Directors Report of Uma Converter Ltd.

Mar 31, 2025

Your directors are pleased to present the Twenty Sixth Annual Report
together with the Audited Financial Statements and Auditorsâ report
thereon for the year ended March 31, 2025.

1. FINANCIAL HIGHLIGHTS:

The summary of Financial Results for the Year ended March 31, 2025:

PARTICULARS	2024-25	2023-24
Revenue from Operation (Net)	22,754.42	18,102.21
Add: Other Income	30.32	532.67
Total Income	22,784.73	18,634.88
Less: Operating & Other Expenses	21,281.07	16,884.44
Profit Before Depreciation, Finance Cost and Tax	1,503.66	1,750.44
Less: Finance Cost	614.25	648.28
Less: Adjustments for carrying value of assets	0.00	0.00
Less: Depreciation and Amortization Expenses	510.59	488.74
Profit Before Tax	378.83	613.41
Less: Tax Expenses (Current & Deferred)	108.51	194.60
Profit After Tax	270.32	418.82
Less: Prior Year Adjustments	0.00	0.00
Add: Balance Brought Forward from last year	2,787.01	2,358.02
Profit Available for Appropriation	3,05733	2,776.83
APPROPRIATIONS:
Less: Utilised for issue of Bonus Shares	0.00	0.00
Less: Amount Transferred to General Reserves	0.00	0.00
Less: Dividend Paid	0.00	0.00
Less: Dividend Distribution Tax	0.00	0.00
Add: Income Tax of Earlier Years	2.44	10.18
Balance Carried over to Balance Sheet	3,05489	2,787.01

Notes:

1. There are no material changes and commitments affecting the financial position
of the Company between the end of the financial year and the date of this report.

2. Your Company doesnât have any subsidiaries so there is no need to prepare
consolidated financial statement for the F. Y. 2024-25.

2. OPERATIONAL REVIEW:

The Annual Audited Financial Statements for the financial year 2024-2025,
forming part of this Annual Report, have been prepared in accordance with
Indian Accounting Standards (Ind-AS) notified under Section 133 of the
Companies Act, 2013 read with Companies (Indian Accounting Standard) Rules,
2015 and presentation requirements of Division II of Schedule III of Companies
Act, 2013 and applicable Rules (hereinafter referred to as âthe Actâ)

In accordance with the provisions of Section 136(1) of the Act, the Company has
placed on its website www.umaconverter.com Annual Report of the Company
including Financial Statements for the financial year 2024-2025.

These documents will also be available for inspection during working hours at
the registered office of the Company at Santej, Gandhinagar. Any member
interested in obtaining such document may write to the Company Secretary and
the same shall be furnished on request.

Key Highlights on Financial Performance:

-Total Income: The total income increased by 22.27 % to Rs.227,84,73,338/-in
comparison to Rs. 186,34,88,626 /-of Previous Financial Year 2023-2024.
-EBIDTA: The EBIDTA of the Company for the year 2024-25 is Rs. 5,03,66,821
in comparison to Rs. 17,50,44,319 /- of Previous Financial Year 2023-2024.
-PAT: The PAT of the Company for the year 2024-25 is Rs. 2,70,32,036/- in
comparison to Rs. 4,18,81,630 /- of Previous Financial Year 2023-2024.

ISO CERTIFICATION:

Your Company accords utmost importance to Environment, Health & Safety
(EHS) at each and every stage of its business operations through its EHS
Management System which provides a structured framework for managing the
Environment and Occupation Health & safety risks and opportunities and is
dedicated in providing a safe and healthy working environment to all its
employees and workers. Our health and safety policy takes into account all
occupational hazards and diligently undertakes efforts to propagate training on
workplace safety. Further, our environmental approach also focuses on
improving our existing processes and systems and adopting more efficient
processes to reduce our carbon footprint and safeguard our natural resources.
Company is an ISO 9001:2015 & 22000:2018 approved and certified by Alcumus
ISOQAR. Our Company (UNIT II) is certified by Alcumus ISOQAR for BRCGS
standard as Global Standard for Packaging Materials.

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, 2025.

4. RESERVES:

The Company has not transferred any amount to the General Reserves. However,
a profit of Rs. 270.32 Crores has been transferred to Reserves & Surplus.

5. CAPITAL STRUCTURE:

During the year under review your company has not made any allotment of
shares, accordingly the Authorised Share Capital of the Company as on the date
of balance sheet stood at Rs. 22,00,00,000/- divided into 2,20,00,000 equity
shares of Rs. 10/- each and the Paid-up Share Capital of the Company as on the
date of balance sheet stood at Rs. 20,27,42,860/- (Rupees Twenty Crore
Twenty-Seven Lacs Forty-Two Thousand Eight Hundred Sixty Only) divided into
2,02,74,286 (Two Crore Two Lacs Seventy-Four Thousand Two Hundred Eighty-
Six) Equity Shares of Rs. 10/- (Rupees Ten Only) each.

6. SUBSIDIARY/JOINT VENTURE COMPANIES:

Your Company does not have any subsidiary, joint venture or associate company
which have become or ceased to be one during the year under review.

7. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Management Discussion and Analysis Report prepared pursuant to SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 forms part this
Directorsâ Report.

8. CORPORATE GOVERNANCE:

Corporate Governance Report prepared pursuant to SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 forms part of this Directorsâ
Report.

9. SECRETARIAL STANDARDS:

During the year under review, your Company has complied with the applicable
provisions of Secretarial Standard-1 and Secretarial Standard-2 issued by the
Institute of Company Secretaries of India.

10. VIGIL MECHANISM:

Your Company promotes ethical behavior in all its business activities and has
put in place a mechanism for reporting illegal or unethical behavior. The
Company has a Vigil mechanism and Whistle blower policy under which the
employees are free to report violations of applicable laws and regulations and
the Code of Conduct. Employees may also report to the Chairman of the Audit
Committee. During the year under review, no employee was denied access to
the Audit Committee. Whistle blower policy of the Company has been uploaded
on the website of the Company and can be accessed at www.umaconverter.com.

11. CODE OF PRACTICES AND PROCEDURES FOR FAIR DISCLOSURE OF
UNPUBLISHED PRICE SENSITIVE INFORMATION.

Pursuant the Securities and Exchange Board of India (Prohibition of Insider
Trading) Regulations, 2015, the Company has adopted (1) ''âCode of Practices
and Procedures for Fair Disclosure of Unpublished Price Sensitive Information"
(âFair Disclosure Codeâ) incorporating a policy for determination of
âLegitimate Purposesâ as per Regulation 8 and Schedule A to the said
regulations and (2) âCode of Conduct to Regulate, Monitor and Report Trading
by Designated Personsâ as per Regulation 9 and Schedule B to the said
regulations.

12. INSURANCE:

Your Companyâs assets are adequately insured against all major risks.

13. PUBLIC DEPOSITS:

Your Company has not accepted any Public Deposits as defined under Section
73 of the Companies Act, 2013 and rules framed there under.

14. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT:

Details of Loans, Guarantees and Investments covered under the provisions of
Section 186 of the Companies Act, 2013 are given in the notes to the Financial
Statements.

15. CORPORATE SOCIAL RESPONSIBILITY:

In accordance with the provisions of Section 135 of the Companies Act, 2013 and
the rules framed there under the Company has constituted a Corporate Social
Responsibility Committee of Directors. The composition of the CSR committee,
as per the applicable provisions of the Act and Rules, is as follows:

Mr. Ashok Ruplal Kavdia - Chairperson
Mr. Sumer Raj Lodha - Member
Mrs. Nirmala Lodha - Member

The role of the Committee is to formulate annual action plan in pursuance of
CSR policy and review CSR activities of the Company periodically and
recommend to the Board amount of expenditure to be spent on CSR annually.
CSR policy of the Company, inter alia, provides for CSR vision of the Company
including proposed CSR activities and its implementation, monitoring and
reporting framework.

Annual Report on CSR activities carried out by the Company during FY 24-25 is
enclosed as Annexure A to this report.

16. DIRECTORSâ RESPONSIBILITY STATEMENT:

Pursuant to the requirements under Section 134(3)(c) of the Companies Act,
2013, with respect to Directorsâ Responsibility Statement, your Directors
hereby confirm the following:

a) In the preparation of the annual accounts for the financial year ended March
31, 2025, the applicable accounting standards have been followed;

b) The directors have selected such accounting policies and applied consistently
and made judgements 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 have taken proper and sufficient care towards 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, which are adequate
and operating effectively;

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

17. AUDITORS:

Statutory Auditor:

M/s. Jain Chowdhary & CO., Chartered Accountants, (Firm Registration No:
113267W) was appointed as the Statutory Auditors of the Company to hold
office as the Statutory Auditors of the Company for the period of 5 years from
conclusion of 25th AGM till the conclusion of the 30th AGM of the Company to
be held in the year 2029.

