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DIRECTOR'S REPORT

7Seas Entertainment Ltd.

You can view full text of the latest Director's Report for the company.
Market Cap. (₹) 175.70 Cr. P/BV 8.84 Book Value (₹) 8.90
52 Week High/Low (₹) 101/65 FV/ML 10/1 P/E(X) 105.65
Bookclosure 28/09/2024 EPS (₹) 0.75 Div Yield (%) 0.00
Year End :2025-03 

The Board of Directors hereby submits the report of the business and operations of your Company (‘the
Company’ or ‘7Seas’) along with the audited "Financial statement for the "Fiscal Year ended March 31,2025.

1. Financial summary/highlights:

The performance during the period ended 31st March, 2024 has been as under:

(Amounts in Lakhs)

Particulars

Standalone

2024-25

2023-24

Turnover/Income (Gross)

1,634.29

1,179.12

Other Income

11.80

--

Profit/loss before Depreciation, Finance Costs,

240.25

164.31

Exceptional items and Tax Expense

Less: Depreciation/ Amortisation/ Impairment

60.56

39.06

Profit /loss before Finance Costs, Exceptional items and Tax Expense

179.69

125.25

Less: Finance Costs

0.11

22.06

Profit /loss before Exceptional items and Tax Expense

179.58

103.19

Add/(less): Exceptional items

--

--

Profit /loss before Tax Expense

--

--

Less: Tax Expense (Current & Deferred)

13.11

7.06

Profit /loss for the year (1)

166.47

96.13

Total Comprehensive Income/loss (2)

--

--

Total (1 2)

--

--

Balance of profit /loss for earlier years

--

--

Less: Transfer to Debenture Redemption Reserve

--

--

Less: Transfer to Reserves

--

--

Less: Dividend paid on Equity Shares

--

--

Less: Dividend paid on Preference Shares

--

--

Less: Dividend Distribution Tax

--

--

Balance carried forward

166.47

96.13

2. Overview & state of the company’s affairs:

During the year under review, the Company has recorded total income including other income of Rs.
1,634.29 Lakhs and profit of Rs. 166.47 Lakhs as against the income of Rs. 1,179.12 Lakhs and Profit of Rs.
96.13 Lakhs in the previous financial year ending 31.03.2024.

3. Change in the nature of business, if any:

The Company has not undergone any change in the nature of business during the FY 2024-25.

4. Business update and state of company’s affairs:

The information on Company’s affairs and related aspects is provided under Management Discussion and
Analysis report, which has been prepared, inter-alia, in compliance with Regulation 34 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 and forms part of this Report.

5. Transfer to reserves:

Pursuant to provisions of Section 134 (3) (j) of the Companies Act, 2013, the company has not proposed to
transfer any amount to general reserves account of the company during the year under review.

6. Revision of financial statements:

There was no revision of the financial statements for the year under review.

7. Material changes & commitment affecting the financial position of the company:

There have been no material changes and commitments affecting the financial position of the Company
which have occurred during the end of the Financial Year of the Company to which the financial statements
relate and the date of the report.

8. Significant & material orders passed by the regulators or courts or tribunals:

No significant or material orders have been passed against the Company by the Regulators, Courts or
Tribunals, which impacts the going concern status and company’s operations in future.

9. Dividend:

Keeping the Company’s growth plans in mind, your directors have decided not to recommend dividend for
the year.

10. Investor Relations:

The Company continuously strives for excellence in its Investor Relations engagement with International
and Domestic investors through structured conference-calls and periodic investor/analyst interactions like
individual meetings, participation in investor conferences, quarterly earnings calls and analyst meet from
time to time. The Company ensures that critical information about the Company is available to all the
investors, by uploading all such information on the Company’s website.

11. Transfer of un-claimed dividend to Investor Education and Protection:

There is no such amount of Un-paid or Unclaimed Dividend be transferred to Investor and Education and
Protection Fund for the financial year ended 31st March 2025.

12. Details of utilization of funds:

During the year under review, the Company has not raised any funds through Preferential Allotment or
Qualified Institutions Placement as specified under Regulation 32(7A) of the Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

13. Details of Nodal Officer:

The Company has designated Mr. L.Maruti Sanker as a Nodal Officer for the purpose of IEPF.

