Control Print Ltd Management Discussions

GLOBAL ECONOMIC OVERVIEW

In 2024, the global economy registered a steady growth of 3.3%, indicating a degree of resilience amid broader economic headwinds. However, momentum remained subdued, constrained by ongoing policy uncertainty driven by geopolitical tensions, trade disputes, and rising protectionist measures, all of which dampened business confidence and curtailed investment activity. High interest rates aimed at curbing inflation further dampened borrowing and economic activity. Structural challenges such as subdued investment, sluggish productivity, and high debt levels especially in low-income countries, continued to weigh on the recovery. Labour market frictions and slowing growth in key emerging markets such as China, further added to the strain. However, as we move through 2025, the global landscape is experiencing a meaningful shift, shaped by nations recalibrating their policy priorities in response to intensifying geopolitical tensions and mounting economic pressures. In 2024, the introduction of broad-based tariff measures by the United

States and retaliatory actions by key trade partners led to a sharp rise in global tariff rates, disrupting trade and dampening growth. The rapid and unpredictable nature of these policy shifts has heightened economic uncertainty and complicated forecasting. Amid ongoing volatility, global headline inflation is now projected to ease more gradually, moderating to 4.3% in 2025 and 3.6% in

2026. While inflation estimates have been revised upward for advanced economies, these are partially offset by downward adjustments in emerging markets.

Global growth prospects for 2025 have weakened across key advanced and emerging economies. In the US, GDP is projected to slow to 1.8% due to restrictive monetary policy and trade disruptions, with inflation staying elevated around 3%. China?s growth is projected to ease to 4%, pressured by weak external demand, domestic deleveraging, and ongoing structural adjustments, alongside persistent deflationary risks. In the Euro Area, growth has been revised down to 0.8%, driven by subdued consumer spending and energy-related concerns. Several emerging markets, such as Mexico, South Africa, and

Argentina, are also facing slower growth due to high debt levels, depreciating currencies, and tighter financial conditions, which are constraining policy flexibility and heightening economic vulnerability.

Rising fragility in the financial system, particularly among emerging markets and non-bank financial institutions (NBFIs), is contributing to heightened uncertainty. This vulnerability is compounded by equity market volatility, stretched asset valuations, and elevated corporate debt. Central banks now face the complex task of containing inflation while safeguarding financial stability. Emerging markets are particularly vulnerable due to rising sovereign debt costs, capital outflows driven by interest rate differentials, and depreciating currencies, which exacerbate inflation and macroeconomic risks. These factors increase the risk of sudden investment stops and debt distress. In the absence of timely multilateral support and structured debt resolution, financial stress in emerging markets could escalate considerably.

OUTLOOK

Despite persistent global economic headwinds, 2025 offers a distinct opportunity for companies like Control Print to build resilience and advance sustainable growth. While global GDP growth is projected at a modest 3.1%, emerging markets such as India are expected to lead the recovery, supported by robust manufacturing and infrastructure expansion.

For the Company, this environment points to rising demand for coding and marking solutions across core sectors such as manufacturing, pharmaceuticals, automotive, and construction—industries that are pivotal to India?s economic growth. Coordinated policies promoting stable trade, timely debt resolution, and structural reforms will enhance market stability and support long-term investments. Maintaining clear monetary policy and fiscal discipline globally will help restore financial stability, benefitting industrial supply chains and capital investments. Furthermore, greater international cooperation and aligned policy -database/2025/april) strategies are expected to support a more balanced and inclusive global recovery, creating new opportunities for the Company to strengthen its presence both in domestic and international markets. By harnessing favourable macroeconomic trends and maintaining a strong focus on innovation and customer-centric solutions, the Company is well-positioned to capitalise on the gradual yet resilient economic recovery unfolding in India and globally through 2025 and beyond.

INDIAN ECONOMIC OVERVIEW

India?s economic outlook remains strong, with a projected growth rate of

6.5% for FY 2024-25, underscoring the country?s resilience amid ongoing global economic uncertainties. This projection is supported by strong domestic demand, ongoing reforms, major infrastructure investments, stable private consumption, and robust performance in agriculture and services. In 2024, India surpassed Japan to become the world?s fourth-largest economy in nominal GDP terms, a milestone that underscores India?s strong economic growth alongside Japan?s relative stagnation. The shift is attributed to India?s strong growth momentum and the depreciation of the Japanese Yen, which lowered Japan?s GDP in dollar terms, while targeted government measures, steady consumption, and improved labour market conditions continue to reinforce India?s positive growth outlook.

(Source: https://www.imf.org/en/Publications/WEO)

A key driver of this growth is the industrial sector, projected to expand by 6.2% in FY 2024-25, led by strong performances in construction and utilities. However, this marks a moderation from the previous year?s impressive 9.5% growth in manufacturing, reflecting a confluence ofexternal and domestic factors. This includes subdued global demand that has dampened manufacturing exports, aggressive trade policies by major partners, and disruptions from an above-average monsoon.

While the monsoon benefited agriculture, it temporarily affected mining, construction, and some manufacturing activities.

Additionally, variations in the timing of major festivals between years contributed to fluctuations in production cycles and growth rates.

Despite these challenges, the manufacturing sector continues to exhibit strong momentum. India?s manufacturing Purchasing Managers? Index (PMI) stood at 56.9 in February 2025, slightly down from 57.5 in January 2025.

