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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.) 1076.13 Cr. P/BV 7.25 Book Value (Rs.) 66.34
52 Week High/Low (Rs.) 553/201 FV/ML 10/300 P/E(X) 37.84
Bookclosure EPS (Rs.) 12.71 Div Yield (%) 0.00
Year End :2026-03 

Your directors have pleasure in presenting the Annual Report of Sacheerome Limited ("the Company"), together with the Audited Standalone Financial
Statements for the Financial Year ended March 31, 2026. The financial year 2025-26 was a significant year in the Company's growth journey, marked by
the successful completion of its Initial Public Offering ("IPO") and the listing of its Equity Shares on the EMERGE Platform of the National Stock
Exchange of India Limited ("NSE EMERGE") on June 16, 2025. The listing has strengthened the Company's financial position, enhanced its corporate
profile and established a strong foundation for its future growth and expansion.

FINANCIAL SUMMARY (Amount f in Lakhs)

Particulars

For the year ended
31 March 2026

For the Year ended
31 March 2025

Total Income

15,628.56

10,858.45

Profit/Loss before Interest & Depreciation

4,066.15

2,346.27

Less: Finance Cost

11.75

27.52

Profit/Loss before Depreciation

4,054.40

2,318.75

Less: Depreciation & Amortization

245.84

176.18

Profit/Loss after depreciation and Interest

3,808.56

2,142.57

Less: Prior Period Items (Net)

0

00.56

Less: Current Income Tax

1,004.85

555.05

Less: Previous year adjustment of Income Tax

0

(00.79)

Less: Deferred Tax

(40.41)

(10.36)

Net Profit/Loss after Tax

2,844.1 1

1,598.11

Balance carried to Balance Sheet

2,844.1 1

1,598.11

STATE OF COMPANY’S AFFAIRS

During the year under review, the Company continued to carry on its business of manufacturing fragrances and flavours, catering to a wide range of
industries, including food and beverages, personal care, home care, and pharmaceuticals.

The Company remained focused on innovation, quality enhancement, and customer-centric product development, which contributed to sustained

growth in both domestic and international markets. The Company's Research and Development (R&D) team continued to develop customised and value
added solutions aligned with evolving consumer preferences, with a particular emphasis on clean-label formulations, sustainable products, and emerging
market trends.

The Company also strengthened its market presence by maintaining high standards of product quality, fostering long-term customer relationships, and
expanding its product portfolio. With its continued focus on operational excellence, technological advancement, and sustainable business practices, the
Company remains well-positioned to capitalize on future growth opportunities in both existing and new markets.

TRANSFER TO RESERVES

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

DIVIDEND

The Board of Directors has reviewed the financial performance of the Company and its future business requirements. Considering the Company's
ongoing and planned growth initiatives, capital expenditure requirements and working capital needs, the Board considers it prudent to conserve the
available resources and, accordingly, has not recommended any dividend for the financial year under review. The Board shall continue to evaluate the
Company's financial performance, financial position and growth prospects in the ensuing years.

REVIEW OF BUSINESS OPERATIONS

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

The financial performance of the Company for the financial year 2025-26 is as summarized below:

Particulars

FY 2025-26

Revenue from operations

15,238,58

Total Income

15,628.56

EBITDA

4,066.15

EBITDA margin (%)

26.02%

PAT

2,844.11

PAT Margin (%)

18,20%

Total Equity

14,842.40

ROE (%)

27.04%

ROCE

0.36

EPS (Basic fic Diluted)

13.43

REVENUE BIFURCATION
Product wise Revenue Bifurcation:

Sr. no.

Particulars

FY 2025-26

Percentage

1.

Fragrance

14,350.16

94.17%

2.

Flavour

867.86

5.70%

3.

Others (Scrap Sale)

20.56

0.13%

Total

15,238.58

100

Geography wise Revenue Bifurcation

S. No.

Particulars

FY 2025-26

Percentage

1.

Domestic Sales

14,294.98

93.81%

2.