14. Investor Education and Protection Fund (IEPF):

Pursuant to the provisions of Section 124 of the Act, Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016 (“IEPF Rules”) read with the relevant circulars and
amendments thereto, the amount of dividend remaining unpaid or unclaimed for a period of seven years
from the due date is required to be transferred to the Investor Education and Protection Fund (“IEPF”),
constituted by the Central Government

During the Year, no amount of dividend was unpaid or unclaimed for a period of seven years and therefore
no amount is required to be transferred to Investor Education and Provident Fund under the Section 125(1)
and Section 125(2) of the Act.

15. Deposits from public:

The Company has not accepted any public deposits during the Financial Year ended March 31,2025 and
as such, no amount of principal or interest on public deposits was outstanding as on the date of the balance
sheet.

Since the Company has not accepted any deposits during the Financial Year ended March 31,2025, there
has been no non-compliance with the requirements of the Act.

16. Independent director’s familiarization programmes:

Independent Directors are familiarized about the Company’s operations, businesses, financial
performance and significant development so as to enable them to take well-informed decisions in timely
manner. Interaction with the Business heads and key executives of the Company is also facilitated.
Detailed presentations on important policies of the Company are also made to the directors. Direct
meetings with the Chairperson are further facilitated to familiarize the incumbent Director about the
Company/its businesses and the group practices.

The details of familiarisation programme held in FY 2024-25 are also disclosed on the Company’s website
and its web link is http://www.7seasent.com.

17. Board Evaluation:

Performance of the Board and Board Committees was evaluated on various parameters such as structure,
composition, diversity, experience, corporate governance competencies, performance of specific duties
and obligations, quality of decision-making and overall Board effectiveness. Performance of individual
Directors was evaluated on parameters such as meeting attendance, participation and contribution,
engagement with colleagues on the Board, responsibility towards stakeholders and independent
judgement. All the Directors were subjected to peer-evaluation.

All the Directors participated in the evaluation process. The results of evaluation were discussed in the
Board meeting held in February 2025. The Board discussed the performance evaluation reports of the
Board, Board Committees, Individual Directors, and Independent External Persons. The Board upon
discussion noted the suggestions / inputs of the Directors. Recommendations arising from this entire
process were deliberated upon by the Board to augment its effectiveness and optimize individual strengths
of the Directors.

The detailed procedure followed for the performance evaluation of the Board, Committees and Individual
Directors is enumerated in the Corporate Governance Report.

18. Meetings of the Board:

During the year, five (5) meetings of the Board of Directors of the Company were convened and held in
accordance with the provisions of the Act. The date(s) of the Board Meeting, attendance by the directors is
given in the Corporate Governance Report forming an integral part of this report.

19. Committees of the Board:

There are various Board constituted Committees as stipulated under the Act and Listing Regulations
namely Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship and Risk
Management Committee. Brief details pertaining to composition, terms of reference, meetings held and
attendance thereat of these Committees during the year have been enumerated in Corporate Governance
Report forming part of this Annual Report.

20. Audit Committee Recommendations:

During the year, all recommendations of Audit Committee were approved by the Board of Directors.

21. Directors and key managerial personnel:

As on date of this report, the Company has Ten Directors, out of which five are Independent Directors and
two are executive directors and Three Non-Executive Directors.

a) Appointment/Re-appointment of Directors of the Company:

i. In accordance with the provisions of the companies Act, 2013 and Articles of Association of the company
Mr. K. Pradeep Kumar, executive director, retire by rotation and being eligible, offers himself for re¬
appointment.

ii. In accordance with the provisions of the companies Act, 2013 and Articles of Association of the company
Mr. G. Srinivas Rao, non-independent -non executive director, retire by rotation and being eligible, offers
himself for re-appointment.

b) Key Managerial Personnel:

Key Managerial Personnel for the financial year 2024-25

• Mr. Maruti Sanker Lingamaneni, Managing Director of the company.

• Mr. Hemalatha Lingamaneni, Whole Time Director cum CFO of the company.

• Mr. Remo John, Company Secretary & Compliance Officer of the Company.

22. Statutory audit and auditors report:

The members of the Company at their 29th Annual General Meeting have appointed M/s. Sathuluri & Co.,
as statutory auditors of the Company to hold office until the conclusion of 34th Annual General meeting of
the Company.