Despite this modest dip, PMI remains well above the 50-mark, indicating continued solid expansion in the manufacturing sector. Growth continues to be fuelled by strong domestic and international demand, increased hiring, and improving supply chains, even as inflationary pressures persist. Investor sentiment towards manufacturing stocks remains optimistic, as reflected in the Nifty India Manufacturing

Index, which posted a modest growth of 0.47% in March 2025, closing at 13,890.75 points. This positive trend was driven by improved corporate earnings, increased foreign investment, and technological advancements that helped manufacturers sustain profitability despite rising costs, especially in consumer goods, chemicals, and pharmaceuticals.

Outlook

As India prepares for FY 2025-26, the country?s economic prospects remain cautiously measured in the face of ongoing geopolitical uncertainties, trade disruptions, and the potential for commodity price fluctuations. On the domestic front, maintaining the momentum of private sector investment, strengthening consumer confidence, and accelerating corporate wage growth will be essential to sustaining GDP growth. Rural demand is expected to rise as agriculture recovers, food inflation stabilises, and macroeconomic conditions remain favourable. To enhance medium-term economic resilience, India must focus on boosting its global

(Source: Economic Survey 2024-25) competitiveness through structural reforms and deregulation at the grassroots level. Creating a more business-friendly environment will be critical to mitigating external vulnerabilities and ensuring long-term economic viability.

GLOBAL CODING AND MARKING SOLUTION INDUSTRY OVERVIEW

The Coding and Marking Solutions

Market is projected to grow from US$ 8.62 Billion in CY 2025 to US$ 11.79 Billion by CY 2030, at a (CAGR) of 6.46% during the forecast period (CY 2025–CY 2030). A primary driver of this growth is the increasing demand for processed and packaged food. This trend is further reinforced by rising disposable incomes and rapid urbanisation particularly in emerging economies such as India and China which have significantly boosted the consumption of packaged goods. Modern retail growth, changing lifestyles of people, aggressive marketing strategies and healthier options of products have boosted the demand for packaged products ultimately helping our market grow. This has led to a growing demand for dependable coding and marking systems on food packaging, both to comply with strict regulatory standards and to support brand differentiation.

Accurate coding plays a critical role in enabling traceability throughout the supply chain, thereby enhancing operational efficiency and compliance. The Asia-Pacific region holds the largest share of the global coding and marking market and is projected to witness strong growth during the forecast period. This expansion is driven by rapid industrialisation, ongoing urban development, and the continued growth of the manufacturing sector, all of which are boosting demand for advanced coding and marking solutions. Moreover, increasing regulatory mandates and the emphasis on product traceability are prompting companies across the region to invest in cutting-edge technologies, aiming to ensure supply chain transparency and regulatory compliance.

INDIAN CODING AND MARKING SOLUTION INDUSTRY OVERVIEW

The Indian coding and marking solutions market is poised for strong growth, driven by rapid industrialisation, the expansion of manufacturing and packaging sectors, and rising regulatory requirements for product traceability and safety. Anticipated to expand at a CAGR of 8.9% between FY 2024-25 and FY 2029-30, the market is expected to reach approximately US$ 0.64 Billion by FY

2029-30. Government initiatives like ‘Make in India? and improvements in ease of doing business have further reinforced India?s position as a competitive and attractive manufacturing hub. This has further bolstered the demand for advanced coding and marking technologies focussed on product authentication, brand protection, and regulatory compliance. The market includes a range of technologies such as continuous inkjet (CIJ), thermal transfer overprinting (TTO), thermal inkjet

(TIJ), and laser coding, among others, with CIJ holding the largest market share due to its speed and cost-effectiveness. Major end-user industries include food and beverage, pharmaceuticals, electronics, chemicals, and automotive. The food and beverage sector particularly plays a key role, with growing regulatory mandates requiring detailed labelling, including ingredient lists, expiry dates, and nutritional information.

GOVERNMENT INITIATIVES

Pradhan Mantri Awas Yojana – Urban (PMAY-U)

Pradhan Mantri Awas Yojana Urban (PMAY-U) 2.0, launched on 1 September 2024, is a major initiative aimed at providing affordable housing to 1 Crore urban poor and middle-class families over the five years. This is further backed by a substantial investment of10 Lakh Crores (approximately US$ 120 Billion). Under the scheme, financial assistance of up to 2.5 Lakh per unit is offered to eligible beneficiaries from the economically weaker sections (EWS), low-income group (LIG), and middle-income group (MIG). The programme gives special priority to vulnerable groups such as widows, single women, senior citizens, persons with disabilities, transgenders, Safai Karmis, street vendors, artisans, and Anganwadi workers. As of 27 January 2025, a total of 118.64 Lakh houses have been sanctioned, 112.5 Lakh have been grounded, and 90.25 Lakhs have been completed under PMAY-U since its inception. The scheme was extended until 31 December 2025, to ensure the completion of houses sanctioned up to 31 March 2022. In the Union Budget 2025, the government allocated 19,794 Crores for the original PMAY-U and 3,500 Crores for PMAY-U

2.0 for FY 2025-26. The mission also incorporates sub-schemes like Affordable Rental Housing Complexes

(ARHCs) and the Global Housing Technology Challenge (GHTC-India), aimed at promoting sustainable, disaster-resilient, and innovative housing technologies. This large-scale housing initiative is expected to significantly boost demand for the coding and marking industry, as millions of new housing protective coatings, waterproofing solutions, and various marking materials for construction, safety, and compliance. The adoption of advanced housing technologies under PMAY-U 2.0 will further drive innovation and the use of high-performance coatings, thereby expanding market opportunities for industry players.

