Kkalpana Plastick Ltd Directors Report

Dear Shareholders,

Kkalpana Plastick Limited,

Your Directors are pleased to present the 36^th Annual Report together with the Audited Statement of Accounts of Kkalpana Plastick Limited ("the Company") for the financial year commencing from 01.04.2024 to 31.03.2025 ("Financial Year 2024-2025" or "March 31, 2025").

Financial Performance:

(Rs. In Thousand)

Particulars	2024-2025	2023-2024
Total Revenue	5038.94	4387.37
Profit/(Loss) before Depreciation, Interest & Tax	894.45	(315.50)
Less: Depreciation	0.00	8.30
Interest	0.00	0.00
Profit/(Loss) before Tax	894.45	(323.80)
Less: Provision for Tax
Current Tax	139.53	0.00
Deferred Tax	1.50	1.71
Tax Expense for earlier years	18.95	43.48
MAT Credit Entitlement	(139.53)	0.00
Profit/(Loss) after Tax	873.99	(368.99)
Add: Profit brought forward from previous year	4753.34	5122.33
Balance carried to B/S	5627.33	4753.34

Dividend:

Due to paucity of funds of the Company, your Directors do not recommend any dividend for the Financial Year 2024-2025.

Operations and State of Companys Affairs:

During the year under review, total revenue of the Company was Rs 50.39 Lacs as compared to Rs 43.87 Lacs in the previous year. The Profit after tax was Rs 8.74 Lacs as against Loss after Tax of Rs 3.69 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 2024-2025. Future Outlook:

The plastic compounding market is valued at USD 82.0 Billion in 2025 and is expected to reach USD 182.0 Billion by 2035, advancing at an 8.3% Compound Annual Growth Rate ("CAGR") throughout the forecast period. Within the plastic compounding market, the United States remains the most lucrative country in 2025 thanks to entrenched automotive and packaging clusters. Meanwhile, China is poised to be the fastest-growing national market from 2025 to 2035 as EV assembly plants; appliance production and infrastructure spending keep resin demand surging. Across industries, regulatory pushes for vehicle lightweighting, single-use-plastic curbs and net-zero commitments are reshaping the plastic compounding market. Feed-stock volatility and the steep capex of advanced recycling restrain smaller converters but automation and Al-driven inline quality controls are lifting yields and compressing scrap rates. Key trends steering the plastic compounding market include graphene-enhanced conductivity packs and regionalised

toll-compounding hubs that slash logistics emissions. Looking ahead, the plastic compounding market is set to pivot toward mass-customised, circular-ready polymers. By 2030, chemical-recycling inputs are forecast to cover 15% of global compound tonnage, while digital product passports will trace every pellets carbon intensity. Compounding firms that embed closed-loop take-back, deploy green-hydrogen-fed extrusion lines and co-develop drop-in resins with 3D-printing bureaus will capture outsized share through 2035. Indias wires and cables market has also expanded significantly from Rs 859 Billion in Financial Year 2019 to Rs 1,702 Billion in Financial Year 2024, registering a CAGR of 14.7% during this period. Furthermore, the sector is projected to grow at a CAGR of 11-13% between Financial Year 2024 and Financial Year 2029. The significant share of power transmission cables can be attributed to favourable government initiatives in the power sector, such as railway electrification projects and rural electrification schemes. Additionally, rising expenditures in the construction sector and the expansion of the Fast-Moving Electrical Goods industry are driving the demand for building wires.

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 Amount 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 statement 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.

Particulars of Contracts or Arrangements made with Related Parties:

In line with the requirements of the Act and the Securities and Exchange Board of India (Listing Obligations and Disclosures Requirements), Regulations, 2015 ("SEBI Listing Regulations"), your Company has formulated a policy on Related Party Transactions which is also available on the website of the 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, 2025.

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, 2025. Further, none of the Company has become or ceased to become the Subsidiary, Joint Venture or Associate of your Company during the Financial Year 2024-2025.

Your Company is a Subsidiary Company of Bbigplas Poly Private Limited as at March 31, 2025.

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 Risk:

Human Resource 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 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 the 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 the 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 the 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 2024-2025 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 sub-section 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 Statement 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, 2025 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, 2025, 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, Mr. Sajjan Kumar Sharma (DIN: 02162166), Whole-Time Director of the Company, retires by rotation at the ensuing AGM and being eligible, has offered himself for re-appointment.