The existing Statutory Auditors M/s. Sathuluri & Co., chartered accountants, Hyderabad will retire at the
ensuing Annual General Meeting. Accordingly, pursuant to the provisions of sections 139 of the companies
Act, 2013 read with rules made there under, and based on the recommendation of the Audit Committee, the
Board in its meeting held on 05.09.2025 has appointed M/s. Sathuluri & Co., Chartered Accountants,
Hyderabad as the statutory auditors of the company, from the conclusion of 34th Annual General Meeting
for a period of five Years till the conclusion of this 39th Annual General Meeting subject to the approval of
members in ensuing Annual General Meeting

The Auditors’ Report for fiscal year 2024-2025 does not contain any qualification, reservation or adverse
remark. The Auditors’ Report is enclosed with the financial statements in this Annual Report. The Company
has received audit report with unmodified opinion for Audited Financial Results of the Company for the
Financial Year ended March 31,2025 from the statutory auditors of the Company.

The Auditors have confirmed that they have subjected themselves to the peer review process of Institute of
Chartered Accountants of India (ICAI) and hold valid certificate issued by the Peer Review Board of the
ICAI.

23. Internal auditors:

Pursuant to provisions of Section 138 read with Rule 13 of the Companies (Accounts) Rules, 2014 and
Section 179 read with Rule 8(4) of the Companies (Meetings of Board and its Powers) Rules, 2014; during
the year under review, the Internal Audit of the functions and activities of the Company was undertaken by
M/s. Patcha & Associates the Internal Auditor of the Company.

Deviations are reviewed periodically and due compliance was ensured. Summary of Significant Audit
Observations along with recommendations and its implementations are reviewed by the Audit Committee
and concerns, if any, are reported to the Board. There were no adverse remarks or qualification on accounts
of the Company from the Internal Auditor.

The Board has re-appointed M/s. DVAK & Co., Chartered Accountants, Hyderabad, as Internal Auditors for
the Financial Year 2025-26.

24. Secretarial Auditor & Audit Report:

In terms of section 204 of the Companies Act, 2013 read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, based upon the recommendations of the Audit
Committee, the Board of Directors had appointed M/s. Chakravarthy & Associates, Practicing Company
Secretaries (CP No. 22563) as the Secretarial Auditor of the Company, for conducting the Secretarial Audit
for financial year ended March 31,2025.

The Secretarial Audit was carried out by M/s. Chakravarthy & Associates, Practicing Company Secretaries
(CP No. 22563) for the financial year ended March 31,2025. The Report given by the Secretarial Auditor is
annexed herewith as Annexure-I and forms integral part of this Report.

The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

25. Annual Secretarial Compliance Report:

SEBI vide its Circular No. CIR/CFD/CMD1/27/2019 dated February 08, 2019 read with Regulation 24(A) of
the Listing Regulations, directed listed entities to conduct Annual Secretarial compliance audit from a
Practicing Company Secretary of all applicable SEBI Regulations and circulars/guidelines issued
thereunder. Further, Secretarial Compliance Report dated May 16, 2025, was given by M/s. Chakravarthy
& Associates, Practicing Company Secretary which was submitted to Stock Exchanges within 60 days of
the end of the financial year.

The Secretarial Compliance Report does not contain any qualification, reservation or adverse remark.

26. Information about The Financial Performance / Financial Position of The Subsidiaries / Associates:

The Company does not have any subsidiary. During the year neither any company became a subsidiary nor
ceased as a subsidiary.

27. Cost records and cost audit:

Maintenance of cost records and requirement of cost audit as prescribed under the provisions of Section
148(1) of the Act, are not applicable for the business activities carried out by the Company.

28. No Frauds reported by statutory auditors

During the Financial Year 2024-25, the Auditors have not reported any matter under section 143(12) of the
Companies Act, 2013, therefore no detail is required to be disclosed under section 134(3) (ca) of the
Companies Act, 2013.

29. Declaration by the Company

None of the Directors of the Company are disqualified for being appointed as Directors as specified in
Section 164 (2) of the Act read with Rule 14 of Companies (Appointment and Qualifications of Directors)
Rules, 2014.

