Kkalpana Plastick Ltd Directors Report

Kkalpana Plastick Limited,

Your Directors are pleased to present the 35^th Annual Report together with the Audited Statement of Accounts of Kkalpana Plastick Limited (‘the Company) for the financial year commencing from 01.04.2023 to 31.03.2024 (‘Financial Year 2023-2024 or ‘March 31, 2024).

Financial Performance:

(Rs. In Thousand)

Particulars	2023-2024	2022-2023
Total Revenue	4387.37	4689.46
Profit/(Loss) before Depreciation, Interest & Tax	(315.50)	(4761.50)
Less: Depreciation	8.30	24.18
Interest	0.00	0.00
Profit/(Loss) before Tax	(323.80)	(4785.68)
Less: Provision for Tax
Current Tax	0.00	0.00
Deferred Tax	1.71	(0.43)
Tax Expense for earlier years	43.48	0.00
Profit/(Loss) after Tax	(368.99)	(4785.25)
Add: Profit brought forward from previous year	5122.33	9907.58
Balance carried to B/S	4753.34	5122.33

Dividend:

Due to paucity of funds of the Company, your Directors do not recommend any dividend for the financial year 2023-2024.

Operations and State of Companys Affairs:

During the year under review, total revenue of the Company was Rs 43.87 Lacs as compared to Rs 46.89 Lacs in the previous year. The Loss after tax was Rs 3.69 Lacs as against Rs 47.85 Lacs in the previous year.

Transfer to General Reserve:

The Company proposes not to transfer any funds to the General Reserve for the financial year 2023-2024.

Future Outlook:

The demand for plastic is expected to double by 2040. This growing demand is driven by various factors, including population growth, urbanization, and the increasing use of plastic in various industries such as packaging, automotive, construction, and electronics. In addition to the overall increase in demand, there are specific market trends that are shaping the plastic industry. One of the key trends is a focus on sustainability and eco-friendly alternatives. Companies are actively exploring and adopting sustainable practices, such as the use of bioplastics made from renewable resources like cornstarch or sugarcane. This shift towards eco-friendly manufacturing practices is driven by consumer demand for environmentally conscious products and the need to address environmental concerns associated with plastic production and waste management. Another emerging trend in the plastic industry is the integration of 3D printing technology. This technology allows for the production of complex shapes and structures with reduced material waste. It offers opportunities for customization, rapid prototyping, and on-demand production. Furthermore, increasing automation in plastic manufacturing processes is improving efficiency and reducing production costs.

Change in nature of Business, if any:

There has been no change in the nature of business of the Company during the year under review.

Transfer of Amounts to Investor Education and Protection Fund:

Your Company has not declared any dividend in the preceding years hence the Company does not have any dividend lying unpaid or unclaimed for a period of seven years. As such there are no funds which are required to be transferred to Investor Education and Protection Fund (‘IEPF).

Material changes and commitments affecting the financial position of the Company:

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

Particulars of Loans, Guarantees and Investments:

The Company has given loans exceeding sixty per cent of its paid-up share capital, free reserves and securities premium account or one hundred per cent of its free reserves and securities premium account, but the same are within the limits as approved by the members of Company, vide special resolution, in its Annual General Meeting (‘AGM) held on September 22, 2017, and therefore in compliance with the provisions of Section 186 of the Companies Act, 2013 (‘the Act).

Details of Loans pursuant to the provisions of Section 186 of the Act are provided in the financial statement.

In relation to Investment, the Company had at its meeting held on February 08, 2024, considered and approved the transfer of 7600 Equity Shares of Rs 10/- each of Plastic Processors and Exporter Private Limited held by the Company to Bbigplas Poly Private Limited (Promoter of the Company). Accordingly, necessary disclosure as required under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations) read with Schedule III and SEBI Circular No CIR/CFD/CMD/4/2015 dated September 09, 2015 were made to the Stock Exchanges where the shares of the Company are listed.

Particulars of Contracts or Arrangements made with Related Parties:

In line with the requirements of the Act and SEBI Listing Regulations, your Company has formulated a policy on Related Party Transactions which is also available on the website of Company at www.kkalpanaplastick.com.

