the Insolvency and Bankrupt Code, 2016, during the year under
review.

THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE
VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

During the year under review, there are no particulars to be disclosed in respect of the details of difference between amount of the valuation done at
the time of one-time settlement and the valuation done while taking loan from the banks or financial institutions along with the reasons thereof.

INTERNAL COMPLAINTS COMMITTEE AND ITS POLICY AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013

The Board has constituted an Internal Complaints Committee and adopted a policy on Sexual Harassment as per the provisions of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed there under. The Internal Complaints
Committee has not received any complaints on sexual harassment during the year under review.

The following is the summary of Sexual Harassment Complaints received and disposed off during the period:

a. Number of Complaints of Sexual Harassment at the beginning of the Financial year: NIL

b. Number of Complaints of Sexual Harassment received: Nil

b. Number of Complaints disposed off during the year: NIL

c. Number of Complaints pending beyond 90 days: NIL

Number of Employees (As on 31st March 2025): 158

Female: 29
Male: 129
Transgender: 0

MATERNITY BENEFIT

The Company is fully compliant with the provisions of Maternity Benefit Act. There was only One instance of maternity leave which was reported during
the year under review.

The Company has a well-defined Maternity Benefit Policy in place to support eligible employees, and necessary systems are established to extend
benefits.

The Board remains committed to maintaining a safe, inclusive and supportive work environment for all employees, particularly women and ensuring
compliance with all applicable labour laws.

REPORT ON CORPORATE GOVERNANCE

Your Company practices a culture that is built on core values and ethical governance practices. The Company is committed to maintain the highest
standards of Corporate Governance and adhere to the Corporate Governance practices.

After the end of the Financial Year 2024-2025, the Company got listed its specified securities on the EMERGE Platform of NSE therefore by virtue of
Regulation 15 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 the compliance with the corporate governance provisions as
specified in regulations 17 to 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V are not applicable to the

Company. Hence Corporate Governance Report does not form part of this Annual Report.

DEPOSITORY SYSTEM

As the Members are aware, your Company's shares are trade-able compulsorily in electronic form and your Company has established connectivity with
both the National Securities Depository Limited (NSDL) and the Central Depository Services (India) Limited (CDSL). The ISIN allotted to the Company's
Equity Shares is INE1ARD01016.

AUDITORS’ REPORT

The Auditors' Report on Accounts has been duly considered by the Board. The Auditors' Report is self-explanatory.

DETAIL OF FRAUD AS PER AUDITORS REPORT

There is no fraud in the company during the F.Y. ended on 31.03.2025. This is also being supported by the report of the auditors of the Company as no
fraud has been reported in their audit report for the F.Y. ended on 31.03.2025.

AUDITORS:

(A) STATUTORY AUDITORS

M/s T R CHADHA & CO. LLP (FRN:006711N), Chartered Accountants were appointed as Statutory Auditors at the Annual General Meeting of the
Company held on 23.09.2024 for a period of 2 (Two) years in accordance with Section 139 of Companies Act, 2013 to hold office till the conclusion of
the Annual General Meeting of the Company to be held for FY 2025-26.

M/s T R CHADHA & CO. LLP (FRN:006711N), Statutory Auditors have submitted their resignation as statutory Auditors of the Company. On
recommendation of Audit Committee and the Board it has been proposed to appoint
M/s J.C. Bhalla & Co. (FRN: 001111N), Chartered Accountants
as the Statutory Auditors of the Company for a period of one year to fill casual vacancy caused by resignation of
M/s T R CHADHA & CO. LLP in
accordance with the provisions of Sec. 139 of Companies Act, 2013 commencing from the conclusion of this Annual General Meeting to hold the office
till the conclusion of the next AGM to be held for the FY 2025-26. The Auditors have given their written consent for appointment and a certificate that
the appointment, if made, shall be in accordance with the conditions as prescribed under the provisions of the Companies Act, 2013.

(B) SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, it has been proposed to appoint M/s A.K. Nandwani & Associates, Practicing Company Secretaries, as secretarial auditors of the Company for the
term of 5 Years commencing from the Financial Year 2025-26 to 2029-30.

WEB LINK OF ANNUAL RETURN

Pursuant to Section 92(3) of the Act and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return for FY 2024-25 of your
Company will be available on its website at
https://www.sacheerome.com

SHARES

DURING THE FINANCIAL YEAR

There was no change in the Share Capital of the Company during the period under review.

AFTER CLOSURE OF THE FINANCIAL YEAR

Pursuant to the Initial Public Offer of Equity Shares of the Company, the Board of Directors, in their meeting held on 12.06.2025, allotted 60,40,800 Equity
Shares Rs. 10/- each at price of Rs. 102/- per Equity Share (Including a share premium of Rs. 92/- Per Equity Share) to the successful allottees, whose list
have been finalized by the Company, the Registrar to the issue and merchant banker in consultation with National Stock Exchange of India Limited.

By order of Board

FOR SACHEEROME LIMITED

Sd/- Sd/-

NAME: MANOJ ARORA NAME: DHRUV ARORA

CHAIRMAN & MANAGING DIRECTOR WHOLE TIME DIRECTOR

DIN: 01811530 DIN: 03166931

ADD.: E-583, GREATER KAILASH, ADD.: E-583, GREATER KAILASH,

PART-2, NEW DELHI-110048 PART-II, NEW DELHI-110048

DATE: 11/08/2025
PLACE: NEW DELHI


 
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