Ruchira Papers Ltd Directors Report

We are delighted to present report of directors on our business and operations for the year ended 31 st March, 2026.

FINANCIAL RESULTS

The Companys financial performance for the year ended 31 st March 2026 is summarized below:

(Rs. In Lakh)

S. Particulars No	2025-26	2024-25
I Revenue from Operations (Net of Taxes)	64880.39	65923.04
II Other Income	499.21	448.28
iii Total Revenue (I+II)	65379.60	66371.32
IV Expenses
Cost of materials consumed	43533.38	41186.66
Changes in inventories of finished goods, work-in-progress and stock-in- trade	(227.18)	343.16
9 Employee benefits expense	6014.53	5713.19
Finance Cost	848.52	411.89
Depreciation and amortization expense	1778.19	1704.91
Other expenses:
i) Manufacturing Expenses*	5804.38	6367.75
ii) Selling, Distribution and Establishment expenses*	1673.33	1601.20
Total expenses	59425.15	57328.76
V Profit before exceptional and extraordinary items and tax (III-IV)	5954.45	9042.56
VI Exceptional items	--	--
VII Profits before extraordinary items and tax (V-VI)	5954.45	9042.56
VIII Extraordinary items (Net of Tax Expense)	--	--
IX Profits Before Tax	5954.45	9042.56
X Tax Expenses
1) Current Tax	1287.66	2183.49
2) Deferred Tax	252.49	126.39
XI Net Profit for the period	4414.30	6732.68
Xll Other Comprehensive income/(loss)
Items that will not be reclassified to profit or (loss)
Re-measurement of net defined benefits plans	(57.84)	(58.34)
Income tax related to these items	(14.56)	(14.68)
Total comprehensive income	4371.02	6689.02
Paid-up equity share capital	2984.50	2984.50
Reserve excluding Revaluation Reserves as per balance sheet of previous accounting year	46518.91	43640.13
Earnings per equity share of Rs.10/- each
Basic	14.79	22.56
Diluted	14.79	22.56

Previous year figure regrouped wherever necessary.

CORPORATE OVERVIEW

The Company is engaged in the business of manufacturing of Writing & Printing Paper and Kraft Paper. The Writing and Printing Paper is being manufactured by using agricultural residues, such as wheat straw, Bagasse, Sarkanda, Softwood Pulp and other fillers and the Kraft Paper is being manufactured by using wastepaper and agriculture residues, such as Bagasse, Wheat Straw, Sarkanda etc. The company has made proactive investments in chemical recovery, effluent treatment and power co-generation plants on the one hand and the consumption of renewable agro-based raw material on the other. Our Tagline committed to the earth reflects our commitment.

OVERVIEW OF COMPANYS FINANCIAL PERFORMANCE AND OPERATIONS

Despite volatility in the global economic environment, including uncertainties surrounding tariff measures by the United States, evolving market dynamics, and subdued market growth, the financial year 2025-26 was a satisfactory year for the Company. The year was marked by growth in sales volumes and the successful implementation of a modernization programme aimed at enhancing operational efficiency and production capabilities in the Writing and Printing Paper (WPP) division. Notwithstanding the shutdown of 36 days for modernization, the Company achieved an overall increase of 1.72% in production compared to the previous financial year, reflecting its continued focus on operational efficiency and effective capacity utilization.

During the year, Net Sales Realization (NSR) in the Kraft Paper segment witnessed improvement. However, the Writing and Printing Paper segment experienced pressure on NSR compared to the previous year, which impacted the Companys overall revenue and profitability. The Company continues to closely monitor market trends and is undertaking appropriate measures to improve operational efficiencies, optimize costs, enhance the product mix, and strengthen overall financial performance. In response to the evolving market conditions and pricing pressures, the Company continues to adopt a proactive and innovation- led approach focused on enhancing product value, improving customer satisfaction, strengthening operational capabilities, and pursuing sustainable longterm growth. We remain committed to delivering value to our shareholders, customers, and stakeholders and identifying and capitalizing on opportunities to further improve profitability.

1. Net Profit: The Company recorded a Net Profit of Rs. 4,414 lakh for FY 2025-26, compared to Rs. 6,733 lakh in FY 2024-25. This decline in profitability was primarily attributable to lower production of Writing & Printing Paper (WPP) compared to previous year on account of the planned 36-day shutdown of manufacturing operations undertaken for the Companys modernization programme, coupled with a decline in NSR of WPP during the year.

