Directors Report of GKP Printing & Packaging Ltd.

Mar 31, 2024

Your Directors have pleasure in presenting the 6^th Annual Report together with the Audited
Financial Statements of accounts of the company for the year ended on 31st March, 2024.

1. SUMMARIZED FINANCIAL RESULTS:

The Financial Results of the Company''s performance for the year under review and those
of the previous year are as follows:

(Rs. In Lakhs)

Particulars	For the Year ended on March 31, 2024	For the Year ended on March 31, 2023
I. Net Sales/Income from Operations	2820.23	5607.08
II. Other Income	13.01	12.60
III. Total Revenue (I II)	2833.24	5619.68
IV. Earnings Before Interest, Taxes, Depreciation and Amortization Expense	(66.89)	208.02
V. Finance Cost	41.64	15.76
VI. Depreciation and Amortization Expense	68.08	58.94
VII. Profit Before Tax	(176.61)	118.28
VIII. Tax Expenses
Less: Current Tax Expense	-	30.67
Less: Deferred Tax (Asset)/Liabilities	0.85	1.70
IX. Profit After Tax (VII-VIII)	(177.46)	85.90
X. Earnings Per Share (in Rs.)
1. Basic	(0.81)	0.39
2. Diluted	(0.81)	0.39

Financial Performance at a Glance:

1. Operational Performance:

Revenue from Operations:

Your Directors are pleased to report that despite outbreak of second wave of CoVID-19
high volatility and steep increase in raw material prices and international disturbances the
company was able to maintain its production at full capacity.

The company has recorded revenue of Rs. 2820.23 Lakhs from the operations in the
current year as against Rs. 5607.08 Lakhs in the previous year.

The Company continues to operate only in one segment i.e. Manufacturing of Corrugated
Boxes and Trading of Kraft Paper, Duplex Paper and Low- Destiny Plastic Rolls (LD Rolls)
and there is no change in the nature of business of Company.

Reserves and surplus:

The Company has Reserves and Surplus of Rs. (44.75) Lakhs after incurring Net Loss of Rs.
(177.46) Lakhs of Financial Year 2023-24.

Profitability:

Your Directors inform you that despite a highly competitive business environment and
challenges faced your company has:

• The Cash Loss (PBDT) of the Company for the current year is Rs. (176.61) Lakhs as
against Rs. 118.28 Lakhs.

• The Profit after Tax of the Company is Rs. (177.46) Lakhs for the current year as
against Rs. 85.90 Lakhs in the previous year.

• The earning per share of Rs. (0.81) per equity share of the Company during the
current year as against Rs. 0.39 per equity share in the previous year.

2. State Affairs and Future Outlook:

G.K.P Printing and Packaging has aligned its strategic design with the objective to do
the business of offset printing, photo-polymer printing, letter press printing, offset
plate makers and all allied lines in offset printing and printing of packing materials,
advertising materials, carton printing and all allied lines in printing process. Also, to
involve in the business of manufactures, engineers'' founders, and designers of all
kinds of Industrial packing materials.

In addition to above, to act as broker, trader, agent, C & F agent, shipper, commission
agent, distributor, representative, franchiser, consultant, collaborator, stockist,
liasioner, job worker, export house of goods, merchandise and services of all grades,

specifications, descriptions, applications, modalities, fashions, including by- products,
spares or accessories thereof, on retail as well as on wholesale basis.

3. Dividend:

In view of the planned business growth, your Directors deem it proper to preserve the
resources of the Company for its activities and therefore, do not propose any dividend
for the Financial Year ended March 31, 2024.

4. Transfer to Reserve:

During the year under review the company has not transferred any amount to the
general reserves.

5. Capital Structure:

The Capital Structure of the Company as on 31st March 2024 are as follows: -

The Authorized Share Capital of the Company is Rs. 22,00,00,000 (Rupees Twenty Two
Crore) divided into 2,20,00,000 (Two Crore Twenty Lakh) Equity Shares of Rs 10/- each.
The Issued subscribed and Paid up Share Capital of the Company is Rs. 21,99,88,320
(Rupees Twenty One Crores Ninety Nine Lakh Eighty Eight Thousand Three Hundred
Twenty) divided into 2,19,98,832 (Two Crore Nineteen Lakh Ninety Eight Thousand
Eight Hundred Thirty Two) Equity Shares of Rs 10/- each.

