Rachit Prints Ltd Directors Report

To

The Members

RACHIT PRINTS LIMITED

The Directors hereby present the 23 nd Annual Report on the affairs of the company together with Audited Financial Statements for the financial year ended 31st March, 2026.

1. FINANCIAL RESULTS:

(Figures in Hundred)

PARTICULARS	Year Ended 31 st March, 2026	Year Ended 31 st March, 2025
Revenue from Operations	53,23,994.42	41,70,319.71
Other Income	27,795.42	8,107.63
Total	53,51,789.84	41,78,427.34
Less:
Expenditure	45,53,190.99	34,84,538.86
Depreciation & Amortisation	1,77,609.02	84,917.87
Profit/(loss) before exceptional items and tax:	6,20,989.84	6,08,970.60
Exceptional Items	--	--
Profit/(Loss) before tax	6,20,989.84	6,08,970.60
Less: Taxes	1,62,791.00	1,52,794.61
Profit/(Loss)from continuing Operations	4,58,198.83	4,56,175.99
Profit/(Loss)from discontinuing Operations	--	--
Profit/(Loss) for the period	4,58,198.83	4,56,175.99
Other Comprehensive Income	--	--
Total Comprehensive Income/(Loss)for the Period	--	--
Earnings Per Share (Basic & Diluted)	10.51	13.03

2. BUSINESS:

Rachit Prints Limited, was incorporated in the year 2003 and is engaged in the business of manufacturing and supplying specialised knitted and printed fabrics primarily for the mattress and home furnishing industry. Over the years, the Company has established a sustainable business model and developed expertise in manufacturing customised textile products in accordance with the specific requirements of its customers.

The Companys product portfolio primarily comprises knitted fabric, printed fabric, warp knitted fabric, pillow fabric and binding tape , along with trading of comforters

and bedsheets . The Company specialises in converting yarn into specialised fabrics through in-house knitting, designing, printing and finishing processes. The principal raw materials used in the manufacturing process include cotton yarn, viscose, spun yarn, filament yarn and dyed yarn , which are primarily procured from suppliers located in Delhi and Haryana.

The Company primarily operates on a Business-to-Business (B2B) model, supplying customised fabrics to customers who use the same for further processing, manufacturing or resale. A substantial portion of the Companys business is undertaken on an order-based model , enabling the Company to manufacture products in accordance with customer- specific requirements relating to designs, specifications, quality and quantities.

The Company has developed capabilities to manufacture specialised and customised fabrics and caters to established customers in the mattress and home furnishing segment. The Company has supplied its products to leading industry players, including Sleepwell, Kurlon Enterprises and Prime Comfort Products Private Limited .

The Companys manufacturing facility is equipped with machinery and equipment sourced from India, Germany, Turkey and China , enabling it to undertake various stages of the manufacturing process and facilitate efficient production and logistics. The Company continues to focus on maintaining product quality, timely execution of customer orders and operational efficiency.

The Company has expanded its market presence across various states in India, including Assam, Delhi, Gujarat, Haryana, Himachal Pradesh, Jammu & Kashmir, Karnataka, Kerala, Madhya Pradesh, Maharashtra, Odisha, Punjab, Tamil Nadu, Telangana, Uttar Pradesh, Uttarakhand and West Bengal .

With the cumulative experience of its promoters, Mr. Anupam Kansal and Ms. Naina Kansal , in the textile and manufacturing business, the Company continues to leverage its manufacturing capabilities, customer relationships and industry experience to strengthen its position in the specialised fabric segment and pursue sustainable growth.

3. STATE OF COMPANYS AFFAIRS:

During the financial year ended 31st March, 2026 , the Company continued to focus on its core business operations and witnessed growth in its overall revenue as compared to the previous financial year. The Company recorded Total Income of ^53,51,789.84 hundred during the financial year 2025-26 as against ^41,78,427.34 hundred in the previous financial year.

The Income from Operations increased from ^41,70,319.71 hundred in the financial year 2024-25 to ^53,23,994.42 hundred in the financial year 2025-26, The increase in operating income reflects the Companys continued business activities and growth in its operations during the year under review. The Company also recorded Other Income of ^27,795.42 hundred during the financial year 2025-26 as compared to ^8,107.63 hundred in the previous financial year.

