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Indo US Bio-Tech Ltd. के निदेशक की रिपोर्ट

Mar 31, 2025

The Board of directors of your Company is pleased in presenting the Twenty first (21^th) Annual Report of
your Company together with the Audited Financial Statements ( Standalone ) for the period ended 31^stMarch, 2025.

Particulars	Current Year Ended on 31/03/2025	Previous Year Ended on 31/03/2024
Income from operations	1,03,83,84,012	72,83,62,968.00
Other Income	18,19,717	31,95,267.00
Depreciation & amortization	1,09,77,618	80,04,623.00
Expenses other than Depreciation	86,39,20,356	63,55,09,943.00
Preliminary Exp. Written off	-	-
Net Profit/(Loss) Before Tax	1 6,53,05,755	8,80,43,669.00
Current Tax	31,67,348	36,94,052.00
Deferred Tax	(3,67,701)	(7,41,394.00)
Income tax prior year	(1,68,143)	25,77,196.00
Profit/(Loss) After Tax	1 6,26,74,252	8,25,13,815.00
Balance Carried to Balance Sheet	1 6,27,25,854	8,25,13,815.00

DIVIDEND:

In order to conserve resources, Board of Directors of our Company has recommended an interim dividend
of Rs. 0.25 per equity share of Rs. 10 each fully paid-up for the financial year 2024-25.

PRESENT OPERATIONS AND FUTURE PROSPECTS:

During the year under review, the Company has generated total revenue of Rs. 1 ,04,02,03,729 as against
Rs. 73,15,58,235.00 during the previous financial year. The net profit after tax for the year under review
has been Rs. 16,26,74,252.00 as against Rs. 8,25,13,815.00 during the previous financial year. Your

Your directors are continuously looking for the new avenues for future growth of the
Company and expect more growth in future period.

A detailed analysis of the financial results is given in the Management Discussion and Analysis Report,
which forms part of this report.

BOARD OF DIRECTORS:

[.CONFIRMATION OF DIRECTOR:

Pursuant to the provisions of Section 152 of the Companies Act, 2013 and Rules made thereunder, Mrs.
Malti Ajudia (DIN: 02403878), Whole time Director of the Company, shall retire by rotation at this Annual
General Meeting and being eligible offers herself for re-appointment. The Members are requested to
consider her re-appointment.

DECLARATION BY INDEPENDENT DIRECTORS:

All Independent Directors of the Company have given declarations to the Company under Section 149
(7) of the Companies Act, 2013 and under Regulation 25(8) of the SEBI (LODr), Regulations, 2015, that
they meet the criteria of independence as provided in Section 149 (6) of the Companies Act, 2013 and
Regulation 16(1)(b) of the SeBi (LODR), Regulations,2015.

PUBLIC DEPOSIT:

During the year under review your Company has not accepted deposit form public as envisaged by
Chapter V of the Companies Act, 2013.

CHANGE IN THE NATURE OF BUSINESS:

There is no Change in the nature of the business of the Company done during the year.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS/ OUTGO:

The requisite information with regard to conservation of energy, technology absorption and foreign
exchange earnings and outgo, in terms of the Section 134(3) (m) of the Companies Act, 2013, read
with Companies ( Accounts ) Rules, 2014 is not applicable because your company is Agro-based
Industry and hence, not given. Moreover, during the year, the Company has not Foreign Exchange
gain.

PARTICULARS OF EMPLOYEES:

There are no employees drawing the remuneration in excess of limits prescribed under Rule 5 of
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS:

During the year no significant and material orders passed by the regulators or courts or tribunals
impacting the going concern status and company''s operations in future.

INSURANCE:

All the assets of the company are adequately insured and the Company has developed proper system
for taking insurance on all its insurable assets in order to mitigate the risk.

STATUTORY AUDITOR REPORT:

The Statutory Auditor Report does not contain any adverse remark(s) and hence no

comments required. The notes of accounts referred to in Statutory Auditor Report are self-explanatory
and therefore do not require any further comments.

SECRETARIAL AUDIT REPORT:

Pursuant to the provisions of section 204 of the Act and the Companies [Appointment and Remuneration
of Managerial Personnel ] Rules, 2014, the Company has appointed M/s. Amrish Gandhi & Associates,
Practicing Company Secretary to undertake Secretarial Audit for the financial year ended on 31^st March,
2025. Secretarial Audit Report is attached to this report as Form MR - 3. The Board has duly reviewed
the Secretarial Auditor''s Report and the observations and comments, appearing in the report are self -
explanatory and do not call for any further explanation/clarification by the Board of Directors as provided
under section 134 of the Act.

INTERNAL CONTORL SYSTEM:

Pursuant to the provisions of section 138 of the Companies Act, 2013 and rules made there under the
company has appointed M/s. Raj shah & Co. ( FRN - 141020W ) as an Internal Auditor of the Company
for proper system of Internal Control and it has also appointed internal auditor to look after the matters
of internal control.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

As per the provisions of Section 135, Corporate Social Responsibility activity (CSR Activity) is
applicable to the company.

The Company believes in a sustainable approach to development, which focuses on people, Planet and
profit. Its Corporate Social Responsibility ( CSR ) strategy is aligned with the core values of empowering
people, educating them, and improving the quality of their lives. Its CSR initiatives, which are based on
principles of partnership and community ownership, enables the organization to build social capital in
the communities where - it w orks. During the year ended, the Company spend Rs. 17,02,346 towards
CSR Activities. The amount has been paid Specified in Annexure B.

ENVIRONMENT, HEALTH AND SAFETY:

The Company accords the highest priority to Environment, Health and Safety. The management is
constantly reviewing the safety standards of the employees and the management believes in the
concept of sustainable development.

COMMITTEES OF THE BOARD:

The Audit Committee
The Stakeholders'' relationship Committee
The nomination & remuneration committee
The CSR Committee

A detailed note on the Board and its committees is provided under the Corporate Governance Report
section in this Annual Report.

INDUSTRIAL RELATIONS:

Industrial Relations during the year under review, continued to be cordial.

ACCOUNTING STANDARDS AND FINANCIAL REPORTING:

The Company incorporates the accounting standards as and when issued by the Institute of chartered
Accountants of India. The Company Complied with the Stock Exchange and legal requirement concerning
the Financial Statements at the time of preparing them for the Annual Report.

CORPORATE GOVERNANCE AND MANAGEMENT''S DISCUSSION AND
ANALYSIS REPORT:

In terms of Regulation 34(3) and 53(f) of the SEBI ( Listing Obligations & Disclosure Requirements ) Regulations,
2015 the Corporate Governance Report, the Management Discussion & Analysis Statement, and the Auditors''
Certificate regarding Compliance of Conditions of Corporate Governance are part of this Annual Report.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS:

The Board of Directors duly met at regular intervals during the mentioned financial year and in respect of which
meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes
Book maintained for the purpose. The details regarding the meetings of board of directors and the attendance
of the directors in the same is mentioned in Corporate Governance Report.

NUMBER OF MEETINGS OF THE AUDIT COMMITTEE:

The Audit Committee duly met at regular intervals during the mentioned financial year and in respect of which
meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes
Book maintained for the purpose.The details regarding the meetings of Audit Committee and the attendance of
the directors in the same is mentioned in Corporate Governance Report.

NUMBER OF MEETINGS OF THE NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee duly met at regular intervals during the mentioned financial year
and in respect of which meetings proper notices were given and the proceedings were properly recorded and
signed in the Minutes Book maintained for the purpose. The details regarding the meetings of Nomination and
Remuneration Committee and the attendance of the directors in the same is mentioned in Corporate
Governance Report.

NUMBER OF MEETINGS OF THE STAKEHOLDER''S RELATIONSHIP COMMITTEE:

The Stakeholders Relationship Committee duly met at regular intervals during the mentioned financial year and
Inrespect of which meetings proper notices were given and the proceedings were properly recorded and signed
in the Minutes Book maintained for the purpose.The details regarding the meetings of Stakeholders Relationship
Committee and the attendance of the directors in the same is mentioned in Corporate Governance Report.