6. Change in Share Capital:

I. Increase in Authorised Share capital:

During the reporting period, Authorized share capital of the Company was
Rs.22,00,00,000 (divided into 2,20,00,000 Equity Shares of Rs.10 Each).

II. Bonus Shares:

During the period under review, Company has not issued Bonus Shares.

7. Material changes between the date of the board report and end of
financial year:

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

8. Significant and material orders passed by the regulators or courts or
tribunals impacting the going concern status and company''s operations
in future:

During the year under review there has been no such significant and material orders
passed by the regulators or courts or tribunals impacting the going concern status and
company''s operations in future.

9. Annual Return:

The details forming part of Annual Return as required under Section 92 of the
Companies Act, 2013 will be made available on the website of the Company after
conclusion of the AGM and also Attached as Annexure I forming Board Report

Details of the Associates/ Joint Venture / Subsidiaries Companies:

The company does not have holding or subsidiary companies during the financial year
2023-24 as well as no other company has become holding / subsidiary/ joint venture
therefore the financial statement is prepared on standalone basis and the requirement
for disclosure in the Form AOC-1 is not applicable.

10. Board of Directors, their Meetings and KMPs:

I. Constitution of Board:

The board of Directors are comprising of Total 6 Directors which includes 3 (Three)
Independent and 2 (Two) Women directors and 1 (One) Managing Director. The
Chairman of the Board is Promoter and Managing Director. The Board members are
highly qualified with the varied experience in the relevant field of the business
activities of the Company, which plays significant roles for the business policy and
decision-making process and provide guidance to the executive management to
discharge their functions effectively.

II. Board Independence:

Our definition of ''Independence'' of Directors is derived from Regulation 16 of SEBI
(LODR) Regulations, 2015 and Section 149(6) of the Companies Act, 2013. The
Company is having following Independent Directors:

i. Mr. Ashok Mehta

ii. Mr. Kunal Shah

iii. Mr. Vinay Tekriwal (Resigned w.e.f 05^th Sept, 2023)

iv. Mr. Harmesh Trivedi (Appointed w.e.f 06^th Sept, 2023 & Regularised w.e.f
29^th Sept, 2023)

As per provisions of the Companies Act, 2013, Independent Directors were appointed
for a term of 5 (five) consecutive years and shall not be liable to retire by rotation.

ll.Declaration by the Independent Directors:

All the Independent Directors have given their declaration of Independence stating
that they meet the criteria of independence as prescribed under section 149(6) of the
Companies Act, 2013. Further that the Board is of the opinion that all the
independent directors fulfill the criteria as laid down under the Companies Act, 2013
and the SEBI (LODR) Regulations, 2015 during the year 2023-24

i. Directors Liable to Retire By Rotation:

In accordance with the provisions of the Companies Act, 2013 and in terms of the
Articles of Association of the Company, Ms. Payal Goradia (DIN: 08101269), Executive
Director of the Company is liable to retire by rotation at ensuing Annual General
Meeting and being eligible offers herself for re-appointment.

ii. Board meetings:

Dates for Board Meetings are well decided in advance and communicated to the
Board and the intervening gap between the meetings was within the period
prescribed under the Companies Act, 2013 and the Listing Agreement. The
information as required under Regulation 17(7) read with Schedule II Part A of the
LODR is made available to the Board. The agenda and explanatory notes are sent to
the Board in advance. The Board periodically reviews compliance reports of all laws
applicable to the Company.

During the vear, Board Meetings were held on following dates:

25-04-2023	14-08-2023	30-12-2023
29-05-2023	06-09-2023	09-02-2024
20-06-2023	14-11-2023	27-03-2024

iii. Annual Board Evaluation:

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligation
and Disclosure Requirements) Regulations, 2015, the Nomination and Remuneration
Committee (NRC) has carried out an Annual Performance Evaluation of the Board and
of the Individual Directors.

During the year, the Evaluation cycle was completed by the Company internally which
included the evaluation of the Board as a whole, Board Committees and Directors.
The Evaluation process focused on various aspects of the Board and Committees
functioning such as composition of the Board and Committees, experience,
performance of duties and governance issues etc. Separate exercise was carried out
to evaluate the performance of individual Directors on parameters such as
contribution, independent judgment and guidance and support provided to the

Management. The results of the evaluation were shared with the Board, Chairman of
respective Committees and individual Directors.