During the year under review, the Total Expenses of the Company stood at ^47,30,800.01 hundred , as against ^35,69,456.73 hundred in the previous financial year. The increase in expenses was primarily attributable to the corresponding increase in the scale of operations and the associated costs incurred in carrying out the Companys business activities.The Profit Before Tax increased from ^6,08,970.60 hundred in the financial year 2024-25 to ^6,20,989.84 hundred in the financial year 2025-26.

After considering the current tax expense, deferred tax and other applicable tax adjustments, the Company recorded a Profit After Tax of ^4,58,198.83 hundreds for the financial year 2025-26 as compared to ^4,56,175.99 hundred in the financial year 202425, The Basic and Diluted Earnings Per Share (EPS) stood at ^10.51 per equity share

during the financial year 2025-26 as compared to ^13.03 per equity share in the previous financial year. The change in EPS is attributable to the Companys share capital structure and the number of equity shares considered for computation during the respective financial years.

During the financial year under review, the Company successfully completed its Public Issue of 13,09,000 Equity Shares of face value of ^10/- each at an issue price of ^149/- per Equity Share, comprising a share premium of ^139/- per Equity Share. The allotment of the said Equity Shares was made on 04th September, 2025.

Subsequent to the successful completion of the Public Issue, the Equity Shares of the Company were listed and admitted to dealings on the BSE SME Platform of BSE Limited with effect from 08th September, 2025. The listing of the Companys Equity Shares marks an important milestone in its growth journey and provides the Company with greater visibility in the capital market, while strengthening its financial position and enhancing its ability to pursue future growth opportunities.

4. SUBSIDIARY COMPANY/FIRM(S):

The Company does not have any subsidiary as per the provisions of the Companies Act, 2013.

5. CONSOLIDATED FINANCIAL STATEMENTS:

Since the Company did not have any subsidiary during the financial year under review, the preparation of Consolidated Financial Statements is not applicable.

6. CORPORATE GOVERNANCE:

Your Company is committed to maintaining high standards of corporate governance and ethical business conduct . The Board of Directors recognizes that sound governance practices are essential for ensuring transparency, accountability, integrity, sustainable growth and safeguarding the interests of all stakeholders. The Company continues to adhere to the principles of transparency, fairness, accountability, responsible management and compliance with applicable statutory and regulatory requirements.

During the year under review, the Company has complied with the applicable provisions of the Companies Act, 2013 , the rules made thereunder and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 . Since the securities of the Company are listed on the SME Platform , the provisions relating to submission of a separate Corporate Governance Report, as applicable to companies listed on the Main Board, are not applicable to the Company.

Accordingly, no separate Corporate Governance Report forms part of this Boards Report . Notwithstanding the non-applicability of the detailed Corporate Governance Report, the Company continues to follow sound corporate governance practices and maintains appropriate standards of transparency, accountability, ethical conduct and responsible management in the conduct of its business and affairs.

In furtherance of the Companys commitment to good corporate governance and compliance with applicable legal and regulatory requirements, a certificate issued by a Practising Company Secretary (PCS) is annexed to this Boards Report. The Board remains committed to continuously strengthening the Companys governance framework and ensuring transparent, responsible and compliant conduct in the best interests of the Company and its stakeholders.

7. DIVIDEND:

The directors have not recommended any dividend for the financial year 2025-26.

8. AMOUNTS TRANSFERRED TO ANY RESERVES:

The Company has not transferred any amount to any reserves during the financial year.

9. CHANGE IN NATURE OF BUSINESS:

During the year under review there was no change in nature of Business of Company and no changes were made to Main Object of Memorandum of Association

10. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Annexed to this report as Annexure- A.

11. INTERNAL AUDITOR:

M/s Agarwal Aneja & Associates, Chartered Accountants (FRN: 023529N), represented by CA Ashish Aneja, were appointed as the Internal Auditors of the Company for the Financial Year 2025-26. The appointment was made in accordance with the applicable provisions of the Companies Act, 2013. Further, for the Financial Year 2026-27, the Company has appointed M/s Priyansh Singhal & Associates, Chartered Accountants (FRN: 038758C), as the Internal Auditors of the Company, in accordance with the applicable provisions of the Companies Act, 2013.

12. SHARE CAPITAL

A. Authorized Share Capital

During the financial year under review, there was no change in the Authorised Share Capital of the Company. The Authorised Share Capital of the Company as on 31st March, 2026 stood at ^8,00,00,000/- (Rupees Eight Crore only), divided into 80,00,000 (Eighty Lakh) Equity Shares of ^10/- each.

