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CHOTHANI FOODS LIMITED {Formerly kmwn as Ashek Mesala Mart Umited] CIN: U15122MH2U14PLC2522flfl Reg. Office: Office No. 403, B Wing, Dhamji Shamji Cemerate Square, Laxrni Hagar, Ghetkepar East, Mumbai-4EJDDFE. E-rnai! id: chathanlniratfigmgiiegm Website: mvwxhethanifeedsflmitedxem Dctuher 1e] EDI? Tfl. The Manager {CED} ESE Limited I’him1eleejeehhey'l'ewers. Daial Street, Mumbai - 40C! flfll. Stript Code: 5411631 Dear Sir f Madam, Sub: Annual Report for PA“. ending on March 31, 21119 Pursuant to Regulation 34(1) of the SEBI {Listing flbligatiens and Disclosure Requirements] Regulations. 2fl15. we enclose herewith Annual Repert ef the Company for the Financial Year ended March 31, 2019. We requeet you to kindly take the same on record. Thankingynu Neerej Ashe“ " Managing Dlrecrer DIN: DETSZIEQ

CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with

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Page 1: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with

CHOTHANI FOODS LIMITED{Formerly kmwn as Ashek Mesala Mart Umited]

CIN: U15122MH2U14PLC2522flflReg. Office: Office No. 403, B Wing, Dhamji Shamji Cemerate Square, Laxrni Hagar,

Ghetkepar East, Mumbai-4EJDDFE. ‘E-rnai! id: chathanlniratfigmgiiegm Website: mvwxhethanifeedsflmitedxem

Dctuher 1e] EDI?

Tfl.

The Manager {CED}

ESE Limited

I’him1eleejeehhey'l'ewers.

Daial Street, Mumbai - 40C! flfll.

Stript Code: 5411631

Dear Sir f Madam,

Sub: Annual Report for PA“. ending on March 31, 21119

Pursuant to Regulation 34(1) of the SEBI {Listing flbligatiens and DisclosureRequirements] Regulations. 2fl15. we enclose herewith Annual Repert ef the Companyfor the Financial Year ended March 31, 2019.

We requeet you to kindly take the same on record.

Thankingynu

Neerej Ashe“ "

Managing Dlrecrer

DIN: DETSZIEQ

Page 2: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with

CHOTHANI FOODS LIMITED(Formerly known as “Ashok Masala Mart Limited”)

TABLE OF CONTENTS

Corporate Information 02 -03

Notice of Annual General Meeting 04-06

Board of Director’s Report 07-12

Annexure t0 the Board of Director’s Report:

Annexure A : Related Party Transaction (Form AOC - 2) 13-13

Amexure B : Extract of Annual Return (Form MGT — 9) 14-18

Amexure C : Secretarial Audit Report 19-21

CEO/CFO certification 22-22

Financials:

Independent Auditor Report 23-24

Annexure t0 the Independent Auditor Report 2 5-23

Balance Sheet as at 315tMarch, 2019 29-29

Profit 8: loss account for year ended at Slst March, 2019 30-30

Cash Flow Statement for year ended at 315t March, 2019 31-31

Notes forming part of Financial Statement 32-4.0

Proxy Form 4.1-4.1

Attendance Slip 4242

Page 3: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 4: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 5: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 6: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with

CHOTHANI FOODS LIMITED(Formerly known as “Ashak Masala Mart Limited”)

NOTES:

1.

10.

11.

12.

The relative Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 (”Act”) setting outmaterial facts concerning the business under Item No. 4 of the Notice, is annexed hereto. Profile of the

relevant Director retiring by rotation as required under Regulation 36(3) of SEBI (Listing Obligations andDisclosure Requirements) Regulations, 2015 (”SEBI Listing Regulations"), is also annexed to the Notice.

A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINTONE OR MORE PROXIES TO ATTEND AND VOTE (ONLY ON POLL) INSTEAD OF HIMSELFAND THE PROXYNEED NOTBE AMEMBEROFTHE COMPANY. THE DULY COMPLETED AND

SIGNED PROXY FORM SHOULD REACH THE REGISTERED OFFICE OF THE COMPANY, NOTLESS THAN FORTY EIGHT HOURS BEFORE THE SCHEDULED TIME OF THE ANNUALGENERALMEETING.

A PERSON CAN ACT AS A PROXY ON BEHALF OF MEMBERS NOT EXCEEDING FIFTY AND

HOLDING IN THE AGGREGATE NOT MORE THAN TEN PERCENT OF THE TOTAL SHARECAPITAL OF THE COMPANY CARRYING VOTING RIGHTS. A MEMBER HOLDING MORETHAN TEN PERCENT OF THE TOTAL SHARE CAPITAL OF THE COMPANY CARRYINGVOTING RIGHTS MAY APPOINT A SINGLE PERSON AS PROXY FOR ANY OTHER PERSON ORSHAREHOLDER.