All transactions with the related parties during the year under review were in the ordinary course of business and at arms length. The disclosure required under Section 134(3)(h) of the Act read with Section 188(1) of the Act in Form AOC-2 forms part of this report and the same is marked as Annexure 1.

Deposits:

Your Company has not accepted any deposit during the year under review in terms of Section 73 of the Act, read with Companies (Acceptance of Deposit) Rules, 2014 and there were no unpaid deposits with the Company as at March 31, 2024.

Details of Subsidiary/Joint-Venture/Associate Companies:

Your Company does not have any Subsidiary/Associate Company and had neither entered into any Joint Venture as at March 31, 2024. Further, none of the Company has become or ceased to become the Subsidiary, Joint Venture or Associate of your Company during the financial year 2023-2024.

Your Company is a Subsidiary Company of Bbigplas Poly Private Limited as at March 31, 2024.

Risk Management: Compliance Risk:

With the frequent changes/modifications/amendments/enactments/re-enactments in various laws/ regulations/ guidelines/ rules, the Company has to face risk related to its compliance. The provision related to penalties, prosecutions, etc. are inherent to all businesses and the Company is no exception. However, the Company and its executive make sincere efforts to stay updated with applicable provisions of laws and various statutes.

Financial Risk:

Financial Risk is one of the major concerns of every business across fields and geographies. Market changes or losses can threaten a companys financial standing. Here are few types of financial risks for businesses: Default risk: Taking out a business loan with greater interest than a company can afford can put a company at risk of defaulting, or not paying, the loan. Liquidity risk: A company faces a liquidity risk when it cant quickly convert its assets into cash.

The Companys financial risk management is an integral part of how to plan and execute its business strategies.

Security Risk:

A business can experience a security risk if it fails to create or follow cybersecurity strategies. Ineffective training for employees, lack of software testing and insufficient policies for security updates can all put a companys finances and reputation at risk.

Human Risk:

Human risks in business can arise from employees failure to perform their essential duties in the workplace. Human risks can arise from factors employees cant control, like health issues, or intentional actions like theft or fraud. When a business faces human risks, it can experience a loss of profits.

Environmental Risk:

Environmental risks (including climate risks and nature-based risks) are material risks. The impact of these risks differs between sectors, locations and in relation to other internal and external factors, all of which affect organization resilience. The actual scope of environmental risks is broad. As identified by the World Economic Forum, climate action failure tops this list, followed by extreme weather events and in third place, biodiversity loss.

Human Resource (HR) Risk:

HR Risk management focuses on analyzing the risks that employees of an organization pose to the business. HR Risk management addresses risks related to inadequate employee management, employees behavior, or risks related to the certain ways that human resources use to hire and sack employees.

The primary focus of the HR Risk management is to closely follow the work of all employees at all levels, in order to identify, evaluate, mitigate, and prevent risks in a timely manner. Risks coming from employees are the most difficult to manage, and many large scale organizations struggle to plan or prepare for them.

Vigil Mechanism/Whistle Blower Policy:

Pursuant to the requirement of Section 177(9) of the Act read with Regulation 22 of SEBI Listing Regulations, the Company has established Vigil Mechanism/Whistle Blower Policy to report genuine concerns or grievances. Protected disclosures can be made by a whistle blower through an e-mail or phone or letter to the Chairman of Audit Committee. During the year no employee was denied access to the Audit Committee of the Company. The Vigil Mechanism/Whistle Blower Policy has also been hosted on the website of Company at http://kkalpanaplastick.com/policy-as-per-companies-act-2013/.

Particulars of Employees:

None of the employees, employed during the year, was in receipt of remuneration, in aggregate of Rupees One Crore and Two Lakhs or more per annum for the financial year 2023-2024 or Rupees Eight Lakh Fifty Thousand or more per month for any part of the Financial Year, as set out in the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Therefore, no details are required to be provided as required pursuant to Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The ratio of remuneration of each Director to the median employees remuneration and other details in accordance with subsection 12 of Section 197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, forms part of this report and is marked as Annexure-2.

Internal Financial Controls:

The Internal Financial Controls with reference to the Financial Statements are commensurate with the size and nature of business of the Company. The Internal Auditor and the Audit Committee reviews the Internal Financial Control system periodically. During the year under review, no material or serious observations has been received from Internal Auditors of the Company for inefficiency or inadequacy of such controls.