NUMBER OF MEETINGS OF THE AUDIT COMMITTEE:

Corporate social responsibility refers to the initiative and contribution of an enterprise towards the economic,
environmental and social welfare of the general community. In this article, we look at some of the major aspects
of CSR committees and its Meetings. The Corporate Social Responsibility Committee duly met at regular intervals
during the mentioned financial year and in respect of which meetings proper notices were given and the
proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The details
regarding the meetings of The Corporate Social Responsibility Committee and the attendance of the directors in
the same is mentioned in Corporate Governance Report.

DISCLOSUREUNDER THESEXUAL HARASSMENTOF WOMEN AT WORKPLACE
(Prevention, Prohibition and Redressal Act, 2013):

The Company has in place an Anti - Sexual Harassment Policy in line with the requirements of "Harassment of
Women at the Workplace ( Prevention & Redressal ) Act, 2013.". Internal Complaints Committee (ICC) has been
set up to redress complaints received regarding sexual harassment. All employees ( permanent, contractual,
temporary, trainees) are covered under this policy.

DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provision of section 134(5) the Board confirms and submits the
Director''s Responsibility Statement: -

a) in preparation of the Annual Accounts, the applicable accounting standards had been followed along with
proper explanation relating to material departures;

b) the Directors had selected such Accounting Policies and applied them consistently and made judgments
and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of
the company at the end of the financial year and of the profit or loss of the company for that period;

c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records for
safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d) the Directors had prepared the Annual Accounts on a going concern basis; and

e) The directors, in the case of a listed company, had laid down internal financial controls to be followed by
the company and that such internal financial controls are adequate and were operating effectively.

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

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186:

During the period under report,the Company has not provided loans,guarantees and Investments to any person
or Body Corporate under section 186 of the Companies Act, 2013.

BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and SEBI (LODR), 2015, the Board has carried out an annual
performance evaluation of its own performance, the directors individually, as well as, the evaluation of the working
of its Audit committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee. The
performance of the Board was evaluated by the Board after seeking feedback from all the Directors on the basis of
the parameters/criteria, such as, degree of fulfillment of key responsibility by the Board, Board Structures and
Composition, establishment and delineation of responsibilities to the Committees, effectiveness of Board processes,
information and functioning, Board culture and dynamics and, Quality of relationship between the Board and the
Management. The performance of the committees'' viz. Audit Committee and Nomination & Remuneration
Committee was evaluated by the Board after seeking feedback from Committee members on the basis of
parameters / criteria such as degree of fulfillment of key responsibilities, adequacy of committee composition,
effectiveness of meetings, committee dynamics and, quality of relationship of the committee with the Board and
the Management.

REMUNERATION POLICY:

The Board has, on the recommendation of the Nomination and Remuneration Committee, framed a policy for
selection and appointment of Directors, senior management personnel and their remuneration. Remuneration
Policy of the Company acts as a guideline for determining, inter alia, qualification, positive attributes and
independence of a director, matters relating to the remuneration, appointment, removal and evaluation of the
performance of the Director, Key Managerial Personnel and senior managerial personnel. Nomination and
Remuneration Policy is uploaded on website of the Company and the link for the same is
https://indousagriseeds.com/

FRAUD:

No cases of fraud have been reported by the company during the period under review.

RISK MANAGEMENT SYSTEM:

The Company has developed and implemented a risk management system which
identifies major risks which may threaten the existence 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 and were in the ordinary course of business. There were no material related party transactions made
by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may
have a potential conflict with the interest of the Company at large. All related party transactions are placed before
the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained for transactions
which are of a foreseen and repetitive nature. The transactions entered pursuant to the omnibus approval so
granted are placed before the Audit Committee on a quarterly basis. Form AOC-2 is annexed as Annexure A to this
report, pursuant to Section 188 of the Act. The policy on Related Party Transactions as approved by the Board is
uploaded on the Company''s website https://indousagriseeds.com/.

MATERIAL EVENT:

MIGRATION TO MAIN BOARD AT BSE & NSE PLATFORM:

Company has received Trading Approval for Migration from SME Platform of BSE to Main Board of both BSE &
NSE on September 26, 2024 & September 25, 2024 respectively.

ACKNOWLEDGMENT:

Your directors wish to place on record their sincere appreciation to the financial institutions, Company''s bankers
and customers, vendors and investors for their continued support during the year.

Your directors are also pleased to record their appreciation for the dedication and contribution made by
employees at all levels who through their competence and hard work have enabled your Company achieve good
performance year after year and look forward to their support in future as well.

Regd. Office: By Order of the Board

309, Shanti Mall, Satadhar Char Rasta, For, INDO US BIO-TECH LIMITED

Opp. Navrang Tower, Sola Road,

Sola Road, Ahmedabad-380061, Gujarat

Sd/- Sd/-

Jagdish D. Ajudia Maltiben J. Ajudia

Chairman Managing Director Whole time Director

(DIN: 01745951) (DIN: 02403878))

Date: 28-08-2025
Place: Ahmedabad

Mar 31, 2024

The Board of directors of your Company is pleased in presenting the Twentieth (20^th) Annual Report of your Company together with the Audited Financial Statements (Standalone) for the period ended 31^st March, 2024.

FINANCIAL PERFORMANCE:

Particulars	Current Year Ended on 31/03/2024	Previous Year Ended on 31/03/2023
Income from operations	72,83,62,968.00	61,74,47,518.00
Other Income	31,95,267.00	2,08,142.00
Depreciation & amortization	80,04,623.00	82,59,380.00
Expenses other than Depreciation	63,55,09,943.00	53,55,28,110.00
Preliminary Exp. Written off	-
Net Profit/(Loss) Before Tax	8,80,43,669.00	7,38,68,170.00
Current Tax	36,94,052.00	33,93,348.00
Deferred Tax	(7,41,394.00)	(16,87,658.00)
Income tax prior year	25,77,196.00	(2,41,100)
Profit/(Loss) After Tax	8,25,13,815.00	7,24,03,580.00
Proposed Dividend	-	-
Provision for dividend distribution Tax	0.00	0.00
Balance Carried to Balance Sheet	8,25,13,815.00	7,24,03,580.00

DIVIDEND:

In order to conserve resources, Board of Directors of our Company do not recommend any dividend for the year 2023-2024.

PRESENT OPERATIONS AND FUTURE PROSPECTS:

During the year under review, the Company has generated total revenue of Rs.

73.15.58.235.00 as against Rs. 61,76,55,660.00 during the previous financial year. The net profit after tax for the year under review has been Rs. 8,25,13,815.00 as against Rs.

7.24.03.580.00 during the previous financial year. Your directors are continuously looking for the new avenues for future growth of the Company and expect more growth in future period.

A detailed analysis of the financial results is given in the Management Discussion and Analysis Report, which forms part of this report.

BOARD OF DIRECTORS:

L CONFIRMATION OF DIRECTOR:

Pursuant to the provisions of Section 152 of the Companies Act, 2013 and Rules made thereunder, Ms. Priyanka J. Ajudia (DIN: 07941023), Executive Director of the Company, shall retire by rotation at this Annual General Meeting and being eligible offers herself for re-appointment. The Members are requested to consider her re-appointment.

DECLARATION BY INDEPENDENT DIRECTORS:

All Independent Directors of the Company have given declarations to the Company under Section 149 (7) of the Companies Act, 2013 and under Regulation 25(8) of the SEBI (LODR), Regulations, 2015, that they meet the criteria of independence as provided in Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (LODR), Regulations,2015.

PUBLIC DEPOSIT:

During the year under review your Company has not accepted deposit form public as envisaged by Chapter V of the Companies Act, 2013.

CHANGE IN THE NATURE OF BUSINESS:

There is no Change in the nature of the business of the Company done during the year.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS/ OUTGO:

The requisite information with regard to conservation of energy, technology absorption and foreign exchange earnings and outgo, in terms of the Section 134(3) (m) of the Companies Act, 2013, read with Companies (Accounts) Rules, 2014 is not applicable because your company is Agro-based Industry and hence, not given. Moreover, during the year, the Company has not Foreign Exchange gain.

PARTICULARS OF EMPLOYEES:

There are no employees drawing the remuneration in excess of limits prescribed under Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules,

2014.

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS:

During the year no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company''s operations in future.

