Directors Report of Kiran Print Pack Ltd.

Mar 31, 2014

The Members,

Kiran Print Pack Limited,

The Directors have pleasure in presenting the 25th Annual Report of your company together with the Audited Accounts for the year ended 31st March 2014.

FINANCIAL HIGHLIGHTS

Your company''s performance during the year as compared with the previous year is summarized as below:

(Rs. in Lacs)

For the year ended For the year ended 31st March, 2014 31st March, 2013

Revenue from operations 21.19 37.99

Other income 3.09 3.00

Profit /(Loss)before exceptional items and tax (21.45) (8.80)

Profit / (Loss) for the year 44.78 (54.62)

Balance Carried Forward to Balance Sheet (152.40) (197.19)

Basic & Diluted EPS .90 (1.09)

OPERATIONS:

The turnover /income from operation of the Company have been recorded at Rs. 21.19 Lacs during the year under review, operating income reduced in comparison with previous Financial Year recorded at Rs.37.99 Lacs of the Company.

The turnover and operating margins in an environment of lower demand has put severe pressure on the Company''s turnover and profitability. During the year under review, the continuous efforts of the Company to streamline and optimize its operations.

DIVIDEND:

In view of the losses incurred by the Company, your Directors have not recommended any dividend for the financial year ended 31stMarch 2014.

MATERIAL CHANGE:

There was no material change affecting the financial position of the company between the date of Balance Sheet and the date of this Report.

CHANGE OF THE REGISTERED OFFICE

The Board of Directors at their meeting held on 30th May 2013, approved the change of Registered Office of the Company to W- 166 E, TTC Industrial Area, MIDC Pawane, Navi Mumbai- 400709 and same was approved by the members of KIRAN PRINT PACK LIMITED the resolutions processed or conducting by way of Postal Ballot and result declare on 9thJuly 2013.

SHARE CAPITAL

During the year under review, your Company''s Authorized Share Capital has remain unchanged at Rs.6,00,00,000 (Rupees Six Core) comprising 60,00,000 Equity Shares of Rs.10/- each.

During the year under review, your Company''s Paid-up Equity Share Capital has also remained unchanged at Rs.5,00,29,000 (Rupees Five Crore Twenty Nine Thousand) comprising 50,02,900 Equity Shares of 10/- each.

SUBSIDIARY COMPANIES:

The Company does not have any subsidiary as on 31st March, 2014.

EMPLOYEES STOCK OPTION SCHEME(S):

During the year ended 31st March 2014. The Company has not floated any scheme in relation to Employees Stock Option(s) and no such further plans have been initiated at present in this regards.

RISK MANAGEMENT:

The Company has established system and framework to control the risk management. Under this system management identified across all business processes of the Company on continuous basis and when management identified, these risks are systematically catego- rized and proper procedures for risk assessment and minimization thereof have been laid down by the management of the Company in accordance with the Company''s exposure to the all types of business risks involved in the operations of the Company.

PUBLIC DEPOSITS:

The Company has not accepted any public deposits during the financial year under section 58A of the Companies Act, 1956 (correspond- ing to section 73 of the Companies Act, 2013) read with Companies (Acceptance of Deposits) Rules, 1975.

PARTICULAR OF EMPLOYESS:

Information as per Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended from time to time is not given, as there is no employee drawing salary more than that mentioned under the said section.

EMPLOYEE RELATIONS:

Your Directors wish to place on record its appreciation of the contribution made by all the employees in ensuring the highest levels of performance and growth that your company has achieved during the year.

SAFETY, HEALTH AND ENVIRONMENT:

Your Company recognizes its role in health and safety, as well as its responsibility towards environment and society. Your Company''s goals are: no accidents, no injuries to people and no damage to environment. Safety and security of personnel, assets and environmen- tal protection are also on top of the agenda of the Company. Clean environment and sustainable development integrated with the business objective is the focus of operations of the Company.

DIRECTORS:

Mr. Karan Kamal Mohta, director of the company retires by rotation and being eligible offers himself for re-appointment.

