Directors Report of Ddev Plastiks Industries Ltd.

Mar 31, 2025

The Board of Directors ("Board") have pleasure to present the Fifth Annual Report of Ddev Plastiks Industries Limited ("the Company" or
"DPIL") together with the Audited Statements of Accounts for the period commencing from 01.04.2024 to 31.03.2025 ("Financial Year ended
31.03.2025" or "Financial Year 2024-25" or "FY 2024-25").

In compliance with the applicable provisions of the Companies Act, 2013 ("the Act") and the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), including any statutory modification(s) or reÂ¬
enactments) thereof, for time being in force, this report covers the financial results and other developments during the financial year ended
31^st March 2025 and up to the date of the Board meeting held on 15^th May 2025 to approve this report.

1. FINANCIAL RESULTS:

The performance of the company is summarized below:

Particulars	2024-25	2023-24
Turnover	2,60,332.37	2,43,124.37
Other Income	1,796.16	2,367.92
Profit/(Loss) before tax	25,064.30	24,465.62
Current Tax	6,148.36	6,321.89
Deferred Tax	267.48	(119.08)
Tax for earlier years	98.77	95.87
Profit/(loss) after tax	18,549.69	18,166.94
Balance brought forward	55773.44	39,158.65
Balance brought pursuant to scheme of arrangement	-	-
Adjustment relating to Fixed Assets	-	-
Equity Dividend	1,034.77	1,552.15
Balance carried to Balance Sheet	73,228.37	55,773.44

The Financial Statements for the financial year ended on
31^st March, 2025 have been prepared in accordance with
the Companies (Indian Accounting Standard) Rules, 2015,
prescribed under Section 133 of the Act and other recognized
accounting practices and policies to the extent applicable.

2. DIVIDEND:

The Board has adopted the Dividend Distribution Policy in
line with Regulation 43A of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015. The policy,
effective from 01.04.2024, is available under the head ''Policies''
on the website of the company at https://www.ddevgroup.in/
company-charter.

Considering the financial results and the performance of the
company during the year under review, your directors have
pleasure in recommending final dividend of Rs. 1.75/- (Rupees
One and Seventy Five paise only) per fully paid equity share
of face value Re. 1/- (Rupee One only) each) (i.e. @ 175%) to
the equity shareholders of the Company, as on record date 15^thSeptember 2025, for the Financial Year ended 31^st March 2025.
This dividend would be payable subject to declaration by the
shareholders at the ensuing Annual General Meeting ("AGM").

Pursuant to the provisions of the Income-tax Act, 1961, the
dividend paid or distributed by a company shall be taxable in
the hands of the shareholders. Accordingly, in compliance with
the said provisions, your Company shall make the payment of
the dividend after necessary deduction of tax at source at the
prescribed rates, wherever applicable. For the prescribed rates
for various categories, the shareholders are requested to refer
to the Income Tax Act, 1961 and amendments thereof.

The dividend payout during the year under review, being the
final dividend @ 100% for the financial year 2023-24, as declared
at AGM held on 28^th September, 2024 was H 1,034.77 lacs. The
dividend payout for the year under review is in accordance
with your Company''s vision to pay sustainable dividend linked
to long-term growth objectives of your Company to be met by
internal cash accruals.

The Register of Members and Share Transfer Books of the
Company will remain closed for the purpose of payment of
dividend for the financial year ended 31^st March 2025 and
the AGM. Book closure date has been indicated in the Notice
convening AGM. The record date for considering the eligibility
of members for dividend is also stated therein.

The Dividend payment history of the company is as follows:

Financial Year	Type of Dividend	Rate of Dividend	Payout (Rs. in Lacs)
FY 2021-22	Final	24%	225.77
FY 2022-23	Final	100%	1034.77
FY 2023-24	Interim	50%	517.38
FY 2023-24	Final	100%	1034.77
FY 2024-25	Final (Proposed)	175%	1810.84

3. WORKING CAPITAL:

The Company continues to enjoy working capital facilities
under multiple banking arrangements with various banks
including State Bank of India (Lead Bank), Axis Bank Limited,
Bank of Baroda, HDFC Bank Limited, RBL Bank Limited, The
Federal Bank Limited and Union Bank Limited. The Company
has been regular in servicing these debts.

4. CAPITAL EXPENDITURE:

During the financial year 2024-25, the Company incurred
capital expenditure on account of addition to fixed assets
aggregating to Rs. 7,327.24 lakhs (including capital work inÂ¬
progress and capital advances)

Expansion of Installed Capacity:

The total installed capacity as at 31^st March 2025 stood at
233400 MTPA. During the year under review, the Company
added 3000 MTPA of HFFR Capacity and in order to meet the
required demand and improve margins it has been shifting
capacities amongst its products.

5. CREDIT RATING:

The Credit rating of the company as at financial year ended 31^stMarch 2025 was as under, as ascribed by CRISIL vide its letter
dated 28.03.2024

Total Bank Loan Facilities Rated	H 759 Crores
Long Term Rating	CRISIL A/ Positive
Short Term Rating	CRISIL A1

However, the same was revised vide CRISIL''s letter dated
25.04.2025 as under

Total Bank Loan Facilities Rated	H 759 Crores
Long Term Rating	CRISIL A / Stable
Short Term Rating	CRISIL A1

The Company''s financial discipline and prudence is reflected in
strong credit rating ascribed by CRISIL. The CRISIL credit rating
details of the company are also available, for easy reference,
on the website of the company under the head ''Credit Rating''
at https://www.ddevgroup.in/financial-reporting and have
also been submitted with the BSE Limited ("BSE") and National
Stock Exchange of India Limited ("NSE") and available on
its website at https://www.bseindia.com/stock-share-price/
ddev-plastiks-industries-ltd/ddevplastik/543547/corp-
announcements/ and https://www.nseindia.com/get-quotes/
equity?symbol=DDFVPISTIK, respectively.

6. ECONOMIC OVERVIEW:

GLOBAL ECONOMY & OUTLOOK: ^{1 2}

After enduring a prolonged and unprecedented series of
shocks, the global economy appeared to have stabilized, with

steady yet underwhelming growth rates. It remained resilient
this year, despite differences in the strength of activity across
countries and sectors. Inflation has continued to moderate and
headline inflation is now back to central bank targets in most
economies. Labour market tightness has also eased, although
unemployment rates generally remain at or near historical
lows. Strong nominal wage gains and continued disinflation
have bolstered real household incomes. However, private
consumption growth remains subdued in most countries,
reflecting weak consumer confidence.

However, keeping in view that the governments around
the world reorder policy priorities. uncertainties have
peaked. Risks are casting a shadow over what is otherwise a
relatively benign central projection. Key risks pertain to the
intensification of geopolitical tensions, inflation turning out
more persistent than anticipated and a sharp repricing of risk
in financial markets.

According to the International Monetary Fund (IMF), global
growth is projected at 3.3% in both 2025 and 2026, which is
below the historical average of 3.7%. Inflation is expected
to decline, but key risks pertain to the intensification of
geopolitical tensions, inflation turning out more persistent
than anticipated, a sharp repricing of risk in financial markets
and policy shifts. Divergent and swiftly changing policy
positions or deteriorating sentiment could lead to even tighter
global financial conditions. Looming trade war and heightened
trade policy uncertainty may further hinder both short-term
and long-term growth prospects. Scaling back international
cooperation could jeopardize progress toward a more resilient
global economy.

Looking ahead at 2025

An intensification of the ongoing conflicts in the Middle
East could disrupt energy markets and hit confidence and
growth. Rising trade tensions might risk hampering trade
growth. Adverse surprises related to growth prospects, or
the path of disinflation could trigger disruptive corrections
in financial markets. Growth could also surprise on the
upside. Improvements in consumer confidence, for example
if purchasing power recovers quicker than anticipated, could
boost spending. An early resolution to major geopolitical
conflicts could also improve sentiment, and lower energy
prices. The global economic outlook for 2025 is uncertain and
turbulent, with growth projections revised downward due to
rising trade tensions and policy shifts. The IMF now forecasts
global GDP growth at 2.8% in 2025 and 3.0% in 2026, marking
a significant reduction from earlier estimates. Over 2025-26,
decelerating growth in the United States and China is expected
to be offset by firming growth elsewhere, including in many
emerging markets and developing economies. Overall, the
global economy is projected to expand at a slower pace
compared to the pre-pandemic decade.

INDIAN ECONOMY AND OUTLOOK: ³

In an era marked by escalating global trade tensions and
persistent geopolitical uncertainties, the Indian economy
has demonstrated remarkable resilience and robust growth.
The above findings are from Reserve Bank of India''s March
2025 bulletin which highlights the state of the economy in
the country. While global economic uncertainties persist,
India''s economy shows strong growth, supported by robust
consumption and government spending. Inflation has
moderated, and policy measures have helped stabilize market
liquidity. However, foreign portfolio outflows and currency
depreciation remain key risks.

India has emerged as the fastest-growing major economy,
currently ranked 4^th globally, with a projected growth rate of
6.2% in 2025. Some of the key highlights worth noting are:

â¢ GDP Growth: India''s real GDP growth is estimated at 6.4%
in FY25, with projections between 6.3% and 6.8% in FY26.

â¢ Inflation: Retail headline inflation softened to 4.9% in
April-December 2024, with the RBI and IMF projecting
inflation to align with the 4% target in FY26.

â¢ Exports & Trade: India''s services exports surged by
12.8% during April-November, while overall exports
grew by 6% year-on-year.

â¢ Foreign Exchange Reserves: Forex reserves stood at
$640.3 billion, covering 10.9 months of imports and 90%
of external debt.

â¢ Banking & Financial Stability: Gross NPAs of scheduled
commercial banks declined to a 12-year low of 2.6%,
reflecting improved financial health.

â¢ Infrastructure & Investment: Capital expenditure on key
infrastructure sectors grew at 38.8% from FY20 to FY24,
with ^50,000 crore allocated for MSME equity funding.

â¢ Stock Market: India''s BSE stock market capitalization
to GDP ratio stood at 136%, far higher than China (65%)
and Brazil (37%).

One can therefore opine, that India continues to be a global
economic powerhouse, with a focus on structural reforms,
digital expansion, and financial stability.

Looking ahead at 2025

India, which is anticipated to surpass Germany and Japan
to become the third-largest economy by 2030, has seen its
economic growth forecast revised down from 6.5% to 6.2% for
2025 and from 6.3% to 6.2% for 2026, as reported in the April
2025 edition of the IMF''s World Economic Outlook.

Presently positioned as the fourth-largest economy globally,
on par with Japan, the IMF forecasts India to be the fastest-

growing major economy over the next two years, maintaining
a significant advantage over both global and regional
competitors despite the adjustment in growth projections. The
Reserve Bank of India''s estimates suggested that the real GDP
growth for the fiscal year 2025-26 is now projected at 6.5%,
down from the previously expected 6.7%.

India is set to dominate the global economic landscape,
maintaining its status as the fastest-growing large economy for
the next two fiscal years. The January 2025 edition of the World
Bank''s Global Economic Prospects (GEP) report projects India''s
economy to grow at a steady rate of 6.7% in both FY26 and
FY27, significantly outpacing global and regional peers. At a
time when global growth is expected to remain at 2.7 per cent
in 2025-26, this remarkable performance underscores India''s
resilience and its growing significance in shaping the world''s
economic trajectory

Complementing the World Bank report, the latest update
from the International Monetary Fund''s (IMF) World Economic
Outlook (WEO) also reinforces India''s strong economic
trajectory. The IMF forecasts India''s growth to remain
robust at 6.5% for both 2025 and 2026, aligning with earlier
projections from October. This consistent growth outlook
reflects India''s stable economic fundamentals and its ability
to maintain momentum despite global uncertainties. The
continued strength of India''s economic performance, as
projected by both the World Bank and IMF, underscores the
country''s resilience and highlights the sustained strength of its
economic fundamentals, making India a crucial player in the
global economic landscape.

. INDUSTRIAL SCENARIO: ^{4 5 6}

The polymer compounding industry in 2024-2025 is
experiencing steady growth, driven by demand from
automotive, construction, and consumer goods sectors. The
plastic compounding market is estimated to reach US$82.01
billion in 2025, with a projected CAGR of 2.0% through 2035
estimated to reach US$ 182.03 billion. The Industry experienced
robust growth in 2024 on the back of increased adoption in
prominent industries such as automotive, construction, and
consumer goods. The year witnessed greater demand for
high-performance plastic blends, such as polycarbonate and
polypropylene-based blends, as they were stronger, more
resistant to chemicals, and lightweight. The automobile
manufacturers increasingly utilized advanced plastic blends in
place of metal parts to save fuel and be more eco-friendly.

Additionally, worldwide regulatory changes required the use
of bio-based and recyclable plastic compounds, prompting
formulating material innovation. Asian-Pacific industrialization
and infrastructure growth stimulated greater product
applications in construction. In contrast, North America and
Europe witnessed a shift towards sustainable compounding,

with greater use of recycled plastics in packaging
and electronics.

Polymers have played critical roles in every aspect of the
ongoing revolution in electrical utilities industry. The largest
single outlet for plastics in electrical and electronic applications
is in wire and cable, where PVC and Polyolefins dominate on
the basis of their formulating flexibility, ease of processing,
and low cost. Polymers play a vital role as insulating and
jacketing materials which protect the underlying cable core
from mechanical, moisture and chemical damage during the
installation and service life of the cable. A variety of polymeric
materials is being used by the wire and cable industry.

The global wire and cable market was USD 267.8 billion in
2024 and is set to register at a CAGR of 7.3% from 2025 to
2034, propelled by the ongoing inflow of funds towards
the establishment or refurbishment of transmission and
distribution networks to cater to the growing electricity
demand across the globe. Governmental efforts to boost
urbanisation and smart city initiatives across the globe will fuel
the need of safe and reliable wiring infrastructure, thus driving
the industry growth.

8. OPERATIONS AND STATE OF COMPANYS AFFAIRS:

During the period under review, the turnover of the Company
stood at H 2,60,332.37 lacs as against H 2,43,124.37 lacs in
financial year (FY) 2023-24 ("previous year"). The Revenue from
Operations has increased by almost 7% despite an increase
in sales volume by approximately 14% as compared to the
previous year due to correction in prices and lower export
turnover in comparison to previous year which had been
impacted by price corrections and increased freight rates due
to multiple wars and geo-political scenarios. During the year
the company also made investment in people, safety, brand
and business growth opportunities. Profit before Tax increased
by about 2% over the previous year to H 25,064.30 Lacs from
H 24,465.62 Lacs. The Profit after tax as at 31^st March 2025 stood
at H 18,549.69 lacs as against H 18,166.94 lacs recording an
increase of 2% from the previous year

Your Company''s performance has been discussed in detail
in the Management Discussion and Analysis Report. Your
Company does not have any subsidiary or associate or joint
venture company as at the end of the financial year under
review. However, your company is a subsidiary company of
Bbigplas Poly Private Limited which holds approximately
74.17% of the share capital of the company.

The Company is a leading manufacturer of polymer compounds
in India with a capacity of 233400 MT per annum as at 31^stMarch 2025 having a diverse product portfolio consisting of
PE compounds, PVC compounds, filled compounds, Master
Batches, Footwear compounds, Pipe compounds, Peroxide
compounds expanding to Engineering Plastic compounds
for White compounds, automotive and electrical appliances.
It has 5 (five) manufacturing units with state of art machinery,
infrastructure, equipment, and Research and Development
(''R&D'') facilities. With plants located at both East and West
coast of India, the company gains advantage of low freight

costs. The in-house ability for designing and testing new
compounds with large fully equipped labs and experienced
and skilled team and strong R&D has resulted in large pipeline
of new products under development based on the customer''s
feedback and requirements. The Multi location setup helps
minimize the transportation cost by being closer to suppliers
(ports) and customers and wide range of extruder capabilities
provide flexibility to produce custom quantities for wide range
of customers. The arrangements with most large suppliers
and large sourcing quantities result in priority treatment from
suppliers and cost effectiveness. Our excellent marketing team
comprising of technically qualified and trained personnel focus
on customizing products to suit customer processes and strong
relationships with suppliers provide inputs for developing new
product applications based on critical raw materials.

For further details refer to Management Discussion and
Analysis, annexed to this report

9. FUTURE PROSPECTS:

Amid the volatile global economic environment, the Indian
economy continues to exhibit resiliency thanks to strong
domestic demand. In financial year 2025 (''FY25''), we expect
policy continuity including a focus on lifting business
investment. Still, GDP growth is likely to slow to around 6.2%
in FY25 given global growth concerns and possible delays in
fiscal spending due to elections.

The major drivers of growth for the construction market are
rapid rates of urbanization and increasing population. The
global construction industry can be classified majorly in three
types namely residential, commercial and infrastructural.
The increasing rate of urbanization in the emerging markets
such as China and India and the development of cities are
the major drivers for growth of the infrastructural segment.
The growing emphasis on sustainable and energy-efficient
buildings has created additional demand for specialized
wiring solutions. Therefore, the products used in construction
are expected to be in high demand, including wire and cable
compound products. The usage of wire and cable compounds
in construction project is increasing at exponential rate due
to their significant number of advantages and long-term cost
implications. The rising demand from the construction industry
due to the growing urbanization in numerous countries is
estimated to bring considerable growth prospects for the
wire and cable compounds market. The popular concept of
smart city is also proving to be beneficial growth opportunity
for the wire and cables compounds market. Furthermore, the
characteristics of wire and cable compounds also make them
a favorite among numerous applications. The deployment of
smart grid infrastructure has emerged as a significant driver
for the wire and cable market, supported by substantial
government initiatives and investments.

The Wire and Cable Market size is estimated at USD 240.98
billion in 2025, and is expected to reach USD 314.96 billion by
2030, at a CAGR of 5.5% during the forecast period (2025-2030
(Source: https://www.mordorintelligence.com/industry-reports/
wire-and-cable-market). Wire and cable compound provide
high quality insulation, jacket to conducting materials, offers

high durability, excellent chemical and corrosion resistance
and high mechanical stability, flexibility and abrasion resistance
to the cable and wire. The growing product application in the
construction and power sector has been driving the market
growth. The technical advancement in low fire hazard vinyl and
teflon wire and cable compound offer great opportunities for
the wire and cable compound market over the next five years.

Asia-Pacific region dominates the market, owing to growing
application of wire and cable compound in power and
construction industry, which augment the demand for wire
and cable compound. Countries such as China, India, United
Kingdom, United States and Vietnam among others are
witnessing the construction of power plants, the requirement
for wire and cable compound market is expected to rise from
these countries over the forecast period.

10. SHARE CAPITAL:

The Authorized Capital of the company stood at 15,00,00,000
(Rupees Fifteen Crores only) divided into 150000000
(Fifteen Crores) Equity Shares of Face Value of Re.1/- (Rupee
One only) each.

The Issued and Paid Up Capital is H 10,34,76,664 (Rupees Ten
Crores Thirty Four Lakhs Seventy Six Thousand Six Hundred
Sixty Four Only) divided into 103476664 (Ten Crores Thirty Four
Lakhs Seventy Six Thousand Six Hundred Sixty Four) Equity
Shares of Face Value of Re.1/- (Rupee One only) each.

During the year, the company listed its entire issued and paid-
up capital on the National Stock Exchange of India Limited on
15^th January, 2025 and continued to be listed on it and BSE
Limited as at the close of financial year under review.

11. SHAREHOLDING OF COMPANY:

(a) Buy Back of Shares: The Company has not bought back
any of its securities during the period under review.

(b) Sweat Equity: The Company has not issued any Sweat
Equity Shares during the period under review.

(d) Employees Stock option plan: The Company has not
provided any Stock Option Scheme to the employees.

12. TRANSFER TO RESERVES:

The Company proposes not to transfer any amount to Reserves.

13. TRANSFER OF AMOUNT TO INVESTOR EDUCATION
AND PROTECTION FUND:

Pursuant to provisions of Sections 124 and 125 of the
Companies Act, 2013 read with Companies (Declaration and
Payment of Dividend) Rules, 2014 and Investor Education
and Protection Fund ("IEPF") (Accounting, Audit, Transfer and
Refund) Rules, 2016 ("IEPF Rules") (including amendments from
time to time), all unpaid or unclaimed dividends are required to

be transferred by the Company to the Investor Education and
Protection Fund ("IEPF" or "Fund") established by the Central
Government, after completion of 7 (seven) years from the
date the dividend is transferred to unpaid/unclaimed account.
Further, according to the Rules, the shares in respect of which
dividend has not been paid or claimed by the shareholders for
seven consecutive years or more shall also be transferred to the
demat account of the IEPF Authority

It may be noted that no amount is due to be transferred to
IEPF Authority as on the date of this report, on account of
unclaimed/unpaid dividend for 7 (seven) consecutive years,
however, the Company urges all the shareholders to encash/
claim their respective dividend during the prescribed period.

Further, as per Hon''ble National Company Law Tribunal, Kolkata
Bench (''NCLT'') Order dated 04^th March, 2022, approving the
Scheme of Arrangement between Kkalpana Industries (India)
Limited (KIIL) and the Company, it was required to allot shares
to shareholders of KIIL as at 08.04.2022. Accordingly, in respect
of shareholders of KIIL whose shares were lying in IEPF Account
as on 08.04.2022, requisite shares of the company have been
transferred to IEPF Account. Dividend payable on such shares
have also been transferred to the IEPF Account.

Shareholders/claimants whose shares or unclaimed dividend,
have been transferred to the IEPF demat Account or the Fund,
as the case may be, may claim the shares or apply for refund
by approaching the Company/ Registrar and Share Transfer
Agents of the Company ("RTA")- C B management Services
Private Limited for issue of Entitlement Letter along with all the
required documents before making an application to the IEPF
Authority in Form IEPF - 5 (available on https://www.iepf.gov.
in) along with requisite fee as decided by the IEPF Authority
from time to time. The member/claimant can file only one
consolidated claim in a financial year as per the IEPF Rules.

Details of shares/shareholders in respect of which dividend has
not been claimed, are provided on website of the Company
under the head "Dividend related information" at https://
www.ddevgroup.in/investor-services. The shareholders are
encouraged to verify their records and claim their dividends
of all the earlier years, if not claimed. Details of Nodal
Officer as well as IEPF Claim Link is available at https://www.
ddevgroup.in/investor.

4. DEMATERIALISATION OF SHARES AND ESCROW
ACCOUNT:

As at 31^st March 2025 100% of the shareholding of the
company was held in dematerialized mode. However, since
physical issue of shares was not permitted by the NCLT Order
approving the Scheme of Arrangement and as per applicable
statutory requirements, the shares to be issued to physical
shareholders of Kkalpana Industries (India) Limited ("KIIL" or
"Parent company") were transferred to Escrow Account and
letters were issued to such holders to update their demat
account details with the company/ RTA- C.B. Management
Services Pvt. Ltd to enable transfer of related shares from the
Escrow Account to such holders. . Further, the bonus issue of
shares against the shared already held in Escrow Account as

at record date for the purpose were also credited to Escrow
Account. During the year the company had received 43
requests aggregating to 51700 equity shares to be transferred
from Escrow Account to beneficiary accounts which were duly
processed, in Lots. 9 requests for 5500 equity shares that were
received towards the end of FY 2023-24 were also processed
in April 2025. As at the date of report total 154 requests have
been received for aggregate 132455 equity shares which had
been processed in 10 Lots. As on date of this report, 644360
shares still lie in the Escrow Account.

It is requested that eligible shareholders (i.e. shareholders
holding shares of KIIL in physical mode as at 08.04.2022 who
are pending to update their demat details for receipt of shares
of the company from escrow account) may update their demat
details with the RTA and claim their shares of the company.

15. CHANGES IN NATURE OF BUSINESS, IF ANY:

There has been no change in the nature of business of the
Company. Your Company continues to be one of the leading
manufacturers of Polymer Compounds in the Country.

16. MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE FINANCIAL POSITION OF THE
COMPANY:

No material changes and commitments which could affect
your Company''s financial position have occurred between the
end of the financial year and date of this report.

17. RESEARCH AND DEVELOPMENT:

Your Company recognizes that Research & Development ("R&D")
plays a vital role in supporting operations as well as future
growth. Your Company focuses its attention on development of
products that have wide industrial applications, particularly in
cable, piping, packaging automotive and footwear industries.
Through R&D, it endeavors to increase production, lower cost
of production and lower wastage. The Company has in place a
sound R&D infrastructure and team to cater to the changing
market needs. The R&D team has enabled the company to
achieve breakthrough in various applications and procedures
which have enabled the achievement of the objectives of
the company, development of new and improved products
and applications.

Over the years, we have created a strong product portfolio, with
focus on advanced R&D and relied on world-class know-how to
build a futuristic organization. Our deep domain knowledge,
coupled with an innate zeal to explore new frontiers of the
carbon value chain while fostering novel approaches has kept
us a step ahead of the competition. For us, innovation is a way
of life, so we continue to build our innovative capabilities. Our
commitment to deliver superior quality products enables us
to consistently introduce value added products to our diverse
portfolio. It also drives process enhancements that contribute
to the development of quality products and helps us sustain
cost leadership.

We are mindful of our responsibility to ensure the wellbeing
of people as well as the planet. We inculcate sustainable

practices to create holistic value for all our stakeholders,
including employees, shareholders, suppliers, customers and
the community at large. It, therefore, empowers us to fulfill
our objectives towards society and the environment over the
long-term. Looking ahead, we remain determined to identify
new opportunities, explore broader applications and lead with
the latest developments in the industry - to strengthen the
foundation of the organization.

18. RISK AND CONCERNS:

Risk factor is ingratiated to all business activities of all
companies, though in varying degrees and forms. As far as your
company is concerned, it has an approved risk management
policy by the Board of Directors. The company has also
formulated Risk Management Committee on 08.04.2024. Risk
evaluation and its management is ongoing process within your
company and is periodically reviewed by the Audit Committee/
Board of Directors of your company. With the constitution of
Risk Management Committee the risk assessment, evaluation,
management and mitigation will be periodically reviewed by it.

The main risks of your company are as under:

Business risks

Your company has to face intense competition from
unorganized sector and imports pertaining to plastic
compounds. Further, the raw material prices remain volatile. It
is very difficult to estimate the near future raw material cost.
However, the company scrutinizes the prices of raw materials
from various markets to source the same at most competitive
rates from domestic sources or imports, as may be required.

Technology risks

Quality upgradation and product obsoletion risks are
intertwined with your company''s business management.
However, the high standard of in-house research and
development fortifies the technological risks to some extent.