In a separate meeting of independent Directors, performance of non-independent
Directors, performance of the board as a whole and performance of the Chairman
was evaluated. The same was discussed in the Board meeting that followed the
meeting of the Independent Directors, at which the performance of the Board, its
committees and individual Directors was also discussed.

12. Appointment of directors and criteria for determining qualifications,
positive attributes, independence of a director:

The NRC is responsible for developing competency requirements for the Board based
on the industry and strategy of your Company. The NRC reviews and meets potential
candidates, prior to recommending their nomination to the Board. At the time of
appointment, specific requirements for the position, including expert knowledge
expected, is communicated to the appointee. The NRC has formulated the criteria for
determining qualifications, positive attributes and independence of Directors in terms
of provisions of Section 178 (3) of the Act and the SEBI Listing Regulations, 2015 as
stated under:

1. Independence

A Director will be considered as an ''Independent Director'' if he / she meets with the
criteria for ''Independence'' as laid down in the Act, Regulation 16 of the SEBI Listing
Regulations and the Governance Guidelines.

2. Competency

A transparent Board nomination process is in place that encourages diversity of
thought, experience, knowledge, perspective, age and gender. It is ensured that the
Board comprises a mix of members with different educational qualifications,
knowledge and who possess adequate experience in banking and finance, accounting
and taxation, economics, legal and regulatory matters, consumer industry, hospitality
sector and other disciplines related to the company''s businesses.

3. Additional Positive Attributes:

The Directors should not have any other pecuniary relationship with your Company,
its subsidiaries, associates or joint ventures and the Company''s promoters, except as
provided under law.

The Directors should maintain an arm''s length relationship between themselves and
the employees of the Company, as also with the directors and employees of its
subsidiaries, associates, joint ventures, promoters and stakeholders for whom the
relationship with these entities is material.

The Directors should not be the subject of proved allegations of illegal or unethical
behavior, in their private or professional lives.

The Directors should have the ability to devote sufficient time to the affairs of your
Company.

13.Remuneration policy:

Your Company had adopted a Remuneration Policy for the Directors, KMP and other
employees, pursuant to the provisions of the Act and the SEBI Listing Regulations.

The key principles governing your Company''s Remuneration Policy are as follows:

1. Remuneration To Managing Director/Whole-Time Directors:-

a) The Remuneration/ Commission etc. to be paid to Managing Director / Whole-time
Directors, etc. shall be governed as per provisions of the Companies Act, 2013 and rules
made there under or any other enactment for the time being in force and the approvals
obtained from the Members of the Company.

b) The Nomination and Remuneration Committee shall make such recommendations to
the Board of Directors, as it may consider appropriate with regard to remuneration to
Managing Director / Whole-time Directors.

2. Remuneration to Non-Executive/Independent Directors

a) The Non-Executive / Independent Directors may receive sitting fees and such other
remuneration as permissible under the provisions of Companies Act, 2013. The
amount of sitting fees shall be such as may be recommended by the Nomination and
Remuneration Committee and approved by the Board of Directors.

b) All the remuneration of the Non- Executive / Independent Directors (excluding
remuneration for attending meetings as prescribed under Section 197 (5) of the
Companies Act, 2013) shall be subject to ceiling/ limits as provided under Companies
Act, 2013 and rules made there under or any other enactment for the time being in
force. The amount of such remuneration shall be such as may be recommended by
the Nomination and Remuneration Committee and approved by the Board of
Directors or shareholders, as the case may be.

c) An Independent Director shall not be eligible to get Stock Options and also shall not
be eligible to participate in any share-based payment schemes of the Company.

d) Any remuneration paid to Non- Executive / Independent Directors for services
rendered which are of professional in nature shall not be considered as part of the
remuneration for the purposes of clause (b) above if the following conditions are
satisfied:

The Services are rendered by such Director in his capacity as the professional; and
In the opinion of the Committee, the director possesses the requisite qualification for
the practice of that profession.

3. Remuneration to Key Managerial Personnel, Senior Management and Other
Employees

The remuneration to Key Managerial Personnel, Senior Management and other employee
shall consist of fixed pay and incentive pay, in compliance with the provisions of the
Companies Act, 2013 and in accordance with the Company''s Policy.

