AGRO RESOURCES LTD.

Date: 05.06.2020

To,Dept. of Corporate Services,BSE Ltd.25th Floor, Phiroze Jeejeebhoy Tower,Dalal Street, Fort,Mumbai - 400 001

Scrip Code:539725

Dear Sirl Madam,

To,Listing Department,National Stock Exchange of India Ltd.Exchange Plaza, Plot no. Cll, G Block,Bandra-Kurla Complex,Bandra (E) Mumbai - 400 051

Symbol: GOKULAGRO

Re: Outcome of Board Meeting held on Friday, June 05, 2020:

Dear Sir I Madam,

Pursuant to Clause 33 and 30(4) of SEBI (Listing Obligations and Disclosure Requirements),Regulations, 2015, the Board of Directors of the Company at their Meeting held today at theRegistered Office of the Company have considered and approved Audited Consolidated andStandalone Financial Statements of the Company for the Fourth Quarter and Year ended March31, 2020 as recommended by the Audit Committee.

The meeting of the Board of Directors of the Company dated June OS, 2020 commenced at12:00 PM and concluded at 02:00 PM.

We request you to kindly take the above information on your record.

Thanking You,

For, Gokul Agro R

11,,\/0 'QL±(1:.1 \

Chi ar JethwaniCom any Secretary

Reg. Off. : Office No. 801-805, Dwarkesh Business Hub, Survey No. 126/1, Opp. Visamo society, B/H Atishay Belleview,Motera, Ahmedabad, Gujarat - 380005

07967123500, 67123501, M: 99099908537, Fax:079 67123502 CIN: Ll5142GJ2014PLC080010Plant : Survey No. 76/1, 80, 89, 91, Near Sharma Resort, Galpadar Road, Meghpar - Borichi, Tal.- Anjar 370110,

Dist - Kutchh, Gujarat (India).02836 - 295260,9879112574garl@gokulagro.com g www.gokulagro.com

GokulAGRO RESOURCES LTD.

Gokul ",ro,,"-source , limite dRei d. Olffce : 80t -805, Dw.,b,h Busln." Hub, Opp. Viu mu Soc., Dth Atlsh"y a.llevl.w. Mot.,• • Ahm.d..b"d ·05

(Ib In lakh)

St..t lfm ent of Unaudlt.d/Audlted flNtKl.1R.,,~lh for tI... QIJut.rf'{ell' ended on lht March, 1020

51I1odala". FInancial Ruult. Consolid.ted Fln.nela' Results

Corr4l,pond

Corresponding Year to data Year t o date Year to data Ino thr•• Year to date VlIllir to datepa r.tru llrs Thr ee month. Pr eceding thr•• thr •• months flgurufor figur•• for rigur•• for Thre. months

Preceding month. In flgur•• for flgur•• 'orthree months theended on months ended In the previous current Prev iou s previous period ended on ended on previoul current previous

3 1 .0 3. 20 20 on 31.11.1019 year ended on period ended 'Ie., ended ended 31 .03.:2020 period ended period endedJl .Q3.20Ut 31.03.2020 ]1.03.2018 31 .03.2019

31.12.20U~ year ended 31 .03 .1020 31 .03.20Ul

"n~n,o'.( Un . u d lt e d ) (Unaudited) (Unaudlt"d) (Audited) (Audited) (Audited) (Uneudlted) (Unaudited) (Unaudltod (Audited) (AudIted)

IncomeRewmue rom OM'ratlons 121365.6< 135 616.75 108 404 .74 41 5 J59.96 428 253 .82 "21050. 14 141139.15 161097.7<4 96 289 .00 558 126.09 <4 54 580.33Other tncem e 368.48 32 1.7) 26 3.83 1 195.87 1070,4 7 990 .89 411.64 364 .54 163 .83 \ 313 .13 993 .67Tot.llllcon1a 121,734.11 135,937.9t 108,668.57 4715,355.79 429,324.29 428,041.02 147,551.40 161,462.28 96,551.83 560,03g.22 455,57<4.00

EKPe ndlh lr.C010t 0' materials con sumc d 9 1 822.5 2 Itt 322.22 91279. 11 3861)1.08 356354.89 3767J2.50 14507.23 95984.36 8J 973.1 5 342256.68 326306.03Purchaseof stock ·ln-Uadt 21 032.66 13 930.81 9 561 .50 52918.25 453 14.43 29563.00 63 490045 54 111.90 101 26.20 J18 462 .94 106 lI3 .44Chang e, In InventOf~ 01nntshe:d goods . 1, 110. <42 3, 137.26 ·4,532.S3 8,8 10.55 794.05 -7,£102.25 1.110 .42 3,13 1. 26 ' ''',5 ) 2.0 ) 8,820.55 -7,602 .25

EmoZovC!es benems emen se 55 8.3 1 49 7.5 1 51 5.20 2017.34 2 0 19.64 2.235.6 1 524 .67 531.43 615 .61 2 117 .9U 2 "'06.41Aunc.Costs 1993. ) 2 J 942 .21 l083A6 7 96 3.<43 & 682 .60 e 256.55 2 098. 11 2 119 .86 2 107 .08 8384.37 8371.060< latton .nd amortl zaUon It n.. 62J.51 551.63 53 5.85 2 Ul.4 4 "1 766 .82 2918.30 659.66 5.52.8 1 537 .05 2 261.10 2 983.08Other EJpendltute (My )lem ••ceedlng11)' 01 lotalexpenses relating to 4.22~.8) 3,761.04 2,)44.13 H,11L25 13,315.11 15,08 3.S'" 4,68 3.21 <4,013.70 2.484 .7& 15,094 .35 15,490.2 1

Tot al I!:KPenn, 121365.59 135 141.68 107853.00 474243.35 4275BO.JJ 421227.24 1-47073,76 160457.33 $IS 311.97 557398.48 <454 167.98' .o fll Lo.. bero r• • llupUon.1 367.53 795.30 815.56 2 112.43 1 743.9«5 813.78 477.64 1004.95 1240.85 :2640.73 1406.02E.cepllon"lltems 0.00 O.OU 0,00 0.00 0.00 0 .00 U.OO 0.00 0.00 0.00 0 .00

