Nikita Greentech Recycling Ltd. के निदेशक की रिपोर्ट

Mar 31, 2025

Your Directors are pleased to present the 36^th Annual Report covering the operational and financial performance of
your Company along with the Audited Financial Statements for the financial year ended March 31, 2025.

FINANCIAL HIGHLIGHTS:

Particulars	STANDALONE AUDITED FINANCIALS
	Year Ended March 31, 2025	Year Ended March 31, 2024
Revenue from Operations	36,442.43	33,860.08
Other Income	Â	818.20
	Â
Total Income	37,918.62	34,678.28
Total Expenses	34,653.92	32,258.48
Profit/ (Loss) Before Exceptional And Extraordinary Items And Tax	3,264.70	2,419.80
Profit Before Extraordinary Items And Tax	3,264.70	2,867.99
Profit/ (Loss) Before Tax	3,264.70	2,867.99
Profit/ Loss After Tax	2,301.88	2,072.37
Profit/ (Loss) For The Period From Continuing Operations	2,301.88	2,072.37
Earning Per Share (In Rs.)
(Basic & Diluted)	12.67	12.25

Your Company has prepared the Financial Statements for the financial year ended March 31, 2025, in terms of
Sections 129, 133 and other applicable provisions, if any, of the Companies Act, 2013 (as amended) (the “Act”) and
Schedule III thereto read with the Rules framed thereunder.

During the financial year ended March 31, 2025, your Company achieved a turnover of Rs. 36,442.43 Lacs,
reflecting a growth of 7.63% over the previous year’s turnover of Rs. 33,860.08 Lacs. In the previous financial year
(2023-24), there was an exceptional item amounting to Rs. 448.20 Lacs. Excluding this, the Company has
demonstrated consistent performance.

The Company reported a Net Profit of Rs. 2,301.88 Lacs for the year ended March 31, 2025, compared to a Net
Profit of Rs. 2,072.37 Lacs in the previous year, indicating a steady year-on-year growth.

OPERATIONAL HIGHLIGHTS & PERFORMANCE :

During the reporting period, Nikita Papers Limited demonstrated robust operational performance and continued
progress in its commitment to sustainable and circular manufacturing practices. The company achieved a notable
capacity utilization rate of approximately 82%, reflecting efficient plant operations, proactive maintenance, and
enhanced process stability.

Production volumes remained steady, with a focused approach on maximizing output without compromising on
product quality. This year’s operations were strongly influenced by the growing demand for recycled and eco¬
friendly paper products, which reinforced the company’s position as a responsible supplier to the packaging,
publishing, and FMCG sectors.

From a financial perspective, the company posted healthy year-over-year revenue growth, driven by its diversified
product offerings and increasing customer preference for sustainable alternatives. Enhanced cost management and
operational efficiencies resulted in improved EBITDA margins, while strong working capital discipline contributed
to improved liquidity. During the year, the company also faced challenges arising from USD volatility, which has a
direct impact on the cost of imported raw materials and export realizations.

To mitigate this risk, the company implemented a prudent forex hedging strategy, ensuring better predictability of
cash flows and protecting operating margins against adverse currency movements.

The company expanded its product portfolio to include value-added, recycled Kraft paper grades, specifically
tailored for high-growth segments such as corrugated packaging, secondary packaging, carry bag paper, shopping
bag paper, and speciality Kraft paper.

These segments are witnessing increasing demand driven by the global shift toward sustainable alternatives to
plastic. Strategic efforts were made to broaden the domestic customer base and reduce concentration risk by tapping
into new regions and niche industry verticals, enabling the company to diversify revenue streams and build a more
resilient business foundation.

Sustainability remained central to the company’s operations. Significant progress was made in increasing the use of
recycled raw materials, reducing dependency on virgin pulp, and advancing closed-loop systems. Major investments
were directed toward energy-efficient production, biomass and RDF fuel usage, and advanced wastewater treatment
technologies, all of which align with the company’s commitment to Environmental, Social, and Governance (ESG)
principles.

A key milestone during the year was the successful completion of a capital expenditure project focused on the
modification of existing boilers to utilize Refuse-Derived Fuel (RDF) — a significant step toward adopting green
energy solutions. By converting waste materials into usable fuel, the company is not only reducing its reliance on
conventional fossil fuels but also contributing to cleaning up societal waste and promoting a circular economy. This
initiative aligns with the company’s broader sustainability vision of supporting a cleaner, greener Earth.

Moreover, this transition enhances long-term energy security and cost-efficiency, while positioning the company to
meet anticipated growth in both domestic and international markets amid the global shift toward eco-friendly and
plastic-free packaging solutions.

Digital transformation was another focus area, with the rollout of supply chain digitization initiatives that enhanced
real-time visibility, improved logistics efficiency, and supported data-driven decision-making. In parallel, the
company undertook comprehensive efforts to further strengthen its corporate governance, focusing on transparency,
compliance, and risk management across all operational levels.

Collectively, these achievements underscore Nikita Papers Limited’s commitment to recycling-led innovation,
operational excellence, and long-term value creation for all stakeholders — while contributing meaningfully to a
greener, more circular economy.

STATE OF COMPANY’S AFFAIRS AND FUTURE OUTLOOK:

Nikita Papers Limited continues to maintain a strong, resilient operational foundation in a rapidly evolving and
sustainability-focused market landscape. Despite global and domestic challenges, the company has navigated
industry shifts with confidence by leveraging its core strengths — efficient recycled paper manufacturing, quality-
driven processes, and a deeply customer-centric approach.

During the reporting year, the company sustained consistent performance across key production and financial
metrics. This was driven by operational discipline, cost optimization, and a focused strategy around recycled raw
material sourcing, allowing it to maintain both competitiveness and environmental responsibility. The growing
demand for sustainable, plastic-free alternatives in packaging and publishing sectors has created a supportive
backdrop for growth — and Nikita Papers has capitalized on this through continuous product innovation and market
diversification.

On the environmental front, the company has made significant strides in aligning its operations with circular
economy principles. The increased use of recycled fibers, adoption of zero-liquid discharge systems, and transition
toward cleaner energy sources such as biomass and RDF (Refuse-Derived Fuel) underscore its long-term
commitment to sustainability. These initiatives not only support environmental goals but also enhance brand equity
and position the company as a responsible industry leader.

In line with this commitment, the company has also taken a major step forward by initiating a Waste-to-Energy
project, with the erection phase of the project currently in full swing. This project is a key part of the company’s
strategy to convert industrial and municipal waste into usable green energy, further reinforcing its dedication to
reducing environmental impact, cleaning societal waste, and contributing to a cleaner, greener planet.

Strategically, investments in capacity expansion, automation, and modernization of plant infrastructure have
strengthened the company’s ability to scale efficiently and meet the rising demand for high-performance recycled
Kraft paper. These efforts have also contributed to improvements in quality, yield, and energy efficiency.

In particular, the packaging, corrugation, carry bag, and FMCG segments have emerged as key growth drivers. With
the rising demand for sustainable and cost-effective packaging solutions, the company's recycled Kraft paper is
increasingly being utilized in corrugated boxes, industrial packaging, and eco-friendly carry bags. The shift away
from single-use plastic by both regulatory mandates and consumer preference has opened new opportunities,
especially within the FMCG sector, where environmentally conscious packaging is gaining traction. Nikita Papers is
strategically positioned to cater to this demand with tailored grades and specifications suited for these applications.

Looking ahead, Nikita Papers Limited remains optimistic about its future growth trajectory. With increasing
regulatory pressure on plastic use and heightened environmental awareness among consumers and businesses, the
paper and packaging industry is entering a new phase of opportunity. The company plans to expand its product mix
to include more value-added recycled paper grades, enter new domestic and international markets, and enhance
digital capabilities for greater operational responsiveness.

Export potential is being actively explored, alongside strategic partnerships that will help diversify revenue streams
and build a more resilient business model. The company’s roadmap for the future is anchored in sustainability,
innovation, and stakeholder value creation — ensuring that growth is both profitable and responsible.

In summary, with solid fundamentals, a clear strategic vision, and a deep-rooted commitment to environmental
stewardship, Nikita Papers Limited is well-positioned to lead the way in the green transformation of the paper
industry — particularly in driving sustainable solutions across the packaging, corrugation, carry bag, and FMCG
segments, where demand continues to accelerate.

MAINTAINING MOMENTUM IN A CHALLENGING MARKET:

In the face of a complex macroeconomic environment and shifting industry dynamics, Nikita Papers Limited has
successfully maintained its growth momentum through strategic adaptability, operational discipline, and an
unwavering focus on sustainable innovation and customer value.

The recycled paper industry continues to navigate challenges such as volatile raw material prices, rising
environmental regulations, and evolving customer preferences for eco-conscious packaging solutions.

Amid these headwinds, the company remained resilient by strengthening its recycling-centric supply chain,
implementing robust cost control measures, and driving efficiency across production lines.

A Core strength has been the company’s ability to rapidly respond to market changes while maintaining the quality,
consistency, and reliability of its offerings.

These efforts have helped preserve customer trust and soli dify the company’s reputation as a dependable partner in
sustainable packaging.

T o address market pressures and capitalize on emerging opportunities, Nikita Papers accelerated its focus on value-
added, recycled Kraft paper products, particularly those serving high-demand sectors such as FMCG, food &
beverage, and corrugated packaging. Strategic investments in automation, energy-efficient systems, and process
upgrades have enhanced productivity and safeguarded operational margins even in the face of input cost
fluctuations.

The company’s lean, customer-centric operating model, combined with its green manufacturing ethos, has enabled it
to mitigate short-term volatility while staying committed to its long-term vision of circular growth. By continuing to
align its product strategy with sustainability imperatives and regulatory trends, Nikita Papers Limited is well-
positioned to thrive in an increasingly eco-conscious marketplace.

With clarity of purpose, disciplined execution, and an innovation-driven mindset, the company remains confident in
its ability to sustain momentum and deliver consistent value to stakeholders—despite uncertainty in the external
environment.

FINANCIAL PERFORMANCE HIGHLIGHTS:

• Standalone Basis:

Sl. No.	Particulars	Current Year 2024-2025	Previous Year 2023-2024	Increase/(Decrease)
1.	T otal Income	37,918.62	.. 34,678.28	9.34%
2.	T otal Expenditure	34,653.92	32,258.48	7.43%
3.	Net Profit	2,301.88 -	2,072.37	11.07%

Our ability to deliver strong financial performance—even while increasing investments in future-ready, sustainable
capabilities—demonstrates the resilience of our recycling-led business model and the effectiveness of our long-term
strategy. This outcome is a result of disciplined execution, agility in navigating market volatility, and a steadfast
commitment to circularity and responsible growth.

As we look to the future, we remain confident in our growth trajectory and fully committed to enhancing stakeholder
value through continuous improvement in operational efficiency, product innovation, and environmentally conscious
practices that define our purpose and drive our progress.

STRATEGIC OUTLOOK:

Building on the strength and resilience demonstrated this year, Nikita Papers Limited is well-positioned to navigate
dynamic market conditions with agility, purpose, and a clear focus on sustainable growth. Our strategy remains
anchored in recycling-driven innovation, process efficiency, and a deep commitment to environmental responsibility.

As a forward-thinking player in the Green Paper and Circular Economy space, the company continues to invest in
next-generation technologies, infrastructure upgrades, and value-added recycled paper grades to meet the evolving
needs of packaging, publishing, and FMCG sectors.

These efforts are guided by our long-standing commitment to reducing environmental impact, promoting plastic
alternatives, and supporting responsible consumption.

With a strong foundation in operational excellence and ethical business practices, we are poised for sustained growth
across domestic and global markets. Our strategic roadmap includes:

•    Continued capacity expansion with eco-efficient technologies.

•    Strengthening of our recycling ecosystem and supply chain.

•    Exploration of export opportunities in eco-conscious markets.

•    Advancement of digitalization and data-driven decision-making.

•    Deepening our focus on ESG commitments and compliance excellence.

As we move forward, creating long-term stakeholder value remains central to our vision—ensuring that growth is
not only profitable but also purpose-driven and planet-positive.

MANUFACTURING AND SOURCING:

At Nikita Papers Limited, our manufacturing philosophy is deeply rooted in sustainability, resource efficiency, and
technological advancement. We continue to strengthen our manufacturing capabilities to meet the rising demand
for high-quality recycled Kraft paper, while minimizing environmental impact across every stage of production.