14.Auditors:

a) Statutory Auditor & Audit Report:

M/s. Keyur Shah & Co., Chartered Accountants, an Auditor Firm (FRN.
141173W) were appointed as Statutory auditors of the company in the 1st
Annual General Meeting to hold office until the conclusion of 6th Annual
General Meeting. As per Rule 6(3) of the Companies (Audit and Auditors) Rules
2014, they have completed their term of 5 years and shall continue to hold
office till conclusion of this 6^th Annual General Meeting.

M/s. Keyur Shah & Associates, Chartered Accountants, an Auditor Firm (FRN.
333288W) were appointed as Statutory auditors of the company to fill the
Casual Vacancy. They are eligible to be appointed as the statutory auditors if
approved by the members of the Company in the Annual General Meeting.
They have confirmed that they are not disqualified from continuing as Auditors
of the Company.

As required under Regulation 33(d) of the SEBI (LODR) Regulation, 2015, the
auditor has confirmed that they hold a valid Peer Review Certificate issued by
the Peer Review Board of Institute of Chartered Accountants of India.

The Notes on financial statement referred to in the Auditors'' Report are self¬
explanatory and do not call for any further comments. The Auditors'' Report
does not contain any qualification, reservation, adverse remark or disclaimer.

b) Internal auditor:

Pursuant to Section 138 of the Companies Act, 2013 read with the Companies
(Accounts) Rules, 2014 (as amended), Company has appointed M/s. Makwana
Sweta & Associates, Chartered Accountants as Internal Auditor of the
Company.

c) Cost auditor:

As per the requirement of the Central Government and pursuant to section
148 of the Companies Act, 2013, read with Companies (Cost Records and
Audit) Rules, 2014 as amended from time to time, your company hereby
confirms that the provisions of this section are not applicable, hence your
company need not required to appoint Cost Auditor for the financial year
2023-24.

d) Secretarial auditor:

The Company has appointed M/s. M. R. Bhatia & Co., Company Secretaries to
conduct the Secretarial Audit of the Company for the FY 2023-24, as required
under section 204 of the Companies Act, 2013 and Rules made there under.
The Secretarial Audit report for the FY 2023-24 is annexed to this report as
Annexure - VII.

15.Composition of Committee of Board:

A. Audit Committee:

The Company has formed an Audit Committee as per requirement of Section 177
of the Companies Act, 2013 and Regulation of 18 of SEBI (LODR) Regulations, 2015
vide resolution passed at the meeting of the Board of Directors held on January
19th, 2019. The terms of reference of Audit Committee are broadly in accordance
with the provisions of SEBI (LODR) Regulations, 2015 and Companies Act, 2013.

The Audit Committee comprises of the following Directors of the Company:

Name of the Director	Status	Nature of Directorship
Ashok Maneklal Mehta	Chairman	Independent Director
Kunal Gautambhai Shah	Member	Independent Director
Vinay Tekriwal*	Member	Independent Director
Harmesh Prakash Trivedi**	Member	Independent Director

*Vinay Tekriwal Resigned w.e.f 05^th Sept 2023
**Harmesh Prakash Trivedi Appointed w.e.f 06^th Sept 2023

During the year 04 (Four) meeting of an Audit committee was held during the year
ended 31st March, 2024, i.e. on 29^th May, 2023; 14^th August, 2023; 14^th November,
2023 and 09^th February 2024

The primary objective of the Audit Committee is to monitor and provide an
effective supervision of the Management''s financial reporting process, to ensure
accurate and timely disclosures, with the highest levels of transparency, integrity
and quality of financial reporting. The Committee oversees the work carried out in
the financial reporting process by the Management, the statutory auditor and
notes the processes and safeguards employed by each of them.

Further, the Audit Committee is also functional as per the provision of Section 177
of Companies Act, 2013 and Rules made thereunder and as per Regulation 18 of

Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

B. Nomination & Remuneration Committee:

The Company has formed a Nomination & Remuneration Committee in
accordance with Section 178 of the Companies Act, 2013 and the SEBI (LODR)
Regulations, 2015. The Nomination and Remuneration Committee comprises of
the following Directors of the Company.

Name of the Director	Status	Nature of Directorship
Ashok Maneklal Mehta	Chairman	Independent Director
Kunal Gautambhai Shah	Member	Independent Director
Vinay Tekriwal*	Member	Independent Director
Harmesh Prakash Trivedi**	Member	Independent Director

*Vinay Tekriwal Resigned w.e.f 05^th Sept 2023
**Harmesh Prakash Trivedi Appointed w.e.f 06^th Sept 2023

The Nomination & Remuneration committee has been assigned to approve and
settle the remuneration package with optimum blending of monetary and non¬
monetary outlay.