Export Sales

943.60

6.19%

Total

15,238.58

100

CHANGES IN BUSINESS ACTIVITIES DURING THE YEAR

There was no change in the nature of the business of the Company during the financial year under review. The Company continued to carry on its
existing business activities in accordance with its main objects.

DEPOSITS

During the financial year under review, the Company has neither accepted nor renewed any deposits within the meaning of Chapter V of the Companies
Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014. Accordingly, no amount of principal or interest was outstanding as on the
close of the financial year.

MONEY ACCEPTED FROM DIRECTORS

Pursuant to Rule 2(1)(c)(viii) of the Companies (Acceptance of Deposits) Rules, 2014, during the financial year under review, the Company accepted
unsecured loans from its Directors, which are exempt from the definition of "deposit" under the said Rules.

Particulars

(Amount f in Lakhs)

Opening Balance as at 1 April 2025

Nil

Amount received during the financial ye ar

Nil

Amount repaid during the financial ye ar

Nil

Closing Balance as at 31 March 2026

Nil

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, 2026

Particulars

(Amount f in Lakhs)

Loans Given

Nil

Guarantee given

Nil

Investment made

Nil

Loans, Guarantees given or Investments made during the Financial Year 2025-26

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

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 2025-26 ARE AS FOLLOWS:

A. Conservation of Energy

The Company remains committed to the efficient use and conservation of energy in all across its operations. During the financial year under review:

• The Company continued to adopt energy-efficient practices across its manufacturing and operational facilities.

• Energy consumption is regularly monitored, and appropriate measures are undertaken to optimise its usage wherever feasible.

• Energy conservation initiatives, including the use energy-efficient machinery and equipment, preventive maintenance, and process optimisation, have
contributed to improved operational efficiency and reduced energy consumption.

B. Technology Absorption

The Company continues to focus on improving its manufacturing processes and operational efficiencies through continuous technological
advancements.

The particulars relating to technology absorption are as follows:

Particulars

Details

(i) Efforts made towards technology absorption

Continuous improvement in manufacturing processes and adoption of -enabled systems for
enhancing operational efficiency .

(ii) Benefits derived

Improved process efficiency, enhanced product quality, better productivity, and cost optimisation.

(iii) Technology imported during the yea r

Nil

(iv) Year of import

Not Applicable

(v) Whether the technology has been fully absorbed

Not Applicable

(vi) Expenditure incurred on Research and Development

Nil

C) Particulars Foreign relating Exchange to Earnings technology and absorption: Outgo

2025-26

2024-25

Foreign Exchange Earnings

936.08

757.10

Foreign Exchange Outgo

680.16

277.32

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

The Company's internal control systems encompass well-defined policies and standard operating procedures relating to procurement, manufacturing,
inventory management, quality control, sales, finance, and statutory compliances. These controls are periodically reviewed and strengthened to align
with changing business requirements and regulatory developments.

Considering the nature of the Company's business in the manufacturing of fragrances and flavours, the Company has implemented appropriate controls
over procurement of raw materials, production processes, quality assurance, inventory management, and customer order fulfilment to ensure

operational efficiency and product quality.

The effectiveness of the internal financial controls is periodically evaluated through management reviews and internal audit processes. During the
financial year under review, the internal financial controls with reference to the financial statements were assessed and tested and were found to be
adequate and operating effectively. No material weakness or significant deficiency in the design or operation of such controls was observed during the
year.

Based on the assessment carried out by the Management, the Board is of the opinion that the Company's internal financial controls with reference to the
financial statements are adequate and were operating effectively throughout the financial year under review.

STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT

The Company has established an appropriate risk management framework to identify, assess, monitor, and mitigate risks that may impact its business
operations, financial performance, and long-term growth. Risk management is an integral part of the Company's business strategy and decision-making
process.