The Auditorsâ Report does not contain qualification remark and the Notes on
financial statements referred to in the Auditorsâ Report are self-explanatory
and do not call for any further comments.

Cost Auditors:

The Company has maintained adequate Cost records required to be maintained
in terms of the Companies Act, 2013. Your directors have on the
recommendation of the Audit committee, re-appointed M/s. J. B. Mistri & Co.,
Cost and Management Accountants (FRN: 101067), as the Cost Auditor to audit
the cost records for the financial year ending 31^st March 2025. Remuneration
payable to the Cost Auditor is subject to ratification by the members of the
Company. Accordingly, a resolution seeking membersâ ratification for the
remuneration payable to M/s. J. B. Mistri & Co., Cost and Management
Accountants (FRN: 101067), is included in the Notice convening the Annual
General Meeting, along with relevant details, including the proposed
remuneration

Secretarial Audit:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the
Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, the Board of Directors have appointed M/s. Prachi Bansal and Associates,
Practicing Company Secretary, to undertake the Secretarial Audit of the
Company for FY 2024-25. Secretarial Audit Report for FY 2024-25 is enclosed
as Annexure-A to this report.

Further, pursuant to amended Regulation 24A of SEBI Listing Regulations, and
subject to approval of members being sought at the ensuing AGM, M/s. VTSN
and Associates, Practicing Company Secretaries has been appointed as a
Secretarial Auditor to undertake the Secretarial Audit of your Company for the
term of five consecutive financial years from FY 2025-26 till FY 2029-30.

M/s. VTSN and Associates, Practicing Company Secretaries has confirmed that
they are not disqualified to be appointed as a Secretarial Auditor and is eligible
to hold office as Secretarial Auditor of your Company.

The Secretarial Audit Report of your Company does not contain any
qualification, remark and statements referred to in the Auditorsâ Report are
self-explanatory and do not call for any further comments.

Internal Auditors:

Pursuant to the provisions of Section 138 of the Companies Act, 2013 and The
Companies (Accounts) Rules, 2014, M/s. Rajendra R Jain and Co, Chartered
Accountants was appointed by the Board of Directors to conduct internal audit
of the Company for the financial year 2025-2026.

18. RISK MANAGEMENT AND INTERNAL FINANCIAL CONTROL

Your Company has an Internal Financial Control System commensurate with
the size, scale and complexity of its operations. Your Company has adopted
proper system of Internal Control and Risk Management to ensure that all
assets are safeguarded and protected against loss from unauthorized use or
disposition and that the transactions are authorized, recorded and reported
quickly.

19. REPORTING ON SUSTAINABILITY

We are continuously striving to promote better and more effective
sustainability policy and practices. In order to ensure transparent
communication of our sustainability efforts to all our stakeholders we have
made conscious efforts through technology innovation and effective
communication and transparency.

20. SIGNIFICANT AND MATERIAL ORDERS:

There are no significant and material orders passed by any regulator or court
or tribunal impacting the going concern status and your Companyâs operations
in future.

21. MEETINGS OF THE BOARD:

The Board met 7 (Seven) times during the financial year 2024-25. Details of
meetings are given in the Corporate Governance Report annexed herewith and
forms part of this report. The intervening gap between the Meetings was within
the period prescribed under the Companies Act, 2013 and the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.

22. BOARD EVALUATION:

The Board carried out an annual performance evaluation of its own
performance and that of its committees and independent directors as per the
formal mechanism for such evaluation adopted by the Board. The performance
evaluation of the Chairman, the Non-Independent Directors and the Board as a
whole was carried out by the Independent Directors in a Separate Meeting held
on February 8, 2025. The exercise of performance evaluation was carried out
through a structured evaluation process covering various criteria as
recommended by the Nomination and Remuneration Committee. Based on
performance of the board as a whole and its committees were proactive,
effective and contributing to the goals of the Company.

23. RELATED PARTY TRANSACTIONS:

Pursuant to the provisions of Section 188 of Companies Act, 2013. All the related
party transactions entered into during the financial year under review were in
ordinary course of business and on an armâs length basis. There were no
materially significant transactions with related parties during the financial
year which were in conflict with the interest of the Company. Accordingly,
information in Form AOC-2 is not annexed.

All Related Party Transactions are placed before the Audit Committee and the
Board for approval. Prior omnibus approval of the Audit Committee is obtained
for the transactions which are of a foreseen and repetitive nature. The
transactions entered into pursuant to the omnibus approval so granted are
placed before the Audit Committee and the Board of Directors for their review
and approval on a quarterly basis.

The policy on Related Party Transactions as approved by the Board is uploaded
on the Companyâs website www.umaconverter.com The details of the transactions
with Related Party are provided in the accompanying financial statements.

24. DIRECTORS AND KMP:

During the year under review, on recommendation of Nomination and
Remuneration Committee, the Board of Directors of the Company at its Meeting
held on February 25, 2025 approved re-appointment of Mr. Sumer Raj Lodha
(DIN: 00033283) as Managing Director w.e.f. February 28, 2025 for a further
period of 5 years, subject to the approval of members at ensuing annual general
meeting of the company.

Pursuant to Section 152 of the Companies Act, 2013 and the Articles of
Association of the Company, Mr. Abhishek Lodha (DIN: 07106811), Director of
the Company is liable to retire by rotation at the ensuing Annual General
Meeting and being eligible, offers himself for re-appointment.

After the closure of financial year, the Board of Directors of the Company at
their meeting held on August 25, 2025 have approved re-appointment of Mr.
Pradeep Lodha (DIN: 01560437), as an Independent Director of the Company
for a further period of five years w.e.f. April 19, 2026, subject to the approval
of members at ensuing annual general meeting of the company
The requisite particulars in respect of Directors seeking appointment/re-
appointment are given in Notice convening the Annual General Meeting.

All the directors of the Company have confirmed that they are not disqualified
from being appointed as directors in terms of Section164 of the Companies Act,
2013.

Details of policy of appointment and remuneration of directors has been
provided in the Corporate Governance Report.

Independent Director Declaration:

2013. The Independent Directors of the Company have confirmed that they have
enrolled themselves in the Independent Directorsâ Databank maintained with
the Indian Institute of Corporate Affairs (''IICAâ) in terms of Section 150 of the
Act read with Rule 6 of the Companies (Appointment & Qualification of
Directors) Rules, 2014.

25. COMMITTEES OF BOARD

With an objective of strengthen the governance standards and to comply with
the applicable statutory provisions, the Board has constituted various
committees. Details of such Committees constituted by the Board are given in
the Corporate Governance Report, which forms part of this Annual Report.

26. REPORTING OF FRAUD:

During the year under review, the Statutory Auditors and Secretarial Auditors
have not reported any instances of frauds committed in the Company by its
officers or employees, to the Audit Committee under Section 143(12) of the Act
details of which needs to be mentioned in this Report.

27. PREVENTION OF SEXUAL HARASSMENT:

As per the requirement of the provisions of the Sexual Harassment of Women
at Workplace (Prevention, Prohibition & Redressal) Act, 2013 read with rules
made thereunder, your Company has laid down a Prevention of Sexual
Harassment (POSH) Policy and has constituted Internal Complaints Committees
(ICs) at all relevant locations across India to consider and resolve the
complaints related to sexual harassment. The ICs include external members
with relevant experience. The ICs, presided by senior women, conduct the
investigations and make decisions at the respective locations. Your Company
has zero tolerance on sexual harassment at the workplace. The ICs also work
extensively on creating awareness on relevance of sexual harassment issues,
including while working remotely. The employees are required to undergo
mandatory training on POSH to sensitize themselves and strengthen their
awareness.

During the year under review, your Company has not received any complaint
pertaining to sexual harassment.

28. COMPLIANCE UNDER THE MATERNITY BENEFIT ACT, 1961

The Company has complied with the applicable provisions of the Maternity
Benefit Act, 1961. All eligible women employees have been extended the benefits
as prescribed under the Act. The Company remains committed to supporting
working mothers and promoting a gender-inclusive workplace.

29. ANNUAL RETURN:

Pursuant to Section 92(3) read with Section I34(3)(a) of the Act, the Annual
Return as on March 31, 2025 is available on the Companyâs website at
www.umaconverter.com

30. PARTICULARS OF EMPLOYEES:

A statement containing the names and other particulars of employees in
accordance with the provisions of section 197(12) of the Companies Act, 2013
read with rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is appended as Annexure-B to this report.

The information required under Rules 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms
part of this Annual Report. Having regard to the provisions of Section 134 and
Section 136 of the Companies Act, 2013, the Reports and Accounts are being sent
to the Members excluding such information. However, the said information is
available for inspection by the Members at the Registered Office of the Company
during business hours on working days of the Company up to the date of ensuing
AGM. Any shareholder interested in obtaining a copy of such statement may
write to the Company Secretary at the Registered Office of the Company or eÂ¬
mail to [email protected].