I ProUt I (Lon) f,om o.dln . ry .ctlvill u367.53 79 5. 30 815.56 2.112.43 1,743.96 813.78 477.64 1,004.95 1,240.85 2,640.73 1,406.02I bet , ; .~lt

I rax expense 153.29 260.40 4 12.47 61'1.~9 45 4.01 301.52 I S1.14 288 .68 427.46 721.37 317 .79

Ne t Profitl ( l OU ) h om Ord ln.,y214.24 53 4.9 0 403.10 1,4 ]7.85 1, 28 9.85 512.25 325.50 7Ui.26 813.39 1,91P.36 l ,OBl.2]

Actlv lt lu a lttor '8.Other compnhenstVe Income I (elp.flSeS) -17.31 0.00 -4.16 -17.37 -0.9" '4. 16 104. 17 56 .27 ·23.60 170 .95 1S4.00

Tot~1 Com pr.hon61",o Inc om . 196.8 7 5 34. 90 398.94 1.420.48 1,289.01 508.11 429.61 772.53 189.79 2.090.31 l,242.:U

Pald-u E uIl Sha re ca 11.' 2611.90 2637.90 2 (,]1 .90 26]7.90 '163/ .90 2617.90 2611.90 1637.90 2 637. 90 2637.90 2631.90Face V.tu. of Rs_1 - each

E.rn hl'ill Per ShaJ~ (btfOfe e.draordln.ryRenn(or R~. 1/- eaCh) (not . nnuaUled) : 1,318.95 1,)18 .95 1,31 8.95 1,318 .95 1,318 .95 1,3 18.95 1,318 .95 1,3 18.95 1,318 .95 l,)U1.95 1.318 .95

a Basic ns. 0.16 0.4 1 0.31 1.0 9 0.98 0.39 0.25 0.54 0.61 1,46 0.83b Dilut ed Ro. 0.16 0.4 1 0.31 1.09 0.90 0.39 0.15 0.54 0.62 1.46 0.83E.1mln ~ Pe r Shar e arter e.tlaurdll1tlr(01 Rs . 2/. eotchl (not ann ualize d) : 1,3 10.95 1.318.95 1,3j8.95 1,318.95 1,316 .95 1,3 18.95 1,318.95 1. 318.95 1,318 .9~ 1. 316.95 1,318 .95

a Balk' Rs. 0.16 0,41 0 _31 1.09 0.98 0.39 0.25 0.5-4 0.61 1.46 0.83

• OfIuted Ri . 0.16 0.41 0.31 1.09 0.98 0.39 0.25 0 .54 0 .62 1. 46 0 .8J

NOtQ5 Re l'le d to S ta nda lone Fina nci a l R• • ults I·

!he ebeve ' f!SUUS hay. been rov le-wedby the Audit Commltl~e elKl thClearte r apptoV~d and teeen on rec ord by the Bua rd or DI,ectors at theIr Net!Ung held on 05t h June. 202 0

The a bove ftIw1dal rlMoIb for Ih. quarter/year ended on Haith 31. 2020 hu been preJWIred In ecccruanc e wllh Ihe CompMles (rnd lan Accounting Standards) Rules, 20 1S « lid AS), prescribed l.H'KJe, St!,UOII Jl3 a l the CORlp'!lnil'!\ Act, 20 11,and other lK09"I.Srd accounting proldlU!S."d poIldes to UJeexlent appllc.a~e .

The Company Is n\ollnly eongag ed k1 Agro ba~d Commodilles olnd as such tfMore are no \e pa,." te R~portable SCgment as per Indian Accou nting 5,.,.I..-d 6 Ope:raunci S~mtnt6 (Ind AS· t0 8) . 11lUS, no stPllrate dlsu cm". for SegmentReport lnv Is made .The ~lfes '01 the qu.rter eoded H,\fell 31. 1020 and Harch 3 1, 2019 rep,u~nt the dlffCfll'rKf! between .udlted tlomes 'or tile nnanclal yea r .V\d the Umited reviewed nyur es fUI U~ nioe months p~rtod end ed uecemeer 31. 20 19 andDKembt"r 31, 10t8 respectJv~ly.

With effec t from OISI ApI1I, 2019. Hlle(;fJrllpally has adopted lod AD 116 6lf'.MCS· with tne modlned re trc srecuve approach . Ac;c;(lIdlnoly usecompa ny has not , e ·sto1 tP.<1l1s co mpara tive nn.ln<lal res ults. 1I11shas result ed In reOfganlz"t lOn 01f~ht ·of-ose of anet and COflespond'"9 lea se lia.blhty.

The ado ption of roo AS 116 ha$ les olt. d In ,ecognillon of Right ·or-use 01 ass ets of ns . 1,197.5 1/· l.khs and te ase U"blllties o r M.s . 1,336 .74/ - lakhs an d from see n data th e Mtur e or uperue for 1C'lJslnq Ilflollngem ~nts ha s chiwlOed fromtease rt':nt I" previous periods to d.prcdaUorVamortllilllon on the r1oht-o ' -use of assets :tnd nnence cos t on the curre'.<pondlng lea se liabilitIes. nIt!' adop tion of Ind AS 116 d id nut ha ve a Inittellal lmpa ct on th o leslIllI '<K quarter . nd ed Har'ChJ l,2020.

The Compo1nyhas df'dded 10 continue with the ~.lslln9 t •• ~buc:ture unti l utilization 0' accumulalel:J Hlr1lmum Alter nat e Tax (' ·IAT) ( redlt .

