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Sangam (India) Ltd. Directors Report
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You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 2195.02 Cr. P/BV 3.15 Book Value (Rs.) 138.74
52 Week High/Low (Rs.) 630/227 FV/ML 10/1 P/E(X) 16.82
Bookclosure 22/09/2023 EPS (Rs.) 25.98 Div Yield (%) 0.46
Year End :2023-03 

Board's Report

To the Members

The Board of Directors present the 37th Annual Report of the Company together with the Audited Standalone and Consolidated
Financial Statements for the Financial Year ended 31st March, 2023.

FINANCIAL RESULTS

The highlights of the Company’s financial performance, for the year ended is summarised below:

Particulars

Standalone

Consolidated

Current Year
2022-23

Previous Year
2021-22

Current Year
2022-23

Previous Year
2021-22

Revenue from Operations

2,715.30

2,437.76

2,712.30

2,437.76

Profit before Tax & Depreciation after Exceptional items

239.66

254.71

239.05

254.43

Depreciation

78.17

70.34

79.39

70.34

Profit before Tax

161.49

184.37

159.66

184.09

Tax Expense

Current Tax

39.20

53.04

39.20

53.04

Deferred Tax

(5.63)

(13.89)

(3.46)

(13.89)

Tax Expense for Earlier Years

(6.62)

4.29

(6.62)

4.29

Profit for the year

134.54

140.22

130.54

139.94

OPERATIONAL RESULTS AND STATE OF AFFAIRS
Standalone

The Company’s Revenue from Operations during 2022-23 is
' 2,715.30 Crore as against ' 2,437.76 Crore during previous year.

The Profit before depreciation and tax (PBDT) is ' 239.66
Crore during 2021-2022 as against
' 254.71 Crore in
previous year. The Net Profit after tax of the Company is
' 134.54 Crore in the current year as against ' 140.22 Crore
in previous year.

Consolidated

The Company Revenue from Operations during 2022-23 is
' 2,712.30 Crore as against ' 2,437.76 Crore during previous
year. The Net Profit after tax of the Company is
' 130.54 Crore
in the current year as against
' 139.94 Crore in previous year.

During the year, the Company’s had export revenue of
' 757 Crore as against ' 921 Crore in previous year. The exports
constituted about 28% of the total revenue of the Company.

EXPANSION PROGRAM
SPINNING DIVISION

The Company’s has expanded the projects phase II for
installation of 32,832 spindles for manufacturing of Cotton
yarn at Spinning Unit-II, Village Sareri Bhilwara (Raj.) having
total outlay of
' 138 Crore. The production capacity of
expansion projects phase II is 10,500 metric tons per annum.

DENIM DIVISION

The Company has expanded the project for installation of
81 looms for manufacture of denim fabrics at Denim Unit,
Village Biliya Kalan, Bhilwara (Raj.) having total outlay of
' 180 Crore.

WEAVING DIVISION

Sangam Ventures Limited (a Wholly Owned Subsidiary
Company) has expanded the projects for installation of 106
Circular Knitting Machines for manufacturing of Seamless
Garments at Village Atun, Chittorgarh Road, Bhilwara,
Rajasthan having total outlay of
' 157 Crore. The partial
commercial production and sales is started in the month of
April, 2022.

The Company has expanded and modernise program of
its weaving and processing units situated at Village Atun,
Chittorgarh Road, Bhilwara (Raj.) having total outlay of
' 108 Crore. Due to this capacity of fabric production shall
be increased by 15.00 Lakhs Meters / Month will lead to total
capacity of 40.00 Lakhs Meters / Month.

TRANSFER TO RESERVE

The Board of Directors of the Company has not proposed
to transfer any amount to General Reserve of the Company
during the period under review.

DIVIDEND

The Board of Directors is pleased to recommend a dividend
of
' 2/- per Equity Share of the face value of ' 10/- each
(@20%) for the 2022-23, subject to the approval of the
shareholders at the ensuing Annual General Meeting.

SHARE CAPITAL

The paid-up share capital of your company increased by
' 4,342.15 to ' 4,504.65 Lakhs during the year under review.
The Board of Directors of the Company allotted 11,25,000
equity shares as sweat equity on 01st August, 2022 to the
persons belonging to the promoter and promoter group. The
issue of sweat equity shares was approved by shareholders
of the Company in Extra-Ordinary General meeting held on
16th July, 2022.