31. DISCLOSURE WITH RESPECT TO CONSERVATION OF ENERGY,
TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND
OUTGO:

The particulars under Section 134(3)(m) of the Companies Act, 2013 with
respect to conservation of energy, technology absorption and foreign exchange
earnings and outgo, pursuant to the Companies (Accounts) Rules, 2014 are
provided in the Annexure-C to the Report.

32. GENERAL

The Board of Directors state that no disclosure or reporting is required in respect
of the following matters, as there were no transactions or applicability
pertaining to these matters during the year under review:

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

ii) Scheme of provision of money for the purchase of its own shares by
employees or by trustees for the benefit of employees.

iii) Payment of remuneration or commission from any of its subsidiary
companies to the Managing Director of the Company.

iv) Change in the nature of business of the Company

v) Issue of debentures/bonds/warrants/any other convertible securities.

vi) Details of any application filed for corporate insolvency under Corporate
Insolvency Resolution Process under the Insolvency and Bankruptcy Code,
2016.

vii) Instance of one-time settlement with any Bank or Financial Institution.

33. ACKNOWLEDGMENTS:

Your Company has maintained healthy, cordial and harmonious industrial
relations at all levels. The enthusiasm and unstinted efforts of the employees
have enabled your Company to remain at the forefront of the industry. Your
directors place on records their sincere appreciation for significant contributions
made by the employees through their dedication, hard work and commitment
towards the success and growth of your Company. Your directors take this
opportunity to place on record their sense of gratitude to the Banks, Financial
Institutions, Central and State Government departments, their Local Authorities
and other agencies working with the Company for their guidance and support.

For, Uma Converter Limited For, Uma Converter Limited

Sd/- Sd/-

Sumer Raj Lodha Nirmala Lodha

Chairman and Managing Director Director

DIN: 00033283 DIN: 00033246

Date: August 25, 2025
Place: SANTEJ-GANDHINAGAR

Mar 31, 2024

Your directors are pleased to present the Twenty Fifth Annual Report together with the Audited Financial Statements and Auditorsâ report thereon for the year ended March 31, 2024.

1. FINANCIAL HIGHLIGHTS:

The summary of Financial Results for the Year ended March 31, 2024:

fRc: Tn

PARTICULARS	2023-24	2022-23
Revenue from Operation (Net)	18,102.21	17,771.08
Add: Other Income	532.67	25.46
Total Income	18,634.88	17,796.55
Less: Operating & Other Expenses	16,884.44	16,441,.12
Profit Before Depreciation, Finance Cost and Tax	1,750.44	1,355.43
Less: Finance Cost	648.28	771.81
Less: Adjustments for carrying value of assets	0.00	0.00
Less: Depreciation and Amortization Expenses	488.74	533-74
Profit Before Tax	613.41	49-88
Less: Tax Expenses (Current & Deferred)	194.60	(65.93)
Profit After Tax	418.82	107.48
Less: Prior Year Adjustments	0.00	0.00
Add: Balance Brought Forward from last year	2,358.02	2,136.21
Profit Available for Appropriation	2,776.83	2,243.69
APPROPRIATIONS:
Less: Utilised for issue of Bonus Shares	0.00	0.00
Less: Amount Transferred to General Reserves	0.00	0.00
Less: Dividend Paid	0.00	0.00
Less: Dividend Distribution Tax	0.00	0.00
Add: Income Tax of Earlier Years	10.18	114.32
Balance Carried over to Balance Sheet	2,787.01	2,358.02

Notes:

1. There are no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this report.

2. Your Company doesnât have any subsidiaries so there is no need to prepare consolidated financial statement for the F. Y. 2023-24.

2. OPERATIONAL REVIEW:

The Annual Audited Financial Statements for the financial year 2023-2024, forming part of this Annual Report, have been prepared in accordance with Indian Accounting Standards (Ind-AS) notified under Section 133 of the Companies Act, 2013 read with Companies (Indian Accounting Standard) Rules, 2015 and presentation requirements of Division II of Schedule III of Companies Act, 2013 and applicable Rules (hereinafter referred to as âthe Actâ).

In accordance with the provisions of Section 136(1) of the Act, the Company has placed on its website www.umaconverter.com Annual Report of the Company including Financial Statements for the financial year 2023-2024.

These documents will also be available for inspection during working hours at the registered office of the Company at Ahmedabad, Gujarat. Any member interested in obtaining such document may write to the Company Secretary and the same shall be furnished on request.

Key Highlights on Financial Performance:

Total Income: The total income increased by 4.71 % to Rs. 186,34,88,626 in comparison to Rs. 177,96,55,928 /-of Previous Financial Year 2022-2023.

EBIDTA: The EBIDTA also increased by 29.14 % to Rs. 17,50,44,319 in comparison to Rs. 13,55,43,193/- of Previous Financial Year 2022-2023.

PAT: The PAT of the Company also increased by 289.66 % to Rs. 4,18,81,630 in comparison to Rs. 1,07,48,152/- of Previous Financial Year 2022-2023.

ISO CERTIFICATION:

environmental approach also focuses on improving our existing processes and systems and adopting more efficient processes to reduce our carbon footprint and safeguard our natural resources.

Company is an ISO 9001:2015 & 22000:2018 approved and certified by Alcumus ISOQAR. Our Company (UNIT II) is certified by Alcumus ISOQAR for BRCGS standard as Global Standard for Packaging Materials.

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. RESERVES:

The Company has not transferred any amount to the General Reserves. However, a profit of Rs. 4.18 Crores has been transferred to Reserves & Surplus.

5. CAPITAL STRUCTURE:

During the year under review your company has not made any allotment of shares, accordingly the Authorised Share Capital of the Company as on the date of balance sheet stood at Rs. 22,00,00,000/- divided into 2,20,00,000 equity shares of Rs. 10/-each and the Paid-up Share Capital of the Company as on the date of balance sheet stood at Rs. 20,27,42,860/- (Rupees Twenty Crore Twenty-Seven Lacs Forty-Two Thousand Eight Hundred Sixty Only) divided into 20274286 (Two Crore Two Lacs Seventy-Four Thousand Two Hundred Eighty-Six) Equity Shares of Rs. 10/- (Rupees Ten Only) each.

6. SUBSIDIARY/JOINT VENTURE COMPANIES:

Your Company does not have any subsidiary, joint venture or associate company which have become or ceased to be one during the year under review.

7. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Management Discussion and Analysis Report prepared pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part this Directorsâ Report.

8. CORPORATE GOVERNANCE:

Corporate Governance Report prepared pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of this Directorsâ Report.

9. SECRETARIAL STANDARDS:

During the year under review, your Company has complied with the applicable provisions of Secretarial Standard-i and Secretarial Standard-2 issued by the Institute of Company Secretaries of India.

10. VIGIL MECHANISM:

Your Company promotes ethical behavior in all its business activities and has put in place a mechanism for reporting illegal or unethical behavior. The Company has a Vigil mechanism and Whistle blower policy under which the employees are free to report violations of applicable laws and regulations and the Code of Conduct. Employees may also report to the Chairman of the Audit Committee. During the year under review, no employee was denied access to the Audit Committee. Whistle blower policy of the Company has been uploaded on the website of the Company and can be accessed at www.umaconverter.com.

11. CODE OF PRACTICES AND PROCEDURES FOR FAIR DISCLOSURE OF UNPUBLISHED PRICE SENSITIVE INFORMATION.

Pursuant the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, the Company has adopted (1) ââCode of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information" (âFair Disclosure Codeâ) incorporating a policy for determination of âLegitimate Purposesâ as per Regulation 8 and Schedule A to the said regulations and (2) âCode of Conduct to Regulate, Monitor and Report Trading by Designated Personsâ as per Regulation 9 and Schedule B to the said regulations.

12. INSURANCE:

Your Companyâs assets are adequately insured against all major risks.

13. PUBLIC DEPOSITS:

Your Company has not accepted any Public Deposits as defined under Section 73 of the Companies Act, 2013 and rules framed there under.

14. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT:

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

15- CORPORATE SOCIAL RESPONSIBILITY:

The provisions of Section 135 of the Companies Act, 2013 read with Rule 9 of the Companies (Accounts) Rules, 2013 are not applicable to the Company.