In ...Jew of tho wortdwld~ Iockdown due to oUlbreak or COVlO-19 ~ndemk. ti le company', management has m..de Inilla' aSSl!Ssment of likely adverse Impact on lIu!tlne \ s a nd nll.nd ,,1risks . As pe r currCflt . s!of'Ssment, no signll\cant Ilnp.ldon Ulrylng an.ounts of propetly.pt.nt and . qulpn tenh , ~or1es. goodwm. In ta ngible .nets, t ro1de.ec e l....b1.s . In...e st me ntS and other nn"ndolla''iel s Is e l[pcctll!:d."'td the grou p contlnuc to monitor ch ilnoes In fUlu, . economk conditions .

Delnq a par t or the nsentLiI CUflllllodittes lnduslry, we ne,e allo'wed to contloue operations! man urac tUlIll9 fadlilies or the unil \TUh minimum labor end "tarf wtth .. condItion to pro vk!(! 'ood, "he-Iter a nd l a (e ty Oltrol!il/fCS; henef, t1H1 co mpan y".s able 10 manAge the nme "t optim um Ievd.

From Ule mea SUfn 'aten 16 .belva. Ihe m.n'gement ~lle...es that there Is not mUChadverse Impact on the boioklC\5 a nd nnlncla ll1sk a nd bellev" th .., the Imptlct Is likely to be short term In na ture . TIle lIlJlnagement Goes not see Anymed Ium to long t~rm risk In the compMIY's o1bllity to ronUnue as • galng concern .nd "lll'f!lIllg Is IIablhUes as a nd when Ul('!ybec ome due subje(t '0 thfs slt \Ultion doe sn't wors en rrom tl l'! cunent poSition or the Volnde mk:.

Given tho ullce,t,t{ntles i:uocl.ted with na ture , cond iUon and du rtillOIl or COVID·19, th e Impact lI!ssl!umel1t on the 9rou P comp.1nv ·s tlnanclal st ate ment s will be ( ontlnu ou sly ma de a nd pro vIded for M i'lnd when r~qulrcd . HOWC.••f , ade(lnlUvc asu ss ment 01the Imp act In 'hc .subsequent peri od Is hig hly d C!peooent upan drcumstances as they evolve .

: Office No. 801 -805. Dwark esh Business Hub, Survey No . 126/ 1, Opp. Visarno society, BIH At ishay Belleview,Motera, Ahmedabad. Gujarat - 380005

07967123500, 67123501. M: 99099908537, Fax: 079 67123502 ClN: Ll5142GJ2014PLC080010: Survey No. 76/1, 80, 89, 91, Near Sharma Resort, Galpadar Road, Meg hpar - Borichi, Tal. - Anjar 370110.

Dist - Kutchh, Gujarat (Ind ia). •

02836 - 295 260. 9B79112574garl@gokulagro.cofll g wlw/.gokulagro.com

o Reg. Off.

(;o Plant

@

~

Pr.....lOus yea r Bgures hi:V~ been legrouped or reanang'd whee.yet necesury to mect with thr. cunen! yea r's rcpofUIl9 rl'quhcm~nls .

loan Irom DIrectors or fI.'S . 45,00,00,000/- ",as converted Jnto 45,00.000 Redeemable ljon COlW~fUble • " on CUmulative Pre fere nce Shares of Rs. 100/ - ell,h and Ihe uk! sh ares 'aTer~ "I'o lted 10 t he sa me DlrClto r I.e . Hr . Killubhal Ji...atramThal.ck"ron 26.03.2020 .

okulACRO RESOURCES LTO.

Notes Related to Consollda t.d Pln.nd.1 R••ulb I·The above UI'.iufls have been reviewed by the Audit Ctimmlltl!!eand th ereafter approved and l"k en on record by the Do.ud 01 Directors a t their Hee ttng held on 051h June , 10 20

The aboY\l!nnandal,esulls fot the Quarter/year ended on Han:h 3 1, 202 0 hllS been pt t'p ared In eecereance \'11ththe O:Hnl)..mtes (Indian Accounting Standalds) Ru les, 2015 (IUd AS), presalbed onder Secti on 131 of the Companies Act, 20ll,and other ,ecognlsed accountl ng practices M d polities to the extent applicable.

TIle Compan)' Is lllollnl)'engaged In Agro based Commodities iUld as suc h there are no separ~te Jteportable Segrllt':nl "s per IndlilO Accounting Sta ndard - Operaltlnl) Segme nt- (10£1 AS·10 B). tucs, no sep.arat e disdo sore for SegmentRepolUng Ii mece.

n le ngulcs fur the quart er f!netp.d r·la rth 3 1, 2020 and Harch 31, 20 19 repres ent the dlfre rence between audited fiQlJres tor the financial vear .)nd the limited reviewed ligures for the nIne montM period ended uecember 3 1, 2019 andDecember 31~ 2018 respMtlvel.,.With ertect from Ohl Apt1t.2019, lhe company has adopl@d Jod AD 116 -Lease!- WIUl the modified retrospecti ve approach. Ac(,ordlnyly t tte campan)' has not re- stet en as COmlliJtotllve nnllnclal results. 1hlS has resulted Irl reorganlat1on ofr lghl-of-U"f! of asset aod correspoodin9 lease liability.

The adoption or lnet AS 116 has rf~llIed In ,ecogoItlon of Right -of -Use 0' ilssets Ofgrou p or Rs_ 1321.41/ - lalr,h~ . ..d l ease UablilUes or the group of Rs. 1)51.4S/~ l akhs and from such dat e the nature of expense for lusbMJ arran q.mentshASchanged from lnst ,enlln p'1l!~ Pflluds to depredation/amort ization on tho flghl-of·use or " "S(lts and nnenee cost on the con esponding tease liabilit ies. The adopuon of Ind AS 116 did not hav e a ma tHlal Impact on tbe O~lall

re sults ollhe group for quarter et'ldl..""Harch 31. 2020.