30. Conservation of energy, technology absorption and foreign exchange outgo:

The required information as per Sec.134 (3) (m) of the Companies Act 2013 is provided hereunder and Rule
8 of Companies (Accounts) Rules, 2014:

A. Conservation of Energy:

Your Company’s operations are not energy intensive. Adequate measures have been taken to conserve
energy wherever possible by using energy efficient computers and purchase of energy efficient equipment.

B. Technology Absorption:

1. Research and Development (R&D): NIL

2. Technology absorption, adoption and innovation: NIL

C. Foreign Exchange Earnings and Out Go:

1. Foreign Exchange Earnings: Nil

2. Foreign Exchange Outgo: Nil

31. Management discussion and analysis report:

Management discussion and analysis report for the year under review as stipulated under Regulation 34(2)
(e) read with schedule V, Part B of SEBI (Listing Obligations and Disclosure Requirements), Regulations
2015 with the stock exchange in India is annexed herewith as Annexure- I to this report.

32. Risk management policy:

The Board of Directors had constituted Risk Management Committee to identify elements of risk in different
areas of operations and to develop policy for actions associated to mitigate the risks. The Committee is
responsible for reviewing the risk management plan and ensuring its effectiveness. The major risks
identified by the businesses and functions are systematically addressed through mitigating actions on a
continual basis.

33. Corporate governance:

Your Company has taken adequate steps to ensure compliance with the provisions of Corporate
Governance as prescribed under the Listing Regulations. A separate section on Corporate Governance,
forming a part of this Report and the requisite certificate from the Company’s Auditors confirming
compliance with the conditions of Corporate Governance is attached to the report on Corporate
Governance as Annexure II.

34. Annual Return:

Pursuant to Sections 92 & 134(3) of the Act and Rule 12 of the Companies (Management and
Administration) Rules, 2014, the Annual Return in Form MGT-7 is also available on the Company’s website
URL: https://www.7seasent.com

35. Authorised and paid-up capital of the company:

The authorized capital of the company stands at Rs. 23,00,00,000/- divided into 2,30,00,000 equity shares
of Rs.10/- each. The company’s paid-up capital is Rs. 22,32,22,450/- divided into 2,23,22,245 equity
shares of Rs. 10/- each.

36. Declaration of independence:

The Company has received declarations from all the Independent Directors of the Company confirming
that they meet with both the criteria of independence as prescribed under sub-section (6) of Section 149 of
the Companies Act, 2013 and under Regulation 16(1)(b) read with Regulation 25 of the Listing Regulations.

In compliance with Rule 6 of Companies (Appointment and Qualification of Directors) Rules, 2014, all the
PIDs of the Company have registered themselves with the India Institute of Corporate Affairs (IICA),
Manesar and have included their names in the databank of Independent Directors within the statutory
timeline.

The Independent Directors have also confirmed that they have complied with Schedule IV of the Act and the
Company’s Code of Conduct.

In terms of Regulations 25(8) of the Listing Regulations, the Independent Directors have confirmed that
they are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that
could impair or impact their ability to discharge their duties with an objective independent judgement and
without any external influence.

During the year, Independent Directors of the Company had no pecuniary relationship or transactions with
the Company, other than sitting fees, commission and reimbursement of expenses incurred by them for the
purpose of attending meetings of the Board of Directors and Committee(s).

37. 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 for the financial year ended March 31,2025:

a) in the preparation of the annual accounts for the financial year ended 31 March 2025, the applicable
accounting standards and schedule III of the Companies Act, 2013 have been followed and there are no
material departures from the same;

b) the Directors 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 your
Company as on 31 March 2025 and of the profit and loss of the Company for the financial year ended 31
March 2025;

c) proper and sufficient care has been taken for the maintenance of adequate accounting records in
accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company
and for preventing and detecting fraud and other irregularities;

d) The annual accounts have been prepared on a going concern basis;

e) Proper internal financial controls laid down by the Directors were followed by the Company and that such
internal financial controls are adequate and were operating effectively; and

f) Proper systems to ensure compliance with the provisions of all applicable laws were followed and that such
systems were adequate and operating effectively.

38. Vigil Mechanism/Whistle Blower Policy:

The Company has formulated a Vigil Mechanism / Whistle Blower Policy pursuant to Regulation 22 of the
Listing Regulations and Section 177(10) of the Act, enabling stakeholders to report any concern of
unethical behaviour, suspected fraud or violation.