Our state-of-the-art facility in Shamli, Uttar Pradesh is equipped with modern, energy-efficient machinery that
supports high-throughput production with reduced emissions and lower water and energy consumption. Regular
upgrades, preventive maintenance, and a robust focus on continuous improvement ensure consistent product
quality, operational reliability, and waste reduction.

Key manufacturing practices include:

•    Closed-loop water usage systems to support Zero Liquid Discharge (ZLD).

•    Clean energy integration with growing reliance on biomass and Refuse-Derived Fuel (RDF).

•    Automated control systems to monitor efficiency and ensure process precision.

On the sourcing front, our approach is guided by the principles of responsible procurement and circular economy
thinking. A substantial portion of our raw materials is sourced from post-consumer waste paper, reflecting our
core commitment to recycling and reducing dependence on virgin resources.

We work closely with a diversified network of suppliers, both domestic and international, to ensure:

•    Supply chain resilience, even amid market volatility.

•    Cost competitiveness through strategic sourcing agreements.

•    Sustainability alignment, with partners who share our environmental goals.

By fostering long-term partnerships with vendors and waste aggregators, we ensure the consistent availability of
high-quality recycled inputs, while continuously exploring new and innovative sourcing methods that reinforce our
green mission.

This integrated, future-focused approach to manufacturing and sourcing supports our broader goals of
environmental stewardship, cost efficiency, and customer satisfaction, positioning us as a leader in sustainable
paper production.

STOCK EXCHANGE LISTING:

During the fiscal year, Nikita Papers Limited reached a key milestone in its corporate evolution by successfully
filing its Draft Red Herring Prospectus (DRHP) with the EMERGE platform of the National Stock Exchange

(NSE). We are proud to report that, as of the date of this Board Report, the company has been officially listed on the
EMERGE platform — a landmark achievement that underscores our commitment to transparency, governance,
and sustainable long-term growth.

This strategic move marks a new chapter in our journey, providing enhanced market visibility, investor
confidence, and crucially, access to capital that will support our mission of advancing recycling-based
manufacturing and expanding our green product offerings.

The successful listing strengthens our financial foundation and positions us to:

•    Invest in advanced recycling technologies.

•    Expand manufacturing capabilities with eco-efficient upgrades.

•    Diversify into new sustainable packaging segments.

•    Attract and retain top talent across operational and technical functions.

By leveraging public market access, Nikita Papers Limited is now better equipped to deliver scalable,
environmentally responsible solutions that meet the growing demand for plastic alternatives and recycled Kraft
paper products — creating long-term value for shareholders, customers, and the planet.

The Company’s equity shares were successfully listed on the National Stock Exchange (NSE) EMERGE Platform,
also known as the SME Platform, on June 3, 2025. This milestone marks a significant chapter in Nikita Papers
Limited’s growth journey, underscoring our unwavering commitment to transparency, robust corporate governance,
and long-term value creation. The listing enhances our corporate credibility and market presence, providing greater
visibility within the capital markets. It also enables the Company to access a wider investor base, thereby supporting
our strategic expansion initiatives with strengthenedfinancial backing and renewed confidence.

BUSINESS OUTLOOK; FISCAL 2024-2025:

As we reflect on the progress made and look ahead to Fiscal 2024-25, Nikita Papers Limited remains confident in its
growth trajectory, driven by a steadfast commitment to recycling, sustainability, and green innovation. The paper
industry continues to experience transformative shifts, fuelled by rising environmental consciousness and escalating
demand for eco-friendly alternatives, particularly in packaging and FMCG sectors.

In the coming year, the Company plans to further enhance its production capacity with a strong focus on utilizing
recycled raw materials, thereby reinforcing its leadership in sustainable manufacturing. Investments in cutting-edge,
energy-efficient technologies and green infrastructure will support improved operational efficiency while
significantly reducing environmental impact.

Strategic initiatives will include expanding our value-added recycled paper product portfolio to cater to the evolving
preferences of environmentally aware consumers and comply with stringent regulatory standards.

The Company will also continue to broaden its presence in both domestic and select international markets,
promoting the circular economy and green innovation.

Through a prudent financial strategy and ongoing investments in research and development, digital transformation,
and quality enhancement, Nikita Papers Limited aims to deliver superior products that align with global
sustainability goals. Our commitment to responsible business practices, operational excellence, and environmental
stewardship will continue to create long-term value for our shareholders, customers, and communities.

KRAFT PAPER INDUSTRY OUTLOOK: A STATEMENT BY THE BOARD OF DIRECTORS:

The Board of Directors of Nikita Papers Limited acknowledges the dynamic and evolving nature of the Kraft paper
industry, driven by changing consumer preferences, regulatory frameworks, and an urgent global emphasis on
sustainability. As demand for eco-friendly, biodegradable packaging solutions intensifies, Kraft paper has emerged
as a preferred and viable alternative to plastic-based materials, particularly across sectors such as food packaging, e-
commerce, and industrial applications.

The Kraft paper industry is experiencing robust growth, fueled by heightened environmental awareness, supportive
government policies promoting sustainable packaging, and continuous innovations that improve product strength,
durability, and versatility.

However, the industry also faces challenges, including raw material supply fluctuations, volatile input costs, and the
imperative for ongoing technological advancements to meet evolving market and customer demands.

Nikita Papers Limited is steadfast in its commitment to these market trends by investing in sustainable
manufacturing practices, broadening its eco-conscious product portfolio, and integrating cutting-edge technologies.

Our strategic focus on innovation, operational excellence, and responsible sourcing uniquely positions us to seize
emerging opportunities and strengthen our leadership in the Kraft paper sector.

Looking forward, we remain optimistic about the Kraft paper industry’s growth potential, aligned with global
movements toward environmental stewardship and circular economy principles.

The Board reaffirms its dedication to guiding Nikita Papers Limited to a leadership position in this vibrant sector,
delivering enduring value to our shareholders, customers, and the communities we proudly serve.

ANNUAL RETURN:

Pursuant to the Notification issued by the Ministry of Corporate Affairs (MCA) dated March 5, 2021, amending the
Companies (Management and Administration) Rules, 2014, Nikita Papers Limited is relieved from the requirement
to attach the extract of the Annual Return in Form No. MGT-9 with the Board’s Report.

In accordance with Section 134(3)(a) of the Companies Act, 2013, the Annual Return for the financial year ended
March 31, 2025, prepared in compliance with Section 92(3) of the Act, is available for inspection on the Company’s
official website.

Shareholders and other stakeholders may access the Annual Return at the following link:
https://www.nikitapapers.com/annual-return.

DIVIDEND AND TRANSFER TO RESERVES IN TERMS OF SECTION 134 (3) (J) OF THE COMPANIES
ACT, 2013:

The Directors of the Company have decided not to declare any dividend for the current financial year.

This decision aligns with the Company’s strategic focus on reinvesting profits to support future growth and
expansion initiatives. By conserving resources, Nikita Papers Limited aims to strengthen its financial position and
ensure sustainable development in the years ahead.

TRANSFER TO GENERAL RESERVE:

Your Company has not transferred any amount to the General Reserve during the financial year ended March 31,
2025.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND:

The provisions of Section 125(2) of the Companies Act, 2013 are not applicable as there were no unclaimed
dividends lying with the Company during the financial year.

The Company has appointed Mr. Divam Mittal, Company Secretary and Compliance Officer, as the Nodal Officer of
the Company with effect from July 31, 2025.

The Company continues to ensure full compliance with all applicable laws and regulations.

MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN END
OF THE FINANCIAL YEAR AND THE DATE OF THIS REPORT:

Except as disclosed elsewhere in this Annual Report, the Company confirms that there have been no material
changes or significant commitments which have had or are likely to have a material impact on the financial position,
operations, or performance of the Company between the end of the financial year, March 31, 2025, and the date of
this Report.

DETAILS OF MEETINGS OF BOARD OF DIRECTOR’S AND ANNUAL GENERAL MEETING/
EXTRA-ORDINARY GENERAL MEETING HELD DURING THE FINANCIAL YEAR 2024-2025:

BOARD MEETING:

The Board of Directors meets at regular intervals to deliberate and decide on the Company’s policies, business
strategies, and other matters concerning the Board’s responsibilities.

In instances where special or urgent business arises, the Board or relevant Committee obtains approval either by
passing resolutions through circulation or by convening meetings at shorter notice, as permitted under applicable
laws.

Agendas for all Board and Committee meetings are circulated in advance, accompanied by detailed notes on each
item to facilitate informed decision-making by the Directors.

During the financial year 2024-25, a total of sixteen (16) Board meetings were convened and held. The interval
between consecutive meetings adhered to the timelines pre scribed under the Companies Act, 2013.

Sl. No.	Date of Meeting	Sudhir Kumar Bansal	Ashok Kumar Bansal	Ayush Bansal	Sandhya Bansal	Sudhir Kumar Jain	Akash Gupta	Ashok Kumar Mittal
Â	Â	Chairman	Managing Director	Executive Director	Executive Director	Non-Executive Independent Director	Non-Executive Independent Director	Non-Executive Independent Director
Â	Â	(DIN: 00321226)	(DIN: 00321238)	(DIN: 00774900)	(DIN: 09190361)	(DIN: 10442316)	(DIN: 07392916)	(DIN: 00246177)
1.	09-04-2024	Yes	Yes	Yes	Yes	No	No	No
2.	30-04-2024	Yes	Yes	Yes	Yes	No	No	No
3.	14-05-2024	Yes	Yes	Yes	Yes	No	No	No
4.	01-06-2024	Yes	Yes	Yes	Yes	No	No	No
5.	15-06-2024	Yes	Yes	Yes	Yes	No	No	No
6.	21-06-2024	Yes	Yes	Yes	Yes	No	No	No
7.	30-06-2024	Yes	Yes	Yes	Yes	No	No	No
8.	19-07-2024	Yes	Yes	Yes	Yes	No	No	No
9.	27-08-2024	Yes	Yes	Yes	Yes	Yes	Yes	Yes
10.	16-11-2024	Yes	Yes	Yes	Yes	Yes	Yes	Yes
11.	21-12-2024	Yes	Yes	Yes	Yes	Yes	Yes	Yes
12.	27-01-2025	Yes	Yes	Yes	Yes	Yes	Yes	Yes
13.	28-01-2025	Yes	Yes	Yes	Yes	Yes	Yes	Yes
14.	10-02-2025	Yes	Â	Â	Â	Â	Yes	Yes
			Â	Â	Â	Â
15.	14-02-2025	Yes	Yes	Yes	Yes	Yes	Yes	Yes
16.	24-02-2025	Yes	Yes	Yes	Yes	Yes	Yes	Yes

GENERAL MEETINGS:

Annual General Meeting (AGM):

The Annual General Meeting of the Company for the financial year ended March 31, 2025, was held on September
30, 2024. All Directors were present at the meeting. The shareholders considered and approved all items of business
as set out in the Notice of the AGM, including adoption of financial statements and appointment/reappointment of
Directors.

Extra-Ordinary General Meeting (EGM):

An Extra-Ordinary General Meeting of the Company was held on April 22, 2024, during the year under review. The
meeting was convened to transact specific business matters requiring shareholders’ approval outside the scope of the
AGM.

DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their
knowledge and ability, confirm that for the financial year ended March 31, 2025:

a)    In the preparation of the annual accounts, the applicable accounting standards have been followed and there
are no material departures;

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

c)    The Directors have taken proper and sufficient care for the 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 Directors have prepared the annual accounts on a going concern basis;

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

f)    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.

CEO AND CFO CERTIFICATION:

In accordance with Regulation 17(8) read with Part B of Schedule II of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Chief Executive Officer (CEO)/Managing Director (MD) and the Chief
Financial Officer (CFO) of the Company have submitted a certificate to the Board of Directors. This certificate
confirms the accuracy and completeness of the financial statements and cash flow statements for the financial year
ended March 31, 2025. It also affirms the adequacy and effectiveness of the Company’s internal control systems and
the disclosure of all relevant matters to the Audit Committee. The said certificate is annexed to this Report as
“Annexure - I” and forms an integral part of the Annual Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Pursuant to Regulation 34 read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Management’s Discussion and Analysis Report is annexed to this Report as “Annexure - II”
and forms an integral part of the Annual Report for detailed review.

STATUTORY AUDITORS AND REPORT THEREON:

M/s. Mittal Goel & Associates, Chartered Accountants, were appointed as the Statutory Auditors of the Company for
a term until March 31, 2029, by the members at the 35^th Annual General Meeting held on September 30, 2024.

