Emami Paper Mills Ltd

Dear Shareholder,

Your Directors are pleased to present the Company's 42nd Annual Report on business and operations, together with the Audited Financial Statements for the financial year ended March 31, 2024.

1. FINANCIAL PERFORMANCE

(Rs. in crores)

2. STATE OF COMPANY'S AFFAIRS AND OUTLOOK

In the dynamic landscape of the paper industry, our journey through the fiscal year 2023-24 was marked by formidable challenges and resilient responses. Geopolitical disruptions persisted, posing significant hurdles to established supply chains, while the influx of cheaper imports in various paper segments including writing & printing, packaging and specialty products, coupled with subdued demand for paperboard in export markets, tested our adaptability and strategic acumen.

Despite the prevailing headwinds, our company undertook a series of proactive initiatives aimed at mitigating risks and seizing opportunities. Focused efforts on cost savings, the development of environmentally friendly value- added products and operational enhancements to reduce downtime in paper machines were among the strategic measures undertaken. These initiatives yielded tangible results, manifesting in sustained bottom-line growth amid challenging market conditions.

While our turnover experienced a decline, we were able to achieve 7.30% increase in the Cash Profit, 20.46% increase in PBT and 21.87% increase in PAT compared to the preceding fiscal year. Our export sales, though subdued, underscore our resilience in navigating volatile global markets. Notwithstanding the challenges posed by subdued net sales realizations and escalating raw material prices, our unwavering commitment to excellence enabled us to persevere and thrive.

Central to our success is our steadfast commitment to quality, customer engagement, cost optimization, and operational efficiency. By consistently delivering high- quality products and services, engaging closely with our customers to discern their evolving needs, optimizing costs, and driving operational excellence, we remain poised for sustainable growth in the years ahead.

Innovation continues to be the cornerstone of our strategy, as we relentlessly pursue the development of cutting-edge products tailored to meet emerging market demands. Our focus on environmentally sustainable solutions, such as oil and grease resistant paper, sublimation paper, and packaging board with specialised coatings for food applications, reflects our proactive stance in addressing evolving consumer preferences and market trends.

Looking ahead, we remain optimistic about the prospects of the paper industry, buoyed by the anticipated surge in demand driven by initiatives such as the New Education Policy and the ongoing transition from plastic to paper- based packaging. The seismic shift in consumer preferences towards eco-friendly and sustainable products postpandemic presents a compelling opportunity for growth. Leveraging our state-of-the-art manufacturing facilities, market leadership in value-added paperboards, writing and printing paper, and newsprint, as well as our robust supply chain ecosystem, we are well-positioned to reinforce our leadership position in the Indian paper industry.

As we chart our course forward, guided by a spirit of innovation, resilience, and customer-centricity, we are confident in our ability to navigate challenges, capitalise on opportunities, and deliver enduring value to our stakeholders in the years to come.

3. DIVIDEND

Your Director's are pleased to recommend dividend of H8/- (i.e. 8%) per preference share of face value of H100/- each and H1.60/- (i.e. 80%) per equity share of face value of H 2/- each for the financial year ended 31st March, 2024. The dividend payout is in accordance with the Company's Dividend Distribution Policy.

Dividend Distribution Policy

In order to provide a broad Dividend Distribution framework to all the Stakeholders of the Company, your Company has adopted the Dividend Distribution Policy pursuant to Regulation 43A of the SEBI (Listing

Obligations and Disclosure Requirements) Regulations, 2015, which is available on the Company's website at http://www.emamipaper.com/downloads/dividend_policy.pdf

Unclaimed Dividend

Pursuant to the provisions of Section 124 of the Companies Act, 2013 and other applicable provisions of the Companies Act, 2013 and rules made thereunder, Unclaimed Dividend of H97,733 for the financial year 2015-16 has been transferred to the Investor Education and Protection Fund (IEPF) established by the Central Government pursuant to Section 125 of the Companies Act, 2013 on 11th October, 2023. The details of Unclaimed dividend on equity shares is available on company's website at www.emamipaper.com.

Transfer of Unclaimed Shares to Investor Education & Protection Fund (IEPF)

As per provisions of IEPF (Accounting, Audit, Transfer and Refund) Rules, 2016, the Company has issued individual notice through registered post to all the shareholders whose dividends were lying unclaimed for consecutive seven years and public notice in this respect has also been given in english and vernacular newspapers and details of such shareholders were uploaded on Company's website.