2. EBITDA Margins: The Companys EBITDA stood at Rs. 8,082 lakh in FY 2025-26, as against Rs. 10,711 lakh in FY 2024-25, reflecting the impact of lower WPP production and realisation during the year.

3. Revenue Growth and Sales Volume: Total Revenue stood at Rs. 65,380 lakh in FY 2025-26 as compared to Rs. 66,371 lakh in FY 2024-25, reflecting a marginal decline of 1.49%. Despite challenging market conditions, the Company continued its focus on maintaining market presence and customer relationships. The quantity sold increased to 152,180 MT in FY 2025-26 from 151,785 MT in FY 2024-25.

4. Production Volume Growth: Production volumes grew marginally by 0.72%, reaching 1,52,664 MT in FY 2025-26, up from 1,51,577 MT in FY 2024-25. This reflects the Companys continued focus on operational efficiency, process optimization, and its ability to consistently meet market demand, notwithstanding the temporary impact of the planned shutdown on WPP production during the year.

5. Net Average Sales Realisation (NSR): The NSR of Kraft Paper improved to Rs. 32,530 PMT in FY 2025-26 as compared to Rs. 31,645 PMT in FY 2024-25, reflecting an increase of approximately 2.39%. However, the NSR of Writing & Printing Paper declined to Rs. 58,829 PMT in FY 2025-26 from Rs. 60,936 PMT in FY 2024-25. Given WPPs relatively higher contribution to the Companys overall realisation, this decline, combined with lower WPP production due to the planned shutdown, had a more pronounced impact on overall revenue and profitability, notwithstanding the improvement recorded in Kraft Paper.

INDIAN ACCOUNTING STANDARDS (IND AS)

The financial results for the year ended 31 st March 2026 have been prepared in accordance with Ind AS.

DIVIDEND

Based on the Companys performance, The Board of Directors are pleased to recommend a dividend of Rs. 2.50/- (25% on Face value) per equity share for the financial year ended 31 st March 2026 (Previous year- Rs. 5/- per equity share). The dividend payout is subject to approval of members at the ensuing Annual General Meeting.

The dividend will be paid to members whose names appear in the Register of Members as on close of business hours on Tuesday, 22 September 2026 in respect of shares held in dematerialized form, it will be paid to members whose names are furnished by National Securities Depository Limited and Central Depository Services (India) limited, as beneficial owners as on that date. The payment of such dividend will be made on or after 12 October 2026.

TRANSFER TO RESERVES

The Company does not propose to transfer any amount to the General Reserve out of the amount available for appropriations.

EXPANSION

During the year under review the Company installed a state-of-the-art shoe press sourced from Bellmer, a globally recognized manufacturer in this segment, with the objective of improving press dryness and overall machine efficiency. These modifications are designed to enable higher machine speeds while maintaining the desired paper bulk and quality parameters. Following the implementation of these modifications, the Company has strengthened its capability to manufacture a wider range of value-added paper products. The modernization programme is expected to support improvements in operational efficiency and product quality while enabling the Company to further diversify its product portfolio and respond effectively to evolving customer and market requirements.

CREDIT RATING

During the year under review, the facility wise credit rating is as under:

Facilities	Rating
Long Term Bank Facilities	CARE A Stable (upgraded from CARE A-; Stable)
Short Term Bank Facilities	CARE A1 (Upgraded from CARE A2+)

CHANGES IN THE NATURE OF BUSINESS, IF ANY

There was no change in the nature of business of the Company during the financial year ended 31 st March 2026. Further there have been no material changes and commitments affecting financial position of the Company from the end of financial year till the date of this report.

SHARE CAPITAL AND LISTING OF SHARES

During the year under review, the company has not increased its authorized capital as well as paid up capital.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under review, the Company suffered an irreparable loss due to the sad demise of Sh. Umesh Chander Garg (DIN: 01593400), Promoter and erstwhile Managing Director of the Company, on January 23, 2026. The Company duly intimated the said event to the National Stock Exchange of India Limited (NSE) and BSE Limited on the same day.