During the year 01 (One) meeting of Nomination & Remuneration committee was
held during the year ended 31st March, 2024, i.e. on 06^th September 2023.

C. Stakeholder''s Relationship Committee:

The Company has formed a Stakeholders'' Relationship Committee in accordance
with Section 178 of the Companies Act, 2013 and the SEBI (LODR) Regulations,
2015. The Committee considers and approves various requests regarding annual
report and to redress complaints of the shareholders. The Stakeholders''
Relationship Committee comprise of the following Directors:

Name of the Director	Status	Nature of Directorship
Ashok Maneklal Mehta	Chairman	Independent Director
Kunal Gautambhai Shah	Member	Independent Director
Vinay Tekriwal*	Member	Independent Director
Harmesh Prakash Trivedi**	Member	Independent Director

*Vinay Tekriwal Resigned w.e.f 05^th Sept 2023
**Harmesh Prakash Trivedi Appointed w.e.f 06^th Sept 2023

During the year 03 (Three) meetings of a Stakeholders Relationship Committee
was held during the year ended 31^st March, 2024, i.e. on 29^th May, 2023; 14^th
August, 2023 and 14^th November, 2023.

D. Corporate Social Responsibility (CSR) Initiatives:

As the net profit of the company is lower than Rs. 5 Crore in the Financial Year
2023-24, the CSR Provisions does not apply in the financial year 2023-24.

16. Corporate Governance:

As the Members are aware the securities [Equity Shares] of the Company are Listed on
Main Board of Bombay Stock Exchange of India Limited. Therefore provisions relating to
Corporate Governance provided in the SEBI (Listing Obligations and Disclosure
Requirements) Regulations 2015 [SEBI LODR Regulations / Listing Regulations] are
applicable to the Company.

Your Directors are pleased to report that your Company has duly complied with the SEBI
Guidelines on Corporate Governance for the year 2023-24 relating to the Listing
Regulations. A Certificate from statutory auditor''s M/s Keyur Shah & Co. Chartered
Accountants, Ahmedabad (Firm Registration No. 141173W) confirming compliance with
conditions as stipulated under Listing Regulations is annexed to the Corporate
Governance Report of the Company. The Corporate Governance report for the financial
2023-24 attached as Annexure-IV.

17. Related Party Transaction:

All related party transactions that were entered during the financial year were on the
arm''s length basis and were in the ordinary course of business and do not attract the
provisions of section 188 of the Companies Act 2013. Thus disclosure in form AOC-2 is not
required. All Related Party Transactions were placed before the Audit Committee for
approval.

However you may refer to Related Party transactions as per the Accounting Standards in
the Notes forming part of financial statements.

18.Investors Education and Protection Fund:

During the Financial Year 2023-24 ended 31st March, 2024 under review, there were no
amount/s which is required to be transferred to the Investor Education and Protection
Fund by the Company. As such, no specific details are required to be given or provided.

19.Risk Management:

A well-defined risk management mechanism covering the risk mapping and trend analysis
risk exposure potential impact and risk mitigation process is in place. The objective of the

mechanism is to minimize the impact of risks identified and taking advance actions to
mitigate it. The mechanism works on the principles of probability of occurrence and
impact if triggered. A detailed exercise is being carried out to identify evaluate monitor
and manage both business and non-business risks.

The Board of Directors of the Company and the Audit Committee shall periodically review
and evaluate the risk management system of the Company so that the management
controls the risks through properly defined network. Head of Departments shall be
responsible for implementation of the risk management system as may be applicable to
their respective areas of functioning and report to the Board and Audit Committee.

The Company has not made Risk Management Committee but the Board of Directors and
Audit Committee is looking after the Risk Management of the Company.

20. Insurance:

The Fixed Assets and Stocks of your Company are adequately insured.

21. Prevention of Insider Trading:

In view of the SEBI (Prohibition of Insider Trading) Regulation 2015 the Company has
adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate
trading in securities by the Directors and designated employees of the Company.

The Code requires Trading Plan pre-clearance for dealing in the Company''s shares and
prohibits the purchase or sale of Company shares by the Directors and the designated
employees while in possession of unpublished price sensitive information in relation to
the Company and during the period when the Trading Window is closed. However there
were no such instances in the Company during the year 2023-24.