16. DIRECTORSâ RESPONSIBILITY STATEMENT:

Pursuant to the requirements under Section I34(3)(c) of the Companies Act, 2013, with respect to Directorsâ Responsibility Statement, your Directors hereby confirm the following:

a) In the preparation of the annual accounts for the financial year ended March 31, 2024, the applicable accounting standards have been followed;

b) The directors have selected such accounting policies and applied consistently and made judgements 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 have taken proper and sufficient care towards 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, which are adequate and operating effectively;

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

17. AUDITORS:

Statutory Auditor:

M/s. Bhanwar Jain & Co., Chartered Accountants, (Firm Registration No: 117340W) was appointed as the Statutory Auditors of the Company for the term of 5 (five) consecutive years to hold office from the conclusion of 20^th AGM till the conclusion of 25^th Annual General Meeting of the Company. However after the closure of financial year M/s. Bhanwar Jain & Co., Chartered Accountants, (Firm Registration No. 117340W) vide their letter dated August 20, 2024 have resigned from the position of Statutory Auditors of the Company, resulting into a casual vacancy in the

office of Statutory Auditors of the Company as envisaged by section 139(8) of the Companies Act, 2013, Further, the Board of Directors at its meeting held on 22^ndAugust, 2024, as per the recommendation of the Audit Committee and pursuant to the provisions of Section 139(8) of the Companies Act, 2013, have appointed M/s Jain Chowdhary & Co., Chartered Accountants, (Firm Registration No. 113267W), to hold office as the Statutory Auditors of the Company till the conclusion of this 25^thAGM and have also recommended their appointment for the further period of 5 years from conclusion of 25^th AGM till the conclusion of the 30^th AGM of the Company to be held in the year 2029.

The Auditorsâ Report does not contain qualification remark and the Notes on financial statements referred to in the Auditorsâ Report are self-explanatory and do not call for any further comments.

Cost Auditors:

The Company has maintained adequate Cost records required to be maintained in terms of the Companies Act, 2013. Your directors have on the recommendation of the Audit committee, re-appointed M/s. J. B. Mistri & Co., Cost and Management Accountants (FRN: 101067), as the Cost Auditor to audit the cost records for the financial year ending 31^st March 2025. Remuneration payable to the Cost Auditor is subject to ratification by the members of the Company. Accordingly, a resolution seeking membersâ ratification for the remuneration payable to M/s. J. B. Mistri & Co., Cost and Management Accountants (FRN: 101067), is included in the Notice convening the Annual General Meeting, along with relevant details, including the proposed remuneration

Secretarial Audit:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors have appointed M/s. Prachi Bansal and Associates, Practicing Company Secretary, to undertake the Secretarial Audit of the Company for FY 202324. Secretarial Audit Report for FY 2023-24 is enclosed as Annexure-A to this report.

The Secretarial Audit Report of your Company does not contain any qualification, remark and statements referred to in the Auditorsâ Report are self-explanatory and do not call for any further comments.

Internal Auditors:

Pursuant to the provisions of Section 138 of the Companies Act, 2013 and The Companies (Accounts) Rules, 2014, M/s Kartik Jain & Co., Chartered Accountants

was appointed by the Board of Directors to conduct internal audit of the Company for the financial year 2023-2024.

18. RISK MANAGEMENT AND INTERNAL FINANCIAL CONTROL

Your Company has an Internal Financial Control System commensurate with the size, scale and complexity of its operations. Your Company has adopted proper system of Internal Control and Risk Management to ensure that all assets are safeguarded and protected against loss from unauthorized use or disposition and that the transactions are authorized, recorded and reported quickly.

19. REPORTING ON SUSTAINABILITY

We are continuously striving to promote better and more effective sustainability policy and practices. In order to ensure transparent communication of our sustainability efforts to all our stakeholders we have made conscious efforts through technology innovation and effective communication and transparency.

20. SIGNIFICANT AND MATERIAL ORDERS:

There are no significant and material orders passed by any regulator or court or tribunal impacting the going concern status and your Companyâs operations in future.

21. MEETINGS OF THE BOARD:

The Board met 6 (Six) times during the financial year 2023-24. Details of meetings are given in the Corporate Governance Report annexed herewith and forms part of this report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

22. BOARD EVALUATION:

The Board carried out an annual performance evaluation of its own performance and that of its committees and independent directors as per the formal mechanism for such evaluation adopted by the Board. The performance evaluation of the Chairman, the Non-Independent Directors and the Board as a whole was carried out by the Independent Directors in a Separate Meeting held on January 16, 2024. The exercise of performance evaluation was carried out through a structured evaluation process covering various criteria as recommended by the Nomination and Remuneration Committee. Based on performance of the board as a whole and its committees were proactive, effective and contributing to the goals of the Company.

23. RELATED PARTY TRANSACTIONS:

Pursuant to the provisions of Section 188 of Companies Act, 2013. All the related party transactions entered into during the financial year under review were in ordinary course of business and on an armâs length basis. There were no materially significant transactions with related parties during the financial year which were in conflict with the interest of the Company. Accordingly, information in Form AOC-2 is not annexed.

All Related Party Transactions are placed before the Audit Committee and the Board for approval. Prior omnibus approval of the Audit Committee is obtained for the transactions which are of a foreseen and repetitive nature. The transactions entered into pursuant to the omnibus approval so granted are placed before the Audit Committee and the Board of Directors for their review and approval on a quarterly basis.

The policy on Related Party Transactions as approved by the Board is uploaded on the Companyâs website www.umaconverter.com The details of the transactions with Related Party are provided in the accompanying financial statements.

24. DIRECTORS AND KMP:

Pursuant to Section 152 of the Companies Act, 2013 and the Articles of Association of the Company, Mrs. Nirmala Lodha, Director of the Company is liable to retire by rotation at the ensuing Annual General Meeting and being eligible, offers herself for re-appointment.

The requisite particulars in respect of Directors seeking re-appointment are given in Notice convening the Annual General Meeting.

All the directors of the Company have confirmed that they are not disqualified from being appointed as directors in terms of Sectioni64 of the Companies Act, 2013. Details of policy of appointment and remuneration of directors has been provided in the Corporate Governance Report.

Independent Director Declaration:

Your Company has received necessary declaration from each independent director under section 149(7) of the Companies Act, 2013 that they meet the criteria of independence laid down in section 149(6) of the Companies Act, 2013. The Independent Directors of the Company have confirmed that they have enrolled themselves in the Independent Directorsâ Databank maintained with the Indian Institute of Corporate Affairs (âIICAâ) in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment & Qualification of Directors) Rules, 2014.

25. COMMITTEES OF BOARD

With an objective of strengthen the governance standards and to comply with the applicable statutory provisions, the Board has constituted various committees. Details of such Committees constituted by the Board are given in the Corporate Governance Report, which forms part of this Annual Report.

26. REPORTING OF FRAUD:

During the year under review, the Statutory Auditors and Secretarial Auditors have not reported any instances of frauds committed in the Company by its officers or employees, to the Audit Committee under Section 143(12) of the Act details of which needs to be mentioned in this Report.

27. PREVENTION OF SEXUAL HARASSMENT:

Your Company has zero tolerance towards sexual harassment at the workplace and have a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder. As required under law, an Internal Complaints Committee has been constituted for reporting and conducting inquiry into the complaints made by the victim on the harassments at the work place. During the year under review, there were no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

28. ANNUAL RETURN:

Pursuant to Section 92(3) read with Section I34(3)(a) of the Act, the Annual Return as on March 31, 2024 is available on the Companyâs website at

www.umaconverter. com

29. PARTICULARS OF EMPLOYEES:

A statement containing the names and other particulars of employees in accordance with the provisions of section 197(12) of the Companies Act, 2013 read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is appended as Annexure-B to this report.

excluding such information. However, the said information is available for inspection by the Members at the Registered Office of the Company during business hours on working days of the Company up to the date of ensuing AGM. Any shareholder interested in obtaining a copy of such statement may write to the Company Secretary at the Registered Office of the Company or e-mail to [email protected].

30. DISCLOSURE WITH RESPECT TO CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The particulars under Section 134(3)(m) of the Companies Act, 2013 with respect to conservation of energy, technology absorption and foreign exchange earnings and outgo, pursuant to the Companies (Accounts) Rules, 2014 are provided in the Annexure-C to the Report.

31. GENERAL

The Board of Directors state that no disclosure or reporting is required in respect of the following matters, as there were no transactions or applicability pertaining to these matters during the year under review:

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

ii) Scheme of provision of money for the purchase of its own shares by employees or by trustees for the benefit of employees.

iii) Payment of remuneration or commission from any of its subsidiary companies to the Managing Director of the Company.

iv) Change in the nature of business of the Company

v) Issue of debentures/bonds/warrants/any other convertible securities.

vi) Details of any application filed for corporate insolvency under Corporate Insolvency Resolution Process under the Insolvency and Bankruptcy Code, 2016.

vii) Instance of one-time settlement with any Bank or Financial Institution.

32. ACKNOWLEDGMENTS:

Your Company has maintained healthy, cordial and harmonious industrial relations at all levels. The enthusiasm and unstinted efforts of the employees have enabled your Company to remain at the forefront of the industry. Your directors place on records their sincere appreciation for significant contributions made by the employees through their dedication, hard work and commitment towards the success and growth of your Company. Your directors take this opportunity to place on record their sense of gratitude to the Banks, Financial Institutions, Central and

State Government departments, their Local Authorities and other agencies working with the Company for their guidance and support.