(Source: https://pmay-urban.gov.in)

Urban Infrastructure Development Fund (UIDF)

The UIDF continues to support urban infrastructure projects through loans and funding to urban local bodies (ULBs) for water supply, sanitation, urban transport, and solid waste management. The fund is managed by the Ministry of Housing and Urban Affairs (MoHUA) and has been instrumental in financing projects aligned with the Smart Cities Mission and AMRUT. Recent updates emphasise leveraging blended finance and private sector participation to scale urban infrastructure investment in urban infrastructure will significantly boost the demand for coding and marking solutions. As urban projects grow, so will the need for reliable coding and marking on construction materials, pipes, cables, and sanitation equipment to support traceability, quality control, and regulatory compliance.

(Source: https://mohua.gov.in)

National Pharmaceutical Policy

The National Pharmaceutical Policy FY 2023-24 aims to boost domestic manufacturing, reduce dependence on imports, and promote innovation in the pharmaceutical sector. Focus areas include strengthening bulk drug production, encouraging R&D, ensuring affordable access to medicines, and enhancing export competitiveness. The policy supports the development of Pharma 4.0 technologies and digital health integration. Government incentives and PLI schemes continue to drive growth in APIs, formulations, and medical devices. The growth of pharmaceutical manufacturing, coupled with the adoption of advanced automation and Pharma 4.0 technologies, is set to drive strong demand for high-quality coding and marking solutions. These solutions are essential for product identification, traceability, anti-counterfeiting, and regulatory compliance, especially as the industry moves towards greater digitalisation and exports.

(Source: https://pharma-dept.gov.in/)

Automotive Mission Plan (AMP) 2047

AMP 2047 is a long-term roadmap aimed at positioning India as a global hub for automotive manufacturing and exports by 2047, with a strong focus on electric mobility, advanced technology, and sustainability. The plan targets increasing vehicle production, fostering innovation in EVs and autonomous vehicles, and enhancing supply chain resilience. Government incentives, such as the PLI schemes for auto components, battery manufacturing, and R&D, are closely aligned with the objectives of AMP 2047. The mission emphasises skill development, infrastructure upgrades, and integration with global value chains. The rapid expansion and modernisation of India?s automotive sector under AMP 2047 will significantly increase the demand for advanced coding and marking solutions. As vehicle and component production scales up, reliable product identification, traceability, and compliance with both domestic and international regulations become critical.

The shift toward EVs, batteries, and high-tech components will require precise marking for safety, quality assurance, and anti-counterfeiting. Additionally, the integration of Industry 4.0 practices and automation in manufacturing will drive adoption of high-speed, digital, and eco-friendly coding technologies.

(Source: https://heavyindustries.gov.in/)

Income Tax Rates (FY 2025-26)

The Union Budget 2025-26 retained the existing income tax slabs and rates under the new tax regime introduced in 2020, with no revisions announced. The new tax regime offers concessional rates without exemptions/deductions; taxpayers can continue to choose between the old and new regimes. The highest marginal tax rate remains at 30% for income above 15 Lakhs under the new regime. Standard deduction, rebate limits, and surcharge rates remain unchanged. The government continues to emphasise ease of compliance and digitisation of tax administration. The stability and predictability in income tax rates, along with continued focus on digitisation and ease of compliance, foster a positive business environment. This encourages both domestic and foreign investments, leading to increased industrial activity and expansion across sectors such as FMCG, pharmaceuticals, automotive, and building materials, key markets for the coding and marking industry. With business expansion and increasing supply chain complexity, the need for streamlined product identification, traceability, and compliance becomes more critical than ever.

(Source: https://www.indiabudget.gov.in/)

Boost to the Manufacturing Industry

The 2025 Union Budget continues to bolster the manufacturing sector through a range of targeted initiatives. It extends and expands the Production Linked Incentive (PLI) schemes across key sectors such as electronics, pharmaceuticals, textiles, and automobiles. Increased capital expenditure has been allocated for infrastructure development, with a focus on enhancing manufacturing clusters and industrial corridors. The budget reinforces the ‘Make in India? initiative by promoting the adoption of advanced technologies, including Industry 4.0, AI, and green manufacturing practices. Support for MSMEs is strengthened through improved access to credit and export incentives. Additionally, there is a strong push for sustainable manufacturing, with specific incentives aimed at improving energy efficiency and encouraging the use of renewable energy.

(Source: https://www.indiabudget.gov.in/)

Make in India 2.0

Make in India 2.0 is an extension and evolution of the original initiative, aiming to turn India into a global manufacturing hub by focussing on advanced manufacturing technologies, innovation, and sustainability. It seeks to boost sectors like electronics, defense, automotive, and textiles. The programme?s emphasis on the adoption of Industry 4.0 and AI-driven manufacturing will be a game changer for businesses, leading to increased demand for automation, digital solutions, and advanced coding and marking systems. This will likely trigger a surge in industries requiring high-quality traceability, packaging, and product identification solutions.