22. Meeting of Members:

During the year under review Annual General Meeting of the Company was held on 29^th
September 2023. No any other meeting of the members held during the year.

23. Management Discussion and Analysis Report:

As per Regulation 34 (e) read with schedule V of Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations2015 ("Listing Regulations")
the management Discussion and Analysis Report of the Company for the year ended is set
out in this Annual Report as "Annexure III."

24. Registrar and Share Transfer Agent:

The Company has appointed Link In time India Private Limited as its Registrar and Share
Transfer Agent. The Corporate Office of Link In time India Private Limited situated at "C -
101, 1st Floor, 247 Park, Lal Bahadur Shashtri Marg, Vikhroli (west), Mumbai-400083,
Maharashtra.

25. Dematerialisation of Securities:

The Company''s Equity Shares are admitted in the system of Dematerialization by both the
Depositories namely NSDL and CDSL. As on 31st March 2024 all equity shares
dematerialized through depositories viz. National Securities Depository Limited and
Central Depository Services (India) Limited, which represents whole 99.99% of the total
issued, subscribed and paid-up capital of the Company as on that date. The ISIN allotted
to your Company is INE05QJ01015.

26. Compliances of Secretarial Standards:

The Board of Directors confirms that the Company has duly complied and is in compliance
with the applicable Secretarial Standard/s namely Secretarial Standard-1 ("SS-1") on
Meetings of the Board of Directors and Secretarial Standard-2 ("SS-2") on General
Meetings during the financial year 2023-24 ended 31^st March 2024.

27. Human Resource:

The Company treats its "Human Resources" as one of its most important assets. Your
Company continuously invests in attraction retention and development of talent on an
ongoing basis. The Company thrust is on the promotion of talent internally through job
rotation and job enlargement.

Your Directors wish to appreciate the unconditional support given by the work force
during the Financial Year 2023-24.

28. Ratio of the remuneration of each director to the median employee''s
remuneration and particulars of employees:

Pursuant to provision of section 197 of Companies Act, 2013 read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
details of employees given in the "Annexure VI".

The statement containing names of employees in terms of remuneration drawn and the
particulars of employees as required under Section 197(12) of the Act read with Rule 5(2)
and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014, is provided in a separate annexure forming part of this report. Further, the
report and the accounts are being sent to the Members excluding the aforesaid annexure.
In terms of Section 136 of the Act, the said annexure is open for inspection at the
Registered Office of the Company. Any Member interested in obtaining a copy of the same
may write to the Company Secretary.

29.Change in the nature of business:

During the year under review there is no change in the nature of the business and
commercial activities of the company.

30.Industrial Relations:

During the year under review your Company enjoyed cordial relationship with workers
and employees at all levels.

31. Green Initiative:

As the Act permits paperless compliances and as a measure of green initiative, we appeal
to all those members who have not registered their e-mail addresses so far are requested
to register their e-mail address in respect of electronic holding with their concerned
Depository Participants and/or with the Company.

32. Deposits:

During the Financial Year 2023-24 ended 31^st March 2024 under review the Company has
neither invited nor accepted any public deposits within the meaning of Section 73 and 74
of the Companies Act 2013 read with the Companies(Acceptance of Deposits) Rules 2014
(as amended).

As such no specific details prescribed in Rule 8(1) of the Companies (Accounts) Rules 2014
(as amended) are required to be given or provided.

33. Conversion of energy technology absorption, foreign exchange earnings
and outgo:

The information on Conversion of Energy, Technology Absorption, Foreign Exchange
Earnings and Outgo stipulated under section 134(3)(m) of the Companies Act, 2013 read
with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed herewith as "Annexure
II".

34. Code of conduct:

Regulation 17(5) of the SEBI (LODR) Regulations 2015 requires listed companies to lay
down a Code of Conduct for its directors and senior management incorporating duties of
directors as laid down in the Companies Act 2013.

35. Loans, guarantees or investments:

During the Financial Year 2023-24 ended 31^st March 2024 under review the Company has
neither granted loan/s (secured or unsecured) provided guarantees or securities in
connection with any loan/ s availed by others nor made any investments pursuant to the
provisions of Section 186 the Companies Act 2013 read with the Companies (Meetings of

Board and its Powers) Rules 2014 (as amended). As such no specific details are required
to be given or provided.