In yLew of U.. wo,ldwklelockdown due to outbreak of COVID ·19 pandemic, tile respective qfOUp CDnlp.'IIly·slI'lanAge rnent has made IniUalasseument of fik.e1y adverse Impact on busJnessand nneocrer, l5ks . As per CUrTent .n!\es'\men t. nos lgltlOcanl lmpact on cc'trrylo9 am ounts of Jnvcolorle,. goodwill, Intangibl e assets, h ade re cl!!ivabies . nwestments and other nnand al us~l.S Is expected, and the group ecnuoue to monItor chafl96ln future e<oflomlc condlUoos.

Hom the: nlNlSlJres ' ..kp.n.15above, the miJOagement beneves that th ere Is nut much adverse Impact on the b~slness and M and ai ri sk olInd believes that t tle Impad Is likely to be shott term In natUie. TIle rnanag enll!f1ldoes not see Myruedlum 10klnQ term ris k In the comp any's abilIty to conunue as a going concern Clndmeetin g Its lIiJbllilles as and wrnon they become due subject to the situation doe$n't wor'un tren t the CUJT4!Ot position of tne pandtmlc,

GIllen the unceeteinues as,ocla lp.d wl1h nature, conditi on and durati on of COVIO· l 9, the Impact asseUIl1c:!nt on th e Company's financial statements \'0111 be continuously made anet pro1/ldf'<d fOf as <lociwhen reqUired . However, a dennlti'veasscssmera or the 11l1j><lct In the soll sequent perIOd Is highly dependent upon clrCUl1lstau C1:!$:as the)' evcjve.

Prerious year f1go.es have been regrouped or rciJTiJJ1ge d wherever neces..ary to n1P.~ with the cunenr year's reporting requirements .

O,le f 051h Ju ne, ;t020Pllee : Ah me dllbad

o Reg. Off.

8'0 Plant

@@

: Office No . 801-80 5, Dwarkesh Business Hub, Survey No. 126/1, 01'1'. Visamo society, B/H Atishay Belleview,

Mo rera, Ahm edabad , Gujarat - 38000507967123500, 67123501, M: 99099908537, Fax: 079 67123502 ClN: L15142GJ2014PLC080010

: Survey No. 76/1, 80, 89, 91, Near Sharma Resort, Galpadar Road, Meghpar - Borichi, Tal.- Anjar 370110,

Dist - Kutchh , Gujarat (India).

. 02836 ·- 295260, 9879112574garl@gokulagro.com g W\WI.gokulagro.com

. Independent Auditor's Report on Standalone Financial Results of Gokul Agro Resourceslimited pursuant to Regulation 33 of the Securities and Exchange Board of India (listingObligation and Disclosure Requirement) Regulations, 2015 as amended.

To,The Board of Directors of,Gokul Agro Resources LimitedCIN ·L15142GJ2014PLC080010Ahmedabad

Opinion

We have audited the accompanying statement of standalone financial results of GOKUL AGRORESOURCES LIMITED ("the Company"), for the three month and year ended March 31, 2020 ("thestatement") being submitted by the company pursuant to the requirement of Regulation 33 of the SEBI(Listing Obligation and Disclosure Requirements) Regulations, 2015 as amended ("the ListingRegulations"). .

In our opinion and to the best of our information and according to the explanations given to us, thestatement;

a. Is presented in accordance with the requirements of Regulation 33 of SEBI (Listing Obligationand Disclosure Requirements) Regulations, 2015 as amended; and

b. Gives a true and fair view in conformity with Indian Accounting Standards prescribed undersection 133 of the Companies Act 2013 ("the Act") read with relevant rules issued there underand other accounting principles generally accepted in india of the net profit and totalcomprehensive income and other financial information of the company for the three months andyear ended March 31, 2020.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing ("SAs") specified under section143(10) of the Companies Act, 2013 as amended ("the Act"). Our responsibilities under those Standardsare further described in the Auditor's Responsibilities for the Audit of the Financial Results section ofour report. We are independent of the Company in accordance with the Code of Ethics issued by theInstitute of Chartered Accountants of India together with the ethical requirements that are relevant toour audit of the standalone financial result under the provisions of the Act and the Rules thereunder,and we have fulfilled our other ethical responsibilities in accordance with these requirements and theICAl's Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate toprovide a basis for our opinion on the standalone financial results.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance inour audit of the financial statements of the current period. These matters were addressed in thecontext of our audit of the financial statements as a whole, and in forming our opinion thereon, and wedo not provide a separate opinion on these matters.

There are no key audit matters to communicate in our report.:;'C\'~.;~\k;;' ,."j",w~.0,

• '~'7;V.:" ;J,\a~,,;,>n:;a Com. >~c> \ !'L.i, A"bad-I, f!j~!y -, s:

_p""',, {..y..:.~~0;,~i--:"';~_ ..--~0'0'\'

··<::.~:!J~r:,-S:.··

Emphasis of Matter

Wedraw your attention to the Note No. - 7 to the published standalone financial results which explainsthe management's assessment of the 'financial impact due to the lock down and other restrictionsrelated to Covid-19 pandemic. Our opinion is not modified in respect of this matter.

Further, due to Covid-19 impact and national wide lockdown we are unable to physically verify theInventory. However, management has carried out the physical verification of inventory. We havetherefore, relied on the related alternative audit procedures so as to enable us to issue an opinion onthe existence and conditions of inventory at the year end. Our opinion is not modified in respect of thismatter.

Management's Responsibility for the Standalone Financial Statements

The statement has been prepared on the basis of the standalone annual financial statements. TheBoard of Directors of the Company are responsible for the preparation and presentation of thestatement that gives a true and fair view of the net profit and other comprehensive income of thecompany and other financial information in accordance with the applicable accounting standardsprescribed under section 133 of the act read with relevant rules issued there under and otheraccounting principles generally accepted in India and in compliance with Regulations 33 and 52 of theListing Regulations, as amended.

This responsibility also includes maintenance of adequate records in accordance with the provisions ofthe act for safeguarding of the assets of the company and for preventing and detecting fraud and otherirregularities; selection and application of appropriate accounting policies; making judgments andestimates that are reasonable and prudent; and design, implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the accuracy and completenessof the accounting records, relevant to the preparation and presentation of the statement that give atrue and fair view and are free from material misstatement, whether dueto fraud or error.

