G K P Printing & Packaging Ltd Directors Report

To,

The Members,

G. K. P. Printing & Packaging Limited

Your Directors have pleasure in presenting the 8^th Annual Report together with the Audited Financial Statements of the Company for the financial year ended on 31st March, 2026.

1. SUMMARISED FINANCIAL RESULTS

The financial performance of the Company for the year under review and that of the previous year is summarised below:

Particulars	Year ended 31.03.2026	Year ended 31.03.2025
Revenue from Operations	2,724.14	3,012.31
Other Income	34.24	25.82
Total Income	2,758.38	3,038.13
Total Expenditure (excl. Finance Cost & Depreciation)	2,568.54	2,830.04
Profit before Finance Cost, Depreciation & Tax	189.84	208.09
Less: Finance Costs	57.12	35.82
Less: Depreciation & Amortisation	80.54	87.01
Profit Before Tax (PBT)	52.18	85.26
Less: Tax Expense (incl. Deferred Tax)	0.75	0.10
Profit After Tax (PAT)	51.43	85.16
Earnings Per Share (Basic/Diluted) (Rs.)	0.23	0.39

2. OPERATIONAL PERFORMANCE & REVENUE FROM OPERATIONS

During the year under review, the Company recorded revenue from operations of Rs. 2,724.14 Lakhs as against Rs. 3,012.31 Lakhs in the previous year. The total income, including other income, stood at Rs. 2,758.38 Lakhs as compared to Rs. 3,038.13 Lakhs in the previous year. The moderation in revenue was largely on account of softer realisations and demand conditions in the packaging segment during the year. The Company continues to operate in a single segment, i.e. Manufacturing of Corrugated Boxes and Trading of Kraft Paper, Duplex Paper and Low-Density Plastic Rolls (LD Rolls).

3. RESERVES AND SURPLUS

The Company has Reserves and Surplus (Other Equity) of Rs. 91.83 Lakhs as at 31st March, 2026 (previous year Rs. 40.41 Lakhs), after adding the Net Profit of Rs. 51.43 Lakhs for the financial year 2025-26.

4. PROFITABILITY

Despite a competitive business environment, your Company reports the following results for the year under review:

• The Profit Before Tax (PBT) of the Company for the current year is Rs. 52.18 Lakhs as against Rs. 85.26 Lakhs in the previous year.

• The Profit After Tax (PAT) of the Company is Rs. 51.43 Lakhs for the current year as against Rs. 85.16 Lakhs in the previous year.

• The Earnings Per Share (EPS) is Rs. 0.23 per equity share of Rs. 10/- each during the current year as against Rs. 0.39 per equity share in the previous year.

5. DIVIDEND

With a view to conserve the resources of the Company for its business activities, your Directors do not recommend any dividend for the financial year ended 31st March, 2026.

6. TRANSFER TO RESERVES

During the year under review, the Company has not transferred any amount to the General Reserve.

7. CAPITAL STRUCTURE & CHANGES IN SHARE CAPITAL

(a) Capital Structure:

During the year under review, The Authorized Share Capital of the Company is Rs. 22,00,00,000 (Rupees Twenty-Two Crore) divided into 2,20,00,000 Equity Shares of Rs. 10/- each. The Issued, Subscribed and Paid-up Share Capital of the Company is Rs. 21,99,88,320 divided into 2,19,98,832 Equity Shares of Rs. 10/- each.

(b) Changes in Share Capital:

During the year under review, there was no change in the capital structure of the Company and the Company has not issued any bonus shares, sweat equity shares or shares with differential voting rights.

8. MATERIAL CHANGES AND COMMITMENTS

There have been no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year to which the financial statements relate and the date of this report.

9. SIGNIFICANT AND MATERIAL ORDERS

During the year under review, there were no significant or material orders passed by the regulators, courts or tribunals impacting the going concern status and the Companys operations in future.

10. ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, the Annual Return in the prescribed format will be made available on the website of the Company at www.gkpl.in after the conclusion of the AGM.