During the period under review, 5,00,000 Warrants has been
converted into equal number of Equity Shares of
' 10/- each
at a premium of
' 170/- per share on 28th September, 2022
to non-promoter.

The sweat equity shares and Equity shares issued by
conversion of warrants have been listed with NSE & BSE
during the year under review.

EMPLOYEES BENEFITS SCHEME(S)

During the year under review, the shareholders of the Company
has approved the Sangam (India) Limited Employees Stock
Option Scheme- 2022 (ESOP Scheme, 2022) in the Extra¬
Ordinary General Meeting held on 16th July, 2022. The pool
of the ESOP Scheme is 10,00,000 Options which shall be
convertible into equal number of shares.

During the year, the Company has granted 4,27,500 (Four
Lakhs Twenty Seven Thousand Five Hundred) Stock Options
under Sangam (India) Limited Employees Stock Option
Scheme- 2022. to the eligible employees of the Company,
its Group Company including its Subsidiary Company. The
Sangam (India) Limited Employees Stock Option Scheme-
2022 is in compliance with SEBI (Share Based Employee
Benefits and Sweat Equity) Regulations, 2021.

The ESOP Scheme of the Company has been implemented
in accordance with SEBI (Share Based Employee Benefits&
Sweat Equity) Regulations, 2021 and the resolutions passed
by the shareholders approving the said plan. A certificate
from the Secretarial Auditor of the Company in this regard
would be available at the Annual General Meeting for the
inspection by the Members.

The weblink of the Disclosure with respect to 'Sangam
(India) Limited Employees Stock Option Scheme 2022’ of the
Company in pursuant to Regulation 14 of the Securities and
Exchange Board of India (Share Based Employee Benefits

and Sweat Equity) Regulations, 2021 as per Part-F of
Schedule-I of the said regulations is https://sangamgroup.
com/financials/Handbook/esopdisclosure.pdf.

The Board of Directors proposed to increase the Pool of the
Scheme to 22,50,000 (Twenty Two Lakhs Fifty Thousand)
Options which shall be convertible into equal number
of shares and other amendments for approval of the
Shareholders in this Annual General Meeting.

WHOLLY OWNED SUBSIDIARY COMPANY

The Company has one Wholly Owned Subsidiary viz.,
Sangam Ventures Limited ("SVL"). The Subsidiary company
is undergoing to setup a world class plant for seamless
garments in various blends such as polyamide, spandex,
polypropylene and natural fibres and to enhance the
product range of the company.

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

2013 ("Act"), the company has prepared a Consolidated
Financial Statements of the company and its subsidiary,
which is forming part of the Annual Report. In accordance
with Section 136 of the Companies Act, 2013, the Audited
Financial Statements including Consolidated Financial
statements, auditors’ report and every other document
and related information of the company, wherever
applicable, are available on the company’s website www.
sangamgroup.com.

The Statement containing salient features of the financial
statement of Subsidiaries/Associate Companies/Joint
Ventures (Pursuant to first proviso to sub-section (3) of
section 129 read with rule 5 of Companies (Accounts) Rules,

2014 is annexed as Annexure I.

The Company has adopted the policy for determining
material subsidiaries in term of Regulation 16(1)(c) of SEBI
(LODR) Regulations, 2015 as amended from time to time
and the policy may be accessed on the company’s website
at weblink https://sangamgroup.com/financials/Policies/
Material%20Subsidiaries%20Policy.pdf.

CONSOLIDATED FINANCIAL STATEMENTS

The Audited Consolidated Financial Statements for the
Financial Year ended 31st March, 2023, based on the financial
statements received from Wholly Owned Subsidiary
Company as approved by its Board of Directors, have been
prepared in accordance with the applicable accounting
standards as prescribed under the Companies (Accounts)
Rules, 2014 and the Companies Act, 2013 ("the Act") and
forms an integral part of this Annual Report.