Resignation:

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

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 Secretary (FCS: 5696, C.P. No: 3897) is enclosed and marked as Annexure-3.

Declaration by Independent Directors:

The Company has received necessary declaration 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 the SEBI Listing Regulations. In the opinion of the Board of Director of the Company ("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 the 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 the 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 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 the 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	V	V
Strategic Expertise		V
Finance and Accounting Skills	v		V	V
Governance			V	V
Leadership Skills	V	V
Digital Literacy	V	V	V	V

Familiarization Programme for Independent Directors:

The Company had organized a familiarization programme for the Independent Directors as per the requirement of 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 function of governance and management. As at March 31, 2025, 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 the SEBI Listing Regulations, as amended from time to time. The Nomination and Remuneration Committee accordingly carries out an annual evaluation of the 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 the 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 the 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 . The Directors evaluation was broadly based on the 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 of Section 134 (3)(c) 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;

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; and

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 four times during the Financial Year 2024-2025. 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
		27.05.2024	10.08.2024	11.11.2024	12.02.2025
Mr. Sajjan Kumar Sharma	Executive Director	Yes	Yes	Yes	Yes
Mrs. Ananya Dey	Non-Executive Director	Yes	Yes	Yes	Yes
Mrs. Rashi Nagori Mehta	Non-Executive Independent Director	Yes	Yes	Yes	Yes
Ms. Shampa Paul	Non-Executive Independent Director	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 2024-2025 are given below:

Name of Director	Category	Committee Position	Attendance of Directors
			27.05.2024	10.08.2024	11.11.2024	12.02.2025
Mrs. Rashi Nagori Mehta	Non-Executive Independent Director	Chairman	Yes	Yes	Yes	Yes
Mr. Sajjan Kumar Sharma	Executive Director	Member	Yes	Yes	Yes	Yes
Ms. Shampa Paul	Non-Executive Independent Director	Member	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 2024-2025 are given below:

Name of Director	Category	Committee Position	Attendance of Directors
			10.08.2024	11.11.2024	12.02.2025
Ms. Shampa Paul	Non-Executive Independent Director	Chairman	Yes	Yes	Yes
Mrs. Rashi Nagori Mehta	Non-Executive Independent Director	Member	Yes	Yes	Yes
Mrs. Ananya Dey	Non-Executive Director	Member	Yes	Yes	Yes

3. Stakeholders Relationship Committee: The composition of the Committee and Directors attendance in the Committee Meetings held during the Financial Year 2024-2025 are given below:

Name of Director	Category	Committee Position	Attendance of Directors
			27.05.2024	10.08.2024	11.11.2024	12.02.2025
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 12, 2025, without the attendance of Non-Independent Directors and members of the Management. The Independent Directors reviewed the performance of Non-Independent Directors, the Board 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: 302096E), were appointed as the Statutory Auditors of the Company, for a period of 5 (Five) consecutive years, from the conclusion of 33^rd AGM of the Company held on September 27, 2022, until the conclusion of 38^th AGM of the Company to be held in the year 2027.

Pursuant to Section 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 to act as the Statutory Auditors of your Company for the Financial Year 2025-2026.

the Auditors Report on the accounts for the Financial Year ended March 31, 2025 does not contain any qualification, observation or adverse remark.

Details in respect of Fraud reported by Auditors under of Section 143(12) of the Act:

There was no fraud reported by the Statutory Auditors, pursuant to Section 143(12) of the Act for the Financial Year ended March 31, 2025.

Cost Audit:

The turnover of the Company in the immediately preceding financial year does not exceed the prescribed limit as mentioned in the 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 had appointed M/s B.K.Barik & Associates (FCS: 5696, C.P.No: 3897), Practicing Company Secretary, Kolkata, for conducting Secretarial Audit of the Company for the Financial Year 2024-2025.