(Source: https://www.makeinindia.com/)

Pradhan Mantri Kisan SAMPADA Yojana (PMKSY)

PMKSY continues to focus on developing agro-processing infrastructure, enhancing cold chain facilities, and promoting value addition to reduce food wastage and boost farmers? income. The scheme supports creation of mega food parks, integrated cold chains, and agro-processing clusters. Recent budget allocations and policy push aim to scale up investments and promote private sector participation. The expansion of agro-processing infrastructure and cold chain facilities under PMKSY will significantly increase the demand for reliable coding and marking solutions. As food products move through processing, packaging, and distribution, clear and accurate product identification, batch coding, expiry dates, and traceability become essential for regulatory compliance, food safety, and supply chain efficiency.

(Source: https://mofpi.gov.in/)

India?s GDP Per Capita

As per latest estimates for FY 2024-25, India?s nominal GDP per capita is projected to be around US$ 2,700 to US$ 3,000. This growth can be attributed to robust economic recovery, increased manufacturing output, services sector expansion, and government reforms. India is expected to continue its trajectory as one of the fastest-growing major economies globally. Rising GDP per capita reflects growing consumer purchasing power and increased demand for a wide range of goods, from FMCG and packaged foods to electronics, pharmaceuticals, and construction materials. As industries scale up to meet this demand, the need for efficient supply chains, regulatory compliance, and product traceability becomes even more critical. This directly boosts demand for advanced coding and marking solutions across sectors such as food, beverage, healthcare, automotive, and building materials.

(Source: Reserve Bank of India (RBI) and Ministry of Statistics and Programme Implementation (MoSPI) Reports)

PROSPECTS OF THE INDIAN CODING AND MARKING SOLUTION INDUSTRY

Indias coding and marking solution industry is poised for significant expansion, supported by the country?s emergence as a potential global manufacturing hub. With a strong push from initiatives like Make in India and ongoing industrial development, the sector presents extensive opportunities for growth and innovation. One of the key drivers of this momentum is the growing emphasis on packaging, as brands increasingly rely on it to communicate essential information related to product safety, hygiene, and quality. The demand for coding and marking systems is rising sharply across sectors such as food and beverages, pharmaceuticals, and consumer goods. In the pharmaceutical industry, in particular, concerns around counterfeiting and the need for traceability have accelerated the adoption of advanced integration software and authentication technologies. Moreover, stringent government regulations now require detailed and legible product information, including manufacturing dates, expiration dates, ingredient lists, and nutritional content especially for consumables. Coupled with improving living standards and the growing consumption of packaged goods, these factors are propelling the industry towards robust and sustained growth in the years ahead.

FINANCIAL OVERVIEW

	FY 2024-25	FY 2023-24	YoY Change (in %)
Revenue from Operation (in Lakhs)	38,530.13	34,366.41	12.12
EBITDA (in Lakhs)	10,342.42	9,070.66	14.02
PAT (in Lakhs)	11,963.19	5,561.10	115.12
EPS ()	74.80	34.44	117.19
Key Ratios	FY 2024-25	FY 2023-24	Change (%)
Debtors? Turnover (No. of Times)	4.62	4.52	2.18
Inventory Turnover (No. of Times)	2.00	1.93	3.55
Interest Coverage Ratio (No. of Times)	9.16	10.03	(8.67)
Current Ratio (No. of Times)	3.78	3.31	14.21
Debt-Equity Ratio (No. of Times)	NA	NA	NA
Operating Profit Margin (in %)	55.78	56.28	(0.45)
Net Profit Margin (in %)	18.18	16.18	12.36
Return on Net Worth (in %)	27.92	17.08	10.84

RISK MANAGEMENT

Effective risk management is essential for identifying and mitigating potential threats that could impact business operations and reputation. Demonstrating its strong commitment to safety, sustainability, and proactive governance, Control Print has established a dedicated Risk Management Committee under the oversight of the Board of

Directors. This committee is tasked with ensuring the thorough implementation and continuous monitoring of the Company?s risk management framework.

HUMAN RESOURCES

Control Print, with a workforce of 882 employees, places strong emphasis on continuous performance monitoring and skill enhancement. Regular training programmes are conducted to ensure employees stay updated with the latest technological advancements and industry practices. The Company prioritises employee well-being through comprehensive policies, proactive initiatives, and competitive remuneration packages.

Acknowledging the critical role of its human capital, Control Print fosters a positive work environment, offers attractive benefits, and ensures a culture of recognition and growth. The Company integrates practices that promote effective leadership, employee retention, and career development. This strategic alignment of business goals, organisational culture, and core values with its vision and mission reinforces Control Print?s commitment to nurturing talent and driving performance.

INTERNAL CONTROL SYSTEMS

Control Print maintains a strong internal control framework through regular internal audits conducted across its factories, branches, headoffice, and functional

These audits are supported by a customised internal control system designed to ensure comprehensive coverage.

The Audit Committee, in collaboration with the Management team, reviews audit oversees the implementation of corrective actions where needed. The adoption of the SAP system has further strengthened controls by minimising errors and enhancing transaction accuracy.

Robust internal controls are in place to safeguard assets and ensure proper authorisation,and recording, and reporting of transactions. Additionally, the internal audit system spans all operations and locations, with continuous evaluations by the Audit Committee to identify opportunities for strengthening the control environment.