The Statutory Auditors have audited the Standalone Financial Statements for the financial year ended March 31,
2025, and have issued an unmodified opinion, confirming that the financial statements present a true and fair view
of the financial position of the Company. Their report does not contain any qualifications, reservations, adverse
remarks, or disclaimers.Further, no instances of fraud have been reported by the Statutory Auditors under Section
143(12) of the Companies Act, 2013, during the year under review.

RESOLUTION PASSED THROUGH POSTAL BALLOT:

During the year under review, no resolution was passed through postal ballot.

SECRETARIAL AUDITORS AND AUDITORS’ REPORT:

Pursuant to the provisions of Section 204 of the Companies Act, 2013, and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors had appointed M/s. MMA &
Associates, Company Secretaries, as the Secretarial Auditor of the Company for the financial year 2024-25.

The Secretarial Audit Report, received on August 25, 2025, confirms that the Company has complied with all
applicable laws and regulations. The report contains an unmodified opinion and does not include any qualifications,
reservations, adverse remarks, or disclaimers. The Secretarial Audit Report is annexed to this Report as “Annexure
- III”.

Further, in accordance with the amendments to the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, and as per SEBI Circular No. LIST/COMP/14/2018 dated June 20, 2018, a certificate has been
obtained from M/s. MMA & Associates, Company Secretary in Practice, confirming that none of the Directors on
the Board of the Company have been debarred or disqualified from being appointed or continuing as directors by the
SEBI, Ministry of Corporate Affairs, or any other statutory authority. The said certificate is annexed to this Report as
“Annexure - VII”.

INTERNAL AUDITOR, INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY:

M/s. Arora Vikas & Associates, Chartered Accountants, were appointed as the Internal Auditor of the Company for
the financial year 2024-25. The Internal Auditor conducted the audit of the Company’s operations in accordance
with the scope and guidelines defined by the Audit Committee.

The Internal Audit Report was submitted to the Company and reviewed by the Audit Committee, which took note of
the findings and recommendations. The report did not highlight any significant control weaknesses.

The Company has established a robust internal control system commensurate with its size, scale, and complexity. To
ensure objectivity and independence, the Internal Audit team reports directly to the Chairman of the Audit
Committee.

The audit function monitors and evaluates the adequacy and effectiveness of the internal control systems, accounting
procedures, and operational policies.

Based on the Internal Auditor’s findings, the Company undertakes appropriate corrective actions wherever
necessary, further strengthening the overall control environment. These continuous improvements in internal
processes contribute to better governance, transparency, and operational efficiency.

COMPLIANCE OF SECRETARIAL STANDARDS:

The Company has complied with the applicable Secretarial Standards as prescribed under Section 118(10) of the
Companies Act, 2013, along with relevant circulars issued by the Ministry of Corporate Affairs from time to time.

RESPONSE TO AUDITOR’S REMARKS:

The Director of the Company confirms that there are no qualifications, reservations, or adverse remarks in the
Independent Audit Report issued by the Statutory Auditors or in the Secretarial Audit Report provided by the
Practicing Company Secretary.

All relevant details, including notes to the accounts and accounting policies, are self-explanatory and do not
necessitate any further comments.

NON-APPLICABILITY OF MAINTENANCE OF COST RECORDS:

The Central Government has not prescribed the maintenance of cost records under Section 148(1) of the Companies
Act, 2013, and the Rules framed thereunder for the nature of the Company’s business.

Additionally, there has been no change in the nature of the Company’s business during the year under review.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE
COMPANIES ACT, 2013:

During the financial year under review, the Company did not grant any loans or provide any guarantees or made any
investments under Section 186 of the Companies Act, 2013 read with the Companies (Meetings of Board and its
Powers) Rules, 2014.

The particulars of Non-Current Investments for the financial year 2024-25 are given in Note 13 of the Notes to the
Financial Statements.

The details of Long-Term Loans and Advances and Short-Term Loans and Advances for the financial year 2024-25
are presented in Note 14 and Note 18, respectively, of the Notes to the Financial Statements.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:

Pursuant to the provisions of the Companies Act, 2013 and Regulation 23 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Company has formulated a Policy on Related Party Transactions,
which    is    available    on    the    Company’s    website    at

https://www.nikitapapers.com/public/public/uploads/Investors/1718702363 21034b3001c53d991242.pdf

The said policy aims to ensure proper reporting, approval, and disclosure processes for all transactions entered into
between the Company and its related parties. The policy was last reviewed and approved by the Audit Committee at
its meeting held on February 10, 2024.

All Related Party Transactions are placed before the Audit Committee for prior approval. Further, a statement
containing the details of such transactions is presented to the Audit Committee on a quarterly basis for its review.In
accordance with Regulation 23(9) of SEBI (LODR) Regulations, 2015, the details of related party transactions are
also submitted to the Stock Exchange(s) on a half-yearly basis.

During the financial year 2024-25, all related party transactions entered into by the Company were in the ordinary
course of business, on an arm’s length basis, and with the prior approval of the Board of Directors, wherever
required.

There were no materially significant related party transactions made by the Company with its Promoters, Directors,
Key Managerial Personnel, or other designated persons which may have a potential conflict with the interests of the
Company at large.

The disclosures as required under 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, which is annexed to this Board’s Report as
“Annexure - IV”.

Necessary disclosures required under the AS 18 have been made in Note No. 41 of the Notes to the Financial
Statements for the financial year ended March 31,2025.

CORPORATE SOCIAL RESPONSIBILITY:

In compliance with the provisions of Section 135 of the Companies Act, 2013, read with the applicable rules, the
Board of Directors, at their meeting held on February 10, 2024, formulated the Company’s Corporate Social
Responsibility (CSR) Policy.

Concurrently, the Board constituted a CSR Committee entrusted with overseeing and guiding the Company’s CSR
initiatives.

• The CSR Committee comprises:

Name of the Member	DIN No.	Designation in the Committee	Nature of Directorship
Mr. Ashok Kumar Bansal	00321238	Chairman	Managing Director
Mr. Sudhir Kumar Jain	10442316	Member	Non-Executive Independent Director
Mr. Akash Gupta	07392916	"'Member	Non-Executive Independent Director

•    Web links where composition of CSR Committee, CSR Policy and CSR Projects approved by the
Board are disclosed on the website of the Company:

The Following are the Webslinks:

Composition: https://www.nikitapapers.com/committees
CSR Policy: https://www.nikitapapers.com/policies
CSR Projects: https://www.nikitapapers.com/csr

•    Details of Impact assessment of CSR Projects carried out in pursuance of sub-rule (3) of rule 8 of the
Companies (Corporate Social Responsibility Policy) Rules, 2014: The provisions of Rule 8 of the
Companies (Corporate Social Responsibility Policy) Rules, 2014 are not applicable on the Company.

•    Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies
(Corporate Social Responsibility Policy) Rules, 2014 and amount required for set off for the financial
year, if any: NIL.

• Average net profit of the Company as per Section 135(5): Rs. 1,413.09 Lacs.

•    (a) Two percent of average net profit of the Company as per section 135(5): Rs. 28.26 Lacs.

(b)    Surplus arising out of the CSR projects or programmes or activities of the previous financial
years: NIL.

(c)    Amount required to be set off for the financial year, if any: NIL.

(d)    Total CSR obligation for the financial year (7a+7b+7c): Rs. 28.26 Lacs.

Total Amount spent for the Financial Year (In Lacs Rs.)	Amount Unspent (In Rs.)
	Total Amount transferred to Unspent CSR Account as per section 135(6)		Amount transferred to any fund specified under Schedule VII as per second proviso to section 135(5)
	Amount	Date of Transfer	Name of the Fund	Amount	Date of transfer
28.26	NIL	NA	NA	NIL	NA

(b)    Details of CSR amount spent against ongoing projects for the financial year: Not Applicable.

(c)    Details of CSR amount spent against other than ongoing projects for the financial year:

(1)	(2)	(3)	(4)	(5)		(6)	(7)	(8)
Sl. No	Name of the Project	Item from the list of activities in schedule VII to the Act	Local Area (Yes/No)	Location of the project		Amount spent for the project (In Lacs Rs.)	Mode of implement ation Direct (Yes/No)	Mode of implementation - Through Implementing agency
				State	District			Name	CSR registration Number
1.	Social Equality	(iii)	Yes	Uttar Pradesh	,_Shamli	=1.00	No	Apna Ghar Ashram	(CSR00009304)
2.	Education	(ii)	No	Delhi	North West Delhi	2.50	No	Bharat Lok Shiksha Parishad	CSR00000667)
3.	Health Care	(i)	No	Gujarat	Ahmedabad	10.00	No	Raginiben Bipinchandra Seva Karya Trust	CSR00012645)
4.	Eradicating Hunger	(i)	No	Gujarat	Ahmedabad	15.00	No	Shree Hiraba Charitable Trust	(CSR00018900)
TOTAL						28.50

(d)    Amount spent in Administrative Overheads: NIL.

(e)    Amount spent in Impact Assessment, if applicable: NIL.

(f)    Total amount spent for the Financial Year (8b+8c+8d+8e): Rs. 28.50 Lacs.

(g)    Excess amount for set off, if any: Rs. 0.24 Lacs.

(a) Details of unspent CSR amount for the preceding three financial years:

Sl. No.	Preceding Financial Year	Amount transferred to Unspent CSR Account under section 135(6) (In Lacs Rs.)	Amount spent in the reporting Financial Year (In Lacs Rs.)	Amount transferred to any fund specified under Schedule VII as per section 135(6), if any			Amount remaining to be spent in succeeding financial years (In Lacs Rs.)
				Name of the fund	Amount (In Lacs Rs.)	Date of T ransfer
1.	2023-24	NIL	NIL	NA	NIL	NA	NIL
2.	2022-23	NIL	NIL	NA	NIL	NA	NIL
3.	2021-22	NIL	NIL	NA	NIL	NA	NIL

(b) Details of CSR amount spent in the financial year for ongoing projects for the preceding
financial year(s): Not Applicable.

•    In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or
acquired through CSR spent in the financial year: No capital asset was created / acquired for financial
year through CSR spend.

•    Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per
section 135(5): Not Applicable.

Under the proactive guidance of Mr. Atul Aeron, Chief Financial Officer of the Company (PAN: AOGPA8370R),
the seamless execution of CSR initiatives was ensured. His leadership and strategic vision played a pivotal role in
steering the Company towards impactful and meaningful contributions to society.

Through these initiatives, the Company demonstrates unwavering dedication to corporate social responsibility,
advancing sustainable development objectives while simultaneously enhancing shareholder value.

By making a lasting and transformative impact on society, Nikita Papers Limited reaffirms its commitment to
shaping a brighter, more inclusive future for all.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION:

There have been no material changes or commitments impacting the financial position of the Company between the
close of FY 2023-24 and the date of this report, except for the following significant developments:

•    Initial Public Offering (IPO): Shareholders authorized the Company’s IPO at an Extraordinary General
Meeting (EGM) held on March 12, 2024. Subsequently, necessary amendments were made to ensure
compliance with the applicable listing requirements.

•    Draft Red Herring Prospectus (DRHP): The Board of Directors approved the Draft Red Herring
Prospectus (DRHP) on July 5, 2024.

Following receipt of the in-principle approval from the National Stock Exchange (NSE) for the DRHP, the
Board finalized and filed the Red Herring Prospectus (RHP) with NSE and other regulatory authorities on
May 20, 2025.

•    Final Prospectus Approval: The Board approved the final Prospectus on May 30, 2025. Subsequently,
NSE granted final approval for listing the Company’s equity shares on the NSE SME platform on June 3,
2025.

•    Equity Shares Issuance: The Company issued equity shares through an Initial Public Offer consisting of a
fresh issue of 64,94,400 equity shares with a face value of Rs.10 each, at a price of Rs. 104 per share,
aggregating to Rs. 67.54 Crore.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO:

In accordance with the requirements of Section 134(3)(m) of the Companies Act, 2013, read with Rule 8(3) of the
Companies (Accounts) Rules, 2014, the relevant information pertaining to conservation of energy, technology
absorption, foreign exchange earnings, and outgo is provided below:

A. Conservation of Energy:

i. Steps Taken or Impact on Conservation of Energy:

Nikita Papers Limited has proactively implemented a range of energy conservation initiatives across its
manufacturing facilities. Key measures include optimizing machinery operations, upgrading to energy-
efficient equipment, and conducting regular energy audits.