B. Paid-up Share Capital

During the financial year under review, the Company increased its Paid-up Share Capital pursuant to the Public Issue of 13,09,000 Equity Shares of face value of ^10/- each , issued

at a price of ^149/- per Equity Share , including a premium of ^139/- per Equity Share . The

said Equity Shares were allotted on 04th September, 2025 .

Consequent to the aforesaid allotment, the Paid-up Share Capital of the Company increased by ^1,30,90,000/- . Further, the Equity Shares of the Company were listed on the BSE SME Platform of BSE Limited with effect from 08th September, 2025 .

Accordingly, as on 31st March, 2026 , the Paid-up Share Capital of the Company stood at ^4,93,71,000/- (Rupees Four Crore Ninety-Three Lakh Seventy-One Thousand only) , comprising 49,37,100 Equity Shares of ^10/- each .

13. FIXED DEPOSITS:

During the year, your Company has not accepted any fixed deposits under the provisions of the Companies Act, 2013 and the Rules made there under.

14. SECRETARIAL STANDARDS:

The Company has fully complied with all the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) and mandated by the Ministry of Corporate Affairs (MCA), including Secretarial Standard on Meetings of the Board of Directors (SS-1) and Secretarial Standard on General Meetings (SS-2). The Company ensures that all procedural requirements relating to convening, conducting and recording of Board Meetings, Committee Meetings and General Meetings are adhered to in letter and spirit. The Board remains committed to following best secretarial practices to maintain transparency, accuracy and statutory compliance across all governance processes.

15. CHANGES IN DIRECTORS & KEY MANAGERIAL PERSONNEL (KMP):

During the financial year under review, there was no change in the composition of the Board of Directors of the Company, and all the Directors continued to hold office throughout the year.

However, there were changes in the Key Managerial Personnel (KMP) of the Company during the year under review, as detailed below:

CHANGE IN KEY MANAGERIAL PERSONNEL

Particulars	Name	Effective Date
Resignation from the position of Chief Financial Officer (CFO) and Key Managerial Personnel (KMP)	Ms. Garima Moorjani	29th November, 2025
Appointment as Chief Financial Officer (CFO) and Key Managerial Personnel (KMP)	Mr. Rachit Gupta	08th December, 2025

Further, the Board of Directors have recommended -

Ms. Rose Kansal (DIN: 10651709), Director of the Company, retires by rotation at this Annual General Meeting and, being eligible, offers herself for re-appointment. The details of her re-appointment, including the terms and conditions, are provided in the Notice and the Explanatory Statement/Annexure to the Notice of the ensuing Annual General Meeting. The Board of Directors recommends her re-appointment for the approval and consideration of the Members at the forthcoming Annual General Meeting.

16. BOARD COMMITTEES

In compliance with the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has constituted the following Committees of the Board:

A. Audit Committee

B. Stakeholders Relationship Committee

C. Nomination and Remuneration Committee

The Committees have been constituted to assist the Board in effectively discharging its responsibilities and to provide focused oversight on matters falling within their respective

areas of expertise. The Committees function in accordance with their respective terms of reference and applicable statutory and regulatory requirements.

During the year under review, there were no instances where the Board of Directors did not accept any recommendation made by any of the aforesaid Committees .

A. Composition of Audit Committee

Name of the Director	Status	Nature of Directorship
Mr. Tarun Sharma	Chairman	Independent Director
Mr. Priyesh Kumar Sikariwal	Member	Independent Director
Mr. Anupam Kansal	Member	Managing Director

The Company Secretary and Compliance Officer of the Company acts as the Secretary to the Audit Committee.

B. Composition of Stakeholders Relationship Committee

Name of the Director	Status	Nature of Directorship
Mr. Priyesh Kumar Sikariwal	Chairman	Independent Director
Ms. Naina Kansal	Member	Whole-Time Director
Mr. Anupam Kansal	Member	Managing Director

The Company Secretary and Compliance Officer of the Company acts as the Secretary to the Stakeholders Relationship Committee.

C. Composition of Nomination and Remuneration Committee

Name of the Director	Status	Nature of Directorship
Mr. Priyesh Kumar Sikariwal	Chairman	Independent Director
Ms. Rose Kansal	Member	Non-Executive Director
Mr. Tarun Sharma	Member	Independent Director

The Company Secretary and Compliance Officer of the Company acts as the Secretary to the Nomination and Remuneration Committee.