For Uma Converter Limited

Sd/-

Sumer Raj Lodha Chairman Cum Managing Director DIN: 00033283

Date: 22/08/2024 Place: Santej-Gandhinagar

Mar 31, 2023

Your directors have pleasure in submitting the Twenty Fourth Annual Report on the business and operations of the Company together with Audited Statement of Accounts for the year ended on 31st March 2023 with Auditor''s Report thereon.

FINANCIAL SUMMARY:

The summarized comparison of Audited Standalone Financial Performance of the Company for the financial year 2022-2023 and the financial year 2021-2022 is given below:

PARTICULARS	2022-2023	2021-2022
Revenue from Operation (Net)	177,71,08,945	186,98,56,364
Add: Other Income	25,46,984	35,60,304
Total Income	177,96,55,928	187,34,16,668
Less: Operating & Other Expenses	1,64,41,12,735	1,69,03,71,264
Profit Before Depreciation, Finance Cost and Tax	13,55,43,193	18,30,45,404
Less: Finance Cost	7,71,81,103	6,61,63,402
Less: Adjustments for carrying value of assets	0.00	0.00
Less: Depreciation and Amortization Expenses	5,33,73,842	4,75,45,754
Profit Before Tax	49,88,247	6,93,36,248
Less: Tax Expenses (Current & Deferred)	(65,92,905)	2,11,74,000
Profit After Tax	1,07,48,152	4,81,62,248
Less: Prior Year Adjustments	0.00	0.00
Add: Balance Brought Forward from last year	21,36,21,240	16,57,66,761
Profit Available for Appropriation	22,43,69,392	21,39,29,009
APPROPRIATIONS:
Less: Utilised for issue of Bonus Shares	0.00	0.00
Less: Amount Transferred to General Reserves	0.00	0.00
Less: Dividend Paid	0.00	0.00
Less: Dividend Distribution Tax	0.00	0.00
Add: Income Tax of Earlier Years	(11432371)	(3,07,761)
Balance Carried over to Balance Sheet	23,58,01,763	21,36,21,248

I ne above performance is based on standalone basis. Consolidated figures are not applicable.

BASIS OF PREPARATION OF FINANCIAL STATEMENTS/ OPERATIONS STATE OF COMPANY''S AFFAIRS:

The Annual Audited Financial Statements for the financial year 2022-2023, forming part of this Annual Report, have been prepared in accordance with Indian Accounting Standards (Ind-AS) notified under Section 133 of the Companies Act, 2013 read with Companies (Indian Accounting Standard) Rules, 2015 and presentation requirements of Division II of Schedule III of Companies Act, 2013 and applicable Rules (hereinafter referred to as "the Act")

In accordance with the provisions of Section 136(1) of the Act, the Company has placed on its website "www.umaconverter.com" the below:

â¢ Annual Report of the Company including Financial Statements for the financial year 2022-2023

Key Highlights on Financial Performance:

- Total Income: The total income decreased by 4.97% to Rs. 177,71,08,945/- in comparison to Rs. 186,98,56,364/- of Previous Financial Year 2021-2022.

- EBIDTA: The EBIDTA also decreased by 25.95% to Rs. 13,55,43,193/- in comparison to Rs. 18,30,45,404/- of Previous Financial Year 2021-2022.

- PAT: The PAT of the Company also decline by 77.69% to Rs. 1,07,48,152/- in comparison to Rs. 4,81,62,248/- of Previous Financial Year 2021-2022.

ISO CERTIFICATION:

Your Company accords utmost importance to Environment, Health & Safety (EHS) at each and every stage of its business operations through its EHS Management System which provides a structured framework for managing the Environment and Occupation Health Si safety risks and opportunities and is dedicated in providing a safe and healthy working environment to all its employees and workers. Our health and safety policy takes into account all occupational hazards and diligently undertakes efforts to propagate training on workplace safety. Further, our environmental approach also focuses on improving our existing processes and systems and adopting more efficient processes to reduce our carbon footprint and safeguard our natural resources.

Company is an ISO 9001:2015 & 22000:2018 approved and certified by Alcumus ISOQAR. Our Company (UNIT II) is certified by SGS UNITED KINGDOM LIMITED for BRCGS standard as Global Standard for Packaging Materials.

CHANGE IN THE NATURE OF BUSINESS, IF ANY:

There was no change in the nature of business of the company during the year ended March 31, 2023.

DIVIDEND & TRANSFER TO RESERVE:

Your directors do not recommend any dividend on equity shares of the Company for the financial year ending on March 31, 2023 as the Company aims to retain the profits for the future expansion of the company. However, the whole of the Profit of Rs. 1.07 crore for the year 2022-2023 is transferred to Reserve and Surplus.

Besides above, neither any amount was transferred nor the board of directors proposing the transfer of any amounts to general reserves or any other reserves of the company during the financial year under review.

LISTING:

During the year under report company has come up with Initial Public offer (IPO) of 55,80,000 Equity shares of the company @ 33 per share for which company has obtained in-principal approval of National Stock Exchange of India Limited vide letter date 29^thNovember, 2022. The Company has also registered the prospectus with the Registrar of Companies on 9^th December, 2022. The IPO was opened for subscription on_Thursday, December 15, 2022 and closed on Wednesday, December 21, 2022 for retail individual investors, Non-lnstitutional Inventors, and Market Maker, comprising of 55,80,000 Equity Shares of face value of Rs. 10/- each fully paid up for cash at a price of Rs. 33/-per Share. The company was listed on NSE EMERGE SME PLATFORM on 29^th December, 2022. Further, annual listing fees for the F.Y. 2023-2024 has been paid to Stock Exchange.

TRANSFER OF UNPAID / UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

The Company does not have any amount of Unpaid / Unclaimed Dividend in terms of section 124 of the Companies Act, 2013 which is required to be transferred as per Section 125 of the Companies Act, 2013 to the Investors Education & Protection fund established by the Central Government.

CAPITAL STRUCTURE:

The Company has increased its Paid-up Equity Share Capital of the Company as on 26^thDecember, 2022 by way of Initial Public Offer (IPO) by allotment of 55,80,000 Equity Shares of Rs. 10 each at Premium of Rs. 23 per Equity Shares.

The Paid up Share Capital of the Company as on 31^st March, 2023 was Rs. 20,27,42,860/-consisting of 2,02,74,286 equity shares having face value of Rs. 10/- each.

a) Authorised Share Capital

the Authorised Share Capital of the Company as on the date of balance sheet is Rs. 22,00,00,000/- divided into 2,20,00,000 equity shares of Rs. 10/- each.

b) Paid Up Share Capital

The Paid up Share Capital of the Company increased from Rs. 14,69,42,860/- (Rupees Fourteen Crore Sixty-Nine Lacs Forty Two Thousand Eight Hundred Sixty Only) divided into 14694286 (One Crore Forty Sixty Lacs Ninety Four Thousand Two Hundred Eighty Six) Equity Shares of Rs. 10/-(Rupees Ten Only) each to Rs. 20,27,42,860/- (Rupees Twenty Crore Twenty-Seven Lacs Forty Two Thousand Eight Hundred Sixty Only) divided into 20274286 (Two Crore Two Lacs Seventy Four Thousand Two Hundred Eighty Six) Equity Shares of Rs. 10/-(Rupees Ten Only) each during the year under review through an Initial Public Offer (IPO) of 55,80,000 equity shares.

c) Issue of equity shares with differential rights

Pursuant to section 43 of the act & Rule 4 (4) of the Companies (Share Capital and Debentures) Rules, 2014, the company has not issued any equity shares with differential rights during the year under review.

d) Issue of sweat equity shares

Pursuant to section 54 (1) of the act & Rule 8 (13) of the Companies (Share Capital and Debentures) Rules, 2014, the Company has not issued any Sweat Equity Shares during the year under review.

e) Issue of employee stock options

Pursuant to section 62(1 )(b) of the act & Rule 12(9) the Companies (Share Capital and Debentures) Rules, 2014, the Company has not provided any Stock Option Scheme to the employees during the year under review.

f) Provision of money by Company for purchase of its own shares by employees or by trustees for the benefit of employees

Pursuant to Section 67(3) of the act & Rule 16 of Company (Share Capital and Debentures) Rules, 2014, the Company has not bought back or provided for buyback of any of its securities during the year under review.

g) Issue of Bonus Shares

Pursuant to section 63 of the Companies Act, 2013 read with rule 14 of The Companies (Share Capital and Debentures) Rules, 2014, company has not issued any bonus shares during the year under review.

h) Preferential Issue of Shares

Pursuant to section 62(1 )(c) read with section 42 of the Companies Act, 2013, Rule 13 of Companies (Share Capital and Debentures) Rules, 2014 and Rule 14 of Companies (Prospectus and Allotment of Securities) Rule, 2018 including any amendment thereto, Company has not issued any equity shares on private placement basis during the year under review.

i) Issue of Right Shares

Pursuant to section 62 (1) (a) of the Companies Act, 2013 read with Companies (Prospectus and Allotment of Securities) Rules, 2014, Company has not issued any equity shares on right issue basis to the existing shareholders during the year under review.