These efforts have collectively resulted in a substantial reduction in overall energy consumption,
contributing to lower operational costs and a diminished carbon footprint, reinforcing the company’s
commitment to sustainable manufacturing practices.

ii.    Steps Taken for Utilizing Alternate Source s of Energy:

The Company is strongly committed to sustainable energy practices and has taken proactive steps to
integrate alternate energy sources within its operations.

The Company has installed solar power systems at select manufacturing units, significantly reducing
reliance on conventional fossil fuels.

In addition to solar energy, the Company has increased the use of Refuse-Derived Fuel (RDF) — a
clean, renewable fuel sourced from non-recyclable waste.

By utilizing RDF as an alternative to coal or other carbon-intensive fuels, the Company is generating
green energy while simultaneously contributing to waste reduction and environmental preservation.

This transition not only minimizes dependence on carbon-intensive thermal power from the grid but
also supports broader efforts to reduce greenhouse gas emissions.

These initiatives collectively enhance energy security, reduce the Company's carbon footprint, and
improve operational efficiency — aligning with the Company’s broader green initiatives and
commitment to environmental sustainability.

iii.    Capital Investment on Energy Conservation Equipment:

During the financial year 2024-25, Nikita Papers Limited continued to advance its energy conservation
efforts through strategic investments in energy-efficient technologies.

Key initiatives included the adoption of high-efficiency motors, installation of LED lighting systems,
and deployment of advanced energy management solutions.

These measures were undertaken to optimize energy consumption, improve operational efficiency, and
reduce the environmental impact of manufacturing activities.

As part of its forward-looking approach to sustainability, the company is also planning to initiate the
installation of a new boiler based on Refuse-Derived Fuel (RDF).

This move reflects a significant step toward the use of alternative and environmentally friendly fuel
sources.

The RDF-based boiler is expected to reduce reliance on conventional fuels, promote waste-to-energy
practices, and contribute to lowering overall carbon emissions.

Through these initiatives, Nikita Papers Limited reaffirms its commitment to responsible energy
management and sustainable industrial practices.

B. Technology absorption:

i.    Efforts Made Towards Technology Absorption:

Nikita Papers Limited continuously invests in upgrading and integrating advanced technologies to
enhance its manufacturing processes.

The Company actively collaborates with technology partners and research institutions to adopt best-in¬
class practices and improve operational efficiency.

ii.    Benefits Derived:

The adoption of new technologies has resulted in significant product improvements, cost efficiencies,
and development of innovative paper products.

These advancements have also contributed to import substitution by enabling in-house production of
certain components previously sourced from abroad.

iii.    Imported Technology (During the Last Th ree Years):

a)    Details of Technology Imported:

Advanced paper manufacturing machinery and process control systems.

b)    Year of Import:

Between FY 2020-21 and FY 2024-25.

c)    Whether the Technology Has Been Fully Absorbed:

The imported technology has been substantially absorbed and integrated into our production
processes.

d)    If Not Fully Absorbed, Areas and Reasons:

Ongoing efforts are in place to fully absorb certain advanced automation modules, with minor
delays due to customization requirements and workforce training.

iv.    Expenditure Incurred on Research and Development:

During the financial year 2024-25, the Company remained committed to exploring opportunities in
process innovation, product quality enhancement, and sustainable manufacturing practices. However,
no expenditure was incurred towards Research and Development activities during the year.

C. Foreign Exchange Earning and Outgo:

During the financial year 2024-25, Nikita Papers Limited actively engaged in import activities, resulting in
a foreign exchange outgo of Rs. 2,328.98 Lacs. The expenditure was primarily incurred towards the import
of raw materials, machinery, and advanced technologies essential for enhancing operational efficiency and
production capabilities.

The company remains focused on expanding its footprint in global markets while continuing to manage
foreign exchange exposures with prudence and strategic foresight.

INSURANCE AND RISK MANAGEMENT:

The assets of Nikita Papers Limited are adequately insured against risks such as fire, burglary, and other
contingencies as deemed necessary by the management and recommended by the Company’s bankers. This ensures
robust protection of the Company’s physical and financial resources.

STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT
POLICY OF THE COMPANY:

Nikita Papers Limited has put in place a structured approach to identifying, assessing, and addressing business risks
that may impact its operations and strategic goals. The Company follows a step-wise system for risk management,
wherein risks are identified at various levels—both internal and external—across the organization.

Once identified, these risks are thoroughly evaluated and analyzed to determine their potential impact. Based on this
assessment, appropriate corrective and preventive measures are implemented to mitigate or eliminate the risks.

The Board of Directors regularly reviews the key business risks and associated mitigation strategies during its
meetings, ensuring that risk-related discussions remain an integral part of strategic planning. In addition, the
management conducts a review of the risk landscape on a half-yearly basis to ensure that emerging risks are
addressed in a timely and effective manner.

Through this proactive and systematic approach, the Company ensures continued resilience and alignment with its
long-term objectives.

INFORMATION ABOUT HOLDING, SUBSIDIARY, JOINT VENTURE, OR ASSOCIATE COMPANY:

The Company does not have any Holding Company, Subsidiary, Joint Venture, or Associate Company as on the date
of this report.

COMPANY’S POLICY RELATING TO DIRECTOR’S APPOINTMENT, PAYMENT OF
REMUNERATION AND DISCHARGE OF THEIR DUTIES:

In compliance with the provisions of Section 178(1) of the Companies Act, 2013, relating to the constitution of a
Nomination and Remuneration Committee, the Company—being a listed entity on the NSE SME Emerge Platform
as at the end of the financial year—constituted the Nomination and Remuneration Committee at its Board Meeting
held on February 10, 2024.

Further, in accordance with Section 178(3) of the Act, the Company has also formulated a policy on the appointment
and remuneration of Directors, including criteria for determining qualifications, positive attributes, independence of
Directors, and other related matters.

This policy serves as a guiding framework for ensuring transparency and consistency in the nomination and
remuneration processes of the Board and senior management and annexed herewith this report as “Annexure- V”.

RECEIPT OF REMUNERATION OR COMMISSION BY THE MANAGING / WHOLE TIME DIRECTOR
FROM ITS HOLDING OR SUBSIDIARY COMPANY:

Since the Company does not have any Holding or Subsidiary Company, the Managing Director and Whole-Time
Directors of the Company do not receive any remuneration or commission from any such entities.

APPOINTMENT AND RESIGNATION OF DIRECTORS OR KEY MANAGERIAL PERSONNEL:

A. COMPOSITION OF THE BOARD OF DIRECTORS:

The Board of Directors of the Company is composed of experienced professionals with proven competence,
integrity, and leadership abilities. In addition to their deep industry knowledge and strategic insight, the Directors
bring strong financial acumen and a high level of commitment to the Company, devoting substantial time to Board
and Committee meetings, as well as the preparation involved.

During the year under review, the composition of the Board has remained unchanged. As on the date of this report,
the Board comprises a total of seven directors, including four Executive Directors and three Non-Executive
Independent Directors.

The current composition of the Board of Directors is as follows:

Sl. No.	DIN/PAN	Name of Director/KMP	Designation
1.	00321226	Mr. Sudhir Kumar Bansal	Chairman
2.	00321238	Mr. Ashok Kumar Bansal	Managing Director
3.	00774900	Mr. Ayush Bansal	Executive Director
4.	09190361	Mr. Sandhya Bansal	Executive Director
5.	09718632	Mr. Shitij Sharma	Additional Director
6.	10442316	Mr. Sudhir Kumar Jain	Non-Executive Independent Director
7.	07392916	Mr. Akash Gupta	Non-Executive Indepen	dent Director

B. KEY MANAGERIAL PERSONNEL

As on the date of this report, the following individuals are designated as Key Managerial Personnel (KMPs) of the
Company in accordance with the provisions of Sections 2(51) and 203 of the Companies Act, 2013:

Sl. No.	DIN/PAN	Name of Director/KMP	Designation
1.	00321238	Ashok Kumar Bansal	Managing Director
2.	00774900	Ayush Bansal	Whole Time Director
3.	AOGPA8370R	Atul Aeron	Chief Financial Officer
4.	EPRPM0895F	Divam Mittal	Company Secretary & Compliance Officer

These KMPs play a vital role in ensuring effective management, regulatory compliance, and governance within the
Company.

Note: Mrs. Shefali Gupta, the former Company Secretary and Compliance Officer, resigned from her position with
effect from July 18, 2025. Following her resignation, Mr. Divam Mittal was appointed as the Company Secretary
and Compliance Officer of the Company with effect from July 31, 2025.

C. CHANGES IN DIRECTOR AND KEY MANAGERIAL PERSONNEL:

During the period under review, there were no changes in the Board of Directors or the Key Managerial Personnel of
the Company. However, subsequent to the review period and as on the date of this Board Report, the following
changes have taken place in the composition of the Board:

•    Resignation:

Mr. Ashok Kumar Mittal, Independent Director, tendered his resignation from the Board with effect from
June 23, 2025, due to personal reasons and professional commitments. His resignation was accepted by the
Board through a resolution passed by circulation on the same date. The Board placed on record its
appreciation for his valuable contributions during his tenure.

•    Appointment:

To fill the resulting casual vacancy, Mr. Shitij Sharma was appointed as an Additional Director
(Independent) with effect from June 23, 2025, to hold office until the date of the upcoming Annual
General Meeting. His regularization as an Independent Director is proposed for approval by the
shareholders at the AGM.

RECONCILIATION OF SHARE CAPITAL AUDIT:

Pursuant to Regulation 76 of the Securities and Exchange Board of India (Depository Participants) Regulations,
2018 [earlier governed by SEBI Circular No. D&CC/FITTC/CIR-16/2002 dated December 31, 2002, read with the
SEBI (Depositories and Participants) Regulations, 1996], a Company Secretary in Practice conducts a Reconciliation
of Share Capital Audit on a quarterly basis.

This audit is undertaken to reconcile the total admitted equity share capital with the records of National Securities
Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL), and to verify the consistency
of the total issued and listed equity share capital of the Company.

The audit report confirms that the total issued and paid-up share capital of the Company is in agreement with the
total number of shares held in both physical and dematerialized form with NSDL and CDSL. The report, duly
certified by the practicing Company Secretary, is submitted to the stock exchange where the Company’s securities
are listed within 30 days of the end of each quarter. This report is also placed before the Board of Directors for
review and noting.

CORPORATE GOVERNANCE REPORT:

Pursuant to Regulation 15 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
provisions relating to the preparation and submission of the Corporate Governance Report are not applicable to the
Company.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (BRSR):

In accordance with Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, the Business Responsibility and Sustainability Report (BRSR) is not applicable to the Company for the
financial year ended March 31, 2025.

DECLARATION OF INDEPENDENT DIRECTORS A STATEMENT REGARDING OPINION OF THE
BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE (INCLUDING THE
PROFICIENCY) OF THE INDEPENDENT DIRECTORS APPOINTED DURING THE YEAR:

Mr. Ashok Kumar Mittal (DIN: 00246177), Mr. Akash Gupta (DIN: 07392916), and Mr. Sudhir Kumar Jain (DIN:
00321226) are Independent Directors on the Board.

All Independent Directors have submitted declarations pursuant to Section 149(7) of the Companies Act, 2013,
confirming that they meet the criteria of independence as specified under Section 149(6) of the Act and continue to
comply with the Code of Conduct outlined in Schedule IV of the Act.

In the opinion of the Board, there has been no change in circumstances that may affect their status as Independent
Directors. The Board is satisfied with their integrity, expertise, and experience, including proficiency as required
under Section 150(1) of the Act and the applicable rules.

Further, in accordance with Section 150 read with Rule 6 of the Companies (Appointment and Qualification of
Directors) Rules, 2014 (as amended), all Independent Directors have registered their names in the databank of
Independent Directors.

The Board also confirms that the Independent Directors, including those appointed during the year, meet the criteria
of expertise, experience, integrity, and proficiency as per Rule 8 of the Companies (Accounts) Rules, 2014 (as
amended).

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS:

The Company, in accordance with Schedule IV of the Companies Act, 2013, and the Listing Regulations, has
established arrangements to familiarize Independent Directors with the Company’s operations, their roles, rights, and
responsibilities as Directors. This induction considers the nature of the industry, the Company’s business model, and
other relevant factors. Details of the familiarization program are available on the Company’s website at
www.nikitapapers.com.

COMMITTEE OF THE BOARD:

The Company has successfully listed its equity shares on the NSE EMERGE platform of the National Stock
Exchange of India Limited as part of funding its next phase of growth. The IPO and subsequent listing have led to an
increase in the Company’s paid-up capital and have triggered additional compliance requirements under the
Companies Act, 2013, and SEBI Listing Regulations. One key compliance requirement is the constitution of certain
statutory committees of the Board.