Considering the nature of the Company's business in the manufacturing of fragrances and flavours, the key risks identified include fluctuations in the
prices and availability of raw materials, supply chain disruptions, changes in customer preferences, quality and product safety risks, foreign exchange
fluctuations, regulatory and environmental compliance risks, operational and manufacturing risks, information technology and cybersecurity risks, and
increasing market competition.

The Company has implemented appropriate policies, internal controls, quality management systems, and standard operating procedures to mitigate
these risks. Continuous monitoring of procurement, manufacturing processes, inventory, product quality, regulatory compliance, and customer
requirements enables the Company to respond effectively to changing business conditions and maintain operational resilience.

The risk management framework is periodically reviewed by the Management to ensure its continued effectiveness and alignment with the Company's
business objectives and the evolving regulatory and economic environment. The Company's internal financial controls and internal audit processes
complement its risk management framework by facilitating the timely identification and mitigation of potential risks.

As the constitution of a Risk Management Committee is not mandatory for the Company under the applicable provisions of the Companies Act, 2013
and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors oversees the Company's risk management
framework and periodically reviews the key business risks and the adequacy of mitigation measures adopted by the Management.

DIRECTORS AND KMP

Directors and Key Managerial Personnel

During the financial year under review and up to the date of this Report, there was no change in the composition of the Board of Directors and/or the
Key Managerial Personnel of the Company.

The composition of the Board of Directors and Key Managerial Personnel as on the date of this Report is as follows:

S. No.

Name of Director

Designation

1*

Mr. Manoj Arora

Chairman and Managing Director

2.

Ms. ALka Arora

Non-Executive Director

3.

Mr. Dbruv Arora

Whole-time Director

4.

Ms. Indu Agrawal

Executive Director

5.

Ms. Aarti Kashyap

Chief Financial Officer

6.

Ms. Harpreet Kaur

Company Secretary & Compliance Officer

7.

Mr. Sunil Suri

Independent Director

8.

Rear Admiral Sanjay Roye (Retd.)

Independent Director

The Board comprises an optimum combination of Executive, Non-Executive and Independent Directors, providing an appropriate balance of skills,
experience, expertise and diversity required for effective governance. The composition of the Board is in compliance with the applicable provisions of the
Companies Act, 2013 and, where applicable, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Director Liable to Retire by Rotation

In accordance with the provisions of Section 152(6) of the Companies Act, 2013, read with the rules made thereunder and the Articles of Association of
the Company,
Mrs. Indu Agrawal (DIN: 05154418), Director, retires by rotation at the ensuing Annual General Meeting ("AGM") and, being eligible, has
offered herself for re-appointment.

The Board of Directors, based on the recommendation of the Nomination and Remuneration Committee, has recommended her re-appointment to the
Members at the ensuing AGM. The Board is of the opinion that
Mrs. Indu Agrawal (DIN: 05154418) possesses the requisite qualifications, experience
and expertise and that her continued association would be of significant value to the Company.

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

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under
the provisions of Section 149(6) of the Companies Act, 2013, and have complied with the provisions of Rule 6 of the Companies (Appointment and
Qualification of Directors) Rules, 2014, relating to registration with the Independent Directors' Databank, wherever applicable.

In the opinion of the Board, the Independent Directors possess the requisite integrity, expertise, experience and proficiency required to discharge their
duties effectively. The Board is satisfied that the Independent Directors fulfil the conditions of independence as specified under the Companies Act,
2013 and the rules made thereunder and are independent of the management.

The Board has also taken on record the declarations received from the Independent Directors regarding compliance with the Code for Independent
Directors as prescribed under Schedule IV to the Companies Act, 2013.

VIGIL MECHANISM

Pursuant to the provisions of Section 177(9) and (10) of the Companies Act, 2013, the Company has established a Vigil Mechanism to provide a formal
avenue for Directors and employees to report genuine concerns regarding unethical behaviour, actual or suspected fraud, violation of the Company's
Code of Conduct, or any other improper practices.