While preparing the financial statements, considering ,the nature of business of the entity, themanagement needs to make a detailed assessment(t() the extent possible based on the informationavailable) of the impact of COVID·19 on the items, components of the financial statements includingdisclosures in the financial statements.

The Board of Directors are also responsible for assessing the Company's ability to continue as goingconcern, disclosing, as applicable, matters related to going concern and using the going concern basisof accounting unless the Board of Directors either intend to liquidate the Company or to ceaseoperations, or has no realistic alternative but to do so. The Board of Directors are also responsible foroverseeing the financial reporting process of the Company.

The management's responsibility also includes making appropriate adjustments to the financialstatements and ensuring necessary disclosures, such as disclosures of subsequent events, risks anduncertainties, and how events and conditions may impact future operating results, cash flows andfinancial position of the entity. Other disclosures may include business risk factors and management'sdiscussion and analysis of results, liquidity and capital resources.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial results as awhole are free from material misstatement, whether due to fraud or error, and to issue an auditor'sreport that includes our opinion. Reasonable assurance is a high level of assurance, but is not aguarantee that an audit conducted in accordance with SAs will always detect a material misstatementwhen it exists. Misstatements can arise from fraud or error and are considered material if, individuatlyor in the aggregate, they could reasonably be expected to influence the economic decisions of userstaken on the basis of these financial statements.

As a part of an audit in accordance with SAs, we exercise professional judgment and maintainprofessional skepticism throughout the audit.

We also:

(a) Identify and assess the risks of material misstatement of the standalone financial result,whether due to fraud or error, design and perform audit procedures responsive to those risks,and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.The risk of not detecting a material misstatement resulting from fraud is higher than for oneresulting from error, as fraud may involve collusion, forgery, intentional omissions,misrepresentations, or the override of internal control.

(b) Obtain an understanding of internal control relevant to the audit in order to design auditprocedures that are appropriate in the circumstances. Under section 143(3)(i) of theCompanies Act, 2013, we are also responsible for expressing our opinion on whether thecompany has adequate internal financial controls system in place and the operatingeffectiveness of such controls.

(c) Evaluate the appropriateness of accounting policies used and the reasonableness of accountingestimates and related disclosures made by the Board of Directors.

(d) Conclude on the appropriateness of management's use of the goingconcern basis of accountingand, based on the audit evidence obtained, whether a material uncertainty exists related toevents or conditions that may cast significant doubt on the Company's ability to continue as agoing concern. If we conclude that a material uncertainty exists, we are required to drawattention in our auditor's report to the related disclosures in the financial statements or, ifsuch disclosures are inadequate, to modifyour opinion. Our conclusions are based on the auditevidence obtained up to the date of our auditor's report. However, future events or conditionsmay cause the Company to cease to continue as a going concern.

(e) Evaluate the overall presentation, structure and content of the standalone financial results,including the disclosures, and whether the standalone financial results represent theunderlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the plannedscope and timing of the audit and significant audit findings, including any significant deficiencies ininternal control that we identify during our

We also provide those charged with governance with a statement that we have complied with relevantethical requirements regarding independence, and to communicate with them all relationships andother matters that may reasonably be thought to bear on our independence, and where applicable,related safeguards.

Other Matters

The statement includes standalone flnanciat results for the quarter ended 31 st March, 2020 being thebalancing figure between audited figures in respect of the full financial year and the publishedunaudited year to date figures up to the 9 months of the current financial year which were subject tolimited review by us.

PlaceDate

: Ahmedabad: June 05, 2020

For, Surana Maloo 8: Co.,; "Chartered Accountants

/,?'(Fii~Reg. No. 112171W

I:;; (!',',':', ::;~!',',:':,'~,'~,"",J)&'~,,~V.i\ i'~"'" [,n~d"!, j!d \~tv"" /;"1'<'F'.~ /.'\:'<;<;;II;';i-;;cR~r, • • Patel

'_<f""'Par er .Membership No. - 037671UDIN - 201l ::'k~ 71-1 I\-f\ 1\ pew.L'f 'I ~

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GokulAGRO RESOURCES LTO.

Gokul Agro Resource s Limite d

Cash Flow Statement for the year ended on 31st Marc h, 2020

(Amount Rs. )

Particulars . for the Period ended for the Period ended..,; ..... / .v·3 1st March 2020 , 31st March 2019

A. Cash Flow From Operating Activi tiesNet Profit Before Taxation And Extraordinary Items 209,506,038 80,962,458Adjustment For :-Depreciation 222,144,484 297,829,618Loss/ (Profit ) On Sale Of Fixed Assets-Net 548 ,043 -1,364,424I nterest Income - 103,956,069 -87,547,111In terest Paid 582 ,526 ,707 655, 789,823Gain On Sale Of Mutual Fund -1,887,408 -7,768,591Provision For Retirement BeneFits 3,637,332 4,918,433

Total 703, 0 13, 090 861,857,747Operating Profit ( Loss) Before Working Capital Chan ges 912,519,1 28 942,820,206Adjustment For :-(Increase)/ Decrease In Trade Receivables -2 00,7 05,289 219,343,977(Increase)/ Decrease In Loans & Advances & other Current Assets 48,274,207 -11 ,156,004(lncrease)/ Decrease In Other Bank Balances -69,630,323 -110,427,551(lncrease)/ Decrease In Inventories 41,045,095 -588,177,873Increase/ (Decrease) In Trade Payables & Othe rs 776,681,318 473,345,413Cash Generated From Operations 1, 508, 18 4,136 925,748,168Direct Tax Paid -31,675,655 -23,8 07,0 41Cash Flow Before Extraordlnarv Items 1,476,508,480 901,941,127Extraordinarv I tems - -Net Cash From Onerat inq Activities 1 476508480 901941127