DISCLAIMER

Certain statements in the MD&A section concerning future prospects may be forward-looking statements that involve several ris that could cause actual results to differ materially. In addition to underlyingidentified/non-identified the foregoing changes in the macro-environment, may pose an unforeseen, unprecedented, unascertainable, and constantly evolving risk(s), inter alia, to the Company and the environment in which it operates. The results of these assumptions based on available internal and external information, are the basis for determining certain facts and figures stated in the Report. Since the factors underlying these assumptions are subject to change over time, the estimates on which they are based are also subject to change accordingly. These forward-looking statements represent only the Company?s current intentions, beliefs, or expectations, and any forward-looking statement speaks only as of the date on which it was made. The Company assumes no obligation to revise or update any forward-looking statements, whether as a result of new information, future events, or otherwise

Board?s Report

To The Members,

Your Directors are pleased to present 34th Annual Report of the Company along with Audited Financial Statements for the Financial Year ended 31 March 2025.

FINANCIAL PERFORMANCE

The Audited Financial Statements of the Company as on 31 March, 2025, are prepared in accordance with the relevant applicable IND AS and Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") and provisions of the Companies Act, 2013 ("Act") read with relevant rules and other accounting principles.

The summarised financial highlight is depicted below:

Particulars	Standalone	Consolidated
	Current Year	Previous Year	Current Year	Previous Year
	FY2024-25	FY2023-24	FY2024-25	FY2023-24
Revenue from Operations	38,530.13	34,366.41	42,502.72	35,927.43
Other Income	973.83	380.89	639.23	368.21
Total Income	39,503.96	34,747.30	43,141.95	36,295.64
Net Profit before Exceptional Items and Tax	8,606.52	7,518.89	6,651.05	7,387.77
Exceptional Items	(0.07)	(6.23)	(0.07)	(6.23)
Profit Before Tax	8,606.59	7,525.12	6,651.12	7,394.00
Tax Expenses	(3,356.80)	1,964.02	(3,354.12)	1,963.52
Profit After Tax	11,963.39	5,561.10	10,005.24	5,430.48
Other comprehensive income (Net of Tax)	(621.08)	3,485.03	(681.86)	3,485.03
Total Comprehensive Income for the year	11,342.31	9,046.13	9,323.38	8,915.51

REVIEW OF OPERATIONS AND STATE OF AFFAIRS

Your Company is one of the leading players in India in the niche segment of Coding & Marking. The activities comprise manufacture and sale of a diversified range of printers, manufacture and sale of the associated consumables. Further it also engages in spare parts and after sales services. Continuing with our Masks business from previous year, your Company has also explored the safety and hygiene segment and is now expanding the portfolio of products offered in this segment.

During the year, the Track and Trace division secured good amount of traction in certain key pharmaceutical companies.

Your company also is optimistic in establishing a market for packaging machines for producing single unit serving sachets and the initial feelers and developments augur well and signal to a huge market potential. The total income from business operation of the Company for the year ended 31 March, 2025 is

38,530.13 Lakhs which is higher by about 12.12% over that for the previous year which was 34,366.41 Lakhs. The total comprehensive income for the year stood at

11,342.31 Lakhs in the current year against 9,046.13

Lakhs in the previous year. The Company continues to have healthy growth in EBIDTA, PBT, PAT & EPS year-on-year basis.

DIVIDEND

During the year, the Board of Directors of the Company at its meeting held on 18 January 2025, declared an interim dividend of 4.00/- per equity share i.e. @ 40 % of face value of 10.00/- for the financial year 2024-25 absorbing a sum of 639.77 Lakhs. The same was paid to the shareholders on February 10, 2025. Based on the Company?s performance, the Board of Directors of your Company recommend a final dividend of 6.00/- per equity share i.e @ 60% of face value of

10.00/- each, for the year ended 31st March 2025, subject to the approval of Members. The dividend will be paid in compliance with the applicable Rules & Regulations. The total dividend including the proposed final dividend, amounted to 10.00/- per equity share and will absorb 1599.42 Lakhs.

Pursuant to the Finance Act, 2020, dividend income is taxable in the hands of the Members and the Company is required to deduct tax at source (TDS) from dividend paid to the Members at prescribed rates as per the Income-tax Act, 1961.

DIVIDEND DISTRIBUTION POLICY

In terms of provisions of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), your Company has voluntary adopted the Dividend Distribution Policy, which is made available on the Company?s website and can be accessed using the link https://controlprint.com/wp-content/uploads/ Dividned-Distribution-Policy.pdf.

TRANSFER TO RESERVES

Your Director do not propose to transfer any amount to reserves.

UNPAID/UNCLAIMED DIVIDEND

In terms of the provisions of Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016, 22,53,444 /- of unpaid or unclaimed dividends were transferred during the year under review to the Investor Education and Protection Fund.