Financial risks

The Company''s policy is to actively manage its foreign
exchange risk. The company actively manages the interest rate
risk by adopting suitable strategies to minimize the impact
of interest rate fluctuations, including maintaining optimal
balance of different loan types and maturities.

Credit Risks

The Company sells their products by extending credit to
customers, with the attendant risk of payment delays and
defaults. To mitigate the risk, appropriate measures like
periodic review and rigorous follow-up are put in place for
timely collection of dues from the customer. Credit availability
and exposure is another area of risk. However, all export sales
of the Company are covered under the receivable insurance
Policy which further mitigate the risk.

Liquidity Risks

of raw materials, finished goods and receivables are done
regularly by the respective Divisions and closely monitored by
Corporate Finance

Workplace Accident/ Incident risks

Every process-related activity has its inherent associated
hazards which can affect plants or properties in terms of
accidents/incidents at the workplace and the ill health of its
employees. To address all of these risks coming from such
hazards the company has set up risk assessments whereby
it identifies the hazards, evaluates who may be harmed and
takes necessary measures and proactive actions to mitigate
the same. Regular maintenance and check ups are conducted
to ensure safety measures.

Environmental Sustainability risks

The industry in which the Company operates bears the
responsibility to improve environmental impact management.
Accidents involving chemicals put the environment, human
health and safety at risk, as well as threaten business operations.
In addition to following environmental standards, the industry
is also liable for adding value to society. The company adheres
to all the essential environmental rules and regulations
prescribed by the Government. Each facility has robust safety
standards and systems in place to mitigate any potential risks.
The Company also ensures careful disposal of hazardous waste
by following the prescribed procedure/guidelines/regulations.
Additionally, the Company has made significant investments in
green projects to create facilities for a sustainable future.

Dependency/ Economical risks

As the Company relies heavily on a few distinct industries, such
as cable and power segments, any decline in these sectors
would affect its margins and security. The demand for its
products is primarily inelastic since these application sectors
are vital to any economy. Despite this risk, the Company has
a loyal client base for more than three decades. This longÂ¬
standing partnership has helped mitigate the impact of this
risk on the Company.

Market Presence and Reputational risks

The Company competes with other producers who
manufacture similar goods both in India and abroad in a
fiercely competitive market. Thus, the Company''s market
influence becomes significant when choosing a smart facility
spot. The company has established 5 (five) state of art facilities
across east and west India at strategic locations which help in
easy transportations, procurements and access to the markets.
This has significantly enhanced the Company''s reputation.

19. RISK MANAGEMENT POLICY:

Your company has an elaborate risk Management procedure
and adopts a systematic approach to mitigate risk associated
with accomplishments of objectives, operations, revenues,
and regulations. The Board takes responsibility for the overall
process of risk management throughout the organization. In
terms of requirement of the Companies Act, 2013 the Company
has developed and implemented the Risk Management Policy
and the Audit Committee/ Risk Management Committee of the
Board reviews the same periodically. The company considers
activities at all levels of the Organization viz. Enterprise level,
Division level, Business Unit Level and Subsidiary level in risk
management framework. Risk management process of the
Company focuses on three elements viz. 1) Risk Assessment
2) Risk Management and 3) Risk Monitoring. The Company''s
business units and corporate functions address risk through
an institutionalized approach aligned to Company''s objective.
This is further facilitated by Internal Audit which is reviewed
by the Board and Audit Committee of the Company. The key
risks and mitigating actions are reviewed and significant audit
observations and follow up actions thereon are reported to
the Audit/ Risk Management Committee and Board. The Risk
Management Policy is available under the head ''Policies'' on
the website of the company at https://www.ddevgroup.in/
company-charter.

Our Risk Governance Structure:

B_oard _of Di_rect_ors The highest governing body which oversees all aspects of risk management

4

Ri_sk M_anag_ement C_ommitt_ee It assists the Board in monitoring and reviewing the Risk Management Policy

4

Audit Committee Works jointly with Board and Risk Management Committee and advises it, when required

4

S_eni_or M_anag_ers/ M_anag_ement Escalates/ informs new or enhanced risks to the Risk Management Committee when perceived

General Risk Management Process:

20. ADEQUACY OF INTERNAL FINANCIAL CONTROLS:

The Board has adopted policies and procedures for
governance of orderly and efficient conduct of its business,
including adherence to the Company''s policies, safeguarding
its assets, prevention and detection of frauds and errors,
accuracy and completeness of the accounting records and
timely preparation of reliable financial disclosures. The internal
financial controls with reference to the Financial Statements
are commensurate with the size and nature of business of your
Company. Your Company has laid down the set of standards,
processes and structure which enables to implement internal
financial control across the organization and ensure that the
same are adequate and operating effectively. These have
been designed to provide reasonable assurance with regard
to recording and providing reliable financial and operational
information, complying with applicable Indian Accounting
Standards (Ind AS) and relevant statutes. We believe that
these internal control systems provide, among other things,
a reasonable assurance that transactions are executed with
management authorization and that they are recorded in all
material respects to permit preparation of financial statements
in conformity with established accounting principles and
that the assets of your Company are adequately safe guarded
against significant misuse or loss.

An independent internal audit function is an important element
of your Company''s internal control system. The internal control
system is supplemented through an extensive internal audit
programme and periodic review by management and Audit
Committee. The Internal Auditor and the Audit Committee
reviews the Internal Financial Control system periodically.
To maintain the objectivity and independence of Internal
Audit, the Internal Auditor reports to the Chairman of the
Audit Committee of the Board. The Internal Auditor monitors
and evaluates the efficacy and adequacy of internal control
system in the company, its compliance with the operating
systems, accounting procedures and policies of the company.
Based on the report of Internal Auditor, the process owners
undertake corrective action in their respective areas and
thereby strengthen the control. Significant audit observation
and corrective actions thereon are presented to the Audit
Committee of the Board.

During the year, such controls were tested and no reportable
material weaknesses in the design or operation were observed.

21. VIGIL MECHANISM:

The Company believes in conducting its affairs in fair and
transparent manner by adopting the highest standards of
professionalism, honesty, integrity, and ethical behavior.
Pursuant to the requirement of the Section 177(9) of the
Companies Act, 2013 and Regulation 22 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015
the Company has established vigil mechanism which also

incorporates a whistle blower policy in terms of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015
in order to provide a secure environment and to encourage
employees to report unethical, unlawful, improper practice,
acts or activities, actual or suspected fraud or violation of
Company''s Code of Conduct, if any. Protected disclosures can
be made by a whistle blower through an e mail or phone or
letter to the chairman of Audit Committee. All cases, if any,
registered under Whistle Blower Policy of your Company are
reported to and are subject to review by the Audit Committee.
Further the mechanism adopted by the Company encourages
the Whistle Blower to report genuine concerns or grievances
and provide for adequate safeguards against victimization of
Whistle Blower who avails of such mechanism and also provides
for direct access to the Chairman of the Audit Committee,
in exceptional cases. The functioning of vigil mechanism is
reviewed by the Audit Committee from time to time. None of
the Whistle blowers/ employees has been denied access to the
Audit Committee of the Board. The Whistle Blower Policy of the
Company is available on the website of the Company under the
head ''Policies''at https://www.ddevgroup.in/company-charter.

22. SIGNIFICANT AND MATERIAL ORDERS PASSED BY
THE REGULATORS:

During the year under review, no significant and material orders
were passed by the regulators or courts or tribunals impacting
the going concern status and the company''s operations.

23. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS MADE UNDER SECTION 186 OF THE
COMPANIES ACT, 2013:

Pursuant to Section 186 of the Companies Act, 2013 and
Schedule V to the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, disclosure on particulars
relating to Loans, Guarantees and Investments are provided as
part of the financial statements in Note No. 37.

The Company was accorded approval by members of the
Company to give loans, guarantees and make investments not
exceeding in aggregate H 2000 crores which is in excess of 60%
of the aggregate of its paid up share capital, free reserves and
securities premium account or 100% of its free reserves and
securities premium account, whichever is more, as prescribed
in Section 186 of the Companies Act, 2013 and as may be
noted the company has ensured compliance to said limits and
approval as accorded.

24. DEPOSITS:

Your Company has not accepted any deposits falling within the
ambit of Section 73 and 74 of the Companies Act, 2013 ("the
Act") read with Companies (Acceptance of Deposits) Rules,
2014 read with other provisions under Chapter V of the Act or
any other applicable provisions read with relevant rules made
thereunder (as amended and for the time being applicable)
during the financial year and as such, no amount on account of
principal or interest on deposits from public is outstanding as
on 31^st March 2025.

The Company has filed requisite return for financial year
2023-24, as required, with respect to amount(s) not
considered as deposits.

25. PARTICULARS OF CONSERVATION OF ENERGY,
TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS AND OUTGO:

Your Company has directed its efforts to reduce energy costs
by focusing on energy savings through the best optimization
of operations on day to day basis. The Company has used fuels
in appropriate mix to attain maximum savings.

Pursuant to the provision of Section 134(3)(m) of the Companies
Act, 2013 read with Rule 8(3) of the Companies (Accounts)
Rules, 2014, the particulars relating to energy conservation,
technology absorption, foreign exchange earnings and outgo
is provided in the prescribed format as an Annexure to the
Report and marked as "Annexure 1".

26. POLICIES:

The Companies Act, 2013 ("the Act") and SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 ("SEBI Listing Regulations") and various other statutes
applicable to the Company, mandated the formulation of
certain policies for listed companies. All applicable policies are
available under the head ''Policies'' on the Company''s website
at https://www.ddevgroup.in/company-charter. The policies
are reviewed periodically by the Board and Committees and
updated, based on need and new compliance requirement
and recommendation of related Committee/s.

27. BOARD OF DIRECTORS AND KEY MANAGERIAL
PERSONNEL:

The Board of Directors of your Company comprises of Six
(6) Directors of which Three (3) are Executive Directors and
Three (3) are Non-Executive and Independent Directors as on
31^st March, 2025.

In terms of the provision of Section 149 of the Companies Act,
2013 and Regulation 17(1) of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, a Company
shall have atleast one-Woman Director on the Board of the
Company. Your Company has Mrs. Mamta Binani and Mrs.
Ramya Hariharan as Directors on the Board of the Company,
who is presently the Non-Executive Independent Director
of your Company. Further, pursuant to Regulation 17(1) of
the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, top 1000 listed entities shall have at
least one independent woman director. Your Company is in
compliance with the requirement.

Appointment/ Re-appointment/ Change in Designation

At the Annual General Meeting ("AGM") held on 28^thSeptember 2024, Mr. Rajesh Kothari, Whole Time Director
retired by rotation, pursuant to provisions of Section 152 of

the Companies Act, 2013, however, being eligible, he was reÂ¬
appointed at such meeting.

In accordance with the provisions of Section 152 of the
Companies Act, 2013 and Articles of Association of the
Company, Mr. Ddev Surana (DIN: 08357094), Whole Time
Director of the Company, being longest in the office of
directors and eligible to retire by rotation, retires by rotation at
the forthcoming AGM and being eligible, has offered himself
for re-appointment.

Based on performance evaluation and recommendation of
the Nomination and Remuneration Committee, the Board of
Directors recommend his re-appointment as a Whole Time
Director of the Company, whose office shall be liable to retire
by rotation. The resolution for the re-appointment of Mr. Ddev
Surana (DIN: 08357094) is being placed for the approval of the
shareholders of the Company at the ensuing AGM.

The necessary disclosure about Director seeking appointment/
re-appointment required, pursuant to Regulation 36(3)
of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and Clause 1.2.5 of the Secretarial Standard
on General Meeting (SS-2) issued by the Institute of Company
Secretaries of India (ICSI), are provided as Annexure to the
Notice of 05^th AGM.

Key Managerial Personnel

The Board has the following as Key Managerial Personnel as at
31^st March 2025:

Mr. Narrindra Suranna- Chairman and Managing Director

Mr. Rajesh Kothari-Whole Time Director

Mr. Ddev Surana -Whole Time Director and Chief
Executive Officer

Mrs. Tanvi Goenka- Company Secretary and Compliance Officer

Mr. Arihant Bothra-Chief Financial Officer

During the year under review there has been no change in the

Key Managerial Personnels of the Company.

Independent Directors

The following Independent Directors are on Board as at
31^st March 2025:

Mr. Samir Kumar Dutta
Mrs. Ramya Hariharan
Mrs. Mamta Binani

None of the Independent Director is due for re-appointment at
the ensuing AGM or during the period under review.

possess requisite qualifications, experience, proficiency and
expertise in the fields of finance, people management, strategy,
auditing, tax and corporate advisory services, governance and
they hold highest standards of integrity.

The Independent Directors of the Company have undertaken
requisite steps towards the inclusion of their names in the
data bank of Independent Directors maintained with the
Indian Institute of Corporate Affairs (IICA), in terms of Section
150 of the Companies Act, 2013 (including any statutory
modifications, amendments/ re-enactments, if any) read with
Rule 6 of the Companies (Appointment and Qualification of
Directors) Rules, 2014, as amended from time to time.

Further, at the time of the appointment of an Independent
Director, the company also issues a formal letter of appointment
outlining his/her role, function, duties and responsibilities.
The terms and conditions of the Independent Directors
are incorporated under the head ''Terms of Appointment of
Independent Director'' on the website of the Company at
https://www.ddevgroup.in/company-charter.

Cessation

None of the Directors resigned or were removed from their
office during the period under review. Further, none of the
Directors ceased to be associated with the company for
any other reason.

None of the Directors are disqualified or debarred by Securities
and Exchange Board of India (SEBI) or any other statutory
authority, from continuing office as Director and Certificate
received in this regard from Mr. Ashok Kumar Daga (PCS-2699,
COP-2948), Practicing Company Secretary, is annexed to this
report as "Annexure 2"

28. DECLARATION BY DIRECTORS:

All Independent Directors of the Company have given
declarations under Section 149(7) of the Companies Act, 2013
("the Act") that they meet the criteria of Independence, as laid
down under Section 149(6) of the Act read with Schedule IV to
the Act and related rules thereunder and Regulation 16(1)(b)
of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("SEBI Listing Regulations") and that they
have also complied with the Code for Independent Directors
prescribed under the said Schedule . In terms of Regulations
25(8) of the SEBI 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 judgment and
without any external influence. They have also individually
confirmed, pursuant to Circular No. LIST/COMP/14/2018-19
and Circular No. NSE/CML/2018/24 both dated 20.06.2018
issued by BSE Ltd., and National Stock Exchange of India
Limited, respectively, pertaining to enforcement of SEBI
Orders regarding appointment/ re-appointment of Director/
Independent Director, that they are not debarred from holding
office of Independent Director/ Director by virtue of any SEBI
order or any other statutory authority and are not disqualified
from being appointed/ continuing as Independent Directors

in terms of Section 164 of the Act, They have also confirmed,
respectively, their compliance with Rules 6(1) and 6(2) of the
Companies (Appointment and Qualification of Directors) Rules,
2014 ("the Rules"), as amended from time to time, with respect
to registration with the Databank of Independent Directors
maintained with Indian Institute of Corporate Affairs , pursuant
to provisions of section 150 of the Act, read with Rule 6 of the
Rules (as amended and applicable for the time being).

None of the Directors of the Company are disqualified from
being appointed as Directors as specified under Section 164(1)
and 164(2) of the Act read with Rule 14(1) of the Rules or are
debarred or disqualified by the Securities and Exchange Board
of India ("SEBI"), Ministry of Corporate Affairs ("MCA") or any
other such statutory authority.

All members of the Board and the Senior Management
Personnel have affirmed compliance with the Code of Conduct
for Board and Senior Management Personnel for the financial
year 2024-25, details whereof have been disclosed in the
Corporate Governance Report including the certificate issued
by Chief Executive Officer confirming the same.

The Company had sought the following certificates from
independent and reputed Practicing Company Secretaries,
which is enclosed as Annexure 2, confirming that:

a. None of the Directors on the Board of the Company have
been debarred or disqualified from being appointed and/or
continuing as Directors by the SEBI/MCA or any other such
statutory authority

b. Independence of the Directors of the Company in
terms of the provisions of the Act, read with Schedule IV and
Rules issued thereunder and the SEBI Listing Regulations.

29. BOARD MEMBERSHIP CRITERIA AND LIST OF CORE
SKILLS/ EXPERTISE/ COMPETENCIES IDENTIFIED
IN CONTEXT OF THE BUSINESS:

The Board of Directors is collectively responsible for selection of
members on the Board. The Company follows defined criteria
for identifying, screening, recruiting and recommending
candidates for selection as Director on the Board. The criteria
for appointments to the Board includes:

â¢ composition of the Board, which is commensurate with
the size of the Company, its portfolio, geographical
spread and its status as a public Company;

â¢ desired age and diversity on the Board;

â¢ size of the Board with optimal balance of skills and
experience and balance of Executive and Non-Executive
Directors consistent with the requirements of law and
the objectives and activities of the Company;

â¢ professional qualifications, expertise and experience in
specific areas of relevance to the Company;

â¢ avoidance of any present or potential conflict of interest;

â¢ availability of time and other commitments for proper performance of duties;

â¢ personal characteristics being in line with the Company''s values, such as integrity, honesty, transparency, pioneering mindset etc.

â¢ The Board has identified the following skills/ expertise/ competencies fundamental for the effective functioning of the Company,
which are currently available with the Board:-

â¢ Leadership - Experience of running large enterprises, leading well-governed organizations, with an understanding of organizational
systems and strategic planning and risk management, understanding global business dynamics, across various geographical
markets, industry verticals and regulatory jurisdictions.

â¢ Strategy and planning - Appreciation of long-term trends, strategic choices and experience in guiding and leading management
teams to make decisions in uncertain environments

â¢ Governance - Experience in developing governance practices, serving the best interests of all stakeholders, maintaining board
and management accountability, building long-term effective stakeholder engagements and driving corporate ethics and values

â¢ Finance and Accounting Experience - Experience in handling financial management along with an understanding of accounting
and financial statement

â¢ Understanding use of Digital / Information Technology - Understanding the use of digital / Information Technology across the value
chain, ability to anticipate technological driven changes & disruption impacting business and appreciation of the need of cyber
security and controls across the organization

â¢ Sales and Marketing - Experience in developing strategies to grow sales and market share, build brand awareness and equity, and
enhance enterprise reputation.

The following are the details of respective core skills of Board Members: -

Name of Director	Core Skill
Mr. Narrindra Suranna (DIN: 00060127)	Leadership Strategy and Planning Governance Finance & Accounting Experience Sales and Marketing
Mr. Ddev Surana (DIN: 08357094)	Leadership Strategy and Planning Understanding use of Digital/ Information Technology Sales and Marketing
Mr. Rajesh Kothari (DIN: 02168932)	Leadership Strategy and Planning Finance & Accounting Experience Understanding use of Digital/ Information Technology Sales and Marketing
Mr. Samir Kumar Dutta (DIN: 07824452)	Governance Finance and Accounting Experience
Mrs. Mamta Binani (DIN: 00462925)	Strategy and Planning Finance and Accounting Experience Governance Understanding use of Digital/ Information Technology
Mrs. Ramya Hariharan (DIN: 06928511)	Strategy and Planning Governance Finance and Accounting Experience Understanding use of Digital/ Information Technology

30. COMPANY''S POLICY ON DIRECTOR''S
APPOINTMENT AND REMUNERATION INCLUDING
CRITERIA FOR DETERMINING QUALIFICATION,
POSITIVE ATTRIBUTES, INDEPENDENCE OF A
DIRECTOR AND OTHER MATTERS AS PROVIDED
UNDER SUB-SECTION (3) OF SECTION 178 OF
COMPANIES ACT 2013:

Your Company had devised a Policy on Director''s Appointment
and Remuneration including criteria for determining
qualification, positive attributes, independence of the Board
and other matters as provided under sub section 3 of Section
178 of the Companies Act, 2013. The policy, as adopted, was
to have an appropriate mix of executive and independent
directors to maintain the independence of the Board and
separate its functions of governance and management. As of
31^st March, 2025, the Board had 6 members, 3 of whom were
executive and 3 were non-executive directors.

The Company''s Policy for selection and appointment of
Directors and their remuneration is based on its Nomination
and Remuneration policy which, inter alia, deals with the
manner of selection of the Directors and Senior Management
Personnel, approve and recommend compensation packages
and policies for Directors and Senior Managements, laying
down the process for effective manner of performance
evaluation of Board, its Committees and the Directors and
such other matters as provided under section 178(3) of the
Companies Act, 2013 including any amendment thereto.

The policy of the Company on directors'' appointment and
remuneration, including the criteria for determining qualifications,
positive attributes, independence of a director and other matters,
as required under section 178(3) of the Companies Act, 2013 is
available on the company''s website under the head ''Policies'' at
https://www.ddevgroup.in/company-charter. The salient features
of the Nomination and Remuneration Policy of the Company are
outlined in the Corporate Governance Report forming part of this
Annual Report. During the year under review, the Nomination and
Remuneration Policy was revised, inter alia, to bring it in line with
the recent amendments to law.

Your Directors affirm that the remuneration paid / proposed to
the directors is as per the terms laid out in the Nomination and
Remuneration Policy of the Company and in compliance with
provisions of Section 197(1) of the Companies Act, 2013 read
with Schedule V to the Companies Act, 2013 and Regulation 17(6)
(e) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and as per approvals accorded in this regard.

31. INTIMATION FROM DIRECTORS WITH RESPECT TO
SECTION 164(2) AND RULE 14(1) OF COMPANIES
(APPOINTMENT AND QUALIFICATION OF
DIRECTORS) RULE, 2014:

The directors of your Company have given their written
confirmation/declaration in the prescribed form DIR-8
stating that they are not disqualified from being appointed/
continuing as the Directors of the Company which have been
taken on record by the Board of Directors.

32. FAMILIARIZATION PROGRAMME FOR
INDEPENDENT DIRECTORS:

The Company had organized familiarization programmes
for the Independent Directors as per the requirement of the
Companies Act, 2013 and Regulation 25(7) of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015
and it conducts familiarization programme, from time to time,
for its Independent Director. All independent directors inducted
into the Board attended the familiarization programme. The
Company has familiarized the Independent Director with the
company, their roles, rights, responsibilities in the company,
domestic and global market and industry scenario, nature
of the industry in which the company operates and business
model of the company. The Company endeavors to update the
Independent Directors regarding the company''s projects, new
ventures, if any, opening of new office sites or manufacturing
units, shutdown/ closure of any manufacturing unit The
directors are also updated about the changes in statutes/
legislations and economic environment and other significant
matters, if any, affecting the company, enabling them to take
timely and informed decisions. It also keeps the Independent
Directors informed of any sluggishness in finance/ liquidity
problems, if any. Presentations and reports, as required, are
made in Board/ Committee meetings where directors also get
opportunity to interact with senior management / managers
and discuss matters or seek queries. The minutes of the board/
committee meetings are also circulated to the Board for
their perusal. The suggestions received from Independent
Directors are taken note of and informed to the Chairman and
Managing Director who takes suitable measures, if required, on
the suggestions of the Independent Directors. The details of
familiarization programme and attendance thereat is available
on the website of the company under the head ''Policies''
and under the tab ''Familiarization Programme Attendance'',
respectively at https://www.ddevgroup.in/company-charter.

33. STATEMENT INDICATINGTHE MANNER OF FORMAL
ANNUAL EVALUATION OF THE PERFORMANCE OF
THE BOARD, ITS COMMITTEES AND OF INDIVIDUAL
DIRECTORS:

The Board of Directors, upon recommendation of the
Nomination and Remuneration Committee, have devised a
policy for performance evaluation, which includes criteria for
performance evaluation. It reviews the performance evaluation
criteria annually in accordance with Regulation 4(2)(f)(ii)(9)
of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, as amended from time to time. The
Nomination and Remuneration Committee accordingly carries
out an annual evaluation of Board''s performance, and the
performance of its Committees as well as Individual Directors
(both Executive and Non - executive/ Independent Directors)
in accordance with Section 178(2) of the Companies Act, 2013.
This involves receiving inputs from all Committee members.
The Board evaluates the performance of Independent
Directors, pursuant to Regulation 17(10) of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015
read with Schedule IV to the Companies Act, 2013.

Pursuant to the provisions of the Section 178(2) of the
Companies Act, 2013 and SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the formal annual
evaluation was also carried out for the Board''s performance, its
committees & Individual Directors.

A structured performance evaluation form was prepared after
taking into consideration inputs received from the Directors
and on the basis of the evaluation criteria laid down by
Nomination and Remuneration Committee and as reviewed
and approved by the Board of Directors, covering various
aspects of the Board''s functioning including adequacy of the
composition of the Board and its Committees, Board culture,
execution and performance of specific duties, obligations and
governance, the effectiveness of its processes, information,
flow of information or instructions and its functioning.

A separate meeting of Independent Directors was held to
review the performance of Non-Independent Directors, the
performance of the Board of Directors and the performance
of Chairman. The Directors evaluation was broadly based on
parameters such as, meeting the expectation of stakeholders,
guidance and review of corporate strategy/ risks, participation,
Director''s contribution to the Board of Directors and Committee
meetings, including preparedness on the issues to be discussed
as well as meaningful and constructive contribution and inputs
during the meeting and attendance at Board / Committee
meetings, interpersonal skills. The performance evaluation
of the Chairman of the Company was undertaken by the
Independent Directors considering the views of Executive
Directors and Non -Executive Directors. The Chairman was
evaluated on the key aspects of his role, his contribution to
ensuring corporate governance, leadership qualities, decision
implementation, understanding of market and industry
scenario etc. The Independent Directors also assessed the
quality, quantity and timeliness of flow of information between
the Company''s management and the Board.

34. BOARD MEETINGS:

The Board held Seven (7) Board Meetings during the financial
year ended 31^st March 2025, the details of which are given in the
Corporate Governance Report which is annexed and forms part
of this report. The intervening gap between two consecutive
Board Meetings was within the period prescribed under the

Companies Act, 2013 and the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 and as per the
Circulars issued by the Ministry of Corporate Affairs and Securities
and Exchange Board of India, in this regard. During the year
under review, the Board has accepted the recommendations of
the Committees. Details of the Board Meeting have been given
in the Corporate Governance Report.

35. GENERAL MEETINGS:

The Fourth Annual General Meeting of the Company had
been convened and duly held pursuant to Section 96 of the
Companies Act, 2013 and rules made thereunder on 28^thSeptember 2024.

No Extra Ordinary General Meeting was held during the
period under review.

The matters relating to ratification of related party transaction
with Kkalpana Industries (India) Limited for the Financial Year
2023-24 and to approve material related party transactions
with Kkalpana Industries (India) Limited for financial year 2024Â¬
25, as proposed by Board at its meeting held on 20^th May, 2024,
were considered by the shareholders through Postal Ballot,
result whereof was declared on 26^th June, 2024.