B. Net Cash Flow From Investment ActivitiesPurchase Of Fixed Assets -384 ,806, 793 -241,113,817(Purchase)/D isposal Of Current Investment -17, 569, 911 -8 ,335 ,559Proceeds From Sale Of Fixed Assets 851,0 68 2,872,932In terest Received 99,654,4 68 80,2 26,095Gain On Sale Of Mutual Fund 1,887,408 7,768,591Loan To Subsidiary /Assoc iates -11 981 138 9 803964Net Cash From Investment Act i v i t ies -311 964 899 -148,777 79 4

C. Cash Flows From Financing Act iv it iesProceeds From Issuance Of Share Capital Net Of Expenses 450 ,000,000 -Interest Paid -580,020,468 -644,906,7 93Proceeds from Term Loan - 271,957,025(Repayment) of Long term Loans -193,951,324 -14 2,698,329(Repavrnentj/Acqulsltlon of Short term borrowinas . -698,378 092 -468 381 354Net Cash From Financial Activities - 1 022 349 883 -984 029 451Net Increase f( -) Decrease In Cash And Cash Equivalent s 14 2 193 699 -230,866 11 1Opening Balance In Cash And Cash Equivalents 4 20, 057, 470 650,923,588

Closing Balance In Cash And Cash EqUivalents 562,251 ,169 420,057,410Reconciliation of cash and cash equivalent w i t h Balance she etCash and cash equ ivalen t as per Balance sheet 1,341,715,012 1,129,890,990Less; Fixed Deposites Having Matu rity of More than Three Months not I

considered as cash and cash equ ivalent 779,4 63,843 709, 833, 520Closing Balance In Cash And Cash Equivalents 562, 25 1, 169 420,057,470

As Per Our Report Of Even DateNotesOn Cash Flow Statement:TheAbove Statement Has Been Prepared FollowingThe"Indirect Method" AsSetOut In IND· Accounting Standard 7 OnCash FlowStatement Issued ByTheInstituteOfChartered Accountants Of India.

2 Cash And Cash EqUivalents consistsof Cash011 hand, balances with Bank, Fixed Deposits having maturity of less than Threemonths (Refer Note ("&-~eSo0; ~

o Reg. Off. : Office No. 801-805, DwarkeshBusiness Hub, SurveyNo. 126/1, Opp. Visarnosociety, B/H Atishay Belleview. ::5Motera, Ahmedabad, Gujarat - 380005 ::s07967123500, 67123501,M: 99099908537, Fax: 079 67123502 ClN: L15142GJ2014PLC080010

: Survey No. 76/1, 80, 89, 91, Near Sharma Resor t, Galpadar Road, Meghpar - Borichi, TaL - Anjar 370110,Dist - Kutchh, Gujarat (India).02836 - 295260,9879112574garl@g oklllag,o.com g www,goklliagro.colll

Independent Auditor's Report on Consolidated Financial Results of Gokul Agro Resourceslimited pursuant to Regulation 33 of the Securities and Exchange Board of India (listingObligation and Disclosure Requirement) Regulations, 2015 as amended.

To,The Board of Directors of,Gokul Agro Resources LimitedCIN -L15142GJ2014PLC080010Ahmedabad

Opinion

We have audited the accompanying statement of consolidated financial results of GOKUL AGRORESOURCES LIMITED ("the Parent" or "the Company") and its subsidiary MAURIGO PTE LTO. (the"Subsidiary Company") and RIYA INTERNATIONAL PTE LTD. (the "Step-Down Subsidiary Company")(the parent and its subsidiaries together referred to as "the Group"), and its share of net profit aftertax and total comprehensive income for the three months and year ended March 31, 2020 ("thestatement") attached herewith, being submitted by the parent company pursuant to the requirementof Regulation 33 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 asamended ("the Listing Regulations").

In our opinion and to the best of our information and according to the explanations given to us andbased on the consideration of the reports of other auditors on separate financial statement and otherfinancial information of subsidiaries referred to in paragraph 1 of the other matters paragraph, thestatement;

a. Includes the results of the Parent Company and its Subsidiaries, as given in Annexure to thisreport.

b. Is presented in accordance with the requirements of Regulation 33 of SEBI (Listing Obligationand Disclosure Requirements) Regulations, 2015 asamended; and

c. Gives a true and fair view in conformity with lndian Accounting Standards prescribed undersection 133 of the Companies Act 2013 ("the Act") read with relevant rules issued there underand other accounting principles generally accepted in India of the consolidated net profit andtotal comprehensive income and other financial information of the group for the three monthsand year ended March 31, 2020.

Basis for Opinion

We conducted our audit in accordance with the Standards 0:1 / ....,1'ting ("S,\S") specified under SEC';0rl1'13(10) of the Companies Act, 2013 as amended ("the Act"). Our rcsponstbilities under those Standardsare further described in the Auditor's Responsibilities for t:;e .'.udit of the Consolidated FinancialResults section of our report. We are independent of the Group in accordance with the Code of Ethicsissued by the Institute of Chartered Accountants of India together with the ethical requirements thatare relevant to our audit of the Consolidated Financial Result under the provisions of the Act and theRules thereunder, and we have fulfilled our other ethical responsibilities in accordance with theserequirernents and the ICAI's Code of Ethics. We believe that the audit evidence obtained by us alongwith consideration of audit reports of the other auditors referred to in paragraph 2 of the "OtherMatters" paragraph is sufficient and appropriate to provide a basis for our opinion en the ConsolidatedFinancial Results. • «;.\

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Emphasis of Matter

We draw your attention to the Note No. - 6 to the published consolidated financial results whichexplains the management's assessment of the financial impact due to the lock down and otherrestrictions related to Covid-19 pandemic. Our opinion is not modified in respect of this matter.