Accordingly, at its meeting held on February 10, 2024, the Board of Directors constituted the following committees:

a)    Audit Committee

b)    Nomination and Remuneration Committee

c)    Stakeholders Relationship Committee

d)    Corporate Social Responsibility Committee

The composition and terms of reference of each committee as on the date of this report are detailed below:

a) AUDIT COMMITTEE:

The Board of Directors of your Company has duly constituted the Audit Committee in accordance with the
provisions of Section 177 of the Companies Act, 2013, and the rules framed thereunder. The recommendations made
by the Audit Committee are duly considered and accepted by the Board.

As of March 31, 2025, the Committee comprises two (2) Independent Directors and one (1) Executive Director as
follows:

Name of the Member	Din No.	Designation in The Committee	Nature of Directorship
Mr. Akash Gupta	07392916	Chairman	Non-Executive Independent Director
Mr. Sudhir Kumar Jain	10442316	Member	Non-Executive Independent Director
Mr. Ayush Bansal	00774900	Member	Executive Director

Mrs. Shefali Gupta, the former Company Secretary who resigned on July 18, 2024, acted as the Secretary of the
Audit Committee during her tenure. The primary objective of the Audit Committee is to monitor and provide
effective supervision over the Management’s financial reporting process, ensuring accurate and timely disclosures
with the highest standards of transparency, integrity, and quality. The powers, role, and terms of reference of the
Committee align with the requirements mandated under Section 177 of the Companies Act, 2013, and other
applicable regulations.

During the financial year 2024-25, the Audit Committee held four meetings. The Committee deliberated on various
matters within its purview and made recommendations to the Board accordingly.

Date of Meeting	Ayush Bansal	Sudhir Kumar Jain	Akash Gupta
Â	Executive Director	Non-Executive Independent Director	Non-Executive Independent Director
Â	(DIN:00774900)	(DIN:10442316)	(DIN: 07392916)
15-06-2024	Yes	Yes	Yes
02-09-2024	Yes	Yes	Yes
31-12-2024	Yes	Yes	Yes
10-02-2025	No	Yes	Yes

b) NOMINATION AND REMUNERATION COMMITTEE (NRC):

The Nomination and Remuneration Committee (“NRC”) of the Board is responsible for developing competency
requirements for the Board, aligned with the industry and strategic objectives of the Company.

The Board composition analysis demonstrates a thorough understanding of the Company’s strategies, operational
environment, financial condition, and compliance requirements.

The Board has adopted a Remuneration Policy to guide the identification, selection, and appointment of Directors,
Key Managerial Personnel (KMPs), and Senior Management Personnel (SMPs).

This Policy outlines the criteria for fixing the remuneration of Directors, KMPs, SMPs, and other employees, and
defines the powers, roles, and responsibilities of the NRC. There have been no changes to this Policy during the year
under review.

Based on recommendations from the NRC, the Board appoints Directors considering their eligibility, experience,
and qualifications. Such appointments are subsequently approved by the Members at General Meetings. The Policy
also includes provisions for Board Diversity criteria.

In accordance with Section 178 of the Companies Act, 2013, the Board has formulated and adopted the NRC Policy
on the appointment and removal of Directors, which incorporates the Board Diversity Policy.

The NRC has also established criteria for assessing the qualifications, positive attributes, and independence of
Directors, all embedded within the NRC Policy.

As of March 31, 2025, the Committee comprises three (3) Non-Executive Independent Directors as follows:

Name of the Member	Din No.	Designation in The Committee	Nature of Directorship
Mr. Sudhir Kumar Jain	10442316	Chairman	Non-Executive Independent Director
Mr. Akash Gupta	07392916	Member	Non-Executive Independent Director
Mr. Ashok Kumar Mittal	00246177	Member	Non-Executive Independent Director

Mrs. Shefali Gupta, former Company Secretary who resigned on July 18, 2024, acted as the Secretary of the
Committee during her tenure.

The Nomination and Remuneration Committee of the Board of Directors is responsible for recommending the
nomination of Directors, evaluating the performance of individual Directors, and recommending the remuneration
policy for Directors, Key Managerial Personnel, and other employees.

The Committee also addresses governance-related matters of the Company.

It oversees the implementation of the nomination, remuneration, and governance policies, regularly reviews their
effectiveness, and recommends revisions whenever deemed necessary or expedient.

During the year under review, four meetings of the Nomination and Remuneration Committee were held, the details
of which are summarized below:

Date of Meeting	Sudhir Kumar Jain	Akash Gupta	Â	Ashok Kumar Mittal
Â	Non-Executive Independent Director	Non-Executive Director	Independent	Non-Executive Independent Director
Â	(DIN: 10442316)	(DIN: 07392916)	Â	(DIN: 00246177)
12-04-2024	Yes	Yes		Yes
02-09-2024	Yes	Yes		Yes
31-12-2024	Yes	Yes		Yes
29-03-2025	Yes	Yes		Yes

c) STAKEHOLDERS’ RELATIONSHIP COMMITTEE (SRC):

The Stakeholders’ Relationship Committee was constituted by the Board of Directors at the meeting held on
February 10, 2024. As of March 31, 2025, the Committee comprises two (2) Non-Executive Independent Directors
and one (1) Executive Director, as detailed below:

Name of the Member	Din No.	Designation in The Committee	Nature of Directorship
Mr. Ashok Kumar Mittal	00246177	Chairman	Non-Executive Independent Director
Mr. Sudhir Kumar Jain	10442316	. Member	Non-Executive Independent Director
Mrs. Sandhya Bansal	09190361	Member	-Executive Director

Mrs. Shefali Gupta, the former Company Secretary who resigned on July 18, 2024, acted as the Secretary of the
Stakeholders’ Relationship Committee during her tenure.

The role and terms of reference of the Committee are in accordance with the requirements mandated under Section
178 of the Companies Act, 2013 and the applicable Regulations. Four meetings of the Stakeholders Relationship
Committee were held during the year, the details of which are summarized below.

Date of Meeting	Ashok Kumar Mittal	Sudhir Kumar Jain	Sandhya Bansal
Â	Non-Executive Independent Director	Non-Executive Independent Director	Executive Director
Â	(DIN: 00246177)	(DIN: 10442316)	(DIN: 09190361)
27-06-2024	_ Yes ' " ""V	Yes	Yes
02-09-2024	Yes	Yes	Yes
31-12-2024	Yes	Yes	Yes
29-03-2025	Yes	Yes	Yes

d) CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

The Company strongly believes in giving back to the community and recognizes the vital role communities play in
the growth of our business. The Company stands committed to the philosophy of ‘For Better Living,’ which
encompasses actions towards For Better Communities, For Better Nutrition, For Better Sourcing, and For Better
Planet.

As of March 31, 2025, the composition of the CSR Committee is as follows:

Name of the Member	Din No.	Designation in The Committee	Nature of Directorship
Mr. Ashok Kumar Bansal	00321238	Chairman	Managing Director
Mr. Sudhir Kumar Jain	10442316	Member	Non-Executive Independent Director
Mr. Akash Gupta	07392916	Member	Non-Executive Independent Director

Mrs. Shefali Gupta, the former Company Secretary who resigned on July 18, 2024, acted as the Secretary of the
Committee.

Four meetings of the Corporate Social Responsibility Committee were held during the year, which are summarized
below:

Date of Meeting	Ashok Kumar Bansal	Sudhir Kumar Jain	Akash Gupta
Â	Managing Director	Non-Executive Independent Director	Non-Executive Independent Director
Â	(DIN: 00321238)	(DIN: 10442316)	(DIN: 07392916)
27-06-2024	Yes	Yes	Yes
02-09-2024	Yes	Yes	Yes
31-12-2024	Yes	Yes	Yes
29-03-2025	Yes	Yes	Yes

BOARD POLICIES:

The Company is committed to upholding the highest standards of ethical conduct and integrity in all its business
dealings. Guided by a strong value system, we strive to promote transparency, accountability, and responsible
corporate citizenship.

In accordance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, the
Company has adopted and implemented various policies that form the backbone of its corporate governance
framework.

These policies ensure compliance with regulatory requirements and foster a culture of sound governance across all
levels of the organization.

All corporate governance policies are accessible on the Company’s website at:
https://www.nikitapapers.com/policies. These policies are periodically reviewed and updated by the Board of
Directors to ensure their continued relevance and effectiveness.

VIGIL MECHANISM POLICY (WHISTLE BLOWER POLICY):

The Company has adopted a Whistleblower Policy, in accordance with the requirements of the Companies Act, 2013
and the Sarbanes-Oxley Act (SOX), 2002. This policy establishes a Vigil Mechanism, enabling employees and
Directors to report genuine concerns or unethical behaviour without fear of retaliation or adverse consequences.

The Vigil Mechanism encourages transparency and accountability, empowering individuals to report concerns
related to actual or suspected fraud, unethical conduct, violation of Company policies, or any improper activity that
could potentially impact the Company’s operations or reputation.

All complaints under the policy are handled in a fair and transparent manner, and the confidentiality of the
whistleblower is protected at all stages.

The details of the Vigil Mechanism / Whistleblower Policy are available on the Company’s website and can be
accessed    at:

https://www.nikitapapers.com/public/public/uploads/Investors/1718702387 897a4b135144c6802313.pdf.

CORPORATE SOCIAL RESPONSIBILITY POLICY:

Salient Features of the Corporate Social Responsibility Policy:

1.    Objective and Philosophy

o NPL is committed to operating its business in a socially, economically, and environmentally
sustainable manner while recognizing the interests of all stakeholders.
o The Company believes in giving back to society and considers CSR a moral obligation and an
integral part of business strategy.

2.    CSR Policy Compliance

o The Policy is formulated in line with Section 135 of the Companies Act, 2013 and the Companies
(CSR Policy) Rules, 2014 (as amended).
o The Policy is applicable to all CSR initiatives undertaken in India.

3.    CSR Focus Areas

The Company undertakes CSR activities in areas specified under Schedule VII of the Companies Act,
2013, including but not limited to:

o Eradicating hunger, poverty, and malnutrition
o Promoting education, healthcare, and sanitation
o Promoting gender equality and empowering women
o Ensuring environmental sustainability
o Rural development and slum area development
o Contribution to disaster management and national relief funds

o Support to veterans, research, and development in science, technology, and medicine

4.    CSR Committee Composition & Responsibilities

o The CSR Committee comprises three or more Directors, including at least one Independent
Director.

o Key responsibilities include formulation and review of the CSR Policy, recommending CSR
activities and expenditure, monitoring implementation, and reporting progress to the Board.

5.    Board Responsibilities

o Approving and disclosing the CSR Policy and Committee composition
o Ensuring minimum CSR spend of 2% of average net profits of the last three financial years
o Ensuring effective implementation and oversight

o Disclosing reasons for unspent CSR amounts and transferring the same as per legal provisions

6.    CSR Project Implementation

o CSR projects may be implemented, directly by the Company or through registered trusts/societies
or Section 8 companies fulfilling statutory criteria
o Partnerships may be formed with government bodies, NGOs, and other stakeholders.

7.    Annual Action Plan

o The CSR Committee recommends an annual action plan to the Board, including project list,
execution mode, fund utilization, monitoring, and impact assessment mechanisms.

8.    Financial Commitment

o CSR budget is based on statutory obligation (2% of average net profit before tax of the past 3
years) and unspent amounts are transferred to the ‘Unspent CSR Account’ or other prescribed
funds within stipulated timelines as per law.

o Surplus from CSR activities is not treated as business profit and is utilized as per CSR Rules.

9.    Monitoring & Impact Assessment

o Robust monitoring of CSR activities is ensured through periodic reviews by the CSR Committee.
o Independent impact assessments are undertaken for projects with outlays of Rs.1 crore or more, if
the average CSR spend exceeds Rs.10 crore in the past 3 years.

10.    Engagement of International Organizations

o The Company may engage international organizations for designing, monitoring, and evaluating
CSR programs and for capacity building of personnel.

11.    Disclosures & Transparency

o    CSR disclosures are made in the Annual Report and on the Company's website.

o Required statutory disclosures include the composition of the CSR Committee, CSR policy,
approved projects, financial outlays, and unspent amounts.

12.    Review & Amendments

o The CSR Policy is periodically reviewed by the CSR Committee and updated to remain compliant
with applicable laws, rules, and amendments.