MATERIAL CHANGES AND COMMITMENT, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED SUBSEQUENT TO THE CLOSE OF THE FINANCIAL YEAR UP TO THE DATE OF THE REPORT:

No material changes and commitments affecting the financial position of the company that have occurred between the end of the financial year of the company to date of this report.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY''S OPERATIONS IN FUTURE:

There are no significant and material orders passed by the Regulators, Courts, and tribunals impacting going concern status Company''s operation in future as required to be disclosed in this report pursuant to Rule 8(5) (vii) of Companies (Accounts) rules 2014.

UTILIZATION OF IPO FUND

The funds raised by the company through Initial Public Offer is utilized for the purpose for which the amount is raised as mentioned in the prospectus and there is no deviation or variation in the Utilization of IPO Fund.

COMPANY''S POLICY RELATING TO DIRECTORS'' APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES:

The Company has revised and adopted a Nomination and Remuneration Policy which inter-alia includes selection, appointment and remuneration of directors, criteria for determining qualifications, positive attributes, independence of a director and criteria for performance evaluation of the Directors. The Nomination and Remuneration Policy is available on Company''s Website www.umaconverter.com

BOARD DIVERSITY:

The Company recognizes and embraces the importance of a diverse Board in its process. Board believe that a truly diverse Board will leverage differences in thought, perspective, knowledge, skill, regional and industry experience, cultural and geographical background, age, ethnicity, race and gender which will help us retain our competitive advantage. The Board has adopted the Board diversity policy which sets out the approach to diversity of the Board of Directors.

DIRECTORS AND KEY MANAGERIAL PERSONNEL AND CHANGES THEREIN:

The Company''s Board comprises of the following Directors & Key Managerial Personnel as at 31.03.2023.

Mr. Sumer raj Lodha Chairman & Managing Director

Mrs. Nirmala Lodha Executive Director

Mr. Abhishek Lodha Whole-time Director

Mr. Ashok Kavdia Independent Director

Mr. Pradeep Lodha Independent Director

Mr. Mohit Mehta Independent Director

Mr. Ashish Bhandari Chief Financial Officer (CFO)

Mrs. Hiral Shah Company Secretary (CS)

> Purina the year under review, the following changes took place in the board structure of the Company.

Appointments/ Re- Appointments/Resiqnation

Pursuant to the provisions section 152 (6) of the Companies Act, 2013 and Article of association of the Company, Mr. Sumer Raj Lodha (DIN: 00033283) Managing Director of the Company is liable to retire by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment. The Nomination and Remuneration Committee and Board of Directors recommends his reappointment.

Mr. Parth Kamdar, Company Secretary and Compliance officer of the Company has resigned from the post of Company Secretary cum Compliance Officer of the Company with effect from 27^th August, 2022.

Ms. Astha Chhawchharia, appointed as a Company Secretary cum Compliance officer with effect from 27^th September, 2022.

Ms. Astha Chhawchharia, Company Secretary and Compliance officer of the Company has resigned from the post of Company Secretary cum Compliance Officer of the Company with effect from 30^th November, 2022.

Mrs. Hiral Shah, was appointed as a Company Secretary and Compliance Officer of the Company with effect from 1^st December, 2022.

Except above no changes have taken place during the year under review which is required to be disclosed in the director''s report.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the provisions of section 134(5) of the Companies Act, 2013, with respect to Director Responsibility Statement, the Board of Directors, to the best of its knowledge and ability, confirm that:

a) in the preparation of the annual accounts for the financial year ended March 31^st, 2023, the applicable Accounting Standards had been followed along with proper explanation relating to material departures, if any;

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 affairs of the Company for the financial year ending on March 31st, 2023 and of the profit 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 Directors had prepared the annual accounts on a going concern basis;

e) the directors had laid down internal financial controls to be followed 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.

BOARD MEETINGS AND ITS COMMITTEES CONDUCTED DURING THE PERIOD UNDER REVIEW:

In keeping with provisions of Section 173 of the Companies Act, 2013 the Board met at a regular interval to discuss and decide on business strategies / policies and to review the financial as well as operational performance of the Company. During the financial year under review, the Board met 12 (Twelve) times with due compliance of Secretarial Standard-1 notified under the Act.

All the meetings of the Board of Directors of the Company are scheduled well in advance or in case of urgency with shorter notice. The agenda of the meeting was prepared and all necessary papers were circulated to members of the Board in advance. All members of the Board have access to all information of the Company and are free to recommend inclusion of any matter in the agenda for discussions.

BOARD MEETINGS:

SR N O	DATE OF MEETING	ATTENDED BY
SR N O	DATE OF MEETING	MR. SUMER RAJ LODHA	MRS. NIRMAL A LODHA	MR. ABHISHEK LODHA	MR. PRADEEP LODHA	MR. ASHOK KAVDIA	MR. MOHIT MEHTA
		MR. SUMER RAJ LODHA	MRS. NIRMAL A LODHA	MR. ABHISHEK LODHA	MR. PRADEEP LODHA	MR. ASHOK KAVDIA	MR. MOHIT MEHTA
1	27/05/2022	Yes	Yes	Yes	Yes	Yes	Yes
2	07/06/2022	Yes	Yes	Yes	No	No	No
3	27/08/2022	Yes	Yes	Yes	Yes	Yes	Yes
4	05/09/2022	Yes	Yes	Yes	Yes	No	Yes

5	23/09/2022	Yes	Yes	Yes	Yes	Yes	Yes
6	27/09/2022	Yes	Yes	Yes	Yes	Yes	Yes
7	30/09/2022	Yes	Yes	Yes	Yes	Yes	Yes
8	02/12/2022	Yes	Yes	Yes	No	No	No
9	06/12/2022	Yes	Yes	Yes	Yes	Yes	Yes
10	09/12/2022	Yes	Yes	Yes	Yes	Yes	Yes
11	26/12/2022	Yes	Yes	Yes	No	No	No
12	27/03/2023	Yes	Yes	Yes	Yes	Yes	Yes

The gap between two Board meetings does not exceed 120 days. Independent Directors meeting was held on 21^st February, 2023.

Committees of the Board of Directors:

The Committees of the Board of Directors focuses on specific areas and take informed decisions within the framework of delegated authority and make specific recommendations to the Board on matters in their areas of purview. All decisions and recommendations of the Committees are placed before the Board for information or for approval. The Committees of the Board plays decisive role in the overall management of day to day affairs and the governance structure of the Company.

As on 31/03/2023 Board of Directors of the Company has Four (04) Committees viz. Audit Committee, Nomination & Remuneration Committee, Stakeholder Relationship Committee and Corporate Social Responsibility Committee. The details of whom viz. composition of committees, details of meetings held, attendance at the meetings etc. are mentioned below.

AUDIT COMMITTEE MEETINGS:

SR. NO.	DATE OF MEETING	ATTENDED BY
SR. NO.	DATE OF MEETING	MR. ASHOK KAVDIA	MR. MOHIT MEHTA	MR. SUMER RAJ LODHA
1.	27/05/2022	Yes	Yes	Yes
2.	27/08/2022	Yes	Yes	Yes
3.	02/09/2022	Yes	Yes	Yes
4.	06/12/2022	Yes	Yes	Yes
5.	27/03/2023	Yes	Yes	Yes

NOMINATION AND REMUNERATION COMMITTEE MEETINGS:

SR. NO.	DATE OF MEETING	ATTENDED BY
SR. NO.	DATE OF MEETING	MR. PRADEEP LODHA	MR. ASHOK KAVDIA	MR. MOHIT MEHTA
1.	27/08/2022	N.A.	Yes	Yes
2.	27/09/2022	Yes	Yes	Yes
3.	06/12/2022	Yes	Yes	Yes

STAKEHOLDER RELATIONSHIP COMMITTEE MEETINGS:

SR. NO.	DATE OF MEETING	ATTENDED BY
SR. NO.	DATE OF MEETING	MR. PRADEEP LODHA	MR. SUMER RAJ LODHA	MR. ABHISHEK LODHA
1.	06/12/2022	Yes	Yes	Yes
2.	27/03/2023	Yes	Yes	Yes

BOARD EVALUATION:

The Board of Directors has carried out an annual evaluation of its own performance, board committees, and individual directors pursuant to the provisions of the Act and SEBI Listing Regulations. The performance of the board was evaluated by the board after seeking inputs from all the directors on the basis of criteria such as the board composition and structure, effectiveness of board processes, information and functioning, etc. The performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of criteria such as the composition of committees, effectiveness of committee meetings, etc. The above criteria are based on the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India on January 5,2017. In a separate meeting of independent directors, performance of non-independent directors, the board as a whole and the Chairman of the Company was evaluated, taking into account the views of executive directors and non-executive directors. The Board and the Nomination and Remuneration Committee reviewed the performance of individual directors on the basis of criteria such as the contribution of the individual director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In the board meeting that followed the meeting of the independent directors and meeting of Nomination and Remuneration Committee, the performance of the board, its committees, and individual directors was also discussed. Performance evaluation of independent directors was done by the entire board, excluding the independent director being evaluated.