36. COMMITTEES OF THE BOARD AND ITS MEETINGS:

The Board of Directors has the following Committees:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders'' Relationship Committee

4. Corporate Social Responsibility Committee

5. Risk Management Committee (constituted on 08.04.2024)
The consolidated details of the Committees composition is
given below. The details in respect to the Committee along
with their respective composition, number of meetings and
attendance at the meeting are provided in the Corporate
Governance Report, which also forms part of this Report

Name of the Committee	Member Name	Chairman/Member
Audit Committee	Mr. Samir Kumar Dutta	Chairman
	Mrs. Ramya Hariharan	Member
	Mr. Rajesh Kothari	Member
Nomination and Remuneration Committee	Mr. Samir Kumar Dutta	Chairman
	Mrs. Ramya Hariharan	Member
	Mrs. Mamta Binani	Member
Stakeholders'' Relationship Committee	Mrs. Samir Kumar Dutta	Chairman
	Mr. Ddev Surana	Member
	Mrs. Rajesh Kothari	Member
Corporate Social Responsibility Committee	Mr. Rajesh Kothari	Chairman
	Mr. Narrindra Suranna	Member
	Mr. Ddev Surana	Member
	Mr. Samir Kumar Dutta	Member
Risk Management Committee (constituted on 08.04.2024)	Mr. Rajesh Kothari	Chairman
	Mr. Narrindra Suranna	Member
	Mr. Ddev Surana	Member
	Mr. Samir Kumar Dutta	Member

37. SEPARATE MEETING OF INDEPENDENT
DIRECTORS:

The Independent Directors met on 10^th February 2025, without
the attendance of Non-Independent Directors and members
of the Management. The Independent Directors reviewed the
performance of Non-Independent Directors and the Board as
a whole, the performance of the Chairman of the Company,
taking into account the views of Executive Directors and
Non-Executive Directors and assessed the quality, quantity
and timeliness of flow of information between the Company,
Management and the Board, that is necessary for the Board to
effectively and reasonably perform its duties.

38. CODE OF CONDUCT FOR DIRECTOR, SENIOR
MANAGEMENT PERSONNEL AND EMPLOYEES:

Your Company has adopted Code of Conduct ("the Code" or
"CoC") for its Directors and Senior Management. In terms of SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015, all Directors and Senior Management Personnel have
affirmed compliance, respectively, with the code. The Chief
Executive Officer has also affirmed and certified the same,
pursuant to 34(3) read with Part D of Schedule V to SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015
on the basis of Certification received from Directors and Senior
Managerial Personnel, in terms of Regulation 26(3) of SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015, which certification is provided in the Report on Corporate
Governance. The Company also has in place the Human
Resource (HR) Policy for its employees at all levels, prescribing
the code of conduct for the employees of the company.

The Code of Conduct, in addition to other provisions,
provides that the Directors are required to avoid any interest
in contracts entered into by the Company. If such an interest
exists, they are required to make adequate disclosure to the
Board and to abstain from discussion, voting or otherwise
influencing the decision on any matter in which the concerned
Director has or may have such interest. The Code of Conduct
also restricts Directors from accepting any gifts or incentives
in their capacity as a Director of the Company, except what
is duly authorized under the Company''s Gift Policy. The Code
of Conduct is available on the website of the company under
the head ''Code of Conduct'' at https://www.ddevgroup.in/
company-charter

39. DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the
Companies Act, 2013 the Board of Directors of the company
hereby submit its responsibility Statement as under:

a) in the preparation of the annual accounts, the applicable
accounting standards had been followed along with
proper explanation relating to material departures;

b) the directors had 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 the company at

the end of the financial year and of the profit and loss of
the company for that period;

c) the directors had taken proper and sufficient care 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 directors had prepared the annual accounts on a
going concern basis;

e) the directors, had laid down internal financial controls
to be allowed by the company and that such internal
financial controls are adequate and were operating
effectively; and

f) the directors had devised proper systems to ensure
compliance with the provisions of all applicable
laws and that such systems were adequate and
operating effectively

40. CHANGE OF REGISTERED OFFICE:

There has been no change in the registered office of the
Company during the period under review. However, the
corporate office of the company at Mumbai was changed
to Lodha Supremus, 453, Senapati Bapat Marg, Lower Parel,
Mumbai-400018, as announced at the outcome of board
meeting held on 10^th February, 2025.

Pursuant to the provisions of Section 94 of the Companies Act,
2013 and other applicable provisions, if any, of the Companies
Act, 2013 read with Rule 5(2) of the Companies (Management
and Administration) Rules, 2014 and other relevant rules made
thereunder (including any amendment thereto or enactment
thereof for the time being in force), consent of the members
of the Company was accorded, at its meeting held on 29^thSeptember, 2022, to keep, maintain and preserve the Register
of Members, Index of Members, Registers required to be
maintained under Section 88 of the Companies Act, 2013 and
rules made thereunder, copies of all Annual Returns under
Section 92 of the Companies Act, 2013 together with the
copies of certificates and documents required to be annexed
thereto or any other register/ documents as may be required
and permitted, at the office of the Registrar and Share Transfer
Agent of the Company viz. C B Management Services Private
Limited situated at P-22, Bondel Road, Kolkata - 700019 or its any
other office within the local limits of the Registered Office of the
Company. However, the RTA''s Registered Office was changed to
C-101, 01ST Floor, 247 Park, LBS Marg, Vikhroli (West), Mumbai-
400083 and its Kolkata Branch Office at Rasoi Court, 5^th Floor, 20,
Sir, R.N. Mukherjee Road, Kolkata - 70001. The Registers, Annual
Returns and copies of permitted certificates and documents are
kept and maintained at the RTA''a Kolkata office.

41. DETAILS OF SUBSIDIARY/ASSOCIATE & JOINT
VENTURE COMPANIES:

The Company did not have any Subsidiary, Associate and/
or Joint Venture Companies during the financial year ended

31.03.2025. However, your company is a subsidiary of Bbigplas
Poly Private Limited which holds 74.17% of the share capital of
the company as at 31^st March 2025.

42. RELATED PARTY TRANSACTIONS:

Your Company has adopted Policy on Related PartyTransactions
(RPTs) which is available on Company''s website under the
head ''Policies'' at https://www.ddevg roup.in/company-charter.
The Audit Committee reviews the Policy periodically and also
reviews and approves all related party transactions, including
RPTs for which Omnibus approval are accorded, to ensure that
the same are in line with the provisions of applicable laws and
the RPT Policy adopted by the company.

All RPT entered into by the company, during the year under
review, were in ordinary course of business and at arm''s length.
Certain transactions, which were repetitive in nature, were
approved through omnibus route. Further as per provisions
of section 188 of the Companies Act, 2013 and Regulation
24 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, approval of members is required for
entering into related party transactions that are material, and/
or for any modification thereof. The approval for entering into
following material related party transactions with Kkalpan
Industries (India) Limited (''KIIL'') during the financial year 2024Â¬
25 was accorded by the shareholders of the company vide
postal ballot, result whereof was declared on 26^th June, 2024:

Type of Transaction	Limit (J in Crores)
Sales/ Purchase or supply of any goods or material, directly or through appointment of agent	300.00
Royalty/ Branding Fee	At the rate of Re-1 per kg of finished good subject to not exceeding H 20 Crores
Lease Rent for availing land	H 3.60 Crores (to be
on lease	increased by 10% every 2 years during lease period)

For details of terms and conditions, please refer to the Postal
Notice available on the website of the company. The details of
transactions entered during the period are available in Note No
41 to the Notes to Financials.

The details of material RPTs, even if it is at arm''s length are
required to be disclosed under section 134(3)(h) of the
Companies Act, 2013, in Form AOC-2 and have accordingly
been provided as "Annexure 3" to the report. However, there
are no material-related party transactions entered directly with
the Promoters, Directors or any Key managerial Personnel,
during the year under review, which may have a potential
conflict of interest with the Company at large.

Prior Omnibus Approval has been obtained for transactions
which are of a forseen and repetitive nature in the financial
year 2025-26, which shall be reviewed by the Audit Committee
periodically. The Audit Committee and the Board at its
respective meeting held on 10^th February 2025 had granted

Omnibus Approval for Related Party Transactions relating to
Sales/ Purchase or supply of any goods or material, directly or
through appointment of agent and Other Income mainly in
form of EPR credits and/or technical assistance to be entered
with KIIL for an amount not exceeding H 100 crores and
H 2 crores, respectively, which shall be reviewed by the Audit
Committee and Board at its meetings.

During Financial Year 2024-25, the Non-Executive Directors of
the Company had no pecuniary relationship or transactions
with the Company other than sitting fees and reimbursement
of expenses, as applicable.

43. STATUTORY AUDITORS:

The Statutory Auditors of the Company, M/s. B. Mukherjee &
Co. (FRN: 302096E), Chartered Accountants, Kolkata, were
appointed as Statutory Auditors of the Company at the Annual
General Meeting held on 08^th November 2021, for a period of 5
(five) consecutive years from the conclusion of the said Annual
General Meeting till the conclusion of sixth Annual General
Meeting. The Statutory Auditors have confirmed their eligibility
and submitted the certificate in writing that they are not
disqualified to hold the office of the Statutory Auditor for the
Financial Year 2025-26 and have consented to continue to act
as Statutory Auditors for the said period, pursuant to applicable
provisions of Section 139 and 141 of the Companies Act, 2013
read with Companies (Audit and Auditors) Rules, 2014.

Fees paid to Statutory Auditors:

The total fee for all services paid by the Company to M/s. B.
Mukherjee & Co. (FRN:302096E) Statutory Auditors, for the
financial year 2024-25 are as follows:

Particulars	Amount (J in Lakhs)
Statutory Audit Fees	3.25
Tax Audit Fees	0.75
Certification Fees	0.00
Any other fees	0.00
Total	4.00

44. STATUTORY AUDITORS REPORT:

The report of the Auditors pertaining to the Accounts in respect
of the Financial Year 2024-25 read with Notes on Accounts are
self-explanatory and therefore, do not require any further
clarification. There are no qualifications, reservations or
adverse remarks made by the Auditors in its report pertaining
to your company for the financial year ended 31^st March 2025.

45. DETAILS IN RESPECT OF FRAUDS REPORTED
BY AUDITORS UNDER SUB-SECTION (12) OF
SECTION 143:

There were no frauds reported by the Auditors under SubÂ¬
Section (12) of Section 143 of the Companies Act, 2013 for the
financial year ended 31^st March 2025.

46. COST RECORDS AND COST AUDIT REPORT:

The Board of Directors had appointed M/s D. Sabyasachi &
Co. (Membership No. 000369), Cost Accountants, Kolkata,
as the Cost Auditors of the Company for the financial year
2024-25. *[The Cost Audit Report for the Financial Year 2024Â¬
25, as issued by them for the said FY does not contain any
qualification, reservation, adverse remark or observation.]

*Inserted on 11.08.2025, as per discussion at Board Meeting held on said date

47. COST AUDITOR:

The maintenance of cost records and requirement of cost
audit, as prescribed under the provisions of Section 148 (1) of
the Companies Act, 2013 read with Rule 4 of Companies (Cost
Records and Audit) Rules, 2014, is applicable to the Company
for the financial year ended 2025- 2026. Accordingly, the Board
of Directors had, on recommendation of the Audit Committee,
at its meeting held on 15^th May 2025, appointed M/s D.
Sabyasachi & Co. (Membership No. 000369), Cost Accountants,
Kolkata, as the Cost Auditors of the Company for the financial
year 2025-26 at remuneration of H 30,000/- plus taxes and
out-of-pocket expenses, subject to approval of members of
the Company. The ratification of said remuneration is placed
for consideration of members at the ensuing Annual General
Meeting. Resolution and related details on the proposed
ratification of remuneration payable to Cost Auditors is available
in the Notice of 5^th Annual General Meeting. M/s D. Sabyasachi
& Co. have also confirmed that their appointment is within the
prescribed limits and they are free from any disqualifications as
provided in Section 141 of the Companies Act, 2013.

48. SECRETARIAL AUDIT REPORT:

Pursuant to provisions of Section 204 of the Companies Act,
2013 read with Rule 9 of Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and
Regulation 24A of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the report of the Secretarial
Auditor for the Financial Year 2024-25 in Form MR-3 is annexed
herewith as "Annexure 4" to this Report. The Board had
appointed Mr. Ashok Kumar Daga (Membership No. FCS-
2699, COP-2948), Practicing Company Secretary, to conduct
Secretarial Audit for the Financial Year 2024-25. The report, as
issued by the Secretarial Auditor, is self-explanatory and does
not call for any further comments and does not contain any
qualification, reservation, adverse remark or observation.

49. SECRETARIAL AUDITOR:

Pursuant to provisions of Section 204 of the Companies Act,
2013 read with Rule 9 of Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and

Regulation 24A of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, Secretarial Audit shall be
applicable to the Company for the FY 2025-26. Further, in
accordance with the recent amendments introduced vide
SEBI (Listing Obligations and Disclosure Requirements) (Third
Amendment) Regulations, 2024 effective from 13^th December
2024, the appointment of Secretarial Auditor shall be approved
by the members ofthe company and in case of an individual shall
be for a term of five consecutive years. Accordingly, the Board
of Directors had, on recommendation of the Audit Committee,
at its meeting held on 15^th May 2025, considered and proposed
the appointment Mr. Ashok Kumar Daga (Membership No.
FCS-2699, COP-2948), Practicing Company Secretary, who
had submitted his consent and eligibility in this regard, as
Secretarial Auditor for a period of five years commencing from
Financial Year (FY) 2025-26, subject to approval of members
of the company, at a remuneration of H 45,000/- (Rupees Forty
Five Thousand only), plus applicable taxes and reimbursement
of actual travel and other out-of-pocket costs incurred in
connection with the audit for the financial year 2025-26 and
at such fees, as may be decided by the Board of Directors in
consultation with the Secretarial Auditor and being mutually
agreed upon plus taxes as applicable and in addition to
reimbursement of actual travel and out of pocket expenses
incurred incidental to their function for the remaining period
of his appointment. It may be noted that he also confirmed
that he has been peer reviewed.

50. ANNUAL SECRETARIAL COMPLIANCE REPORT:

SEBI Circular No. CIR/CFD/CMD1/27/2019 dated 08.02.2019
introduced that listed companies shall additionally, on an
annual basis, require a check by Practicing Company Secretary
("PCS") on compliance of all applicable SEBI Regulations and
circulars/ guidelines issued thereunder, consequent to which,
the PCS shall submit a report to the listed entity. Further,
Regulation 24A of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 also prescribed the same.
The Board had appointed Mr. Ashok Kumar Daga (Membership
No. FCS-2699, COP-2948), Practicing Company Secretary, to
conduct Annual Secretarial Compliance Audit for the Financial
Year 2024-25. The Annual Secretarial Compliance Report issued
by him is annexed as "Annexure 5" to this Report and it shall
be submitted to the Stock Exchange as per the requirement
of the said circular and Regulation. The report, as issued by
Annual Secretarial Compliance Auditor, is self-explanatory and
does not call for any further comments and does not contain
any qualification, reservation, adverse remark or observation.

51. ANNUAL SECRETARIAL COMPLIANCE AUDITOR:

Disclosure Requirements) (Third Amendment) Regulations,
2024 effective from 13^th December 2024, such report shall be
signed only by the Secretarial Auditor or by a Peer Reviewed
Company Secretary satisfying the prescribed criteria stated
therein. In view of the prescribed provisions the Board had, on
recommendation of the Audit Committee, at its meeting held
on 15^th May 2025, considered and proposed that Mr. Ashok
Kumar Daga (Membership No. FCS-2699, COP-2948), Practicing
Company Secretary, who had been proposed to be appointed
as Secretarial Auditor and who had submitted his consent and
eligibility to undertake annual secretarial compliance audit, shall
conduct the same for the Financial Year 2025-26, subject to his
appointment being approved by the members of the company.

52. INTERNAL AUDIT:

The provisions of Section 138 of the Companies Act, 2013
read with Rule 13 of Companies (Accounts) Rules, 2014,
are applicable to the Company. Accordingly, the Board
had appointed M/s B. Chakrabarti & Associates, Chartered
Accountants, Kolkata (Firm Registration No. 305048E) as
Internal Auditors for the Financial Year 2024-25. The internal
Auditors have submitted their report on a quarterly basis to
the Audit Committee and Board and the same was reviewed
by it. The suggestions, if any, by the Internal Auditor were
suitably implemented/ directed to be implemented (incase of
last quarter), during the year under review.

53. INTERNAL AUDITOR:

The provisions of Section 138 of the Companies Act, 2013 read
with Rule 13 of Companies (Accounts) Rules, 2014 pertaining to
Internal Audit shall be applicable on Company for the financial
year ended 31^st March 2026. The Board of Directors of your
Company had, on recommendation of the Audit Committee,
at its meeting held on 15^th May 2025, appointed M/s B.
Chakrabarti & Associates, Chartered Accountants, Kolkata (Firm
Registration No. 305048E) as Internal Auditors for the Financial
Year 2025-26, on recommendation of Audit Committee, who
had submitted his consent and eligibility in this regard.

54. SECRETARIAL STANDARDS:

During the year under review, the Company had complied with
the applicable clauses of Secretarial Standards issued by the
Institute of Company Secretaries of India (ICSI) and has devised
proper systems to ensure compliance thereto.

55. PARTICULARS OF EMPLOYEES:

None of the employees, employed during the year, was in
receipt of remuneration, in aggregate of Rupees 1,02,00,000 or
more per annum for the financial year 2023-24, or H 8,50,000
or more per month for any part of the Financial Year, as set
out in the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, Therefore, no such details
have been provided as required under 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.

The ratio of remuneration of each Director to the median
employee''s remuneration and other details in accordance
with sub-section 12 of Section 197 of the Act, read with Rule
5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, as amended, forms part of
this report and is marked as "Annexure 6"

56. EXTRACT OF ANNUAL RETURN:

Pursuant to the provisions of section 92(3) and 134(3)(a) of the
Companies Act, 2013 read with Rule 12(1) of the Companies
(Management and Administration) Rules, 2014, the annual
return for the Financial Year 2024-25 is uploaded on the
website of the Company under the head ''General Meeting'' at
https://www.ddevgroup.in/corporate-announcement

57. DISCLOSURE UNDER SEXUAL HARASSMENT
OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION & REDRESSAL) ACT, 2013:

Your Company firmly believes in providing a safe, supportive
and friendly workplace environment - a workplace where our
values come to life through the supporting behaviors. Positive
workplace environment and great employee experience
are integral part of our culture. Your Company continues
to take various measures to ensure a workplace free from
discrimination and harassment based on gender.

Your Company educates its employees as to what may constitute
sexual harassment and in the event of any occurrence of an
incident constituting sexual harassment. Your Company has
created the framework for individuals to seek recourse and
redressal to instances of sexual harassment. Your Company has
a Sexual Harassment Prevention and Grievance Handling at the
Workplace Policy in place to provide clarity around the process to
raise such a grievance and how the grievance will be investigated
and resolved. As per the requirement of Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013 and Rules made thereunder, as amended from time to time,
the Company has in place Internal Complaints Committee (ICC)
which has been setup to redress complaints regarding Sexual
Harassment. There are regular sessions offered to all employees
to increase awareness on the topic and the Committee and other
senior members undergo training session.

The following is the summary of Sexual Harassment complaints
received and disposed off during the year under review:

No. of Complaints at the beginning of the Financial Year (i.e.

01.04.2024) - Nil

No. of Complaints received during the Financial Year (i.e.
2024-25) - Nil

No. of Complaints disposed off during the Financial Year
(i.e. 2024-25) - Nil

No. of pending at the end of the Financial Year (i.e.

31.03.2025) - Nil

All employees (permanent, contractual, temporary and
trainees) are covered under the captioned Act. Your directors
are pleased to state that working atmosphere of your company
is very healthy for male and female employees/ workers.

58. CORPORATE SOCIAL RESPONSIBILITY:

The Company strongly believes in collective and sustainable
development. As part of society, it strongly follows the values
of collective growth. We believe that we have a responsibility
to bring enduring positive value to the communities we work
with. Further, the provisions of Corporate Social Responsibility
("CSR") as prescribed in Section 135 of the Companies Act,
2013 read with Companies (Corporate Social Responsibility
Policy) Rules, 2014 (''the CSR Rules'') are also applicable to the
Company for the financial year (FY) 2024-25. The company
also has in place the CSR Policy, as adopted by the board
and available on the website of the company under the head
''Policies'' at https://www.ddevgroup.in/company-charter and
has also constituted Corporate Social Responsibility (CSR)
Committee for regulating and monitoring the CSR Activities.
During the FY 2024-25 the Company was required to expend
H 301.16 Lakhs towards identified CSR Activities as per the
CSR Policy adopted by the Company, however the Company
had spent H 309.51 lakhs towards identified CSR activities
as per the CSR Policy adopted by the Board. Therefore, the
Company had spent excess amount of H 8.35 lakhs, which the
company proposes to set off with required CSR expenditure
in the coming year, subject to compliance with Rule 7 of the
CSR Rules. The requisite disclosures required to be made by
the Company in respect to CSR is provided in this report and
marked as "Annexure 7".

59. GREEN INITIATIVES:

As a responsible corporate citizen, the Company supports
the ''Green Initiative'' undertaken by the Ministry of Corporate
Affairs, Government of India, enabling electronic delivery
of documents including the Notices, Annual Report,
communications etc. to shareholders at their e-mail address
registered with the Depository Participants ("DPs") and
Registrar and Share Transfer Agent ("RTA"). To support the
''Green Initiative'', shareholders who have not registered their
email addresses are requested to register the same with the
Company''s RTA/Depositories for receiving all communications,
including Annual Report, Notices, Circulars, etc., from the
Company electronically.

Ministry of Corporate Affairs has permitted companies to
send electronic copies of Annual Report, notices, etc. to the
registered E-mail addresses of shareholders. Your Company
has accordingly arranged to send the electronic copies of
these documents to shareholders whose email addresses
are registered with the Company/ Depository Participant(s),
wherever applicable. In accordance with the MCA and
SEBI circulars, issued in view of the COVID-19 pandemic,
the Company can send only electronic copies of notice of
AGM and Annual Report on registered email addresses of
the shareholders available with the company/RTA or the
depositories. Hence physical circulation of notice of AGM and
Annual Report is dispensed with; electronic circulation through
E-mail shall suffice. In accordance with the MCA Circulars and
SEBI Circulars, in regards to norms to be followed in view of
COVID-19, your company has also adopted the facility of
E-Voting at the AGM in addition to the Remote E-Voting facility
that is provided in accordance with provisions of Section 108 of

the Companies Act, 2013 read with Rule 20 of the Companies
(Management and Administration) Rules, 2014 (as amended)
and Regulation 44 of SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015, as amended, and Secretarial
Standards on General Meetings (SS-2) issued by the Institute of
Company Secretaries of India.

Your company has also taken various energy conservation
measures to support the sustainable development and
environment protection objectives of the Company. The
company has installed rainwater harvesting facilities at its
Units and solar panels at Surangi Unit of the Company to
reduce carbon emissions. We have also taken the initiative
to plant trees at our manufacturing units. Further details of
energy conservation measures adopted by the company
have been discussed in the Annexure 10 being the Business
Responsibility and Sustainability Report ("BRSR") forming part
of this report and also Annexure 1 containing the Particulars
of Conservation of Energy, Technology Absorption and Foreign
Exchange Earnings and Outgo as per section 134 (3) (m) of the
Companies Act, 2013 read with Rule 8(3) of the Companies
(Accounts) Rules, 2014 for the year ended 31^st March, 2025.

60. MANAGEMENT DISCUSSION AND ANALYSIS
REPORT:

Your company has made requisite and relevant disclosures
in the Management''s Discussion and Analysis Report in
accordance with provisions of Regulation 34(e) of SEBI (Listing
Obligations and Disclosures Requirements) Regulations,
2015, annexed herewith and marked as "Annexure 8". The
Management''s Discussion and Analysis forms an integral part of
this report and gives details of the overview, industry structure
and developments, different product groups of the Company,
operational performance of its business segments etc.

61. REPORT ON CORPORATE GOEVERNANCE:

The Company has taken the requisite steps to comply with
the requisite recommendations concerning Corporate
Governance. The Company is committed to good corporate
governance practices. The report on Corporate Governance
for the financial year ended 31^st March 2025, as per regulation
34(3) read with Schedule V of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, forms part of this
Annual Report and is annexed to this Report and marked as
"Annexure 9". The requisite Certificate from the Statutory
Auditors of the Company confirming compliance with the
conditions of Corporate Governance forms part of the report.

62. BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT:

In Compliance with Regulation 34(2)(f) of SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the top one thousand listed entities based on market
capitalization, are required to prepare a Business Responsibility
and Sustainability Report on the environmental, social and
governance disclosures. The company prefers to make a
voluntary disclosure in this regard for the financial year
2024-25. Although the reporting was not applicable to the

company during the period under review, the company had
voluntarily, in view of better corporate governance principles,
availed professional services for gap assessment in the
policies and procedures adopted by the company in order to
streamline the same with BRSR requirements and standards.
The second Business Responsibility and Sustainability Report
of the Company ("BRSR") for the financial year 2024-25 in the
specified format forms part of this Board of Director''s Report
and is marked as "Annexure-10"

63. HUMAN RESOUCE AND INDUSTRIAL RELATIONS:

The Industrial relations of the Company with its personnel
has continued to be cordial and amicable. Your Directors
acknowledge and appreciate the efforts and dedication of
employees to the Company. Your directors wish to place on
record the co-operation received from the Staff and Workers,
at all levels and at all units.

64. GENERAL DISCLOSURES:

Your Directors state that no disclosure or reporting is required
in respect of the following items:

1. Issue of Equity Shares with differential rights as to
dividend, voting or otherwise since no such issue was
made during the year under review

2. Your Company does not have any subsidiaries. Hence,
neither the Managing Director nor the Whole-Time
Directors of your Company received any remuneration or
commission during the year, from any of its subsidiaries

3. Since the company does not have any subsidiary/
associate and/or joint venture therefore reporting of its
performance is not applicable.

4. The details of difference between amount of the
valuation done at the time of one-time settlement and
the valuation done while taking loan from the Banks or
Financial Institutions along with the reasons thereof is
not applicable since the company has not entered into
any such arrangement.

5. No disclosure with respect to the details of application
made or any proceeding pending under the Insolvency
and Bankruptcy Code, 2016 ("IBC") during the year
along with their status as at the end of the financial
year is required since no application was filed for
corporate insolvency resolution process, by a financial or
operational creditor or by the Company itself under the
IBC before the National Company Law Tribunal.