The said policy inter-alia provides safeguard against victimization of the Whistle Blower. Stakeholders
including directors and employees have access to the Managing Director & CFO and Chairperson of the
Audit Committee.

During the year under review, no stakeholder was denied access to the Chairperson of the Audit
Committee.

The policy is available on the website of the Company at www.7seasent.com

39. Corporate social responsibility policy:

Since your Company does not have net worth of Rs. 500 Crore or more or turnover of Rs. 1000 Crore or
more or a net profit of Rs. 5 Crore or more during the financial year, section 135 of the Companies Act, 2013
relating to Corporate Social Responsibility is not applicable and hence the Company need not adopt any
Corporate Social Responsibility Policy.

40. Board Evaluation:

Performance of the Board and Board Committees was evaluated on various parameters such as structure,
composition, diversity, experience, corporate governance competencies, performance of specific duties
and obligations, quality of decision-making and overall Board effectiveness. Performance of individual
Directors was evaluated on parameters, such as meeting attendance, participation and contribution,
engagement with colleagues on the Board, responsibility towards stakeholders and independent
judgement. All the Directors were subjected to peer-evaluation.

All the Directors participated in the evaluation process. The results of evaluation were discussed in the
Board meeting held in Feb 2025. The Board discussed the performance evaluation reports of the Board,
Board Committees, Individual Directors, Independent External Persons and noted the suggestions / inputs
of the Directors. Recommendations arising from this entire process were deliberated upon by the Board to
augment its effectiveness and optimize individual strengths of the Directors.

The detailed procedure followed for the performance evaluation of the Board, Committees and Individual
Directors is enumerated in the Corporate Governance Report.

41. Audit Committee Recommendations:

During the year, all recommendations of Audit Committee were approved by the Board of Directors.

42. Companies which have become or ceased to be subsidiaries:

None of the companies have become or ceased to become the subsidiaries, joint ventures or associates’
company to M/s. 7Seas Entertainment Limited during the year 2024-25.

43. Policies:

The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 mandated the formulation
of certain policies for all listed companies. All the policies are available on our website www.7seasent.com.

44. Secretarial Standards:

The Company has devised proper systems to ensure compliance with the provisions of all applicable
Secretarial Standards issued by the Institute of Company Secretaries of India and such systems are
adequate and operating effectively. During the year under review, the Company was in compliance with the
Secretarial Standards (SS) i.e., SS-1 and SS- 2, relating to “Meetings of the Board of Directors” and
“General Meetings”, respectively.

45. Insurance:

The properties and assets of your Company are adequately insured.

46. Particulars of Loans, Guarantees or Investments

During the year the Company has not taken or given any loans, guarantees to/from any person or entity and
did not make/get any investments from any entity/Individual

47. Internal Financial Control Systems:

Your Company has well laid out policies on financial reporting, asset management, adherence to
Management policies and also on promoting compliance of ethical and well-defined standards. The
Company follows an exhaustive budgetary control and standard costing system. Moreover, the
management team regularly meets to monitor goals and results and scrutinizes reasons for deviations in
order to take necessary corrective steps. The Audit Committee which meets at regular intervals also
reviews the internal control systems with the Management and the internal auditors.

The internal audit is conducted at the Company and covers all key areas. All audit observations and follow
up actions are discussed with the Management as also the Statutory Auditors and the Audit Committee
reviews them regularly.

48. Related Party Transactions:

All related party transactions that were entered into during the financial year were on arm’s length basis and
were in the ordinary course of business. During the financial year 2024-25, there were no materially
significant related party transactions made by the Company with Promoters, Directors, Key Managerial
Personnel or other designated persons which may have a potential conflict with the interest of the Company
at large. The transactions with the related parties are routine and repetitive in nature.

The summary statement of transactions entered into with the related parties are approved by the Audit
Committee and the Board of Directors on a quarterly basis. The summary statements are supported by an
independent audit report certifying that the transactions are at an arm’s length basis and in the ordinary
course of business.

The Form AOC-2 pursuant to Section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of the
Companies (Accounts) Rules, 2014 is is annexed herewith as Annexure- III to this report.