Share Capital:

The Paid-up Equity Share Capital as on March 31, 2024 was Rs.552.85 Lacs. During the year under review, there has not been any change in the Equity Share Capital of the Company. It has neither issued shares with differential voting rights nor issued sweat equity or granted stock options. As on March 31, 2024, none of the Directors hold any shares in the company.

Directors and Key Managerial Personnel:

Appointment/Re-appointment:

In accordance with the provisions of Section 152 of the Act, Mrs. Ananya Dey (DIN: 01297763), Non-Executive Non Independent Director of the Company, retires by rotation at the ensuing AGM and being eligible, has offered herself for reappointment.

Resignation:

During the year under review, none of the Directors resigned and none of the Independent Directors is due for reappointment.

Your Company has also received necessary declaration from all the directors, as required as per Section 164(2) and 184(1) of the Act.

None of the Directors are disqualified or debarred by SEBI or any other authority from continuing office as director. The Certificate in this regard issued by M/s B K Barik & Associates, Practicing Company Secretaries (FCS: 5696, C.P. No: 3897) is enclosed and marked as Annexure-3.

Declarations by Independent Directors:

The Company has received necessary declarations from each Independent Directors of the Company, pursuant to the provisions of Section 149(7) of the Act, confirming that they meet the criteria of independence as laid down under Section

149(6) of the Act and Regulation 16(1)(b) of SEBI Listing Regulations. In the opinion of the Board, they fulfill the conditions of Independence as specified in the Act and the Rules made there under and are independent of the management.

The Independent Directors of the Company have undertaken requisite steps towards the inclusions of their names in the data bank of IDs maintained with Indian Institute of Corporate Affairs, in terms of Section 150 of the Act, read with Rule 6 of Companies (Appointment & Qualifications of Directors) Rules, 2014, as amended from time to time.

Board Membership Criteria and list of Core Skills/Expertise identified in the context of the business:

The Board is responsible for shaping the future of the organisation within its fiduciary characteristics. Therefore, identifying the key competencies of the Board members is very much essential to ensure that the qualified persons undertake this cardinal role. Globally, identifying the key competencies of Board members is considered as the step towards a successful Board. Broadly, the parameters for identifying key competencies or skill-set can be categorised as follows:

Industry knowledge/experience:

Having experience and knowledge of the industry in which the organisation operates is one of the key competencies of a Board member. This is required for achieving the objectives of the organisation while operating effectively, responsibly, legally and sustainably. The Board members are required to demonstrate an understanding of: the relevant laws, rules, regulation policies applicable to the organisation/industry/sector and level/status of compliances thereof by the organisation the best corporate governance practices, relevant governance codes, governance structure, processes and practices followed by the organisation business ethics, policies, codes and practices of the organisation the organisation structures and systems which enable identification and management of risks and crisis international practices being followed

Strategic expertise:

To create and implement effective strategies, a thorough knowledge of the strategic process is required. The ability to think strategically enables directors to propose ideas, options and plans that provide advantage of available opportunities while reflecting a broad and future-oriented perspective. Having an understanding of the need for a clear vision and purpose to guide the strategy, models and methods of strategic analysis, option analysis, the factors involved in successful strategy implementation by the directors is required for giving a strategic direction to the organisation. The sub-sets under this head may be as below: Strategic thinking Vision and value creation Strategy Development Strategy implementation and modification/updation

Finance and Accounting Skills:

The Board of directors needs to be financially literate, understanding of the organizations business operations, analytical ability and interpersonal skills, and a sharp understanding of industry technology.The sub-sets under this head may be as below: Ability to understand and analyze financial reports.

Ability to review and analyze proposed budgets in light of Association resources, strategic goals, and priorities. Ability for handling financial management along with an understanding of accounting and financial statement.

Governance:

Experience in developing governance practices, serving the best interests of all stakeholders, maintaining board and management accountability, building long-term effective stakeholder engagements and driving corporate ethics and values.

Leadership Skills:

Board members should be able to provide both strategic and innovative thought leadership. Strategic thinking involves analyzing issues and making decisions that support the organizations overarching mission. Board members with the capacity for innovative thinking make new ideas and solutions possible.