D. Committee Meetings
Audit Committee	Nomination & Remuneration Committee (NRC)	Stakeholders Relationship Committee (SRC)
22 July 2025	08 December 2025	04 September 2025
22 August 2025	06 February 2026	\u2014
04 September 2025	\u2014	\u2014
08 December 2025	\u2014	\u2014
06 February 2026	\u2014	\u2014

17. LISTING WITH EXCHANGES AND LISTING FEES:

During the financial year under review, the Company successfully completed its Initial Public Offering (IPO), pursuant to which 13,09,000 Equity Shares of face value of ^10/- each were allotted on 04th September, 2025 at an issue price of ^149/- per Equity Share, comprising a share premium of ^139/- per Equity Share.

Consequent to the successful completion of the IPO, the Equity Shares of the Company were listed and admitted to dealings on the BSE SME Platform of BSE Limited with effect from 08th September, 2025. The listing marks a significant milestone in the growth journey of the Company and has enhanced its visibility in the capital market and provided greater liquidity to its shareholders.

The Company has duly complied with the applicable listing requirements of the Stock Exchange. The listing fee for the financial year 2025-26 has been invoiced by the Exchange, and the payment thereof shall be made within the prescribed timelines.

18. AUDITORS:

A. STATUTORY AUDITOR & AUDIT REPORT:

Pursuant to the provisions of Section 139 of the Companies Act, 2013 , read with the Companies (Audit and Auditors) Rules, 2014 , M/s Singhal Gupta & Co. LLP, Chartered Accountants (FRN: 004933C/C400028) , were appointed as the Statutory Auditors of the

Company for a term of five consecutive financial years , commencing from 01st April, 2024 and ending on 31st March, 2029 .

The Statutory Auditors have audited the Standalone Financial Statements of the Company for the financial year ended 31st March, 2026 . The Auditors Report forms part of this Annual Report , and the observations and notes referred to therein, read together with the relevant notes to the financial statements, are self-explanatory and therefore do not call for any further explanation or clarification from the Board of Directors.

The Auditors Report for the financial year under review does not contain any qualification, reservation, adverse remark or disclaimer . Accordingly, no explanation or clarification by the Board of Directors is required in respect of the matters dealt with in the Auditors Report.

B. COST AUDITORS:

In accordance with the provisions of Section 148 of the Companies Act, 2013 , read with the Companies (Cost Records and Audit) Rules, 2014 , the Board of Directors confirms that the provisions relating to the maintenance of cost accounting records and cost audit are not applicable to the Company for the financial year 2025-26 , as the

Company does not fall within the prescribed class of companies and activities for which such requirements are applicable.

C. SECRETARIAL AUDITOR & AUDIT REPORT:

Pursuant to the provisions of Section 204 of the Companies Act, 2013, read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, M/s Lal Ghai & Associates, Peer Reviewed Firm of Company Secretaries in Practice, have been appointed as the Secretarial Auditor of the Company for conducting the Secretarial Audit for the financial year ended 31st March, 2026.

Further, the Board of Directors has proposed the appointment of M/s Lal Ghai & Associates as the Secretarial Auditor of the Company for a term of five consecutive years commencing from 1st April, 2026 to 31st March, 2031, subject to the approval of the Members at the ensuing Annual General Meeting.

The Secretarial Audit Report for the financial year ended 31st March, 2026, forms an integral part of this Annual Report as Annexure- B. The Board notes that the said Report does not contain any qualification, reservation, adverse remark or disclaimer requiring any further explanation or clarification from the Board.

19. BOARD MEETINGS:

During the year under review, the Board of Directors of the Company met Fifteen (15) times on 15th April, 2025; 28th April, 2025; 30th April, 2025; 14th May, 2025; 25th June, 2025; 1st July, 2025; 22nd July, 2025; 21st August, 2025; 22nd August, 2025; 4th September, 2025; 6th September, 2025; 5th November, 2025; 14th November, 2025; 8th December, 2025; and 6th February, 2026 . The intervening gap between any two meetings was within the period prescribed under the Companies Act, 2013 and the rules made thereunder.

20. ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND OF INDIVIDUAL DIRECTORS:

The meeting of the Independent Directors of the Company for the financial year 2025-26 was held on 05th November, 2025 , wherein the performance of the Non-Independent Directors, the Chairperson and the Board as a whole was reviewed and evaluated. The evaluation covered various aspects, including the effectiveness of the Boards functioning, quality of participation and deliberations, governance practices and the overall contribution of the Board towards achieving the Companys strategic objectives.