Mr. Karan Kamal Mohta was appointed as an Managing director of the company and Mrs. Sudha Mohta (lady director) was appointed as an additional director of the company on Board Meeting dated 14th August 2014 and same was recommended to shareholder approval in forthcoming Annual General Meeting .

(We regret to informed you that Mr. Kamal Kumar Mohta, Managing Director of the company was suffering from major ailment and passed away on 27th April 2014 and he was associated with the company since inception.)

DIRECTORS'' RESPONSIBILITY STATEMENT

As required under Section 217(2AA) of the Companies Act, 1956(corresponding to section 134(5) of the Companies Act,2013) it is hereby stated that:

1. In the preparation of the annual accounts, the applicable accounting standards have been followed along with the proper explana- tion relating;

2. The Directors have selected such accounting policies and applied them consistently except as otherwise stated in the Notes on Accounts and made judgments and estimate that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at end of the financial year (March 31st, 2014) and of the loss of the Company for the Period under review;

3. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of all applicable laws for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

4. The Directors had prepared the accounts on a "going concern" basis; and

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

AUDITORS:

The present Auditors of your Company, M/s. ASL & Co., Chartered Accountants, Mumbai, hold office until the conclusion of this Annual General Meeting. They have signed their willingness to accept re-appointment and have further confirmed their eligibility under Section 141 of the Companies Act, 2013

AUDITORS'' REPORT & NOTES ON ACCOUNTS

The observations made by the Auditors are self-explanatory and have also been further amplified in the Notes to Accounts.

AUDIT COMMITTEE

The Company has an Independent Audit Committee, which is headed by Mr. Dwarkadas Deokishan Bagri and comprises of Mrs. Sudha Mohta, Mr. Sanjay Kumar Loiwal as members The Audit Committee of the Company has been constituted as per provision of Section 177 of the Companies Act, 2013 (corresponding to section 292A of the Companies Act, 1956) and clause 49 of the Listing Agreement. The Audit Committee of the Company is entrusted with the responsibility to supervise the Company''s internal controls and financial.

CORPORATE GOVERNANCE REPORT

Pursuant to clause 49 of the Listing Agreement with Stock Exchange Corporate Governance Report, the certificate as per the require- ment of Clause 49 (V) of the Listing Agreement by the CEO/CFO, and Certificate regarding Compliance of conditions of Corporate Governance are annexed to the Annual Report.

EMPLOYEES WELFARE

The company''s focus on welfare and improving the quality of lives of its people has continued as before. In order to improve the standard of living of our employees, we have been providing educational assistance to the children of employees. Safety in all aspects of work and even personal safety is of utmost importance and the company is taking all possible steps to ensure a safe working condition for all employees.

MANAGEMENT DISCUSSION AND ANALYSIS

As required by Clause 49 of the Listing Agreement with the stock Exchanges, a Management Discussion and Analysis is appended to the Annual Report.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION:

The information relating to the conservation of energy, technology absorption and foreign exchange earnings and outgo as required to be disclosed under the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988, is given in Annexure forming part of this Report.

ACKNOWLEDGEMENT

Your Directors would like to acknowledge and place on record their sincere appreciation to all stakeholders - Clients, Financial Institutions, Banks the Company''s valued investors and all other business partners for their continued co-operation and excellent support received during the year. Your Directors recognize and appreciate the efforts and hard work of all the employees of the Company and their continued contribution to its progress. and look forward to their continued support in the future.

For and on behalf of the Board of directors

Place: Navi Mumbai Mr.Karan Kamal Mohta Date : 14th August, 2014 Chairman of the Meeting (Managing Director) (DIN : 02138590 )

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Mar 31, 2012

To, The Members of Kiran Print Pack Limited,

The Directors have pleasure in presenting the 22nd Annual Report of your company together with the Audited Accounts for the year ended 31st March 2012.

FINANCIAL RESULTS

Your company’s performance during the year as compared with the previous year is summarized as below:

(Rs, in Lacs) For the year ended For the year ended 31st March, 2012 31st March, 2011

Revenue from operations 57.07 46.59

Other income 283 1063

Profit /(Loss)before exceptional items and tax

Profit for the year (9.47) (91.05)

Balance Carried Forward to Balance Sheet 57) (133 10)

Basic & Diluted EPS (019) (182)

OPERATIONS:

The turnover /income from operation of the Company has been recorded at Rs. 57.07 Lacs during the year under review, operating income increased in comparison with previous Financial Year recorded at Rs.46.59 Lacs of the Company .