65. ACKNOWLEDGEMENT:

Your Directors takes this opportunity to thank the Financial
Institutions, Banks, Central and State Government authorities,
Regulatory authorities, Stock Exchange and all the various
stakeholders for their continued support, co-operation to
the Company and look forward for their continued support
in coming years.

The Board wishes to place on record its sincere appreciation of
the efforts put in by your Company''s employees and workers
at all level for their enormous efforts as well as their collective
contribution to the Company''s performance and encouraging
results. The Board also wishes to thank the shareholders,
distributors, vendors, customers and all other business
associates for their support during the year.

For Ddev Plastiks Industries Limited

Date: 15.05.2025 Narrindra Suranna (DIN: 00060127)

Place: Kolkata Chairman and Managing Director

Mar 31, 2024

The Board of Directors (âBoardâ) have pleasure to present the Fourth Annual Report of Ddev Plastiks Industries Limited (âthe Companyâ or âDPIL") together with the Audited Statements of Accounts for the period commencing from 01.04.2023 to 31.03.2024 (âFinancial Year ended 31.03.2024â or âFinancial Year 2023-24" or âFY 2023-24").

In compliance with the applicable provisions of the Companies Act, 2013 (âthe Act") and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (âListing Regulations"), including any statutory modification(s) or re-enactment(s) thereof, for time being in force, this report covers the financial results and other developments during the financial year ended 31^st March 2024 and up to the date of the Board meeting held on 20^th May 2024 to approve this report.

1. FINANCIAL RESULTS:

The performance of the company is summarized below:		(H in Lakhs)
Particulars	2023-24	2022-23
Turnover	2,43,124.37	2,50,374.74
Other Income	2,367.92	2,578.70
Profit/(Loss) before tax	24,465.62	14,036.41
Current Tax	6,321.89	3,529.30
Deferred Tax	(119.08)	12.97
Tax for earlier years	95.87	84.50
Profit/(loss) after tax	18,166.94	10,409.62
Balance brought forward	39,158.65	28,974.80
Balance brought pursuant to scheme of arrangement	-	-
Adjustment relating to Fixed Assets	-	-
Equity Dividend	1,552.15	225.77
Balance carried to Balance Sheet	55,773.44	39,158.65

The Financial Statements for the financial year ended on 31^st March, 2024 have been prepared in accordance with the Companies (Indian Accounting Standard) Rules, 2015, prescribed under Section 133 of the Act and other recognized accounting practices and policies to the extent applicable.

2. DIVIDEND:

The Board has adopted the Dividend Distribution Policy in line with Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The policy, effective from 01.04.2024, is available under the head ''Policies'' on the website of the company at https://www.ddevgroup.in/company-charter.

The Board had, at its meeting held on 12^th November, 2023, declared interim dividend of H 0.50p (Fifty paise only) per fully paid up equity share of face value Re. 1/- (Rupees One only) each (i.e. @ 50%) to the shareholders as at 24^th November, 2023, being the record date for the purpose. The Interim dividend was duly paid, after deduction of Tax Deducted at Source (TDS), as statutorily required, within the prescribed statutory timeline.

Considering the financial results and the performance of the company during the year under review, your directors have pleasure in recommending final dividend of Re 1/-( Rupee One

only) per fully paid equity share of face value Re. 1/- (Rupee One only) each) (i.e. @ 100%) to the equity shareholders of the Company, as on record date 21^st September 2024, for the Financial Year ended 31^st March 2024. This dividend would be payable subject to declaration by the shareholders at the ensuing Annual General Meeting (''AGM'').

Pursuant to the provisions of the Income-tax Act, 1961, the dividend paid or distributed by a company shall be taxable in the hands of the shareholders. Accordingly, in compliance with the said provisions, your Company shall make the payment of the dividend after necessary deduction of tax at source at the prescribed rates, wherever applicable. For the prescribed rates for various categories, the shareholders are requested to refer to the Income Tax Act, 1961 and amendments thereof.

The consolidated dividend payout during the year under review, including interim dividend during financial year 202324 and final dividend @ 100% for the financial year 202223, as declared at AGM held on 25^th September, 2023 was H 1,552.15 lacs. The dividend payout for the year under review is in accordance with your Company''s vision to pay sustainable dividend linked to long-term growth objectives of your Company to be met by internal cash accruals.

The Register of Members and Share Transfer Books of the Company will remain closed for the purpose of payment of dividend for the financial year ended 31^st March 2024 and the AGM. Book closure date has been indicated in the Notice convening AGM. The record date for considering the eligibility of members for dividend is also stated therein.

3. BONUS ISSUE:

The Board of Directors had at its meeting held on 16^th May, 2023 proposed issue of Bonus Shares in the ratio 1:10 i.e. 1 (One) Equity share of Re. 1/- (Rupee One Only) each for every 10 (Ten) fully paid up Equity Shares of Re. 1/- (Rupee One Only) each, ignoring fractions, if any, which was approved by the shareholders of the company, vide postal ballot, result whereof was declared on 19^thJune, 2023, to be allotted to the shareholders as on 30^th June, 2023, being record date for the purpose. The Bonus shares were duly allotted by 10^th July, 2023 and trading approval accorded by BSE Limited vide its E-letter no. LOD/BONUS/ SV/ 134/ 2023-24 dated 11^th July, 2023 read with BSE Notice No. 20230711-11 of even date, being effective from Wednesday 12^th July, 2023. These shares rank pari-passu to the existing shares in all respects.

4. WORKING CAPITAL:

The Company continues to enjoy working capital facilities under multiple banking arrangements with various banks including State Bank of India (Lead Bank), Axis Bank Limited, Bank of Baroda, HDFC Bank Limited, RBL Bank Limited, The Federal Bank Limited and Union Bank Limited. The Company has been regular in servicing these debts.

5. CAPITAL EXPENDITURE:

During the financial year 2023-24, the Company incurred capital expenditure on account of addition to fixed assets aggregating to H 3,479.42 lakhs (including capital work inprogress and capital advances)

6. CREDIT RATING:

The Company''s financial discipline and prudence is reflected in strong credit rating ascribed by CRISIL as under:-

Total Bank Loan Facilities Rated	H 759 Crores
Long Term Rating	CRISIL A/ Positive
Short Term Rating	CRISIL A1

The above ratings were re-affirmed vide CRISIL''s Letter dated 28.03.2024, however, the outlook for Long Term Rating has been revised from Stable to Positive. The CRISIL credit rating details of the company under the head ''Credit Rating'' at https:// www.ddevgroup.in/financial-reporting and have also been submitted with the BSE Limited and available on its website at https://www.bseindia.com/stock-share-price/ddev-plastiks-industries-ltd/ddevplastik/543547/corp-announcements/.

7. ECONOMIC OVERVIEW:

GLOBAL ECONOMY & OUTLOOK:

Global growth in 2023 continued at an annual rate above 3%. The global economy proved to be more resilient than

anticipated, but as desynchronized as predicted, in 2023. The International Monetary Fund (IMF) attributes this to resilience in the United States and several large emerging markets and developing economies, as well as fiscal support in China. At 3.1%, global Gross Domestic Product (GDP) growth surpassed consensus expectations by 1 percentage point (ppt). The IMF''s upbeat analysis describes the global economy as beginning its âfinal descentâ toward a soft landing, with inflation steadily declining and growth holding up. This outperformance was even more remarkable in that it occurred despite the fastest monetary policy tightening cycle in four decades, severe banking sector stress, wars in Ukraine and Israel, and a brief but severe tightening of financial conditions in the fall.

The key drivers behind this solid global economic performance were stronger labor market growth supporting a rebound in inflation-adjusted income growth, a delayed rebalancing in the growth mix driven by services, a much less severe drag from tighter monetary policy thanks to healthy household and corporate balance sheets and support from fiscal policy in some economies.

The economic outperformance in 2023 was accompanied by a notable decline in global inflation, but while there would appear to be much to celebrate, most measures of consumer and business morale point to a generally depressed environment. The main reason behind this disconnect can be explained by several factors, including cost fatigue whereby cost levels for goods, services, labor and capital are much higher than before the pandemic, the prevailing recessionary narrative through 2023, and social media amplification of negative news.

Looking ahead at 2024

The IMF''s World Economic Outlook Update for January 2024 projects global growth to be 3.1 percent in 2024 and 3.2 percent in 2025. The 2024 forecast is 0.2 percentage point higher than the October 2023 projection due to greater-than-expected resilience in the United States and several large emerging market economies, as well as fiscal support in China. However, the forecast for 2024-25 remains below the historical average of 3.8 percent. A slight acceleration for advanced economies where growth is expected to rise from 1.6 percent in 2023 to 1.7 percent in 2024 and 1.8 percent in 2025 may be offset by a modest slowdown in emerging market and developing economies from 4.3 percent in 2023 to 4.2 percent in both 2024 and 2025. The Organization for Economic Co-operation and Development (OECD), in its Economic Outlook predicted steady global GDP growth in line with that of IMF. The World Bank''s Global Economic Prospects report for January 2024 indicated that global growth is projected to slow for third consecutive year from 2.6% in 2023 to 2.4% in 2024.

INDIAN ECONOMY AND OUTLOOK:

The year 2024 began at a critical and delicate juncture. While the global economy has managed to stave off recession, albeit narrowly, it has suffered significant volatility and unpredictability during past years. Devastating conflicts have stoked geopolitical fractures, economic fragmentation and financial turbulence.

Amidst a challenging global scenario, India has emerged as a significant economic and geo-political power. The year 2023

was a landmark year for India as it assumed the presidency of the world''s highest profile global economic assembly, the G20, and showcased its economic prowess and diplomatic finesse to the world. Its emphasis on a rule based international order, advocacy for collaboration to solve common issues and commitment to upholding democratic values positions makes it a stabilizing force in an increasingly complex geo-political landscape. India, also herald a new dawn of multilateralism where developing countries take their rightful place in shaping the global narrative by mainstreaming the Global South''s concerns in international discourse. The year was also marked by some notable achievements- the inclusion of the African Union into the G20, the launch of critical multistakeholder partnerships such as the Global Biofuel Alliance and Global Initiative on Digital Health, the progress on United Nations Sustainable Development Goals (SDGs), the reform of multilateral development banks and the scaling of digital public infrastructure, demonstrates its ability to build consensus to address global challenges collectively and effectively.

On the economic forefront, India has been a key growth engine for the world, contributing 16% to the global growth in 2023, as per report of World Economic Forum. Despite a contraction in 2020-21 due to the pandemic, India rebounded with agile responses and reforms. In 2023-24, it became the fastest-growing G20 economy, achieving a remarkable 7.3% growth. The United States of America, China, Germany, Japan, and India are the largest economies in the world in 2024, as per their GDP data. India is ranked 5^th in world''s GDP rankings in 2024. India''s economy boasts diversity and swift growth, fueled by key sectors such as information technology, services, agriculture, and manufacturing. The nation capitalizes on its broad domestic market, a youthful and technologically adept labour force, and an expanding middle class.

The country''s actions in the coming years can lay the groundwork for the country to become the third largest economy in the world in the next five years and a developed nation by 2047, setting an example on inclusive, sustainable economic growth, digital development and climate action.

Looking ahead at 2024

According to the United Nations, India''s economy is expected to grow by 6.7% in the calendar year 2024, supported by resilient domestic demand. However, higher interest rates and weaker external demand may continue to weigh on investment and exports. The International Monetary Fund (IMF) also expects India''s economy to expand by 6.5% in 2024, compared to 4.6% for China. The Organization for Economic Cooperation and Development (OECD) predicts that India will remain the fastest-growing major economy in 2024, with a growth rate of 6.1%, ahead of China''s projected growth rate of 4.7%.

India''s economic trajectory remains promising, driven by domestic demand and various growth sectors However, challenges such as interest rates and external demand fluctuations need to be carefully managed to sustain this growth.

8. INDUSTRIAL SCENARIO:

The global plastic compounding market is estimated at USD 67.58 billion in 2023 and is expected to reach around USD 133.57 billion in 2033, expanding with a compound annual growth rate (CAGR) of 7.09% from 2024 to 2033 (source-precedenceresearch.com). The growth in the historic period is attributed to growth in end-use industries, the replacement of traditional materials viz natural rubber, wood, metals, glass, concrete etc, a focus on lightweighting, consumer demand for sustainable products and the expansion of the packaging industry. Forecasts indicate a continued strong growth, reaching USD 947.31 billion in 2028, with CAGR of 6.8%. This growth is fueled by circular economy initiatives, the rise in vehicles, a focus on bio-based plastics, urbanization and infrastructure development, advancements in polymer science, public safety measures and stricter regulations on use of plastics/ plastic products. It is in high demand due to its numerous industrial applications and perks, such as easy molding and making the desired shape.

Automobile OEMs have adopted plastics as a substitute for metals such as steel and aluminum for producing automotive components due to regulatory intervention to lower gross vehicle weight to increase fuel efficiency and cut carbon emissions. The packaging industry leans on plastic for its lightweight and durable properties, which also has positive implications for shipping costs. In the building industry, demand for plastics is expanding in flooring, insulation materials, storage tanks, performance safety windows, doors, pipes, and cables. In the electrical and electronics sector, plastics are crucial for insulating wires and components. The growing need for plastics in the construction, automotive, and electrical & electronics industries is likely to be a primary driver of worldwide polymer compounding industry growth.

Plastic/polymer compounding is a multi-step process that includes selecting the additive ratio, high-speed mixing with twin-screw extruders, melt mixing, and chilling before pellet cutting and packaging. Depending on the additives and fillers used in polymer processing, a wide range of products is possible. These are available in a wide range of color combinations, which adds to their aesthetic appeal.

Your company mainly contributes to the wires and cable industry. Wire and cable compounds refer to substances that are used to formulate insulating and jacketing materials for wires and cables to protect telecommunication and power transmission wires from moisture intrusion and are also used to create wires and cables with exceptional durability, corrosion and chemical resistance, mechanical stability, flexibility, and abrasion resistance. The wire & cable compounds market size has grown rapidly in recent years. It will grow from USD 12.63 billion in 2023 to USD 13.9 billion in 2024 at a compound annual growth rate (CAGR) of 10.1%. The growth in the historic period can be attributed to infrastructure development, expanding telecommunication networks, automotive industry growth, renewable energy projects, urbanization, and construction activities. The wire & cable compounds market size is expected

to see strong growth in the next few years. The growth in the forecast period can be attributed to 5G technology deployment, electric vehicle (EV) market expansion, renewable energy integration, smart cities initiatives, upgradation of power grids. Major trends in the forecast period include development of low-smoke zero-halogen (LSZH) compounds, Halogen Free Flame Retardant (HFFR) compounds, demand for high-performance compounds in data communication, focus on lightweight and environmentally friendly materials, integration of nanotechnology for enhanced properties, customized formulations for specific applications.

The growing construction sector is expected to propel the growth of the wire and cable compounds market going forward. The construction sector refers to the sector of industry and trade that deals with creating, maintaining, and repairing infrastructures. Wire and cable compounds are used in the construction sector to provide wires with a high level of insulation and to stop moisture from getting inside power transmission or telecommunication cables.

9. OPERATIONS AND STATE OF COMPANYS AFFAIRS:

During the period under review, the turnover of the Company stood at Rs 2,43,124.37 lacs as against Rs 2,50,374.74 lacs in financial year (FY) 2022-23 (âprevious yearâ). The Revenue from Operations has decreased by almost 3%, on account of correction in prices by almost 20% which has been partly set off by increase in sales volume by 16% as compared to that in the previous year and strategic shift to high margin products. During the year the company also made investment in people, safety, brand and business growth opportunities. Profit before Tax increased by about 74% over previous year to H 24,465.62 Lacs. The Profit after tax as at 31^st March 2024 stood at H 18,166.94 lacs recording an increase of 75% from previous year.

Your Company''s performance has been discussed in detail in the Management Discussion and Analysis Report. Your Company does not have any subsidiary or associate or joint venture company as at the end of the financial year under review. However, your company is a subsidiary company of Bbigplas Poly Private Limited which holds approximately 74.15% of the share capital of the company.

The Company is a leading manufacturer of polymer compounds in India with a capacity of 237500 MT per annum as at 31^stMarch 2024 having a diverse product portfolio consisting of PE compounds, PVC compounds, filled compounds, Master Batches, Footwear compounds, Pipe compounds, Peroxide compounds expanding to Engineering Plastic compounds for White compounds, automotive and electrical appliances. It has 5 (five) manufacturing units with state of art machinery, infrastructure, equipment, and Research and Development (''R&D'') facilities. With plants located at both East & West coast of India, the company gains advantage of low freight costs. The in-house ability for designing and testing new compounds with large fully equipped labs and experienced and skilled team and strong R&D has resulted in large pipeline of new products under development based on customer feedbacks and requirements. The Multi location setup helps minimize

the transportation cost by being closer to suppliers (ports) and customers and wide range of extruder capabilities provide flexibility to produce custom quantities for wide range of customers. The arrangements with most large suppliers and large sourcing quantities result in priority treatment from suppliers and cost effectiveness. Our excellent marketing team comprising of technically qualified and trained personnel focus on customizing products to suit customer processes and strong relationships with suppliers provide inputs for developing new product applications based on critical raw materials.

For further details refer to Management Discussion and Analysis, annexed to this report

10. FUTURE PROSPECTS:

Amid the volatile global economic environment, the Indian economy continues to exhibit resiliency thanks to strong domestic demand. In financial year 2025 (''FY25''), we expect policy continuity including a focus on lifting business investment. Still, GDP growth is likely to slow to around 6.3% in FY25 given global growth concerns and possible delays in fiscal spending due to elections.

The major drivers of growth for the construction market are rapid rates of urbanization and increasing population. The global construction industry can be classified majorly in three types namely residential, commercial and infrastructural. The increasing rate of urbanization in the emerging markets such as China and India and the development of cities are the major drivers for growth of the infrastructural segment. Therefore, the products used in construction are expected to be in high demand, including wire and cable compound products. The usage of wire and cable compounds in construction project is increasing at exponential rate due to their significant number of advantages and long-term cost implications. The rising demand from the construction industry due to the growing urbanization in numerous countries is estimated to bring considerable growth prospects for the wire and cable compounds market. The popular concept of smart city is also proving to be beneficial growth opportunity for the wire and cables compounds market. Furthermore, the characteristics of wire and cable compounds also make them a favorite among numerous applications.

The market for wire and cable compound is expected to grow at a CAGR of more than 5% globally during 2024 to 2029. Wire and cable compound provide high quality insulation, jacket to conducting materials, offers high durability, excellent chemical and corrosion resistance and high mechanical stability, flexibility and abrasion resistance to the cable and wire. The growing product application in the construction and power sector has been driving the market growth. The technical advancement in low fire hazard vinyl and teflon wire and cable compound offer great opportunities for the wire and cable compound market over the next five years.

Kingdom, United States and Vietnam among others are witnessing the construction of power plants, the requirement for wire and cable compound market is expected to rise from these countries over the forecast period.

11. SHARE CAPITAL:

During the year, vide approval accorded by shareholders through postal ballot, result whereof was declared on 19^thJune, 2023, the Authorized Capital of the company was increased from H 10,15,00,000 (Rupees Ten Crores Fifteen Lakhs only) divided into 101500000 (Ten Crores Fifteen Lakh) Equity Shares of Face Value of Re.1/- (Rupee One only) each to H 15,00,00,000 (Rupees Fifteen Crores only) divided into 150000000 (Fifteen Crores) Equity Shares of Face Value of Re.1/- (Rupee One only) each to accommodate the issue of bonus shares. The company had, at its meeting held on 16^thMay, 2023, proposed Bonus Shares in 1:10 ratio i.e. 1(One) Bonus Equity Shares of Re. 1/- (Rupee One only) each for every 10 (Ten) existing Equity Shares of Re. 1/- (Rupee One only) each held by the shareholders, ignoring fractions, if any, approval whereof was accorded by shareholders through postal ballot, as above. The bonus issue was approved to shareholders as on record date i.e. 30^th June, 2023 and accordingly, during the year 9403734 bonus equity shares of Re. 1/- (Rupee One only) each were issued. Trading approval for such bonus shares on BSE was received vide BSE Limited''s E-letter no. LOD/BONUS/ SV/ 134/ 2023-24 dated 11.07.2023 read with BSE Notice No. 20230711-11 dated 11.07.2023 and the same was effective from Wednesday 12.07.2023.

The Issued and Paid Up Capital after the bonus issue is H 10,34,76,664 (Rupees Ten Crores Thirty Four Lakhs Seventy Six Thousand Six Hundred Sixty Four Only) divided into 103476664 (Ten Crores Thirty Four Lakhs Seventy Six Thousand Six Hundred Sixty Four) Equity Shares of Face Value of Re.1/-(Rupee One only) each.

12. SHAREHOLDING OF COMPANY:

(a) Buy Back of Shares: The Company has not bought back any of its securities during the period under review.

(b) Sweat Equity: The Company has not issued any Sweat Equity Shares during the period under review.

(c) Bonus Shares: The Company has issued 9403734 bonus shares of Re. 1/- (Rupees One only) during the period under review.

(d) Employees Stock option plan: The Company has not provided any Stock Option Scheme to the employees.

13. TRANSFER TO RESERVES:

The Company proposes not to transfer any amount to Reserves.

14. TRANSFER OF AMOUNT TO INVESTOR EDUCATION AND PROTECTION FUND:

Pursuant to provisions of Sections 124 and 125 of the Companies Act, 2013 read with Companies (Declaration and

Payment of Dividend) Rules, 2014 and Investor Education and Protection Fund ("IEPF") (Accounting, Audit, Transfer and Refund) Rules, 2016 (âIEPF Rulesâ) (including amendments from time to time), all unpaid or unclaimed dividends are required to be transferred by the Company to the Investor Education and Protection Fund ("IEPFâ or "Fundâ) established by the Central Government, after completion of 7 (seven) years from the date the dividend is transferred to unpaid/unclaimed account. Further, according to the Rules, the shares in respect of which dividend has not been paid or claimed by the shareholders for seven consecutive years or more shall also be transferred to the demat account of the IEPF Authority

It may be noted that no amount is due to be transferred to IEPF Authority as on the date of this report, on account of unclaimed/unpaid dividend for 7 (seven) consecutive years, however, the Company urges all the shareholders to encash/ claim their respective dividend during the prescribed period.

Further, as per Hon''ble National Company Law Tribunal, Kolkata Bench (''NCLT'') Order dated 04^th March, 2022, approving the Scheme of Arrangement between Kkalpana Industries (India) Limited (KIIL) and the Company, it was required to allot shares to shareholders of KIIL as at 08.04.2022. Accordingly, in respect of shareholders of KIIL whose shares were lying in IEPF Account as on 08.04.2022, requisite shares of the company have been transferred to IEPF Account. Dividend payable on such shares have also been transferred to the IEPF Account.

Shareholders/claimants whose shares or unclaimed dividend, have been transferred to the IEPF demat Account or the Fund, as the case may be, may claim the shares or apply for refund by approaching the Company/ Registrar and Share Transfer Agents of the Company ("RTAâ)- C B management Services Private Limited for issue of Entitlement Letter along with all the required documents before making an application to the IEPF Authority in Form IEPF - 5 (available on https://www.iepf.gov. in) along with requisite fee as decided by the IEPF Authority from time to time. The member/claimant can file only one consolidated claim in a financial year as per the IEPF Rules.

Details of shares/shareholders in respect of which dividend has not been claimed, are provided on website of the Company under the head "Dividend related informationâ at https:// www.ddevgroup.in/investor-services. The shareholders are encouraged to verify their records and claim their dividends of all the earlier seven years, if not claimed.

15. DEMATERIALISATION OF SHARES AND ESCROW ACCOUNT:

As at 31^st March 2024 100% of the shareholding of the company was held in dematerialized mode. However, since physical issue of shares was not permitted by the NCLT Order approving the Scheme of Arrangement and as per applicable statutory requirements, the shares to be issued to physical shareholders of Kkalpana Industries (India) Limited ("KIILâ or "Parent companyâ) were transferred to Escrow Account and letters were issued to such holders to update their demat account details with the company/ RTA- C.B. Management Services Pvt. Ltd to enable transfer of related shares from the

Escrow Account to such holders. During the year the company had received 34 request aggregating to 21750 equity shares to be transferred from Escrow Account to beneficiary accounts which were duly processed, in Lots.

It is requested that eligible shareholders (i.e. shareholders holding shares of KIIL in physical mode as at 08.04.2022 who are pending to update their demat details for receipt of shares of the company from escrow account) update their demat details with the RTA and claim their shares of the company.

16. CHANGES IN NATURE OF BUSINESS, IF ANY:

There has been no change in the nature of business of the Company. Your Company continues to be one of the leading manufacturers of Polymer Compounds in the Country.

17. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

No material changes and commitments which could affect your Company''s financial position have occurred between the end of the financial year and date of this report.

18. RESEARCH AND DEVELOPMENT:

Your Company recognizes that Research & Development ("R&D'''') plays a vital role in supporting operations as well as future growth. Your Company focuses its attention on development of products that have wide industrial applications, particularly in cable, piping, packaging automotive and footwear industries. Through R&D, it endeavors to increase production, lower cost of production and lower wastage. The Company has in place a sound R&D infrastructure and team to cater to the changing market needs. The R&D team has enabled the company to achieve breakthrough in various applications and procedures which have enabled the achievement of the objectives of the company, development of new and improved products and applications.

Over the years, we have created a strong product portfolio, with focus on advanced R&D and relied on world-class know-how to build a futuristic organization. Our deep domain knowledge, coupled with an innate zeal to explore new frontiers of the carbon value chain while fostering novel approaches has kept us a step ahead of the competition. For us, innovation is a way of life, so we continue to build our innovative capabilities. Our commitment to deliver superior quality products enables us to consistently introduce value added products to our diverse portfolio. It also drives process enhancements that contribute to the development of quality products and helps us sustain cost leadership.

We are mindful of our responsibility to ensure the wellbeing of people as well as the planet. We inculcate sustainable practices to create holistic value for all our stakeholders, including employees, shareholders, suppliers, customers and the community at large. It, therefore, empowers us to fulfill our objectives towards society and the environment over the long-term. Looking ahead, we remain determined to identify new opportunities, explore broader applications and lead with the latest developments in the industry - to strengthen the foundation of the organization.