13.    Access to CSR Policy:

For more details, the Company’s CSR Policy is available on its official website at:
https://www.nikitapapers.com/policies.

DIVIDEND DISTRIBUTION POLICY:

Pursuant to Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
requirement to formulate and disclose a Dividend Distribution Policy is applicable only to the top 1,000 listed
entities based on market capitalization.

As the Company is listed on the NSE SME Emerge Platform and does not fall within the threshold prescribed under
Regulation 43A, the said Regulation is not applicable to the Company. Hence, the Company is not required to adopt
or disclose a Dividend Distribution Policy.

MATERIALITY POLICY:

The Company has adopted a Materiality Policy to ensure timely, accurate, and adequate disclosure of material events
or information in accordance with applicable laws, including the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

This Policy outlines the framework for:

•    Determining the materiality of events or information,

•    Procedures and responsibilities for disclosure of such material events,

•    Ensuring compliance with listing and securities laws, and

•    Preventing selective disclosure of material, price-sensitive information.

The objective of the Policy is to maintain high standards of transparency, integrity, and consistency in corporate
disclosures, while also safeguarding the confidentiality of sensitive information and enhancing stakeholder
confidence.

The    Materiality    Policy    of the    Company    can    be    accessed    at:

https://www.nikitapapers.com/public/public/uploads/Investors/1718702241 20c09537bdd24c6fe6bd.pdf

INTERNAL FINANCIAL CONTROLS:

Your Company has implemented a robust and adequate system of internal controls, in compliance with the
provisions of Section 134(3)(q) of the Companies Act, 2013, read with Rule 8(5)(viii) of the Companies (Accounts)
Rules, 2014.

The internal control system is designed to be commensurate with the size, scale, nature, and complexity of the
Company’s operations.

These controls are structured to ensure effective and efficient conduct of business and provide reasonable assurance
with respect to:

•    Accuracy and reliability of financial and operational information;

•    Safeguarding and proper utilization of the Company’s assets and resources;

•    Strict adherence to applicable internal policies and procedures;

•    Compliance with applicable statutory and regulatory requirements.

The internal control environment is continuously reviewed by the Audit Committee, which monitors the
implementation of audit recommendations and assesses the effectiveness of the internal controls.

The Company remains committed to strengthening the control framework and aligning it with best industry practices
to support sustainable growth and governance.

CODE OF CONDUCT:

In compliance with the provisions of the Companies Act, 2013, the Board of Directors of the Company has laid
down a Code of Conduct (“the Code”) for all Directors and Senior Management Personnel of the Company. This
Code serves as a guide to ethical and responsible behavior and promotes honesty, transparency, and integrity in
business practices.

All Directors and Senior Management personnel have affirmed compliance with the Code during the financial year
under review. The Code is accessible on the Company’s website at the following link:
https://www.nikitapapers.com/public/public/uploads/Investors/1718694869 64cfa5e9420456500318.pdf

INVESTOR COMPLAINTS DURING THE YEAR:

The Company did not receive any complaints from shareholders during the financial year under review. It continues
to maintain an effective investor grievance redressal mechanism.

Further, the Company has registered itself on the SEBI Complaints Redress System (SCORES) platform, which
facilitates seamless and transparent resolution of investor complaints. The Company endeavors to address and
resolve all investor complaints received through SCORES within the stipulated timelines prescribed by SEBI.

CODE FOR PREVENTION OF INSIDER TRADING:

The Securities and Exchange Board of India (“SEBI”), under the powers conferred by the SEBI Act, 1992, has
formulated the SEBI (Prohibition of Insider Trading) Regulations, 2015 (“the Regulations”). These Regulations
apply to all companies whose securities are listed on stock exchanges, as well as to unlisted companies whose
securities are proposed to be listed.

Being a listed company, the Company is required to comply with the minimum standards prescribed under the Code
of Conduct (“Code”) for regulating, monitoring, and reporting trading by insiders. Accordingly, the Board of
Directors has approved and adopted the Code.

The Regulations strictly prohibit insiders from trading in the Company’s securities based on any Unpublished Price
Sensitive Information (UPSI). The Code of Conduct is available on the Company’s website and can be accessed at:
https://www.nikitapapers.com/public/public/uploads/Investors/1718694950 09ea1c9de40400691e12.pdf

PARTICULARS OF EMPLOYEES:

The statement containing details of employees as required under Section 197(12) read with Rules 5(2) and 5(3) of
the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (‘the Rules’), as amended,
who are drawing remuneration exceeding the limits specified in Rule 5(2), is provided in “Annexure - VI”
attached to this report.

Further, since Nikita Papers Limited does not have any subsidiary companies, in accordance with Section 197(14) of
the Companies Act, 2013, no remuneration was received by any of the Executive Directors from any subsidiary
companies during the financial year 2024-25.

DISCLOSURE AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013 [14 OF 20131:

The Company maintains a zero-tolerance policy towards sexual harassment at the workplace and has formulated a
comprehensive policy on prevention, prohibition, and redressal of sexual harassment in accordance with the
provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and
the rules framed thereunder.

To implement this policy, the Company has constituted an Internal Complaints Committee (ICC) for the prevention
and redressal of complaints related to sexual harassment at the workplace.

The ICC functions in compliance with the applicable law to ensure a safe and respectful working environment for all
employees.

During the period under review, Details of Sexual Harassment cases are following:

Sl. No.	Particulars	Details
1.	Number of Sexual Harassment Complaints received	NIL
2.	Number of Sexual Harassment Complaints disposed off	NIL
3.	Number of Sexual Harassment Complaints pending beyond 90 days.	NIL

DEPOSITS:

During the year under review, the Company has not accepted any deposits within the meaning of Section 73 of the
Companies Act, 2013, and the Companies (Acceptance of Deposits) Rules, 2014.

The Company has received unsecured loans from Directors in earlier years. The outstanding balance of such loans as
on March 31,2025, stands at Rs. 1653.12/- Lacs.

Details of these loans are disclosed in Note No. 4 (Long-term Borrowings) of the Financial Statements.

Additionally, relatives of the Directors from whom such amounts have been received have furnished declarations in
writing at the time of providing the loans, confirming that the amounts were not given out of funds acquired by them
through borrowing or acceptance of loans or deposits from others.

CHANGE IN THE NATURE OF BUSINESS:

During the year under review, there has been no change in the nature of the Company’s business, and the Company
continues to operate in the same line of business activities.

VOLUNTARY REVISION OF FINANCIAL STATEMENTS OR BOARD REPORT:

No revision of the financial statements or the Board’s Report was made during the year that requires disclosure in
the Board’s Report pursuant to the third proviso to Sub-section (1) of Section 131 of the Companies Act, 2013.

SHARES CAPITAL:

AUTHORIZED & PAID-UP SHARE CAPITAL:

The Company’s authorized share capital remained unchanged at Rs. 25,00,00,000 during the year, divided into
2,50,00,000 equity shares of Rs. 10 each.

Following the IPO allotment on June 3, 2025, the Company’s paid-up share capital increased from Rs. 18,17,35,000
(1,81,73,500 shares) to Rs. 24,66,79,000 (2,46,67,900 shares).

The newly issued shares rank pari-passu with the existing equity shares in all respects.

During the year under review, the Company did not issue any additional equity shares, instruments convertible into
equity shares, shares with differential voting rights, sweat equity shares, bonus shares, or any debentures/bonds.

BUY BACK OF SECURITIES:

The Company did not undertake any buyback of its securities during the year under review.

SWEAT EQUITY:

No Sweat Equity Shares were issued by the Company during the year under review.

BONUS SHARES:

No Bonus Shares were issued by the Company during the year under review.

EMPLOYEES STOCK OPTION PLAN:

During the year under review, the Company has not provided any Stock Option Scheme to its employees.
DEMATERIALISATION OF SHARES:

During the year under review, all the shares of the Company were held and traded exclusively in dematerialized
form.

REGISTRARS AND SHARE TRANSFER AGENTS :

During the year under review, the Company changed its Registrar and Share Transfer Agent (RTA) from
HARMILAP SHARE TRANSFER AGENTS (SEBI Registration No. INR000004334) to Skyline Financial Services
Private Limited (SEBI Registration No. INR000003241).

The address of the new RTA is:    D-153A, 1st Floor, Okhla Industrial Area, Phase-I, New Delhi - 110020

Telephone No.: 011-40450193-97
Email Id: [email protected]

All matters related to share transfer, transmission, change of address, issuance of duplicate share certificates, and
other related activities are now handled by the new RTA.

Shareholders holding equity shares in physical form are encouraged to dematerialize their shares to facilitate easy
transfer and participation in various corporate actions. Members may contact the Company or Skyline Financial
Services Private Limited for assistance in this regard.

DISCLOSURE WITH RESPECT TO DEMAT SUSPENSE ACCOUNT / UNCLAIMED SUSPENSE
ACCOUNT:

Particulars	No. of Shareholders	No. of Shares
Aggregate number of shareholders and the shares in the Suspense Escrow Demat Account as on April 1, 2024	0	0
Aggregate number of shareholders and the shares transferred to the Suspense Escrow Demat Account during the financial year 2024-25*	7	1,92,150
Number of shareholders who approached for transfer of shares from Suspense Escrow Demat Account during the financial year 2024-25	7	1,92,150
Number of shareholders to whom shares were transferred from Suspense Escrow Demat Account during the financial year 2024-25	7	1,92,150
Number of shareholders to whom shares were transferred from Suspense Escrow Demat Account during the financial year 2024-25	0	0

^Includes shares held in physical form for dematerialization to Suspense Escrow Demat Account.

The voting rights on the aforesaid shares have been frozen till the same are claimed by the rightful owners.
STATEMENT OF DEVIATIONS / VARIATIONS:

During the year under review, the Company filed its Draft Red Herring Prospectus (DRHP) with the regulatory
authorities, and the Initial Public Offering (IPO) process is currently underway. Accordingly, Regulation 32 of the
SEBI (LODR) Regulations, 2015, relating to the utilization of IPO proceeds, is not applicable at this stage.

CREDIT RATING:

During the year under review, CARE Ratings Limited has re-affirmed the ratings of the Company as detailed below,
with the outlook on the long-term rating maintained as stable:

Facilities	Earlier Rating	Revised/ Re-affirmed Rating
(Long Term Bank Facilities) Long Term Ratings	CRISIL BBB-/Stable (Outlook revised from 'Positive'; Rating Reaffirmed)	CRISIL BBB-/Stable (reaffirmed)
(Short Term Bank Facilities) Short T erm Ratings	CRISIL A3 (Reaffirmed)	CRISIL A3 (reaffirmed)

ANNUAL EVALUATION OF THE BOARD, COMMITTEES, AND INDIVIDUAL DIRECTORS:

The Board of Directors has carried out an annual evaluation of its own performance, the performance of Board
Committees, and individual directors, including Independent Directors, in accordance with the requirements of the
Companies Act, 2013.

The evaluation of the Board’s overall performance was c onducted based on feedback from all directors, covering
aspects such as board composition, structure, effectiveness of board processes, quality of information provided, and
overall functioning.

Similarly, the Board evaluated the performance of its Committees by gathering inputs from respective committee
members on their composition, effectiveness, and conduct of meetings.

In a separate meeting exclusively held for Independent Directors, the performance of Non-Independent Directors,
the Board as a whole, and the Chairman of the Company was reviewed, taking into account the perspectives of
Executive and Non-Executive Directors.

The Nomination and Remuneration Committee, along with the Board, also reviewed the performance of individual
directors based on criteria such as their participation in board and committee meetings, preparedness, meaningful
contributions, and constructive feedback.

COMPLIANCE OFFICER DETAILS AND ADDRESS FOR CORRESPONDENCE:

•    Compliance Officer:

Mr. Divam Mittal

Company Secretary & Compliance Officer

(Previous Compliance Officer: Mrs. Shefali Gupta, resigned on July 18, 2024)

•    Registered Office:

A-10, Floor Ist, Land Mark Near Deepali Chowk,

Saraswati Vihar, Pitampura,

North West, New Delhi, Delhi -110 034.

•    Corporate Address:

C-10, Industrial Estate,

Panipat Road, Shamli,

Uttar Pradesh - 247 776.

SIGNIFICANT OR MATERIAL ORDERS PASSED BY REGULATORS / COURTS:

During the year under review, no significant or material orders were passed by any Regulators or Courts that could
affect the Company’s status as a going concern or have an impact on its future operations.

DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY
AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONGWITH THEIR STATUS AS
AT THE END OF THE FINANCIAL YEAR:

During the year under review, no application or proceeding by or against the Company was pending before any
Adjudicating Authority under the Insolvency and Bankruptcy Code, 2016 (31 of 2016).

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:

Not Applicable.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB- SECTION (12) OF
SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL
GOVERNMENT:

The Statutory Auditors of the Company have not reported any instances of fraud as specified under Section 143(12)
of the Companies Act, 2013, during the year under review.

COMPLIANCE WITH THE PROVISIONS OF THE MATERNITY BENEFIT ACT, 1961:

The Company has complied with all applicable provisions of the Maternity Benefit Act, 1961, as amended from time
to time. Nikita Papers Limited is committed to fostering a safe, inclusive, and supportive work environment for its
female employees.

All statutory maternity benefits, including paid maternity leave, nursing breaks, and protection from dismissal during
maternity leave, are incorporated into the Company’s HR policies and are made available to eligible female
employees. Additionally, the Company provides a work-from-home facility to female staff, particularly to support
their maternity and childcare needs, wherever the nature of work permits.

During the financial year under review, there was no instance where any female employee availed maternity
benefits. Nevertheless, the Company continues to maintain full readiness and policy support for such benefits,
ensuring compliance and a family-friendly work environment.

DESIGNATED PERSON:

Mr. Divam Mittal, Company Secretary of the Company, has been designated as the authorized person for furnishing
information and extending co-operation to the Registrar or any other authorized officer with respect to the beneficial
interest in shares of the Company. This designation is made pursuant to Rule 9, sub-rule (5) of the Companies
(Management and Administration) Rules, 2014, as amended by the Second Amendment Rules, 2023.

OTHER DISCLOSURES:

During the year under review, no transactions or events occurred relating to other items that are not applicable to the
Company; accordingly, such items have not been separately commented upon and there are no agreements that are
required to be disclosed in terms of Schedule V, Para G to the Listing Regulations.

ANNEXURES FORMING PART OF THIS REPORT:

The Annexures referred to in this Report and other information which are required to be disclosed are annexed
herewith and form part of this Report:

Annexure	Particulars
I	MD and CFO Certifcate
II	Management Discussion and Analysis Report
III	Secretarial Audit Report
IV	Form No. AOC-2
V	Nomination And Remuneration Policy
VI	Disclosures on remuneration of directors and employees of the Company
VII	Certificate of Disqualification of Directors

CAUTIONARY STATEMENT:

Certain statements in the Management Discussion and Analysis Report may be construed as ‘forward-looking
statements’ within the meaning of applicable laws and regulations. These statements are based on certain
assumptions and expectations of future events and involve inherent risks and uncertainties.

Actual results, performance, or achievements may differ materially from those expressed or implied in such forward¬
looking statements due to various factors. Key risks include, but are not limited to, changes in demand-supply
dynamics, volatility in raw material prices, changes in government policies and regulatory frameworks, fluctuations
in tax regimes, global economic conditions, and other factors such as litigation, labour negotiations, and force
majeure events.

The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a
result of new information, future events, or otherwise.

ACKNOWLEDGEMENT:

Your Directors wish to place on record their sincere appreciation for the overwhelming cooperation and support
received from investors, customers, business associates, bankers, vendors, and regulatory and governmental
authorities. The Directors also extend their heartfelt gratitude to all employees at every level, whose dedication,
cooperation, support, and hard work have been instrumental in enabling the Company to achieve rapid growth.

The Directors deeply acknowledge and value the sincere and dedicated services rendered by employees, customers,
vendors, investors, and consultants/advisors, recognizing their collective contribution to the Company’s
performance.

Furthermore, the Directors express their gratitude to the Government of India, the Governments of various States
and Countries, and all concerned government departments and regulatory authorities for their continued cooperation.
The Directors also appreciate and cherish the contribution of every member, employee, and their families associated
with the Company.

For and on behalf of the Board of Directors,

Sd/-    Sd/-

Ashok Kumar Bansal    Ayush Bansal

Managing Director    Whole-time Director

DIN:00321238    DIN: 00774900

Place: Shamli
Date: August 20, 2025

---

Mar 31, 2024

Your directors have pleasure to present the Annual Report on the business and operation of the Company
together with the Audited Statement of Accounts of NIKITA PAPERS LIMITED ("the Company") for the
year ended March 31, 2024.

1. STATE OF AFFAIRS. FINANCIAL PERFORMANCE AND FUTURE OUTLOOK

I. FINANCIAL RESULTS: Standalone

The Financial Results of the Company for the year 2023-2024 are summarized as under:

Particulars	(RS.In Lakhs)
	Financial Year ended
	31st March, 2024	31st March, 2023
Total Turnover including Other Income	34678.28	39865.74
Profit/loss before providing Depreciation	3890.21	1715.64
Less: Depreciation	1022.22	991.67
	—	—
Profit/loss after depreciation before Tax	2867.99	723.97
Less: - Current Tax	502.06	120.85
Deferred Tax	293.56	59.20
Net Profit/(Loss) After Tax	2072.37	543.93

II. OPERATIONS AND PERFORMANCE REVIEW:

The Company has achieved Rs. 3,386,008,OOORevenue from operations in Current Financial Year as
against Rs.3,983,321,000 inprevious Financial Year. The Depreciation during the Current Year is Rs.
102,222,000as against Rs. 99167000in previous year. In the Current financial year, the Company had
incurredprofitof Rs. 207237000as againstprofit of Rs. 54393000m Previous Financial Year.

III. CHANGE IN NATURE OF BUSINESS:

During the year, there was no change in the nature of the business of the Company.

IV. CHANGES IN SHARE CAPITAL:

a) AUTHORISED SHARE CAPITAL

As on April 1, 2023, the authorized share capital of the company was INR 100,000,000/- (Indian Rupees
Ten Crore only] comprising of Rs. 10000000 equity shares.

During the financial year 2023-2024, following alterations were made in the authorized share capital of
the company by amending the capital clause of the Memorandum of Association of the Company:

December 20, 2023- Change in authorized share capital from INR 100,000,000/- to Rs. 250000000
divided into 25000000 equity shares of Rs. 10 each.

b] ISSUED. SUBSCRIBED, PAID UP SHARE CAPITAL

As on April 1, 2023, the issued, subscribed and paid-up share capital of the company stands at INR Rs.
8,61,35,000/- (Indian Rupees Eight Crore Sixty-One Lakh Thirty-Five Thousand only] comprising of Rs.
8613500 equity shares.

During the Financial Year 2023-2024, following allotments were made by the Company:

? 9,51,500 equity shares of INR 63.43/was allotted on preferential basis on December, 11 2023

? 86,08,500 equity shares of INR 10.00/- were allotted as a Bonus shares in the ratio of 9:10 on
December, 28 2023

2. WEBSITE OF THE COMPANY:

The Company is having website www.nikitapapers.com and annual return of Company has been published
on such website. Link of the same is given below: www.nikitapapers.com

3. TRANSFER TO RESERVES&SURPLUS:

The Company had transferred an amount of Rs. 207237000 to Reserve and Surplus during the year under
review.

4. DIVIDEND:

The directors do not recommend any dividend during the year under consideration.

5. DEPOSITS:

The Company has not accepted any deposits from public within the meaning of section 73 of the
Companies Act, 2013 read with the Companies (Acceptance of Deposits] Rules, 2014.

6. DETAILS OF BOARD MEETINGS:

During the year under review ISmeetings of the Board of Directors were held in respect of which proper
notices were given and proceedings were properly recorded in Minutes Book. The details of the meeting
held are as follows: -

	Names of Directors who attended (Yes / No)
Date of Meeting	ASHOK KUMAR BANSAL	AYUSH BANSAL	SANDHYA BANSAL	SUDHIR KUMAR BANSAL	ASHOK KUMAR MITTAL	AKASH GUPTA	SUDHIR KUMAR JAIN
18.04.2023	Yes	Yes	Yes	No	No	No	No
15.06.2023	Yes	Yes	Yes	No	No	No	No
01.09.2023	Yes	Yes	Yes	No	No	No	No
20.09.2023	Yes	Yes	Yes	No	No	No	No
03.10.2023	Yes	Yes	Yes	No	No	No	No
23.10.2023	Yes	Yes	Yes	No	No	No	No
28.10.2023	Yes	Yes	Yes	No	No	No	No
05.11.2023	Yes	Yes	Yes	No	No	No	No
20.11.2023	Yes	Yes	Yes	No	No	No	No
11.12.2023	Yes	Yes	Yes	No	No	No	No
13.12.2023	Yes	Yes	Yes	No	No	No	No
28.12.2023	Yes	Yes	Yes	No	No	No	No
24.01.2024	Yes	Yes	Yes	No	No	No	No
10.02.2024	Yes	Yes	Yes	No	Yes	Yes	Yes
12.03.2024	Yes	Yes	Yes	Yes	Yes	Yes	Yes

During the year under review 4 General meeting were held on 30.09.2023, 01.12.2023, 20.12.2023 and

12.03.2024

7. REPORTING OF FRAUD BY STATUTORY AUDITORS:

Further there was no fraud in the Company, which was required to report by statutory auditors of the
Company under sub-section (12) of section 143 of Companies Act, 2013.

8. INVESTOR EDUCATION AND PROTECTION FUND:

The Company is not required to transfer any amount to the Investor and Education and Protection fund
(1EPF) during the financial year pursuant to the provisions of Section 124 &125 off the Companies

Act,2013.

9. DECLARATION BY INDEPENDENT DIRECTORS

Mr. Sudhir Kumar Jain, Mr, Akash Gupta & Mr. Ashok Kumar Mittal is the Independent Directors on
the Board of your Company. In the opinion of the Board and as confirmed by these Directors, they
fulfill the conditions specified in section 149 of the Act and the Rules made there under about their
status as Independent Directors of the Company.

The Independent Directors have also confirmed that they have complied with Schedule IV of the
Companies Act, 2013 and the Company''s Code of Conduct

The Board of Directors is of the opinion that all the Independent Directors possess requisite
qualifications, experience and expertise in industry knowledge and corporate governance and they hold
highest standards of integrity.

10. AUDITORS REPORT:

The Auditors, in their report have referred to the Notes forming part of the Final Account, considering the
principle of the materiality; the notes are self-explanatory and do not need any further comments under
section 134 of Companies Act, 2013.

I. STATUTORY AUDITORS:

M/s MITTAL GOEL & ASSOCIATES Chartered Accountants, (FRN No. 017577N) have been
appointed Statutory Auditors of the Company for a period of 5 years.

The Companies (Amendment) Act, 2017 published in the Gazette of India on January 3, 2018, amended a
few sections of the Companies Act, 2013 including the omission of the first proviso to Section 139(1) of
the Companies Act, 2013 which provided for ratification of the appointment of Statutory Auditors by
members at every AGM. The Amendment to said section is already effective from May 7, 2018. (Refer
Annexure-I)

II. SECRETARIAL AUDIT REPORT:

M/s Kavita Vedwal & Associates, Company Secretaries in practice, were appointed as Secretarial Auditors
pursuant to section 204 of the Companies Act, 2013 to conduct Secretarial Audit for the financial year
2023-2024 and they have submitted their report thereon.

The Secretarial Auditor of the Company has reported that during the period under review the company
has generally complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc of the
Companies Act, 2013, FEMA, etc. and same thereon is annexed hereto forming part of the Annual
ReportSecretarial Audit Report for the relevant year in Form MR-3. (Refer Annexure-II)

III. INTERNAL AUDITORS:

M/s Arora Vikas and Associates Chartered Accountant (FRN:017300C) had been appointed as the Internal
Auditors of the Company for FY 2023 to conduct the Internal Audit on the basis of detailed Internal Audit
Plan.

IV. COST RECORD:

The provision of Cost audit as per section 148 doesn''t applicable on the Company.

11. BOARD OF DIRECTORS COMMENT ON AUDITOR REPORT:

The notes on accounts referred to in the Auditor''s Report are self-explanatory and there are no adverse
remarks or qualifications in the Report and therefore, do not need any further comment

12. SECRETARIAL STANDARDS OF ICS1:

The Company has complied with the requirements prescribed under the Secretarial Standards on
Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) read with the MCA Circulars
granting exemptions in view of the Covid-19 pandemic.

13. PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS UNDER SECTION 186:

During the year under review your Company has not provided any loans, guarantees and has not made
investments in terms of section 186 of the Companies Act, 2013, if any.