Proxy form, in order to be effective, must be deposited at the Registered Office of the Company, not lessthan48 hours before the commencement of the Annual General Meeting.

The Company has notified closure of register of members and transfer books from Tuesday 24thSeptember, 2019 to Monday 30th September, 2019 (both days inclusive)

The notice of 6th Annual General Meeting of the Company and Annual Report 2018-19, circulated to themembers, Will be made available on the Company's website at www.chothanifoodslimited.com.

Members/ Proxy holders are requested to bring their copy of Annual Report and Attendance slip sentherewith duly filled—in for attending the Annual General Meeting.

Members Who wish to obtain information of the Company may send their queries at least 10 days beforethe Annual General Meeting to the Company Secretary at the Corporate Office of the Company.

The Shareholders are requested to notify changes of their address immediately to the Registrars (Er Transfer

Agent Karvy Computer Share Pvt. Ltd. The Company or its registrar will not act on any request received

directly from the shareholder holding shares in electronic form for any change of bank particulars or bankmandate. Such Changes are to be advised only to the Depository Participant by the Shareholders.

Non Resident Indian Members are requested to inform Registrar and Transfer Agent, immediately of:

. Change in their residential status onreturn to India for permanent settlement.

. Particulars of their Bank Account maintained in India with complete name, branch, account, type,

accountnumberand address of the bank with pin code number, if not furnished earlier.

Members are requested to intimate their Email IDs for correspondence and quicker response to theirqueries.

Annual Report 2018—19 are being sent by permitted mode to all members of the Company. Member mayplease note that the Annual Report 2018-19 is also available on the Website of the Company Vizwww.chothanifoodslimited.com.

Share holders are requested to bring their copy of the Annual Report to the meeting as the practice ofhandling out copies of the Annual Report at the Annual General Meeting has been discontinued in View ofthe high cost of paper and printing.

Page 7: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 8: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 9: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 10: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 11: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 12: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 13: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 14: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 15: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with

ANNUAL REPORT 2018 - 2019

ANNEXURE B

FORM MGT- 9 EXTRACT OF ANNUAL RETURN

As on the financial year ended 31.03.2018 [Pursuant to Section 92(3) of the Companies Act, 2013, and Rule 12(1)

of the Companies (Managementand Administration) Rules, 2014]

I. REGISTRATIONANDOTHERDETAILS:

CIN U15122Ml-12014PLC252200

Registration Date 17TH JANUARY, 2014

Name of the Company CHOTHANI FOODS LIMITED(Formerly known as "ASHOK MASALA MART LIMITED”)

Category/ Sub-Category COMPANY LIMITED BY SHARESof the Company

Ad-dress 0f the RegistEfed OFFICE N0. 408, B WING. DHAMII SHAMII CORPORATE SQUARE,

Office and contact data!” LAXMI NAGAR. GHATKOPAR EAST. MUMBAI-400075Whether listed company NO

Name, Address and Contact KARVY CONH’UTERSHARE PRIVATE LIMITED

details of Registrar and 701, 7TH FLOOR, HALLMARK BUSINESS PLAZA,Transfer Agent, if any SANT DHYANESHWAR MARC, OFF. BANDRA KURLA COMPLEX, BANDRA EAST, MUMBAI — 400051.

II. PRINCIPAL BUSINESS ACTIVITIES OFTHECOMPANY

All the business activities contributing 10% or more ofthe total turnover of the company shall be stated:—

Sr. Name and Description of main NIC Code of the % to total turnoverNo. products/ services Product] service" of the company

1 WHOLESALE TRADE OF SPICES 4630 100% I* As per National Industrial Classification 2008 — Ministry of Statistics and Programme Implementation

II. PARTICULARS OFHOLDING, SUBSIDIARYANDASSOCIATE COMPANIES

Sr. Name and Address Of CIN/GLN Holding] “/oof shares ApplicableNo. the Company Subsidiary held Section

[Associate

1. NA NA NA NA NA

14

Page 16: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 17: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 18: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 19: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 20: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 21: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 22: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 23: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 24: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 25: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 26: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 27: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 28: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 29: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 30: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 31: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 32: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 33: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 34: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 35: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 36: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 37: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 38: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 39: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 40: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 41: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 42: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 43: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 44: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with
Page 45: CHOTHANI FOODS LIMITEDMr. Neeraj Ashok Chothani, Director is being promoter of the Company since incorporation and managing the affairs of the Company till date in conjunction with