19. RISK AND CONCERNS:

Risk factor is ingratiated to all business activities of all companies, though in varying degrees and forms. As far as your company is concerned, it has an approved risk management policy by the Board of Directors. The company has also formulated Risk Management Committee on 08.04.2024. Risk evaluation and its management is ongoing process within your company and is periodically reviewed by the Audit Committee/ Board of Directors of your company. With the constitution of Risk Management Committee the risk assessment, evaluation, management and mitigation will be periodically reviewed by it.

The main risks of your company are as under:

Business risks

Your company has to face intense competition from unorganized sector and imports pertaining to plastic compounds. Further, the raw material prices remain volatile. It is very difficult to estimate the near future raw material cost. However, the company scrutinizes the prices of raw materials from various markets to source the same at most competitive rates from domestic sources or imports, as may be required.

Technology risks

Quality upgradation and product obsoletion risks are intertwined with your company''s business management. However, the high standard of in-house research and development fortifies the technological risks to some extent.

Financial risks

The Company''s policy is to actively manage its foreign exchange risk. The company actively manages the interest rate risk by adopting suitable strategies to minimize the impact of interest rate fluctuations, including maintaining optimal balance of different loan types and maturities.

Credit Risks

The Company sells their products by extending credit to customers, with the attendant risk of payment delays and defaults. To mitigate the risk, appropriate measures like periodic review and rigorous follow-up are put in place for timely collection of dues from the customer. Credit availability and exposure is another area of risk. However, all export sales of the Company are covered under the receivable insurance Policy which further mitigate the risk.

Liquidity Risks

The Company realizes that its ability to meet its obligations to its suppliers and others is linked to timely and regular collection of receivables and maintaining a healthy credit rating. Review of working capital constituents like inventory of raw materials, finished goods and receivables are done regularly by the respective Divisions and closely monitored by Corporate Finance

Workplace Accident/ Incident risks

Every process-related activity has its inherent associated hazards which can affect plants or properties in terms of accidents/incidents at the workplace and the ill health of its

employees. To address all of these risks coming from such hazards the company has set up risk assessments whereby it identifies the hazards, evaluates who may be harmed and takes necessary measures and proactive actions to mitigate the same. Regular maintenance and check ups are conducted to ensure safety measures.

Environmental Sustainability risks

The industry in which the Company operates bears the responsibility to improve environmental impact management. Accidents involving chemicals put the environment, human health and safety at risk, as well as threaten business operations. In addition to following environmental standards, the industry is also liable for adding value to society. The company adheres to all the essential environmental rules and regulations prescribed by the Government. Each facility has robust safety standards and systems in place to mitigate any potential risks. The Company also ensures careful disposal of hazardous waste by following the prescribed procedure/guidelines/regulations. Additionally, the Company has made significant investments in green projects to create facilities for a sustainable future.

Dependency/ Economical risks

As the Company relies heavily on a few distinct industries, such as cable and power segments, any decline in these sectors would affect its margins and security. The demand for its products is primarily inelastic since these application sectors are vital to any economy. Despite this risk, the Company has a loyal client base for more than three decades. This longstanding partnership has helped mitigate the impact of this risk on the Company.

Market Presence and Reputational risks

The Company competes with other producers who manufacture similar goods both in India and abroad in a fiercely competitive market. Thus, the Company''s market influence becomes significant when choosing a smart facility spot. The company has established 5 (five) state of art facilities across east and west India at strategic locations which help in easy transportations, procurements and access to the markets. This has significantly enhanced the Company''s reputation.

20. RISK MANAGEMENT POLICY:

Your company has an elaborate risk Management procedure and adopts a systematic approach to mitigate risk associated with accomplishments of objectives, operations, revenues, and regulations. The Board takes responsibility for the overall process of risk management throughout the organization. In terms of requirement of the Companies Act, 2013 the Company has developed and implemented the Risk Management Policy and the Audit Committee/ Risk Management Committee of the Board reviews the same periodically. The company considers activities at all levels of the Organization viz. Enterprise level, Division level, Business Unit Level and Subsidiary level in risk management framework. Risk management process of the Company focuses on three elements viz. 1) Risk Assessment 2) Risk Management and 3) Risk Monitoring. The Company''s business units and corporate functions address risk through an institutionalized approach aligned to Company''s objective. This is further facilitated by Internal

Audit which is reviewed by the Board and Audit Committee of the Company. The key risks and mitigating actions are reviewed and significant audit observations and follow up actions thereon are reported to the Audit/ Risk Management Committee and Board. The Risk Management Policy is available under the head ''Policies'' on the website of the company at https://www.ddevgroup.in/company-charter.

21. ADEQUACY OF INTERNAL FINANCIAL CONTROLS:

The Board has adopted policies and procedures for governance of orderly and efficient conduct of its business, including adherence to the Company''s policies, safeguarding its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records and timely preparation of reliable financial disclosures. The internal financial controls with reference to the Financial Statements are commensurate with the size and nature of business of your Company. Your Company has laid down the set of standards, processes and structure which enables to implement internal financial control across the organization and ensure that the same are adequate and operating effectively. These have been designed to provide reasonable assurance with regard to recording and providing reliable financial and operational information, complying with applicable Indian Accounting Standards (Ind AS) and relevant statutes. We believe that these internal control systems provide, among other things, a reasonable assurance that transactions are executed with management authorization and that they are recorded in all material respects to permit preparation of financial statements in conformity with established accounting principles and that the assets of your Company are adequately safe guarded against significant misuse or loss.

An independent internal audit function is an important element of your Company''s internal control system. The internal control system is supplemented through an extensive internal audit programme and periodic review by management and Audit Committee. The Internal Auditor and the Audit Committee reviews the Internal Financial Control system periodically. To maintain the objectivity and independence of Internal Audit, the Internal Auditor reports to the Chairman of the Audit Committee of the Board. The Internal Auditor monitors and evaluates the efficacy and adequacy of internal control system in the company, its compliance with the operating systems, accounting procedures and policies of the company. Based on the report of Internal Auditor, the process owners undertake the corrective action in their respective areas and thereby strengthen the control. Significant audit observation and corrective actions thereon are presented to the Audit Committee of the Board.

During the year, such controls were tested and no reportable material weaknesses in the design or operation were observed.

22. VIGIL MECHANISM:

The Company believes in conducting its affairs in fair and transparent manner by adopting the highest standards of professionalism, honesty, integrity, and ethical behavior. Pursuant to the requirement of the Section 177(9) of the Companies Act, 2013, the Company has established vigil mechanism which also incorporates a whistle blower policy in terms of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

in order to provide a secure environment and to encourage employees to report unethical, unlawful, improper practice, acts or activities, actual or suspected fraud or violation of Company''s Code of Conduct, if any. Protected disclosures can be made by a whistle blower through an e mail or phone or letter to the chairman of Audit Committee. All cases, if any, registered under Whistle Blower Policy of your Company are reported to and are subject to the review by the Audit Committee. Further the mechanism adopted by the Company encourages the Whistle Blower to report genuine concerns or grievances and provide for adequate safe guards against victimization of Whistle Blower who avails of such mechanism and also provides for direct access to the Chairman of the Audit Committee, in exceptional cases. The functioning of vigil mechanism is reviewed by the Audit Committee from time to time. None of the Whistle blowers/ employess has been denied access to the Audit Committee of the Board. The Whistle Blower Policy of the Company is available on the website of the Company under the head ''Policies'' at https://www.ddevgroup.in/company-charter.

23. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS:

During the year under review, no significant and material orders were passed by the regulators or courts or tribunals impacting the going concern status and the company''s operations.

24. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013:

Pursuant to Section 186 of the Companies Act, 2013 and Schedule V to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, disclosure on particulars relating to Loans, Guarantees and Investments are provided as part of the financial statements in Note No. 36.

The Company was accorded approval by members of the Company to give loans, guarantees and make investments not exceeding in aggregate H 2000 crores which is in excess of 60% of the aggregate of its paid up share capital, free reserves and securities premium account or 100% of its free reserves and securities premium account, whichever is more, as prescribed in Section 186 of the Companies Act, 2013 and as may be noted the company has ensured compliance to said limits and approval as accorded.

25. DEPOSITS:

Your Company has not accepted any deposits under Chapter V of the Act during the financial year and as such, no amount on account of principal or interest on deposits from public is outstanding as on 31^st March 2024.

26. PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

Your Company has directed its efforts to reduce energy costs by focusing on energy savings through the best optimization of operations on day to day basis. The Company has used fuels in appropriate mix to attain maximum savings.

Pursuant to the provision of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, the particulars relating to energy conservation, technology absorption, foreign exchange earnings and outgo is provided in the prescribed format as an Annexure to the Report and marked as ''Annexure 1''.

27. POLICIES:

The Companies Act, 2013 (âthe Actâ) and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (âListing Regulationsâ) and various other statutes applicable to the Company, mandated the formulation of certain policies for listed companies. All applicable policies are available under the head ''Policies'' on the Company''s website at https://www. ddevgroup.in/company-charter. The policies are reviewed periodically by the Board and Committees and updated, based on need and new compliance requirement and recommendation of related Committee/s.

28. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The Board of Directors of your Company comprises of Six (6) Directors of which Three (3) are Executive Directors and Three (3) are Non-Executive and Independent Directors as on 31^st March, 2024.

In terms of the provision of Section 149 of the Companies Act, 2013 and Regulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Company shall have atleast one Woman Director on the Board of the Company. Your Company has Mrs. Mamta Binani and Mrs. Ramya Hariharan as Directors on the Board of the Company, who is presently the Non-Executive Independent Director of your Company. Further, pursuant to Regulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, top 1000 listed entities shall have at least one independent woman director. Your Company is in compliance with the requirement.

Appointment/ Re-appointment/ Change in Designation

At the Annual General Meeting (âAGMâ) held on 25^thSeptember, 2023, Mr. Ddev Surana, Whole Time Director retired by rotation, pursuant to provisions of Section 152 of the Companies Act, 2013, however, being eligible, he was reappointed at such meeting.

In accordance with the provisions of Section 152 of the Companies Act, 2013 and Articles of Association of the Company Mr. Rajesh Kothari (DIN: 02168932), Whole Time Director of the Company, being longest in the office of directors and eligible to retire by rotation, retires by rotation at the forthcoming Annual General Meeting and being eligible, has offered himself for re-appointment.

The necessary disclosure about Director seeking appointment/ re-appointment required, pursuant to Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Clause 1.2.5 of the Secretarial Standard on General Meeting (SS-2) issued by the Institute of Company Secretaries of India (ICSI), are provided as Annexure to the Notice of 04^th AGM.

Key Managerial Personnel

The Board has the following as Key Managerial Personnel as at 31^st March 2024:

Mr. Narrindra Suranna- Chairman and Managing Director Mr. Rajesh Kothari-Whole Time Director Mr. Ddev Surana -Whole Time Director and Chief Executive Officer

Mrs. Tanvi Goenka- Company Secretary and Compliance Officer Mr. Arihant Bothra- Chief Financial Officer

Independent Directors

The following Independent Directors are on Board as at 31^st March 2024:

Mr. Samir Kumar Dutta Mrs. Ramya Hariharan Mrs. Mamta Binani

None of the Independent Director is due for re-appointment at the ensuing AGM or during the period under review.

The Board is of the opinion that the Independent Directors of the Company have fulfilled the conditions as specified in SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 and are independent of the management, possess requisite qualifications, experience, proficiency and expertise in the fields of finance, people management, strategy, auditing, tax and corporate advisory services, governance and they hold highest standards of integrity.

The Independent Directors of the Company have undertaken requisite steps towards the inclusion of their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs (IICA), in terms of Section 150 of the Companies Act, 2013 (including any statutory modifications, amendments/ re-enactments, if any) read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended from time to time.

Further, at the time of the appointment of an Independent Director, the company also issues a formal letter of appointment outlining his/her role, function, duties and responsibilities. The terms and conditions of the Independent Directors are incorporated under the head ''Terms of Appointment of Independent Director'' on the website of the Company at https:// www.ddevgroup.in/company-charter.

Cessation

None of the Directors resigned or were removed from their office during the period under review. Further, none of the Directors ceased to be associated with the company for any other reason.

None of the Directors are disqualified or debarred by Securities and Exchange Board of India (SEBI) or any other statutory authority, from continuing office as Director and Certificate received in this regard from Mr. Ashok Kumar Daga (PCS-2699, COP-2948), Practicing Company Secretary, is annexed to this report as âAnnexure 2â

29. DECLARATION BY INDEPENDENT DIRECTORS:

All Independent Directors of the Company have given declarations under Section 149(7) of the Companies Act, 2013 that they meet the criteria of Independence, as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1 )(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (âListing Regulationsâ). 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 judgment and without any external influence. They have also confirmed, respectively, pursuant to Circular No. LIST/COMP/14/2018-19 dated 20.06.2018 issued by BSE Ltd., pertaining to enforcement of SEBI Orders regarding appointment/ re-appointment of Director/Independent Director, that they are not debarred from holding office of Independent Director/ Director by virtue of any SEBI order or any other statutory authority and are not disqualified from being appointed/ continuing as Independent Directors in terms of Section 164 of the Companies Act, 2013. They have also confirmed, respectively, their compliance with Rules 6(1) and 6(2) of the Companies (Appointment and Qualification of Directors) Rules, 2014 (âthe Rulesâ), as amended from time to time, with respect to registration with the Databank of Independent Directors maintained with Indian Institute of Corporate Affairs.

30. BOARD MEMBERSHIP CRITERIA AND LIST OF CORE SKILLS/ EXPERTISE/ COMPETENCIES IDENTIFIED IN CONTEXT OF THE BUSINESS:

The Board of Directors is collectively responsible for selection of member on the Board. The Company follows defined criteria for identifying, screening, recruiting and recommending candidates for selection as a Director on the Board. The criteria for appointment to the Board includes:

â¢ composition of the Board, which is commensurate with the size of the Company, its portfolio, geographical spread and its status as a public Company;

â¢ desired age and diversity on the Board;

â¢ size of the Board with optimal balance of skills and experience and balance of Executive and Non-Executive Directors consistent with the requirements of law and the objectives and activities of the Company;

â¢ professional qualifications, expertise and experience in specific areas of relevance to the Company;

â¢ avoidance of any present or potential conflict of interest;

â¢ availability of time and other commitments for proper performance of duties;

â¢ personal characteristics being in line with the Company''s values, such as integrity, honesty, transparency, pioneering mindset etc.

The Board has identified the following skills/ expertise/ competencies fundamental for the effective functioning of the Company, which are currently available with the Board:-

â¢ Leadership - Experience of running large enterprise, leading well-governed organization, with an understanding of organizational systems and strategic planning and risk management, understanding of global business dynamics, across various geographical markets, industry verticals and regulatory jurisdictions.

â¢ Strategy and planning - Appreciation of long-term trends, strategic choices and experience in guiding and leading management teams to make decisions in uncertain environments

â¢ Governance - Experience in developing governance practices, serving the best interests of all stakeholders,

maintaining board and management accountability, building long-term effective stakeholder engagements and driving corporate ethics and values

â¢ Finance and Accounting Experience - Experience in handling financial management along with an understanding of accounting and financial statement

â¢ Understanding use of Digital / Information Technology - Understanding the use of digital / Information Technology across the value chain, ability to anticipate technological driven changes & disruption impacting business and appreciation of the need of cyber security and controls across the organization

â¢ Sales and Marketing - Experience in developing strategies to grow sales and market share, build brand awareness and equity, and enhance enterprise reputation.

The following are the details of respective core skills of Board Members:-
Name of Director	Core Skill
Mr. Narrindra Suranna (DIN: 00060127)	Leadership Strategy and Planning Governance Finance & Accounting Experience Sales and Marketing
Mr. Ddev Surana (DIN: 08357094)	Leadership Strategy and Planning Understanding use of Digital/ Information Technology Sales and Marketing
Mr. Rajesh Kothari (DIN: 02168932)	Leadership Strategy and Planning Finance & Accounting Experience Understanding use of Digital/ Information Technology Sales and Marketing
Mr. Samir Kumar Dutta (DIN: 07824452)	Governance Finance and Accounting Experience
Mrs. Mamta Binani (DIN: 00462925)	Strategy and Planning Finance and Accounting Experience Governance Understanding use of Digital/ Information Technology
Mrs. Ramya Hariharan (DIN: 06928511)	Strategy and Planning Governance Finance and Accounting Experience Understanding use of Digital/ Information Technology

31. COMPANY''S POLICY ON DIRECTOR''S APPOINTMENT AND REMUNERATION INCLUDING CRITERIA FOR DETERMINING QUALIFICATION, POSITIVE ATTRIBUTES, INDEPENDENCE OF A DIRECTOR AND OTHER MATTERS AS PROVIDED UNDER SUB-SECTION (3) OF SECTION 178 OF COMPANIES ACT 2013:

Your Company had devised a Policy on Director''s Appointment and Remuneration including criteria for determining qualification, positive attributes, independence of the Board

and other matters as provided under sub section 3 of Section 178 of the Companies Act, 2013. The policy, as adopted, was to have an appropriate mix of executive and independent directors to maintain the independence of the Board and separate its functions of governance and management. As of 31^st March, 2024, the Board had 6 members, 3 of whom were executive and 3 were non-executive directors.

The Company''s Policy for selection and appointment of Directors and their remuneration is based on its Nomination and

Remuneration policy which, inter alia, deals with the manner of selection of the Directors and Senior Management Personnel and such other matters as provided under section 178(3) of the Companies Act, 2013 including any amendment thereto.

Your Directors affirm that the remuneration paid / proposed to the directors is as per the terms laid out in the Nomination and Remuneration Policy of the Company and in compliance with provisions of Section 197(1) of the Companies Act, 2013 read with Schedule V to the Companies Act, 2013 and Regulation 17(6)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as per approvals accorded in this regard.

32. INTIMATION FROM DIRECTORS WITH RESPECT TO SECTION 164(2) AND RULE 14(1) OF COMPANIES (APPOINTMENT AND QUALIFICATION OF DIRECTORS) RULE, 2014:

The directors of your Company have given their intimation in prescribed form DIR-8 stating that they are not disqualified from being appointed/ continuing as the Directors of the Company.

33. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS:

The Company had organized familiarization programmes for the Independent Directors as per the requirement of the Companies Act, 2013 and Regulation 25(7) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and it conducts familiarization programme, from time to time, for its Independent Director. All independent directors inducted into the Board attended the familiarization programme. The Company has familiarized the Independent Director with the company, their roles, rights, responsibilities in the company, nature of the Industry in which the company operates and business model of the company. The Company endeavors to update the Independent Directors regarding the company''s projects, new ventures, if any, opening of new office sites or manufacturing units, shutdown/ closure of any manufacturing unit. It also keeps the Independent Directors informed of any sluggishness in finance/ liquidity problems, if any. The suggestions received from Independent Directors are taken note of and informed to the Chairman and Managing Director who takes suitable measures, if required, on the suggestions of the Independent Directors. The details of familiarization programme and attendance thereat is available on the website of the company under the head ''Policies'' and under the tab ''Familiarization Programme Attendance''respectively at https:// www.ddevgroup.in/company-charter.

34. STATEMENT INDICATINGTHE MANNER OF FORMAL ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND OF INDIVIDUAL DIRECTORS:

The Board of Directors, upon recommendation of Nomination and Remuneration Committee, have devised a policy for performance evaluation, which includes criteria for performance evaluation. It reviews the performance evaluation criteria annually in accordance with Regulation 4(2)(f)(ii)(9) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time. The Nomination and Remuneration Committee accordingly carries out an annual evaluation of Board''s performance, and the performance of its Committees as well as Individual Directors (both Executive and Non - executive/ Independent Directors) in accordance with Section 178(2) of the Companies Act, 2013. This involves receiving inputs from all Committee members. The Board evaluates the performance of Independent Directors, pursuant to Regulation 17(10) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule IV to the Companies Act, 2013.

Pursuant to the provisions of the Section 178(2) of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the formal annual evaluation was also carried out for the Board''s performance, its committees & Individual Directors.

A structured performance evaluation form was prepared after taking into consideration inputs received from the Directors and on the basis of the evaluation criteria laid down by Nomination and Remuneration Committee and as reviewed and approved by the Board of Directors, covering various aspects of the Board''s functioning including adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance, the effectiveness of its processes, information, flow of information or instructions and its functioning.

A separate meeting of Independent Directors was held to review the performance of Non-Independent Directors, the performance of the Board of Directors and the performance of Chairman. The Directors evaluation was broadly based on parameters such as, meeting the expectation of stakeholders, guidance and review of corporate strategy/ risks, participation, Director''s contribution to the Board of Directors and Committee meetings, including preparedness on the issues to be discussed as well as meaningful and constructive contribution and inputs during the meeting and attendance at Board / Committee meetings, interpersonal skills. The performance evaluation of the Chairman of the Company was undertaken by the Independent Directors taking into account the views of Executive Directors and Non -Executive Directors. The Chairman was evaluated on the key aspects of his role, his contribution to ensuring corporate governance, leadership qualities, decision implementation, understanding of market and industry scenario etc. The Independent Directors also assessed the quality, quantity and timeliness of flow of information between the Company''s management and the Board.

35. BOARD MEETINGS:

The Board held Seven (7) Board Meetings during the financial year ended 31^st March 2024, the details of which are given in the Corporate Governance Report which is annexed and forms part of this report. The intervening gap between two consecutive Board Meetings was within the period prescribed under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as per the Circulars issued by the Ministry of Corporate Affairs and SEBI, in this regard. During the year under review, the Board has accepted the recommendations of the Committees. Details of Board Meeting have been given in the Corporate Governance Report.

36. GENERAL MEETINGS:

The Third Annual General Meeting of the Company had been convened and duly held pursuant to Section 96 of the Companies Act, 2013 and rules made thereunder on 25^thSeptember 2023.

No Extra Ordinary General Meeting was held during the period under review.

The matters relating to increase in Authorized Capital, Issue of Bonus Shares and approval of material related party transactions for the financial year 2023-24, as proposed by Board at its meeting held on 16^th May, 2023, were considered by the shareholders through Postal Ballot, result whereof was declared on 19^th June, 2023.

37. COMMITTEES OF THE BOARD AND ITS MEETINGS:

The Board of Directors has the following Committees:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders'' Relationship Committee

4. Corporate Social Responsibility Committee

5. Risk Management Committee (constituted on 08.04.2024)

The consolidated details of the Committees composition is given below. The details in respect to the Committee along with their respective composition, number of meetings and attendance at the meeting are provided in the Corporate Governance Report, which also forms part of this Report

Name of the Committee	Member Name	Chairman/Member
Audit Committee	Mr. Samir Kumar Dutta	Chairman
	Mrs. Ramya Hariharan	Member
	Mr. Rajesh Kothari	Member
Nomination and Remuneration Committee	Mr. Samir Kumar Dutta	Chairman
	Mrs. Ramya Hariharan	Member
	Mrs. Mamta Binani	Member
Stakeholders'' Relationship Committee	Mrs. Samir Kumar Dutta	Chairman
	Mr. Ddev Surana	Member
	Mrs. Rajesh Kothari	Member
Corporate Social Responsibility Committee	Mr. Rajesh Kothari	Chairman
	Mr. Narrindra Suranna	Member
	Mr. Ddev Surana	Member
	Mr. Samir Kumar Dutta	Member
Risk Management Committee	Mr. Rajesh Kothari	Chairman
(constituted on 08.04.2024)	Mr. Narrindra Suranna	Member
	Mr. Ddev Surana	Member
	Mr. Samir Kumar Dutta	Member

38. SEPARATE MEETING OF INDEPENDENT DIRECTORS:

The Independent Directors met on 10^th February 2024, without the attendance of Non-Independent Directors and members of the Management except the Company Secretary, who was invited to the meeting for the purpose of providing necessary information, if any, and recording the proceedings of the meeting. The Independent Directors reviewed the performance of Non-Independent Directors and the Board as a whole, the performance of the Chairman of the Company, taking into account the views of Executive Directors and Non-Executive Directors and assessed the quality, quantity and timeliness of flow of information between the Company,

Management and the Board, that is necessary for the Board to effectively and reasonably perform its duties.

39. CODE OF CONDUCT FOR DIRECTOR, SENIOR MANAGEMENT PERSONNEL AND EMPLOYEES:

Your Company has adopted Code of Conduct (âthe Code'''' or "CoC") for its Directors and Senior Management. In terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, all Directors and Senior Management Personnel have affirmed compliance, respectively, with the code. The Chief Executive Officer has also affirmed and certified the same, pursuant to 34(3) read with Part D of Schedule V to SEBI (Listing

Obligations and Disclosure Requirements) Regulations, 2015 on the basis of Certification received from Directors and Senior Managerial Personnel, in terms of Regulation 26(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, which certification is provided in the Report on Corporate Governance. The Company also has in place the Human Resource (HR) Policy for its employees at all levels, prescribing the code of conduct for the employees of the company.

40. DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board of Directors of the company hereby submit its responsibility Statement as under:

a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b) the directors had 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 the company at the end of the financial year and of the profit and loss of the company for that period;

c) the directors had taken proper and sufficient care 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 directors had prepared the annual accounts on a going concern basis;

e) the directors, had laid down internal financial controls to be allowed by the company and that such internal financial controls are adequate and were operating effectively; and

f) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively

41. CHANGE OF REGISTERED OFFICE:

There has been no change in the registered office of the Company during the period under review.

2013 together with the copies of certificates and documents required to be annexed thereto or any other register/ documents as may be required and permitted, at the office of the Registrar and Share Transfer Agent of the Company viz. C B Management Services Private Limited situated at P-22, Bondel Road, Kolkata - 700019 or its any other office within the local limits of the Registered Office of the Company.

42. DETAILS OF SUBSIDIARY/ASSOCIATE & JOINT VENTURE COMPANIES:

The Company did not have any Subsidiary, Associate and/ or Joint Venture Companies during the financial year ended 31.03.2024. However, your company is a subsidiary of Bbigplas Poly Private Limited which holds 74.15% of the share capital of the company as at 31^st March 2024.

43. RELATED PARTY TRANSACTIONS:

Your Company has adopted Policy on Related PartyTransactions (RPTs) which is available on Company''s website under the head ''Policies'' at https://www.ddevgroup.in/company-charter. The Audit Committee reviews the Policy periodically and also reviews and approves all related party transactions, including RPTs for which Omnibus approval are accorded, to ensure that the same are in line with the provisions of applicable laws and the RPT Policy adopted by the company.

