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G K P Printing & Packaging Ltd.

BSE: 542666 Sector: Industrials
NSE: N.A. ISIN Code: INE05QJ01015
BSE 00:00 | 01 Feb 14.17 0.07
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NSE 05:30 | 01 Jan G K P Printing & Packaging Ltd
OPEN 14.05
PREVIOUS CLOSE 14.10
VOLUME 80115
52-Week high 206.80
52-Week low 14.05
P/E 39.36
Mkt Cap.(Rs cr) 31
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 14.05
CLOSE 14.10
VOLUME 80115
52-Week high 206.80
52-Week low 14.05
P/E 39.36
Mkt Cap.(Rs cr) 31
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

G K P Printing & Packaging Ltd. (GKPPRINTING) - Director Report

Company director report

To The Members

G. K. P. Printing & Packaging Limited

Your Directors have pleasure in presenting the 4th Annual Report togetherwith the Audited Financial Statements of accounts of the company for the year ended on31st March 2022.

1. SUMMARIZED FINANCIAL RESULTS:

The Financial Results of the Company's performance for the year under review and thoseof the previous year are as follows:

(Rs. In Lakhs)

Particulars For the Year ended on March 31 2022 For the Year ended on March 31 2021
I. Net Sales/Income from Operations 5339.78 2926.59
II. Other Income 19.74 20.43
III. Total Revenue (I+II) 5359.52 2947.02
IV. Earnings Before Interest Taxes Depreciation
156.95 162.70
and Amortization Expense
V. Finance Cost (15.83) 26.07
VI. Depreciation and Amortization Expense (30.57) 28.03
VII. Profit Before Tax 110.55 108.60
VIII. Tax Expenses
Less: Current Tax Expense 31.49 31.94
Less: Deferred Tax (Asset)/Liabilities (2.01) (0.98)
IX. Profit After Tax (VII-VIII) 81.07 77.64
X. Earnings Per Share (in Rs.)
1. Basic 0.55 1.06
2. Diluted 0.55 0.53

Financial Performance at a Glance:

1. Operational Performance: Revenue from Operations:

Your Directors are pleased to report that despite outbreak of second wave of CoVID-19high volatility and steep increase in raw material prices and international disturbancesthe company was able to maintain its production at full capacity. The company has recordedrevenue of Rs. 5339.78 Lakhs from the operations in the current year as against Rs.2926.59 Lakhs in the previous year are marketable growth of 82.46%. The Company continuesto operate only in one segment i.e. Manufacturing of Corrugated Boxes and Trading of KraftPaper Duplex Paper and Low- Destiny Plastic Rolls (LD Rolls) and there is no change inthe nature of business of Company.

Reserves and surplus:

The Company has Reserves and Surplus of Rs.780.10 Lakhs after transferring Net Profitof Rs.81.07 Lakhs of Financial Year 2021-22.

Profitability:

Your Directors are pleased to inform you that despite a highly competitive businessenvironment and challenges faced after worldwide CoVID-19 pandemic your company hasachieved: The Cash Profit (PBDT) of the Company for the current year has increased to Rs.141.12 Lakhs as against Rs. 136.63 Lakhs. The Profit after Tax of the Company hasincreased to Rs. 81.07 Lakhs for the current year as against Rs. 77.64 Lakhs in theprevious year. The earning per share of Rs. 0.55 per equity share of the Company duringthe current year as against Rs. 0.53 per equity share in the previous year. The higherearnings the Company are due to substantial saving in Finance Cost which is reduced to Rs.15.83 Lakhs for the current year as against Rs. 26.07 Lakhs in the previous year.

2. Migration to the Main Board of Bombay Stock Exchange of India Limited [BSE]:

As the members are aware to provide various advantage/s like enhanced liquidity betterrealization brand image and value etc. to all the Stakeholders including the Shareholders(Members) of the Company and prospective Investors at large. Your Company has passedresolution through postal ballot for migration of specified securities (Equity Shares)from SME Exchange (BSE Emerge) to Main Board (BSE). Accordingly on its application to BSEit had received its In Principal Approval Letter dated 06th January 2022formigration of equity shares of the Company and they are listed and admitted to dealings onthe Exchange (Capital Market Segment) w.e.f. 11th January 2022.