SUBSIDIARY COMPANY

During the year, the Company through its wholly owned Subsidiary i.e. Control Print B.V. had subscribed to 50,000 (representing 5%) equity shares of Markprint B.V., a Step Down Subsidiary Company. Control Print B.V. increased its stake to 85% in Markprint B.V. on August 07, 2024. Further, the Company has incorporated wholly owned Subsidiary, Control Print MEA FZE in Hamriyah Free Zone, United Arab Emirates on January 08, 2025 with the objective of strategic investment to have access to Global Market. During the year under review, the Company has following Subsidiaries namely:

• Liberty Chemicals Private Limited (Wholly owned subsidiary)

• Control Print Packaging Private Limited (Wholly Owned Subsidiary)

• Innovative Codes (I) Private Limited

• Control Print B.V. (Wholly owned subsidiary)

• Markprint B.V. (Step down subsidiary)

• Codeology Group Limited (Step down subsidiary)

• CP Italy S.R.L. (Step down subsidiary)

• Control Print MEA FZE (Wholly owned subsidiary) As per the provisions of Section 129(3) of the Companies Act, 2013 ("Act"), a statement containing salient features of the financial statements of the Company?s subsidiary in Form AOC-1 is annexed as "Annexure- A" and forms an integral part of this Report. Pursuant to the provisions of Section 136 of the Act, the financial statements along with the relevant documents and separate audited financial statements in respect of subsidiary is available on the website of the Company.

The financial statements of the subsidiary companies and related information are available for inspection by the members in electronic mode during business hours on all working days upto the date of the AGM as required under Section 136 of the Companies Act, 2013 Any member desirous of obtaining a copy of the said financial statements may write to the Company Secretary at the Registered Office of your Company. The financial statements including the consolidated financial statements, financial statements of subsidiaries and all other documents required to be attached to this report have been uploaded on the website of your Company under the web link: https://controlprint.com/audited-financial-statements-of-subsidiaries/.

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

Particulars required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, regarding regarding conservation of energy, technology absorption, foreign exchange earnings and outgo, are given in "Annexure B" and forms an integral part of this Report.

CORPORATE GOVERNANCE REPORT AND MANAGEMENT DISCUSSION AND ANALYSIS

Separate reports on Corporate Governance and Management Discussion and Analysis as required by Listing Regulations forms part of this Annual Report.

PUBLIC DEPOSITS

Your Company has not accepted any deposits from the public within the ambit of Section 73 of the Companies Act 2013 (‘Act?) and the Companies (Acceptance of Deposits) Rules, 2014. And as such, no amount of principal or interest was outstanding as on balance sheet date.

INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY

The Company has implemented an ERP, SAP for its operations, financial transaction and records. The transactional controls built into SAP to ensure appropriate segregation of duties, appropriate level of approval mechanisms and maintenance of supporting records. The systems, Standard Operating Procedures and controls are reviewed by the Management. These systems and controls are subjected to Internal Audit and their ndings and recommendations are reviewed by the

Audit Committee which ensures the implementation. The Company has an adequate Internal Financial Control System, commensurate with the size, scale, nature and complexity of its operations to ensure proper recording of financial and operational information and compliance of various internal control and other regulatory and statutory compliances. Internal Audit Control System ensures that the regular internal audits are conducted at both the factories and branches to cover various functions. The findings are then taken up by Audit Committee along with Management Response for suitable action.

The Audit Committee monitors the Internal Audit System on regular intervals and directs necessary steps to further improve the Internal Control system.

ANNUAL RETURN

The Annual Return of the Company as on 31 March, 2025 is available on the Company?s website and can be accessed at https://controlprint.com/annual-general-meeting/.

BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT

As stipulated under regulation 34(2)(f) of the Listing Regulations, the Business Responsibility & Sustainability Report (BRSR) describing the initiatives taken by the Company from an environmental, social and governance perspective, are given in "Annexure C" and forms an integral part of this Annual Report and is also uploaded Company?s website and can be accessed at https:// controlprint.com/investors/annual-report/.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The details of Loans, Guarantees or Investments covered under the provisions of Section 186 of the Companies Act, 2013 forms part of notes to the Financial Statements.

RELATED PARTY TRANSACTIONS

The Company has a process of identification of related parties and transactions with related parties, its approval and review process. The Policy on Related Party Transactions as formulated by the Audit Committee and the Board which is available on the Company?s website and can be assessed at https://www.controlprint.com/ wp-content/uploads/Related-Party-Transactions-Policy.pdf During the year under review, the Board of Directors had revised the Policy on Related Party Transaction in order to align the said policy with the amendments made in Regulation 23 of Listing Regulations.

All contracts/arrangements/transactions entered by the Company during the financial year with related party were on arm?s length basis and were in the ordinary course of the business. There are no materially significant related party transactions made by the Company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with interest of the Company at large. Accordingly, the disclosure of Related Party Transactions as required under Section 134 (3) (h) of the Companies Act, 2013 in Form AOC-2 is not applicable.

Your Directors draw attention of the members to Notes to accounts of the financial statement which sets out related party disclosures.

DIRECTORS? RESPONSIBILITY STATEMENT

Your Directors to the best of the knowledge and belief and according to the information, explanations and representations obtained by them and after due enquiry, make the following statements in terms of Section 134(3) (c) and 134(5) of the Act that: a) In the preparation of the annual accounts for the year ended 31 March 2025, the applicable accounting standards had been followed along with proper explanation relating to material departures; b) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31 March 2025 and of the profit of the Company for the year ended on that date; c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) The Directors have prepared the annual accounts on a going concern basis; e) The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and f) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

DIRECTORS

In accordance with the provisions of Section 152 of the Companies Act, 2013 and the Company?s Articles of Association, Ms. Ritu Joshi (DIN: 02600483) retires by rotation at the forthcoming Annual General Meeting and, being eligible offers herself for re-appointment at the ensuing Annual General Meeting.