All RPT entered into by the company, during the year under review, were in ordinary course of business and at arm''s length. The approval for entering into material related party transaction relating to sale and/or purchase of goods and materials from Kkalpan Industries (India) Limited (''KIIL'') to the tune of H 300 crores, during the financial year 2023-24 was accorded by the shareholders of the company vide postal ballot, result whereof was declared on 19^th June, 2023. The details of material RPTs, even if it is at arm''s length are required to be disclosed under section 134(3)(h) of the Companies Act, 2013, in Form AOC-2 and have accordingly been provided as âAnnexure 3â to the report. However, there are no material related party transactions entered directly with the Promoters, Directors or any Key managerial Personnel, during the year under review, which may have a potential conflict of interest with the Company at large.

Prior Omnibus Approval has been obtained for transactions which are of a forseen and repetitive nature in the financial year 2024-25, which shall be reviewed by the Audit Committee periodically.

Further, the Audit Committee and the Board at its respective meeting held on 10^th February, 2024 had granted Omnibus Approval for Related Party Transactions to be entered with KIIL, subject to the same being approved by the members of the Company, in view of same being material related party transaction in accordance with Audited Financials of the Company for the FY 2023-24. Further, the company had also exceeded the approval accorded by members for royalty payment to KIIL for FY 2023-24 by amount of INR 165 Lakhs. Accordingly, the Company is seeking ratification of members

in this regard as well as approval for entering into material RPT vide Postal Ballot.

44. STATUTORY AUDITORS:

The Statutory Auditors of the Company, M/s. B. Mukherjee & Co. (FRN: 302096E), Chartered Accountants, Kolkata, were appointed as Statutory Auditors of the Company at the Annual General Meeting held on 08^th November 2021, for a period of 5 (five) consecutive years from the conclusion of the said Annual General Meeting till the conclusion of fifth consecutive Annual General Meeting. The Statutory Auditors have confirmed their eligibility and submitted the certificate in writing that they are not disqualified to hold the office of the Statutory Auditor for the Financial Year 2024-25 and have consented to continue to act as Statutory Auditors for the said period.

45. STATUTORY AUDITORS REPORT:

The report of the Auditors pertaining to the Accounts in respect of the Financial Year 2023-24 read with Notes on Accounts are self-explanatory and therefore, do not require any further clarification. There are no qualifications, reservations or adverse remarks made by the Auditors in its report pertaining to your company for the financial year ended 31^st March 2024.

46. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143:

There were no frauds reported by the Auditors under SubSection (12) of Section 143 of the Companies Act, 2013 for the financial year ended 31^st March 2024.

47. COST RECORDS AND COST AUDIT REPORT:

The Board of Directors had appointed M/s D. Sabyasachi & Co. (Membership No. 000369), Cost Accountants, Kolkata, as the Cost Auditors of the Company for the financial year 2023-24. *[The Cost Audit Report for the Financial Year 202324, as issued by them for the said FY does not contain any qualification, reservation, adverse remark or observation.]

*Inserted on 12.08.2024, as per discussion at Board Meeting held on said date

48. COST AUDITOR:

year 2024-25 at remuneration of H 30,000/- plus taxes and out of pocket expenses, subject to approval of members of the Company. The ratification of said remuneration is placed for consideration of members at the ensuing Annual General Meeting. M/s D. Sabyasachi & Co. have also confirmed that their appointment is within the prescribed limits and they are free from any disqualifications as provided in Section 141 of the Companies Act, 2013.

49. SECRETARIAL AUDIT REPORT:

Pursuant to provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the report of the Secretarial Auditor for the Financial Year 2023-24 in Form MR-3 is annexed herewith as "Annexure 4â to this Report. The Board had appointed Mr. Ashok Kumar Daga (Membership No. FCS-2699, COP-2948), Practicing Company Secretary, to conduct Secretarial Audit for the Financial Year 2023-24. The report, as issued by Secretarial Auditor, is self-explanatory and does not call for any further comments and does not contain any qualification, reservation, adverse remark or observation.

50. SECRETARIAL AUDITOR:

Pursuant to provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Secretarial Audit shall be applicable to the Company for the FY 2024-25. Accordingly, the Board of Directors had, on recommendation of the Audit Committee, at its meeting held on 20^th May 2024, appointed Mr. Ashok Kumar Daga (Membership No. FCS-2699, COP-2948), Practicing Company Secretary, to conduct Secretarial Audit for the Financial Year 2024-25, who had submitted his consent and eligibility in this regard.

51. ANNUAL SECRETARIAL COMPLIANCE REPORT:

SEBI Circular No. CIR/CFD/CMD1/27/2019 dated 08.02.2019 introduced that listed companies shall additionally, on an annual basis, require a check by Practicing Company Secretary ("PCS") on compliance of all applicable SEBI Regulations and circulars/ guidelines issued thereunder, consequent to which, the PCS shall submit a report to the listed entity. Further, Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 also prescribed the same. The Board had appointed Mr. Ashok Kumar Daga (Membership No. FCS-2699, COP-2948), Practicing Company Secretary, to conduct Annual Secretarial Compliance Audit for the Financial Year 2023-24. The Annual Secretarial Compliance Report issued by him is annexed as "Annexure 5" to this Report and it shall be submitted to the Stock Exchange as per the requirement of the said circular and Regulation. The report, as issued by Annual Secretarial Compliance Auditor, is self-explanatory and does not call for any further comments and does not contain any qualification, reservation, adverse remark or observation.

52. ANNUAL SECRETARIAL COMPLIANCE AUDITOR:

Pursuant to provisions of SEBI Circular No. CIR/CFD/ CMD1/27/2019 dated 08.02.2019 read with Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company shall be required to submit to stock exchange the Annual Secretarial Compliance Report for the FY 2024-25. Accordingly, the Board of Directors had, on recommendation of the Audit Committee, at its meeting held on 20^th May 2024, appointed Mr. Ashok Kumar Daga (Membership No. FCS-2699, COP-2948), Practicing Company Secretary, to conduct Annual Secretarial Compliance Audit for the Financial Year 2024-25, who had submitted his consent and eligibility in this regard.

53. INTERNAL AUDIT:

The provisions of Section 138 of the Companies Act, 2013 read with Rule 13 of Companies (Accounts) Rules, 2014, became applicable to the Company, in view of its listing on stock exchange. Accordingly, the Board had appointed M/s DKD & Associates, Chartered Accountants, Kolkata (Firm Registration No. 322657E) as Internal Auditors for the Financial Year 2023-24. The internal Auditors have submitted their report on a quarterly basis to the Audit Committee and Board and the same was reviewed by it. The suggestions, if any, by the Internal Auditor were suitably implemented/ directed to be implemented (incase of last quarter), during the year under review.

54. INTERNAL AUDITOR:

The provisions of Section 138 of the Companies Act, 2013 read with Rule 13 of Companies (Accounts) Rules, 2014 pertaining to Internal Audit shall be applicable on Company for the financial year ended 31^st March 2024. The Board of Directors of your Company had, on recommendation of the Audit Committee, at its meeting held on 20^th May 2024, appointed M/s B. Chakrabarti & Associates, Chartered Accountants, Kolkata (Firm Registration No. 305048E) as Internal Auditors for the Financial Year 2024-25, on recommendation of Audit Committee, who had submitted his consent and eligibility in this regard.

55. SECRETARIAL STANDARDS:

During the year under review, the Company had complied with the applicable clauses of Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI).

56. PARTICULARS OF EMPLOYEES:

None of the employees, employed during the year, was in receipt of remuneration, in aggregate of Rupees 1,02,00,000 or more per annum for the financial year 2023-24, or H 8,50,000 or more per month for any part of the Financial Year, as set out in the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Therefore, no such details have been provided as required under 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.

The ratio of remuneration of each Director to the median employee''s remuneration and other details in accordance with sub-section 12 of Section 197 of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, forms part of this report and is marked as âAnnexure 6"

57. EXTRACT OF ANNUAL RETURN:

Pursuant to the provisions of section 92(3) and 134(3)(a) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the annual return for the Financial Year 2023-24 is uploaded on the website of the Company under the head ''General Meeting'' at https://www.ddevgroup.in/Corporate-Announcement

58. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013:

Your Company firmly believes in providing a safe, supportive and friendly workplace environment - a workplace where our values come to life through the supporting behaviors. Positive workplace environment and a great employee experience are integral part of our culture. Your Company continues to take various measures to ensure a workplace free from discrimination and harassment based on gender.

Your Company educates its employees as to what may constitute sexual harassment and in the event of any occurrence of an incident constituting sexual harassment. Your Company has created the framework for individuals to seek recourse and redressal to instances of sexual harassment. Your Company has a Sexual Harassment Prevention and Grievance Handling at the Workplace Policy in place to provide clarity around the process to raise such a grievance and how the grievance will be investigated and resolved. As per the requirement of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules made thereunder, as amended from time to time, the Company has in place Internal Complaints Committee (ICC) which has been setup to redress complaints regarding Sexual Harassment. There are regular sessions offered to all employees to increase awareness on the topic and the Committee and other senior members undergo training session.

The following is the summary of Sexual Harassment complaints received and disposed off during the year under review:

No. of Complaints at the beginning of the Financial Year (i.e.

01.04.2023) - Nil

No. of Complaints received during the Financial Year (i.e. 2023-24) - Nil

No. of Complaints disposed off during the Financial Year (i.e. 2023-24) - Nil

No. of pending at the end of the Financial Year (i.e.

31.03.2024) - Nil

All employees (permanent, contractual, temporary and trainees) are covered under the captioned Act. Your directors are pleased to state that working atmosphere of your company is very healthy for male and female employees/ workers.

59. CORPORATE SOCIAL RESPONSIBILITY:

The Company strongly believes in collective and sustainable development. As part of society, it strongly follows the values of collective growth. We believe that we have a responsibility to bring enduring positive value to the communities we work with. Further, the provisions of Corporate Social Responsibility ("CSR") as prescribed in Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014 (''the CSR Rules'') are also applicable to the Company for the financial year (FY) 2023-24. The company also has in place the CSR Policy, as adopted by the board and available in the website of the company under the head ''Policies'' at https://www.ddevgroup.in/Company-Charter and has also constituted Corporate Social Responsibility (CSR) Committee for regulating and monitoring the CSR Activities. During the FY 2023-24 the Company was required to expend H 139.83 Lakhs towards identified CSR Activities as per the CSR Policy adopted by the Company, however the Company had spent H 150.00 lakhs towards identified CSR activities as per the CSR Policy adopted by the Board. Therefore, the Company had spent excess amount of H 10.17 lakhs, which the company proposes to set off with required CSR expenditure in the coming year, subject to compliance with Rule 7 of the CSR Rules. The requisite disclosures required to be made by the Company in respect to CSR is provided in this report and marked as "Annexure 7''''.

60. GREEN INITIATIVES:

As a responsible corporate citizen, the Company supports the ''Green Initiative'' undertaken by the Ministry of Corporate Affairs, Government of India, enabling electronic delivery of documents including the Notices, Annual Report, communications etc. to shareholders at their e-mail address registered with the Depository Participants ("DPs'') and Registrar and Share Transfer Agent ("RTA"). To support the ''Green Initiative'', shareholders who have not registered their email addresses are requested to register the same with the Company''s RTA/Depositories for receiving all communications, including Annual Report, Notices, Circulars, etc., from the Company electronically.

Annual Report is dispensed with; electronic circulation through E-mail shall suffice. In accordance with the MCA Circulars and SEBI Circulars, in regards to norms to be followed in view of COVID-19, your company has also adopted the facility of E-Voting at the AGM in addition to the Remote E-Voting facility that is provided in accordance with provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, as amended, and Secretarial Standards on General Meetings (SS-2) issued by the Institute of Company Secretaries of India.

61. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Your company has made requisite and relevant disclosures in the Management''s Discussion and Analysis Report in accordance with provisions of Regulation 34(e) of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, annexed herewith and marked as "Annexure 8" The Management''s Discussion and Analysis forms an integral part of this report and gives details of the overview, industry structure and developments, different product groups of the Company, operational performance of its business segments etc.

62. REPORT ON CORPORATE GOEVERNANCE:

The Company has taken the requisite steps to comply with the requisite recommendations concerning Corporate Governance. The Company is committed to good corporate governance practices. The report on Corporate Governance for the financial year ended 31^st March 2024, as per regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, forms part of this Annual Report and is annexed to this Report and marked as "Annexure 9". The requisite Certificate from the Statutory Auditors of the Company confirming compliance with the conditions of Corporate Governance forms part of the report.

63. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT:

In Compliance with Regulation 34(2)(f) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the top one thousand listed entities based on market capitalization, are required to prepare a Business Responsibility and Sustainability Report on the environmental, social and governance disclosures. The company prefers to make a voluntary disclosure in this regard for the financial year 202324. The first Business Responsibility and Sustainability Report of the Company ("BRSR") for the financial year 2023-24 in the specified format forms part of this Board of Director''s Report and is marked as "Annexure-10"

64. HUMAN RESOUCE AND INDUSTRIAL RELATIONS:

The Industrial relations of the Company with its personnel has continued to be cordial and amicable. Your Directors acknowledge and appreciate the efforts and dedication of employees to the Company. Your directors wish to place on record the co-operation received from the Staff and Workers, at all levels and at all units.

65. GENERAL DISCLOSURES:

Your Directors state that no disclosure or reporting is required in respect of the following items:

1. Issue of Equity Shares with differential rights as to dividend, voting or otherwise since no such issue was made during the year under review

2. Your Company does not have any subsidiaries. Hence, neither the Managing Director nor the Whole-Time Directors of your Company received any remuneration or commission during the year, from any of its subsidiaries

3. Since the company does not have any subsidiary/ associate and/or joint venture therefore reporting of its performance is not applicable.

4. The details of difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof is not applicable since the company has not entered into any such arrangement.

5. No disclosure with respect to the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 ("IBCâ) during the year along with their status as at the end of the financial

year is required since no application was filed for corporate insolvency resolution process, by a financial or operational creditor or by the Company itself under the IBC before the National Company Law Tribunal.

66. AWARDS AND RECOGNITION:

Your Company was recognized with following prestigious and diverse external accolades in 2023-24:

1. Awarded "Excellence in Exports-Petrochemicalsâ by Federation of Indian Chambers of Commerce and Industry ("FICCI'')

2. Awarded "Excellence in Sub-Sector-Plastics Polymers & Polymer Processing/ Compounding Chemicalsâ by FICCI

67. ACKNOWLEDGEMENT:

Your Directors takes this opportunity to thank the Financial Institutions, Banks, Central and State Government authorities, Regulatory authorities, Stock Exchange and all the various stakeholders for their continued support, co-operation to the Company and look forward for their continued support in coming years.

The Board wishes to place on record its sincere appreciation of the efforts put in by your Company''s employees and workers at all level for their enormous efforts as well as their collective contribution to the Company''s performance and encouraging results. The Board also wishes to thank the shareholders, distributors, vendors, customers and all other business associates for their support during the year

Mar 31, 2023

The Board of Directors have pleasure to present the Third Annual Report of Ddev Plastiks Industries Limited ("the Company" or "DPIL") together with the Audited Statements of Accounts for the period commencing from 01.04.2022 to 31.03.2023 ("Financial Year ended 31.03.2023" or "Financial Year 2022-23" or "FY 2022-23").

1.	FINANCIAL RESULTS:

	(RS. IN LAKHS)
Particulars	2022-23	2021-22*
Turnover	250374.74	222690.28
Other Income	2578.70	2233.58
Profit/(Loss) before tax	14036.41	7559.65
Current Tax	3529.30	1962.23
Deferred Tax	12.97	119.33
Tax for earlier years	84.50	_-
Profit/(loss) after tax	10409.62	5478.09
Balance brought forward	28974.80	(.35)
Balance brought pursuant to scheme of arrangement	-	23,497.06
Adjustment relating to Fixed Assets	-	-
Equity Dividend	225.77	_-
Balance carried to Balance Sheet	39158.65	28,974.80

*The Hon''ble National Company Law Tribunal, Kolkata Bench (NCLT) vide its Order dated 04.03.2022 approved the Scheme of Arrangement between Kkalpana Industries (India) Limited ("KIIL") and the Company and their respective shareholders and creditors under Sections 230 to 232 read with Section 66 and other applicable provisions of the Companies Act, 2013 ("the Act") (hereinafter referred to as "Scheme" or "Scheme of Arrangement") to Demerge the Compounding Business Undertaking of KIIL having an appointed date 01.04.2021. The Financial Results represented here are in consonance with the said Order and Accounting Principles applicable to the Company in view thereof. In compliance with the said Order the Assets and Liabilities of the Compounding Business Undertaking of KIIL have been vested in the Company as on the appointed date i.e. 01.04.2021 and accordingly accounted for in the FY 2021-22.

The Financial Statements for the financial year ended on 31^st March, 2023 have been prepared in accordance with the Companies (Indian Accounting Standard) Rules, 2015, prescribed under Section 133 of the Act and other recognized accounting practices and policies to the extent applicable.

2. LISTING ON STOCK EXCHANGE:

Pursuant to NCLT Order dated 04.03.2022 approving the Scheme of Arrangement relating to Demerger, 94072930 equity shares of Re.1/- each of the company, as allotted, pursuant to said Order, were listed on BSE Limited on 26.07.2022. The company has paid the annual listing fee to the stock exchange.

3. DIVIDEND:

Considering the financial results and the performance of the company during the year under review, your Directors have pleasure in recommending final dividend @ 100% (Re 1/-( Rupee One only) per equity share of face value Re. 1/- (Rupee One only) each) to the equity shareholders of the Company for the Financial Year ended 31.03.2023. This dividend is payable after declaration by the shareholders at the ensuing Annual General Meeting. The dividend payout in the financial year 2022-23 was Rs. 225.78 lakhs (@ 24% i.e. Rs.0.24p per fully paid up equity shares of Re.1/- each)

Pursuant to the provisions of the Income-tax Act, 1961, the dividend paid or distributed by a company shall be taxable in the hands of the shareholders. Accordingly, in compliance with the said provisions, your Company shall make the payment of the dividend after necessary deduction of tax at source at the prescribed rates, wherever applicable. For the prescribed rates for various categories, the shareholders are requested to refer to the Income Tax Act, 1961 and amendments thereof.

The Register of Members and Share Transfer Books of the Company will remain closed for the purpose of payment of dividend for the financial year ended 31^st March 2023 and the Annual General Meeting (AGM). Book closure date has been indicated in the Notice convening AGM. The record date for considering the eligibility of members for dividend is also stated therein.

4. BONUS ISSUE:

The Board of Directors at its meeting held on 16^th May, 2023 proposed issue of Bonus Shares in the ratio 1:10 i.e. 1 (One) Equity share of Re. 1/- (Rupee One Only) each for every 10 (Ten) fully paid up Equity Shares of Re. 1/-(Rupee One Only) each held by the shareholders as on record date for the purpose, subject to approval by the shareholders of the Company through Postal Ballot. The Bonus shares if approved will be issued and allotted on or before 16.07.2023 and trading approval be sought for the same. These shares upon issue shall rank pari-passu to the existing shares in all respects and dividend outflow will depend on the same.

5. WORKING CAPITAL:

The Company continues to enjoy working capital facilities under multiple banking arrangements with various banks including State Bank of India (Lead Bank), Axis Bank Limited, Bank of Baroda, HDFC Bank Limited, RBL Bank Limited, The Federal Bank Limited and Union Bank Limited. The Company has been regular in servicing these debts.

6. CAPITAL EXPENDITURE

During the financial year 2022-23, the Company incurred capital expenditure on account of addition to fixed assets aggregating to 3010.54 lakhs (including capital work in-progress and capital advances).

7. CREDIT RATING

The Company''s financial discipline and prudence is reflected in strong credit rating ascribed by CRISIL as under:-

Total Bank Loan Facilities Rated	Rs. 649 Crores
Long Term Rating	CRISIL A/ Stable
Short Term Rating	CRISIL A1

The above ratings were upgraded vide CRISIL''s Letter dated 02.03.2023 from A-/ Stable and A2 for long term rating and short term rating, respectively.

8. ECONOMIC OVERVIEWGLOBAL ECONOMY & OUTLOOK:

In 2022, global economies faced significant headwinds as a result of broadening inflationary pressures and rising energy costs due to geopolitical strife in Europe. Global economic activity has also started slowing significantly as a result of monetary policy tightening to combat inflation, less favourable financial conditions and supply chain disruptions caused by geopolitical tensions. The sudden surge of COVID-19 in China dampened growth in 2022, but the recent reopening has paved the way for a faster-than-expected recovery. Global inflation is likely to decline from 8.8% in 2022 to 6.6% in 2023 and 4.3% in 2024. The emerging and developing economies of the world are expected to play a major role in accelerating global economic growth going forward. The main positive surprise in late 2022 came from the United States, with continued labour market resilience outweighing the impact of higher interest rates on private investment.

Global economic activity is experiencing a broad-based slowdown, with fallouts from inflation higher than seen in several decades. The cost-of-living crisis, tightening financial conditions with sharp interest rate hikes, Russia''s invasion of Ukraine, and the lingering effects of the COVID-19 pandemic all weigh heavily on the outlook.

Global growth is forecast to slow from 6.0 percent in 2021 to 3.2 percent in 2022 and 2.7 percent in 2023. This is the weakest growth profile since 2001 except for the global financial crisis and the acute phase of the COVID-19 pandemic. However, global growth is expected to be back on track from CY24, increasing by 3.1% in CY24 as per IMF Data. Further, India and China are anticipated to contribute more than 50% of growth in the world''s GDP in 2023.

INDIAN ECONOMY AND OUTLOOK:

The Indian economy remained remarkably resilient to global challenges in 2022. According to the first advance estimates by the National Statistical Office (NSO), the Indian economy is estimated to expand by 7% in FY23, following the 8.7% growth in the previous financial year. However, India''s economy continues to grow at one of the highest rates, outpacing the major emerging and developing economies, including China. It registered a broad-based expansion of 9.7% from April to September 2022, supported by robust domestic demand and upbeat investment activity. Waning input cost pressures, strong retail consumption and an increase in fixed asset expenditures mark the beginning of an upturn in India''s capex cycle, which will contribute to the acceleration of the Indian economy''s growth momentum.

In the backdrop of the difficult Global Economic Conditions India is set to be the second-fastest growing economy in the G20 in FY 2022-23, despite decelerating global demand and the tightening of monetary policy to manage inflationary pressures. GDP growth will slow to 5.7% in FY 2023-24, as exports and domestic demand growth moderate. Inflation will crimp private consumption but moderate at the end of the projection period, helping, along with improved global conditions, to boost growth to 6.9% in FY 2024-25, in line with the 20-year average (excluding the COVID-19 recession). Economic activity and human consumption have grown steadily, as reflected by high-frequency indicators such as GST collection statistics, direct tax collections, increasing railway freight, E-Way Bills, air traffic and PMI data.

After a spike in 2022, the current account deficit will narrow as import price pressures abate. The Indian economy has proven to be remarkably resilient in the face of the deteriorating global situation due to the strong macroeconomic fundamentals that place it well ahead of other emerging market economies.

Looking ahead at 2023

The New Year brings hopes for continued momentum in India''s growth story, backed by the sustained strength in domestic demand, with significant addition in infrastructure, including in Power Generation, transmission and through various Government sponsored scheme in distributions of Power. According to a recent report by Morgan Stanley, India could become the second-fastest growing economy among the G20 nations in FY 2022-23, after Saudi Arabia, . This is expected despite a potential slowdown in global demand, inflationary pressures and continued monetary policy tightening.

The Indian government has bolstered the overall yearly budget by 7.5%, to Rs. 45 lakh crores. The CAPEX allocation has also grown, increasing by 37.40% from the previous year to Rs. 10 lakh crores. This is expected to result in a gradual upswing in economic activity in the country. The government''s emphasis on capex and strengthening the private sector''s intent to spend is likely to bolster investment demand.

9. INDUSTRIAL SCENARIO:

The global polymer compounding market size was estimated at USD 63.45 billion in 2022 and is expected to grow at a compound annual growth rate (CAGR) of 7.6% from 2023 to 2030. Increasing substitution for natural rubber, wood, metals, glass, and concrete by plastic is expected to drive the growth of the polymer compounding industry over the forecast period. The demand for polymer based i.e. plastics products is rising due to its use in various industrial applications on account of its ability to form desired shapes and easy molding. Plastic fittings are considered to be very easy to install as compared to metal or wood fittings. These fittings are available in a wide range of color combinations, which adds to their aesthetic appeal.

The polymer compounding market growth is driven by the rising use of these products in various Industries including automotive, packaging, electrical, appliances, etc. Additionally, the growing technological advancements in automotive and electrical industries and rising construction activities in developing countries are playing a key role in growth of the market. There has been upsurge in building and infrastructure projects worldwide in recent years, with India, China and North America among top countries which require the use of various plastic products ranging from electrical equipment, electrical wiring, flooring, wall covering etc. In the construction industry, wire and cable compounds are used for commercial, residential and industrial purposes for power transmission and low and medium voltage cable applications. The construction industry accounts for largest share of market keeping in view the growing urbanization. The usage of wire and cables compound in construction is increasing at an exponential rate due to their significant number of advantages and long term cost implications. The initiatives like Make in India, Atmanirbhar Bharat, Pradhan Mantri Krishi Sinchayee Yojna, Smart City, Pradhan Mantri Awas Yojna Projects, establishment of plastic parks, production linked incentives, other industry friendly policy meas./ures, tax subvention being announced by the Government have further assisted the growth of the Industry.

Apart from automotive, electronics and constructions, manufacturers in plastic compounding markets are extending their supply to arms in defense, irrigation and furniture applications. Underground cables and appliances are catalyzing the demand for polymer compounding. With the help of advanced materials and processes; polymers are being transformed to exhibit high tensile strength as compared to most metals. Injection molding companies and cable industries are capitalizing on these trends, since low manufacturing costs, design flexibility, safety and longevity is being preferred by end users. The market for wire and cable compound is expected to grow at a CAGR of more than 5% globally during the forecast period. Wire and cable compound provide high quality insulation, jacket to conducting materials, offers high durability, excellent chemical and corrosion resistance and high mechanical stability, flexibility and abrasion resistance to the cable and wire. The growing product application in the construction and power sector has been driving the market growth.

The technical advancement in low fire hazard vinyl and teflon wire and cable compound offer great opportunities for the wire and cable compound market over the next five years. Asia-Pacific region dominates the market, owing to growing application of wire and cable compound in power and construction industry, which augment the demand for wire and cable compound.