UNCLAIMED DIVIDEND AND SHARES

In accordance with the provisions of Sections 124, 125 and

other applicable provisions, if any, of the Companies Act, 2013
read with the IEPF Authority (Accounting, Audit, Transfer and
Refund) Rules, 2016 (hereinafter referred to as "IEPF Rules")
(including any statutory modification(s) or re-enactment(s)
thereof for the time being in force), mandates the companies
to transfer the amount of dividend, which remained unclaimed,
for a period of seven years, from the unpaid dividend account
to the Investor Education and Protection Fund (IEPF). Further,
the Rules also mandate that all the shares in respect of which
dividend has not been paid or claimed for seven consecutive
years or more shall be transferred by the Company in the
name of IEPF.

During the years under review, the Company has transferred
the unclaimed dividend of
' 4,10,188 and 5,095 Equity
Shares to IEPF. The shareholders may note that both the
unclaimed dividend and corresponding shares, which has
been transferred to IEPF, including all benefits arising on
such shares, can be claimed from IEPF as per the procedure
provided under the applicable provisions of the Companies
Act, 2013.

The details of the unclaimed dividends and shares so
transferred have been uploaded in the Company’s website
https://sangamgroup.com/investors-handbook/

PUBLIC DEPOSITS

During the year under review, the Company has neither
invited nor accepted any fixed deposits within the meaning
of Section 73 to 76 of the Companies Act, 2013 and rules
made thereunder.

PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE,
GUARANTEES GIVEN AND SECURITIES PROVIDED

Particulars of loans given, investments made, guarantees
given and securities covered under section 186 of the
Companies Act, 2013 form part of the notes to the Standalone
Financial Statements of the Company.

PARTICULARS OF CONTRACTS AND ARRANGEMENTS
WITH RELATED PARTIES

All related party transactions that were entered into during
the financial year were on arm’s length basis, in the ordinary
course of business and were in compliance with the applicable
provisions of the Act and the SEBI (LODR) Regulations. There
are no material significant related party transactions made
by the Company with Promoters, Directors, Key Managerial
Personnel or other designated persons and their relatives
which may have a potential conflict with the interest of
the Company at large. Particulars of contracts or
arrangements with related parties referred to Section 188(1)
of the Act, in the prescribed form AOC-2 is annexed to the

Board’s Report as Annexure II.

All related party transactions entered into during the financial
year were placed before the Audit Committee and the Board
of Directors for their review and approval. Prior omnibus
approval of the Audit Committee is obtained on an annual
basis for the transactions which are repetitive in nature and
omnibus approvals are taken as per the policy laid down
for unforeseen transactions. Related party transactions
entered into pursuant to the omnibus approval so granted
are placed before the Audit Committee for its review on a
quarterly basis, specifying the nature, value and terms and
conditions of the transactions. There were no material
subsidiary companies as define in Regulation 16(1)(c) of
the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.

The Related party transactions entered during the financial
year under review are disclosed in Notes no. 53 to the
financial statements of the Company for the financial year
ended 31st March, 2023.

The policy on Related Party Transactions as approved by
the Board is available on the website of the Company’s
at weblink: https://sangamgroup.com/financials/Policies/
RPT%20Policy.pdf

DIRECTOR AND KEY MANAGERIAL PERSONNEL

The Board of Directors consists of 9 (Nine) members, of
which 5 (Five) are Independent Directors. The Board also
has one woman Independent Director.

In terms of the provisions of the Companies Act, 2013,
Shri. V. K. Sodani, Executive Director of the Company is liable
to retire by rotation and being eligible offers himself for
re-appointment at the ensuing Annual General Meeting. The
Nomination and Remuneration Committee and the Board
recommend his reappointment for the consideration of the
Members of the Company at the ensuing Annual General
Meeting.

Shri Sudhir Maheshwari has been appointed as Director
in category of Non- Executive Independent Director of
the Company w.e.f. 01st August, 2022 to hold office for a
term of 3 years. Dr. S.N. Modani, Managing Director and
Shri V. K. Sodani, Executive Director of the Company has
been re-appointed for a period of five years effective from
01st October, 2022 at the 36th Annual General Meeting.

The Key Managerial Personnel ("KMP") of your Company are
Shri R.P Soni, Chairman, Dr. S.N. Modani, Managing Director
& CEO, Shri V.K. Sodani, Executive Director, Shri Anurag Soni,
Director & CFO and Shri A.K. Jain, Company Secretary.