49. Policy on director’s appointment and remuneration:

In adherence to the provisions of Section 134(3)(e) and 178(1) & (3) of the Companies Act, 2013, the Board
of Directors upon recommendation of the Nomination and Remuneration Committee approved a policy on
Director’s appointment and remuneration, including, criteria for determining qualifications, positive
attributes, independence of a Director and other matters. The said Policy extract is covered in Corporate
Governance Report which forms part of this Report and is also uploaded on the Company’s website at
www.7seasent.com

50. Particulars of Employees and related Disclosure:

Disclosure pertaining to remuneration and other details as required under section 197 of the Companies
Act, 2013 read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 is given in Annexure-IV to this Report.

The Statement containing the particulars of employees as required under section 197(12) of the
Companies Act, 2013 read with rule 5(2) and other applicable rules (if any) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part
of this report. Further, the report and the accounts are being sent to the members excluding

During the year none of the employees is drawing a remuneration of Rs.1,02,00,000/- and above per
annum or Rs.8,50,000/- per month and above in aggregate per month, the limits specified under the
Section 197(12) of the Companies Act,2013 read with Rules 5(2) and 5(3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014.

51. Employee stock option scheme:

The Company does not have an employee stock option Scheme.

52. Declaration by the company:

The Company has issued a certificate to its Directors, confirming that it has not made any default under
Section 164(2) of the Companies Act, 2013, as on March 31,2025.

53. Non-executive directors’ compensation and disclosures:

None of the Independent / Non-Executive Directors has any pecuniary relationship or transactions with the
Company which in the Judgment of the Board may affect the independence of the Directors.

No compensation was paid to the Independent and Non-Executive Directors.

54. Implementation of Corporate Action:

During the year under review, the Company has complied with the specified time limit for implementation of
Corporate Actions.

55. Shares transferred to investor education and protection fund:

No shares were transferred to the Investor Education and Protection Fund during the year under review.

56. Ratio of remuneration to each director:

Under section 197(12) of the Companies Act, 2013, and Rule 5(1)(2) & (3) of the Companies (Appointment
& Remuneration) Rules, 2014, the ratio of Managing Director’s (Mr. L. Maruti Sanker) and Whole-Time
Director’s (Mrs. L. Hemalatha) remuneration to median employees is 2.94:1 and 1.76:1 respectively.

57. Industry based disclosures as mandated by the respective laws governing the company:

The Company is not a NBFC, Housing Companies etc., and hence Industry based disclosures is not
required.

58. Corporate insolvency resolution process initiated under the insolvency and bankruptcy code,
2016:

No corporate insolvency resolution processes were initiated against the Company under the Insolvency
and Bankruptcy Code, 2016, during the year under review.

59. Details of difference between valuation amount on one time settlement and valuation while availing
loan from banks and Financial institutions:

During the year under review, there has been no one time settlement of loans taken from banks and
financial institutions.

60. Designated person for furnishing information and extending co-operation to ROC in respect of
beneficial interest in shares of the company:

The Company has appointed Mr. L. Maruti Sanker, Managing Director, as designated person, for furnishing
information and extending co-operation to ROC in respect of beneficial interest in shares of the Company to
ensure compliance with MCA notification on this matter.

61. Statement on Maternity Benefit Compliance:

The provisions of the Maternity Benefit Act, 1961 were not applicable to the Company for the financial year
2024-25, as no female employees were employed during that period.

62. Policies:

The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 mandated the formulation
of certain policies for all listed companies. All the policies are available on our website
(https://www.7seasent.com/investors/ policies). The policies are reviewed periodically by the Board and
updated based on need and new compliance requirement.

Name of the policy

Brief Description

Website link

Board Diversity
Policy

At 7seas Entertainment Limited, we believe that a truly
diverse board will leverage differences in thought,
perspective, knowledge, skill, regional and industry
experience, cultural and geographical background, age,
ethnicity, race and gender, which will help us, retain our
competitive advantage. The Board has adopted the Board
Diversity Policy which sets out the approach to diversity of
the Board of Directors.

https://www.7seasent.
com/investors/ policies

Nomination and
Remuneration Policy

This policy formulates the criteria for determining
qualifications, competencies, positive attributes and
independence for the appointment of a director (executive
/ non-executive) and also the criteria for determining the
remuneration of the Directors, key managerial personnel
and other employees.

https://www.7seasent.
com/investors/ policies

Related Party
Transaction Policy

The policy regulates all transactions between the
Company and its related parties

https://www.7seasent.
com/investors/ policies

63. Statutory compliance:

The Company has complied with the required provisions relating to statutory compliance with regard to the
affairs of the Company in all respects.