3. State Affairs and Future Outlook:

G.K.P Printing and Packaging has aligned its strategic design with the objective to dothe business of offset printing photo-polymer printing letter press printing offsetplate makers and all allied lines in offset printing and printing of packing materialsadvertising materials carton printing and all allied lines in printing process. Also toinvolve in the business of manufactures engineers' founders and designers of all kindsof Industrial packing materials.

In addition to above to act as broker trader agent C & F agent shippercommission agent distributor representative franchiser consultant collaboratorstockist liasioner job worker export house of goods merchandise and services of allgrades specifications descriptions applications modalities fashions including by-products spares or accessories thereof on retail as well as on wholesale basis.

4. Dividend:

In view of the planned business growth your Directors deem it proper to preserve theresources of the Company for its activities and therefore do not propose any dividend forthe Financial Year ended March 31 2022.

5. Transfer to Reserve:

During the year under review the company has not transferred any amount to the generalreserves.

6. Adoption of Indian Accounting Standards (Ind AS):

The Company has adopted Indian Accounting Standards (Ind-AS) in place of IGAAP asrequired pursuant to migration of the securities of the Company from SME (BSEEMERGE)exchange of BSE to the Main Board of Bombay Stock Exchange of India Limited and preparedthe financial statements for the year ended 31st March 2022 in accordance with Ind AS forthe first time. The financial statements for the year ended 31stMarch 2021 have beenrestated/ reclassified in accordance with Ind AS for comparative information. Thereconciliation and descriptions of the effect of the transition from IGAAP to Ind-AS havebeen provided in the notes to accounts of the financial statements.

7. Capital Structure:

The Capital Structure of the Company as on 31st March 2022are as follows: - TheAuthorized Share Capital of the Company is Rs 150000000 (Rupees Fifteen Crore) dividedinto 15000000 (One Crore Fifty Lakh) Equity Shares of Rs 10/- each. The Issuedsubscribed and Paid up Share Capital of the Company is Rs. 146658880 (Rupees FourteenCrores Sixty-Six Lakh Fifty Eight Thousand Eight Hundred Eighty) divided into 14665888(One Crore Forty-Six Lakh Sixty-Five Thousand Eight Hundred Eighty Eight) Equity Shares ofRs 10/- each.

8. Change in Share Capital:

I. Increase in Authorised Share capital:

During the reporting period Authorised share capital of the Company was increased fromRs.80000000(divided into 8000000 Equity Shares of Rs.10 Each) to Rs.150000000(divided into 15000000 Equity Shares of Rs.10 Each).

II. Bonus Shares:

During the period under review Company has issued 7332944 Equity Shares throughBonus Shares to existing shareholders in the ratio of 1:1 thereby increasing paid upcapital of the Company to Rs.146658880 /- {Rupees Fourteen Crore Sixty-Six LakhsFifty-Eight Thousand Eight Hundred and Eighty}.

9. Material changes between the date of the board report and end of financialyear:

There have been no material changes and commitments affecting the financial position ofthe Company which have occurred between the end of the financial year of the Company towhich the financial statements relate and the date of the report.

10.Significant and material orders passed by the regulators or courts or tribunalsimpacting the going concern status and company's operations in future:

During the year under review there has been no such significant and material orderspassed by the regulators or courts or tribunals impacting the going concern status andcompany's operations in future.

11.Annual Return:

The details forming part of Annual Return as required under Section 92 of the CompaniesAct 2013 will be made available on the website of the Company after conclusion of the AGMand also Attached as Annexure I forming Board Report

12.Details of the Associates/ Joint Venture / Subsidiaries Companies:

The company does not have holding or subsidiary companies during the financial year2021-22 as well as no other company has become holding / subsidiary/ joint venturetherefore the financial statement is prepared on standalone basis and the requirement fordisclosure in the Form AOC-1 is not applicable.