Late Sh. Umesh Chander Garg was a visionary leader and one of the founding pillars of Ruchira Papers Limited. Since the inception of the Company, his leadership, guidance, and dedication played a significant role in the growth and development of the Company. His vision, business acumen, and timely decision-making contributed immensely towards building a strong foundation for the Company and guiding it on its growth journey. His absence will be deeply felt by the Board of Directors, management, employees, and other stakeholders of the Company. However, the values, principles, and vision embodied by him will continue to guide and inspire the Company in the years ahead. The Company places on record its sincere appreciation and gratitude for his invaluable contribution and remains committed to carrying forward the vision and values established under his leadership.

As on March 31, 2026, the Board of Directors comprised thirteen (13) Directors, consisting of six (6) Executive Directors and seven (7) Non-Executive Independent Directors. Accordingly, more than fifty per cent of the Board comprised Non-Executive Independent Directors, ensuring an appropriate balance between Executive and Independent Directors. In the board meeting held on 24.05.2025 Sh. Jatinder Singh was designated as Chairman of the Company and Sh. Subhash Chander Garg as Co-Chairman of the Company for a period of two years with effect from June 1, 2025 to May 31, 2027. Consequent upon the sad demise of Sh. Umesh Chander Garg on January 23, 2026, a vacancy arose in the office of the Managing Director of the Company. In terms of Regulation 26A(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, such vacancy is required to be filled by a listed entity at the earliest and, in any case, not later than three months from the date of the vacancy. Accordingly, as on March 31, 2026, the position of Managing Director remained vacant and the prescribed period of three months for filling the vacancy had not elapsed.

Subsequent to the close of the financial year 2025-26, the Board of Directors, at its meeting held on April 9, 2026, appointed Sh. Jatinder Singh (DIN: 01594919) as Managing Director of the Company with effect from April 9, 2026, by way of change in designation from Whole-Time Director, thereby filling the vacancy within the period prescribed under Regulation 26A(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Consequent upon the appointment of Sh. Jatinder Singh as Managing Director, Sh. Subhash Chander Garg, Whole-Time Director, who was earlier designated as CoChairman, was designated as Chairman of the Company. Further, Sh. Deepan Garg, Director (Technical), was designated as Co-Chairman & Director (Technical) of the Company with effect from April 9, 2026.

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Sh. Daljeet Singh and Sh. Vipin Gupta, Whole-Time Directors, retire by rotation at the ensuing Annual General Meeting and, being eligible, have offered themselves for reappointment.

ANNUAL EVALUATION OF BOARD PERFORMANCE AND PERFORMANCE OF ITS COMMITTEES AND OF DIRECTORS

In terms of applicable provisions of the Companies Act, 2013 read with rules framed there under and provisions of Listing Regulations and on the recommendation of Nomination and Remuneration Committee, the Board of Directors has put in place a process to formally evaluate the effectiveness of the Board, its Committees along with performance evaluation of each Director carried out on an annual basis. Accordingly, the annual performance of the Board, its committees and each director was carried out for the Financial Year 2025-26. The Independent Directors in their separate meeting held on 25 th March 2026 have reviewed the performance of non-independent directors, Chairman and Board as a whole along with review of quality, quantity and timeliness of flow of information between Board and management and expressed their satisfaction over the same. Further the Board, at its meeting held on 28 th May 2026 also reviewed the performance of the Board, its committees and all Individual Directors of the Company and expressed its satisfaction over the performance of the Board, its Committees and individual Directors. Furthermore, Board is of the opinion that Independent directors of the company are persons of high repute, integrity & possess the relevant expertise & experience in their respective fields.

Criteria for evaluation of individual Directors include aspects such as professional qualifications, prior experience, especially experience relevant to the Company, knowledge and competency, fulfillment of functions, ability to function as a team, initiative, availability and attendance, commitment, contribution, integrity, independence and guidance/ support to management outside Board/ Committee Meetings. In addition, the Chairman is also evaluated on key aspects of his role, including effectiveness of leadership and ability to steer meetings, impartiality, ability to keep shareholders interests in mind and effectiveness as Chairman.

Criteria for evaluation of the Committees of the Board include mandate and composition; effectiveness of the Committee; structure of the Committee; regularity and frequency of meetings, agenda, discussion and dissent, recording of minutes and dissemination of information; independence of the Committee from the Board; contribution to decisions of the Board; effectiveness of meetings and quality of relationship of the Committee with the Board and management.