During the year under review, the Company has transferred 13,000 equity shares on which dividend were unclaimed for seven consecutive years, to the demat account of IEPF maintained with NSDL within the prescribed time.

Till date, the company has transferred 1,35,142 Equity Shares to the IEPF demat account and H8,61,296.30 towards dividend to IEPF.

In terms of Section 125 of the Companies Act, 2013, the unclaimed or unpaid dividend is due for remittance to the Investor Education and Protection Fund established by the Central Government in accordance with the schedule given below:-

Note - In view of the Covid 19 and extraordinary circumstances, your Directors did not recommended any dividend for the financial year ended 31st March, 2020 and 31st March, 2021 respectively.

4. MATERIAL CHANGES AND COMMITMENTS

There are no material changes and commitments, affecting the financial position of your Company which has occurred between the close of the financial year i.e. 31st March, 2024 and date of this report. There has been no change in the nature of business of your Company.

5. SHARE CAPITAL

The Company's paid-up equity share capital continues to stand at H12.10 crore as on 31st March, 2024. The said shares are listed on BSE Ltd. and National Stock Exchange of India Ltd. During the year under review, the Company has not issued any shares or convertible securities or shares with differential voting rights and nor granted stock options or sweat equity.

6. TRANSFER TO RESERVE

Your Directors do not propose to transfer any amount to the General Reserve for the year under review.

7. PUBLIC DEPOSITS

Your Company has not invited or accepted any deposits under Section 73 of the Companies Act, 2013 and the Rules made thereunder.

8. SUBSIDIARY / JOINT VENTURES / ASSOCIATE COMPANIES

Your Company does not have any Subsidiary or Joint Venture or Associate Companies.

a. Changes in Directors and Key Managerial Personnel

During the year under review and till the date of this report following changes took place in the composition of the Board of Directors & Key Managerial Personnel of your Company:-

• Mr. Pitamber Sharan Patwari (DIN: 00363356) has been appointed as Non-Executive Non-independent Director w.e.f. 1st April, 2023, liable to retire by rotation.

• Mr. H. M. Marda (DIN: 00855466), Mr. S. Balasubramanian (DIN: 02849971) and Mr. J. K. Khetawat (DIN: 00920819), completed their second term as an Independent Director on 31st March, 2024, and accordingly they ceased to be an Independent Director and member of the Board of Directors of the Company.

The Board of Directors places on record their deep appreciation for the contribution, guidance and leadership provided by Mr. H. M. Marda, Mr. S. Balasubramanian and Mr. J. K. Khetawat during their tenure.

• Mr. Ranjit Kumar Pachnanda, (DIN:0358887) and Mr. Niraj Jalan, (DIN:00551970) have been appointed as Independent Director of the Company for a term of 5 years w.e.f. 1st April 2024.

The shareholders of the Company approved the appointment of Mr. Ranjit Kumar Pachnanda and Mr. Niraj Jalan as an Independent Director of the Company by way of a Special Resolution passed through Postal Ballot, results whereof was declared on 11th May, 2024.

• The Board of Directors is of the opinion that the Independent Directors appointed are persons of integrity and fulfills requisite conditions as per applicable laws and are independent of the management of the Company.

• During the year under review, there has been no change in the Key Managerial Personnel.

b. Directors retirement by rotation

Mr. Aditya V. Agarwal, Whole-time Director designated as Executive Chairman (DIN:00149717) and Mr. Vivek Chawla, Whole-time Director & CEO (DIN:02696336) would retire by rotation and being eligible, offers themselves for re-appointment.

c. Declaration by Independent Director(s)

All Independent Directors of the Company have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Independent Directors have complied with the Code for Independent Directors prescribed in Schedule IV to the Act. The Independent Directors have also complied with a Code of Conduct for Directors and Senior Management Personnel.

d. Meeting of Board of Directors and its Committees

During the year, 4(four) meetings of the Board of Directors were held. The details of meetings of the Board of Directors and its Committees held during the year under review, attendance of Directors thereat and composition of various Committees of Board of Directors are detailed in the Report of Corporate Governance which forms an integral part of this report and is annexed hereto.

e. Policy on Directors Appointment and Remuneration

Pursuant to Section 178 of the Companies Act, 2013, the Board of Directors of the Company has approved the Nomination and Remuneration Policy based on the recommendation of the Nomination & Remuneration Committee and the said policy is hosted on the Company's website at http://www.emamipaper.com/ downloads/epml_nrc_policy.pdf.

The Policy includes the criteria for determining qualifications, positive attributes, independence of a Director and other matters provided under Section 178(3) of the Act.

f. Evaluation of Board, its Committees and Directors

Pursuant to the provisions of Section 134(3)(p) of the Companies Act, 2013 and relevant regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended from time to time), the Board at its meeting held on 28th May, 2024, has carried out the annual evaluation of its own performance and that of its Committees, Chairman and Individual Directors.

The manner in which the evaluation was carried out has been explained in the Report on Corporate Governance.

g. Separate Meeting of the Independent Directors

The Independent Directors of the Company met separately on 6th February, 2024, without the presence of Non-Independent Directors. All the Independent Directors were present at the meeting. Following matters were, inter alia, reviewed and discussed in the meeting:

- Performance of Non-Independent Directors and the Board of Directors as a whole.

- Performance of the Chairman of the Company after taking into account the views of Executive and Nonexecutive Directors.

- Assessment of the quality, quantity and timeliness of flow of information between the Company management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

10. CREDIT RATING

During the year under review, your Company was assigned credit rating of IND A-/Stable for its Loan facilities by India Ratings and Research. This reaffirms the reputation and trust the Company has earned for its sound financial management and its ability to meet its financial obligations.

11. AWARDS AND RECOGNITIONS

During the year under review, your company has received prestigious recognition for its achievements, earning several notable awards in various domains which includes:

• Award of Appreciation at Odisha State Energy Conservation Award 2023

• Award for Outstanding Exporter of Paper & Paper Product for the year 2022-23

• CII HR Excellence Award 2023 (Category - Strong Commitment to HR Excellence)

• Indian Social Impact Award, 2024 for Most Impactful Education Support Initiative under CSR Activities

12. ENVIRONMENT MANAGEMENT

Your company's environmental stewardship is guided by our Environmental Policy, which underscores our commitment to a sustainable planet, a clean environment, and a healthy workplace for our employees. We prioritise environmental management not only to meet regulatory requirements but also to positively impact the communities surrounding our operations through various community initiatives, biodiversity encouragement, and natural resource conservation efforts.

Given the nature of our industry, it is crucial for us to find ways to reduce our freshwater consumption. To this end, we have set internal targets to increase the share of recycled water used in our paper production processes. We are also implementing energy-efficient practices by employing state of the art energy meters to monitor and curtail our energy usage. These initiatives reduce our carbon footprint and minimize our impact on the environment, aligning with our long-term sustainability goals.

To fulfil our environmental objectives, we adhere to the following principles:

• Strict compliance with all relevant legislative requirements.

• Minimization of pollution from liquid discharge and air emissions.

• Promotion of resource efficiency through behavioural and technological enhancements.

• Waste minimization and promotion of recycling and reuse.

• Creation of awareness among society and employees regarding environmental, health, and safety matters.

• Implementation of comprehensive programs for continuous improvement in environmental performance.

• Reduction of specific energy consumption to mitigate associated greenhouse gas emissions(GHG).

Your company has embraced one of the finest Integrated Management Systems (IMS) certified by DNV-GL, ensuring adherence to stringent standards through rigorous surveillance and certification audits. This system encompasses:

• ISO 9001:2015 - Quality Management System

• ISO 14001:2015 - Environmental Management System

• ISO 45001:2018 - Occupational Health & Safety Management System

At Emami Paper, significant strides have been made in energy conservation through the installation of energy- efficient equipment and various other measures.

In terms of environmental control, the company has installed and maintains several vital equipment and monitoring devices, including:

• Continuous Ambient Air Quality Monitoring Systems (CAAQMS - 3 units)

• Continuous Emission Monitoring Systems (CEMS - 3 units) with remote calibration capability.

• IP surveillance cameras for stack emission visibility.

• Real-Time Effluent Monitoring System (RTEQM) for monitoring final treated effluent quality, with data uploaded to CPCB & OSPCB webservers.

• Online groundwater level monitoring system with telemetry for 12 bore wells.

• Various air pollution control measures such as ESP, Ash Conveying System, Dust Suppression System, and more.

• Decanter for secondary sludge dewatering.

• Rainwater harvesting through 20 recharge wells.

• Innovative solutions like alternate polymer for improved performance.

• Adoption of micronutrients in the Aeration system for enhanced treatment efficiency.

Additionally, we are proud to highlight that:

• The performance of the UASBR at ETP was improved substantially resulting in a reduction of pollutant loads, specifically COD levels. The reduction in COD achieved earlier was 20-25% and was improved to 35-40% in the UASBR overflow effluents.

• By refining the process efficiencies, the dosage of micro nutrients in aeration tanks was optimized, contributing to improved overall performance.

• The combined efficacy of the UASBR and Secondary clarifier was enhanced in the final treated effluent quality parameters by 10% from previous levels.

• Installed three (03)stage surface runoff water collection pits including chemical dosage facility to collect and treat surface runoff water and recycling the same for nonprocess applications.

• Installed wheel washing system for incoming vehicles tyre washings to control the fugitive emissions.

• Installed dry fog system for coal secondary vibrating screen house and extended water sprinkling system to further control of fugitive emissions.

• Introducing an alternative dewatering chemical at the screw press not only improved performance but also resulted in cost benefits compared to the previous chemical.

To reduce fresh water consumption, we have implemented stringent targets and initiatives, including:

1. The implementation of Scan showers in the wire section of the Board Machine has led to a water saving of approximately 450 m3/day.

2. Multimedia Filters (MMF) and Sand Filters have been installed in DIP#3 to reduce Suspended Solids (SS) in the Dissolved Air Flotation(DAF) filtrate. Achieved a reduction of approximately 400 m3/day in fresh water consumption.

3. Nozzle size reduced from 1mm to 0.6mm for Press part HP Showers on all machines and achieved reduction of water consumption by 200 m3/day.

4. Water from the re-winder and hydraulic heat exchanger of PM1 has been redirected back to the reservoir resulting in reduction of fresh water consumption by 30 m3/day.

The assets and systems described above have not only enabled us to uphold environmental standards but also to exceed statutory norms. As part of our commitment to long-term sustainable growth, we continuously allocate resources to enhance environmental protection and conserve natural resources.

13. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The information pertaining to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 forms part of this report and is annexed as Annexure - A.

14. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The company has formulated the policy for development and implementation of Corporate Social Responsibility (CSR) as also required under Section 135 of the Companies Act, 2013 which is available on Company's website at https:// www.emamipaper.com/downloads/epml_csr_policy.pdf.

Further, the information pursuant to Section 134(3)(o) of the Companies Act, 2013 and Rule 9 of the Companies (Corporate Social Responsibility) Rules, 2014 forms a part of this Report and is annexed as Annexure - B.

CSR in Emami Paper is not just about this mandate but also about working towards improving the lives of the communities we touch. Emami Paper has initiated & implemented a number of CSR programs for improving the life of largely under privileged people, for Community living, Education, Health, Skill Development, Rural Development,

Environmental Sustainability, Animal Welfare, Women Empowerment, Promotion of Sports, Art & Culture etc. in and around of Mill. Our culture enables us to pursue our mission with a growth mind set. It's a continuous practice of learning and renewal.

a. STATUTORY AUDIT

M/s S K Agrawal and Co Chartered Accountants LLP, Chartered Accountants, (Firm Registration No. 306033E/E300272) has been appointed as the Statutory Auditors of the Company, for a period of five years from the conclusion of 40th Annual General Meeting (AGM) of the Company held in year 2022 until the conclusion of the 45th Annual General Meeting of the Company to be held in year 2027.

The Auditor's Reports on the Financial Statements for the financial year ended March 31, 2024 does not contain any qualification, reservation or adverse remark requiring any explanations / comments by the Board of Directors.

The observations made in the Auditors' Report read together with Key Audit matters and relevant notes thereon are self-explanatory and hence do not call for any further explanations or comments by the Board under Section 134 of the Companies Act, 2013.

b. COST AUDIT

Your Company has maintained cost accounts and cost records to the extent provisions under Section 148 of the Companies Act, 2013, were applicable. Your Directors have re-appointed M/s. V. K. Jain & Co., Cost Accountants as Cost Auditors of your Company for FY 2024-25. A resolution seeking approval of the shareholders for ratifying remuneration payable to the Cost Auditors for FY 2024-25 is provided in the Notice of the ensuing AGM. In this regard, your Directors recommend passing of Ordinary Resolution.

c. SECRETARIAL AUDIT

Pursuant to the provisions of Section 204(1) of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the company has appointed M/s. MKB & Associates, Company Secretary in practice for the financial year 2023-24 to undertake the Secretarial Audit of the company. The Secretarial Audit Report is annexed herewith as Annexure - C.

The observation made in the Secretarial Auditors Report is self-explanatory and hence do not call for any further explanations or comments by the Board under Section 134 of the Companies Act, 2013.

During the year under review, none of the auditors have reported any instances of fraud committed against the Company as required to be reported under Section 143 (12) of the Act.

16. SECRETARIAL STANDARDS

The Directors have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and that such systems are adequate and operating effectively. Your Company has complied with applicable Secretarial Standards i.e. SS-I and SS-II, relating to "Meetings of the Board of Directors "and" General Meetings" respectively.

17. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

During the year under review, the company has not given Inter Corporate Loan to the parties covered under the provisions of Section 186 of the Companies Act, 2013. The loans and advances given to employees are covered under the remuneration policy of the company. The company has not provided any guarantee.

The details of the investments made by the company are given in the notes to the financial statements.

18. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

Your Company has formulated a Policy on Related Party Transactions, which is also available on the Company's website at https://www.emamipaper.com/downloads/rpt_ policy_2022.pdf

All related party transactions that were entered into during the financial year were in the ordinary course of the business and on an arm's length basis. No material contracts or arrangements with related parties were entered into during the year under review. There were no materially significant Related Party Transactions made by the Company during the year that would have required shareholders' approval under the SEBI Listing Regulations.

Accordingly, disclosure of Related Party Transaction as required under Section 134(3)(h) of the Companies Act 2013 in form AOC-2 is not applicable.

The Related Party Transactions which are in ordinary course of business and on arms length basis, of repetitive in nature and proposed to be entered during the financial year are placed before the Audit Committee for prior Omnibus approval. All Related Party Transactions are placed before the Audit Committee for review and approval.

Your company did not enter into any related party transactions during the year which could be prejudicial to the interest of the minority shareholders. No loans/ investments to/in the related party have been written off or classified as doubtful during the year under review.

For disclosures of related party relationship and transactions as per Ind AS-24, ''Related Party Disclosure'', Note 2.45 to the Annual Audited Financial Statements of the Company for the FY ended 31st March 2024 may be referred to.

19. VIGIL MECHANISM AND WHISTLE BLOWER POLICY

The Company has in place a Vigil Mechanism and Whistle Blower Policy in compliance with the provisions of Section 177(9) of the Act and Regulation 22 of the Listing Regulations. The Policy provides a framework to promote responsible and secured reporting of unethical behavior, actual or suspected fraud, violation of applicable laws and regulations, financial irregularities, abuse of authority, etc. by Directors, employees and the management. The Vigil Mechanism and Whistle Blower Policy is available on the website of the Company at https://www.emamipaper.com/ downloads/epml_vigil_mechanism_policy.pdf.

The Company endeavors to provide complete protection to the Whistle Blowers against any unfair practices. The Audit Committee oversees the genuine concerns and grievances reported in conformity with this Policy. It is affirmed that no personnel of the Company has been denied access to the Audit Committee and no case was reported under the Policy during the year.

20. INTERNAL FINANCIAL CONTROLS

The Corporate Governance Policies guide the conduct of affairs of the Company and clearly delineates the roles, responsibilities and authorities at each level of its governance structure and key functionaries involved in the governance. The Company's Financial Statements are prepared on the basis of the Significant Accounting Policies that are carefully selected by management and approved by the Audit Committee and the Board. These Accounting Policies are reviewed and updated from time to time.

Your Company maintains all its records in ERP(SAP) system and the work flow and approvals are routed through ERP(SAP).

Your Company has appointed Internal Auditors to examine the internal controls and verify whether the workflow of the organization is in accordance with the approved policies of the Company. In every Quarter, while approval of Financial Results, the Internal Auditors present to the Audit Committee, the Internal Audit Report and Management Comments on the Internal Audit observations.

The Board of Directors of the Company have adopted various policies such as Related Party Transactions Policy, Vigil Mechanism and Whistle Blower Policy, Corporate

Social Responsibility Policy, Risk Management Policy, Policy for determination of Materiality of any events/ information, Policy for preservation of records/documents of the Company, Code of Conduct for prevention of Insider Trading Code of Practices and Procedures for Fair Disclosures and such other procedures for ensuring the orderly and efficient conduct of its business for safeguarding of its assets, the accuracy and completeness of the accounting records and the timely preparation of reliable financial information.

21. RISK MANAGEMENT FRAMEWORK

In compliance with amended Regulation 21 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors of the Company has constituted a Risk Management Committee on 1st June, 2021. The Company has adopted Risk Management Policy in accordance with the provisions of the Companies Act, 2013 and SEBI Listing Regulations.

During the year under review, two meetings of the Committee were held i.e. on 22nd June, 2023 and 18th December, 2023 respectively. The Risk Management Policy of the Company for identification and implementation of Risks and its Mitigation plans is reviewed by the Committee periodically. In the opinion of the Board, there is no such risk which may threaten the existence of the Company.

22. MANAGERIAL REMUNERATION AND PARTICULARS OF EMPLOYEES

The prescribed particulars of employees required pursuant to Section 197 (12) of the Companies Act, 2013 read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 ('the Rules') is annexed to this Report as Annexure - D. The disclosure under Section 197(14) regarding receipt of commission by Directors of the Company from holding/ subsidiary Company is not applicable.

Further, particulars of employees required pursuant to Section 197 read with Rule 5 (2) and (3) of the above Rules also forms part of this Report. However, in terms of the provisions of Section 136 of the said Act, the Report and Accounts are being sent to all members of the company and other entities thereto, excluding the said particular of employees. Any member interested in obtaining such particulars may write to the Company Secretary. The said information is also available for the inspection at the Registered Office of the Company during working hours for a period of twenty-one days before the date of the Annual General Meeting.

23. ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the draft Annual Return as on 31st March, 2024 is hosted on the Company's website i.e. www.emamipaper.com

24. CORPORATE GOVERNANCE

Your Company complies with the corporate governance practices as stipulated in the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"). In compliance with the provisions in Regulation 34 of the SEBI Listing Regulations, a Report on Corporate Governance forms an integral part of this report and annexed as Annexure - E.

25. MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis forms an integral part of this Report and provides details of the over all industry structure, developments, performance and state of the affairs of the Company along with internal controls and their adequacy, Risk Management Systems and other material developments during the Financial Year.

26. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

Pursuant to Regulation 34(2)(f) of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, the Business Responsibility and Sustainability Report of the Company for the year ended 31st March, 2024 forms part of this report and annexed as Annexure - F.

27. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) and 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their information and knowledge, confirms that: -

a) In the preparation of annual financial statements, the applicable accounting standards had been followed and there are no material departures;

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

c) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) The annual financial statements have been prepared on a going concern basis;

e) Proper internal financial controls were in place and such controls are adequate and operating effectively; and

f) Proper systems to ensure compliance with the provisions of all applicable laws were in place and that such systems are adequate and operating effectively.

28. DISCLOSURE REQUIREMENTS FOR CERTAIN TYPES OF AGREEMENTS BINDING LISTED ENTITIES UNDER REGULATION 30A(2) OF LISTING REGULATIONS

There are no agreements entered into by the shareholders, promoters, promoter group entities, related parties, directors, key managerial personnel, employees of the Company, among themselves or with the Company or with a third party, solely or jointly, which, either directly or indirectly or potentially or whose purpose and effect is to, impact the management or control of the Company or impose any restriction or create any liability upon the and there are no material departures;

Such accounting policies have been selected and the Company as on the date of notification of clause 5A to Para A of Part A of Schedule III of Listing Regulations.

29. OTHER DISCLOSURES

During the year under review:-

a. Your Company had cordial relation with the workers and employees at all levels.

b. No Significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company's operations in the future.

c. No application was made or any proceedings pending against the Company under the Insolvency and Bankruptcy Code, 2016.

d. Your Company has not received any compliant pertaining to sexual harassment. The disclosures as per the Sexual Harassment of Women at Workplace (Prevention,Prohibition and Redressal) Act,2013 are given in the "Annexure - 'E' to the Board's Report i.e. Report on Corporate Governance.

e. No one time settlement with Banks/ FI,s for loans taken has been entered into by the company

30. ACKNOWLEDGEMENT

The Board acknowledges the understanding and support shown by its lending financial institutions, banks, distributors, customers, suppliers, employees and other business associates. Your Company operated efficiently due to a culture of professionalism, integrity and continuous improvement leading to sustainable and profitable growth.