The Vigil Mechanism provides adequate safeguards against victimisation of persons who use the mechanism and ensures that all genuine concerns are
addressed in a fair, transparent, and confidential manner. The mechanism also provides for direct access to the Chairperson of the Audit Committee in
appropriate or exceptional cases.

The Whistle Blower Policy is available on the website of the Company atwww.sacheerome.com.

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

The disclosures 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 are set out below:

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

Name of Director

Remuneration for FY 202526
(Rs. in Lakhs)

Median Remuneration of Employees
(excluding Directors and KMP) (Rs. in Lakhs)

Ratio

Mr. Manoj Arora

120

3.25

36.89

Ms. Alka Arora

Nil

Nil

Not Applicable

Mr. Dhruv Arora

40

3.25

12.30

Ms. Indu Agrawal

25.75

3.25

7.92

ii. Percentage increase in remuneration of each Director, Chief Financial Officer and Company Secretary in the financial year:

Sr.

No.

Name

Designation

Remuneration
FY 2025-26 (Rs. in Lakhs)

Remuneration
FY 2024-25 (Rs. in Lakhs)

Increase (%)

1

Mr. Manoj Arora

Chairman & Managing Director

120

90.00

33.33%

2

Mr. Dhruv Arora

Whole-time Director

40

30.00

33.33%

3

Ms. Alka Arora

Non-Executive Director

Nil

60.00

Not Applicable*

4

Ms. Indu Agrawal

Executive Director

25.75

22.41

14.90%

5

Ms. Aarti Kashyap

Chief Financial Officer

9.31

8.08

15.22%

6

Ms. Harpreet Kaur

Company Secretary

3.20

2.75

16.36%

iii. Percentage increase in the median remuneration of employees

Particulars

FY 2025-26

FY 2024-25

Increase (% )

Median remuneration of employees (excluding Directors and K MP)

3.25

3.07

6%

iv. Number of permanent employees

The Company had 173 permanent employees on its rolls as at 31 March 2026.

v. Average increase in remuneration of employees and comparison with managerial remuneration

The average percentile increase in the salaries of employees (excluding Directors and Key Managerial Personnel) during the financial year was 10%,
whereas the average percentile increase in the remuneration of the Directors and Key Managerial Personnel was 23%. The increase in remuneration was
based on the Company's remuneration policy, individual performance, responsibilities, industry benchmarks and the overall performance of the
Company.

vi. Affirmation

The remuneration paid to the Directors and Key Managerial Personnel is in accordance with the Remuneration Policy of the Company and duly approve
by Nomination Remuneration Policy.

Disclosure under Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

The disclosure required pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(2) and Rule 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is provided in
Annexure - E, forming part of this Board's Report.

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

During the financial year under review and up to the date of this Report, no significant or material orders have been passed by any regulator, court,
tribunal, or statutory authority which could impact the going concern status of the Company or materially affect its future operations.

BOARD MEETINGS

During the financial year 2025-26, seven (7) meetings of the Board of Directors were convened and held in accordance with the provisions of the
Companies Act, 2013, the rules made thereunder, and the applicable Secretarial Standards issued by the Institute of Company Secretaries of India
("ICSr).

The dates on which the Board Meetings were held are as follows:

• 10 May 2025

• 26 May 2025

• 2 June 2025

• 12 June 2025

• 11 August 2025

• 12 November 2025

• 10 February 2026

The intervening gap between any two consecutive meetings did not exceed one hundred and twenty days, as prescribed under Section 173 of the
Companies Act, 2013 read with Secretarial Standard-1 (SS-1) on Meetings of the Board of Directors.

The attendance of the Directors at the aforesaid Board Meetings is provided below:

S. No.

Name of Director

Category

Number of
Meetings Held

Number of
Meetings Attended

1.

Mr. Manoj Arora

Chairman & Managing Director

07

07

2.

Ms. Alka Arora

Non-Executive Director

07

07

3.

Mr. Dhruv Arora

Whole-time Director

07

07

4.

Ms. Indu Agrawa l

Executive Director

07

07

5.