DECLARATION BY INDEPENDENT DIRECTORS:

All the independent directors of the Company namely Shri Ashok Kavdia, Shri Pradeep Lodha and Shri Mohit Mehta have submitted declarations that each of them meets the criteria of independence as mentioned under sub-section (7) of section 149 of the Companies Act, 2013. They have also confirmed that they meet the requirements of independent directors as specified in the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015. During the financial year 2022-23, there has been no change in the circumstances affecting their status as Independent Directors of the Company.

CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING:

The Board of Directors has adopted the Insider Trading Policy in accordance with the requirements of the SEBI (Prohibition of Insider Trading) Regulations, 2015. The Insider Trading Policy of the Company lays down guidelines and procedures to be followed and disclosures to be made while dealing with shares of the Company as well as consequences of violation. The Policy has been formulated to regulate, monitor and ensure reporting of deals by employees and to maintain the highest ethical standards of dealing in Company''s Shares. The Insider trading policy of the Company covering the code of practices and procedures for fair Disclosures of unpublished price sensitive information and code of conduct for the prevention of Insider Trading is available on the website i.e. www.umaconverter.com.

INTERNAL AUDITOR:

Your Company was not required to appoint Internal Auditor for the F.Y. ended March 31, 2023 in terms of provision of section 138 of the Companies Act, 2013. However as per the provisions Section of 138 of the Companies Act, 2013, Every listed company is required to appoint the Internal Auditor and the said provisions was applicable to the company after listing on NSE Emerge stock exchange i.e. after 26^th December, 2022. Therefore, the company in order to adhere with the said provisions of the act has appointed M/s. Kartik Jain 8i Co. as Internal Auditor for the Financial Year 2023-2024.

DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROL WITH REFERENCE TO THE FINANCIAL STATEMENTS:

The Company has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to Company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information. The Audit Committee evaluates the internal financial control system periodically. The Internal Audit team monitors and evaluate the efficiency and adequacy of the internal control system in the Company from time to time.

There was no instance of fraud during the year under review, which required the Statutory Auditors to report to the Audit Committee and / or Board under Section 143(12) of Act and Rules framed thereunder.

CAPITAL PROJECTS

Company has placed an order for installation of New Plant & Machineries (Imported), Buildings Construction etc. at ourTimba Plant situated at 291, 294, 295 and 296, Village Timba, Dascroi, Ahmedabad -382 425, Gujarat, India (Unit - II) having estimated value of about Rs. 4,00,00,000/-(Rupees Four Crores only), the same funds are Financed by the Bank._Pursuant to Management''s foresight, such installation of Machinery shall increase our total turnover by 10% or more during the year.

SUBSIDIARIES / JOINT VENTURES / ASSOCIATE COMPANIES:

Pursuant to section 2(87) and 2(6) and all other applicable provisions of the companies Act, 2013, the company has no subsidiary Companies/ Joint ventures/associate Companies either at the beginning of the year or at the end of year or at any time during the year.

ANNUAL RETURN:

Pursuant to Section 134(3)(a) and Section 92(3) of the Act, the Copy of the Annual Return of the Company for the financial year ended March 31, 2023 may be accessed on the Company''s website at www.umaconverter.com

CORPORATE GOVERNANCE REPORT:

As per regulation 15(2) of the Listing Regulation, the Compliance with the Corporate Governance provisions shall not apply in respect of the following class of the Companies:

a. Listed entity having paid up equity share capital not exceeding Rs. 10 Crore and Net worth not exceeding Rs. 25 Crore, as on the last day of the previous financial year;

b. Listed entity which has listed its specified securities on the SME Exchange.

Since, our Company falls in the ambit of aforesaid exemption (b); hence compliance with the provisions of Corporate Governance shall not apply to the Company and it does not form the part of the Annual Report for the Financial Year 2022-23.

PARTICULARS OF EMPLOYEES:

There are no such employees of the company as at 31^st March, 2023 to whom remuneration of Rs. 1,02,00,000/- or more per annum and Rs. 8,50,000/- or more per month were paid in accordance with the provision of Section 197 (12) of the Act read with Rules 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company is committed to creating a safe and healthy work environment, where every employee is treated with respect and is able to work without fear of discrimination, prejudice, gender bias, or any form of harassment at the workplace.

The Company has in place a policy on prevention, prohibition and redressal of sexual harassment at workplace and has complied with provisions relating to the constitution of Internal Complaints Committee in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (as amended). Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. The following isa summary of sexual harassment complaints received and disposed of during the year 2022-23:

a) No of complaints received: Nil

b) No of complaints disposed of: N.A

STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY:

The Company being a manufacturer of the packaging material is always exposed to the general risks such as government regulations and policies, statutory compliances and economy related risks as well as market related risks. The Company from time to time identifies such risks and has put in its place appropriate measures for mitigating such risks. The Company''s approach to addressing business risks is comprehensive and includes periodic review of such risks and a framework for mitigating controls and reporting mechanism of such risks.

REPORTING ON SUSTAINABILITY

We are continuously striving to promote better and more effective sustainability policy and practices. In order to ensure transparent communication of our sustainability efforts to all our stakeholders we have made conscious efforts through technology innovation and effective communication and transparency.

PUBLIC DEPOSITS:

The company has not accepted any deposits during the year and there are no outstanding deposits within the meaning of provisions of section 73 to 76 of the Companies Act, 2013 and Companies (Acceptance of Deposits) Rules, 2014. The details relating to the deposits covered under Chapter V of the Act are as under:

a. Deposit accepted during the year: Nil

b. Remained unpaid or unclaimed as at the end of the year: None

c. whether there has been any default in repayment of deposits or payment of interest thereon during the year: None

d. The details of deposits which are not in compliance with the requirements of Chapter V of the Act: None

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY COMPANY:

Pursuant to Section 186 of the Companies Act, 2013, the company has not made/ given any loan, guarantee, provided any security during the year under review which is required to be disclosed in this report pursuant to Section 134 (3) (g) of the Companies Act, 2013.

As on 31^st March, 2023, Company has made total investment of Rs. 23,85,450 for 23,852 equity shares of Rs. 100/- each fully paid up in Cosmos Bank Limited as a part of the condition of the various credit facilities granted by the said bank.

PARTICULARS OF CONTRACTS AND ARRANGEMENTS MADE WITH RELATED PARTIES:

All Related Party transactions that were entered into during the year under review were in the ordinary course of business and were on arm''s length basis. There were no materially significant related party transactions made by the Company which may have a potential conflict of interest.

During the year under review, Company has entered into related party transactions as per section 188 (1) (c) & (f) relating to rent/leasing of property belongs to directors of the Company and giving remuneration to the relative of directors of the Company. The

Transaction entered by the Company with Related Parties during the financial year under review was placed before the Audit Committee and the Board. Prior Approval of the Audit Committee was also obtained for the transactions which were of foreseen and repetitive in nature.

Your Directors draw the attention of the members to Annexure 1 to the Directors'' Report which sets out Related Party Disclosures as required to be disclosed in this report pursuant to Section 134(3) (h) of Companies Act, 2013 & Rule 8(2) of Companies (Accounts) Rules, 2014 in form AOC-2.

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The Company has a Vigil Mechanism Policy for directors and employees to report concerns about unethical behaviour, actual or suspected fraud or violation of the Company''s code of conduct or ethics Policy. This mechanism provides adequate safeguards against victimization of directors/employeesto deal within stance of fraud and mismanagement, if any. The Vigil Mechanism Policy inter alia provides a direct access to the complainant to the Chairman of the Audit Committee of the Company. The Vigil Mechanism Policy of the Company is also posted on the Company''s website www.umaconverter.com.

AUDITORS:

1. STATUTORY AUDITORS:

M/s Bhanwar Jain & Co., (Firm Registration No. 117340W), Chartered Accountants, the Statutory Auditors of the company have been appointed at the 20^th Annual General Meeting held on 12^th August, 2019 for a period of five years from the conclusion of 20^thAGM up to the conclusion of the 25^th AGM to be held in year 2024.

The Auditors Report for the financial year 2022-23 does not contain any qualifications, reservations or adverse remark. The Audit Report is enclosed with the financial statements in this Annual Report.

2. SECRETARIAL AUDITOR

The Board of directors pursuant to Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, has appointed M/s. B. Kumar & Associates (COP. No.7563), Practicing Company Secretary, Ahmedabad as Secretarial Auditor of the Company to conduct the Secretarial Audit as per the provisions of the said Act for the Financial Year 2022-23.