Digital Literacy:

One of the most important skills for board members in the digital age is digital literacy, which means the ability to understand, use, and leverage technology and data to create value and solve problems. Board members who are digitally literate can assess the impact of digital transformation on the business model, customer expectations, competitive landscape, and regulatory environment. They can also identify and evaluate the opportunities and risks of adopting new technologies, such as artificial intelligence, cloud computing, cyber security, and blockchain. Digital literacy also enables board members to communicate effectively with the management, stakeholders, and external partners on digital issues and initiatives

The following are the details of respective core skills of Board Members:

Core Skills	Name of the Directors
	Mr. Sajjan Kumar Sharma	Mrs. Ananya Dey	Mrs. Rashi Nagori Mehta	Ms. Shampa Paul
Industry Knowledge/Experience
Strategic Expertise
Finance and Accounting Skills
Governance
Leadership Skills
Digital Literacy

Familiarization Programme for Independent Directors:

The Company had organized a familiarization programme for the Independent Directors as per the requirement of the Schedule IV to the Act and Regulation 25(7) of SEBI Listing Regulations. All Independent Directors of the Company attended the orientation programme. The Company has familiarized the Independent Director with the Company, their roles, rights, responsibilities in the Company, nature of the Industry in which the Company operates and business model of the Company through various programmes. Further, at the time of the appointment of an Independent Director, the Company issues a formal letter of appointment outlining his/her role, function, duties and responsibilities. The format of the letter of appointment is available on the website of the Company at http://kkalpanaplastick.com/draft-appointment-letter/.

Policy on Directors Appointment and Remuneration:

The current policy is to have an appropriate mix of executive, non-executive, independent directors to maintain the independence of the Board, and separate its functions of governance and management. As at March 31, 2024, the Board had 4 members, 1 of which was executive, 3 non-executive directors out of which 2 were independent director.

The Companys Policy for selection and appointment of Directors and their remuneration is based on its Nomination and Remuneration policy which, inter alia, deals with the manner of selection of the Directors and such other matters as provided under Section 178(3) of the Act and Regulation 19(4) of SEBI Listing Regulations.

The policy of the Company on directors appointment and remuneration, including the criteria for determining qualifications, positive attributes, independence of a director and other matters, as required under Section 178(3) of the Act, is available on the website of the Company at http://kkalpanaplastick.com/policy-as-per-companies-act-2013/

Your Directors affirm that the remuneration paid to the directors is as per the terms laid out in the Nomination and Remuneration Policy of the Company.

Board Evaluation:

The Company has devised a policy for performance evaluation, which includes criteria for performance evaluation. It reviews the performance evaluation criteria annually in accordance with Regulation 4(2)(f)(ii)(9) of SEBI Listing Regulations, as amended from time to time. The Nomination and Remuneration Committee accordingly carries out an annual evaluation of

Boards performance, and the performance of its committees as well as individual directors (both executive and non-executive/independent directors) in accordance with Section 178(2) of the Act. This involves receiving inputs from all committee members. The Board thereafter reviews and takes on record the performance evaluation done by the Nomination and Remuneration Committee. The Board evaluates the performance of Independent Directors in accordance with Schedule IV to the Act.

Pursuant to the provisions of the Act and SEBI Listing Regulations, the formal annual evaluation was carried out for the Boards own performance, its Committees & Individual Directors.

A structured performance evaluation form was prepared after taking into consideration inputs received from the Directors and on the basis of the evaluation criteria laid down by Nomination and Remuneration Committee, covering various aspects of the

Boards functioning including adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance.

A separate meeting of the Independent Directors was held to review the performance of Non-Independent Directors, the performance of the Board of Directors. The Directors evaluation was broadly based on parameters such as, meeting the expectation of stakeholders, guidance and review of corporate strategy, risks, participation and attendance at Board/Committee Meetings, interpersonal skills. The Independent Directors also assessed the quality, quantity and timeliness of flow of information between the Companys Management and the Board. The directors expressed overall satisfaction on the evaluation process. Based on the feedback of the Board Evaluation Process, appropriate measures were taken to further improve the process and other aspects.