INSURANCE:

All the assets of the company are adequately insured and the Company has developed proper system for taking insurance on all its insurable assets in order to mitigate the risk.

STATUTORY AUDITOR REPORT:

The Statutory Auditor Report does not contain any adverse remark(s) and hence no comments required. The notes of accounts referred to in Statutory Auditor Report are self-explanatory and therefore do not require any further comments.

SECRETARIAL AUDIT REPORT:

Pursuant to the provisions of section 204 of the Act and the Companies [Appointment and Remuneration of Managerial Personnel] Rules, 2014, the Company has appointed M/s.

Amrish Gandhi & Associates, Practicing Company Secretary to undertake Secretarial Audit

for the financial year ended on 31^st March, 2024. Secretarial Audit Report is attached to this report as Form MR-3. The Board has duly reviewed the Secretarial Auditor''s Report and the observations and comments, appearing in the report are self-explanatory and do not call for any further explanation / clarification by the Board of Directors as provided under section 134 of the Act.

INTERNAL CONTORL SYSTEM:

Pursuant to the provisions of section 138 of the Companies Act, 2013 and rules made there under the company has appointed M/s. Raj shah & Co. (FRN - 141020W) as an Internal Auditor of the Company for proper system of Internal Control and it has also appointed internal auditor to look after the matters of internal control.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

As per the provisions of Section 135, Corporate Social Responsibility activity (CSR Activity) is applicable to the company.

The Company believes in a sustainable approach to development, which focuses on people, Planet and profit. Its Corporate Social Responsibility (CSR) strategy is aligned with the core values of empowering people, educating them, and improving the quality of their lives. Its CSR initiatives, which are based on principles of partnership and community ownership, enables the organization to build social capital in the communities where- it works. During the year ended, the Company spend Rs. 1189929 towards CSR Activities.

The amount has been paid Specified in Annexure B.

ENVIRONMENT, HEALTH AND SAFETY:

The Company accords the highest priority to Environment, Health and Safety. The management is constantly reviewing the safety standards of the employees and the management believes in the concept of sustainable development.

COMMITTEES OF THE BOARD:

The Audit Committee

The Stakeholders'' relationship Committee The nomination & remuneration committee The CSR Committee

A detailed note on the Board and its committees is provided under the Corporate Governance Report section in this Annual Report.

INDUSTRIAL RELATIONS:

Industrial Relations during the year under review, continued to be cordial.

ACCOUNTING STANDARDS AND FINANCIAL REPORTING:

The Company incorporates the accounting standards as and when issued by the Institute of chartered Accountants of India. The Company Complied with the Stock Exchange and legal requirement concerning the Financial Statements at the time of preparing them for the Annual Report.

CORPORATE GOVERNANCE AND MANAGEMENT''S DISCUSSION AND ANALYSIS REPORT:

In terms of Regulation 34(3) and 53(f) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 the Corporate Governance Report, the Management Discussion & Analysis Statement, and the Auditors'' Certificate regarding Compliance of Conditions of Corporate Governance are part of this Annual Report.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS:

The Board of Directors duly met at regular intervals during the mentioned financial year and in respect of which meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The details regarding the meetings of board of directors and the attendance of the directors in the same is mentioned in Corporate Governance Report.

NUMBER OF MEETINGS OF THE AUDIT COMMITTEE:

The Audit Committee duly met at regular intervals during the mentioned financial year and in respect of which meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The details regarding the meetings of Audit Committee and the attendance of the directors in the same is mentioned in Corporate Governance Report.

NUMBER OF MEETINGS OF THE NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee duly met at regular intervals during the mentioned financial year and in respect of which meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The details regarding the meetings of Nomination and Remuneration Committee and the attendance of the directors in the same is mentioned in Corporate Governance Report.

NUMBER OF MEETINGS OF THE STAKEHOLDER''S RELATIONSHIP COMMITTEE:

The Stakeholders Relationship Committee duly met at regular intervals during the mentioned financial year and in respect of which meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The details regarding the meetings of Stakeholders Relationship Committee and the attendance of the directors in the same is mentioned in Corporate Governance Report.

NUMBER OF MEETINGS OF THE AUDIT COMMITTEE:

Corporate social responsibility refers to the initiative and contribution of an enterprise towards the economic, environmental and social welfare of the general community. In this article, we look at some of the major aspects of CSR committees and its Meetings. The Corporate Social Responsibility Committee duly met at regular intervals during the mentioned financial year and in respect of which meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The details regarding the meetings of The Corporate Social Responsibility Committee and the attendance of the directors in the same is mentioned in Corporate Governance Report.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (Prevention, Prohibition and Redressal Act, 2013):

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of "Harassment of Women at the Workplace (Prevention & Redressal) Act, 2013.". Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy.

DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provision of section 134(5) the Board confirms and submits the Director''s Responsibility Statement: -

a) in preparation of the Annual Accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b) the Directors had selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period;

c) the Directors had taken proper and sufficient care for the maintenance of

adequate accounting records for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d) the Directors had prepared the Annual Accounts on a going concern basis; and

e) The directors, in the case of a listed company, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

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

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186:

During the period under report, the Company has not provided loans, guarantees and Investments to any person or Body Corporate under section 186 of the Companies Act, 2013.

BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and SEBI (LODR), 2015, the Board has carried out an annual performance evaluation of its own performance, the directors individually, as well as, the evaluation of the working of its Audit committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee. The performance of the Board was evaluated by the Board after seeking feedback from all the Directors on the basis of the parameters/criteria, such as, degree of fulfillment of key responsibility by the Board, Board Structures and Composition, establishment and delineation of responsibilities to the Committees, effectiveness of Board processes, information and functioning, Board culture and dynamics and, Quality of relationship between the Board and the Management. The performance of the committees'' viz. Audit Committee and Nomination & Remuneration Committee was evaluated by the Board after seeking feedback from Committee members on the basis of parameters/criteria such as degree of fulfillment of key responsibilities, adequacy of committee composition, effectiveness of meetings, committee dynamics and, quality of relationship of the committee with the Board and the Management.

REMUNERATION POLICY:

The Board has, on the recommendation of the Nomination and Remuneration Committee, framed a policy for selection and appointment of Directors, senior management personnel and their remuneration. Remuneration Policy of the Company acts as a guideline for determining, inter alia, qualification, positive attributes and independence of a director, matters relating to the remuneration, appointment, removal and evaluation of the performance of the Director, Key Managerial Personnel and senior managerial personnel. Nomination and Remuneration Policy is uploaded on website of the Company and the link for the same is https://indousagriseeds.com/

FRAUD:

No cases of fraud have been reported by the company during the period under review. RISK MANAGEMENT SYSTEM:

The Company has developed and implemented a risk management system which identifies major risks which may threaten the existence 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 and were in the ordinary course of business. There were no material related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large. All related party transactions are placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained for transactions which are of a foreseen and repetitive nature. The transactions entered pursuant to the omnibus approval so granted are placed before the Audit

Committee on a quarterly basis. Form AOC-2 is annexed as Annexure A to this report, pursuant to Section 188 of the Act. The policy on Related Party Transactions as approved by the Board is uploaded on the Company''s website https://indousagriseeds.com/.

MATERIAL EVENT:

MIGRATION TO MAIN BOARD AT BSE & NSE PLATFORM:

Company has received in-principle approvals for migration from SME Platform of BSE to Main Board of both BSE & NSE on August 13, 2024 & August 30, 2024 respectively.

ACKNOWLEDGMENT:

Your directors wish to place on record their sincere appreciation to the financial institutions, Company''s bankers and customers, vendors and investors for their continued support during the year.

Your directors are also pleased to record their appreciation for the dedication and contribution made by employees at all levels who through their competence and hard work have enabled your Company achieve good performance year after year and look forward to their support in future as well.

Regd. Office: By Order of the Board

309, Shanti Mall, Satadhar Char Rasta, For, INDO US BIO-TECH LIMITED

Opp. Navrang Tower, Sola Road,

Sola Road, Ahmedabad-380061, Gujarat

Sd/- Sd/-

JAGDISH D AJUDIA MALTIBEN AJUDIA

Chairman and Managing Director Whole Time Director (DIN:01745951) (DIN:02403878)

Date: 06.09.2024

Mar 31, 2023

The Board of directors of your Company is pleased in presenting the Nineteenth (19^th) Annual Report of your Company together with the Audited Financial Statements (Standalone) for the period ended 31^st March, 2023.