11. SUBSIDIARIES, ASSOCIATES & JOINT VENTURES

The Company does not have any holding, subsidiary, associate or joint venture company during the financial year 2025-26. Accordingly, the financial statements are prepared on a standalone basis and the requirement for disclosure in Form AOC-1 is not applicable.

12. BOARD OF DIRECTORS, THEIR MEETINGS & KEY MANAGERIAL PERSONNEL Constitution of the Board & Changes during the year

As on 31st March, 2026, the Board comprised six (6) Directors, of whom three (3) are Executive Directors and three (3) are Non-Executive Independent Directors. The Board members are highly qualified with the varied experience in the relevant field of the business activities of the Company, which plays significant roles for the business policy and decision-making process and provide guidance to the executive management to discharge their functions effectively.

During the year under review, the following changes took place in the composition of the Board:

• Mr. Ashok Maneklal Mehta (DIN: 02789579) was re-appointed as an Independent Director for a second term of five years, pursuant to a Special Resolution passed by the Members at the 7^th AGM held on 29th September, 2025.

• Mr. Kunal Gautambhai Shah (DIN: 09285722) ceased to be an Independent Director of the Company with effect from 9th December, 2025.

• Mr. Naresh Anantrai Bhuva (DIN: 10417442) was appointed as an Additional Director (in the category of Independent Director) with effect from 12th February, 2026, and holds office up to the date of the ensuing AGM. Approval of the Members is being sought at the ensuing AGM for his appointment as an Independent Director.

The Key Managerial Personnel of the Company as on the date of this report are Mr. Keval Harshad Goradia (Managing Director), Ms. Pooja Harshad Goradia (Chief Financial Officer) and Ms. Arushi Lakhotia (Company Secretary & Compliance Officer).

Directors liable to retire by rotation

In accordance with the provisions of Section 152(6) of the Companies Act, 2013 and the Articles of Association of the Company, Mrs. Payal Keval Goradia (DIN: 08101269), Executive Director, is liable to retire by rotation at the ensuing Annual General Meeting and, being eligible, offers herself for re-appointment.

Board Meetings

During the financial year 2025-26, six (6) meetings of the Board of Directors were held, i.e. on 27th May 2025, 14th August 2025, 26th August 2025, 12th November 2025, 12th February 2026 and 30th March 2026. The intervening gap between any two consecutive meetings was within the period prescribed under the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015.

Annual Board Evaluation

Pursuant to the provisions of the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015, the Nomination and Remuneration Committee and the Board carried out the annual performance evaluation of the Board as a whole, its Committees and individual Directors. A separate meeting of the Independent Directors was held on 30th March, 2026, at which the performance of the Non-Independent Directors, the Board as a whole and the Chairman was evaluated.

During the year, the Evaluation cycle was completed by the Company internally which included the evaluation of the Board as a whole, Board Committees and Directors. The Evaluation process focused on various aspects of the Board and Committees functioning such as composition of the Board and Committees, experience, performance of duties and governance issues etc. Separate exercise was carried out to evaluate the performance of individual Directors on parameters such as contribution, independent judgment and guidance and support provided to the Management. The results of the evaluation were shared with the Board, Chairman of respective Committees and individual Directors.

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 evaluated. The same was discussed in the Board meeting that followed the meeting of the Independent Directors, at which the performance of the Board, its committees and individual Directors was also discussed

13. DECLARATION BY INDEPENDENT DIRECTORS

All the Independent Directors have submitted declarations that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (LODR) Regulations, 2015. In the opinion of the Board, the Independent Directors fulfil the said criteria and are independent of the management.

14. REMUNERATION POLICY

The Company has in place a Remuneration Policy for Directors, KMP and other employees, formulated pursuant to Section 178 of the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015. There has been no change in the Remuneration Policy during the year under review.