14. BOARD EVALUATION:

The Board of directors have carried out an evaluation of its own performance and of its committees as
well as its individual directors, on the basis of criteria such as composition of the board / committee
structure, effectiveness, its process, information flow, functioning etc.

15. DISCLOSURE REQUIRED UNDER SECTION 134f31fel:

The Board has adopted a Board Diversity Policy which sets the criterion for appointment as well as
continuance of Directors, at the time of re-appointment of director in the Company. As per the policy, the
Board has an optimum combination of members with appropriate balance of skill, experience,
background, gender and other qualities of directors required by the directors for the effective functioning
of the Board.

The Nomination and Remuneration Committee recommends remuneration of the Directors, subject to
overall limits set under the Act, as outlined in the Remuneration Policy. As per the policy, the Executive
Director is entitled to fixed salary, commission based on performance evaluation and other non-monetary
benefits. In case of Non-Executive Directors, apart from receiving sitting fees, they are entitled to
commission on the basis of criterion as per the policy.

The Remuneration Policy is available on the website of the Company.

16. RELATED PARTY TRANSACTIONS:

All contracts / arrangements / transactions entered by the Company during the financial year with related
parties were in the ordinary course of business and on an arm’s length basis. So, none of the transactions
with related party''s falls under the scope of Section 188(1] of the Act. Information on transactions with
related parties pursuant to Section 134(3] (h) of the Act read with rule 8(2) of the Companies (Accounts)
Rules, 2014 are given in Annexure III in Form AOC-2 and the same forms part of this report.

17. MATERIAL CHANGES AND COMMITMENT. IF ANY AFFECTING THE FINANCIAL POSITION
BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE REPORT:

No material changes and commitments affecting the financial position of the Company occurred between
the ends of the financial year to which these financial statements relate on the date of this report except
mentioned below:

a. On the path to prepare ourselves as a public listed Company, the status of the Company was
converted from Private Limited to Public Limited, approved by the Shareholders vide resolution
dated May26, 2003, pursuant to which the Registrar of Companies, Delhi had issued a fresh

certificate of incorporation, dated Junel2, 2003, consequent upon conversion from a Private
Company to a Public Company. Subject to receipt of necessary approvals and other considerations,
the Company is proposing an initial public officering (IPO") of its equity shares of face value of
INR10 each in accordance with the applicable provisions of the Securities and Exchange Board of
India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended, the
Companies Act, 2013 and other applicable laws. In connection with the IPO, the Company has filed
the draft red herring prospectus dated Julyll, 2023 (DRHP) with the Securities and Exchange
Board of India ("SEB1"), for an offer comprising of up to INR 64,94,400 fresh issue of equity shares.

b. There were changes in the composition of the Board of Directors, Mr. Sudhir Kumar Bansal (DIN:
00321226), Director appointed in the Board Meeting held on 10th February, 2024as additional
director and appointed on 12th March, 2024 as Director and Chairman at EGM.

c. Mr. Ashok Kumar Mittal (DIN: 00246177), Director appointed in the Board Meeting held on 24^th
January, 2024as additional Independent Director and appointed on 12th March, 2024 as
Independent Director at EGM.

d. Mr. Akash Gupta (DIN: 07392916), Director appointed in the Board Meeting held on 24^th January,
2024 as additional Independent Director and appointed on 12th March, 2024 as Independent
Director at EGM.

e. Mr. Sudhir Kumar Jain (DIN: 10442316), Director appointed in the Board Meeting held on 24^th
January, 2024 as additional Independent Director and appointed on 12th March, 2024 as
Independent Director at EGM.

f. Mr. Atul Aeron appointed as CFO of the Company on 12th March, 2024 at EGM.
g, Mrs. Shefali Gupta appointed as CS of the Company on 12th March, 2024 at EGM.

18. COMMITTEES OF THE BOARD:

As on March 31, 2024, The Board of Directors of the Company had the following 6 (Six)
Committees same was incorporated at the EGM dated 12.03.2024

Name of the Committee		, '' / '' : ¦ ¦ j .
Audit Committee	CA Akash Gupta	Chairman	20th March, 2024
	CA SUDHIR KUMAR JAIN	Member
	Mr. Ayush Bansal	Member
NRC Committee	CA SUDHIR KUMAR JAIN	Chairman	20th March, 2024
	CA Akash Gupta	Member
	Mr. Ashok Kumar Mittal	Member
^_ l
STAKEHOLDER RELATIONSHIP COMMITTEE	Mr. Ashok Kumar Mittal	Chairman	20th March, 2024
	Mrs. Sandhya Bansal	Member
	CA SUDHIR KUMAR JAIN	Member

CSR COMMITTEE	Mr. Ashok Kumar Bansal	Chairman	20th March, 2024
	CA SUDHIR KUMAR JAIN	Member
	CA Akash Gupta	Member
IPO COMMITTEE	Mr. Ashok Kumar Bansal	Chairman	20th March, 2024
	Mr. Ayush Bansal	Member
	CA SUDHIR KUMAR JAIN	Member
	CA Akash Gupta	Member
POSH COMMITTEE	Mrs. Shefali Gupta	Presiding Officer	20th March, 2024
	Ms. Bhawna Saini	Member- External NGO
	Mr. Ayush Bansal	Member
	Mr. Rai Kumar Saini	Member- HR

19. STATEMENT INDICATING DEVELOPMENT & IMPLEMENTATION OF RISK MANAGEMENT
POLICY:

The Board of Directors of the Company state that risk associated in the ordinary course of business is duly
taken care by the Board while taking business decisions. Further the company need not required to
formulate any specified risk management policy.

20. DIRECTORS & KEY MANAGERIAL PERSONNEL;

During the year Mr. Ayush Bansal, who retires by rotation, and being eligible, offers himself for re¬
appointment, be and is hereby re-appointed as a director of the Company, liable to retire by rotation.

a. There were changes in the composition of the Board of Directors, Mr. Sudhir Kumar Bansal (DIN:
00321226), Director appointed in the Board Meeting held on 10th February, 2024 as additional
director and appointed on 12th March, 2024 as Director and Chairman at EGM.

b. Mr. Ashok Kumar Mittal (DIN: 00246177), Director appointed in the Board Meeting held on 24^th
January, 2024 as additional Independent Director and appointed on 12th March, 2024 as
Independent Director at EGM.

c. Mr. Akash Gupta (DIN: 07392916), Director appointed in the Board Meeting held on 24^th January,
2024 as additional Independent Director and appointed on 12th March, 2024 as Independent
Director at EGM.

d. Mr. Sudhir Kumar Jain (DIN: 10442316), Director appointed in the Board Meeting held on 24^th
January, 2024 as additional Independent Director and appointed on 12th March, 2024 as
Independent Director at EGM.

g, Mrs. Shefali Gupta appointed as CS of the Company on 12th March, 2024 at EGM

21. .SUBSIDIARY. ASSOCIATE COMPANIES AND IOINT VENTURE:

The Company have no holding, Subsidiary and Associate Company.

22. CORPORATE SOCIAL RESPONSIBILITY STATEMENTS:

NIKITA PAPERS LIMITED believes sustained growth of business lies on triple bottom line that is
growth of people around our operation, protection of environment where we operate and profit
from our business. We understand wellbeing of the community around our business helps in
growth of business and hence we value people around our operational locations and promote
inclusive growth.

We Endeavour to serve the society and achieve excellence. We continue to remain focused on
improving the quality of life and engaging communities through ensuring environment
sustainability, promoting healthcare, promoting education and many more activities.

Pursuant to Section 135 of the Companies Act, 2013, and the relevant rules, the Company is
having in place the Corporate Social Responsibility (CSR) Committee under the chairmanship of
Mr. Ashok Kumar Bansal, Chairman and Managing Director. The other members of the Committee
are CA Sudhir Jain, Independent Director and CA Akash Gupta, Independent Director.

Pursuant to Section 135 of the Companies Act, 2013, and the relevant rules, the CSR is applicable
on the company. The detail of CSR Expenses spent is attached separateIy.(Report on CSR
activities Annexure-III)

23. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

There is no significant material orders passed by the Regulators / Courts/ Tribunals impacting the going
concern status of the Company and its future operations.

24. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Your Company has an effective internal control and risk-mitigation system, which are constantly
assessed and strengthened with new/revised standard operating procedures. The Company''s
internal control system is commensurate with its size, scale and complexities of its operations.

25. DISCLOSURE_QF APPLICATIONS MADE OR PROCEEDINGS PENDING UNDER THE INSOLVANCY AND
BANKRUPTCY CODE flBCL 2016 DURING THE YEAR.

There is no application or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of
2016).

26. 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, there is no 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.

27. PARTICULARS OF EMPLOYEES;

The Company had no employee during the year covered under Rule 5(2) of the Companies (Appointment and

Remuneration of Managerial Personnel) Rules, 2014.

28. DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to the requirement clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, 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 and loss of the company for that period;

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

(d) the directors had prepared the annual accounts on a going concern basis; and

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

29. DETAILS OF CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE
EARNINGS AND OUTGO:

(a) Conservation of energy

0)	the steps taken or impact on conservation of energy	Since the plant installed by the Company is power efficient no efforts are required in this direction. Though the Company is not a heavy power intensive company, but it continues its policy of giving priority to energy conservation measures including regular review of energy conservation and consumption and effective control on utilization of energy. The requirement of power is not large and the position does not warrant any special measures for conservation of energy. Total energy saving has no appreciable impact on cost of goods, as the company’s production process is not energy intensive.
(ii)	the steps taken by the company for utilizing alternate sources of energy
(iii)	the capital investment on energy conservation equipments

(b) Technology absorption

(i)	the efforts made towards technology absorption	The Company is using modem technology for its operation activities continuously striving for cost reduction and product development.
(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)-	NIL
	(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
Qy)	the expenditure incurred on Research and Development

(c) Foreign exchange earnings and Outgo

During the year, the total foreign exchange used was 289154000 vis a vis 450285000 in the previous year in
foreign exchange for purchase of Imported Waste Paper, while there in no foreign exchange inflow during the
year under review.

30. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESAL1 ACT. 2013:

Regarding the Sexual Harassment of Women at the work place (Prevention, Prohibition & Redressal) Act, 2013,
your company has an Internal Complaints Committee. No complaints were received or disposed off during the
year under the above Act and no complaints were pending either at the beginning or at the end of the year.
Your Company has complied with the provisions relating to the constitution of Internal Complaints Committee
(ICC). ICC is responsible for redressal of complaints related to sexual harassment and follows the guidelines
provided in the policy. ICC has its presence at corporate office as well as at site locations.

31. CORPORATE GOVERNANCE:

The Company strives to attain high standards of Corporate Governance while interacting with all the
stakeholders. The increasing diversity of the investing community and the integrated nature of global capital
markets render corporate governance vital issues for investors. The company believes that time disclosure,
transparent accounting policies, and a strong independent board go a long way in maintaining good cooperate
governance, preserving shareholders trust, and maximizing long term cooperate value. In pursuit of corporate
goals, the company accords high importance to transparency, accountability, and integrity in its dealings. Our
philosophy on corporate governance is aims towards the welfare of all the stake holders, and the board of
directors remains committed towards this end,

32. WHISTLE BLOWER POLICY/ VIGIL MECHANISM

The Company has a Whistle Blower Policy in line with the provisions of the Section 177 of the Companies Act,
2013 to report genuine concerns or grievances, if any. Your Company has laid down a Vigil Mechanism and
formulated a Whistle Blower Policy in order to provide a framework for responsible and secure Whistle
Blowing Mechanism. The Policy aims to provide an avenue for Employees and Directors to raise their concerns
about unethical behavior, actual or suspected fraud or violation of the Company''s Code of Conduct and it also
empowers the Audit Committee of Board of Directors to investigate the concerns raised by them.

All Directors and Employees of the Company are eligible to make protected disclosures under the Policy
addressed to Vigilance Officer of the Company in relation to matters concerning the Company.

33. ACKNOWLEDGEMENT

Your directors place on records their appreciation for employees at all levels, who have contributed to the
growth and performance of your Company. Your directors also thank the clients, vendors, bankers,
shareholders and advisers of the Company for their continued support. Your directors also thank the Central
and State Governments, and other statutory authorities for their continued support.

©(half of the Board
APERS LIMITED

Date:-27.08.2024 A5HOK KUMAR BANSAL

Place: - New Delhi Managing Director

DIN No. 00321238 ,

AYUSH BANSAL
Whole Time Director
DIN No. 00774900