FORM NO. AOC-2 Annexure-1 (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 transactions under third proviso thereto 1. Details of contracts or arrangements or transactions not at arm’s length basis: Nil All the contracts or arrangements or transactions entered into during the year ended 31st March, 2024 were at arm’s length basis and in the ordinary course of business of the Company. 2. Details of contracts or arrangement or transactions at arm’s length basis: The Company has not entered into any material contracts or arrangement or transactions with any of the related parties during the FY 2023-24. However the details of non-material contracts or arrangement or transactions entered at arm’s length basis and in the ordinary course of business of the company for FY 2023-24 are given below: Sr. No. Name(s) of the related party Nature of Relationship Nature of contracts/ arrangements/ transactions Value of contracts/ arrangements/ transactions during the Year (₹ In Millions) Duration of contracts/ arrangements/ transactions 1. Heritage Nutrivet Limited (HNL) Wholly Owned Subsidiary Company Investment made (including financial guarantee) 1.18 During FY 2023-24 Sale of products 6.88 Sale order/Invoice Financial guarantee income 3.35 During FY 2023-24 Purchases 998.96 Purchase order/ Invoice Expenditure incurred on behalf of HNL 1.87 During FY 2023-24 Brand income 1.46 As per agreement 2. Heritage Novandie Foods Private Limited (HNFPL) Joint Venture Company Investment made (including financial guarantee) 98.00 During FY 2023-24 Sale of products 10.87 Sale order/Invoice Financial guarantee income 2.20 During FY 2023-24 Lease rental income 1.25 As per agreement Expenditure incurred on behalf of HNFPL 8.08 During FY 2023-24 3. Heritage Finlease Limited Enterprise over which ViceChairperson & Managing Director, Executive Director and President of the Company exercise significant influence Remittance of loan proceeds collected on behalf of Heritage Finlease Limited 1,823.36 As per agreement Cattle loan facilitation charges 3.95 As per agreement Deposit paid 15.58 As per the lease agreement Lease rentals paid 81.93 Others 0.80 4. NTR Memorial Trust Enterprise over which ViceChairperson & Managing Director and Executive Director of the Company exercise significant influence CSR expenditure 11.12 As per CSR initiatives Sale order Sale of Products 1.63 5. Mrs. N. Bhuvaneswari Key Managerial personnel (Vice Chairperson and Managing Director) Short-term employee benefits 77.62 As per the terms of appointment Post-employment benefits 0.97 Other long-term benefits 0.87 6. Mrs. N. Brahmani Key Managerial personnel (Executive Director) Short-term employee benefits 62.10 As per the terms of appointment Post-employment benefits 0.49 Lease Rentals 11.67 As per the lease agreement Board's Report STRATEGIC REVIEW STATUTORY REPORT FINANCIAL STATEMENTS 76 32ND ANNUAL REPORT 2023-24 | HERITAGE FOODS LTD
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