All Independent Directors have given declarations that they
meet the criteria of independence as laid down under Section

149(6) of the Companies Act, 2013 and Regulation 16 (1)(b)
of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and confirmation that they have complied
with the Code of Independent Directors prescribed in the
Schedule IV of the Companies Act, 2013. The terms and
conditions for the appointment of the Independent Directors
are disclosed on the website of the Company.

NOMINATION AND REMUNERATION POLICY OF THE
COMPANY RELATING TO DIRECTORS' APPOINTMENT,
PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR
DUTIES

The Nomination and Remuneration Policy has been in place
for the appointment of Directors and Senior Management
and fixation of their remuneration. The Nomination
and Remuneration Committee and Board reviewed the
performance of Board, its committee and all Individual
Directors of the Company and expressed its satisfaction
over the performance of them. The Independent Directors
in their separate meeting have reviewed the performance
of non-independent directors, Chairperson and Board as a
whole along with review of quality, quantity and timeliness
of flow of information between Board and management
and expressed their satisfaction over the same. The
Nomination and Remuneration Policy is available under
the link http://www.sangamgroup.com/financials/Policies/
Remuneration%20Policy.pdf

BOARD OF DIRECTORS AND MEETINGS

The members of the Company’s Board of Directors are
eminent persons of proven competence and integrity.
Besides experience, strong financial acumen, strategic
astuteness and leadership qualities, they have a significant
degree of commitment towards the Company and devote
adequate time to the meetings and preparation for attending
the meetings.

The Board meets at regular intervals to discuss and decide
on Company’s business policy and strategy apart from other
Board businesses. The Board exhibits strong operational
oversight with regular presentations in every quarterly meeting.

Seven meetings of the Board were held during the year. The
detail of meetings of the Board held during the year forms
part of the Corporate Governance Report.

The Company recognises and embraces the benefits of
having a diverse Board of Directors to enhance the quality of
its performance. the Company considers increasing diversity
at Board level as an essential element in maintaining a
competitive advantage in the complex business that it
operates. The identified key skills / expertise / competencies
of the Board and mapping with individual director are
provided in the 'Corporate Governance Report’, forms a part
of this Report.

The Composition of the Board and its committee has also
been given in the report on Corporate Governance.

SECRETARIAL STANDARDS

The Board of Directors has devised proper systems and
processes for complying with the requirements of applicable
Secretarial Standards issued by the Institute of Company
Secretaries of India ('ICSI’) and that such systems were
adequate and operating effectively and the Company has
complied with all applicable Secretarial Standards during the
year under review.

AUDIT COMMITTEE

The Audit Committee was constituted by the Board in
accordance with Section 177 of the Companies Act, 2013 and
Regulation 18 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 i.e. Listing Regulations.
The composition, quorum, terms of reference, functions,
powers, roles and scope are in accordance with Section 177
of the Companies Act, 2013 and the provisions of Regulation
18 of the Listing Regulations, 2015. All the members of the
committee are financially literate and Mr. Achintya Karati,
Chairman of the Committee is an Independent Director and
possesses financial expertise.

The details regarding composition, terms of references,
powers, functions, scope, meetings and attendance of
members are included in Corporate Governance Report
which forms part of the Annual Report.

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

There are no material changes or commitments affecting
the financial position or business activities of the Company
between the end of the Financial Year and the date of this
Board’s Report.

FAMILIARISATION PROGRAM FOR INDEPENDENT
DIRECTORS

Your Company has formulated familiarisation program for
the Independent Directors to familiarise them with their
role, rights and responsibility as Directors, the working of
the Company, nature of the industry in which the Company
operates, business model of the Company etc. The details
of such familiarisation program is available on the website
of the Company at the weblink: http://www.sangamgroup.
com/financials/Policies/FP%20Policy.pdf

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Your Company is committed to make a positive contribution
to communities where it operates. Pursuant to Section 135
of the Companies Act, 2013, the Company constituted CSR
committee and formulated CSR Policy as guiding principle
for undertaking CSR activities. the Company’s vision on CSR
is that the Company being a responsible Corporate Citizen
would continue to make a serious endeavor for improvement
in quality of life and betterment of society through its CSR
related initiatives.