FINANCIAL PERFORMANCE:

Particulars	Current Year Ended on 31/03/2023 (Standalone)	Previous Year Ended on 31/03/2022 (Standalone)	Previous Year Ended on 31/03/2022 (Consolidated)
Income from operations	61,74,47,518.00	50,05,31,176.00	50,05,86,025.00
Other Income	2,08,142.00	18,27,332.00	18,27,544.00
Depreciation & amortization	82,59,380.00	42,28,987.00	44,61,151.00
Expenses other than Depreciation	5,72,78,471.00	6,25,78,681.00	6,41,75,376.00
Preliminary Exp. Written off	-	1,44,292.00	1,44,292.00
Net Profit/(Loss) Before Tax	7,21,62,483.00	5,48,97,216.00	5,31,14,220.00
Current Tax	,33,93,348.00	37,89,756.00	37,89,756.00
Deferred Tax	(16,87,658.00)	(15,61,600.00)	2,96,183.00
Prior period Tax adjustment	0.00	0.00	0.00
Profit/(Loss) After Tax	7,21,62,483.00	5,23,72,877.00	5,06,32,540.00
Proposed Dividend	_-	15,16,998.00	15,16,998.00
Provision for dividend distribution Tax	0.00	0.00	0.00
Balance Carried to Balance Sheet	7,21,62,483.00	5,23,72,877.00	5,06,32,540.00

DIVIDEND:

In order to conserve resources, Board of Directors of our Company do not recommend any dividend for the year 2022-2023.

PRESENT OPERATIONS AND FUTURE PROSPECTS:

During the year under review, the Company has generated total revenue of Rs. 61,76,55,660 .00 as against Rs. 50,23,58,508 during the previous financial year. The net profit after tax for the year under review has been Rs. 7,21,62,483.00 as against Rs. 5,09,79,699.00 during the previous financial year. Your directors are continuously looking for the new avenues for future growth of the Company and expect more growth in future period.

A detailed analysis of the financial results is given in the Management Discussion and Analysis Report, which forms part of this report.

BOARD OF DIRECTORS:I. CONFIRMATION OF DIRECTOR:

Pursuant to the provisions of Section 152 of the Companies Act, 2013 and Rules made thereunder, Mrs. Malti J. Ajudia (DIN: 02403878), Whole time Director of the Company, shall retire by rotation at this Annual General Meeting and being eligible offers herself for re-appointment. The Members are requested to consider her re-appointment.

DECLARATION BY INDEPENDENT DIRECTORS:

The following directors are appointed as independent directors in terms of Section 149(6) of the Act and SEBI (Listing Obligations and Disclosure requirements) Regulations 2015;

1. MRS. RITA N KIKANI

2. MRS. NEHABEN SACHINBHAI PATEL

3. MRS. SHILPA CHETANBHAI THUMAR

The Company has received requisite declarations/ confirmations from all the above Directors confirming their independence.

PUBLIC DEPOSIT:s

During the year under review your Company has not accepted deposit form public as envisaged by Chapter V of the Companies Act, 2013.

CHANGE TN THE NATURE OF BUSINESS:

There is no Change in the nature of the business of the Company done during the year.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS/ OUTGO:

As required by the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 the relevant data pertaining to conservation of energy, technology absorption is not applicable and hence, not given. Moreover, during the year, the Company has not Foreign Exchange gain.

PARTICULARS OF EMPLOYEES:

There are no employees drawing the remuneration in excess of limits prescribed under Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS:

During the year no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companyâs operations in future.

INSURANCE:

All the assets of the company are adequately insured and the Company has developed proper system for taking insurance on all its insurable assets in order to mitigate the risk.

AUDITORSâ REPORT:

The Auditorâs Report does not contain any adverse remark(s) and hence no comments required. The notes of accounts referred to in audit report are self-explanatory and therefore do not require any further comments.

INTERNAL CONTORL SYSTEM:

Pursuant to the provisions of section 138 of the Companies Act, 2013 and rules made there under the company has appointed M/s. Raj shah & Co. (FRN - 141020W) as an Internal Auditor of the Company for proper system of Internal Control and it has also appointed internal auditor to look after the matters of internal control.

SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT:

Pursuant to the provisions of section 204 of the Act and the Companies [Appointment and Remuneration of Managerial Personnel] Rules, 2014, the Company has appointed M7s. Amrish Gandhi & Associates, Practicing Company Secretary to undertake

Secretarial Audit for the financial year ended on 31^st March, 2023. Secretarial Audit Report is attached to this report as Form MR-3. The Board has duly reviewed the Secretarial Auditorâs Report and the observations and comments, appearing in the report are self-explanatory and do not call for any further explanation / clarification by the Board of Directors as provided under section 134 of the Act.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

As per the provisions of Section 135, Corporate Social Responsibility activity (CSR Activity) is not applicable to the company.

ENVIRONMENT. HEALTH AND SAFETY:

The Company accords the highest priority to Environment, Health and Safety. The management is constantly reviewing the safety standards of the employees and the management believes in the concept of sustainable development.

COMMITTEES OF THE BOARD:

The Audit Committee

The Stakeholdersâ relationship Committee

The nomination & remuneration committee

A detailed note on the Board and its committees is provided under the Corporate

INDUSTRIAL RELATIONS:

Industrial Relations during the year under review, continued to be cordial.

ACCOUNTING STANDARDS AND FINANCIAL REPORTING:

The Company incorporates the accounting standards as and when issued by the Institute of chartered Accountants of India. The Company Complied with the Stock Exchange and legal requirement concerning the Financial Statements at the time of preparing them for the Annual Report.

CORPORATE GOVERNANCE AND MANAGEMENTâS DISCUSSION AND ANALYSIS REPORT:

In terms of Regulation 34(3) and 53(f) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 the Corporate Governance Report, the Management Discussion & Analysis Statement, and the Auditorsâ Certificate regarding Compliance of Conditions of Corporate Governance are part of this Annual Report.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS:

The Board of Directors duly met at regular intervals during the mentioned financial year and in respect of which meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The details regarding the meetings of board of directors and the attendance of the directors in the same is mentioned in Corporate Governance Report.

NUMBER OF MEETINGS OF THE AUDIT COMMITTEE:

The Audit Committee duly met at regular intervals during the mentioned financial year and in respect of which meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The details regarding the meetings of Audit Committee and the attendance of the directors in the same is mentioned in Corporate Governance Report.

NUMBER OF MEETINGS OF THE NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee duly met at regular intervals during the mentioned financial year and in respect of which meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The details regarding the meetings of Nomination and Remuneration Committee and the attendance of the directors in the same is mentioned in Corporate Governance Report.

NUMBER OF MEETINGS OF THE STAKEHOLDERâS RELATIONSHIP COMMITTEE:

DISCLOSURE UNDER THE SEXUAL HARASSMENT OFWOMEN AT WORKPLACE

(Prevention, Prohibition and Redressal Act, 2013):

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

DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provision of section 134(5) the Board confirms and submits the Directorâs Responsibility Statement: -

a) in preparation of the Annual Accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b) the Directors had selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period;

c) the Directors had taken proper and sufficient care for the maintenance of adequate

accounting records for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d) the Directors had prepared the Annual Accounts on a going concern basis; and

e) The directors, in the case of a listed company, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

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

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186:

During the period under report, the Company has not provided loans, guarantees and Investments to any person or Body Corporate under section 186 of the Companies Act, 2013.

EXTRACT OF ANNUAL RETURN:

The extract of annual return MGT-9 is not part of Annual Report.

Pursuant to Section 134(3) (a) of the Companies Act, 2013 read with rules 12(1) of the Companies (Management and Administration) Rules, 2014, the extract of annual return MGT-9 is at https://indousagriseeds.com/.

BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and SEBI (LODR), 2015, the Board has carried out an annual performance evaluation of its own performance, the directors individually, as well as, the evaluation of the working of its Audit committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee. The performance of the Board was evaluated by the Board after seeking feedback from all the Directors on the basis of the parameters/criteria, such as, degree of fulfillment of key responsibility by the Board, Board Structures and Composition, establishment and delineation of responsibilities to the Committees, effectiveness of Board processes, information and functioning, Board culture and dynamics and, Quality of relationship between the Board and the Management. The performance of the committeesâ viz. Audit Committee and Nomination & Remuneration Committee was evaluated by the Board after seeking feedback from Committee members on the basis of parameters/criteria such as degree of fulfillment of key responsibilities, adequacy of committee composition, effectiveness of meetings, committee dynamics and, quality of relationship of the committee with the Board and the Management.

REMUNERATION POLICY:

The Board has, on the recommendation of the Nomination and Remuneration Committee, framed a policy for selection and appointment of Directors, senior management personnel and their remuneration. Remuneration Policy of the Company acts as a guideline for determining, inter alia, qualification, positive attributes and independence of a director, matters relating to the remuneration, appointment, removal and evaluation of the performance of the Director, Key Managerial Personnel and senior managerial personnel. Nomination and Remuneration Policy is uploaded on website of the Company and the link for the same is https://indousagriseeds.com/

FRAUD:

No cases of fraud have been reported by the company during the period under review.

RISK MANAGEMENT SYSTEM:

The Company has developed and implemented a risk management system which identifies major risks which may threaten the existence 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 armâs length basis and were in the ordinary course of business. There were no material related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large. All related party transactions are placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained for transactions which are of a foreseen and repetitive nature. The transactions entered pursuant to the omnibus approval so granted are placed before the Audit Committee on a quarterly basis. Form AOC-2 is annexed as Annexure A to this report, pursuant to Section 188 of the Act. The policy on Related Party Transactions as approved by the Board is uploaded on the Company''s website https://indousagriseeds.com/.

ACKNOWLEDGMENT:

Your directors wish to place on record their sincere appreciation to the financial institutions, Companyâs bankers and customers, vendors and investors for their continued support during the year.

Your directors are also pleased to record their appreciation for the dedication and contribution made by employees at all levels who through their competence and hard work have enabled your Company achieve good performance year after year and look forward to their support in future as well.

Mar 31, 2018

DIRECTORS'' REPORT

To,

The Members,

Indo Us Bio-Tech Limited,

The Board of directors of your Company is pleased in presenting the Fourteenth (14th) Annual Report of your Company together with the Audited Financial Statements (Standalone) for the period ended 31st March, 2018.

INITIAL PUBLIC OFFER (IPO) & LISTING AT BSE SME:

During the year, pursuant to the approval of Members of the company at their Extra-Ordinary General Meeting held on 18th January, 2018, the Company approached the Capital Market with an Initial Public Offer 14,30,000 (Fourteen Lakh Thirty Thousand) Equity Shares of Company of Face Value of Rs 10 Each Fully Paid for Cash at a Price Of Rs. 51/- Per Equity Share (The Issue Price") (Including a Share Premium of Rs 41 Per Equity Share aggregating Rs.729.30 Lakhs (The "Issue") By Our Company, of Which 74,000 equity Shares of Rs. 10/- Each fully paid up will be reserved for subscription by Market Maker to the issue ("Market Maker Reservation Portion"). The Issue less the Market Maker Reservation Portion i.e. issue of 13,56,000 Equity Shares Of Rs 10 Each Fully Paid up is hereinafter referred to as The "Net Issue". The Issue and The Net Issue will Constitute 29.46 % and 27.93% respectively of the post Issue paid up Equity Share Capital of the Company. The Basis of Allotment was finalized in consultation with the Designated Stock Exchange Bombay Stock Exchange of India Limited on May 8, 2018.

In response to the company''s application, the Bombay Stock Exchange of India Limited (BSE) has given its final approval for listing and trading of 14,30,000 (Fourteen Lakh Thirty Thousand) of Rs. 10/- each on BSE SME (SME Emerge Platform) of BSE effective May 11, 2018.

FINANCIAL PERFORMANCE:
Particulars	Current Year Ended on 31/03/2018	Previous Year Ended on 31/03/2017
Income from operations	29,62,01,213.00	24,50,97,233.00
Other Income	21,80,592.00	6,68,749.00
Depreciation & amortization	15,41,297.00	14,73,171.00
Expenses other than Depreciation	3,31,09,270.00	2,43,88,765.00
Preliminary Exp. Written off	0.00	0.00

FINANCIAL PERFORMANCE:	Current Year Ended on 31/03/2018	Previous Year Ended on 31/03/2017
Net Profit/(Loss) Before Tax	2,04,04,928.00	52,17,276.00
Current Tax	45,35,734.00	12,56,093.00
Deffered Tax	13,78,161.00	0.00
Prior period Tax adjustment	0.00	0.00
Profit/(Loss) After Tax	1,44,91,033.00	39,61,183.00
Proposed Dividend	0.00	0.00
Provision for dividend distribution Tax	0.00	0.00
Balance Carried to Balance Sheet	1,44,91,033.00	39,61,183.00

DIVIDEND:

In order to conserve resources, Board of Directors of our Company do not recommend any dividend for the year 2017-18.

PRESENT OPERATIONS AND FUTURE PROSPECTS:

During the year under review, the Company has generated revenue total revenue of Rs. 29,83,81,805 as against Rs. 24,57,65,982 during the previous financial year. The net profit after tax for the year under review has been Rs. 1,44,91,033 as against Rs. 39,61,183 during the previous financial year. Your Directors are continuously looking for the new avenues for future growth of the Company and expect more growth in future period.

A detailed analysis of the financial results is given in the Management Discussion and Analysis Report, which forms part of this report.

BOARD OF DIRECTORS: APPOINTMENT

During the Year under review, Following Directors and Key Managerial Personnel(s) are appointed on the board of the Company:

SR No.	Name & Designation	Date of Appointment
1.	Ms. Priyanka Jagdishbhai Ajudia Executive Director	23/11/2017
2.	Mr. Anilkumar Kanjibhai Patel Non Executive Independent Director	23/11/2017
3.	Mr. Dhiren Vithaldas Savalia Non Executive Independent Director	23/11/2017
4.	Mr. Gordhanbhai Karshanbhai Gangani Non Executive Independent Director	23/11/2017
5.	Ms. Rinku Dipenbhai Jethva Chief Financial Officer	08/01/2018
6.	Ms. Sangeeta Dilipkumar Narwani Company Secretary & Compliance Officer	08/01/2018

II. CONFIRMATION OF DIRECTOR:

During the year under review, Mr. Anilkumar Kanjibhai Patel, Mr. Dhiren Vithaldas Savalia, Mr. Gordhanbhai Karshanbhai Gangani and Ms. Priyanka Jagdishbhai Ajudia who was appointed as Additional Director was confirmed as Director of the Company.

III. RESIGNATION OF DIRECTORS:

During the year under review, there was no resignation of any Directors in the Board of the Company.

DECLARATION BY INDEPENDENT DIRECTORS:

The following directors are appointed as independent directors in terms of Section 149(6) of the Act and SEBI (Listing Obligations and Disclosure requirements) Regulations 2015;

1. MR. ANILKUMAR KANJIBHAI PATEL

2. MR. DHIREN VITHALDAS SAVALIA

3. MR. GORDHANBHAI KARSHANBHAI GANGANI

The Company has received requisite declarations/ confirmations from all the above Directors confirming their independence.

SUBSIDIARY. JOINT VENTURE AND ASSOCIATE COMPANY:

The company has no subsidiary company, Joint Venture Company or Associate Company.

PUBLIC DEPOSIT:

During the year under review your Company has not accepted deposit form public as envisaged by Chapter V of the Companies Act, 2013.

CHANGE IN THE NATURE OF BUSINESS:

There is no Change in the nature of the business of the Company done during the year.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE EARNINGS/ OUTGO:

As required by the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 the relevant data pertaining to conservation of energy, technology absorption are not applicable and hence, not given. Moreover, during the year, the Company has Foreign Exchange gain of Rs. 57,711 during the year.