64. Code of conduct for the prevention of insider trading:

Pursuant to the provisions of SEBI (Prohibition of Insider Trading) Regulations, 2015 as amended from time
to time, the Company has formulated a Code of Conduct for Prevention of Insider Trading (“Insider Trading
Code”) and a Code of Practices and Procedures for fair disclosure of Unpublished Price Sensitive
Information (“UPSI”).

The Code of Practices and Procedures for fair disclosure of UPSI is available on the website of the
Company at https:// www.7seasent.com

65. Details of difference between valuation amount on one time settlement and valuation while availing
loan from banks and financial institutions:

During the year under review, there has been no one time settlement of loans taken from banks and
financial institutions.

66. CEO/CFO Certification:

As required Regulation 17(8) read with Schedule II of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the CEO/CFO certification is attached with the annual report as
Annexure V.

67. Prevention of sexual harassment at workplace:

The Company has always believed in providing a safe and harassment free workplace for every individual
working in its premises through various policies and practices. The Company always endeavors to create
and provide an environment that is free from discrimination and harassment including sexual harassment.

The Company has adopted a policy on Prevention of Sexual Harassment at Workplace which aims at
prevention of harassment of employees and lays down the guidelines for identification, reporting and
prevention of undesired behavior. An Internal Complaints Committee (“ICC”) has been set up by the senior
management (with women employees constituting the majority). The ICC is responsible for redressal of
complaints related to sexual harassment and follows the guidelines provided in the Policy.

During the financial year ended March 31,2025, no complaints pertaining to sexual harassment have been
received.

68. Disclosure pursuant to Part A of Schedule V of SEBI LODR:

Disclosure pursuant to Part-A of Schedule V read with Regulation 34(3) of SEBI is attached as Annexure-IV
of this report.

69. Green Initiatives:

In commitment to keep in line with the Green Initiative and going beyond it to create new green initiatives,
electronic copy of the Notice of 34th Annual General Meeting of the Company are sent to all Members
whose email addresses are registered with the Company/Depository Participant(s). For members who
have not registered their e-mail addresses, physical copies are sent through the permitted mode.

70. Event Based Disclosures:

During the year under review, the Company has not taken up any of the following activities:

1. Issue of sweat equity share: NA

2. Issue of shares with differential rights: NA

3. Issue of shares under employee’s stock option scheme: NA

4. Disclosure on purchase by Company or giving of loans by it for purchase of its shares: NA

5. Buy back shares: NA

6. Disclosure about revision: NA

71. Other Disclosures:

Your Directors state that no disclosure or reporting is required in respect of the following items as there were
no transactions on these items during the year under review:

a. Issue of equity shares with differential rights as to dividend, voting or otherwise.

b. Issue of shares (including sweat equity shares) to employees of the Company under any scheme save and
except ESOS referred to in this Report.

c. Neither the Managing Director nor the Whole-time Directors of the Company receive any remuneration or

commission from any of its subsidiaries.

72. Appreciation & acknowledgement:

Your Directors place on record their appreciation for the overwhelming co-operation and assistance
received from the investors, customers, business associates, bankers, vendors, as well as regulatory and
governmental authorities. Your Directors also thanks the employees at all levels, who through their
dedication, co-operation, support and smart work have enabled the company to achieve a moderate growth
and is determined to poise a rapid and remarkable growth in the year to come.

Your Directors also wish to place on record their appreciation of business constituents, banks and other
"financial institutions and shareholders of the Company like SEBI, BSE, NSE, NSDL, CDSL, ICICI Bank,
Kotak Mahindra Bank and CITI Bank etc. for their continued support for the growth of the Company.

For and on behalf of the Board of Director
7 Seas Entertainment Limited

Sd/- Sd/-

L. Maruti Sanker L. Hemalatha

Date: 05.09.2025 Managing Director Whole-Time Director cum CFO

Place: Hyderabad (DIN: 01095047) (DIN: 02226943)

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