Observations of the Board in regard its own performance:

The Directors were generally satisfied with the performance of the Board. They reached this conclusion after critical analysis of various operational segments.

Directors Responsibility Statement:

Pursuant to the requirement clause (c) of sub-section (3) of Section 134 of the Act, your Directors confirm that:

a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.

b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for that period.

c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

d) the Directors had prepared the annual accounts on a going concern basis, and

e) the Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

f) the directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Board Meetings:

The Board met five times during the financial year 2023-2024.The intervening gap between two consecutive Meetings was within the period prescribed under the Act and SEBI Listing Regulations. The dates of Board Meetings and their attendance are given below:

Name of Director	Category	Attendance of Directors
		15.05.2023	10.08.2023	10.11.2023	29.12.2023	08.02.2024
Mr. Sajjan Kumar Sharma	Executive Director	Yes	Yes	Yes	Yes	Yes
Mrs. Ananya Dey	Non-Executive Director	Yes	Yes	Yes	Yes	Yes
Mrs. Rashi Nagori Mehta	Non-Executive Independent Director	Yes	Yes	Yes	Yes	Yes
Ms. Shampa Paul	Non-Executive Independent Director	Yes	Yes	Yes	Yes	Yes

Committees of the Board:

The Board has 3 (three) Committees, details of which are given below:

1. Audit Committee: The composition of the Committee and Directors attendance in the Committee Meetings held during the financial year 2023-2024 are given below:

Name of Director	Category	Committee Position	Attendance of Directors
			15.05.2023	10.08.2023	10.11.2023	29.12.2023	08.02.2024
Mrs. Rashi Nagori Mehta	Non-Executive Independent Director	Chairman	Yes	Yes	Yes	Yes	Yes
Mr. Sajjan Kumar Sharma	Executive Director	Member	Yes	Yes	Yes	Yes	Yes
Ms. Shampa Paul	Non-Executive Independent Director	Member	Yes	Yes	Yes	Yes	Yes

2. Nomination and Remuneration Committee: The composition of the Committee and Directors attendance in the Committee

Meetings held during the financial year 2023-2024 are given below:

Name of Director	Category	Committee Position	Attendance of Directors
			29.12.2023	08.02.2024
Ms. Shampa Paul	Non-Executive Independent Director	Chairman	Yes	Yes
Mrs. Rashi Nagori Mehta	Non-Executive Independent Director	Member	Yes	Yes
Mrs. Ananya Dey	Non-Executive Director	Member	Yes	Yes

3. Stakeholders Relationship Committee: The composition of the Committee and Directors attendance in the Committee

Meetings held during the financial year 2023-2024 are given below:

Name of Director	Category	Committee Position	Attendance of Directors
			15.05.2023	10.08.2023	10.11.2023	08.02.2024
Mrs. Rashi Nagori Mehta	Non-Executive Independent Director	Chairman	Yes	Yes	Yes	Yes
Mr. Sajjan Kumar Sharma	Executive Director	Member	Yes	Yes	Yes	Yes
Mrs. Ananya Dey	Non-Executive Director	Member	Yes	Yes	Yes	Yes

Separate Meeting of Independent Directors:

During the year under review, the Independent Directors met on February 08, 2024, without the attendance of Non-Independent Directors and members of the Management, except the Company Secretary, who was present by invitation. The Independent Directors reviewed the performance of Non-Independent Directors, the Board of Directors as a whole, and assessed the quality, quantity and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

All Independent Directors of the Company were present at this Meeting.

Auditors and Auditors Report:

The Statutory Auditors of the Company, M/s. B. Mukherjee & Co., Chartered Accountants, Kolkata (Firm Registration No. 392096E), were appointed as the Statutory Auditors of the Company, for a period of 5 (five) consecutive years, from the conclusion of 33^rd Annual General Meeting of the Company held on September 27, 2022, until the conclusion of 38^th Annual General Meeting of the Company to be held in the year 2027.

Pursuant to Sections 139 and 141 of the Act read with Rule 5 of the Companies (Audit & Auditors) Rules 2014, the Statutory Auditors have furnished a certificate of their eligibility and consent to continue as Statutory Auditors of your Company for the Financial Year 2024-2025.