36. Internal Financial Control for Financial Statements:

The Company has adequate system of internal controls commensuration with the size of
its operation and business to ensure that all assets are safeguarded and protected against
loss from unauthorized use or disposition and to ensure that all the business transactions
are authorized recorded and reported correctly and adequately.

The Company has appointed Internal Auditors and the scope and authority of the Internal
Audit (IA) function is defined in the procedure and appointment letter. To maintain its
objectivity and independence the Internal Audit function reports to the Chairman of the
Audit Committee of the Board. Based on the report of internal audit and process the
company undertakes corrective action in their respective areas and thereby strengthens
the controls. Significant audit observations and corrective actions thereon if any are
presented to the Audit Committee of the Board.

The Company works in a dynamic business environment and adopts the appropriate
internal financial controls to establish reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with the generally accepted
accounting principles. It includes inducting and maintaining such business policies and
procedures as may be required to successfully conduct the business of the company and
maintain such records as to correctly record the business transaction assets and liabilities
of the company in such a way that they help in prevention &detection of frauds & errors
and timely completion of the financial statements

37. Internal control systems:

Your Company has in place an adequate system of internal controls. The effectiveness of
internal controls is reviewed through the internal audit process. Reports of internal
auditors are reviewed by management and Audit Committee of the Company from time
to time and desired actions are initiated to strengthen the control and effectiveness of
the system.

The focus of these reviews are as follows:

Identify weaknesses and areas of improvement

• Compliance with defined policies and processes

• Safeguarding of tangible and intangible assets

• Management of business and operational risks

• Compliance with applicable statutes

38. Disclosure for fraud against the company:

In terms of provision of section 134(3) (ca) of the Companies Act, 2013, There were no
instances of fraud which are reported by Auditors of the Company under section 143(12)
of the Companies Act, 2013 to the Audit Committee.

39. Directors'' responsibility statement:

In terms of section 134 Clause (c) of Sub-Section (3) of the Companies Act, 2013, in relation
to financial statements for the year 2023-24, the Board of Directors state:

a) In the preparation of the Annual Accounts for the Financial Year ended 31st March,
2024, the applicable accounting standards have been followed along with proper
explanation relating to material departures;

b) The Directors have selected such accounting policies and applied them consistently
and made judgments and estimates that are reasonable and prudent so as to give a
true and fair view of the state of affairs of the Company at the end of the financial
year and profit and loss account of the Company for that period;

c) The Directors have 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 have prepared the annual accounts on a going concern basis.

e) The Directors have laid down internal financial controls to be followed by the company
and that such internal financial controls are adequate and are operating effectively.

f) The Directors have devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems are adequate and operating effectively.

40. Difference in valuation:

During the year under review there was no case of one time settlement with financial
institution so 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 are not applicable to the company.

41. Suspension of trading:

The equity shares of the Company have been listed and actively traded Main Board of
Bombay Stock Exchange of India Limited. There was no occasion wherein the equity
shares of the Company have been suspended for trading during the FY 2023-24.

42. Details of application made or any proceeding pending under the IBC
2016:

During the year under review no application was made further no any proceeding pending
under the Insolvency and Bankruptcy Code 2016 (31 of 2016) against the company.

43. Acknowledgement:

The Board of Directors acknowledges with gratitude for the co-operation and assistance
received from Bombay Stock Exchange of India Limited (BSE), Securities Exchange Board
of India (SEBI), Auditors, Advisors & Consultants other Intermediary service provider/s and
other Investor/s for their continuous support for the working of the Company.

The Board of Directors also take this opportunity to extend its sincere thanks for co¬
operation and assistance received by the Company from the Central - State -Local
Government and other regulatory authorities Bankers and Members. The Directors also
record their appreciation of the dedication of all the employees at all levels for their
support and commitment to ensure that the Company continues to grow.

Registered Office: For and on behalf of Board of Directors

Gala No. 1, Champion Compound G. K. P. Printing & Packaging Limited

Opp Chachas Dhaba, CIN-L21012MH2018PLC307426

Vasai, Palghar
Maharastra-401208

India Sd/-

Date: - 02^th September, 2024 Keval Goradia

Place: -Mumbai Managing Director& Chairman

DIN No: - 07295358

Sd/-

Payal Goradia
Executive Director
DIN No: - 08101269