15. AUDITORS Statutory Auditor

M/s. Keyur Shah & Associates, Chartered Accountants (FRN: 333288W), were appointed as Statutory Auditors of the Company for a term of five years from the conclusion of the 6th Annual General Meeting. The Statutory Auditors Report for the financial year 2025-26 does not contain any qualification, reservation, adverse remark or disclaimer. The Auditors have confirmed that they hold a valid Peer Review Certificate as required under Regulation 33(d) of the SEBI (LODR) Regulations, 2015.

Internal Auditor

Pursuant to Section 138 of the Companies Act, 2013, the Company has appointed M/s. Makwana Sweta & Associates, Chartered Accountants, as the Internal Auditors of the Company.

Secretarial Auditor

M/s. M. R. Bhatia & Co, Practicing Company Secretaries, were appointed as Secretarial Auditors of the Company for a term of five years from the conclusion of the 7^th Annual General Meeting for a term of five years. The Secretarial Audit Report for the financial year 2025-26 in Form MR-3 is annexed to this Report as Annexure VI. The report does not contain any qualification, reservation or adverse remark.

Cost Auditor

The maintenance of cost records and cost audit as specified by the Central Government under Section 148(1) of the Companies Act, 2013 is not applicable to the Company for the financial year 2025-26.

16. COMMITTEES OF THE BOARD

The Board has constituted an Audit Committee, a Nomination & Remuneration Committee and a Stakeholders Relationship Committee in accordance with the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015. During the year under review, the Committees met as follows: Audit Committee — five (5) meetings; Nomination & Remuneration Committee — two (2) meetings; and Stakeholders Relationship Committee — one (1) meeting. The composition, terms of reference and attendance are set out in the Corporate Governance Report (Annexure III).

17. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility are not applicable to the Company for the financial year 2025-26, as confirmed in Note 41(M) of the financial statements.

18. CORPORATE GOVERNANCE

The equity shares of the Company are listed on the Main Board of BSE Limited and, accordingly, the provisions relating to Corporate Governance under the SEBI (LODR) Regulations, 2015 are applicable. A report on Corporate Governance, together with a certificate from the Statutory Auditors / Practicing Company Secretary confirming compliance is taken on record.

19. RELATED PARTY TRANSACTIONS

All related party transactions entered into during the financial year were on an arms length basis and in the ordinary course of business, and were placed before the Audit Committee for approval. The particulars of contracts or arrangements with related parties in Form AOC-2 are annexed as Annexure IV. Attention is also drawn to the related party disclosures in Note 40 of the financial statements.

20. DEPOSITS

During the year under review, the Company has neither invited nor accepted any deposits from the public within the meaning of Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

21. LOANS, GUARANTEES OR INVESTMENTS

During the year under review, the Company has not granted any loans, provided any guarantees or securities, or made any investments falling under the provisions of Section 186 of the Companies Act, 2013.

22. INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

During the year under review, there were no amounts required to be transferred to the Investor Education and Protection Fund.

23. RISK MANAGEMENT

The Company has in place a risk management mechanism to identify, evaluate and mitigate business and nonbusiness risks. The Board of Directors and the Audit Committee periodically review the risk management system. The constitution of a separate Risk Management Committee is not applicable to the Company.

24. PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading in accordance with the SEBI (Prohibition of Insider Trading) Regulations, 2015 and maintains a Structured Digital Database (SDD) as required thereunder. There were no instances of non-compliance during the year.

25. MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Regulation 34(2)(e) read with Schedule V of the SEBI (LODR) Regulations, 2015, the Management Discussion and Analysis Report is annexed as Annexure II.

26. DEMATERIALISATION OF SECURITIES

The equity shares of the Company are admitted for dematerialization with both the depositories, viz. NSDL and CDSL. The ISIN allotted to the Company is INE05QJ01015.

27. SECRETARIAL STANDARDS

The Board confirms that the Company has complied with the applicable Secretarial Standards, viz. SS-1 (Meetings of the Board of Directors) and SS-2 (General Meetings), issued by the Institute of Company Secretaries of India, during the financial year 2025-26.

28. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE

The information required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is annexed as Annexure I.