During the current year, the Company has spent ' 277.94
Lakhs on CSR activities. The disclosures of CSR activities
pursuant to Section 134(3) of the Companies Act, 2013 read
with Rule 9 of Companies (Corporate Social Responsibility)
Rules, 2014 is annexed as
Annexure - III hereto and form
part of this report.

RISK MANAGEMENT POLICY

The Risk Management policy is formulated and implemented
by the Company in compliance with the provisions of the
Companies Act, 2013 and SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015. The policy
aimed at creating and protecting shareholders value
by minimising threats and losses and identifying and
maximising opportunities. The risk management policy
defines the risk management approach across the enterprise
at various levels, including documentation and reporting.

INTERNAL FINANCIAL CONTROL

The Board of Directors feel that adequate control systems
are the backbone of any Company. The Directors endeavour
to place adequate control systems commensurating
with the size of the Company to ensure that all assets are
properly safeguarded and that all the information provided
to the management is reliable and also the obligations of
the Company are properly adhered. The Directors inform
the members that in pursuit of strengthening internal
control systems, your Company has put in place a system
whereby all areas of the operations of the Company are
reviewed by the internal as well as external professionals
and independent audit firms. Your Company takes adequate
measures with respect to gaps, if any, reported.

M/s. R. Kabra & Co. LLP, Chartered Accountants (FRN:
104502W/W100721) and M/s O.P. Dad & Co., Chartered
Accountants (FRN: 002330C), the Statutory Auditors of the
Company audited the financial statements included in this
Annual Report and issued a report on the internal controls
over financial reporting (as defined in Section 143 of the
Companies Act, 2013).

WHISTLE BLOWER POLICY / VIGIL MECHANISM

In pursuance of Section 177 (9) of the Companies Act, 2013
and the regulation 22 of the SEBI (Listing Obligations &
Disclosure Requirements) Regulations, 2015 and with the
objective of pursuing the business in a fair and transparent
manner by adopting the highest standards of professionalism,
honesty, integrity and ethical behaviour and to encourage
and protect the employees who wish to raise and report their
genuine concerns about any unethical behaviour, actual or
suspected fraud or violation of Company’s Code of Conduct,
the Company has adopted a Whistle Blower Policy. The
policy has been disclosed on the website of the Company
under the link http://www.sangamgroup.com/financials/
Policies/Whistle%20Blower%20Policy.pdf

The functioning of the Vigil Mechanism is reviewed by the
Audit Committee from time to time. None of the Directors or
employees have been denied access to the Audit Committee
of the Board.

CORPORATE GOVERNANCE REPORT

Your Company is committed to maintain the highest
standards of Corporate Governance and adheres to the
stipulations set out in the Listing Regulation and have
implemented all the prescribed requirements. The Corporate
Governance Report and Certificate from practicing company
secretaries confirming compliance of conditions as required
by Regulation 34(3) read with Part E of Schedule V of the
Listing Regulations form part of this Board’s Report.

CODE OF CONDUCT

A declaration signed by the Managing Director in regard to
compliance with the Code of Conduct by the Board Members
and Senior Management personnel, also forms part of the
Annual Report.

STATUTORY AUDITORS

In accordance with the provisions of Section 139, 142 and
other applicable provisions, if any, of the Companies Act,
2013 read with the Companies (Audit & Auditors) Rules,
2014, M/s. R. Kabra & Co. LLP Chartered Accountants (FRN:
104502W/W100721) for a first term and M/s O.P. Dad & Co.,
Chartered Accountants (FRN: 002330C) for second term
were appointed as the Statutory Auditors of the Company
for a period of five years to hold office from the conclusion
of the 36th Annual General Meeting of the Company held on
29th September, 2022 till the conclusion of the 41st Annual
General Meeting to be held in the year 2027.

AUDITORS' REPORT

As regards Auditors observations, the relevant notes on
account are self-explanatory and therefore, do not call
for any further comments. The Auditors’ Report does not
contain any qualification, reservation or adverse remark.

COST AUDITORS

Pursuant to the provisions of Section 148 of the Companies
Act, 2013 read with the Companies (Cost Records and Audit)
Rules, 2014 as amended from time to time, your Company
has been carrying out audit of Cost Records every year. The
Board after considering the recommendations of its Audit
Committee has appointed M/s K.G. Goyal & Company, Cost
Accountants, Jaipur (Firm Registration No. 000017) as cost
auditors for the financial year 2023-24, subject to the approval
of the members at the ensuing Annual General Meeting.