Ms. Shruti Jatia (DIN: 00227127) was re-appointed as Independent Director of the Company for a second term of five (5) consecutive years commencing from June 30, 2025 up to June 29, 2030. In the opinion of the Board, the Independent Director possess the requisite expertise and experience and is person of high integrity and repute. She fulfill the conditions specified in the Act and the Listing Regulations and is independent of the management.

All the Independent Directors of the Company have submitted their disclosures to the effect that they fulfill all the requirements/criteria of independence as per Section 149(6) of the Act Regulation 16(1)(b) of the Listing Regulations. Further, all the Independent Directors have affirmed that they have adhered and complied with the Company?s Code of Conduct for Independent Directors which is framed in accordance with Schedule IV of the Act.

KEY MANAGERIAL PERSONNEL

Mr. Basant Kabra, Managing Director, Mr. Shiva Kabra, Joint Managing Director, Mr. Jaideep Barve, Chief Financial Officer and Mr. Murli Manohar Thanvi, Company Secretary & Compliance Officer of the Company are the Key Managerial Personnels of the Company.

BOARD MEETINGS HELD DURING THE YEAR

During the financial year ended 31 March 2025, Four (4) meetings of the Board of Directors were held, the details of which are given in the Corporate Governance Report that forms part of this Annual Report. The intervening gap between any two meetings of the Board was not more than One Hundred and Twenty (120) days as stipulated under the Act and Listing Regulations.

COMMITTEE OF THE BOARD

The Board of Directors have the following Committees:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders? Relationship Committee

4. Corporate Social Responsibility Committee

5. Risk Management Committee

During the year, all the recommendations made by the Audit Committee were accepted by the Board. Further, the details of the Committees along with their composition, their role, number of meetings and attendance at the meetings are provided in the Corporate Governance Report.

PERFORMANCE EVALUATION OF THE BOARD, COMMITTEES AND DIRECTORS

Pursuant to the provisions of the Companies Act, 2013 and the Listing Regulations, the Board has carried out an annual evaluation of its own performance, the individual Directors (including the Chairman) as well as an evaluation of the Board?s Committees. The Nomination and Remuneration Committee (NRC) is responsible to formulate and recommend to the Board a structured framework for the performance evaluation process. This includes a checklist that outlines the key criteria and parameters for evaluating the performance of the Board as a whole, its various committees, and individual Directors. The Board reviews and formally approves this checklist to ensure a transparent, objective, and comprehensive evaluation process.

In a separate meeting of Independent Directors, performance of Non-Independent Directors, performance of the Board as a whole and performance of the Chairman was also evaluated. The Board of Directors expressed their satisfaction with the evaluation process.

POLICY ON DIRECTOR?S APPOINTMENT AND REMUNERATION

The remuneration policy of the Company is directed towards rewarding performance, based on review of achievements on a periodic basis. The Board of Directors has approved Nomination and Remuneration policy and available at the Company?s website under the web link: https://www.controlprint.com/wp-content/uploads/ Nomination_and_Remuneration-Policy.pdf.

The term and reference of Nomination and Remuneration Committee, details of Nomination and Remuneration policy and Committee Meetings are provided in the Corporate Governance Report.

FAMILIARIZATION PROGRAM

The Company has formulated a Familiarisation Program for Independent Directors with an aim to familiarise the Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company etc., to provide them with better understanding of the business and operations of the Company and so as to enable them to contribute significantly to the Company.

The details of program for familiarisation of Independent Directors with the Company are disclosed on the website of the Company under the web link https://controlprint. com/wp-content/uploads/Details-of-Familarisation-Programme-for-the-FY-2024-25.pdf

STATUTORY AUDITORS AND AUDITORS? REPORT

Based on the recommendation of the Audit Committee and the Board of Directors, Members of the Company at the 31st Annual General Meeting, re- appointed M/s Jhawar Mantri & Associates, Chartered Accountants (Firm Registration No. 113221W), as Statutory Auditors of the Company for the second term of Five (5) years from the conclusion of 31st Annual General Meeting till conclusion of the 36th Annual General Meeting of the Company to be held in the year 2027. The Statutory Auditors? Report does not contain any qualifications, reservations, adverse remarks or disclaimers. Statutory Auditors of the Company have not reported any fraud as specified under Section 143(12) of the Act, in the year under review. The Statutory Auditors? Report forms part of this Annual Report.

COST AUDITORS AND AUDITORS? REPORT

As per the requirement of Central Government and pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, your Company carries out an audit of cost records. The Board of Directors, on recommendation of Audit Committee, has appointed, M/S. Tapan Gaitonde

& Co (Membership No. 38637) Cost Accountants (Firm Registration No. 104043), as Cost Auditors of the Company for the Financial Year 2025-26.

In terms of the provisions of Section 148(3) of the Companies Act, 2013 read with the Rule 14(a)(ii) of the Companies (Audit and Auditors) Rules, 2014, the remuneration of the Cost Auditors has to be ratified by the members. Accordingly, necessary resolution is proposed at the ensuing AGM for ratification of the remuneration payable to the Cost Auditors for the Financial Year 2025-26.