The Auditors Report on the accounts for the financial year ended March 31, 2024 does not contain any qualification, observation or adverse remark.

Details in respect of Fraud reported by Auditors under Sub-Section 12 of Section 143 of the Act:

There was no fraud reported by the Statutory Auditors, pursuant to Sub-Section 12 of Section 143 of the Act for the Financial Year ended March 31, 2024.

Cost Audit:

The turnover of the Company in the immediately preceding financial year does not exceed the prescribed limit as mentioned in Companies (Cost Records & Audit) Rules, 2014, and hence Cost Audit is not applicable to the Company.

Secretarial Audit and Auditor:

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors had appointed M/s. B.K. Barik & Associates (FCS: 5696 & COP No: 3897), Practicing Company Secretaries, for conducting Secretarial Audit of the Company for the Financial Year 2023-2024.

The report of the Secretarial Auditors for the Financial Year 2023-2024 in Form MR-3 is annexed herewith as Annexure 4 to this report. The report is self-explanatory and does not call for any further comments.

The Board has re-appointed M/s. B.K. Barik & Associates (FCS: 5696 & COP No: 3897), Practicing Company Secretaries, to conduct Secretarial Audit for the Financial Year 2024-2025.

Internal Audit and Auditor:

Internal Audit is conducted periodically and the internal auditor monitors and evaluates the efficiency and adequacy of internal control system including internal financial control in the Company.

The Board of Directors of the Company, on the recommendation made by the Audit Committee, had appointed M/s P R Shukla & Associates (Firm Registration No. 327763E), Chartered Accountants, as Internal Auditors of the Company for the Financial Year 2023-2024 in accordance with Section 138 of the Act, read with the Companies (Accounts) Rules, 2014.

During the year under review, the Internal Audit Reports were placed quarterly for review by the Audit Committee of the Company and there after the same were referred to the board for its approval and taking on record and necessary actions were taken thereon. The Internal Auditor has carried out its functions as per the scope of work assigned.

The Board has re-appointed M/s P R Shukla & Associates (Firm Registration No. 327763E), Chartered Accountants, as Internal Auditors of the Company for the Financial Year 2024-2025.

Annual Secretarial Compliance Audit:

The requirement of Annual Secretarial Compliance Audit as mentioned in Regulation 24A of SEBI Listing Regulations, read with SEBI Circular No. CIR/CFD/CMD1/27/2019 dated February 08, 2019 was not applicable to the Company during the year under review.

Annual Return:

Pursuant to the provisions of Section 92(3) and 134(3)(a) of the Act and Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company for the year ended March 31, 2024 is available on the

Companys website at: http://kkalpanaplastick.com/agm/ and may be accessed there at.

Disclosures under Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013:

Our Company has always believed in providing a safe and harassment free workplace for every individual working in the Company premises. Company always endeavors to create and provide an environment that is free from any discrimination and harassment. The Company has less than 10 women employees working in the establishment and therefore the company was not required to constitute the Internal Complaints Committee in accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013.

During the year under review, there was no woman employee and that the company has received nil complaints recorded pertaining to sexual harassment.

Corporate Social Responsibility (CSR):

The provision of Section 135(1) of the Act, is not applicable on your Company as the Net-worth of the Company does not exceed rupees five hundred crores or turnover does not exceeds rupees one thousand crore or net profit does not exceeds rupees five crore during the immediately preceding financial year and therefore, the company has not constituted CSR Committee.

Green Initiatives in Corporate Governance:

The Ministry of Corporate Affairs (‘MCA), Government of India and SEBI, has taken a ‘Green Initiative in Corporate Governance by allowing paperless compliance by the Companies and clarified that the service of documents by the Companies can be made through Electronic Mode. We seek whole hearted support for this noble initiative in preserving the forests by the MCA, as this will reduce paper consumption to a great extent and allow the members to contribute towards a greener environment. This will also ensure prompt receipt of communication and avoid loss in postal transit. Accordingly, as a contribution towards green environment, your Company also implemented the Initiative to send documents, such as Notice convening the general meeting, Audited Financial Statements, Boards Report, Auditors Report, etc; in electronic form on the email ids provided by the shareholders and made available by them to the company through the depositories.