COST RECORDS

The Cost accounts and records, as required to be maintained
under Section 148 (1) of the Companies Act, 2013, are duly
made and maintained by the Company.

SECRETARIAL AUDITOR REPORT

Pursuant to the provisions of Section 204 of the Companies
Act, 2013 and rules made thereunder, M/s. B K Sharma
and Associates, Company Secretaries was appointed
as Secretarial Auditors to conduct secretarial audit of
the Company for the 2022-23. The Secretarial Audit
Report for the 2022-23 is attached as
Annexure-IV. The
observations in the report are self-explanatory and therefore,
do not call for any further comments.

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

The Company has always believed in providing a safe and
harassment-free workplace for every individual working in the
Company. The Company has complied with the applicable
provisions of the aforesaid Act and the Rules framed
thereunder, including constitution of the Internal Complaints
Committee (ICC). the Company has in place an Anti-Sexual
Harassment Policy in line with the requirements of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013. During the Financial Year ended 31st
March, 2023 no complaint was reported.

PARTICULARS OF REMUNERATION OF DIRECTORS / KMP/
EMPLOYEES

Statement showing disclosures pertaining to remuneration
and other details as required under Section 197(12) of the
Companies Act, 2013 read with Rule 5(1) and 5(2) of the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is enclosed as Annexure-V to the
Board’s Report.

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

Information required under section 134(3)(m) of the
Companies Act, 2013 read with Rule 8 of the Companies
(Accounts) Rules, 2014, is enclosed herewith as Annexure-
VI to the Board’s Report.

GENERAL DISCLOSURES

Your Directors state that no disclosure or reporting is
required in respect of the following items as there were no
transactions on these items during the year under review:

a) Issue of equity shares with differential rights as to
dividend, voting or otherwise;

b) No Significant and material orders were passed by
the any Regulators or Courts or Tribunals impacts the
going concern status and Company’s operations in
future;

c) No fraud was reported by the Auditors to the Audit
Committee or Board;

d) The details of application made or any proceeding
pending under the Insolvency and Bankruptcy Code,
2016 (31 of 2016) during the year along with their
status as at the end of the financial year.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under clause (c) of sub-section
(3) of Section 134 of the Act, with respect to the Directors’
Responsibility Statement, the Directors confirm that:

1. In the preparation of the annual accounts, the applicable
accounting standards have been followed along with
proper explanation relating to material departures;

2. They 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 as at 31st March, 2023 and of the profit of
the Company for the year ended on that date;

3. They 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;

4. They had prepared the annual accounts of
the Company for the year ended on 31st March, 2023 on
a going concern basis;

5. They had laid down internal financial controls to
be followed by the Company and that such internal
financial controls are adequate and were operating
effectively; and

6. They had devised proper systems to ensure compliance
with the provisions of all applicable laws and that such
systems are adequate and operating effectively.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report for the
year under review as stipulated under the SEBI (Listing
Obligation and Disclosure Requirement) Regulations, 2015 is
being given separately and forms part of this Annual Report.

DIVIDEND DISTRIBUTION POLICY

As per Regulation 43A of the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Dividend Distribution Policy is
displayed on the website of the Company at https://
sangamgroup.com/financials/Policies/distrubution.pdf

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT

As per Regulation 34 of the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Business Responsibility and

Sustainability Report is being given separately and forms
part of this Annual Report.

ANNUAL RETURN

Pursuant to the provisions of Section 92(3) of the Act, read
with the Companies (Management & Administration) Rules,
2014, the annual return in the prescribed form is available
on the website of the Company at www.sangamgroup.com

ACKNOWLEDGEMENT

Your Directors would like to express their sincere appreciation
for the assistance and co-operation received from the
financial institutions, banks, government authorities,
customers, vendors and members during the year under
review. Your Directors also wish to place on record their
deep sense of appreciation for the committed services by
the Company’s executives, staff and workers.

For and on Behalf of the Board of DirectorsR.P Soni

Place: Bhilwara Chairman

Date: 28th April, 2023 (DIN : 00401439)


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