Rear Admiral Sanjay Roye (Retd .)

Independent Director

07

07

6.

Mr. Sunil Suri

Independent Director

07

07

The Board of Directors actively deliberated on matters relating to the Company's business operations, strategic initiatives, financial performance,
corporate governance, statutory compliances, risk management, and other matters requiring its consideration and approval. The Board places on record
its appreciation for the valuable guidance, expertise, and constructive participation of all the Directors, which significantly contributed to the effective
governance and overall progress of the Company throughout the financial year.

DISCLOSURES OF COMMITTEES OF THE BOARD

The Board of Directors has constituted various Committees in accordance with the provisions of the Companies Act, 2013, to assist the Board in
effectively discharging its responsibilities. These Committees function within their respective terms of reference approved by the Board and play a
significant role in strengthening the Company's governance framework.

Audit Committee

The Audit Committee of the Board is constituted in accordance with the provisions of Section 177 of the Companies Act, 2013.

During the financial year 2025-26, five (5) meetings of the Audit Committee were convened and held in compliance with the applicable provisions of the
Companies Act, 2013 on the following dates:

• 10 May 2025

• 26 May 2025

• 11 August 2025

• 12 November 2025

• 10 February 2026

The attendance of the members at the Audit Committee Meetings was as under:

|S. No.

Name of Director

Designation

Meetings Held

Meetings Attended

1.

Mr. Sunil Suri

Chairman

5

5

2.

Rear Admiral Sanjay Roye (Retd.)

Member

5

5

3.

Mr. Manoj Arora

Member

5

5

All the recommendations made by the Audit Committee during the financial year were accepted by the Board of Directors.

Nomination and Remuneration Committee

The Nomination and Remuneration Committee has been constituted in accordance with the provisions of Section 178 of the Companies Act, 2013.

During the financial year 2025-26, four (4) meetings of the Nomination and Remuneration Committee were convened and held in compliance with the
applicable provisions of the Companies Act, 2013 on the following dates:

• 26 May 2025

• 11 August 2025

• 12 November 2025

• 21 March 2026

The attendance of the members at the meetings was as under:

S. No.

Name of Director

Designation

Meetings Held

Meetings Attended

1.

Rear Admiral Sanjay Roye (Retd.)

Chairman

04

04

2.

Mr. Sunil Suri

Member

04

04

3.

Ms. Alka Arora

Member

04

04

The Committee, inter alia, recommends to the Board matters relating to the appointment, re-appointment, remuneration and performance evaluation of
Directors and Key Managerial Personnel in accordance with the Nomination and Remuneration Policy of the Company.

Stakeholders' Relationship Committee

The Stakeholders' Relationship Committee has been constituted pursuant to the provisions of Section 178 of the Companies Act, 2013 to consider and
resolve the grievances of security holders of the Company and oversee matters relating to investor services.

During the financial year 2025-26, one (1) meeting of the Stakeholders' Relationship Committee was convened and held in compliance with the
applicable provisions of the Companies Act, 2013 on the following date:
i. 26 March 2026

The attendance of the members at the meeting was as under:

S. No.

Name of Director

Designation

Meetings Held

Meetings Attended

1.

Ms. Alka Arora

Chairperson

01

01

2.

Mr. Manoj Arora

Member

01

01

3.

Mr. Dhruv Arora

Member

01

01

All the members of the Committee were present at the meeting. During the financial year under review, the Committee reviewed matters relating to
investor services, including the redressal of shareholder grievances, transfer/transmission of securities, and other matters within its terms of reference.
The Company confirms that there were no unresolved investor complaints pending as on 31 March 2026.

COMPANY'S POLICY RELATING TO DIRECTORS1 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 the rules made thereunder, the Board of Directors has adopted a Nomination
and Remuneration Policy for the appointment and remuneration of Directors, Key Managerial Personnel and Senior Management Personnel.

