The Directors have pleasure in presenting before you the 32^nd Annual Report of the Company together with
the Audited Statements of Accounts for the year ended 31^st March, 2025.

I. FINANCIAL PERFORMANCE

The financial results of the Company for the period under review as compared to the previous year are
summarized below:

Turnover. Profits & Future Prospects

The total income during the year under review was Rs. 5501.98 in lakh. However, company could make a
profit of Rs. 31.45 lakhs after tax.

The company had started operation in its new Hotel unit called as “Samskara Resort” from September 2018
and the total income from hotel during FY 2024-25 was Rs. 314.44 in lakhs included in the turnover above.

Depreciation and Finance Costs

Depreciation for the year was Rs.182.21 in lakh against Rs.215.47 in lakh for the previous year. Finance costs
for the year ended 31st March, 2025 was 234.44 in lakh, as against 189.84 in lakh in the previous year.

Dividend

Based on Company performance, the Directors are unable to recommend dividend due to inadequate profits.
Transfer of Unclaimed Dividend to Investor Education and Protection Fund

The Provisions of section 125(2) of Companies Act, 2013 are not applicable as there was no dividend declared
or paid last year.

Deposits

During the year under review, Your Company has not accepted any deposits from public and as such, in the
terms of the provision of Section 73 to 76 of the Companies Act, 2013, read with the Companies (Acceptance
of Deposits) Rules, 2014 and hence no amount on account of principal or interest on public deposits was
outstanding as on the date of the balance sheet.

Insurance

All properties and insurable interests of the Company including building, plant and machinery and stocks
have been fully insured.

Particulars of Loans, Guarantees or Investments

Pursuant to section 186 of Companies Act, 2013 and Schedule V of the Listing Regulations, disclosure on
particulars relating to Loans, Advances, Guarantees and Investments are provided as part of the financial
statements.

Borrowings / Indebtness

Pursuant to section 180(1)(c) of Companies Act, 2013, disclosure on particulars relating to borrowing and
indebtedness are provided as part of the financial statements.

Related Party Transactions

In line with the requirements of the Companies Act, 2013 and Listing Regulations, your Company has
formulated a Policy on Related Party Transactions which is also available on Company’s website at
https://www.suryasalt.com. The Policy intends to ensure that proper reporting, approval and disclosure
processes are in place for all transactions between the Company and Related Parties.

All Related Party Transactions entered during the year were in Ordinary Course of the Business and on Arm’s
Length basis. There were Related Party Transactions, i.e. transactions exceeding ten percent of the annual
consolidated turnover as per the last audited financial statements, were entered during the year by your
Company. Prior omnibus approval of the Audit Committee is obtained for the transactions which are of a
foreseeable and repetitive nature.

The particulars of contracts or arrangements with related parties referred to in section 188(1) and applicable
rules of the Companies Act, 2013 in Form AOC-2 is provided as Annexure C to this Annual Report.

Subsidiaries, joint venture and associate companies:

The company does not have any subsidiary, Joint ventures or associate company.

Saboo Sodium Chloro Ltd: Salt Division

Company has launched Himalayan Pink Salt under the brand name “SURYA” for the Metro-cities and
Export Market.

Saboo Sodium Chloro Ltd: Hospitality Division:

The Company is Expanding its Hotels and Resorts Business and is in the process of purchasing approximately
10 acres of land nearby Kukas- Jaipur Kukas, which is one of the most promising hospitality zones in
Rajasthan.

Efforts are also being made to purchase additional 2 acres of land nearby Samskara to expand
capacity/inventory by another 120 Rooms.

Samskara Resort’s Project Highlights and facilities, Site Plan, Individual unit Plans and views and entire
layout is explained in the following section: (Include the attachment Samskara resort (Jaipur)

The Company has Establishes a State-of-the-Art 75 KW Solar Power System at its flagship 5-star property,
Samskara Resort & Spa, located in Jaipur, Rajasthan.

SHARES

Authorized Capital:-

During the Financial Year 2024-25 the Authorised Capital of the Company has increased from Rs.

45.00. 00.000/- (Rupees forty five crore only) divided into 4,50,00,000 ( four crore fifty lakh ) equity shares of
Rs. 10/- each (Rupees Ten Each) to Rs. 100,00,00,000/- (Rupees Hundred Crores Only) divided into

10.00. 00.000 (Ten Crores) Equity Shares of Rs. 10/- each (Rupees Ten Each).

Issued Capital:-

During the Financial Year 2024-25 the Issued Capital of the Company is Rs. 42,07,75,500/- (Rupees Forty
Two Crore Seven Lakh Seventy-Five Thousand Five Hundred Only) divided into 4,20,77,550 (Four Crore
Twenty Lakh Seventy-Seven Thousand Five Hundred Fifty) Equity Shares of Rs. 10/- (Rupees Ten Each).

Subscribed & Paid up Capital:-

During the Financial Year 2024-25 the Issued Capital of the Company is Rs. 42,07,75,500/- (Rupees Forty
Two Crore Seven Lakh Seventy-Five Thousand Five Hundred Only) divided into 4,19,71,481 (Four Crore
Nineteen Lakh Seventy-One Thousand Four Hundred Eighty-One) Equity Shares of Rs. 10/- (Rupees Ten
Each).

(Out of the above-mentioned Issued Equity Shares, 1,06,069 (One Lakh Six Thousand Sixty-Nine) shares
have been forfeited, and the application for recording the same is currently under process on the BSE portal).
That’s why the Fully paid up shares are 4,19,71,481 shares.

Buy-back of shares:

During the year under review, company has not bought back any of its shares.

Sweat Equity Shares:

During the year under review, company has not issued any Sweat Equity shares.

Bonus Shares:

During the year under review, company has not issued any Bonus shares.

Employee Stock Option Plan:

During the year under review, company has not provided any Stock option plan to its employees.

II. BUSINESS

Changes in nature of business:

There was no change in nature of business.

Number of Board Meetings

During the year under review, company has conducted 16 (Sixteen) Board meetings. The detailed disclosure
of the Board of Directors and their Meetings is given in the Corporate Governance Report, which forms part
of this report.

Composition of Board of Directors

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.

The detailed disclosure of the Board of Directors is given in the Corporate Governance Report, which forms
part of this report.

Change in Directors and KMP

Details of changes in Directors and Key Managerial Personnel are as follows:

Key Managerial Personnel

Pursuant to the provisions of Section 203 of the Act, the Key Managerial Personnel of the Company as on
March 31, 2025 are:

1. Mr. Girdhar Saboo (DIN: 00364750) Managing Director

2. Ms. Komal Company Secretary

Performance Evaluation Criteria for Directors

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (Listing Regulations), the Board has carried out an Annual Evaluation of
its own performance, Board Committees and Individual Directors.

The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the
basis of the criteria such as the Board composition and structure, effectiveness of Board processes,
information and functioning, etc. The performance of the Committees was evaluated by the Board after
seeking inputs from the Committee Members on the basis of the criteria such as the composition of
committees, effectiveness of committee meetings, etc. Performance evaluation of independent directors was
done by the entire Board, excluding the Independent Director being evaluated.

In a separate meeting of independent Directors, performance of Non-Independent Directors, the Board as a
whole and the Chairman of the Company and Whole time Directors was evaluated.

The Chairman of the Board and the Nomination and Remuneration Committee reviewed the performance of
the individual directors on the basis of the criteria approved by the Board. Each Committee and the Board
expressed satisfaction on the performance of each Director.

Declaration by Independent Directors

The Company has received declarations from all its Independent Directors, confirming that they meet the
criteria of independence as prescribed under Section 149(6) of the Act along with Rules framed thereunder and
Regulation 16(1)(b) of the SEBI Listing Regulations. In terms of Regulation 25(8) of the SEBI Listing
Regulations, the Independent Directors have also confirmed that they are not aware of any circumstance or
situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge
their duties. In the opinion of the Board, Independent directors fulfill the conditions specified in Companies
Act, 2013 and SEBI Listing Regulations and are independent from the management.

Further, all the Directors of the Company, including Independent Directors, possess appropriate skills,
experience, and expertise in one or more areas such as Board and Corporate Governance, Finance,
Accounting and Financial Reporting, Information Technology, specialized industry knowledge,
environmental matters, and other disciplines relevant to the Company’s business operations.

Meeting of Independent Directors

A separate meeting of Independent Directors as required under the Schedule IV of the Companies Act, 2013
was held on 28^th March, 2025, without presence of Executive Directors. Such meeting was conducted to
review and evaluate:

(a) The performance of Non-Independent Directors and the Board as a whole,

(b) The performance of the Chairperson of the company, taking into account the views of Executive Directors
and Non-Executive Directors and

(c) Assess the quality, quantity and timeliness of flow of information between the company management and
the Board that is necessary for the Board to effectively and reasonably perform their duties.

The Independent Directors expressed their satisfaction with the performance of Non-Independent Directors
and the Board as a whole and the Chairman of the Independent Directors meeting briefed the outcome of the
meeting to the Chairman of the Board.

The Independent Directors expressed satisfaction with the overall performance of the Directors and the Board
as a whole.

Auditors

Statutory Auditor

M/s R.P. Khandelwal., Chartered Accountants, (Firm Registration No. 001795C) was appointed as Statutory
Auditors for a period of Five years in the Annual General Meeting held on 26^th September, 2022. Their
continuance of appointment and payment of remuneration are to be confirmed and approved in the ensuing
Annual General Meeting.

There are no qualifications or adverse remarks in the Auditors’ Report which require any clarification/
explanation. The Notes on financial statements are self-explanatory, and needs no further explanation.

Further the Auditors’ Report for the financial year ended, 31st March, 2025 is annexed herewith for your kind
perusal and information.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s Naredi Vinod &
Associates (CP No 7994, ACS 20453), Company Secretaries to undertake the Secretarial audit of the company
for the financial year 2024-25.

Internal Auditor

Pursuant to section 138 of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts) Rules,
2014 and other applicable provisions of the Act, M/s Aditya Khunteta & Associates, Chartered accountants,
was appointed as an internal auditors of the Company.

Explanation or comments on qualifications, reservations or adverse remarks or disclaimers made by the
auditors and the Practicing Company Secretary:

There were no qualifications, reservations or adverse remarks or disclaimers made either by the auditors or the
practicing company secretary in their respective reports.

Annual Return

Annual return in Form MGT-7 of Saboo Sodium Chloro Ltd. For the Financial year 2024-25 is placed on the
Company’s website www. suryasalt. com.

Details of Significant and Material Orders Passed by the regulators/Courts/Tribunals Impacting the
Going Concern Status and the Company’s Operations in Future

There are no significant material orders passed by the Regulators/Courts which would impact the going
concern status of the Company and its future operations.

Management Discussion and Analysis Report

The report on Management Discussion and Analysis as required under the Listing Regulations, 2015 with the
Stock exchange is set out as ‘Annexure B’ to the Director’s Report.

Business Risk Management

Although the company has long been following the principle of risk minimization as is the norm in every
industry, it has now become a compulsion.

Therefore, in accordance with Listing Regulations, 2015, the Board members were informed about risk
assessment and minimization procedures after which the Board formally adopted steps for framing,
implementing and monitoring the risk management plan for the company.

The main objective of this policy is to ensure sustainable business growth with stability and to promote a pro¬
active approach in reporting, evaluating and resolving risks associated with the business. In order to achieve
the key objective, the policy establishes a structured and disciplined approach to Risk Management, in order
to guide decisions on risk related issues.

In today’s challenging and competitive environment, strategies for mitigating inherent risks in accomplishing
the growth plans of the Company are imperative. The common risks inter alia are: Regulations, competition,
Business risk, Technology obsolescence, Investments, retention of talent and expansion of facilities. Business
risk, inter-alia, further includes financial risk, political risk, fidelity risk, legal risk.

As a matter of policy, these risks are assessed and steps as appropriate are taken to mitigate the same.

III. GOVERNANCE AND ETHICS
Corporate Governance Report

The Company has adopted the policies in line with new governance requirements including the Policy on
Related Party Transactions, Policy on Material Subsidiaries, Policy and Whistle Blower Policy. These policies
are available on the website of the Company at https://www.suryasalt.com. The Company has established a
vigil mechanism for Directors and employees to report their genuine concerns, details of which have been
given in the Corporate Governance Report annexed to this Report in Annexure “D”.

Secretarial Audit was carried out by M/s Naredi Vinod & Associates, Company Secretaries, the Secretarial
Auditor of the Company for the financial year 2024-25. There were no qualifications, reservations or adverse
remarks given by Secretarial Auditors of the Company. The detailed report on the Secretarial Audit is
appended as an Annexure to this Report.

A separate report on Corporate Governance is provided together with a Certificate from the Statutory
Auditors of the Company regarding compliance of conditions of Corporate Governance as stipulated under
Listing Regulations. A Certificate of the CEO and CFO of the Company in terms of Listing Regulations, inter
alia, confirming the correctness of the financial statements and cash flow statements, adequacy of the internal
control measures and reporting of matters to the Audit Committee, is also annexed.

Disclosure on the Remuneration of Managerial Personnel

The information required under section 197 of the Act read with Rule 5(1) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 are given below:

Remuneration of Managing Director

Following are the details of the annual salary paid to Mr. Girdhar Saboo Managing Director: - Consolidated
Salary excluding Perquisites and allowances, etc- 48,00,000/- (Rupees forty eight Lakhs only).

He is entitled to receive the following:-

a Gratuity as per the rules of the Company, but not exceeding half a month’s salary for each completed
year of service.

b. Encashment of leave at the end of tenure.

c. Provision of car for use on Company Business.

d. Free landline telephone facility at residence along with free mobile telephone facility. Long distance
personal calls to be recovered by the Company.

e. He shall also be entitled to reimbursement of entertainment expenses actually and properly incurred in
the course of business of the Company.

Policy on Director’s Appointment and Remuneration and Other Details

The company’s policy on Director's appointment and remuneration and other details provided in section
178(3) of the Act has been disclosed In Corporate Governance Report, which forms part of Directors Report.

Compliance with Secretarial Standards

The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of
India.

Particulars of Employees

The particulars of the employees who are covered by the provisions contained in Rule 5(2) and rule 5(3) of
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are:

a) Employed throughout the year- Nil

b) Employed for part of the year- Nil

Director’s Responsibility Statement

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their
knowledge and ability, confirm that:

1. In the preparation of the annual accounts, the applicable accounting standards have been followed;

2. They have 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 on 31^st March 2025 and of the profit of the Company for the year;

3. They have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing
and detecting fraud and other irregularities;

4. The Annual Accounts are prepared on a going concern basis;

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

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

Vigil Mechanism / Whistle Blower Policy

In order to ensure that the activities of the Company and its employees are conducted in a fair and transparent
manner by adoption of highest standards of professionalism, honesty, integrity and ethical behavior the
company has adopted a vigil mechanism policy. This policy is explained in corporate governance report.

IV. INTERNAL FINANCIAL CONTROLS AND AUDIT

Details in respect of adequacy of internal financial controls with reference to the financial statements

The Company has in place adequate internal financial controls with reference to financial statements.
Statutory Auditors in their report has expressed their opinion on the internal financial controls with reference
to the financial statements which is self-explanatory. The Board has adopted the policies and procedures for
ensuring the orderly and efficient conduct of its business, including adherence to the Company’s policies, the
safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of
the accounting records and the timely preparation of reliable financial disclosures.

V. SOCIAL RESPONSIBILITY AND SUSTAINABILITY
Corporate Social Responsibility

Though the provisions of Companies Act, 2013 regarding Corporate Social Responsibility are not attracted to
the company yet the Company has been, over the years, pursuing as part of its corporate philosophy, an
unwritten CSR policy voluntarily which goes much beyond mere philanthropic gestures and integrates
interest, welfare and aspirations of the community with those of the Company itself in an environment of
partnership for inclusive development.

Conservation of Energy, Technology Absorption and Foreign Exchange Earning and Outgo

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo
stipulated under Section 134(3) (m) of the Companies Act, 2013 read with Rule, 8 of The Companies
(Accounts) Rules, 2014, is annexed herewith as “Annexure A”.

Prevention of Sexual Harassment at Workplace

The Company has in place a Prevention of Sexual Harassment Policy in line with the requirements of the
Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal
Committee has been set up to redress complaints received regarding sexual harassment. The Company has
designated the external independent member as a Chairperson of the Committee. There were no complaints
received during the year under review of sexual harassment.

VI. OTHER DISCLOSURES
Listing at Stock Exchange

The Equity Shares of the Company are listed at Bombay Stock Exchange (Scrip Code: 530461) and its shares
are actively traded at Bombay Stock Exchange. The Company confirms that it has paid the Annual Listing
fees for the year 2024-25 to BSE where the Company’s shares are listed.

Acknowledgement

Your Directors would like to expose their grateful appreciation for the co-operation received from its Bankers,
Government Authorities, Customers, Vendors, Business Associates and Shareholders during the year under
review. Your Directors also wish to place in record their deep sense of appreciation for the committed services
of the executive, staff and workers of the Company.

Cautionary Statement

The statements contained in the Board’s Report and Management Discussion and Analysis contain certain
statements relating to the future and therefore are forward looking within the meaning of applicable securities,
laws and regulations. Various factors such as economic conditions, changes in government regulations, tax
regime, other statues, market forces and other associated and incidental factors may however lead to variation
in actual results.