The turnover and operating margins in an environment of lower demand has put severe pressure on the Company’s turnover and profitability. During the year under review, the continuous efforts of the Company to streamline and optimize its operations.

DIVIDEND:

In view of the losses incurred by the Company, your Directors have not recommended any dividend for the financial year ended March 31, 2012.

MATERIAL CHANGE:

There was no material change affecting the financial position of the company between the date of Balance Sheet and the date of this Report.

EMPLOYEES STOCK OPTION SCHEME(S):

During the year ended 31st March 2012. The Company has not floated any scheme in relation to Employees Stock Option(s) and no such further plans have been initiated at present in this regards.

RISK MANAGEMENT:

The Company has established system and framework to control the risk management. Under this system management identified across all business processes of the Company on continuous basis and when management identified, these risks are systematically categorized and proper procedures for risk assessment and minimization thereof have been laid down by the management of the Company in accordance with the Company’s exposure to the all types of business risks involved in the operations of the Company.

Public deposits:

The company has not accepted any public deposits during the financial year under section 58A of the companies act, 1956 read with companies (acceptance of deposits) rules, 1975.

Particular of employess:

Information as per section 217(2A) of the companies act, 1956 read with the companies (particulars of employees) rules, 1975 as amended from time to time is not given, as there is no employee drawing salary more than that mentioned under the said section. Employee relations:

Your directors wish to place on record its appreciation of the contribution made by all the employees in ensuring the highest levels of performance and growth that your company has achieved during the year.

Safety, health and environment:

Your company recognizes its role in health and safety, as well as its responsibility towards environment and society. Your company's goals are: no accidents, no injuries to people and no damage to environment. Safety and security of personnel, assets and environmental protection are also on top of the agenda of the company. Clean environment and sustainable development integrated with the business objective is the focus of operations of the company.

Directors:

Shri sanjay kumar loiwal, director of the company retires by rotation and being eligible offers himself for re-appointment. Directors’ responsibility statement

As required under section 217(2AA) of the companies act, 1956 it is hereby stated that:

1. In the preparation of the accounts, the applicable accounting standards have been followed;

2. The directors have selected such accounting policies and applied them consistently except as otherwise stated in the notes on accounts and made judgments and estimate that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at end of the financial year and of the loss of the company for the period under review

3. The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of the companies act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; and

4. The directors had prepared the accounts on a "going concern” basis.

Auditors:

The present auditors of your company, m/s. Asl & co., chartered accountants, mumbai, hold office until the conclusion of this annual general meeting and being eligible, offer themselves for reappointment.

Auditors’ report& notes on accounts

The observations made by the auditors are self-explanatory and have also been further amplified in the notes to accounts.

Audit committee

The company has an independent audit committee, which is headed by sh. Dwarkadas bagari and comprises of sh. Karan kamal mohta, sh. Sanjay kumar loiwal as members the audit committee of the company has been constituted as per provision of section 292A of the companies act, 1956 and clause 49 of the listing agreement. The audit committee of the company is entrusted with the responsibility to supervise the company’s internal controls and financial Corporate governance report

Pursuant to clause 49 of the listing agreement with stock exchange corporate governance report, the certificate as per the requirement of clause 49 (v) of the listing agreement by the ceo/cfo, and certificate regarding compliance of conditions of corporate governance are annexed to the annual report.

MANAGEMENT ANALYSIS AND DISCUSSION

As required by Clause 49 of the Listing Agreement with the stock Exchanges, a Management Discussion and Analysis is appended to the Annual Report.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION:

The information relating to the conservation of energy, technology absorption and foreign exchange earnings and outgo as required to be disclosed under the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988, is given in Annexure forming part of this Report.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the continual co-operation the company received from Bankers, Financial Institutions, Shareholders, Dealers and Suppliers and also acknowledges the invaluable contribution made by the employees and look forward to their continued support in the future.