The Policy lays down the guiding principles relating to the appointment, qualifications, positive attributes, independence, remuneration, evaluation of
Directors, Key Managerial Personnel and Senior Management Personnel. The Policy seeks to ensure that the level and composition of remuneration is
reasonable and sufficient to attract, retain and motivate persons of the quality required to successfully manage the affairs of the Company.

During the financial year 2025-26, the Nomination and Remuneration Committee reviewed the Nomination and Remuneration Policy to ensure that it
continues to remain aligned with the applicable provisions of the Companies Act, 2013, the Company's business objectives, governance practices and
evolving regulatory requirements. Based on its review, the Committee recommended to the Board that the existing Policy continues to be adequate and
appropriate, and no material changes were considered necessary during the year.

The Nomination and Remuneration Policy is available on the website of the Company atwww.sacheerome.com.

The broad criteria adopted by the Company for the selection and appointment of Directors are as follows:

• The proposed appointee should possess an appropriate combination of qualifications, knowledge, skills, expertise and experience relevant to the
Company's business and industry.

• The proposed appointee should have a proven record of integrity, ethical conduct, sound judgment and professional standing.

• The Board considers diversity of experience, industry knowledge, financial literacy, governance expertise and other competencies while evaluating
the suitability of a candidate for appointment.

• An Independent Director shall satisfy the criteria of independence prescribed under Section 149(6) of the Companies Act, 2013 and possess the
requisite integrity, expertise and experience to effectively discharge his/her duties.

• The proposed appointee should be able to devote sufficient time, attention and commitment to effectively perform the duties and responsibilities of
the office and contribute constructively to the deliberations of the Board and its Committees.

The Board is of the opinion that the Policy is aligned with the principles of good corporate governance and provides an effective framework for the
appointment, remuneration and evaluation of Directors, Key Managerial Personnel and Senior Management Personnel.

BOARD EVALUATION

Pursuant to the applicable provisions of the Companies Act, 2013, the Board of Directors carried out an annual evaluation of its own performance, the
performance of its Committees and that of the individual Directors for the financial year 2025-26.

The evaluation was conducted based on a structured framework approved by the Board, taking into consideration various parameters, including the
composition of the Board, effectiveness of its functioning, quality of deliberations, strategic guidance, decision-making process, corporate governance
practices, risk management framework, financial oversight, regulatory compliance, effectiveness of the Committees, and the contribution and
participation of individual Directors in the meetings of the Board and its Committees.

Considering the nature of the Company's business in the manufacturing of fragrances and flavours, the Board also evaluated its effectiveness in
overseeing key business areas, including product quality and safety, research and development initiatives, innovation, manufacturing operations, supply
chain management, customer satisfaction, sustainability initiatives, environmental and statutory compliances, and long-term business strategy.

The performance of the Independent Directors was evaluated based on their integrity, independence, professional competence, industry knowledge,
constructive participation in Board deliberations, strategic guidance, objective judgment and contribution towards strengthening the governance
framework of the Company. The Independent Directors also reviewed the performance of the Chairman, the Non-Independent Directors and the Board
as a whole, in accordance with the applicable provisions of the Companies Act, 2013.

The Board considered the observations and feedback arising out of the evaluation process and expressed its satisfaction with the overall effectiveness of
the Board, its Committees and the individual Directors. The Board places on record its appreciation for the significant role played by the Independent

Directors in providing objective and independent guidance, promoting the highest standards of corporate governance, strengthening the Company's
internal control and compliance framework, upholding ethical business practices, and contributing to transparent and informed decision-making. Their
experience, expertise and independent judgment continue to add substantial value to the deliberations of the Board and support the Company's
sustainable growth and long-term value creation for all stakeholders.

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 2025-26 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 2025-26.

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

None of the transactions with related parties fall under the scope of Section 188(1) of the Act. Accordingly, the disclosure of related party transactions as
required under Section 134(3)(h) of the Act in Form AOC-2 is not applicable to the Company for FY 2026 and hence, does not form part of this Report.