The automotive industry has been focusing on vehicle weight reduction for decades as vehicle weight has a direct impact on driving dynamics and fuel efficiency. As per the US Department of Energy (DOE), reducing the weight of vehicles by 10% yields an increase of 6-8% in fuel economy. As governments from around the world are implementing stringent emission regulations and are even planning to set even higher emissions standards in the coming years, the importance of lightweight materials is expected to increase. Usage of plastic has been a major help in lowering vehicle weight which has direct impact on demand for polymer compound manufacturing. The global automotive polymers market is dominated by Asia-Pacific region owing to its huge automobile production base from counties like China, India, Japan, and South Korea. The automotive polymers market in the region will benefit from tightening environmental regulations in the countries like India where automobiles are expected to shift to BS 6 standard which forced automobile manufacturer to use more lightweight materials to increase fuel efficiency and reduce emissions. Booming electric vehicles industry in China and Japan is also furthering the cause for composite polymers in the region.

Significant contribution to technical and technological development of white goods products is due to polymers and related technologies. Development reflects not only the improvement of primary functional features, but also the ecology aspect of product design (eco-design) and pleasurable industrial design.

10. OPERATIONS AND STATE OF COMPANYS AFFAIRS:

During the period under review, the turnover of the Company stood at Rs 2,50,374.74 lacs as against Rs. 2,22,690.28 in FY 2021-22. The Profit after tax as at 31.03.2023 stood at Rs. 10,409.62 lacs as against Rs. 5,478.09 lacs as at 31.03.2022.

The Company is a leading manufacturer of polymer compounds in India with a capacity of 239000 MT per annum having a diverse product portfolio consisting of PE compounds, PVC compounds, Filled compounds, Master Batches, Footwear compounds, Pipe compounds, Peroxide compounds expanding to Engineering Plastic compounds for White compounds, automotive and electrical appliances. It has 5 (five) manufacturing units with state of art machinery, infrastructure, equipment, and R&D facilities. With plants located at both East & West coast of India, the company gains advantage of low freight costs. The in-house ability for designing and testing new compounds with large fully equipped labs and experienced and skilled team and strong Research and development has resulted in large pipeline of new products under development based on customer feedbacks and requirements. The Multi location setup helps minimize the transportation cost by being closer to suppliers (ports) and customers and wide range of extruder capabilities provide flexibility to produce custom quantities for wide range of customers. The arrangements with most large suppliers and large sourcing quantities result in priority treatment from suppliers and cost effectiveness. Our excellent marketing team comprising of technically qualified and trained personnel

focus on customizing products to suit customer processes and strong relationships with suppliers provide inputs for developing new product applications based on critical raw materials.

For further details refer to Management Discussion and Analysis, annexed to this report

11. FUTURE PROSPECTS

Increasing demand in construction, automotive, electrical and electronics sectors is expected to be a major factor driving global polymer compounding industry growth. Synthetic polymers such as Polyvinyl Chloride (PVC), Polypropylene (PP), Polyethylene (PE), Polycarbonates (PC), and Polyurethane (PU) have been traditionally used in various applications such as packaging, electronic components, automotive components, toys, furniture and construction materials.

Plastic demand is also increasing in the construction sector in flooring, insulation materials, electrical fittings, wiring, cables, storage tanks, doors, pipes etc. Growing residential and commercial projects in developing nations is boosting infrastructural development. Further consumer awareness regarding safety, attractive interiors, improved quality, is increasing demand for such materials. A booming construction industry is anticipated to complement the polymer compounding market. Large investments in sectors such as water, sanitation management, irrigation, building, construction, power, transport retail etc are continuously being made. PVC, Chlorinated Polyvinyl Chloride (CPVC) play an important role in sustainable management of this sector through various products like pipes, cable, water proofing membranes, wires, etc. This will boost the polymer compounding market in foreseeable future. Increasing environmental regulations and safety concerns on use of halogenated polymers for wires and cables are driving demand for non-halogenated cable compounds. Regulatory intervention to reduce gross vehicle wight to improve fuel efficiency and reduce carbon emission has driven automotive to substitute metals for fabricating automotive components with plastic products, therefore with growing thermoplastic and thermosets demand in automotive components fabrication, polymer compounding is expected to gain prominence due to increasing and improved quality and material specification requirements by automotive manufacturers.

In terms of value the global polymer compounding market is expected to reach US$ 107.6 Billion by 2031, expanding at CAGR of 6% during forecast period. Asia pacific is estimated to be a prominent region of polymer compounding market in terms of value in the near future. Increase in demand for polymer compounding in various applications, rapid industrialization, improvement in economic conditions, supportive government policies, availability of cheap labour, natural resources, are factors fueling polymer compounding market in the region.

Cable and Wire Industry, being the key takers of products of your Company, is also expected to grow. The rising demand from the construction industry due to the growing urbanization in numerous countries is estimated to bring considerable growth prospects for the wire and cable compounds market during the period of 2021-2031. The popular concept of smart city is also proving to be beneficial growth opportunity for the wire and cables compounds market. Furthermore, the characteristics of wire and cable compounds also make them a favorite among numerous applications.

Growing renewable energy production and initiatives taken by the government to upgrade the transmission systems and power supply models and systems are presumed to drive the wire and cable compounding market. Increasing reserves in smart grid technology have also propelled the market growth to a greater extent. Increased concerns for safety have generated awareness and flame retardant, low smoke emission, non halogenated wire and cable compounds have come to gain popularity and market.

12. SHARE CAPITAL:

There has been no change in the Share Capital of the Company during the period under review. As on 31.03.2023, the Authorised Capital stood at Rs. 10,15,00,000 (Rupees Ten Crores Fifteen Lakhs only) divided into 1015000 (Ten Crores Fifteen Lakh) Equity Shares of Face Value of Re.1/- (Rupee One only) each and the Paid-Up Equity Share Capital of the Company stood at Rs. 9,40,72,930 (Rupees Nine Crores Forty Lakhs Seventy Two Thousand Nine Hundred and Thirty only) divided into 94072930 ( Nine Crores Forty Lakhs Seventy Two Thousand Nine Hundred and Thirty ) Equity Shares of Face Value of Re.1/- (Rupee One only) each.

However, the board of directors had recommended, at its meeting held on 16^th May, 2023, to the members to consider and approve the increase in Authorised Capital of the Company to Rs. 15,00,00,000/- (Rupees Fifteen Crores

only) divided into 150000000 (Fifteen Crores) Equity shares of Re. 1/- (Rupee One Only) each, to accommodate the issue of bonus shares, subject to approval of members, vide Postal Ballot.

13. SHAREHOLDING OF COMPANY:

(a) Buy Back of Shares: The Company has not bought back any of its securities during the period under review.

(b) Sweat Equity: The Company has not issued any Sweat Equity Shares during the period under review.

(d) Employees Stock option plan: The Company has not provided any Stock Option Scheme to the employees.

The Board of Directors, at its meeting held on 16.05.2023, recommended for shareholder approval the Issue of Bonus Shares in the ratio 1:10 (1 (One) fully paid equity share of Re. 1/- (Rupee One only) each to shareholder holding 10 (Ten) fully paid equity shares of Re. 1/- (Rupee One only) each) as at the record date, as may be fixed by the Board, subject to receipt of requisite approval of members of the company.

14. TRANSFER TO RESERVES:

The Company proposes not to transfer any amount to Reserves.

15. TRANSFER TO AMOUNT TO INVESTOR EDUCATION AND PROTECTION FUND:

Ministry of Corporate Affairs (MCA) has notified provisions relating to unpaid / unclaimed dividend under Sections 124 and 125 of the Companies Act, 2013 and Investor Education and Protection Fund ("IEPF") (Accounting, Audit, Transfer and Refund) Rules, 2016 ("IEPF Rules") (including amendments from time to time). As per these, members are requested to note that dividends that are not encashed/ claimed within 7(seven) years from the date of transfer to the Company''s Unpaid Dividend Account, will as per Section 124 of the Companies Act, 2013, be transferred to IEPF. Shares on which dividend remains unpaid/ unclaimed for 7(seven) consecutive years will be transferred to demat account of IEPF Authority as per section 124 of the Companies Act, 2013 and applicable rules, notifications, if any (as amended from time to time).

It may be noted that no amount is due to be transferred to IPEF Authority as on the date of this report, however, the Company urges all the shareholders to encash/claim their respective dividend during the prescribed period.

Further, as per Hon''ble National Company Law Tribunal, Kolkata Bench Order dated 04.03.2022, approving the Scheme of Arrangement between Kkalpana Industries (India) Limited (KIIL) and the Company, the company was required to allot shares to shareholders of KIIL as at 08.04.2022. Accordingly, in respect of shareholders of KIIL whose shares were lying in IEPF Account as on 08.04.2022, requisite shares of the company have been transferred to IEPF Account.

16. DEMATERIALISATION OF SHARES AND ESCROW ACCOUNT

As at 31^st March 2023 100% of the shareholding of the company was held in dematerialized mode since physical issue of shares was not permitted by the NCLT Order approving the Scheme of Arrangement and as per applicable statutory requirements. However, the shares to be issued to physical shareholders of Kkalpana Industries (India) Limited ("KIIL" or "Parent company") were transferred to Escrow Account and letters were issued to such holders to update their demat account details with the company/ Registrar and Share Transfer Agents of the Company ("RTA")-C.B. Management Services Pvt. Ltd to enable transfer of related shares from the Escrow Account to such holders. During the year the company had received 70 request aggregating to 55125 equity shares to be transferred from Escrow Account to beneficiary accounts which were duly processed, in Lots.

It is requested that eligible shareholders (i.e. shareholders holding shares of KIIL in physical mode as at 08.04.2022 who are pending to update their demat details for receipt of shares of the company from escrow account) are requested to kindly demat their holdings and also update their demat details with the RTA and claim their shares of the company.

17. CHANGES IN NATURE OF BUSINESS, IF ANY

There has been no change in the nature of business of the Company. Your Company continues to be one of the leading manufacturers of Polymer Compounds in the Country.

18. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

Pursuant to the Scheme of Arrangement approved between KIIL and the Company, shares of the Company were allotted to shareholders of KIIL and subsequently listed on BSE Limited. The Listing of shares of the Company was affected from 26.07.2022.

There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year to which the financial relates i.e. FY 2022-23 and the date of the report.

19. RESEARCH AND DEVELOPMENT

Your Company recognizes that Research & Development ("R&D") plays a vital role in supporting operations as well as future growth. Your Company focuses its attention on development of Products that have wide industrial applications, particularly in cable, piping, packaging and footwear industries. Through R&D, it endeavors to increase production, lower cost of production and lower wastage. The Company has in place a sound R&D infrastructure and team to cater to the changing market needs. The R&D team has enabled the company to achieve breakthrough in various applications and procedures which have enabled the achievement of the objectives of the company, development of new and improved products and applications.

Over the years, we have created a strong product portfolio, with focus on advanced R&D and relied on world-class know-how to build a futuristic organization. Our deep domain knowledge, coupled with an innate zeal to explore new frontiers of the carbon value chain while fostering novel approaches has kept us a step ahead of the competition. For us, innovation is a way of life, so we continue to build our innovative capabilities. Our commitment to deliver superior quality products enables us to consistently introduce value added products to our diverse portfolio. It also drives process enhancements that contribute to the development of quality products and helps us sustain cost leadership.

20. RISK AND CONCERNS:

Risk factor is ingratiated to all business activities of all companies, though in varying degrees and forms. As far as your company is concerned, it has an approved risk management policy by the Board of Directors. Risk evaluation and its management is ongoing process within your company and is periodically reviewed by the Board of Directors of your company.

The main risks of your company are as under:

Business risks

Your company has to face intense competition from unorganized sector and imports pertaining to plastic compounds. Further, the raw material prices remain volatile. It is very difficult to estimate the near future raw material cost. However, the company scrutinizes the prices of raw materials from various markets to source the same at most competitive rates from domestic sources or imports, as may be required.

Technology risks

Quality up gradation and product consolation risks are intertwined with your company''s business management. However, the high standard of in-house research and development fortifies the technological risks to some extent.

Financial risks

The Company''s policy is to actively manage its foreign exchange risk. The company actively manages the interest rate risk by adopting suitable strategies to minimize the impact of interest rate fluctuations, including maintaining optimal balance of different loan types and maturities.

Credit Risks

The Company sells their products by extending credit to customers, with the attendant risk of payment delays and defaults. To mitigate the risk, appropriate measures like periodic review and rigorous follow-up are put in place for timely collection of dues from the customer. Credit availability and exposure is another area of risk. However, all export sales of the Company are covered under the receivable insurance Policy which further mitigate the risk.

Liquidity Risks

Workplace Accident/ Incident risks

Every process-related activity has its inherent associated hazards which can affect plants or properties in terms of Accidents/Incidents at the workplace and the ill health of its employees. To address all of these risks coming from such hazards the company has set up risk assessments whereby it identifies the hazards, evaluates who may be harmed and takes necessary measures and proactive actions to mitigate the same. Regular maintenance and check ups are conducted to ensure safety measures.

Environmental Sustainability risks

The industry in which the Company operates bears the responsibility to improve environmental impact management. Accidents involving chemicals put the environment, human health and safety at risk, as well as threaten business operations. In addition to following environmental standards, the industry is also liable for adding value to society. The company adheres to all the essential environmental rules and regulations prescribed by the Government. Each facility has robust safety standards and systems in place to mitigate any potential risks. The Company also ensures careful disposal of hazardous waste by following the regulations. Additionally, the Company has made significant investments in green projects to create facilities for a sustainable future.

Dependency/ Economical risks

As the Company relies heavily on a few distinct industries, such as cable and power segments, any decline in these sectors would affect its margins and security. The demand for its products is primarily inelastic since these application sectors are vital to any economy. Despite this risk, the Company has a loyal client base for more than three decades. This long-standing partnership has helped mitigate the impact of this risk on the Company.

Market Presence and Reputational risks

The Company competes with other producers who manufacture similar goods both in India and abroad in a fiercely competitive market. Thus, the Company''s market influence becomes significant when choosing a smart facility spot. The company has established 5 (five) state of art facilities across east and west India at strategic locations which help in easy transportations, procurements and access to the markets. This has significantly enhanced the Company''s reputation.

21. RISK MANAGEMENT POLICY:

Your company has an elaborate risk Management procedure and adopts a systematic approach to mitigate risk associated with accomplishments of objectives, operations, revenues and regulations. The Board takes responsibility for the overall process of risk management throughout the organization. In terms of requirement of the Companies Act, 2013 the Company has developed and implemented the Risk Management Policy and the Audit Committee of the Board reviews the same periodically. The company considers activities at all levels of the Organization viz. Enterprise level, Division level, Business Unit Level and Subsidiary level in risk management framework. Risk management process of the Company focuses on three elements viz. 1) Risk Assessment 2) Risk Management and 3) Risk Monitoring. The Company''s business units and corporate functions address risk through an institutionalized approach aligned to Company''s objective. This is further facilitated by Internal Audit which is reviewed by the Board and Audit Committee of the Company. The key risks and mitigating actions are reviewed and significant audit observations and follow up actions thereon are reported to the Audit Committee and Board.

22. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO FINANCIAL STATEMENTS:

23. VIGIL MECHANISM

The Company believes in conducting its affairs in fair and transparent manner by adopting the highest standards of professionalism, honesty, integrity and ethical behavior. Pursuant to the requirement of the Section 177(9) of the Companies Act, 2013, the Company has established vigil mechanism which also incorporates a whistle blower policy in terms of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 in order to provide a secure environment and to encourage employees to report unethical, unlawful, improper practice, acts or activities, if any. Protected disclosures can be made by a whistle blower through an e mail or phone or letter to the chairman of Audit Committee. During the year under review no employee was denied access to the Audit Committee.

24. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS;

NCLT had vide its Order dated 04.03.2022, approved the Scheme of Arrangement between KIIL and DPIL for transfer of compounding business of KIIL to DPIL on a going concern basis from an appointed date of 01.04.2021 and the said Order was filed with the MCA/ Registrar of Companies (ROC) on 01.04.2022, being the effective date.

As mentioned earlier, the Hon''ble NCLT had vide its Order dated 04.03.2022, approved Scheme of Arrangement between KIIL and Company pursuant to which shares of the Company were allotted to shareholders of KIIL and subsequently listed on BSE Limited. The listing approval in this regard was received on 26.07.2022.

During the year under review, no significant and material orders were passed by the regulators or courts or tribunals impacting the going concern status and the company''s operations.

25. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013:

Details of loans, guarantees or investments made under the provisions of Section 186 of the Companies Act, 2013 are provided in the financial statement (refer note 36 to the financial statement)

The Company was accorded approval by members of the Company to give loans, guarantees and make investments not exceeding in aggregate Rs. 2000 crores which is in excess of 60% of the aggregate of its paid up share capital, free reserves and securities premium account or 100% of its free reserves and securities premium account, whichever is more, as prescribed in Section 186 of the Companies Act, 2013 and as may be noted the company has ensured compliance to said limits and approval as accorded.

26. DEPOSITS:

The Company had not accepted any deposits from public and/or members during the period under review within the meaning of Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposit) Rules, 2014.

27. PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

Your Company has directed its efforts to reduce energy costs by focusing on energy savings through the best optimization of operations on day to day basis. The Company has used fuels in appropriate mix to attain maximum savings.

Pursuant to the provision of Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, the particulars of energy conservation, Technology Absorption and Foreign Exchange Earnings and outgo is given in the prescribed format as an Annexure to the Report and marked as Annexure 1.

28. POLICIES

The Companies Act, 2013 ("the Act") and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") and various other statutes applicable to the Company, mandated the formulation of certain policies for listed companies. All applicable policies are available under the head Policy on the Company''s website at www.ddevgroup.in/investor-relations.php. The policies are reviewed periodically by the Board and Committees and updated, based on need and new compliance requirement and recommendation of related Committee/s.

29. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Appointment/ Re-appointment/ Change in Designation

As per the provision of Section 152 (2) of the Companies Act, 2013 every director shall be appointed by the Company in General Meeting. Accordingly, at the Annual General Meeting ("AGM") held on 29.09.2022, the members of the Company had approved the following appointments:

Name	DIN	Appointment/Cessation	Designation	Effective date
Mr. Narrindra Suranna	00060127	Appointment	Chairman and Managing Director	28.03.2022
Mr. Ddev Surana	08357094	Change in Designation	Whole Time Director and Chief Executive Officer	28.03.2022
Mr. Rajesh Kothari	02168932	Change in Designation	Whole Time Director	28.03.2022
Mrs. Mamta Binani	00462925	Appointment	Independent Director	28.03.2022
Mrs. Ramya Hariharan	06928511	Appointment	Independent Director	28.03.2022
Mr. Samir Kumar Dutta	07824452	Appointment	Independent Director	28.03.2022

In accordance with the provisions of Section 152 of the Companies Act, 2013 Mr. Ddev Surana (DIN: 08357094), Whole Time Director of the Company, retires by rotation at the forthcoming Annual General Meeting and being eligible, has offered himself for re-appointment.

The necessary disclosure about Director seeking appointment/ re-appointment required, pursuant to Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Clause 1.2.5 of the Secretarial Standard on General Meeting (SS-2) issued by the Institute of Company Secretaries of India (ICSI), is annexed to the Notice of 03^rd AGM.

Key Managerial Personnel

The Board has the following as Key Managerial Personnel:

Mr. Narrindra Suranna- Chairman and Managing Director Mr. Rajesh Kothari-Whole Time Director

Mr. Ddev Surana -Whole Time Director and Chief Executive Officer Mrs. Tanvi Goenka- Company Secretary and Compliance Officer Mr. Arihant Bothra- Chief Financial Officer

Independent Directors

The following Independent Directors are on Board as at 31.03.2023 Mr. Samir Kumar Dutta Mrs. Ramya Hariharan Mrs. Mamta Binani

None of the Independent Director is due for re-appointment at the ensuing AGM or during the period under review.

The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications, experience, proficiency and expertise in their respective designated fields and a0re persons of integrity.

The Independent Directors of the Company have undertaken requisite steps towards the inclusion of their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs (IICA), in terms of Section 150 of the Companies Act, 2013 (including any statutory modifications, amendments/ re-enactments, if any) read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended from time to time.

Cessation

None of the Directors resigned or were removed from their office during the period under review. Further, none of the Directors ceased to be associated with the company for any other reason.

None of the Directors are disqualified or debarred by Securities and Exchange Board of India (SEBI) or any other statutory authority, from continuing office as Director and Certificate received in this regard from Mr. Ashok Kumar Daga (PCS-2699, COP-2948), Practicing Company Secretary, is annexed to this report as "Annexure 2"

30. DECLARATION BY INDEPENDENT DIRECTORS

All Independent Directors of the Company have given declarations under Section 149(7) of the Companies Act,

2013 that they meet the criteria of Independence, as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"). 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 judgment and without any external influence. They have also confirmed, respectively, pursuant to Circular No. LIST/COMP/14/2018-19 dated 20.06.2018 issued by BSE Ltd., pertaining to enforcement of SEBI Orders regarding appointment/ re-appointment of Director/Independent Director, that they are not debarred from holding office of Independent Director/ Director by virtue of any SEBI order or any other statutory authority and are not disqualified from being/ continuing as Independent Directors in terms of Section 164 of the Companies Act, 2013. They have also confirmed, respectively, their compliance with Rules 6(1) and 6(2) of the Companies (Appointment and Qualification of Directors) Rules,

2014 ("the Rules"), as amended from time to time, with respect to registration with the Databank of Independent Directors maintained with Indian Institute of Corporate Affairs.

31. BOARD MEMBERSHIP CRITERIA AND LIST OF CORE SKILLS/ EXPERTISE/ COMPETENCIES IDENTIFIED IN CONTEXT OF THE BUSINESS

â¢ composition of the Board, which is commensurate with the size of the Company, its portfolio, geographical spread and its status as a public Company;

â¢ desired age and diversity on the Board;

â¢ size of the Board with optimal balance of skills and experience and balance of Executive and Non-Executive Directors consistent with the requirements of law and the objectives and activities of the Company;

â¢ professional qualifications, expertise and experience in specific areas of relevance to the Company;

â¢ avoidance of any present or potential conflict of interest;

â¢ availability of time and other commitments for proper performance of duties;

â¢ personal characteristics being in line with the Company''s values, such as integrity, honesty, transparency, pioneering mindset etc.

The Board has identified the following skills/ expertise/ competencies fundamental for the effective functioning of the Company, which are currently available with the Board:-

â¢ Strategy and planning - Appreciation of long-term trends, strategic choices and experience in guiding and leading management teams to make decisions in uncertain environments

â¢ Governance - Experience in developing governance practices, serving the best interests of all stakeholders, maintaining board and management accountability, building long-term effective stakeholder engagements and driving corporate ethics and values

â¢ Finance and Accounting Experience - Experience in handling financial management along with an understanding of accounting and financial statement

â¢ Understanding use of Digital / Information Technology - Understanding the use of digital / Information Technology across the value chain, ability to anticipate technological driven changes & disruption impacting business and appreciation of the need of cyber security and controls across the organization

â¢ Sales and Marketing - Experience in developing strategies to grow sales and market share, build brand awareness and equity, and enhance enterprise reputation.

The following are the details of respective core skills of Board Members:-

Name of Director	Core Skill
Mr. Narrindra Suranna (DIN: 00060127)	Leadership Strategy and Planning Finance & Accounting Experience Sales and Marketing
Mr. Ddev Surana (DIN: 08357094)	Leadership Strategy and Planning Understanding use of Digital/ Information Technology Sales and Marketing
Mr. Rajesh Kothari (DIN: 02168932)	Leadership Strategy and Planning Finance & Accounting Experience Understanding use of Digital/ Information Technology Sales and Marketing
Mr. Samir Kumar Dutta (DIN: 07824452)	Governance Finance and Accounting Experience
Mrs. Mamta Binani (DIN: 00462925)	Strategy and Planning Finance and Accounting Experience Governance Understanding use of Digital/ Information Technology
Mrs. Ramya Hariharan (DIN: 06928511)	Strategy and Planning Governance Finance and Accounting Experience Understanding use of Digital/ Information Technology

32. COMPANY''S POLICY ON DIRECTOR''S APPOINTMENT AND REMUNERATION INCLUDING CRITERIA FOR DETERMINING QUALIFICATION, POSITIVE ATTRIBUTES, INDEPENDENCE OF A DIRECTOR AND OTHER MATTERS AS PROVIDED UNDER SUB-SECTION (3) OF SECTION 178 OF COMPANIES ACT 2013:

Your Company had devised a Policy on Director''s Appointment and Remuneration including criteria for determining qualification, positive attributes, independence of the Board and other matters as provided under sub section 3 of Section 178 of the Companies Act, 2013 at its Board meeting held on 28.03.2022. The policy, as adopted, was to have an appropriate mix of executive and independent directors to maintain the independence of the Board and separate its functions of governance and management. As of 31^st March, 2023, the Board had 6 members, 3 of whom were executive and 3 were non-executive directors.

The Company''s Policy for selection and appointment of Directors and their remuneration is based on its Nomination and Remuneration policy which, inter alia, deals with the manner of selection of the Directors and Senior Management Personnel and such other matters as provided under section 178(3) of the Companies Act, 2013 including any amendment thereto.

Your Directors affirm that the remuneration paid / proposed to the directors is as per the terms laid out in the Nomination and Remuneration Policy of the Company and in compliance with provisions of Section 197(1) of the Companies Act, 2013 read with Schedule V to the Companies Act, 2013 and Regulation 17(6)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and as per approvals accorded in this regard.

33. INTIMATION FROM DIRECTORS WITH RESPECT TO SECTION 164(2) AND RULE 14(1) OF COMPANIES (APPOINTMENT AND QUALIFICATION OF DIRECTORS) RULE, 2014:

The directors of your Company have given their intimation in prescribed form DIR-8 stating that they are not disqualified from being appointed/ continuing as the Directors of the Company.

34. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

The Company had organized familiarization programmes for the Independent Directors as per the requirement of the Companies Act, 2013 and Regulation 25(7) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and it conducts familiarization programme, from time to time, for its Independent Director. All independent directors inducted into the Board attended the familiarization programme. The Company has familiarized the Independent Director with the company, their roles, rights, responsibilities in the company, nature of the Industry in which the company operates and business model of the company. The Company endeavors to update the Independent Directors regarding the company''s projects, new ventures, if any, opening of new office sites or manufacturing units, shutdown/ closure of any manufacturing unit. It also keeps the Independent Directors informed of any sluggishness in finance/ liquidity problems, if any. The suggestions received from Independent Directors are taken note of and informed to the Chairman and Managing Director who takes suitable measures, if required, on the suggestions of the Independent Directors. Further, at the time of the appointment of an Independent Director, the company also issues a formal letter of appointment outlining his/her role, function, duties and responsibilities. The format of the letter of appointment is available under the head draft letter of appointment on our website at https://ddevgroup.in/policies-and-framework/.

