BSEAGM/EGM5d ago · 27 Aug 2026, 04:47 pm
Pursuant to the provisions of Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed the copy of Annual Report along with the notice ....
Sunil Agro Foods Ltd-$ · 530953
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Sunil Agro Foods Ltd has announced its 38th Annual General Meeting to be held on September 23, 2026, through video conference or other audio visual means. The meeting will consider and adopt the financial statements, including audited balance sheet, profit and loss statement, and cash flow statement for the year ended March 31, 2026. The meeting will also consider the re-appointment of Mr. Pramod Kumar S as Whole Time Director for a period of three years.
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Sunil Agro Foods Ltd-$ - 530953 - Annual Report Including Notice Of 38Th Annual General Meeting To Be Held On 23.09.2026.
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SUNIL AGRO FOODS LIMITED
Corporate Office:
1/104, Ahuja Chambers, Kumara Krupa Road,
Bengaluru - 560001 ; T: 080 2225 1555 / 1666
E-mail : info@sunilagro.in
Factory & Registered Office:
Plot 39/A2, Chokkahalli, Hosakote Industrial Area,
FOODS LIMITED
Hosakote - 562114 ; T: 080 27971371/ 463
E-mail : billing@sunilagro,in
ClN No : L01111KA1988PLC008861
www.sunilagro.in
To 27th August, 2026
Department of Corporate Services (Listing)
BSE Limited
25th Floor, Phiroze Jeejeebhoy Towers
Dalal Street, Fort Mumbai – 400 001
Dear Sirs,
Sub: Copy of Annual Report including Notice of 38th Annual General Meeting
Pursuant to the provisions of Regulation 34 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, please find enclosed the copy of Annual Report along
with the notice of 38th Annual General Meeting of the Company to be held on Wednesday,
September 23, 2026 at 11:00 AM IST, through Video Conference (VC) or Other Audio
Visual Means (OAVM) as per the Companies Act, 2013.
Please take the documents on record and kindly treat this as compliance with SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.
Thanking you
Yours faithfully
For Sunil Agro Foods Limited
Priya Sharma
Company Secretary and Compliance Officer
Membership No: A75486
Intertek
Total Quality assured 1
FSSC22000 V5 Certified Company by Intertek
Annual Report
2025-26
www.sunilagro.in
CONTENTS PAGE No.
NOTICE - 1-12
BOARD’S REPORT - 13-23
DECLARATION FROM INDEPENDENT DIRECTORS - 24-25
AOC-2 RELATED PARTY TRANSACTIONS - 26
SECRETARIAL AUDIT REPORT - 27-29
RATIO OF REMUNERATION TO EACH DIRECTOR - 30-31
CODE OF CONDUCT - 32
AUDITORS’ REPORT - 33-34
BALANCE SHEET - 44
STATEMENT OF PROFIT & LOSS - 45
CASH FLOW STATEMENT - 46
NOTES FORMING PART OF FINANCIAL STATEMENTS - 47-79
SUNIL AGRO FOODS LIMITED
THIRTY EIGHTH ANNUAL GENERAL MEETING
BOARD OF DIRECTORS & KMP:
Mr. Nikhil Murthy Chairman
Mr. B Shantilal Managing Director (till May 27th, 2026)
Mr. Pramod Kumar S Chief Executive Officer & Director
Mr. Akshat Jain Whole-Time Director
Mrs. Sarika Bhandari Independent Director
Ms. Manvi Jain Non-Executive Director
Mrs.Gayithri Shankarappa Chief Financial Officer
Mrs. Shaila A B Company Secretary and Compliance Officer
(till 31st October, 2025)
Ms. Priya Sharma Company Secretary and Compliance Officer
(w.e.f 08th November, 2025)
REGISTERED OFFICE & FACTORY: Plot No: 39-A2
Hosakote Industrial Area, Chokkahalli
Hoskote -562 114
CORPORATE OFFICE: No: 1/104, Ahuja Chambers
Kumara Krupa road
Bangalore -560 001
SECRETARIAL AUDITOR: Mrs. Kalaivani S
Practising Company Secretary
Bangalore
STATUTORY AUDITORS: Messrs G R V & P K
Chartered Accountants, Bangalore
INTERNAL AUDITORS: CA. Mallinath Nainegli,
Messrs. Nainegli & Co, Chartered Accountants,
Bangalore
BANKERS: HDFC Bank Limited
Seshadripuram Branch, Bangalore
SHARE TRANSFER AGENT: I n t e g r a t e d R e g is t r y M a n a g e m ent Services
Private Limited, Bangalore
SUNIL AGRO FOODS LIMITED 38th Annual Report 2025-26
NOTICE
Notice is hereby given that the Thirty Eighth (38th) Annual General Meeting (AGM) of the Members of Sunil
Agro Foods Limited will be held at 11:00 A.M. on Wednesday, 23rd September, 2026 through Video Conferencing
(“VC”)/ Other Audio Visual Means (“OAVM”) to transact the following business:
ORDINARY BUSINESS:
1. To receive, consider and adopt the Financial Statements including Audited Balance Sheet as at 31st March,
2026, the Statements of Profit and Loss and Cash Flow for the year ended on that date, together with
Independent Auditors’ Report and the Board’s Report including Secretarial Audit Report thereon.