The Company has a policy on Related Party Transactions to ensure that all such transactions are undertaken in compliance with the applicable statutory

provisions and in the best interests of the Company.

www.sacheerome.com

CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY

Pursuant to the provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, the
Company has adopted a Corporate Social Responsibility ("CSR") Policy, which sets out the guiding principles for undertaking CSR initiatives in
accordance with the activities specified in Schedule VII to the Companies Act, 2013.

As the amount required to be spent by the Company towards Corporate Social Responsibility during the financial year 2025-26 did not exceed Rs. 50
Lakh
, the Company was not required to constitute a Corporate Social Responsibility Committee in terms of Section 135(9) of the Companies Act, 2013.
Accordingly, the functions of the CSR Committee were discharged by the Board of Directors.

The Corporate Social Responsibility Policy is available on the website of the Company atwww.sacheerome.comand is annexed to this Report as
Annexure - B.

The Annual Report on Corporate Social Responsibility activities for the financial year 2025-26, prepared in the prescribed format pursuant to the
Companies (Corporate Social Responsibility Policy) Rules, 2014, is annexed to this Report as
Annexure - C and forms an integral part of this Report.

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 the 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

During the financial year under review, no application was made by or against the Company under the provisions of the Insolvency and Bankruptcy
Code, 2016. Further, no proceedings under the Insolvency and Bankruptcy Code, 2016 were pending against the Company as at 31 March 2026 or up to
the date of this Report.

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 financial year under review, the Company did not enter into any one-time settlement with any bank or financial institution. Accordingly, there
are no particulars to be disclosed with respect to the difference between the amount of valuation carried out at the time of one-time settlement and the
valuation carried out while availing loans from banks or financial institutions, together with the reasons therefor.

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

The Company is committed to providing a safe, secure and inclusive work environment that promotes equality, dignity and respect for all employees. In
compliance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act") read
with the rules made thereunder, the Company has constituted an Internal Complaints Committee ("ICC") and adopted a Policy on Prevention of Sexual
Harassment at Workplace for the prevention, prohibition and redressal of complaints relating to sexual harassment.

The Internal Complaints Committee is empowered to receive, investigate and redress complaints of sexual harassment in a fair, impartial and time-

bound manner. The Company also undertakes periodic awareness initiatives to promote a respectful and harassment-free workplace.
During the financial year 2025-26, the status of complaints received under the POSH Act is as follows:

Particulars

Number

Complaints pending at the beginning of the financial year

Nil

Complaints received during the financial year

Nil

Complaints disposed of during the financial year

Nil

Complaints pending as on 31 March 2026

Nil

Complaints pending for more than 90 days

Nil

The employee strength of the Company as on 31 March 2026 was as follows:

Category

Number of Employees

Male

147

Female

26

T ransgende r

Nil

Total

173

The Board affirms that during the financial year under review, the Company was in compliance with the applicable provisions of the POSH Act and
continues to maintain a work environment free from discrimination and harassment.

MATERNITY BENEFIT

The Company is fully compliant with the provisions of the Maternity Benefit Act, 1961 and the rules made thereunder. During the financial year under
review,
no employee availed maternity benefits under the provisions of the Act.

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

The Company is committed to maintaining the highest standards of corporate governance and believes that sound governance practices are
fundamental to enhancing stakeholder value, ensuring transparency, accountability and ethical business conduct. The Company's governance framework
is guided by integrity, fairness, compliance and responsible business practices, which are embedded across its operations and decision-making
processes.

The Board of Directors continually endeavours to strengthen the governance framework of the Company by adopting appropriate policies, internal
controls and compliance mechanisms in line with the applicable provisions of the Companies Act, 2013 and other statutory requirements.

The equity shares of the Company are listed on the SME Platform. Accordingly, pursuant to Regulation 15(2)(b) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the compliance requirements relating to corporate governance specified under
Regulations 17 to 27,
Regulations 46(2)(b) to 46(2)(i)
and Paragraphs C, D and E of Schedule V of the said Regulations are not applicable to the Company.

Accordingly, the Corporate Governance Report and the Certificate regarding compliance with the conditions of Corporate Governance do not form part
of this Annual Report.

DEPOSITORY SYSTEM

The equity shares of the Company are compulsorily traded in dematerialised form. To facilitate seamless trading and transfer of securities, the Company
has established connectivity with both the
National Securities Depository Limited (NSDL) and the Central Depository Services (India) Limited (CDSL).

The International Securities Identification Number (ISIN) allotted to the equity shares of the Company is INE1ARD01016.

The Company continues to take necessary steps to facilitate efficient dematerialisation and rematerialisation of securities and ensures compliance with
the applicable provisions of the Companies Act, 2013, the Depositories Act, 1996 and other applicable laws.

AUDITORS1 REPORT

The Statutory Auditors' Report on the Financial Statements of the Company for the financial year ended 31 March 2026 has been duly considered by the
Board of Directors.

The Statutory Auditors have not made any qualification, reservation, adverse remark or disclaimer in their Report. The Auditors' Report is self-

explanatory and, therefore, does not call for any further explanation or comments by the Board under Section 134(3)(f) of the Companies Act, 2013.
DETAIL OF FRAUD AS REPORTED BY THE STATUTORY AUDITORS REPORT

During the financial year ended 31 March 2026, no fraud by the Company or on the Company was noticed or reported.

Further, pursuant to the provisions of Section 143(12) of the Companies Act, 2013, the Statutory Auditors have confirmed that no fraud requiring
reporting under the said section was identified during the course of their audit of the financial statements for the financial year under review.

Accordingly, no fraud requiring reporting under Section 143(12) of the Companies Act, 2013 has been reported by the Statutory Auditors during the
financial year 2025-26.

AUDITORS:

(A) STATUTORY AUDITORS

On recommendation of Audit Committee and the Board it has been proposed to re-appoint M/s J.C. Bhalla & Co. (FRN: 001111N), Chartered
Accountants as the Statutory Auditors of the Company for a period of Five (05) years 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 AGM to be held for the FY 2030-31.
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 rules made thereunder, M/s. AK Nandwani & Associates, Company
Secretaries
, were appointed as the Secretarial Auditors of the Company for the financial year ended 31 March 2026.

The Secretarial Audit Report submitted by M/s. AK Nandwani & Associates, Company Secretaries, forms part of this Annual Report as Annexure-D.

The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer. Accordingly, no explanation or comments by
the Board are required in respect of the observations made by the Secretarial Auditors.

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 of the Company
for FY 2025-26 of your Company 2025-26 will be available on its the Company's website at https://www.sacheerome.com

SHARES

Initial Public Offer (IPO)

Pursuant to the successful Initial Public Offer (IPO) of the Company's Equity Shares, the Board of Directors, at its meeting held on 12 June 2025,
approved the allotment of 60,40,800 Equity Shares of face value Rs. 10/- each at an issue price of Rs. 102/- per Equity Share (including a securities
premium of Rs. 92/- per Equity Share) to the successful applicants.

The allotment was made in accordance with the basis of allotment finalised by the Company, the Registrar to the Issue and the Book Running Lead
Manager, in consultation with the National Stock Exchange of India Limited (NSE) and in compliance with the applicable provisions of the Companies
Act, 2013, the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, and other applicable laws.

Consequent to the aforesaid allotment, the paid-up equity share capital of the Company stood increased accordingly, and the Equity Shares of the
Company were listed and admitted to trading on the NSE EMERGE Platform.

FOR SACHEEROME LIMITED

SD/- SD/-

CHAIRMAN & MANAGING DIRECTOR WHOLE TIME DIRECTOR

DIN:01811530 DIN:03166931

NAME: MANOJ ARORA NAME: DHRUV ARORA

ADDRESS: E-583, GREATER KAILASH ADDRESS: E-583, GREATER KAILASH

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

DATE: 11.08.2026
PLACE: NEW DELHI


 
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