PARTICULARS OF EMPLOYEES:

There are no employees drawing the remuneration in excess of limits prescribed under Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

MATERIAL CHANGES AND COMMITMENTS. IF ANY. AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAS OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

No such material changes and commitments, affecting the financial position of the company have occurred and hence no comments required. However, Our Company has Come up with an Initial Public Offer of 14,30,000 equity shares efface value of Rs. 10 each for cash at a price of Rs. 51 per equity share.

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS:

During the year no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company''s operations in future.

CONVERSION OF THE COMPANY:

By looking into the growth of the Company, Our Board of Directors has recommended for the conversion of Company from Private Limited to Public Limited by passing the board resolution unanimously on 4th December, 2017. This recommendation has been put before the members of the Company and members approved the conversion by passing the special resolution with effect from 27th December, 2017. The Registar of Companies, Ahmedabad approved this conversion and issued fresh certificate of incorporation with new name i.e. Indo Us Bio-Tech Limited with effect from 11th January, 2018.

CHANGES IN SHARES CAPITAL:

I: INCREASE IN AUTHORISED SHARE CAPITAL:

With view to expand its business activities, the company has increased the authorised share capital from Rs. 1,50,00,000/- (Rupees One Crore Fifty Lakhs Only) divided into 15,00,000 (Fifteen Lakhs) equity shares of Rs. 10/- (Rupees Ten) each to Rs 6,00,00,000 (Six Crore Only) equity shares of Rs. 10/- each divided into 60,00,000 (Sixty Lakhs only) equity shares of Rs. 10/- each, rank pari-passu with the existing shares in the company.

II: ISSUE OF BONUS SHARES:

The Company has Issued 19,35,526 Bonus shares of Rs. 10/- each in the ratio of 2 (Two) equity shares against 1 (One) equity share held, allotted to members of the Company on December 4th, 2017.

III: INITIAL PUBLIC OFFERING OF EQUITY SHARES:

Hence, in this way the authorized share capital of the company was raised from Rs. 1,50,00,000 consisting of 15,00,000 Equity shares of Rs. 10 each to Rs. 6,00,00,000 consisting of Rs. 60,00,000 equity shares of Rs. 10 each and paid up share capital has also been increased from Rs. 1,48,88,660 consisting of 14,88,866 Equity shares of Rs. 10 each to Rs. 1,93,55,260 consisting of 19,35,526 equity shares of Rs. 10 each by issue of Bonus Shares on 4th December, 2017 and also further Company has increased its paid up capital from Rs. 34243920 consisting of 3424392 equity shares of Rs. 10 each to Rs. 4,85,43,920 consisting of 48,54,392 equity shares of Rs. 10 by way of Initial Public Offer.

INSURANCE:

All the assets of the company are adequately insured and the Company has developed proper system for taking insurance on all its insurable assets in order to mitigate the risk.

COMPANY SECRETARY & COMPLIANCE OFFICER:

Ms. Sangeeta Dilipkumar Narwani, Company Secretary holding requisite Qualification from the Institute of Company Secretaries of India, having Membership No. A53351 has been appointed as Company Secretary (KMP) & Compliance Officer of the Company w.e.f. 8th January, 2018.

CHIEF FINANCIAL OFFICER:

Ms. Rinku Dipenbhai Jethva has been appointed as Chief Financial Officer of the Company w.e.f. 8th January, 2018.

STATUTORY AUDITORS:

The company''s auditor for the year 2017-18 was M/s. Bhagat & Associates and as Bhagat & Associates has submitted their resignation letter, therefore the Company has decided to appoint new Statutory Auditor in place of M/s. Bhagat & Associates for the purpose of conducting the Statutory Audit from the financial year 2018-19. Therefore, the Company has received certificate u/s. 139 of the Companies Act, 2013 from M/s. Piyush J Shah & Co., Chartered Accountants, (FRN 121172W) signifying that the appointment if made will be within the limits specified. It is therefore proposed to appointed M/s. Piyush J Shah & Co., (FRN 121172W) as the statutory Auditors of the Company for the period of five years from the conclusion of this Annual General Meeting until the conclusion of Annual General Meeting of the company to be held in the year 2023 on such remuneration as may be decided by board in place of auditor M/s. Bhagat & Associates. They have also furnished a declaration confirming their independence as well as their arm''s length relationship with the Company and that they have not taken up any prohibited non-audit assignments for the Company.

RESIGNATION OF STATUTORY AUDITOR:

The Statutory Auditor M/s. Bhagat & Associates for the financial year 2017-18 has submitted their resignation letter for discontinuation of Audit work from the financial year 2018-19.

AUDITORS'' REPORT:

The Auditor''s Report does not contain any adverse remark(s) and hence no comments required. The notes of accounts referred to in audit report are self explanatory and therefore do not require any further comments.

INTERNAL CONTORL SYSTEM:

Pursuant to the provisions of section 138 of the Companies Act and rules made there under, the company has proper system of Internal Control and it has also appointed internal auditor to look after the matters of internal control.

SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT:

Pursuant to the provisions of section 204 of the Act and the Companies [Appointment and Remuneration of Managerial Personnel] Rules, 2014, the Company has appointed M/s. Amrish Gandhi & Associates, Practicing Company Secretary to undertake Secretarial Audit for the financial year ended on 31st March, 2018. Secretarial Audit Report is attached to this report as Form MR-3. The Board has duly reviewed the Secretarial Auditor''s Report and the observations and comments, appearing in the report are self-explanatory and do not call for any further explanation / clarification by the Board of Directors as provided under section 134 of the Act.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

As per the provisions of Section 135, Corporate Social Responsibility activity (CSR Activity) is not applicable to the company.

ENVIRONMENT. HEALTH AND SAFETY:

The Company accords the highest priority to Environment, Health and Safety. The management is constantly reviewing the safety standards of the employees and the management believes in the concept of sustainable development.

MANAGING THE RISKS OF FRAUD. CORRUPTION AND UNETHICAL BUSINESS PRACTICES:

i. Vigil Mechanism / Whistle Blower Policy:

The Company has established vigil mechanism and framed whistle blower policy for Directors and employees to report concerns about unethical behavior, actual or suspected fraud or violation of Company''s Code of Conduct or Ethics Policy.

ii. Business Conduct Policy:

The Company has framed "Business Conduct Policy". Every employee is required to review and sign the policy at the time of joining and an undertaking shall be given for adherence to the Policy. The objective of the Policy is to conduct the business in an honest, transparent and in an ethical manner. The policy provides for anti-bribery and avoidance of other corruption practices by the employees of the Company.

AUDIT COMMITTEE:

Audit Committee was firstly constituted by the company comprising two independent Non-Executive Directors viz. Mr. Gordhanbhai Karshanbhai Gangani, Chairman, Non Executive & Independent Director and Mr. Dhiren Vithaldas Savalia, Non Executive & Independent Director as well as Mr. Jagdish Devjibhai Ajudia, Promoter and Executive Director as members who are having financial and accounting knowledge. The Company Secretary of the Company acts as the Secretary to the Audit Committee. The constitution of Audit Committee meets with the requirements under Section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI (LODR) Regulations, 2015.

The Committee periodically discussed the Financial Reporting process, reviewed the Financial Statements, and discussed the quality of the applied accounting principles and significant judgment that affected the Company''s Financial Statements. Before presenting the audited accounts to the members of the Board, the Audit Committee recommended the appointment of the statutory auditors, subject to the Board''s approval. The audit Committee reviewed with adequacy of internal control systems with the management, statutory and internal auditors.

INDUSTRIAL RELATIONS:

Industrial Relations during the year under review, continued to be cordial.

ACCOUNTING STANDARDS AND FINANCIAL REPORTING:

The Company incorporates the accounting standards as and when issued by the Institute of chartered Accountants of India. The Company Complied with the Stock Exchange and legal requirement concerning the Financial Statements at the time of preparing them for the Annual Report.

CORPORATE GOVERNANCE AND MANAGEMENT''S DISCUSSION AND ANALYSIS REPORT:

In terms of Regulation 34(3) and 53(f) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 the Corporate Governance Report, the Management Discussion & Analysis Statement, and the Auditors'' Certificate regarding Compliance of Conditions of Corporate Governance are part of this Annual Report.