29. PARTICULARS OF EMPLOYEES

The disclosure pursuant to Section 197(12) read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed as Annexure V. No employee was in receipt of remuneration requiring disclosure under Rule 5(2) and 5(3) of the said Rules.

30. INTERNAL FINANCIAL CONTROLS

The Company has adequate system of internal controls commensuration with the size of its operation and business to ensure that all assets are safeguarded and protected against loss from unauthorized use or disposition and to ensure that all the business transactions are authorized recorded and reported correctly and adequately.

The Company has appointed Internal Auditors and the scope and authority of the Internal Audit (IA) function is defined in the procedure and appointment letter. To maintain its objectivity and independence the Internal Audit function reports to the Chairman of the Audit Committee of the Board. Based on the report of internal audit and process the company undertakes corrective action in their respective areas and thereby strengthens the controls. Significant audit observations and corrective actions thereon if any are presented to the Audit Committee of the Board.

The Company works in a dynamic business environment and adopts the appropriate internal financial controls to establish reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the generally accepted accounting principles. It includes inducting and maintaining such business policies and procedures as may be required to successfully conduct the business of the company and maintain such records as to correctly record the business transaction assets and liabilities of the company in such a way that they help in prevention &detection of frauds & errors and timely completion of the financial statements

31. PREVENTION OF SEXUAL HARASSMENT AT THE WORKPLACE

The Company has in place a Policy on the Prevention of Sexual Harassment at the Workplace, framed in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made thereunder. The Policy affirms the Companys commitment to providing a workplace that is free from discrimination and harassment, and extends to all employees, whether permanent, contractual, temporary or on secondment, as well as to trainees.

In terms of Rule 8(5)(x) of the Companies (Accounts) Rules, 2014, the Board confirms that the Company has complied with the provisions relating to the constitution of an Internal Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Internal Committee has been duly constituted to receive and redress complaints of sexual harassment, and all employees have been made aware of the mechanism available to them.

The details of the complaints received and disposed of during the financial year ended 31st March, 2026, as required under Section 22 of the said Act, are as under:

Particulars	No. of Complaints
Number of complaints pending at the beginning of the financial year	Nil
Number of complaints filed during the financial year	Nil
Number of complaints disposed of during the financial year	Nil
Number of complaints pending as at the end of the financial year	Nil
Number of complaints pending for more than ninety days	Nil

During the year under review, the Company continued to sensitise its employees to the provisions of the said Act through awareness communications and interaction with the members of the Internal Committee.

32. DISCLOSURE OF FRAUD

In terms of Section 134(3)(ca) of the Companies Act, 2013, there were no instances of fraud reported by the Auditors under Section 143(12) of the Act to the Audit Committee during the year under review.

33. OTHER DISCLOSURES

During the year under review: there was no change in the nature of the business of the Company; the Company maintained cordial industrial relations; the equity shares of the Company were not suspended from trading; there was no one-time settlement with any bank or financial institution; and no application was made, nor any proceeding is pending, under the Insolvency and Bankruptcy Code, 2016.

34. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, your Directors state that:

• in the preparation of the annual accounts for the year ended 31st March, 2026, the applicable accounting standards have been followed and there are no material departures;

• 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 at the end of the financial year and of the profit of the Company for that period;

• 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;

• the Directors have prepared the annual accounts on a going concern basis;

• the Directors have laid down internal financial controls to be followed by the Company and that such controls are adequate and operating effectively; and

• 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.

35. ACKNOWLEDGEMENT

Your Directors place on record their sincere appreciation for the continued support and co-operation received from BSE Limited, SEBI, the Auditors, bankers, business associates, customers, suppliers and the Members, and for the dedication and commitment of the employees at all levels during the year.

The Board of Directors also take this opportunity to extend its sincere thanks for co-operation and assistance received by the Company from the Central - State -Local Government and other regulatory authorities Bankers and Members. The Directors also record their appreciation of the dedication of all the employees at all levels for their support and commitment to ensure that the Company continues to grow.