1 CORPORATE INFORMATION :

Zeal Aqua Limited, (the Company) is a public company registered under “The Companies Act, 1956”, with its registered office in Surat, Gujarat, Zeal Aqua Limited has started its commercial operations in 2009 and been listed on SME Platform of Bombay Stock Exchange Limited (BSE) on 7th July, 2016. Zbal Aqua Limited is a leading Aquaculture company and is one of the largest producers of shrimp in Gujarat; having Shrimp Harvesting & Trading Unit and Aquaculture Processing Unit. Aquaculture Processing Unit was under construction till previous year and started Its commercial production during year under consideration.

These financial statements have been prepared in accordance with the generally accepted accounting principles in India (GAAP) under the historical cost convention on an accrual basis. These financial statements have been prepared to comply in all material aspects with the Accounting Standards specified under section 133 of the Com pan ies Act, 2013 read with Rule7oftheCompanies (Accounts) Rules, 2014 and the relevant provisions of the Companies Act, 2013.

As company not listed instock exchanges in India or abroad [enxpt for listed or SME exchange as referred to in chapter XB without initial public offering] and having Net worth less than Rs. 250 Crares, financial statements is not required to be prepared in compliance with Indian Accounting Statndards (Ins AS) [as per conditions stipulated for phase I and phase II conversation] as per notification Issued by Ministry of Companies Affairs (MCA).

All Income and expenditure Items & assets and liabilities having a material bearing on the financial statements are recognized on accrual basis. The accounting policies adopted In the preparation of financial statements are consistent with those of previous year.

A. DEFINED BENEFIT PLAN

The Company operates a defined plans, viz. gratuity for its employees. Under the gratuity plan, every employee who has completed atleast five years of service gets a gratuity on departure @15 days of last drawan salary for each completed years of service. The scheme is not funded In form of qualifying Insurance policy.

The following table summarize the components of net benefit expense recognized In the statement of profit and loss and the onligation thereof In balance sheet. Reconciliation of opening and dosing balances of Gratuity Obligation Is as hereunder:

2 i. C5R Expenses denotes expenses made towards Corporate Social Responsibility as per section 134 of the Companies Act 2013 read with Schedule VII thereof.

ii. Gross amount required to be spent as per aforesaid provision is Rs. NIL. Gross amount actuall spent towards CSR expenses is Rs, 22,06,145.

iii. The amount spent on CSR activity during the financial year 2017-2018, was utilised for promoting and advancement of Rural Development to the tune of 21,06,145 and for promoting and advancement of Education and Education awareness to the tune of Rs, 1,00,000.

3 CONTINGENT LIABILITIES:

A. CLAIMS AGAINST THE COMPANIES NOT ACKNOWLEDGED AS DEBT

I. Disputed Income tax demand for A.Y. 2012-13 not provided for Is Rs.l,76,78,940/-. Appeal against this order Is pending before ClT (Appeal). Income Tax Is paid In Protest till date aganist this order of Rs. 75,00,000/-. Management Is confident that there will not be outflow of reasouces to settle the cied obligation.

II. Disputed VAT demand of Rs. 774,99 Lakhs and Rs. 406.98 Lakhs far Financial year 2010-11 and 2011-12 are respectively pending before appellate authorities. Management has received oral confirmation from revenue department about finalisation of assessment order; nullifying afare said demands, which is yet to receive in written farm. Till the time said order receives in hard written farm, it is disclosed in notes as contingent liabilities.

B. GUARANTEES

I. There are following performance bank guarantees In name of company, which may result In outflow of reasouces to settle the obligation; If conditions mentioned will not be satisfied till maturity of performance tenure, which however Is secured against 100% Bank Fixed Deposit with Syndicate Bank.

4. There is no amount due and outstanding to “Investors Education and Protection Fund.”

5 The company has not received balance confirmation at the end of Balance Sheet date from certain sundry creditors and sundry debtors. However, In the opinion of Board of Directors of the Company, all the current assets, loans and advances have value on realisation of an amount at least equal to the amount at which they are stated in the Balance Sheet.

6 MSMEH DISCLOSURE:

The company has not received any Intimation from Its suppliers being registered under Micro, Small and Medium Enterprises Development Act, 2006(the Act), However, the company generally makes payment to all Its suppliers within the agreed credit period. Hence the necessary disclosure under required for MSME under Schedule III of the Companies Act, 2013 are as under:

i. As stated above, there is no principal amount and the interest due thereon remained unpaid to any MSME supplier at the yea rend;

ii. During the year neither the Interest paid by the buyer In terms of section 16 of the Micro, Small and Medium Enterprises Development Act, 2006, nor any amount of the payment was made to the MSME supplier beyond the appointed day;

iii. Since there is no amount payable to MSME supplier therefore no amount of interest was due and payable for the period of delay in making the payment and any interest thereon specified under the Micro, Small and Medium Enterprises Development Act, 2006;

iv. As specified in above clauses there is no amount of interest accrued at the end of the year;

v. Furthere there is no amount of interest remaine due and payable in the succeeding years for the purpose of disallowance of a deductible expenditure under section 23 of the Micro, Small and Medium Enterprises Development Act, 2006.

7. Previous year figures have been regrouped / reclassified, where necessary, to conform to this year’s classification.

8. Details of Loans given, Investments made, Guarantees given and Securities provided during the year covered under Section 186(4) of the Companies Act, 2013:

i. Loans given Rs. NIL (Previous Year Rs. NIL)

ii. Investments made Rs. NIL (Previous Year Rs. NIL)

iii. Guarantees given and Securities provided by the company In respect of loan Rs. NIL (Previous Year Rs, NIL)

9 Company Is dealing with taxable goods as well as non taxable/exempt goods and at the same time domestic as well as foreign sales (I.e. exports). By reason thereof there may be reversal of ITC with respect to Inputs used for sales of non taxable/ exempt goods and refund of ITC with respect to Inputs used for sales of exported goods as per GST Act, 2017.

However the same can not be derived precisely till the time; government issues clarification/s as formula to calculate reversal of ITC agnist non taxable sales and refund of ITC aganlnst exports slmutenaously; Is not prescribed clearly In GST Act, 2017.

Hence company has recorded ITC receivable net of reversal on provisional basis of Rs. 34,50,000, which is subject to variation of 10 to 25% of the amount stated, which do not tallies with amount standing In Electronic Credit Ledger of Rs. 95,33,600, as it Is yet to be adjusted.