DEMATERIALISATION OF EQUITY SHARES:

As per direction of the SEBI and Bombay Stock Exchange Limited, the shares of the Company are under compulsory demat form. The Company has established connectivity with both the Depositories i.e. National Securities Depository Limited and Central Depository Services (India) Limited and the demat activation number allotted to the Company is ISIN: INE250Z01010. Presently all the shares of the company i.e 100% shares are held in electronic mode.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS:

The Board of Directors duly met at regular intervals during the mentioned financial year and in respect of which meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The details regarding the meetings of board of directors and the attendance of the directors in the same is mentioned in Corporate Governance Report.

NUMBER OF MEETINGS OF THE AUDIT COMMITTEE:

regarding the meetings of Audit Committee and the attendance of the directors in the same is mentioned in Corporate Governance Report.

NUMBER OF MEETINGS OF THE NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee duly met at regular intervals during the mentioned financial year and in respect of which meetings proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The details regarding the meetings of Nomination and Remuneration Committee and the attendance of the directors in the same is mentioned in Corporate Governance Report.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

(Prevention, Prohibition and Redressal Act, 2013):

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

DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provision of section 134(5) the Board confirms and submits the Director''s Responsibility Statement:-

a) in preparation of the Annual Accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b) the Directors had selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period;

c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d) the Directors had prepared the Annual Accounts on a going concern basis; and

e) the directors, in the case of a listed company, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

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

PARTICULARS OF LOANS. GUARANTEES AND INVESTMENTS UNDER SECTION 186:

During the period under report, the Company has not provided guarantee to any person or Body Corporate under section 186 of the Companies Act, 2013

EXTRACT OF ANNUAL RETURN:

Pursuant to Section 134(3) (a) of the Companies Act, 2013 read with rules 12(1) of the Companies (Management and Administration) Rules, 2014, the extract of annual return is annexed herewith as MGT-9 and forming part of the report.

BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and SEBI (LODR), 2015, the Board has carried out an annual performance evaluation of its own performance, the directors individually, as well as, the evaluation of the working of its Audit, Nomination and Remuneration Committee. The performance of the Board was evaluated by the Board after seeking feedback from all the Directors on the basis of the parameters/criteria, such as, degree of fulfillment of key responsibility by the Board, Board Structures and Composition, establishment and delineation of responsibilities to the Committees, effectiveness of Board processes, information and functioning, Board culture and dynamics and, Quality of relationship between the Board and the Management. The performance of the committees'' viz. Audit Committee and Nomination & Remuneration Committee was evaluated by the Board after seeking feedback from Committee members on the basis of parameters/criteria such as degree of fulfillment of key responsibilities, adequacy of committee composition, effectiveness of meetings, committee dynamics and, quality of relationship of the committee with the Board and the Management.

REMUNERATION POLICY:

The Board has, on the recommendation of the Nomination and Remuneration Committee, framed a policy for selection and appointment of Directors, senior management personnel and their remuneration. Remuneration Policy of the Company acts as a guideline for determining, inter alia, qualification, positive attributes and independence of a Director, matters relating to the remuneration, appointment, removal and evaluation of the performance of the Director, Key Managerial Personnel and senior managerial personnel. Nomination and Remuneration Policy is annexed as Annexure "B" to this report.

FRAUD:

No cases of fraud have been reported by the company during the period under review.

RISK MANAGEMENT SYSTEM:

The Company has developed and implemented a risk management system which identifies major risks which may threaten the existence of the Company.

PARTICULARS OF CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES:

ACKNOWLEDGMENT:

Your Directors wish to place on record their sincere appreciation to the financial institutions, Company''s bankers and customers, vendors and investors for their continued support during the year.

Your Directors are also pleased to record their appreciation for the dedication and contribution made by employees at all levels who through their competence and hard work have enabled your Company achieve good performance year after year and look forward to their support in future as well.

Regd. Office:	By Order of the Board
309, Shanti Mall, Satadhar Char Rasta,	For, INDO US BIO-TECH LIMITED
Opp. Navrang Tower, Sola Road,
Sola Road, Ahmedabad-380061, Gujarat

Sd/-	Sd/-
JAGDISH D AJUDIA	MALTIBEN AJUDIA
Chairman and Managing Director	Wholetime Director
DIN: 01745951	DIN: 02403878
Date: 20th July, 2018

ANNEXURE-A FORM NO. AOC-2

(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.

Form for 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 arms length transaction under third proviso thereto.

1. Details of contracts or arrangements or transactions not at Arm''s length Basic:

SL. No.	Particulars	Details
a) 1	Name (s) of the related party & nature of relationship	NIL
b) 2	Nature of contracts/arrangements/transaction	NIL
c) 3	Duration of the contracts/arrangements/transaction	NIL
d) 4	Salient terms of the contracts or arrangements or transaction including the value, if any	NIL
e) 5	Justification for entering into such contracts or arrangements or transactions''	NIL
f) 6	Date of approval by the Board	NIL
g) 7	Amount paid as advances, if any	NIL
h) 8	Date on which the special resolution was passed in General meeting as required under first proviso to section 188	NIL

2. Details of contracts or arrangements or transactions at Arm''s length Basic:

Sr. No.	Name(s) of the related party and nature of relationship	Nature of Contracts /arrangements/ Transactions	Salient terms of the contracts of arrangements or transactions including value, if any:	Duration of Contracts/ /arrangements/ Transactions	Date(s) of the approval by the Board and Audit Committee, if any	Amou nt paid as advan ces, If any
1	Jagdish Devjibhai Ajudia -Managing Director	Unsecured Loan	Unsecured Loan of Rs. 60,50,500	From 1st April, 2017 to 3 1st March, 2018	03/04/2017	Nil

2	Jagdish Devjibhai	Remuneration	Remuneration of Rs.	From 1st April, 2017 to 3 1st	03/04/2017	Nil
	Ajudia -		11,56,736	March, 2018
	Managing
	Director
3	Indo-Us	Purchase	Purchase of	From 1st April,	03/04/2017	Nil
	Agriseeds		Rs.	2017 to 3 1st
	Private		3,83,14,127	March, 2018
	Limited
4	Maltiben	Remuneration	Remuneration	From 1st April,	03/04/2017	Nil
	Jagdishkumar		of Rs.	2017 to 31st
	Ajudia-		3,35,976	March, 2018
	Wholetime
	Director
5	Priyanka	Remuneration	Remuneration	From 1st April,	03/04/2017	Nil
	Jagdishbhai		of Rs.	2017 to 3 1st
	Ajudia		1,21,542	March, 2018
6	Priyanka	Unsecured	Unsecured	From 1st April,	03/04/2017	Nil
	Jagdishbhai	Loan	Loan of Rs.	2017 to 3 1st
	Ajudia		3,55,000	March, 2018

Annexure-B

NOMINATION AND REMUNERATION POLICY REGULATORY FRAMEWORK I SECTION 178 OF THE COMPANIES ACT, 2013

â¢ The Nomination and Remuneration Committee shall identify persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, recommend to the Board their appointment and removal and shall carry out evaluation of every director''s performance.

â¢ The Nomination and Remuneration Committee shall formulate the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration for the directors, key managerial personnel and other employees.

â¢ The Nomination and Remuneration Committee shall, while formulating the policy as aforesaid shall ensure that:

(a) the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate directors of the quality required to run the company successfully;

(b) relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

II LISTING REGULATION

Clause 19 of the listing regulation provides that role of Nomination and Remuneration Committee shall, inter-alia, include the following:

â¢ Formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration of the directors, key managerial personnel and other employees;

â¢ Formulation of criteria for evaluation of Independent Directors and the Board;

â¢ Devising a policy on Board diversity; and

â¢ Identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommend to the Board their appointment and removal.

Clause 19 provides that the appointment, removal and terms of remuneration of the Chief Internal Auditor shall be subject to review by the Audit Committee.

DEFINITIONS & INTERPRETATION

In this Policy unless the context otherwise requires:

Act shall mean Companies Act, 2013.

Board shall mean Board of Directors of the Company (Indo Us Bio-Tech Limited).

Charter shall mean Charter for Performance Evaluation of the Directors, Committees and Board of Directors adopted by the Board of Directors of the Company as amended from time to time.