For and on behalf of the Board of directors

Place: Mumbai Kamal Kumar Mohta

Date : 6th August, 2012 Chairman of the Meeting

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Mar 31, 2010

The Directors herewith present the Twenty First Annual Report and the Audited Accounts for the year ended 31st March, 2010.

Financial Results:

(Rs. in lacs)

31.03.2010 31.03.2009

Operating Income 70.17 51.63

Other Income 15.02 39.55

Profit before Depreciation 17.96 33.73

Less: Depreciation 26.66 23.06

Profit after Depreciation (8.70) 10.67

Less/(Add): Provision for Taxation

Current Tax 0.00 1.08

DeferredTax 41.03 1.69

Fringe Benefit Tax 0.00 0.71

Tax Adjustments in respect

of earlier years (0.47) 0.00

Profit/(Loss) after Tax (49.26) 7.19

Add: Balance as per last

Balance Sheet 7.21 0.02

Balance Carried Forward to

Balance Sheet (42.05) 7.21

Dividend:

In order to conserve the resources and insufficient profits, the Directors do not recommend any Dividend for the year.

Operations:

During the year under review, the continuous efforts of the Company to streamline and optimize its operations and aggressive marketing has resulted an increase in operating income of Rs. 70.17 lacs which is higher by 35.91 percent over the previous Financial Year and recorded Rs. 15.02 lacs as the other income which includes rent and interest income.

Your Company is keenly interested to induct new technology and upgrade the existing technology to remain as one of the leading player and competent amongst the peers in the printing and packaging industry

Directors Responsibility Statement:

Your Directors confirm that:

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 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 this act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

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

Corporate Governance:

Pursuant to clause 49 of the Listing Agreement with Stock Exchange, Management Discussion and Analysis, Corporate Governance Report, the certificate as per the requirement of Clause 49 (V) of the Listing Agreement by the CEO/CFO, and Practicing Company Secretarys Certificate regarding Compliance of conditions of Corporate Governance are annexed to the Annual Report (Annex I).

Public Deposits:

Your company had not accepted any Public deposits during the year under review.

Energy, Technology Absorption and Foreign Exchange:

Information required under Section 217(l)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 is not given as the Company has been advised that the same are not applicable to it considering that the company has no activity relating to conservation of energy and technology absorption.

During the year under review, there were no foreign exchange earnings and outgo of foreign exchange for Stores and Spares was Rs. 110,455 ( Previous Year Rs. 7,173,783).

Auditors Report:

With regard to the qualifications mentioned in the Auditors Report, note No. 2 of the Notes to Accounts is self-explanatory.

Directors:

Shri Kishore Kumar Mohta and Smt. Kanta Mundra have resigned from the directorship w.e.f. April 2, 2010. The Bpard of Directors has appointed Shri Karan Kamal Mohta as Non-executive additional Directors and Shri Sanjay Kumar Loiwal as Non-executive Independent additional Directors w.e.f. April 2, 2010 and will hold office upto the date of the forthcoming Annual General Meeting and are eligible for appointment as Directors in the Annual General Meeting.

Shri Dwarkadas Bagri, Director, retires at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment.

Employee Relations:

Your Directors wish to place on record its appreciation of the contribution made by all employees in ensuring the highest levels of performance and growth that your company has achieved during the year.

Information as per Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended from time to time is not given, as there is no employee drawing salary more than that of mentioned under the said section.

Auditors:

The present Auditors of your Company, M/s. ASL & Co., Chartered Accountants, Mumbai, hold office until the conclusion of this Annual General Meeting and being eligible, offer themselves for re- appointment.

Appreciation:

The Board has pleasure in recording its appreciation for guidance and co-operation extended by the Bankers, the clients and vendors. The Directors take this opportunity to express their appreciation towards dedication, commitment and teamwork shown by the employees of the Company, and look forward to their continued support in the future.

For and on behalf of the Board of directors

Kamal Kumar Mohta

(Managing Director)

Mumbai, June 18,2010

Registered Office

111, Sanjay Mittal Estate-2,

Andheri Kurla Road, Andheri (E),

Mumbai-400 059.