In terms of the Section 203 of the Companies Act, 2013, the following are the Key Managerial Personnel of the Company as on 31 st March 2026:

1. Sh. Jatinder Singh - Chairman & Whole Time Director

2. Sh. Subhash Chander Garg - Co- Chairman & Whole Time Director

3. Smt. Ruchica Garg Kumar - Whole Time Director

4. Sh. Deepan Garg -Whole Time Director

5. Sh. Daljeet Singh Mandhan - Whole Time Director

6. Sh. Vipin Gupta - CFO & Executive Director

7. Sh. Iqbal Singh - Company Secretary & Compliance Officer

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

The Board members are provided with necessary documents/brochures, reports and internal policies to enable them to familiarize with the Companys procedures and practices. The details of such familiarization programs for Independent Directors are posted on the website of the Company and can be accessed at

PUBLIC DEPOSITS

The Company has not accepted any public deposits within the meaning of Section 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 (including any statutory modification(s) or re- enactment(s) for the time being in force) and as such, no amount on account of principal or interest on public deposits was outstanding as on the date of Balance Sheet.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any Subsidiary, Joint Ventures or Associate Company as on 31 st March 2026.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis forms an integral part of this report and gives details of the overall industry structure, economic developments, performance and state of affairs of your company, risk management systems and other material developments during the Financial Year 2025-26.

CORPORATE GOVERNANCE

Your Company continues to be committed to good Corporate Governance aligned with good practices. A separate report on Corporate Governance along with Practicing Company Secretary Certificate on compliance with the Corporate Governance as stipulated in Regulation 34 of the Listing Regulations forms an integral part of this Annual Report.

HUMAN RESOURCE MANAGEMENT

Our Employees are the most valuable assets of the Company. We encourage innovation, meritocracy and the pursuit of excellence. We have set up a scalable recruitment and human resources management process, which enables us to attract and retain employees. Cordial employee relations were maintained throughout the year in the Company. The directors express their appreciation for the contribution made by employees to the operations of the Company during the year.

CORPORATE SOCIAL RESPONSIBILITY

Your Company has constituted an independent Corporate Social Responsibility Committee pursuant to section 135 of the Companies Act, 2013.

Companys Philosophy

The Companys CSR philosophy is based on the belief that a successful business can develop only by creating a prosperous society around. Reaching out to deprived communities is part of the Companys vision and its CSR initiatives aim at supplementing government endeavors to help the citizens in the vicinity to achieve better living standards and good quality of life. The Company has been engaging with civil society, public at large through dissemination of its CSR initiatives.

The Company would also undertake other need based initiatives in compliance with Schedule VII of the Act.

Corporate Social Responsibility Policy

The Company has adopted a Corporate Social Responsibility Policy as required under section 135 of the Companies Act, 2013 for the activities covered under Schedule VII of the Act. The CSR Policy may be accessed on the Companys website at

The Annual Report on CSR activities is annexed herewith marked as Annexure I .

RISK MANAGEMENT

Your directors continuously evaluate the risks faced by the Company which could affect its business operations or threaten its existence. The Company takes appropriate risk containment measures and manages the same on an ongoing basis.

INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY

The Directors have laid down internal financial controls to be followed by the Company for ensuring the orderly and efficient conduct of its business, including adherence to Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and the completeness of the accounting records and the timely preparation of reliable financial information. During the year, such controls were tested and no reportable material weakness in the design or operation was observed.

EMPLOYEE STOCK OPTION SCHEME

At present, the Company does not have any Employee Stock Option Scheme.

INSURANCE

The assets of the Company are adequately insured against loss from fire, riot, earthquake, flood etc. and other risks which are considered necessary by the Management.

AUDITORS AND AUDITORS REPORT

Pursuant to provisions of Section 139 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, at the 43 rd Annual General Meeting held on 29 th September 2023, M/s Moudgil and Company, Chartered Accountant (Firm Registration No. 001010N) were appointed as Statutory Auditors of the Company to hold office until the conclusion of 48 th Annual General Meeting at such remuneration and out of pocket expenses, as shall be fixed by the Board of Directors of the Company. The Ministry of Corporate Affairs vide notification dated 7 th May 2018 obliterated the requirement of seeking Members ratification at every AGM on appointment of Statutory Auditors.