SECRETARIAL AUDITORS AND AUDITORS? REPORT

Pursuant to Regulation 24A (1) of the Listing Regulations and Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Audit Committee and the Board of Directors have approved the appointment and remuneration of M/s Nilesh Shah

& Associates, Practicing Company Secretary (Firm Registration No. P2003MH008800), as the Secretarial Auditors of the Company for a term of five (5) consecutive years, effective from 01 April 2025 till 31 March 2030. The Board has recommended the appointment for approval of the Members at the ensuing AGM.

A brief profile and other relevant details of M/s Nilesh Shah & Associates are provided in the Notice convening the ensuing AGM.

M/s Nilesh Shah & Associates has consented to act as the Secretarial Auditors of the Company and confirmed that there appointment, if approved, would be within the limits prescribed under the Companies Act, 2013 and Listing Regulations. M/s Nilesh Shah & Associates has further confirmed that the Firm is not disqualified to be appointed as the Secretarial Auditors under the applicable provisions of the Act, rules made thereunder, and Listing Regulations.

There are no qualifications, adverse remarks reservations or disclaimer made by M/s Nilesh Shah & Associates, Secretarial in their report for the financial year ended 31 March 2025. The Secretarial Audit Report of the Company is attached hereto as "Annexure D" to this Report.

Pursuant to Regulation 24A of the Listing Regulations, the Company has obtained Annual Secretarial Compliance Report from a Practicing Company Secretary on compliance of all applicable SEBI Regulations and circulars / guidelines issued there under and submitted to the Stock Exchanges within the prescribed period.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Pursuant to the provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, your Company as part of its CSR initiatives has undertaken projects/programs in accordance with the CSR Policy. The details of the CSR activities are given as "Annexure-E" forming part of this Report.

VIGIL MECHANISM/WHISTLE BLOWER

The Company has formulated and established a Vigil Mechanism named Whistle Blower Policy to deal with instances of fraud and mismanagement and to enable Directors and Employees to report genuine concerns about unethical behavior, actual or suspected fraud or violation of Code of Conduct and to report incidents of leak or suspected leak of unpublished price sensitive information. The employees and other stakeholders have direct access to the Chairperson of the Audit Committee for lodging concerns, if any, for review. The Whistle Blower Policy is available on the website of your Company https://www.controlprint.com/wp-content/uploads/Vigil-Mechanism-or-Whistle-Blower-Policy.pdf Your Company affirms that no director/ employee has been denied access to the Chairperson of the Audit Committee and that no complaints were received during the year.

RISK MANAGEMENT

Risk Management within the organisation involves reviewing the operations of the organisation, identifying potential threats to the organisation and the likelihood of their occurrence, and then taking appropriate actions to address the most likely threats.

The Company periodically reviews various risk and mitigates them through proper policies & processes. Further, the Company has a Risk Management Committee, which frames, implement and monitor the risk management plan of the Company. The Committee is responsible for monitoring and reviewing the risk management plan and ensuring its effectiveness. The Audit Committee has additional oversight in the area of financial risks and controls. The major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis. The development and implementation of risk management policy has been covered in the Management Discussion and Analysis, which forms part of this report.

COMPLIANCE WITH THE PROVISIONS OF SECRETARIAL

STANDARD - 1 (SS-1) AND SECRETARIAL STANDARD - 2 (SS-2)

The Directors have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively. The company has complied with SS-1 and SS-2.

CREDIT RATING

The Company?s financial discipline and prudence is reflected in the strong credit rating ascribed by CRISIL. The details of credit is disclosed in the Corporate Governance Report, which forms part of the Annual Report.

COMPLIANCE WITH PROVISIONS OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Your Company has in place a formal policy for the prevention of sexual harassment of its women employees in line with "The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013". During the year, there were no complaints received relating to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

PARTICULARS OF EMPLOYEES

In accordance with the provisions of Section 197(12) of the Act read with rules made thereunder, a statement containing the disclosures pertaining to remuneration and other details as required under the Act and the above Rules are provided in the Annual Report. The disclosures as specified under Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, have been appended to this Report as "Annexure F". As per Section 136(1) of the Act, the reports and accounts are being sent to all the Members of the Company. Details as required pursuant to Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended are available for inspection by any Member and may write to the Company Secretary for the same, up to the date of the AGM. Any Member interested in obtaining such information may write to the Company Secretary at companysecretary@controlprint.com and the same will be furnished on such request.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

During the year under review, there were no significant and material orders passed by the Regulators / Courts that would impact the going concern status of the Company and its future operations.

ENVIRONMENT AND SAFETY

Your Company is conscious of the importance of environmentally clean and safe operations. Your Company endeavors that the conduct of all operations are in such manner so as to ensure safety of all concerned, compliance of statutory and industrial requirements for environment protection and conservation of natural resources to the extent possible.

GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following matters as there were no transactions on these matters during the year under review:

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

• No fraud has been reported by the Auditors to the Audit Committee or the Board.

• There has been no change in the nature of business of the Company.

• There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.

• There was no instance of one-time settlement with any Bank or Financial Institution.

APPRECIATION

Your Directors takes this opportunity to express their deep sense of gratitude to high degree of professionalism, commitment and dedication displayed by employees at all levels. Your Directors also wish to thank its esteemed corporate clients, dealers, agents, suppliers, technology partners, investors, Government Authorities and bankers for their continued support and faith reposed in the Company. Your Directors are also deeply grateful to the shareholders for the confidence and faith that they have demonstrated in the Company.