35. STATEMENT INDICATING THE MANNER OF FORMAL ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND OF INDIVIDUAL DIRECTORS:

The Board of Directors have devised a policy for performance evaluation, which includes criteria for performance evaluation. It reviews the performance evaluation criteria annually in accordance with Regulation 4(2)(f)(ii)(9) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time. The Nomination and Remuneration Committee accordingly carries out an annual evaluation of Board''s performance, and the performance of its Committees as well as Individual Directors (both Executive and Non - executive/ Independent Directors) in accordance with Section 178(2) of the Companies Act, 2013. This involves receiving inputs from all Committee members. The Board thereafter reviews and takes on record the performance evaluation done by the Nomination and Remuneration Committee. The Board evaluates the performance of Independent Directors, pursuant to Regulation 17(10) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule IV to the Companies Act, 2013.

Pursuant to the provisions of the Section 178(2) of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the formal annual evaluation was also carried out for the Board''s performance, its committees & Individual Directors.

A structured performance evaluation form was prepared after taking into consideration inputs received from the Directors and on the basis of the evaluation criteria laid down by Nomination and Remuneration Committee and as reviewed and approved by the Board of Directors, covering various aspects of the Board''s functioning including adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance, the effectiveness of its processes, information, flow of information or instructions and its functioning.

A separate meeting of Independent Directors was held to review the performance of Non-Independent Directors, the performance of the Board of Directors and the performance of Chairman. The Directors evaluation was broadly based on parameters such as, meeting the expectation of stakeholders, guidance and review of corporate strategy/ risks, participation, Director''s contribution to the Board of Directors and Committee meetings, including preparedness on the issues to be discussed as well as meaningful and constructive contribution and inputs during the meeting and attendance at Board / Committee meetings, interpersonal skills. The performance evaluation of the Chairman of the Company was undertaken by the Independent Directors taking into account the views of Executive Directors and Non -Executive Directors. The Chairman was evaluated on the key aspects of his role, his contribution to ensuing corporate governance, leadership qualities, decision implementation, understanding of market and industry scenario etc. The Independent Directors also assessed the quality, quantity and timeliness of flow of information between the Company''s management and the Board.

36. OBSERVATION OF THE BOARD IN REGARDS ITS OWN PERFORMANCE:

In regard to Financial Year ended 31^st March, 2023, the Board of Directors of the Company, after an exhaustive discussion on the captioned subject matter, was of the opinion that operationally, the Board, as whole, had issued effective instructions, from time to time, and the same were duly carried out.

37. BOARD MEETINGS:

The Board held Five (5) Board Meetings during the financial year ended 31.03.2023, the details of which are given in the Corporate Governance Report which is annexed and forms part of this report. The intervening gap between two consecutive Board Meetings was within the period prescribed under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

38. GENERAL MEETINGS:

The Second Annual General Meeting of the Company had been convened and duly held pursuant to Section 96 of the Companies Act, 2013 and rules made thereunder on 29.09.2022.

No Extra Ordinary General Meeting was held during the period under review.

The Board of Directors have at its meeting held on 16.05.2023, approved the seeking of approval of members, through Postal Ballot, for issue of Bonus shares and the increase in authorized capital to enable such issue. The Approval of members is also sought for entering into material related party transactions vide said Postal Ballot.

39. COMMITTEES OF THE BOARD AND ITS MEETINGS:

The Board of Directors has the following Committees:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders'' Relationship Committee

4. Corporate Social Responsibility Committee

Name of the Committee	Member Name	Chairman/Member
Audit Committee	Mr. Samir Kumar Dutta	Chairman
	Mrs. Ramya Hariharan	Member
	Mr. Rajesh Kothari	Member
Nomination and Remuneration Committee	Mr. Samir Kumar Dutta	Chairman
	Mrs. Ramya Hariharan	Member
	Mrs. Mamta Binani	Member

Name of the Committee	Member Name	Chairman/Member
Stakeholders'' Relationship Committee	Mrs. Samir Kumar Dutta	Chairman
	Mr. Ddev Surana	Member
	Mrs. Rajesh Kothari	Member
Corporate Social Responsibility Committee	Mr. Rajesh Kothari	Chairman
	Mr. Narrindra Suranna	Member
	Mr. Ddev Surana	Member
	Mr. Samir Kumar Dutta	Member

40. SEPARATE MEETING OF INDEPENDENT DIRECTORS:

The Independent Directors met on 11.02.2023, without the attendance of Non-Independent Directors and members of the Management except the Company Secretary, who was invited to the meeting for the purpose of providing necessary information, if any, and recording the proceedings of the meeting. The Independent Directors reviewed the performance of Non-Independent Directors and the Board as a whole, the performance of the Chairman of the Company, taking into account the views of Executive Directors and Non-Executive Directors and assessed the quality, quantity and timeliness of flow of information between the Company, Management and the Board, that is necessary for the Board to effectively and reasonably perform its duties.

41. CODE OF CONDUCT FOR DIRECTOR, SENIOR MANAGEMENT PERSONNEL AND EMPLOYEES:

Your Company has adopted Code of Conduct ("the Code" or "CoC") for its Directors and Senior Management. In terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, all Directors and Senior Management Personnel have affirmed compliance, respectively, with the code. The Chief Executive Officer has also affirmed and certified the same, pursuant to 34(3) read with Part D of Schedule V to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 on the basis of Certification received from Director and Senior Managerial Personnel, in terms of Regulation 26(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, which certification is provided in the Report on Corporate Governance. The Company also has in place an Human Resource (HR) Policy for its employees at all levels, prescribing the code of conduct for the employees of the company.

42. DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board of Directors of the company hereby submit its responsibility Statement as under:

a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b) the directors had 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 the company at the end of the financial year and of the profit and loss of the company for that period;

c) the directors had taken proper and sufficient care 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 directors had prepared the annual accounts on a going concern basis;

e) the directors, had laid down internal financial controls to be allowed by the company and that such internal financial controls are adequate and were operating effectively; and

the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively

43. CHANGE OF REGISTERED OFFICE:

There has been no change in the registered office of the Company during the period under review.

Pursuant to the provisions of Section 94, other applicable provisions, if any, of the Companies Act, 2013 read with Rule 5(2) of the Companies (Management and Administration) Rules, 2014 and other relevant rules made thereunder (including any amendment thereto or enactment thereof for the time being in force), consent of the members of the Company was accorded, at its meeting held on 29.09.2022, to keep, maintain and preserve the Register of Members, Index of Members, Registers required to be maintained under Section 88 of the Companies Act, 2013 and rules made thereunder, copies of all Annual Returns under Section 92 of the Companies Act, 2013 together with the copies of certificates and documents required to be annexed thereto or any other register/ documents as may be required and permitted, at the office of the Registrar and Share Transfer Agent of the Company viz. C B Management Services Private Limited situated at P-22, Bondel Road, Kolkata - 700019 or its any other office within the local limits of the Registered Office of the Company.

44. DETAILS OF SUBSIDIARY/ASSOCIATE & JOINT VENTURE COMPANIES:

The Company does not have any Subsidiary, Associate and/or Joint Venture Companies during the financial year ended 31.03.2023. Prior to approval of Scheme of Arrangement by NCLT the Company was a Wholly Owned Subsidiary of Kkalpana Industries (India) Limited (KIIL). However, the Scheme of Arrangement was approved by NCLT vide its Order dated 04.03.2022 having an appointed date of 01.04.2021 and the same was filed with Registrar of Companies on 01.04.2022 (effective date). Post approval of Scheme and allotment of shares pursuant to the Scheme, the Company ceased to be the Subsidiary of KIIL.

45. RELATED PARTY TRANSACTIONS:

Your Company has formulated Policy on Related Party Transactions (RPTs) which is available on Company''s website at https://ddevgroup.in/policies-and-framework/. There were no transactions that required disclosure under section 134(3)(h) of the Companies Act, 2013, in Form AOC-2, and hence your company has not provided any details of such related party transactions. Further, there are no material related party transactions, during the year under review, with the Promoters, Directors or any Key managerial Personnel which may have a potential conflict of interest with the Company at large. Prior Omnibus Approval has been obtained for transactions which are of a forseen and repetitive nature which shall be reviewed by the Audit Committee periodically. All Related Party Transactions entered into by the company with Kkalpana Industries (India) Limited, the demerged company, were in its ordinary course of business and were at an arm''s length and has been accounted for in the Company in accordance with NCLT Order dated 04.03.2022 approving the Scheme of Arrangement between the parent company and company. Omnibus Approval granted for the year under review for repetitive transactions was reviewed by the Board and Audit Committee of the parent company/ company. The details in respect to captioned matter are specified in notes to Financial Statement.

Further, the Audit Committee and the Board at its respective meeting held on 11.02.2023 had granted Omnibus Approval for Related Party Transactions to be entered with KIIL, subject to the same being approved by the members of the Company, in view of same being material related party transaction in accordance with Audited Financials of the Company for the FY 2022-23. Accordingly, the Company is seeking approval of members vide Postal Ballot Notice dated 16.05.2023.

46. STATUTORY AUDITORS:

47. STATUTORY AUDITORS REPORT:

The report of the Auditors pertaining to the Accounts in respect of the Financial Year 2022-23 read with Notes on Accounts are self-explanatory and therefore, do not require any further clarification. There are no qualifications, reservations or adverse remarks made by the Auditors in its report pertaining to your company for the financial year ended 31.03.2023.

48. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143 :

There were no frauds reported by the Auditors under Sub-Section (12) of Section 143 of the Companies Act, 2013 for the financial year ended 31.03.2023.

49. COST RECORDS AND COST AUDIT REPORT:

Maintenance of cost records and requirement of cost audit, as prescribed under the provisions of Section 148 (1) of the Companies Act, 2013 read with Rule 4 of Companies (Cost Records and Audit) Rules, 2014, were applicable to the Company for the financial year ended 31.03.2023. The Board of Directors had appointed M/s D. Sabyasachi & Co. (Membership No. 000369), Cost Accountants, Kolkata, as the Cost Auditors of the Company for the financial year

2022- 23. The Cost Audit Report for the Financial Year 2022.-23, as issued by them for the said FY does not contain any qualification, reservation, adverse remark or observation

50. COST AUDITOR

The maintenance of cost records and requirement of cost audit, as prescribed under the provisions of Section 148 (1) of the Companies Act, 2013 read with Rule 4 of Companies (Cost Records and Audit) Rules, 2014, is applicable to the Company for the financial year ended 2024. Accordingly, the Board of Directors had, on recommendation of the Audit Committee, at its meeting held on 16.05.2023, appointed M/s D. Sabyasachi & Co. (Membership No. 000369), Cost Accountants, Kolkata, as the Cost Auditors of the Company for the financial year 2023-24 at remuneration of Rs. 30,000/- plus taxes and out of pocket expenses, subject to approval of members of the Company. The ratification of said remuneration is placed for consideration of members at the ensuing Annual General Meeting. M/s D. Sabyasachi & Co. have also confirmed that their appointment is within the prescribed limits and they are free from any disqualifications as provided in Section 141 of the Companies Act, 2013.

51. SECRETARIAL AUDIT REPORT

Pursuant to provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the report of the Secretarial Auditor for the Financial Year 2022-23 in Form MR-3 is annexed herewith as "Annexure 3" to this Report. The Board had appointed Mr. Ashok Kumar Daga (Membership No. FCS-2699, COP-2948), Practicing Company Secretary, to conduct Secretarial Audit for the Financial Year 202223. The report, as issued by Secretarial Auditor, is self-explanatory and does not call for any further comments and does not contain any qualification, reservation, adverse remark or observation.

52. SECRETARIAL AUDITOR

2023- 24. Accordingly, the Board of Directors had, on recommendation of the Audit Committee, at its meeting held on 16.05.2023, appointed Mr. Ashok Kumar Daga (Membership No. FCS-2699, COP-2948), Practicing Company Secretary, to conduct Secretarial Audit for the Financial Year 2023-24, who had submitted his consent and eligibility in this regard.

53. ANNUAL SECRETARIAL COMPLIANCE REPORT

SEBI Circular No. CIR/CFD/CMD1/27/2019 dated 08.02.2019 introduced that listed companies shall additionally, on an annual basis, require a check by Practicing Company Secretary ("PCS") on compliance of all applicable SEBI Regulations and circulars/ guidelines issued thereunder, consequent to which, the PCS shall submit a report to the listed entity. Further, Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 also prescribed the same. The Board had appointed Mr. Ashok Kumar Daga (Membership No. FCS-2699, COP-2948), Practicing Company Secretary, to conduct Annual Secretarial Compliance Audit for the Financial Year 202223. The Annual Secretarial Compliance Report issued by him is annexed as "Annexure 4" to this Report and it shall be submitted to the Stock Exchange as per the requirement of the said circular and Regulation. The report, as issued by Annual Secretarial Compliance Auditor, is self-explanatory and does not call for any further comments and does not contain any qualification, reservation, adverse remark or observation.

54. ANNUAL SECRETARIAL COMPLIANCE AUDITOR

Pursuant to provisions of SEBI Circular No. CIR/CFD/CMD1/27/2019 dated 08.02.2019 read with Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company shall be required to submit to stock exchange the Annual Secretarial Compliance Report for the FY 2023-24. Accordingly, the Board of Directors had, on recommendation of the Audit Committee, at its meeting held on 16.05.2023, appointed Mr. Ashok Kumar Daga (Membership No. FCS-2699, COP-2948), Practicing Company Secretary, to conduct Annual Secretarial Compliance Audit for the Financial Year 2023-24, who had submitted his consent and eligibility in this regard.

55. INTERNAL AUDIT

The provisions of Section 138 of the Companies Act, 2013 read with Rule 13 of Companies (Accounts) Rules, 2014, became applicable to the Company, in view of its listing on Stock Exchange on 26.07.2022. Accordingly, the Board had appointed M/s DKD & Associates, Chartered Accountants, Kolkata (Firm Registration No. 322657E) as Internal Auditors for the Financial Year 2022-23. The internal Auditors have submitted their report on a quarterly basis to the Audit Committee and Board and the same was reviewed by the Board and Committee. The suggestions, if any, by the Internal Auditor were suitably implemented/ directed to implemented (incase of last quarter), during the year under review.

56. INTERNAL AUDITOR:

The provisions of Section 138 of the Companies Act, 2013 read with Rule 13 of Companies (Accounts) Rules, 2014 pertaining to Internal Audit shall be applicable on Company for the financial year ended 31.03.2023. The Board of Directors of your Company had, on recommendation of the Audit Committee, at its meeting held on 16.05.2023, appointed M/s DKD & Associates, Chartered Accountants, Kolkata (Firm Registration No. 322657E) as Internal Auditors for the Financial Year 2023-24, on recommendation of Audit Committee, who had submitted his consent and eligibility in this regard.

57. SECRETARIAL STANDARDS:

During the year under review, the Company had complied with the applicable clauses of Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI).

58. PARTICULARS OF EMPLOYEES:

None of the employees, employed during the year, was in receipt of remuneration, in aggregate of Rupees 1,02,00,000 or more per annum for the financial year 2022-23, or Rs. 8,50,000 or more per month for any part of the Financial Year, as set out in the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Therefore, no such details have been provided as required under 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.

The ratio of remuneration of each Director to the median employee''s remuneration and other details in accordance with sub-section 12 of Section 197 of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, forms part of this report and is marked as "Annexure 5"

59. EXTRACT OF ANNUAL RETURN:

Pursuant to the provisions of section 92(3) and 134(3)(a) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the annual return for the Financial Year 2022-23 is uploaded on the website of the Company at https://www.ddevgroup.in/investor-relations/7durhfy2023~general meeting announcement~annual return

60. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013:

As per the requirement of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules made thereunder, as amended from time to time, the Company has in place Internal Complaints Committee (ICC) which has been setup to redress complaints regarding Sexual Harassment. The following is the

summary of Sexual Harassment complaints received and disposed off during the year under review:

No. of Complaints at the beginning of the Financial Year (i.e. 01.04.2022) - Nil

No. of Complaints received during the Financial Year (i.e. 2022-23) - Nil

No. of Complaints disposed off during the Financial Year (i.e. 2022-23) - Nil

No. of pending at the end of the Financial Year (i.e. 31.03.2023) - Nil

All employees (permanent, contractual, temporary and trainees) are covered under the captioned Act. Your directors are pleased to state that working atmosphere of your company is very healthy for male and female employees/ workers.

61. CORPORATE SOCIAL RESPONSIBILITY:

The Company strongly believes in collective and sustainable development, As part of society it strongly follows the values of collective growth. Further, the provisions of Corporate Social Responsibility ("CSR") as prescribed in Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014 became applicable to the Company for the FY 2022-23. Accordingly, the Company had constituted the CSR Committee and also adopted CSR Policy. During the FY 2022-23 the Company was required to expend Rs. 72.50 Lakhs towards identified CSR Activities as per the CSR Policy adopted by the Company, however the Company had spent Rs. 75.00 lakhs towards identified CSR activities as per the CSR Policy adopted by the Board. Therefore, the Company had spent excess amount of Rs. 2.50 lakhs. The requisite disclosures required to be made by the Company in respect to CSR is provided in this report and marked as "Annexure 6"

62. E-VOTING FACILITY AT ANNUAL GENERAL MEETING

In terms of Regulation 44 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and in compliance with the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of Companies (Management and Administration) Rules, 2014 and other applicable provisions of the Act and Rules made thereunder (as amended), the items of business specified in the Notice convening the 03^rd Annual General Meeting of the Company shall be transacted through electronic voting system only and for this purpose the Company is providing e-Voting facility to its'' Members whose names will appear in the register of members as on the cut-off date (fixed for the purpose), for exercising their right to vote by electronic means through the e-Voting platform to be provided by National Securities Depository Ltd ("NSDL"). The detailed process and guidelines for e-voting have been provided in the notice convening the meeting.

63. GREEN INITIATIVES

As a responsible corporate citizen, the Company supports the ''Green Initiative'' undertaken by the Ministry of Corporate Affairs, Government of India, enabling electronic delivery of documents including the Annual Report etc. to Shareholder at their e-mail address registered with the Depository Participants ("DPs") and Registrar and Share Transfer Agent ("RTA"). To support the ''Green Initiative, Shareholder who have not registered their email addresses are requested to register the same with the Company''s RTA /Depositories for receiving all communications, including Annual Report, Notices, Circulars, etc., from the Company electronically.

Ministry of Corporate Affairs has permitted companies to send electronic copies of Annual Report, notices, etc. to the registered E-mail addresses of shareholders. Your Company has accordingly arranged to send the electronic copies of these documents to shareholders whose email addresses are registered with the Company/ Depository Participant(s), wherever applicable. In accordance with the MCA and SEBI circulars, issued in view of the COVID-19 pandemic, the Company can send only electronic copies of notice of AGM and Annual Report on registered email addresses of the shareholders available with the company/RTA or the depositories. Hence physical circulation of notice of AGM and Annual Report is dispensed with; electronic circulation through E-mail shall suffice. In accordance with the MCA Circulars and SEBI Circulars, in regards to norms to be followed in view of COVID-19, your company has also adopted the facility of E-Voting at the AGM in addition to the Remote E-Voting facility that is provided in accordance with provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations &

Disclosure Requirements) Regulations, 2015, as amended, and Secretarial Standards on General Meetings (SS-2) issued by the Institute of Company Secretaries of India.

64. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Your company has made requisite and relevant disclosures in the Management''s Discussion and Analysis Report in accordance with provisions of Regulation 34(e) of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, annexed herewith and marked as "Annexure 7". The Management''s Discussion and Analysis forms an integral part of this report and gives details of the overview, industry structure and developments, different product groups of the Company, operational performance of its business segments etc.

65. REPORT ON CORPORATE GOEVERNANCE

The Company has taken the requisite steps to comply with the requisite recommendations concerning Corporate Governance. The Company is committed to good corporate governance practices. The report on Corporate Governance for the financial year ended 31st March 2023, as per regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, forms part of this Annual Report and is annexed to this Report and marked as "Annexure 8". The requisite Certificate from the Statutory Auditors of the Company confirming compliance with the conditions of Corporate Governance forms part of the report.

66. HUMAN RESOUCE AND INDUSTRIAL RELATIONS

The Industrial relations of the Company with its personnel has continued to be cordial and amicable. Your Directors acknowledge and appreciate the efforts and dedication of employees to the Company. Your directors wish to place on record the co-operation received from the Staff and Workers, at all levels and at all units.

67. ACKNOWLEDGEMENT:

Your Directors takes this opportunity to thank the Financial Institutions, Banks, Central and State Government authorities, Regulatory authorities, Stock Exchange and all the various stakeholders for their continued support, co-operation to the Company and look forward for their continued support in coming years.

Your directors also wish to place on record their appreciation to all of the Company''s employees and workers at all level for their enormous efforts as well as their collective contribution to the Company''s performance.

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Directors Report of Ddev Plastiks Industries Ltd.

1. FINANCIAL RESULTS:

2. DIVIDEND:

3. WORKING CAPITAL:

4. CAPITAL EXPENDITURE:

5. CREDIT RATING:

6. ECONOMIC OVERVIEW:

. INDUSTRIAL SCENARIO: 4 5 6

8. OPERATIONS AND STATE OF COMPANYS AFFAIRS:

9. FUTURE PROSPECTS:

10. SHARE CAPITAL:

11. SHAREHOLDING OF COMPANY:

12. TRANSFER TO RESERVES:

13. TRANSFER OF AMOUNT TO INVESTOR EDUCATIONAND PROTECTION FUND:

4. DEMATERIALISATION OF SHARES AND ESCROWACCOUNT:

15. CHANGES IN NATURE OF BUSINESS, IF ANY:

16. MATERIAL CHANGES AND COMMITMENTSAFFECTING THE FINANCIAL POSITION OF THECOMPANY:

17. RESEARCH AND DEVELOPMENT:

18. RISK AND CONCERNS:

19. RISK MANAGEMENT POLICY:

Our Risk Governance Structure:

4

4

4

General Risk Management Process:

20. ADEQUACY OF INTERNAL FINANCIAL CONTROLS:

21. VIGIL MECHANISM:

22. SIGNIFICANT AND MATERIAL ORDERS PASSED BYTHE REGULATORS:

23. PARTICULARS OF LOANS, GUARANTEES ORINVESTMENTS MADE UNDER SECTION 186 OF THECOMPANIES ACT, 2013:

24. DEPOSITS:

25. PARTICULARS OF CONSERVATION OF ENERGY,TECHNOLOGY ABSORPTION AND FOREIGNEXCHANGE EARNINGS AND OUTGO:

26. POLICIES:

27. BOARD OF DIRECTORS AND KEY MANAGERIALPERSONNEL:

28. DECLARATION BY DIRECTORS:

29. BOARD MEMBERSHIP CRITERIA AND LIST OF CORESKILLS/ EXPERTISE/ COMPETENCIES IDENTIFIEDIN CONTEXT OF THE BUSINESS:

34. BOARD MEETINGS:

35. GENERAL MEETINGS:

36. COMMITTEES OF THE BOARD AND ITS MEETINGS:

37. SEPARATE MEETING OF INDEPENDENTDIRECTORS:

38. CODE OF CONDUCT FOR DIRECTOR, SENIORMANAGEMENT PERSONNEL AND EMPLOYEES:

39. DIRECTORS RESPONSIBILITY STATEMENT:

40. CHANGE OF REGISTERED OFFICE:

41. DETAILS OF SUBSIDIARY/ASSOCIATE & JOINTVENTURE COMPANIES:

42. RELATED PARTY TRANSACTIONS:

43. STATUTORY AUDITORS:

44. STATUTORY AUDITORS REPORT:

45. DETAILS IN RESPECT OF FRAUDS REPORTEDBY AUDITORS UNDER SUB-SECTION (12) OFSECTION 143:

46. COST RECORDS AND COST AUDIT REPORT:

47. COST AUDITOR:

48. SECRETARIAL AUDIT REPORT:

49. SECRETARIAL AUDITOR:

50. ANNUAL SECRETARIAL COMPLIANCE REPORT:

51. ANNUAL SECRETARIAL COMPLIANCE AUDITOR:

52. INTERNAL AUDIT:

53. INTERNAL AUDITOR:

54. SECRETARIAL STANDARDS:

55. PARTICULARS OF EMPLOYEES:

56. EXTRACT OF ANNUAL RETURN:

57. DISCLOSURE UNDER SEXUAL HARASSMENTOF WOMEN AT WORKPLACE (PREVENTION,PROHIBITION & REDRESSAL) ACT, 2013:

58. CORPORATE SOCIAL RESPONSIBILITY:

59. GREEN INITIATIVES:

60. MANAGEMENT DISCUSSION AND ANALYSISREPORT:

61. REPORT ON CORPORATE GOEVERNANCE:

62. BUSINESS RESPONSIBILITY AND SUSTAINABILITYREPORT:

63. HUMAN RESOUCE AND INDUSTRIAL RELATIONS:

64. GENERAL DISCLOSURES:

65. ACKNOWLEDGEMENT:

More Information on Ddev Plastiks Industries Ltd.

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. INDUSTRIAL SCENARIO: ^{4 5 6}

13. TRANSFER OF AMOUNT TO INVESTOR EDUCATION
AND PROTECTION FUND:

4. DEMATERIALISATION OF SHARES AND ESCROW
ACCOUNT:

16. MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE FINANCIAL POSITION OF THE
COMPANY:

22. SIGNIFICANT AND MATERIAL ORDERS PASSED BY
THE REGULATORS:

23. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS MADE UNDER SECTION 186 OF THE
COMPANIES ACT, 2013:

25. PARTICULARS OF CONSERVATION OF ENERGY,
TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS AND OUTGO:

27. BOARD OF DIRECTORS AND KEY MANAGERIAL
PERSONNEL:

29. BOARD MEMBERSHIP CRITERIA AND LIST OF CORE
SKILLS/ EXPERTISE/ COMPETENCIES IDENTIFIED
IN CONTEXT OF THE BUSINESS:

37. SEPARATE MEETING OF INDEPENDENT
DIRECTORS:

38. CODE OF CONDUCT FOR DIRECTOR, SENIOR
MANAGEMENT PERSONNEL AND EMPLOYEES:

41. DETAILS OF SUBSIDIARY/ASSOCIATE & JOINT
VENTURE COMPANIES:

45. DETAILS IN RESPECT OF FRAUDS REPORTED
BY AUDITORS UNDER SUB-SECTION (12) OF
SECTION 143:

57. DISCLOSURE UNDER SEXUAL HARASSMENT
OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION & REDRESSAL) ACT, 2013:

60. MANAGEMENT DISCUSSION AND ANALYSIS
REPORT:

62. BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT: