Bulkcorp International Ltd Directors Report

The following table sets forth the details regarding the Board of Directors of our Company as on the date of filing of this Red Herring Prospectus:

Name, designation, age, date of birth, address, experience, occupation, qualification, current term, date of appointment and	Other directorships
DIN
Mr. Punit Mahendra Gopalka	Companies:
Designation: Chairman cum Managing Director & Chief Executive
Officer	1. UMG Solutions Private Limited;
Age: 47 Years
	2. Umasree Texplast Private Limited;
Date of Birth: February 23, 1977
Address: Block D-702, Amara Bedside Paarijat Flats, Judges	3. Alliance Polysacks Private Limited;
Bunglow Road, Opp. OICL Petrol pump, Bodakdev, VTC,	4. Solos Polymers Private Limited;
Ahmedabad 380054.	Packem Umasree Private Limited.
	5.
Experience: He is having more than 8 years of experience in the packaging Industry.
Occupation: Business
Qualification:
? Bachelor of Commerce from H.L. Commerce College
Ahmedabad in the year 1999.
? Master of Science in Business and Management from University
of Strathclyde Glasgow, Scotland in the year 2001.
Term: 3 Years from March 11, 2024
Expiry of Term: upto March 10, 2027
Period of Directorship: Since July 10, 2015
DIN: 02892589

 

Name, designation, age, date of birth, address, experience,
occupation, qualification, current term, date of appointment and DIN Mr. Anup Mahendra Gopalka	Other directorships Companies:
Designation: Whole-Time Director
Age: 56 Years	1. Umasree Texplast Private Limited
Date of Birth: October 05, 1967	2. Solos Polymers Private Limited
Address: E-301, Auravilla, Thaltej, Hebatpur Road, Daskroi,
	3. Packem Umasree Private Limited
Ahmadabad, Gujarat- 380059
	4. Shri Techtex Limited
Experience: He is having more than 20 years of experience in the
	5. Amira Tanna Industries Private Limited
Packaging Industry.
Occupation: Business
Qualification: Bachelor of Commerce from Navgujarat Commerce
College Ahmedabad in the year 1993.
Term: 3 Years from March 11, 2024
Expiry of Term: upto March 10, 2027
Period of Directorship: Since February 1, 2017
DIN: 01114195
Mr. Sanjay Pandurang Sadavarte
Designation: Executive Director and Chief Operating Officer	Companies:
Age: 43 Years
Date of Birth: August 15, 1980	1. Solos Polymers Private Limited
Address: H 1102 Swati Parkside, Applewoods Township, Shela,	2. Sanvision Ventures Private Limited
Bopal, Ahmedabad- 380058
Experience: He has more than 7 years of experience in the
Packaging Industry.
Occupation: Business
Qualifications: Diploma Plastic Engineering
Diploma- Business Management
Term: 3 Years from March 11, 2024
Expiry of Term: upto March 10, 2027
Period of Directorship: since June 15, 2016
DIN: 07548346
Ms. Tina Mulani
Designation: Independent Director	Companies:
Age: 26 Years
Date of Birth: November 23, 1997	1. NIL
Address: A-602, Stuti Empress, Gauravpath Road, Fire Station, Pal,
Surat 395009, Gujarat.
Experience: She has more than 8 months of experience in the
corporate law.
Occupation: Employment
Qualifications: Company Secretary
Expiry of Term: 5 Years from March 11, 2024 i.e. upto March 10,
2029.
Period of Directorship: From March 11, 2024
DIN: 10521513

 

Name, designation, age, date of birth, address, experience,
occupation, qualification, current term, date of appointment and	Other directorships
DIN
Mr. Piyush Ravishanker Bhatt
Designation: Independent Director	Companies:
Age: 62 Years	1. Aditya Ultra Steel Limited
Date of Birth: January 26, 1962
Address: B No. 30 Madhur Co Op. HSL, Nirman Twin Bungalows
Ghatlodiya, Chandlodiya, Ahmedabad City, Ahmedabad 380061,
Gujarat.
Experience: 38 years of experience in Banking Field.
Occupation: Service
Qualifications: Masters in Commerce
Company Secretary
Expiry of Term: 5 Years from March 11, 2024 i.e. upto March 10,
2029.
Period of Directorship: From March 11, 2024
DIN: 10143807

Brief Profile of Directors:

1. Mr. Punit Mahendra Gopalka aged 47 Years is the Promoter and Chairman cum Managing Director of our Company. He got a Bachelor of Commerce Degree from H.L. Commerce College Ahmedabad in the year 1999 and Master of Science in Business and Management from University of Strathclyde Glasgow, Scotland in the year 2001. He has been associated with our Company since July 10, 2015. He has more than 8 years of experience in the packaging industry. He was appointed as the chairman cum Managing Director pursuant to a resolution passed by our members dated March 11, 2024 for a period of 3 years. He is also chief executive officer of the Company. He is currently responsible for the overall management and affairs of our Company, handles Finance and compliance division of the company and he is devising investment strategies, developing industry networks for further business development, and overall development of the business of our Company.

2. Mr. Anup Mahendra Gopalka, aged 56 Years, is the Promoter and Whole-time Director of our Company. He is Bachelor of Commerce from Navgujarat Commerce College Ahmedabad in the year 1993. He has been associated with our Company since February 01, 2017. He has 20 years of experience in the packing industry. He was appointed as whole-time Director pursuant to a resolution passed by our members dated March 11, 2024 for a period of 3 years. He is actively involved in the day-to-day operations of the company and currently oversees sales & marketing division of the company.

3. Mr. Sanjay Pandurang Sadavarte, aged 43 years, holds a Diploma in Plastic Engineering. He has experience of approximately 7 years of Packaging Industry. He was appointed as an executive Director pursuant to a resolution passed by our member dated March 11, 2024 for a period of 3 years. He is also Chief Operating Officer of the Company looking after all manufacturing activity of the Company. He is a dynamic and innovative professional with a robust technical skill set, natural leadership abilities, and analytical problem-solving prowess. He demonstrates expertise in driving creative vision and elevating operational excellence across various domains. He possesses a keen organizational acumen, with a focus on solution development. Demonstrating robust technical proficiency in FIBC jumbo bags and packaging.

4. Tina Mulani, aged 26 years, is company secretary by profession. She has more than 8 Months of experience in the corporate law. She was appointed as Independent Director pursuant to a resolution passed by our members dated March 11, 2024 for a period of 5 years.

5. Mr. Piyush Ravishanker Bhatt, aged 62 years, holds a degree of Masters in Commerce and a Company Secretary Degree. He has 38 years of Banking experience. He was appointed as a Independent Director pursuant to a resolution passed by our member dated March 11, 2024 for a period of 5 years. He was previously associated with Reserve Bank of India. He brings his extensive experience in managing our Company.

Confirmations:

As on the date of this Red Herring Prospectus:

a. None of our Directors is or was a director of any listed company during the last five years preceding the date of this Red

Herring Prospectus, whose shares has been or were suspended from being traded on the BSE or the NSE, during the term of their directorship in such company. b. None of our Directors is or was a director of any listed company which has been or was delisted from any stock exchange during the tenure of their directorship in such company. c. None of the Directors are categorized as a willful defaulter or a fraudulent borrower, as defined under Regulation

2(1)(iii) of SEBI (ICDR) Regulations. d. None of our Directors is declared a fugitive economic offender under section 12 of the Fugitive Economic Offenders

Act, 2018. e. In respect of the track record of the directors, there have been no criminal cases filed or investigations being undertaken with regard to alleged commission of any offence by any of our directors and none of our directors have been charge-sheeted with serious crimes like murder, rape, forgery, economic offence. f. We hereby confirm that independent directors of the company do not have any relation, including but not limited to fiduciary relations with directors, promoters and promoters group, group companies and any other entities controlled or influenced by the promoters or directors of the issuer:

Arrangements with major Shareholders, Customers, Suppliers or Others:

We have not entered into any arrangement or understanding with our major shareholders, customers, suppliers or others, pursuant to which any of our directors were selected as Directors or members of the senior management except as below:

? Our company has entered into Share Subscription and Shareholders Agreement with Chankya Opportunities Fund I for subscription of 35088 Equity Shares for cash price of 285 per equity shares on preferential basis.

Service Contracts:

The Managing Directors & Whole-time Director of our Company have entered into Service contracts with our Company vide agreement dated March 14, 2024:

Terms of Agreement.

(i) Salary at the rate of upto Rs.10,00,000 (Rupees Ten Lakhs Only) per month. (ii) Perquisites and allowances shall include

A. Car with driver: The Director will be provided a Car with driver for use on Companys business. All the expenses for maintenance and running of the same including salary of the driver to be borne by the company. B. Medical reimbursement / allowance: As per the rules of the Company.

C. Leave travel concession / allowance: As per the rules of the Company.

The Company shall reimburse actual entertainment and travelling expenses incurred by the Managing Director in connection with the Companys business. Perquisites as per the Section IV of the Schedule V of the Act as provided below: A. Contribution to provident fund, superannuation fund or annuity fund to the extent these either singly or put together are not taxable under the Income-tax Act, 1961);

B. gratuity payable at a rate not exceeding half a months salary for each completed year of service; and

C. encashment of leave at the end of the tenure.

Details of Borrowing Powers of Directors:

Pursuant to a special resolution passed at an Extra-ordinary General Meeting of our Company held on March 11, 2024 and pursuant to provisions of Section 180(1)(c) and other applicable provisions, if any, of the Companies Act, 2013 and rules made thereunder, the Board of Directors of the Company have authorized to borrow monies from time to time, any sum or sums of money on such security and on such terms and conditions as the Board may deem fit, notwithstanding that the money to be borrowed together with the money already borrowed by our Company may exceed in the aggregate, its paid-up capital and free reserves and security premium (apart from temporary loans obtained / to be obtained from bankers in the ordinary course of business), provided that the outstanding principal amount of such borrowing at any point of time shall not exceed in the aggregate of 200 Crores.

Compensation of our Managing Director & Whole-time Director:

The compensation payable to our Managing Director and Whole-time Director will be governed as per the terms of their appointment and shall be subject to the provisions of Sections 2(54), 2(94), 188, 196, 197, 198, and 203 and any other applicable provisions, if any of the Companies Act, 2013 read with Schedule V to the Companies Act, 2013 and the rules made there under (including any statutory modification(s) or re-enactment thereof or any of the provisions of the Companies Act, 1956, for the time being in force).

The following compensation has been approved for the Managing Director & Whole-time Director: (i) Salary at the rate of upto Rs.10,00,000 (Rupees Ten Lakhs Only) per month. (ii) Perquisites and allowances shall include

A. Car with driver: The Director will be provided a Car with driver for use on Companys business. All the expenses for maintenance and running of the same including salary of the driver to be borne by the company. B. Medical reimbursement / allowance: As per the rules of the Company.

C. Leave travel concession / allowance: As per the rules of the Company.

The Company shall reimburse actual entertainment and travelling expenses incurred by the Managing Director in connection with the Companys business. Perquisites as per the Section IV of the Schedule V of the Act as provided below: A. Contribution to provident fund, superannuation fund or annuity fund to the extent these either singly or put together are not taxable under the Income-tax Act, 1961);

B. gratuity payable at a rate not exceeding half a months salary for each completed year of service; and

C. encashment of leave at the end of the tenure

Payments or benefits to Directors:

The remuneration paid to our Executive Directors in Fiscal 2024 is as follows:

Name of Directors	Remuneration paid in F.Y. 2023-24 ( in lakhs)
Mr. Punit Mahendra Gopalka	7.75
Mr. Anup Mahendra Gopalka	NIL
Mr. Sanjay Pandurang Sadavarte	27.00

Bonus or Profit-Sharing Plan for our Directors:

We have no bonus or profit-sharing plan for our Directors.

Sitting Fees:

Our Board of Directors have resolved in their meeting dated March 14, 2024 for payment of sitting fees to Directors (including independent directors) of the Company, such sum as may be decided by the Board of Directors which shall not exceed

5000/- (Rupees Five Thousand only) per meeting of the Board or Committee thereof, attended by such director.

Shareholding of our Directors as on the date of this Red Herring Prospectus:

Sr. No.	Name of the Directors	No. of Shares Held	Holding in % (pre-issue)
1.	Mr. Punit Mahendra Gopalka	16,96,200	30.64
2.	Mr. Anup Mahendra Gopalka	16,96,200	30.64
3.	Mr. Sanjay Pandurang Sadavarte	14,79,000	26.72
4.	Ms. Tina Mulani	Nil	Nil
5.	Mr. Piyush Ravishanker Bhatt	Nil	Nil
	Total	48,71,400	88.01

Our Articles of Association do not require our directors to hold any qualification Equity Shares in the Company.

INTEREST OF DIRECTORS

All the Directors may be deemed to be interested to the extent of remuneration and reimbursement of expenses payable to them under the Articles and to the extent of remuneration paid to them for services rendered as an officer or employee of the Company. For further details, please refer to the Annexure titled Annexure - IX "Related Party Transactions" on pageF 32 under chapter titled as "Restated Financial Statement" on page 167 and "Our Management" beginning on 144 of this Red Herring Prospectus.

Our directors may also be regarded as interested to the extent of their shareholding and dividend payable thereon, if any, and to the extent of Equity Shares, if any held by them in our Company or held by their relatives. Further our directors are also interested to the extent of unsecured loans, if any, given by them to our Company or by their relatives or by the companies/ firms in which they are interested as directors/ Members/ Partners. Further, our directors are also interested to the extent of loans, if any, taken by them or their relatives or taken by the companies/ firms in which they are interested as Directors/ Members/ Partners and for the details of Personal Guarantee given by Directors towards Financial facilities of our Company please refer to Terms & Conditions of Loans for Annexure 1.3 & 1.7 on page F 13 of Chapter titled as

"Restated Financial Statement" on page 167 and in chapter titled as "Financial Indebtedness" on page 181 of this Red Herring Prospectus.

Except as stated otherwise in this Red Herring Prospectus, our Company has not entered into any Contract, Agreements, or Arrangements during the preceding two years from the date of the Red Herring Prospectus in which the Directors are interested directly or indirectly and no payments have been made to them in respect of the contracts, agreements or arrangements which are proposed to be entered into with them.

Interest of Directors in the property of Our Company:

Our directors do not have any interest in any property acquired by our Company in a period of two years before filing this Red Herring Prospectus or proposed to be acquired by us as on the date of filing the Red Herring Prospectus with RoC.

Except as stated in this section "Our Management" and the Annexure IX- Related Party Transactions on page F 32 under section titled as "Restated Financial Statement beginning on page 144, and 167 respectively of this Red Herring Prospectus, and except to the extent of shareholding in our Company, our Directors do not have any other interest in our business.

CHANGES IN BOARD OF DIRECTORS IN THE LAST 3 YEARS:

Name	Designation (at the time of appointment/Change in designation / Cessation)	Date of Appointment/ Change in designation/ Cessation	Reason
Ms. Tina Mulani	Appointed as an	March 11, 2024	To ensure better Corporate Governance and compliance with
Mr. Piyush	Independent Director Appointed as an		the Companies Act, 2013. To ensure better Corporate
Ravishanker Bhatt	Independent Director	March 11, 2024	Governance and compliance with the Companies Act, 2013.
Mr. Punit Mahendra Gopalka	Appointment as Chairman cum Managing Director and CEO	March 11, 2024	To ensure better Corporate Governance and compliance with the Companies Act, 2013.
Mr. Anup Mahendra Gopalka	Appointment as Whole- time Director	March 11, 2024	To ensure better Corporate Governance and compliance with the Companies Act, 2013.
Mr. Anupriya Punit Gopalka	Resignation	January 10, 2024	Due to personal reason and Pre occupancies

MANAGEMENT ORGANISATION STRUCTURE

The following chart depicts our Management Organization Structure:

COMPLIANCE WITH CORPORATE GOVERNANCE

In addition to the applicable provisions of the Companies Act, 2013, provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and SEBI (ICDR) Regulations, 2018 will be applicable to our Company immediately upon the listing of our Companys Equity Shares on the Emerge platform of NSE. The requirements pertaining to the composition of the Board of Directors and the constitution of the committees such as the Audit Committee,

Stakeholders Relationship Committee and Nomination & Remuneration Committee as applicable on us, have been complied with.

Our Board has been constituted in compliance with the Companies Act, 2013 and in accordance with the best practices in corporate governance. Our Board functions either as a full board or through various committees constituted to oversee specific operational areas. The executive management provides our Board detailed reports on its performance periodically.

Our Board of Directors consist of 5 (Five) directors of which 2 (Two) are Independent Directors in which we have 1 (one) woman director on the Board. The constitution of our Board is in compliance with Section 149 of the Companies Act, 2013.

Our Company has formed the following committees:

A. Audit Committee

Our Company has constituted an Audit Committee, vide Board Resolution dated March 14, 2024 as per the applicable provisions of the Section 177 of the Companies Act, 2013 read with rule 6 of the companies (Meeting of board and its power) Rules, 2014 and Regulation 18 of SEBI Listing Regulations. The Audit Committee comprises following members:

Name of the Director	Status in Committee	Nature of Directorship
Mr. Piyush Bhatt	Chairman	Independent Director
Ms. Tina Mulani	Member	Independent Director
Mr. Punit Mahendra Gopalka	Member	Managing Director

The Company Secretary of our Company shall act as a Secretary to the Audit Committee. The scope and function of the Audit Committee and its terms of reference shall include the following:

Terms of Reference

? The Role of Audit Committee not limited to but includes: -

1. The recommendation for the appointment, re-appointment and, if required, the replacement or removal of the auditor, their remuneration and fixation of terms of appointment of the Auditors of the Company;

2. Review and monitor the auditors independence and performance, and effectiveness of audit process;

3. Examination of financial statement and auditors report thereon including interim financial result before submission to the Board of Directors for approval;

a. Changes, if any, in accounting policies and practices and reasons for the same b. Major accounting entries involving estimates based on the exercise of judgment by management c. Significant adjustments made in the financial statements arising out of audit findings d. Compliance with listing and other legal requirements relating to financial statements e. Disclosure of any related party transactions f. Qualifications in the draft audit report.

4. Approval or any subsequent modification of transactions of the Company with related party;

Provided that the Audit Committee may make omnibus approval for related party transactions proposed to be entered into by the company subject to such conditions as may be prescribed under the Companies Act, 2013 or any subsequent modification(s) or amendment(s) thereof; Provided further that in case of transaction, other than transactions referred to in section 188 of Companies Act 2013 or any subsequent modification(s) or amendment(s) thereof, and where Audit Committee does not approve the transaction, it shall make its recommendations to the Board; Provided also that in case any transaction involving any amount not exceeding one crore rupees is entered into by a director or officer of the company without obtaining the approval of the Audit Committee and it is not ratified by the Audit Committee within three months from the date of the transaction, such transaction shall be voidable at the option of the Audit Committee;

5. Reviewing, with the management, and monitoring the statement of uses / application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document/ prospectus/notice and the report submitted by the monitoring agency monitoring the utilization of proceeds of a public or rights issue, and making appropriate recommendations to the Board to take up steps in this matter;

6. Scrutiny of Inter-corporate loans and investments;

7. Reviewing and discussing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board;

8. To review the functioning of the Whistle Blower mechanism, in case the same is existing;

9. Valuation of undertakings or assets of the company, where ever it is necessary;

10. Evaluation of internal financial controls and risk management systems and reviewing, with the management, performance of internal auditors, and adequacy of the internal control systems; and 11. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors; 12. Approval of appointment of CFO (i.e., the whole-time Finance Director or any other person heading the finance function or discharging that function) after assessing the qualifications, experience & background, etc. of the candidate; and 13. Carrying out any other function as assigned by the Board of Directors from time to time.

? Review of Information

i. Management discussion and analysis of financial condition and results of operations; ii. Statement of significant related party transactions (as defined by the audit committee), submitted by management; iii. Management letters / letters of internal control weaknesses issued by the statutory auditors; iv. Internal audit reports relating to internal control weaknesses; and v. The appointment, removal and terms of remuneration of the Internal Auditor. vi. Annual statement of funds utilized for purpose other than those stated in the offer document/ prospectus.

? Powers of Committee

i. To investigate any activity within its terms of reference; ii. To seek information from any employees; iii. To obtain outside legal or other professional advice; and iv. To secure attendance of outsiders with relevant expertise, if it considers necessary.

? Quorum and Meetings

The audit committee shall meet as and when required to discuss and approve the items included in its role. The quorum of the meeting of the Audit Committee shall be one third of total members of the Audit Committee or 2, whichever is higher, subject to minimum two Independent Director shall present at the Meeting.

B. Stakeholders Relationship Committee

Our Company has formed a Stakeholders Relationship Committee vide Board Resolution dated March 14, 2024 as per the applicable provisions of the Section 178(5) of the Companies Act, 2013 read with rule 6 of the companies (Meeting of board and its power) rules, 2014 and Regulation 20 of SEBI Listing Regulations. The Stakeholders Relationship Committee comprises following members:

Name of the Director	Status in Committee	Nature of Directorship
Ms. Tina Mulani	Chairman	Independent Director
Mr. Piyush Bhatt	Member	Independent Director
Mr. Sanjay Pandurang Sadavarte	Member	Executive Director

The scope and function of the Committee and its terms of reference shall include the following:

? Terms of Reference

To supervise and ensure;

i. Efficient transfer of shares; including review of cases for refusal of transfer / transmission of shares; ii. Redressal of shareholder and investor complaints like transfer of Shares, non-receipt of balance sheet, non-receipt of declared dividends etc.; iii. Issue duplicate/split/consolidated share certificates; iv. Dematerialization/Rematerialization of Share; v. Review of cases for refusal of transfer / transmission of shares and debentures; vi. Reference to statutory and regulatory authorities regarding investor grievances and to otherwise ensure proper and timely attendance and redressal of investor queries and grievances; Provided that inability to resolve or consider any grievance by the Stakeholders Relationship Committee in good faith shall not constitute a contravention of Section 178 of Companies Act, 2013 or any subsequent modification(s) or amendment(s) thereof. vii. Such other matters as may be required by any statutory, contractual or other regulatory requirements to be attended to by such committee from time to time.

? Quorum and Meetings

The Stakeholders Relationship Committee shall meet as and when require to discuss and approve the items included in its role. The quorum shall be one third of total members of the Stakeholders Relationship Committee or 2 members, whichever is higher.

C. Nomination and Remuneration Committee

Our Company has formed a Nomination and Remuneration Committee vide Board Resolution dated March 14, 2024 as per the applicable provisions of the Schedule V and other applicable provisions of the Companies Act, 2013 read with rule 6 of the companies (Meeting of board and its power) rules, 2014 and Regulation 19 of SEBI Listing Regulations. The Nomination and Remuneration Committee comprises following members:

Name of the Director	Status in Committee	Nature of Directorship
Mr. Piyush Bhatt	Chairman	Independent Director
Ms. Tina Mulani	Member	Independent Director
Mr. Punit Mahendra Gopalka	Member	Managing Director

The scope and function of the Committee and its terms of reference shall include the following:

Terms of reference

? Role of Nomination and Remuneration Committee not limited to but includes: -

i. Formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration of the directors, key managerial personnel and other employees; ii. Formulation of criteria for evaluation of Independent Directors and the Board; iii. To ensure that the relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and iv. Identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommend to the Board of Directors their appointment and removal and shall carry out evaluation of every directors performance.

? Quorum and Meetings

The Committee is required to meet at least once a year. The quorum necessary for a meeting of the Nomination and Remuneration Committee is one third of total members of the Nomination and Remuneration Committee or 2 members, whichever is higher.

KEY MANAGERIAL PERSONNEL

Our Company is supported by a team of professionals having exposure to various operational aspects of our business. A brief detail about the Key Managerial Personnel of our Company other than Directors is provided below:

Name, Designation & Educational Qualification	Age (Years)	Year of Joining	Remunerati on paid for F.Y. 2022-23 (in Lakhs)	Overall experie nce (in years)	Previous Employment
Mr. Miteshkumar
Kamleshbhai Asava
Designation: Chief Financial Officer	30	Designated as CFO w.e.f. March 09, 2024	NA	5 Years	Umasree Texplast Private Limited
Educational Qualification:
Chartered Accountant
Ms. Kinjal Sangani		Designated
Designation: Company		as Company
Secretary and Compliance Officer	34	Secretary and Compliance	NA	7 Years	Online PSB Loans
Educational Qualification:		officer w.e.f.
Company Secretary		June 13, 2024

BRIEF PROFILE OF KEY MANAGERIAL PERSONNEL OTHER THAN DIRECTORS

Mr. Miteshkumar Kamleshbhai Asava is the Chief Financial Officer of our Company. He is a member of Institute of Chartered Accountants of India. He has been associated with our Company since March 01, 2024. He has over 5 years of experience in strategic planning, finance and Accounts. He has been appointed as Chief Financial Officer of our Company with effect from March 09, 2024. He is currently responsible for handling the accounts, finance, and management of the Company.

Ms. Kinjal Sangani is the Company Secretary and Compliance officer of our Company. She is a member of the Institute of Company Secretary. She has been associated with our Company since June 13, 2024. She has over 7 years of experience in compliance. She has been appointed as Company Secretary and Compliance officer of our Company with effect from June 13, 2024. She is currently responsible for handling the Compliance and legal departments of the Company.

Brief Profile of Senior Management Personnel

Name, Designation & Educational Qualification	Age (Years)	Year of Joining	Remuneration paid for F.Y. 2023-24 (in Lakhs)	Overall experience (in years)
Mr. Pushpendra Pandey				4 years in the
Designation: Plant Head	43	April 22, 2019	6.53	Manufacturing
Educational Qualification: He has cleared 3rd year examination of B.Sc Final				Operations
Mr. Dheeraj Mishra Designation: HR Head	30	November 15, 2019	3.24	3 years in the Human
Educational Qualification: has cleared examination of Bsc.				Resource

We confirm that:

a. All the persons named as our Key Managerial Personnel above are the permanent employees of our Company. b. There is no understanding with major shareholders, customers, suppliers or any others pursuant to which any of the above mentioned Key Managerial Personnel have been recruited. c. None of our KMPs except Mr. Punit Mahendra Gopalka and Mr. Anup Mahendra Gopalka are a part of our Board of

Directors. d. In respect of all above mentioned Key Managerial Personnel there has been no contingent or deferred compensation accrued for the period ended March 2023. e. Our Company does not have any bonus/ profit sharing plan for any of the Key Managerial Personnel. f. None of the Key Managerial Personnel in our Company hold any shares of our Company as on the date of filing of this

Red Herring Prospectus except:

Sr. No.	Name of the KMPs	No. of Shares held
1.	Mr. Punit Mahendra Gopalka	16,96,200
2.	Mr. Anup Mahendra Gopalka	16,96,200
3.	Mr. Miteshkumar Kamleshbhai Asava	NIL
4.	Ms. Kinjal Sangani	NIL
	Total	33,92,400

g. Presently, we do not have ESOP/ ESPS scheme for our employees.

Nature of any family relationship between our Directors and Key Managerial Personnel (KMP)

Except as mentioned below none of our directors are related to each others. The Directors and KMPs of the Company are related to each other within the meaning of section 2 (77) of the Companies Act, 2013. Details of which are as follows:

Sr. No.	Name of the Director/ KMP	Relationship with other Directors/ KMPs
1.	Mr. Punit Mahendra Gopalka
		Brother
2.	Mr. Anup Mahendra Gopalka

Payment of benefits to officers of Our Company (non-salary related)

Except as disclosed in this Red Herring Prospectus and any statutory payments made by our Company to its officers, our Company has not paid any sum, any non-salary related amount or benefit to any of its officers or to its employees including amounts towards super- annuation, ex-gratia/ rewards.

Except statutory benefits upon termination of employment in our Company or superannuation, no officer of our Company is entitled to any benefit upon termination of such officers employment in our Company or superannuation. Contributions are made by our Company towards provident fund, gratuity fund and employee state insurance.

CHANGES IN THE KEY MANAGERIAL PERSONNEL (OTHER THAN DIRECTORS) IN LAST THREE YEARS:

There is no change in the Key Managerial Personnel (Other than Directors) of our Company during the last 3 (three) year except as stated below:

Name	Designation (at the time of appointment/ Change in designation / Cessation)	Date of Appointment/ Change in designation/ Cessation	Reason
Mr. Miteshkumar Kamleshbhai Asava	Appointed as Chief Financial Officer	March 09, 2024	To ensure better Corporate Governance and compliance with the Companies Act, 2013.
Mrs. Manila Jain	Appointed as Company Secretary and Compliance Officer	March 09, 2024	To ensure better Corporate Governance and compliance with the Companies Act, 2013.
Mrs. Manila Jain	Resigned as Company Secretary and Compliance Officer	June 13, 2024	To ensure better Corporate Governance and compliance with the Companies Act, 2013.
Ms. Kinjal Sangani	Appointed as Company Secretary and Compliance Officer	June 13, 2024	To ensure better Corporate Governance and compliance with the Companies Act, 2013.

Interest of Our Key Managerial Persons

Apart from the shares held in the Company and to extent of remuneration allowed and reimbursement of expenses incurred by them for or on behalf of the Company and to the extent of loans and advances made to or borrowed from the Company, none of our key managerial personal are interested in our Company. For details, please refer Annexure IX- Related Party Transactions on page F 32 under section titled "Restated Financial Statement" beginning on page 167 of this Red Herring Prospectus.

Interest of Directors and KMPs in the property of Our Company:

Our directors and KMPs do not have any interest in any property acquired by our Company in a period of two years before filing of this Red Herring Prospectus or proposed to be acquired by us as on date of filing the Red Herring Prospectus with RoC.

Details of Service Contracts of the Key Managerial Personnel (Other than Directors)

Except for the terms set forth in the appointment letters, the Key Managerial Personnel (Other than Directors) have not entered into any other contractual arrangements with our Company for provision of benefits or payments of any amount upon termination of employment.

Loans given/ availed by Directors/ Key Managerial Personnel of Our Company

For details of unsecured loan taken from or given to our Directors/ KMPs and for details of transaction entered by them in the past please refer to "Annexure IX Related Party Transactions" on page F 32 under chapter titled as "Restated Financial Statement" page 167 of this Red Herring Prospectus.

Attrition

The attrition of Key Management Personnel of our Company is not high in comparison to the industry.

ESOP/ ESPS SCHEME TO EMPLOYEES

Presently, we do not have any ESOP/ ESPS Scheme for our employees.