The Company has formulated a Policy on Performance Evaluation , which provides the framework and criteria for evaluation of the performance of the Board of Directors, its

Committees, Independent Directors, Executive Directors and Non-Executive Directors .

In accordance with the said Policy and the applicable provisions of the Companies Act, 2013 , the Board of Directors also undertook an evaluation of its own performance, the performance of its Committees and the performance of individual Directors. The evaluation process was conducted in accordance with the prescribed criteria, and the Board expressed its satisfaction with the overall outcome of the evaluation process .

1. POLICY ON DIRECTORS APPOINTMENT & REMUNERATION:

The Nomination & Remuneration Committee of the Company has formulated the Nomination & Remuneration Policy on Directors appointment and remuneration which includes the criteria for determining qualifications, positive attributes, independence of a director and other matters as provided under Section 178(3) of the Companies Act, 2013. The Nomination & Remuneration Policy is annexed hereto and forms part of this Report as Annexure- C and is also available on the website of the Company at https://rachitprints.co.in.

2. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR:

Not Applicable, during the year under review.

3. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF:

During the year under review, there was no One-Time Settlement (OTS) undertaken by the Company with any bank or financial institution. Accordingly, the requirement to provide

details of any difference between the valuation at the time of OTS and the valuation done while obtaining loans does not arise.

24. DECLARATION BY INDEPENDENT DIRECTORS:

All the Independent directors of the company have given their statement of declaration under Section 149(7) of the Companies Act, 2013 (the Act) that they meet the criteria of independence as provided in Section 149(6) of the Act, and their Declarations have been taken on record.

25. REGISTRAR AND SHARE TRANSFER AGENT:

The Company has appointed Maashitla Securities Private Limited as its Registrar and Share Transfer Agent and executed post IPO Agreement for availing its various services.

26. STATEMENT W.R.T. COMPLIANCE WITH THE PROVISIONS RELATING TO MATERNITY BENEFITS ACT, 1961:

Your Company is committed to ensuring a safe, supportive, and inclusive workplace for all women employees. All eligible women employees have been extended the benefits under the said Act, including maternity leave, nursing breaks, and other statutory entitlements as prescribed. Your Company has duly complied with the provisions of the Maternity Benefits Act, 1961, as amended from time to time. Your Company continuously strives to maintain a work environment that upholds the rights and well-being of its women workforce in accordance with applicable laws

27. RISK MANAGEMENT:

The Risk Management Policy required to be formulated under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, has been duly formulated and approved by the Board of Directors of the Company. The aim of Risk Management Policy is to maximize opportunities in all activities and to minimize adversity.

28. LOANS, GUARANTEES & INVESTMENTS BY THE COMPANY:

Details of loans, guarantees and investments, if any, by the Company to other body corporates or persons are given in Financial Statements/Notes to the financial statements.

29. MATERIAL AND SIGNIFICANT ORDERS PASSED BY REGULATORS & COURTS:

During the year under review, the Company successfully completed its Initial Public Offering (IPO) and obtained the requisite approvals from the concerned regulatory authorities and the Stock Exchange for the listing and admission of its Equity Shares on the SME Platform of BSE Limited (BSE SME).

Pursuant to the successful completion of the IPO and receipt of the necessary approvals, the Equity Shares of the Company were listed and admitted to dealings on the BSE SME Platform with effect from 08th September, 2025.

Except for the aforesaid approvals in relation to the listing of the Companys Equity Shares, no material or significant orders were passed by any regulatory authority, court or tribunal during the financial year under review which may have an adverse impact on the going concern status or future operations of the Company.

30. MATERIAL CHANGES & COMMITMENTS:

There have been no material changes or commitments affecting the financial position of the Company between the end of the financial year 31st March, 2026 and the date of this Report. However, the Company witnessed the following significant corporate development during the year under review:

• Initial Public Offering (IPO) & Listing

During the financial year 2025-26, the Company successfully completed its Initial Public Offering (IPO) , pursuant to which 13,09,000 Equity Shares were allotted on 04th

September, 2025 at an issue price of ^149/- per Equity Share , including a premium of ^139/- per Equity Share . Subsequently, the Equity Shares of the Company were listed and admitted to dealings on the BSE SME Platform of BSE Limited with effect from 08th September, 2025 . The successful IPO and listing marked a significant milestone in the Companys growth journey and strengthened its capital base, enhanced its market visibility and broadened its investor reach.

31. SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:

The Company is committed to providing a safe, inclusive, respectful and harassment- free workplace for all its employees, workers and other stakeholders. In accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention,

Prohibition and Redressal) Act, 2013 and the Rules made thereunder, the Company has constituted an Internal Complaints Committee (ICC) to address and redress complaints relating to sexual harassment at the workplace.

The Company endeavours to maintain a work environment based on dignity, equality, mutual respect and fairness , and has adopted appropriate measures for prevention and prohibition of sexual harassment. The Company also undertakes necessary awareness and preventive initiatives to ensure that employees are aware of their rights and the mechanism available for reporting and redressal of grievances.

During the financial year ended 31st March, 2026 , no complaint relating to sexual harassment was received or reported to the Internal Complaints Committee of the

Company.

32. RELEVANT EXTRACT OF ANNUAL RETURN:

Pursuant to the provisions of Section 134(3) (a) of the Companies Act, 2013 read with the rules made thereunder, the Annual Return of the Company has been disclosed on the website of the Company and web link thereto is https://rachitprints.co.in.

33. RELATED PARTY TRANSACTION:

The Company has formulated and adopted a Policy on Related Party Transactions in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 . The Policy provides a framework for identification, approval, review, monitoring and disclosure of transactions with related parties and ensures that such transactions are undertaken in a transparent and fair manner.

During the financial year 2025-26 , all transactions entered into with related parties were undertaken in the ordinary course of business and on an arms length basis and were in compliance with the applicable provisions of the Companies Act, 2013, the SEBI Listing Regulations and the Companys Policy on Related Party Transactions. There were no materially significant related party transactions entered into during the year that were prejudicial to the interests of the Company or had a potential conflict with the interests of the Company.

The particulars of related party transactions, as required pursuant to Section 134(3)(h) of the Companies Act, 2013 , read with Rule 8(2) of the Companies (Accounts) Rules, 2014 , are provided in Form AOC-2 , annexed to this Report as Annexure-D .

The Policy on Related Party Transactions and other applicable policies of the Company are available on the website of the Company at: https://rachitprints.co.in.

34. WHISTLE BLOWER POLICY / VIGIL MECHANISM:

The Company has established a Whistle Blower Policy and Vigil Mechanism in

accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The mechanism provides a formal and confidential platform for Directors, employees and other eligible persons to report genuine concerns relating to unethical conduct, actual or suspected fraud,

misconduct, irregularities or violations of the Companys policies and Code of Business Ethics.

The Vigil Mechanism incorporates adequate safeguards to ensure protection against victimisation, retaliation or any adverse action against persons who raise concerns in good faith. It also provides an appropriate channel for reporting concerns directly to the Chairman of the Audit Committee, wherever considered necessary.

All concerns received under the Whistle Blower Policy and Vigil Mechanism are dealt with appropriately and, wherever required, investigated in accordance with the prescribed procedures. During the year under review, no individual was denied access to the Audit Committee for reporting any genuine concern.

The details of the Whistle Blower Policy and Vigil Mechanism are available on the Companys website at: https://rachitprints.co.in.

35. INTERNAL FINANCIAL CONTROLS & ITS ADEQUACY:

The Company continuously focuses on strengthening its internal control framework to ensure efficient and reliable operations. An adequate system of internal financial controls commensurate with the size, scale and nature of its business has been established, which is designed to ensure the orderly and efficient conduct of business activities.

These controls provide reasonable assurance regarding:

• Accuracy, reliability and integrity of financial and operational information

• Compliance with applicable laws, regulations and internal policies

• Safeguarding of the Companys assets

• Prevention and detection of frauds and irregularities

• Maintenance of proper accounting records

• Effective execution of business processes

The internal control systems are reviewed periodically and continuously monitored to enhance their effectiveness and support the Company in achieving its operational and strategic objectives.

36. FAMILIARISATION PROGRAM FOR DIRECTORS:

The Company has put in place a structured Familiarization Programme for its Directors, including Independent Directors, to facilitate their understanding of the Companys business operations, business model, industry, governance framework, roles and responsibilities and to enable them to contribute effectively to the deliberations of the Board and its Committees.

As part of the programme, Directors are periodically apprised of significant developments relating to the Company, including business performance, operational matters, industry trends, applicable regulatory and statutory changes, corporate governance practices and the domestic and global business environment having a bearing on the Companys operations.

The Directors are provided with relevant documents, presentations, reports and other necessary information to facilitate informed decision-making and enable them to effectively discharge their duties and responsibilities and participate meaningfully in Board and Committee meetings.

The details of the Familiarization Programme for Independent Directors are available on the Companys website at the following link: https://rachitprints.co.in.

37. DEPOSITS

The company has received loan from entities as falls under Rule 2(1)(c) which shall not be considered as deposits as per Companies (Acceptance of Deposits) Rules, 2014 under the Companies Act, 2013.

38. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS & OUTGO:

Information on conservation of energy, technology absorption and foreign exchange earnings and outgo is given in Annexure- E to this report.

39. PARTICULARS OF EMPLOYEES:

In accordance with the provisions of Section 197(12) of the Companies Act, 2013 and Rule 5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the names and other particulars of employees are set out in the Annexure- F to this report and forms part of this report.

40. DETAIL OF FRAUDS REPORTED BY AUDITORS

The Company does not indulge in any type of frauds pursuant to section 143(12) of the Companies Act, 2013 as per the audit report stated by Auditors for financial year ended 31 st March 2026.

41. BUSINESS RESPONSIBILITY REPORT:

SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 mandate the inclusion of the Business Responsibility & Sustainability Report as part of the Annual Report for top 1000 listed entities based on market capitalization, However, this year the company does not fall under the top 1000 listed entities based on market capitalization, hence there is no requirement to prepare such report.

42. DETAILS OF NO. OF EMPLOYEES AS ON CLOSURE OF FINANCIAL YEAR:

The details regarding No. of Employees as on Closure of Financial Year are as follows:

Male	Female	Transgender
55	10	-

43. DIRECTORS RESPONSIBILITY STATEMENT:

The Directors would like to assure the Members that the financial statements for the year under review confirm in their entirety to the requirements of the Companies Act, 2013. The Directors confirm that:

a) In the preparation of the annual accounts/financial statements, the applicable accounting standards have been followed along with proper explanation relating to material departures;

b) Appropriate accounting policies have been selected and applied consistently and have made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2026 and of the profit/loss of the Company for the year ended on 31st March, 2026;

c) Proper and sufficient care has been taken for maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) The annual accounts/financial statements have been prepared on a going concern basis.

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

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

44. CORPORATE SOCIAL RESPONSIBILITY:

The provisions relating to Corporate Social Responsibility (CSR) under Section 135 of the Companies Act, 2013 were applicable to the Company during the financial year 2025-26 .

Accordingly, the Company had a CSR obligation of ^6,69,000/- (Rupees Six Lakh and Sixty Nine Thousand Only) for the financial year under review.

The Company has complied with the applicable provisions relating to Corporate Social Responsibility and the details of the CSR activities undertaken and expenditure incurred during the financial year are provided in the CSR Report , which forms an integral part of this Annual Report as Annexure- G .

15. TRADE RELATIONS:

The Board wishes to place on record its appreciation for the support and co-operation that the Company received from its suppliers, distributors, retailers and other associates. The Company has always looked upon them as partners in its progress and has happily shared with them rewards of growth. It will be Companys endeavor to build and nurture strong links based on mutuality, respect and co-operation with each other and consistent with customer interest.

16. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

During the year under review, no amount towards the unclaimed dividends was required to be transferred to the Investor Education and Protection Fund established by the Central Government in accordance with section 125 of the Companies Act, 2013 (the Act). Pursuant to the provisions of Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules 2016 (IEPF Rules), as amended from time to time, the shares on which dividend remains unpaid / unclaimed for seven consecutive years or more shall be transferred to the Investors Education and Protection Fund (IEPF). During the year under review, the Company has not transferred any equity share to the IEPF.

47. ACKNOWLEDGEMENT:

Your Directors express their gratitude to the Companys vendors, customers, Banks, Financial Institutions, Shareholders & society at large for their understanding and support. Finally, your Directors acknowledge the dedicated services rendered by all employees of the company.

By order of the Board For RACHIT PRINTS LIMITED

	Anupam Kansal	Naina Kansal
Date: 07.09.2026	Managing Director	Whole-time director
Place: Meerut	DIN:01982805	DIN: 02313363