Human Resources and Industrial Relations:

During the year, your company maintained harmonious and cordial Industrial Relations. Your Directors acknowledge and appreciate the efforts and dedication of employees of the company.

Significant and Material Orders passed by the Regulators:

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

Stock Exchange Compliance Matters:

The Suspension of Trading of Shares of the Company at the Calcutta Stock Exchange Limited (‘CSE) was revoked vide CSE notice dated May 21, 2024.

The Company was also listed at The Delhi Stock Exchange Limited. However, SEBI allowed the exit of Delhi Stock Exchange

Limited (‘DSE) as Stock Exchange vide order no WTM/SR/SEBI/MRD-DSA/04/2017 dated January 23, 2017.Hence, the name of DSE will not be reflected henceforth.

SEBI vide Circular Nos. SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/131 dated July 31, 2023, and SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/135 dated August 04, 2023, read with Master Circular No. SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/145 dated July 31, 2023 (updated as on August 11, 2023), has established a common Online Dispute Resolution Portal (‘ODR Portal) for resolution of disputes arising in the Indian Securities Market. Pursuant to said circulars, post exhausting the option to resolve their grievances with the RTA/Company directly and through existing SCORES platform, the investors can initiate dispute resolution through the ODR Portal (https://smartodr.in/login).

Policies:

The SEBI Listing Regulations mandated the formulation of certain policies for all listed companies. All applicable policies are available on the website of the Company at http://kkalpanaplastick.com/policy-as-per-companies-act-2013/.The policies are reviewed periodically by the Board/Committees, as required and updated based on need and new compliance requirement.

Management Discussion and Analysis Report:

In accordance with Regulation 34(2)(e) of the SEBI Listing Regulations, a detailed Management Discussion and Analysis Report for the year under review, is presented in a separate section forming part of the Annual Report and marked as Annexure 5.

Corporate Governance:

Your Company is committed to maintaining the highest standards of Corporate Governance. Your Company has complied with the applicable Corporate Governance requirements of SEBI Listing Regulations.

It may be noted that Regulation 17 to 27 and clauses (b) to (i) and (t) of sub-regulation (2) of Regulation 46 and para C, D and E of Schedule V of SEBI Listing Regulations are not applicable to your company, pursuant to provisions of Regulation 15 of the said Regulations as the Paid up Capital of the Company is below Rupees Ten Crores and Net-Worth below Rupees Twenty Five Crores as on the last day of the previous Financial Year as well as on date of the report.

As such the Company is not required to mandatorily append to this report the Corporate Governance Report or the Declaration stating that the management personnel have affirmed compliance with the code of conduct of board of directors and senior management or the compliance certificate from either the auditor or practicing company secretaries regarding compliance conditions of corporate governance.

Compliance with applicable Secretarial Standards:

Your company has complied with the applicable provisions of Secretarial Standard of Meeting of Board of Directors (‘SS-1) and Secretarial Standard on General Meeting (‘SS-2) issued by the Institute of Company Secretaries of India (‘ICSI).

Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo:

Particulars required to be furnished under Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are as under:

(a) Conservation of energy:

(i) the steps taken or impact on conservation of energy	-
(ii) the steps taken by the company for utilizing alternate sources of energy	-
(iii) the capital investment on energy conservation equipment	NIL

(b) Technology absorption:

(i) the efforts made towards technology absorption	-
(ii) the benefits derived like product improvement, cost reduction, product development or import substitution	-
(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-	-
(a) the details of technology imported	-
(b) the year of import;	-
(c) whether the technology been fully absorbed	-
(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof	-
(iv) the expenditure incurred on Research and Development	NIL

Earning: Nil Outgo: Nil

Acknowledgement:

Your Directors take this opportunity to thank the Financial Institutions, Banks, Central and State Governments authorities, Regulatory authorities, Stock Exchanges and all the various stakeholders for their continued co-operation and support to the Company.

Your Directors wish to convey their sincere appreciation to all of the Companys employees and workers at all level for their enormous personal efforts as well as their collective contribution to the Companys performance.

	For and on behalf of the Board
Date: May 27, 2024	Sajjan Kumar Sharma	Rashi Nagori Mehta
Place: Kolkata	(DIN: 02162166)	(DIN: 09057989)
	Whole-Time Director	Director