To consider and if thought fit, to pass, the following Resolution as an Ordinary Resolution:
“RESOLVED THAT the Audited Financial Statements of the Company for the Financial Year ended 31st
March, 2026, together with Independent Auditors’ Report and the Board’s Report including Secretarial Audit
Report thereon be and are hereby received, considered and adopted.”
2. To appoint a Director in place of Mrs. Manvi Jain (DIN: 10497934), who retires by rotation and being eligible,
offers herself for reappointment.
To consider and if thought fit, to pass, the following Resolution as an Ordinary Resolution:
“RESOLVED THAT Mrs. Manvi Jain (DIN: 10497934), Director, be and is hereby appointed as a Director of
the Company, who retires by rotation at this Annual General Meeting, and being eligible, offers herself for
reappointment.”
SPECIAL BUSINESS:
3. To re-appoint Mr. Pramod Kumar S (DIN: 00719828) as Whole Time Director of the Company:
To consider and if thought fit, to pass, the following Resolution as a Special Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 2(54), 196, 197, 198, 203 and any other
applicable provisions of the Companies Act, 2013 and the rules made there under (including any statutory
modification(s) or re-enactment thereof for the time being in force), read with Schedule V to the Companies
Act, 2013, approval of the members be and is hereby accorded for the re-appointment of Mr. Pramod
Kumar S having (DIN: 00719828), Whole Time Director of the Company for the period of Three (3) years
with effect from 1st November, 2026 to 31st October, 2029 on the following terms and conditions as
mentioned below:
1. Salary:
Sl. No. Tenure Salary per month
01. 01.11.2026 - 31.10.2029 Rs. 2,75,000/-
2. Commission:
At 1% of the net profits of the Company computed in the manner laid down in the Companies Act, 2013,
but subject to a ceiling of Rs.1,20,000/- (Rupees One Lakh Twenty Thousand only).
3. Perquisites:
As detailed hereinafter restricted to an amount equal to the annual salary or Rs.3,60,000/- (Rupees Three
Lakhs Sixty Thousand only) per annum, whichever is less, Unless the context otherwise requires, the
perquisites are classified in three categories ‘A’, ‘B’ and ‘C’ as follows:
CATEGORY “A”
i. Housing:
The expenditure incurred by the Company on providing furnished residential accommodation for the
appointee shall be subject to a ceiling of 60% (sixty percent) of the appointee’s salary over and above
10% (ten percent) payable by the appointee himself:
SUNIL AGRO FOODS LIMITED 38th Annual Report 2025-26
Alternatively:
In case the accommodation is provided by the Company, 10% of the salary of the appointee shall be
deducted by the Company;
Alternatively:
In case no accommodation is provided by the Company, the appointee shall be entitled to House Rent
Allowance, subject to a ceiling of 60% (sixty percent) of salary payable to the appointee.
Explanation:
The expenditure incurred by the Company on gas, electricity, water and furnishing shall be valued as per
Income-Tax Rules, 1962, as amended from time to time; however, such expenditure shall be subject to a
ceiling of 10% (ten percent) of appointee’s salary.
ii. Medical Reimbursement:
Expenses incurred for the appointee and his family, subject to, a ceiling of one month’s salary over a
period of three years.
iii. Leave Travel Concession:
For appointee and his family once in a year, while on leave, in accordance with the rules and regulations
applicable to Senior Managers of the Company from time to time.
iv. Personal Accident Insurance:
Premium not to exceed Rs. 4,000/- (Rupees Four Thousand only) per annum.
Explanation: For the purpose of Category ‘A;’ “Family” means spouse, dependent children and dependent
parents of the appointee.
CATEGORY ‘B’
1. Contribution to Provident Fund, Superannuation Fund or Annuity Fund-These will be in accordance with
the schemes applicable to senior Managers of the Company from time to time and will not be included
in the computation of the ceiling of perquisites mentioned above to the extent they, either singly or put
together are not taxable under the Income-Tax Act, 1961 and as amended from time to time.
2. Gratuity – In accordance with the Rules and Regulations applicable to Senior Managers of the Company
from time to time not exceeding half month’s salary for each completed year of s
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