The Company has obtained a Secretarial Audit Report in Form MR-3 from M/s. B. Kumar & Associates, Company Secretary in Practice to conduct the secretarial audit for the financial year 2022-23. Secretarial Audit is attached and marked as Annexure - 2.

The Secretarial Audit Report for the financial year 2022-23 does not contain any qualifications, reservations or adverse remark.

3. COST AUDIT AND COST AUDITORS:

The Company has maintained adequate Cost records required to be maintained in terms of the Companies Act, 2013. Your Directors have on the recommendation of the Audit committee, re-appointed M/s. J. B. Mistri & Co., Cost and Management Accountants (FRN: 101067), as the Cost Auditor to audit the cost records for the financial year ending 31^st March 2023. Remuneration payable to the Cost Auditor is subject to ratification by the members of the Company. Accordingly, a resolution seeking members'' ratification for the remuneration payable to M/s. J. B. Mistri & Co., Cost and Management Accountants (FRN: 101067), is included in the Notice convening the Annual General Meeting, along with relevant details, including the proposed remuneration.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SECTION 143(12) OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT:

In terms of Section 134 (3) (ca) report by the Board of Directors is required to include the details in respect of frauds reported by auditors under sub-section 12 of section 143 other than those which are reportable to the Central Government. No such fraud was reported by the auditor in their report for the F.Y. ended March 31,2023.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

As required under Regulation 34 of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirement) Regulations, 2015 ("Listing Regulations") the Management Discussion and Analysis of the Company for the year under review is presented in a separate section forming the part of the Annual Report is attached here with as Annexure - 3

DEMATERIALIZATION OF SHARES:

During the year under review, all the equity shares were dematerialized through depositories viz. National Securities Depository Limited and Central Depository Services (India) Limited, which represents 100% of the total paid-up capital of the Company. The Company IS IN No. is IN E067901012 and Registrar and Share Transfer Agent is BIGSHARE SEERVICES PRIVATE LIMITED.

POLICIES:

Various policies required under the provision of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 are adopted and uploaded on the website of the Company namely www.umaconverter.com.

MANAGERIAL REMUNERATION TO DIRECTORS AND KMP:

Member''s attention is drawn to Financial Statements wherein the disclosure of remuneration paid to Directors is given during the year 2022-23. No Sitting fees have been paid to the Non-executive directors and Independent Directors. The Nomination and remuneration policy is available on the website of the company at www.umaconverter.com

DISCLOSURE U/S 184(1) & 164(2) OF THE COMPANIES ACT, 2013:

The Company has received the disclosure in Form DIRâ8 & MBP-1 from its Directors being appointed or re-appointed and has noted that none of the Directors are disqualified under Section 164(2) of the Companies Act, 2013 which is required to be disclosed in this report pursuant to Rule 14(1) of Companies (Appointment and Qualification of Directors) Rules, 2014.

DISQUALIFICATIONS OF DIRECTORS:

During the financial year 2022-2023 under review the Company has received Form DIR-8 from all Directors as required under the provisions of Section 164(2) of the Companies Act, 2013 read with Companies (Appointment and Qualification of Directors) Rules, 2014 that none of the Directors of your Company is disqualified; to hold office as director disqualified as per provision of Section 164(2) of the Companies Act, 2013 and debarred from holding the office of a Director pursuant to any order of the SEBI or any such authority in terms of SEBI''s Circular No. LIST/COMP/14/2018-19 dated 20th June 2018 on the subject "Enforcement of SEBI orders regarding appointment of Directors by Listed Companies".

The Directors of the Company have made necessary disclosures, as required under various provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

SECRETARIAL STANDARDS:

During the year under review, Company has complied with all the applicable provisions of secretarial standards issued by the Institute of Company Secretaries of India.

SEBI COMPLAINTS REDRESS SYSTEM (SCORES):

The investor complaints are processed in a centralized web based complaints redress system. The salient features of this system are centralized database of all complaints, online upload of Action Taken Reports (ATRs) by the concerned companies and online viewing by investors of actions taken on the complaint and its current status. Your Company has been registered on SCORES and makes every effort to resolve all investor complaints received through SCORES or otherwise within the statutory time limit from the receipt of the complaint. The Company has not received any complaint on the SCORES during financial year 2022-23.

INVESTOR GRIEVANCES REDRESSAL STATUS:

During the Financial Year 2022-23, there were no complaints or queries received from the shareholders of the Company. Company Secretary, acts as the Compliance Officer of the Company is responsible for complying with the provisions of the Listing Regulations, requirements of securities laws and SEBI Insider Trading Regulations. The Investor can be sent their query at [email protected].

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

The particulars as to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo required to be disclosed in terms of section 134 (3) (m) of the companies act, 2013 & Rule 8(3) of the Companies (Accounts) Rules, 2014 are given separately as Annexure - 4 to the Directors'' Report.

DISCLOSURE ON MAINTENANCE OF COST RECORDS UNDER SECTION 148(1) OF COMPANIES ACT 2013:

Your company is maintaining the cost records in accordance with section 148 (1) of the Companies Act, 213 read with Rule 3 of The Companies (Cost Record and Audit) Rules, 2014 as specified by the Central Government.

CORPORATE SOCIAL RESPONSIBILITY:

The core theme of the Company''s CSR policy is giving back to the society from which it draws its resources by extending a helping hand to the needy and the underprivileged. The Company''s CSR Committee monitors the implementation of CSR policy and ensures that CSR activities as mentioned in policy are in line with relevant Schedule of the Act and undertaken accordingly by the Company. The CSR Policy is available on the Company''s website on www.umaconverter.com.

The brief outline of the CSR Policy of the Company and the activities undertaken by the Company on CSR during the year under review and relevant details are set out in ''Annexure-5'' which forms part of this Board Report.

Further, the composition, number and date of meetings held, attendance of the members of the CSR Committee meetings are also given separately in the ''Annexure-A'' which forms part of this Board Report.

INDEBTEDNESS OF COMPANY:

Sr. No.	Amount borrowed from	Total Loan outstanding as on 31.03.2023 (Amount in Rs.)
1.	From Directors & Relatives	8,91,83,749.52
	From Company	1,08,10,000
	Total - (1)	9,99,93,749.52
2.	From Banks and financial institution
	Term Loan	33,89,96,689.96
	Working Capital
	Cash Credit	29,41,44,619.71
	Vehicle Loan	9,18,364.40
	Total - (2)	63,40,59,674.07
	Total (1 2)	73,40,53,423.59

HUMAN RESOURCES AND INDUSTRIAL RELATION:

Our employees are our key strength, which has led us to achieve the results and various milestones in our organization''s journey. The Company believes that attracting, developing and retaining talent is crucial to organizational success. The Company has several initiatives and programs to ensure employees experience a holistic and fulfilling career with Textile sector. During the financial year under review, employee satisfaction and involvement resulted in maintenance of harmonious and cordial Industrial Relations. The Human Resources function works as a strategic partner to the business of the Company at all times.

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

INSURANCE AND PROTECTION OF ASSETS:

The Company''s Assets including plant and machinery, building, stocks, vehicles, stores and spares have been adequately insured against various risks and perils.

CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (IBC):

No application made or any proceedings pending by and against our Company underthe Insolvency and Bankruptcy Code, 2016 during the year.

DETAILS OF CAPITAL MARKET NON-COMPLIANCE, IF ANY

There was no non-compliance by the Company of any legal requirements; nor has there been any penalty/stricture imposed on the Company by any stock exchange, SEBI or any statutory authority on any matter related to capital markets during the year.

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:

During the year under review, no such instance(s) exist.

APPRECIATION & ACKNOWLEDGEMENTS:

Your Directors expresses their deep sense of gratitude to the Banks, Financial Institutions, Central and State Governments, Ministry of Corporate Affairs, Securities and Exchange Board of India, Stock Exchanges, Registrar and Share Transfer Agent, Statutory and other Regulatory Authorities for their continued guidance, assistance and co-operation.

The Board also places on record its sincere appreciation to the Management, Directors, its valued customers, Business Associates, Consultants, vendors, service providers, shareholders, investors and all the stakeholders for their persistent faith, unstinted commitment, co-operation and support and look forward to their continued support in all our future endeavors to pursue excellence and grow year after year.

Further, your Directors appreciates every member of the family for their contribution to Company''s performance. We applaud them for their superior levels of competence, continuous dedication and commitment towards Company. Their enthusiasm and untiring efforts have enabled the Company to scale new heights and to build a stronger tomorrow.

As the Company is approaching the new Financial Year 2023-2024, with all your support, we will be able to overcome all the challenges for the times to come.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS OF,

UMA CONVERTER LIMITED

Sd/-

SUMER RAJ LODHA

CHAIRMAN CUM MANAGING DIRECTOR DIN:00033283

DATE: 31/08/2023

PLACE: SANTEJ-GANDHINAGAR

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