The report of the Secretarial Auditors for the Financial Year 2024-2025 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, based on the recommendation of the Audit Committee at their respective meetings held on May 20, 2025 and in terms of the amended Regulation 24A of the SEBI Listing Regulations, considered and approved the appointment of M/s B.K.Barik & Associates (FCS: 5696, C.P.No: 3897), Practicing Company Secretary, Kolkata, a peer reviewed firm, as the Secretarial Auditors of the Company, for a term of 5 (Five) consecutive years, commencing from Financial Year 2025-2026, at a remuneration of Rs 25,000/- for the Financial Year 2025-2026, plus taxes as applicable and also reimbursement of actual travel and out of pocket expenses incurred incidental to their function for the Financial Year 2025-2026 and fixation of remuneration plus taxes as applicable and also reimbursement of actual travel and out of pocket expenses incurred incidental to their function for the remaining period by the Board in recommendation of the Audit Committee and as mutually agreed by Secretarial Auditor, in each of the subsequent years during the aforesaid term of their appointment. The necessary Resolution seeking members approval for appointment of M/s B.K.Barik & Associates (FCS: 5696, C.P.No: 3897), Practicing Company Secretary, Kolkata forms part of AGM Notice.

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 based on the recommendation of 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 2024-2025 in accordance with Section 138 of the Act, read with the Companies (Accounts) Rules, 2014. During the financial year under review, there was change of name and status of the firm of Internal Auditor i.e. from M/s P R Shukla & Associates (Firm Registration Number: 327763E) Chartered Accountants, Kolkata (Proprietorship Firm) to M/s GRPS & Co. (Firm Registration Number: 327763E) Chartered Accountants, Kolkata (Partnership Firm) with effect from December 28, 2024.

Accordingly, the Board based on the recommendation of the Audit Committee at their respective meetings held on February 12, 2025, approved the continuation of the appointment of M/s GRPS & Co. (Firm Registration Number: 327763E) Chartered Accountants, Kolkata as the Internal Auditor of the Company, at same remuneration as originally agreed upon between Internal Auditors and the Board for the purpose of audit as decided.

During the year under review, the Internal Audit Report 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 GRPS & Co. (Firm Registration Number: 327763E) Chartered Accountants, Kolkata, as Internal Auditors of the Company for the Financial Year 2025-2026, in light of the recommendation of the Audit Committee.

Annual Secretarial Compliance Audit:

The requirement of Annual Secretarial Compliance Audit as mentioned in Regulation 24A of the 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 financial 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 Financial Year ended March 31, 2025 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:

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 Corporate Social Responsibility 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.

Out of the total Equity Share Capital of the Company, comprising 5528535 Equity Shares of Rs 10/- each, 3260035 Equity Shares of Rs 10/- each were issued on a preferential basis and allotted on January 06, 2010 to the then promoters. These Shares were pending to be listed on the Calcutta Stock Exchange Limited ("CSE") at such time. The Company had made necessary application to CSE in this regard. Pursuant to the said application, CSE, vide its letter dated January 07, 2025, granted final listing permission for the aforesaid 3260035 Equity Shares of Rs 10/- each.

SEBI vide Circular Nos. SEBI/HO/OIAE/OIAE_IAD-1/P/CIR/2023/131 dated July 31, 2023 and SEBI/HO/ OIAE/OIAEJAD-1/P/CIR/2023/135 dated August 04, 2023 read with Master Circular No. SEBI/HO/OIAE/ OIAEJAD-1/P/CIR/2023/145 dated July 31, 2023 (updated as on December 28, 2023), has established a common Online Dispute Resolution Portal ("ODR Portal") for resolution of disputes arising in the Indian Securities Market and has specified that shareholders shall first take-up their grievance with the listed entity by lodging a complaint directly with the concerned listed entity and if the grievance is not redressed satisfactorily, the shareholder may, in accordance with the SCORES guidelines, escalate the same through SCORES portal. Pursuant to abovementioned circulars, post exhausting the option to resolve the grievances with the RTA/ Company directly and through existing SCORES platform, if a shareholder(s) is not satisfied with the outcome, he/she/they 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 the SEBI Listing Regulations are not applicable to your company, pursuant to the provisions of Regulation 15 of the said Regulations as the Paid up Capital of the Company is below Rupees Ten Crores and Net-Worth is 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 the board 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 on Meetings of the Board of Directors ("SS-1") and Secretarial Standard on General Meetings ("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

(c) Foreign Exchange Earnings and Outgo:

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 20, 2025
Place: Kolkata	Sajjan Kumar Sharma	Rashi Nagori Mehta
	(DIN: 02162166)	(DIN: 09057989)
	Whole-Time Director	Director