AUDITORS REPORT

M/s Moudgil and Company, Chartered Accountants, Statutory Auditors of the Company have submitted Auditors Report on the financial statement of the Company for the Financial Year ended 31 st March 2026. The Report given by the Auditors on the financial statement of the Company is part of the Annual Report. The Auditors Report for the financial year ended 31 st March 2026 does not contain any qualification, reservation or adverse remark(s).

COST-AUDITORS

Maintenance of Cost Records as specified by Central Government under sub section (1) of section 148 of Companies Act, 2013 is applicable to the company and accordingly such accounts and records are made and maintained by the Company.

The Board of Directors of your Company, on the recommendations made by the Audit Committee at its meeting held on 28 th May 2026 has approved the reappointment of M/s Sanjay Kumar Garg & Associates, Cost Accountants as Cost Auditors of the Company for the financial year 2026-27. The remuneration proposed to be paid to the Cost Auditor, subject to your ratification at the ensuing Annual General Meeting is Rs.80,000/- (Eighty Thousand Only) excluding taxes and out of pocket expenses, if any. The appointment of the Cost Auditor has been intimated to the Central Government.

The Cost Audit report for the Financial Year 2024-25 has been filed by the Cost Auditors with the Ministry of Corporate Affairs, Government of India. Whereas Cost Audit Report for the Financial Year 2025-26 will be submitted to the Ministry of Corporate Affairs within prescribed time.

SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Members of the Company at the 45 th Annual General Meeting held on 29 th September, 2025, approved the appointment of M/s. Priyanka Chawla & Associates, Company Secretaries (Membership No. A63081 and Peer Review No. 6317/2024), as the Secretarial Auditors of the Company for a term of five consecutive financial years commencing from the financial year 2025-26 up to the conclusion of the 50 th Annual General Meeting of the Company, at such remuneration and reimbursement of out-of-pocket expenses as may be determined by the Board of Directors from time to time. The Secretarial Audit Report for the financial year ended 31 st March 2026 is annexed herewith marked as Annexure II to this report. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark(s).

As per amended SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, in addition to the above-mentioned Secretarial Audit Report, listed company is also required to obtain an Annual Secretarial Compliance Report from a Practicing Company Secretary w.r.t the compliances of all applicable SEBI Regulations, amendments, circulars or guidelines etc. by the Company. Accordingly, the same has been obtained and filed with the concerned Stock Exchanges.

INVESTOR EDUCATION AND PROTECTION FUND

During the year under review, the Company has transferred an unpaid final dividend of Rs. 1,18,690/- related to FY 2017-18 to the Investor Education and Protection Fund on 20 th November 2025. Furthermore, in terms of Section 124(6) of the Companies Act, 2013 read with Rule 6 of the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, (as amended from time to time) shares on which dividend remains unpaid or unclaimed for a period of seven consecutive years or more shall be credited to the Demat Account of Investor Education and Protection Fund Authority (IEPFA) within a period of thirty days of such shares becoming due to be so transferred. Upon transfer of such shares, all benefits, if any, accruing on such shares shall also be credited to such Demat Account and the voting rights on such shares shall remain frozen till the rightful owner claims the shares. Accordingly, the company has transferred 1401 equity shares to the Demat Account of IEPFA as the dividend on these shares was unpaid for the continuous period of 7 Years.

Shareholders can reclaim these shares by following the prescribed procedure under the aforementioned rules.

Therefore, it is in the interest of the shareholders to regularly claim the dividends declared by the Company.

DISCLOSURES

The company has established six committees, namely the CSR Committee, Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Allotment Committee, and Project Committee. For further insights into their compositions, responsibilities, and the meetings held during the reporting year, kindly refer to the corporate governance report of the company.

The Companys Policy relating to appointment of Directors, payment of Managerial Remuneration, Directors qualifications, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013 is placed on the company website.

Whistle Blower Policy/Vigil Mechanism

The Company has a Vigil Mechanism/Whistle Blower Policy under which the employees are free to report violations of applicable laws, regulations and the code to the Chairman of the Audit Committee. During the year under review, no employee(s) was denied access to the Audit Committee. Further there were no instances of fraud reported to the Audit Committee/Board. The Policy on vigil mechanism/whistle blower policy may be accessed on Companys website at the link The reportable matters may be disclosed to the Vigilance and Ethics Officer, who operates under the supervision of the Audit Committee.