KMPs or Key Managerial Personnel shall mean following:

a. Managing Director (MD), or Chief Executive Officer or Manager and in their absence, Whole time Director;

b. Company Secretary; and

c. Chief Financial Officer

NRC shall mean Nomination and Remuneration Committee.

Senior Management Personnel shall mean employees comprising of all members of management one grade below the MD, including the functional/ vertical heads.

INTERPRETATION

i. The provisions of the Act and the Listing Regulations shall be deemed to have been mutatis mutandis specifically incorporated in this Policy and in case any of the provision of this Charter is inconsistent with the provisions of Act and/or the Listing Regulation, the provisions of Act and/or the Listing Regulation shall prevail.

ii. The capitalized words not specifically defined in the Policy shall have the same meaning as under the Act or the Listing Regulation or the Charter.

iii. For interpretation of this Policy, reference and reliance may be placed upon circulars/clarifications issued by the Ministry of the Corporate Affairs or SEBI and/or any other authority.

OBJECTIVES

The Objective of this Policy is to act as a guideline for determining, inter-alia, qualifications, positive attributes and independence of a Director, matters relating to the remuneration, appointment, removal and evaluation of performance of the Directors, KMPs, Senior Management Personnel and includes:

â¢ Ensuing that the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate directors of the quality required to run the Company successfully;

â¢ Ensuing that the relationship of remuneration to performance is clear and meets appropriate performance benchmarks;

â¢ Ensuing that the remuneration to Directors, KMPs, and other Senior Management Personnel of the Company involves a fine balance between fixed and incentive pay reflecting short and long term performance objectives appropriate to the working of the Company and its goals;

â¢ To lay down criteria and terms and conditions with regard to identifying persons who are qualified to become Directors (Executive and Non-executive) and persons who may be appointed in Senior Management, KMPs and to determine their remuneration;

â¢ To determine remuneration based on the Company''s size and financial position and trends and practices on remuneration prevailing in the industry;

â¢ To carry out evaluation of the performance of Directors;

â¢ To retain, motivate and promote talent and to ensure long term sustainability of talented managerial persons and create competitive advantage; and

â¢ To lay down criteria for appointment, removal of directors, KMPs and Senior Management Personnel and evaluation of their performance.

FUNCTIONS OF NOMINATION AND REMUNERATION COMMITTEE

â¢ The NRC shall, inter-alia, perform the following functions:

â¢ Identify persons who are qualified to become Directors in accordance with the criteria laid down, recommend to the Board their appointment and removal and shall carry out evaluation of every director''s performance;

â¢ Formulate the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration for the directors, key managerial personnel and other employees;

â¢ Determine the criteria for selection, attributes and broad parameters for appointment of KMPs, evaluation and measurement of performance of KMPs and to recommend appointments of KMPs to the Board.

â¢ Determine the criteria for selection, compensation structure, evaluation and measurement of performance of Senior Management Personnel.

â¢ Ensure that the Board comprises of a balanced combination of Executive Directors and Non-Executive Directors and also the Independent Directors;

â¢ Devise framework to ensure that Directors are inducted through suitable familiarization process covering their roles, responsibility and liability;

â¢ Devise a policy/criteria on Board diversity;

â¢ The NRC shall assist the Board in ensuring that plans are in place for orderly succession for appointments to the Board and to senior management; and

â¢ Set up mechanism to carry out its functions and is further authorized to delegate any / all of its powers to any of the Directors and / or officers of the Company, as deemed necessary for proper and expeditious execution.

APPOINTMENT OF DIRECTORS

â¢ The NRC shall ensure that Board has appropriate balance of skills, experience and diversity of perspectives that are imperative for the execution of its business strategy, and consider various factors

including but not limited to skills, industry experience, background, race and gender for balanced and diversified Board.

â¢ The NRC shall identify and ascertain the integrity, qualification, expertise and experience of the person for appointment as Director, KMPs and recommend to the Board his/her appointment.

â¢ Appointment of Independent Directors shall be subject to compliance of provisions of Section 149 of the Companies Act, 2013, read with schedule IV and rules made thereunder. An Independent Director shall hold office for a term up to five consecutive years on the Board of the Company and will be eligible for reappointment on passing of a special resolution by the Company and disclosure(s) of such appointment in the Board''s report. No Independent Director shall hold office for more than two consecutive terms, but such Independent Director shall be eligible for appointment after expiry of three years of ceasing to become an Independent Director.

â¢ The NRC shall recommend appointment or re-appointment of Managing Director (MD) for a term not exceeding five years at a time. No re-appointment shall be made earlier than one year before the expiry of term.

â¢ The NRC shall carry out evaluation of performance of every Director on an annual basis.

â¢ The NRC may recommend, to the Board with reasons recorded in writing, removal of a Director, KMPs or Senior Management Personnel subject to the provisions of the Companies Act, 2013, and all other applicable Acts, Rules and Regulations, if any.

â¢ The Directors, KMPs and Senior Management Personnel shall retire as per the applicable provisions of the Regulations and the prevailing policy of the Company. The NRC shall from time to time recommend, review and revise, if required the retirement policy for Directors, KMPs and Senior Management Personnel.

â¢ The Board will have the discretion to retain the Director, KMPs and Senior Management Personnel in the same position/remuneration or otherwise even after attaining the retirement age, for the benefit of the Company.

REMUNERATION OF MD

â¢ The remuneration to the Managing Director will be determined by the NRC and recommended to the Board for approval. The remuneration/ compensation/profit-linked commission etc. shall be in accordance with the percentage/slabs/conditions laid down in the Articles of

Association of the Company, Act and shall be subject to the prior/post approval of the members of the Company and Central Government, wherever required.

â¢ Increments to the MD should be within the slabs approved by the members and shall be made after taking into consideration the Company''s overall performance, MD''s contribution for the same, trends in the industry in general and in a manner which would ensure and support a high performance culture. The MD shall be eligible for remuneration as may be approved by the members of the Company on the recommendation of the NRC and the Board of Directors. The break-up of the pay scale, performance bonus and quantum of perquisites including, employer''s contribution to P.F, pension scheme, medical expenses, club fees etc. shall be decided and approved by the Board on the recommendation of the NRC and shall be within the overall remuneration approved by the members and Central Government, wherever required. If, in any financial year, the Company has no profits or its profits are inadequate, the Company shall pay remuneration to its MD in accordance with the provisions of the Companies Act, 2013 and if it is not able to comply with such provisions, then with the approval of the Central Government.

â¢ The Remuneration to MD shall involve a balance between fixed and incentive pay reflecting short and long term performance and objectives appropriate to working of the Company and its goals.

â¢ UPDATING THE DIRECTORS ON A CONTINUING BASIS

â¢ The Company shall periodically arrange Board Strategy discussions. At such Meetings, the Directors also get an opportunity to see the Company''s operation. This would enable them to gain an understanding and appreciation of the operations of the Company and initiatives taken on safety, quality, environment issues, CSR, Sustainability, etc.

â¢ At the Board Strategy Meeting, presentations shall be made to the Directors on the Company''s long term Vision and Strategy.

â¢ Periodic presentations on operations to the Board shall include information on business performance, operations, market share, financial parameters, working capital management, fund flows, senior management changes, major litigation, compliances, subsidiary data, etc.

â¢ Business Heads and Company Executives may be invited at Board or Committee Meetings and meetings of Directors for better understanding of the business and operations of the Company.

â¢ REMUNERATION TO KMPs AND SENIOR MANAGEMENT

â¢ The level and composition to be paid to KMPs and Management shall be reasonable and sufficient to attract, retain and motivate them and shall be also guided by external competitiveness and internal parity.

â¢ The remuneration of KMPs and Senior Management Personnel shall be guided by the external competitiveness and internal parity. Internally, performance rating of all employees would be spread across a normal distribution curve.

â¢ The remuneration of KMPs and Senior Management shall comply with the guidelines approved by the NRC.

â¢ The terms of remuneration of the Internal Auditor shall comply with the guidelines approved by the Audit Committee.

For and on behalf of the Board of Directors

Sd/-

JAGDISH DEVJIBHAI AJUDIA Chairman

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