Management's Responsibility for the Standalone Financial Statements

The statement has been compiled from the Consolidated Financial Statements and approved by theBoard of Directors. The Company's Board of Directors are responsible for the preparation andpresentation of the Consolidated Financial Statement that gives a true and fair view of the net profitand other comprehensive income of the company and other financial information of the Group inaccordance with the applicable accounting standards prescribed under section 133 of the act read withrelevant rules issued there under and other accounting principles generally accepted in India and incompliance with Regulations 33 and 52 of the Listing Regulations, as amended.

The respective Management and Board of Directors of the Companies included in the Group areresponsible for maintenance of adequate records in accordance with the provisions of the act forsafeguarding of the assets of the Group and for preventing and detecting fraud and other irregularities;selection and application of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design, implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness of the accountingrecords, relevant to the preparation and presentation of the Consolidated FinancialStatement that givea true and fair view and are free from material misstatement, whether due to fraud or error.

While preparing the consolidated financial results, considering the nature of business of the group, themanagement needs to make a detailed assessment (to the extent possible based on the informationavailable) of the impact of COVID-19 on the items, components of the financial statements includingdisclosures in the consolidated financial statements.

The Board of Directors of the companies included in the group, are also responsible for assessing therespective company's ability to continue as going concern,disclosing, as applicable, matters related togoing concern and using the going concern basis of accounting unless the respective Board of Directorseither intend to liquidate the Company or to cease operations, or has no realistic alternative but to doso. The respective Board of Directors are also responsible foroverseeing the financial reporting processof each company.

The management's responsibility also includes making appropriate adjustments to the consolidatedfinancial statements and ensuring necessary disclosures, such as disclosures of subsequent events, risksand uncertainties, and how events and.conditions may impact future operating results, cash flows andfinancial position of the group. Other disclosures may include business risk factors and management'sdiscussion and analysis of results, liquidity and capital resources.

Auditor's Responsibilities for the Audit of the Financial Statements

Ourobjectives are to obtain reasonable assurance about whether the consolidated financial results as awhole are free from material misstatement, whether due to fraud or error, and to issue an auditor'sreport that includes our opinion. Reasonable assurance is a high level of assurance, but is not aguarantee that an audit conducted in accordance with SAs will always detect a material misstatementwhen it exists. Misstatements can arise from fraud or error and are considered material if, individuallyor in the aggregate, they could reasonably be expected to influence the economic decisions of userstaken on the basis of these consolidated financjl,ltstat!'!fj1.ents.

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As a part of an audit in accordance with SAs, we exercise professional judgment and maintainprofessional skepticism throughout the audit.

We also:

(a) Identify and assess the risks of material misstatement of the consolidated financial result,whether due to fraud or error, design and perform audit procedures responsive to those risks,and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.The risk of not detecting a material misstatement resulting from fraud is higher than for oneresulting from error, as fraud may involve collusion, forgery, intentional omissions,misrepresentations, or the override of internal control.

(b) Obtain an understanding of internal control relevant to the audit in order to design auditprocedures that are appropriate in the circumstances. Under section 143(3)(i) of theCompanies Act, 2013, we are also responsible for expressing our opinion on whether thecompany has adequate internal financial controls system in place and the operatingeffectiveness of such controls.

(c) Evaluate the appropriateness of accounting policies used and the reasonableness of accountingestimates and related disclosures made by the Board of Directors.

(d) Conclude on the appropriateness of management's use of the goingconcern basis of accountingand, based on the audit evidence obtained, whether a material uncertainty exists related toevents or conditions that may cast significant doubt on the ability of the Group to continue as agoing concern. If we conclude that a material uncertainty exists, we are required to drawattention in our auditor's report to the related disclosures in the financial statements or, ifsuch disclosures are inadequate, to modify our opinion. Our conclusions are based on the auditevidence obtained up to the date of our auditor's report. However, future events or conditionsmay cause the Group to cease to continue as a going concern.

(e) Evaluate the overall presentation, structure and contentof the consolidated financial results,including the disclosures, and whether the-consoltdate J financial results represent tileunderlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance of the parent company and such other entitiesincluded in the consolidated financial results of which we are independent auditors regarding, amongother matters, the planned scope and timing of the audit and significant audit findings, including anysignificant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevantethical requirements regarding independence, and to communicate with them all relationships andother matters that may reasonably bethought to bear on our independence, and where applicable,related safeguards.

We also performed procedures in accordance with the circular No, CIR/CFD/CMD1/44/2019 issued bythe SEBI under Regulation 33(8) of the ListingRegulations as amended, to the extent application.

Other Matters

1. The accompanying statement includes the audited financial results/statement and otherfinancial information, which is audited by other auditor and relied upon by us, in respect of:-

(a) Maurigo PTE Ltd. ("Wholly owned Subsidiary Company")(b) Riya International PTE Ltd. ("Whollyowned Step-Down Subsidiary Company")

2. The accompanying consolidated financial results include audited financial results/statement of2 subsidiaries which reflect total assets of Rs. 3,387.79 Lakhs and Rs. 19,116.02 Lakhs as at 31 st

March, 2020, total revenues of Rs. 208.38 Lakhs and Rs. 1,32,344.04 Lakhs, total Profit After TaxRs. 105.69 Lakhs and Rs. 375.83 Lakhs, total Comprehensive Income of Rs. Nil and Rs. Nil andNet Cash Inflows of Rs. 14.22 Lakhs and 90.97 Lakhs respectively for Maurigo PTE Ltd. and RiyaInternational PTE Ltd., for the year then ended, as considered In the consolidated financialstatements. These financial statements have been audited by other auditors whose financialstatements, other financial information and auditor's report have been furnished to us by themanagement. Our opinion on the consolidated financial statement in so far as it relates to theamount and disclosure included in respect of these subsidiaries is based solely on the report ofsuch other auditors and the procedures performed by us as stated in above paragraph.

Our opinion on the consolidated financial statement is not modified in respect of the abovematters with regard to our reliance on the work done and report of the other auditors and theconsolidated financial statements certified by the management.