Meetings of the Board

Four (4) meetings of the Board of Directors were held during the year. For further details regarding dates of Board Meetings, Committee Meetings and attendance of Directors, please refer Corporate Governance report forming part of this Annual Report. Further a separate meeting of the Independent Directors of the Company was also held on 25 th March 2026, where at the prescribed items enumerated under Schedule IV to the Companies Act, 2013 and Regulation 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, were discussed. The maximum gap between any two consecutive Board meetings was as per applicable provisions.

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

Energy conservation continues to be an area of major emphasis in your company. A statement giving details of Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo, as stipulated under Section 134 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, is set out herewith as Annexure III to this Report.

Annual Return

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return as on 31 st March 2026 is available on Companys website at .

Secretarial Standards of ICSI

The Company is in compliance with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

No Default

The company has not defaulted in payment of interest and/or repayment of loans to any of the financial institutions and/or banks during the year under review.

RELATED PARTY TRANSACTIONS

All Related Party Transactions that were entered into during the year were on an arms length basis and were in compliance with applicable provisions of the Act and the Listing Regulations. Further the Audit Committee at their meeting held on 13.02.2025, 24.05.2025 and 13.11.2025, accorded its approval for related party transactions during FY 2025-26. Further, pursuant to SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2025/135 dated 13.10.2025, the minimum information required to be placed before the Audit Committee from the date of applicability for granting approval for Related Party Transactions was duly prepared and placed before the Audit Committee whenever approval for Related Party Transactions was sought, in line with the Industry Standards on Minimum Information to be Provided to the Audit Committee and Shareholders for Approval of Related Party Transactions.. For detailed information refer Form No. AOC-2 in Annexure IV of Directors Report

A statement of all Related Party Transactions is placed before the Audit Committee for its review on quarterly basis, specifying the nature, value and terms and conditions of the transactions. The particulars of every contract and arrangement entered into by the Company with related parties referred to in sub-section (1) of Section 188 of the Companies Act, 2013 are disclosed in Form No. AOC-2 in Annexure IV of Directors Report and were at arms length price.

The details of the related party transactions as per IND AS 24 are set out in Note- 28 to the Financial Statement forming part of this report. The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Companys website at the Link:

DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND PARTICULAR OF EMPLOYEES

The remuneration paid to the Directors is in accordance with the Nomination and Remuneration Policy formulated in accordance with Section 178 of the Companies Act, 2013 and Regulation 19 of the Listing Regulations (Including any statutory modification(s) or re-enactment(s) for the time being in force).

The information required pursuant to Section 197(12) read with rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, in respect of the Directors/employees of the Company is set out in Annexure-V to this report.

GENERAL

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

a) Details relating to particulars of Loans given, Investment made, Guarantee given and Securities provided u/s 186.

b) Material changes and commitments after the closure of the financial year till the date of this Report, which affects the financial position of the Company.

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

d) Significant or material orders passed by the Regulators or Courts of Tribunals which impact the going concern status and Companys operations in future.

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

Your directors further state that during the year under review, there was no case filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

DIRECTORS RESPONSIBILITY STATEMENT

That pursuant to statement of the Directors Responsibility on Annual Accounts of the Company referred to in clause (c) of sub-section (3) of Section 134 read with Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm:

a) that in preparation of annual accounts, the applicable accounting standards and Schedule III of the Companies Act, 2013 had been followed along with proper explanation relating to material departures (if any);

b) that 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 profits and loss of the Company for that period;

c) that 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 assets of the Company and for preventing and detecting fraud and other irregularities;

d) that the directors had prepared Annual Accounts on going concern basis;

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

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

APPRECIATION

Your Directors wish to express their grateful appreciation for the cooperation and continued support received from Bankers, Financial Institutions, Government agencies, Shareholders, Vendors, Customers and Society at large. Your directors also take on record, their appreciation for contribution and hard work of Executives, Employees and Workers.

For and on behalf of the Board

Date: 12 August,2026	Subhash Chander Garg
Place: Kala-Amb	(Chairman & Whole Time Director)