3. The consolidated financial statement includes the results for the quarter ended 31st March, 2020being the balancing figure between audited figures in respect of the full ftnancial year and thepublished year to date figures up to the third quarter of the current financial year which weresubject to limited review by us.

PlaceDate

: Ahmedabad: June 05, 2020

For, Surana Maloo & Co.<C.··.·••··.cSh~rtered. Accountants

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Consolidated Cash Flow Statement for the year ended on 31st March, 2020

(Amount Rs.)..'b

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., ' 3 1st ' M iu 'ch ! 2 0 20 ..... .'. 31st March 2019 '

A. Cash Flow From Operating ActivitiesNet Profit Before Taxation And Extraordinary Items 262, 335,902 140,186,509Adjustment For :-gepreciatio n 226,169,849 298,307,588Loss/ (Profit) On Sale Of Fixed Assets-Net 548,043 -1,364,424Interest Income -115,571,094 -87,547,111Interest Paid 596,655,601 656,541 ,128Gain On Sale Of Mutu al Fund -1,887,408 -7,768,591Provision For Retirement Benefits 3,637,332 4,918,433Provision for Foreign Currency Translation Reserve 18,83 1,967 24,622,978

Total 728,38 4, 289 887,710,001Operating Profit ( Loss) Before Working Capital Changes 990,720, 19 1 1,027,896,510Adjustment For :-(Increase)/ Decrease In Trade Receivables -410,171,375 388,981,972(Increase)/ Decrease In Loans & Advances & Othe r Current Assets 7,466,998 194,889,9 38(Increase)/ Decrease In other Bank Balances -823,489,323 -110,427,551(Increase)/ Decrease In Inventories 41,045,095 -58 8,177,873Increase/ (Decrease) In Trade Payables& Others 1,366,482,963 127,698,413Cash Generated From Operations 1,172, 0 54,550 1,040,86 1,409Direct Tax Paid -33,259, 312 -23,807,041Cash Flow Before Extraordinarv Items 1,138,79 5, 237 1,017,054,368Extr aordinary Items - -Net Cash From Ooeratina Activities 1138795 237 1 017,054 368

B. Net Cash Flow From Investment ActivitiesPurchase Of Fixed Assets -390,720,591 -241,187,346(Purchase)/Dlsposal Of Current Investment -17,569,911 -8,335,559Proceeds From Sale Of Fixed Assets 851,068 2,872,932Interest Received 99,378,875 80,226,095Gain On Sale Of Mutual Fund 1,887,408 7,768 ,591Loan To Subsidiarv /Associates -11 981 138 9 803 964Net Cash From Investment Activities -3 18 154 289 -148851323

C. Cash Flows From Financing ActivitiesProceeds From Issuance Of Share Capital 450,000,0 00 -In terest Paid -594,149,362 -645,658,099Proceeds from Term Loan - 271,957,025(Repayment) of Long term Loans -193,951,324 -142,698,329(Repaymentl/Acqulsltion of Short term borrowlnos -317 557 398 -468381 354Net Cash From Financial Activities - 655.658.083 -984780756Net Increase f( -) Decrease In Cash And Cash Eauivalents 164.982.866 -116577 71 2Opening 8alance In Cash And Cash Equivalents ,556,63 4,473 673,212,184

Closing Balance In Cash And Cash EqUivalents 721,617,338 556,634,473Reconciliation of cash and cash equivalent with Balance sh eetCash and cash equivalent as per Balance sheet 2,254,940, 181 1,266,467,993Less: Fixed Deposltes Having Maturity of More than Three Months not

considered as cash and cash equivalent 1,533,322,843 709,8 33,520Closing Balance In Cash And Cash EqUivalents 721,617, 338 556,634,473

: Office No, 801-805, Dwarkesh BusinessHub. Survey No, 126/1, Opp. Visamo society, B/H Atishay Belleview,Matera, Ahmedabad, Gujarat - 380005079671 23500, 67123501, M. 99099908537, Fax: 079 67123502 ClN: LIS142GJ2014PLC080010

: Survey No, 76/1, 80, 89, 91, Near Sharma Resort, Galpadar Road, Meghpar - Borichi, Tal. - Anjar 370110,Dist - Kutchh, Gujarat (India),02836 - 295260, 9879112574garl@gokulagll).wm c;;:J www.gokulagro.col1l

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Cash And Cash Equivalents consists of Cashonhand, balances with Bank, Fixed Deposits having maturity of less thanTh,w<'l't"~ ,,

As Per Our Report Of Even DateNotes On Cash Flow Statement:TheAbove Statement Has Been Prepared Following The"Indirect Method" AsSetOut In IND· Accounting Standard 7 OnCash Flow Statement Issued ByTheInstituteOf Chartered Accountants Of India. '

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GokulAGRO RESOURCES LTO.

DECLARATION

Under Regulation 33(3)(d) of the SEBI (Listing Obligations and Disclosure Requirements)

Regulations, 2015 and SEBI Circular No. CIRjCFDjCMDj56j2016 dated May 27, 2016

I, Mr. Kanubhai J. Thakkar (DIN - 00315616), Chairman and Managing Director of the

Company, hereby declare that the Statement of Standalone and Consolidated Audited

Financial Statements for the year ended March 31, 2020 does not contain any qualification

or modification by Auditors of the Company.

Date: June 05, 2020

Place: Ahmedabad Chairman &. Managing Director

<> Reg. Off.

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: Office No. 801-805, Dwarkesh Business Hub, Survey No. 126/1, Opp. Visamo society, B/H Atishay Belleview,Motera, Ahmedabad, Gujarat - 380005 .

079 67123500, 67123501, M: 99099908537, Fax:079 67123502 CIN: L15142GJ2014PLC080010

: Survey No. 76/1, 80, 89, 91, Near Sharma Resort, Galpadar Road, Meghpar - Borichi, Tal. - Anjar 370110,Dist - Kutchh, Gujarat (India).02836 - 295260, 9879112574garl@gokulagro.com Q www.gokulagro.com