13.Board of Directors their Meetings and KMPs:

I. Constitution of Board:

The board of Directors are comprising of Total 6 Directors which includes 3 (Three)Independent and 2 (Two) Women directors and 1 (One) Managing Director. The Chairman of theBoard is Promoter and Managing Director. The Board members are highly qualified with thevaried experience in the relevant field of the business activities of the Company whichplays significant roles for the business policy and decision-making process and provideguidance to the executive management to discharge their functions effectively.

II. Board Independence:

Our definition of 'Independence' of Directors is derived from Regulation 16 of SEBI(LODR) Regulations 2015 and Section 149(6) of the Companies Act 2013. The Company ishaving following Independent Directors:

i. Mr. Ashok Mehta

ii. Mr. Vinay Tekriwal

iii. Mr. Kunal Shah As per provisions of the Companies Act 2013 Independent Directorswere appointed for a term of 5 (five) consecutive years and shall not be liable to retireby rotation.

14.Declaration by the Independent Directors:

All the Independent Directors have given their declaration of Independence stating thatthey meet the criteria of independence as prescribed under section 149(6) of the CompaniesAct 2013. Further that the Board is of the opinion that all the independent directorsfulfill the criteria as laid down under the Companies Act 2013 and the SEBI (LODR)Regulations 2015 during the year 2021-22. i. Directors Liable to Retire By Rotation:

In accordance with the provisions of the Companies Act 2013 and in terms of theArticles of Association of the Company Mrs. Payal Goradia (DIN: 08101269)

Executive Director of the Company is liable to retire by rotation at ensuing AnnualGeneral Meeting and being eligible offers herself for re-appointment. ii. Changes inDirectors and Key Managerial Personnel:

There is change designation of Payal Keval Goradia from Non-Executive Director toExecutive Director from the date of 17th September 2021 and Kunal Gautambhai Shah wasregularized as Independent Director with effect from 17th September 2021. iii. Boardmeetings:

Dates for Board Meetings are well decided in advance and communicated to the Board andthe intervening gap between the meetings was within the period prescribed under theCompanies Act 2013 and the Listing Agreement. The information as required underRegulation 17(7) read with Schedule II Part A of the LODR is made available to the Board.The agenda and explanatory notes are sent to the Board in advance. The Board periodicallyreviews compliance reports of all laws applicable to the Company.

During the year Board Meetings were held on following dates:

04-04-2021 17-09-2021 06-11-2021 07-01-2022
23-06-2021 27-09-2021 12-11-2021 05-02-2022
06-08-2021 01-10-2021 10-12-2021 21-03-2022
18-08-2021 28-10-2021 29-12-2021

iv. Annual Board Evaluation:

Pursuant to the provisions of the Companies Act 2013 and SEBI (Listing Obligation andDisclosure Requirements) Regulations 2015 the Nomination and Remuneration Committee(NRC) has carried out an Annual Performance Evaluation of the Board and of the IndividualDirectors.

During the year the Evaluation cycle was completed by the Company internally whichincluded the evaluation of the Board as a whole Board Committees and Directors. TheEvaluation process focused on various aspects of the Board and Committees functioning suchas composition of the Board and Committees experience performance of duties andgovernance issues etc. Separate exercise was carried out to evaluate the performance ofindividual Directors on parameters such as contribution independent judgment and guidanceand support provided to the Management. The results of the evaluation were shared with theBoard Chairman of respective Committees and individual Directors. In a separate meetingof independent Directors performance of non-independent Directors performance of theboard as a whole and performance of the Chairman was evaluated. The same was discussed inthe Board meeting that followed the meeting of the Independent Directors at which theperformance of the Board its committees and individual Directors was also discussed.

15. Appointment of directors and criteria for determining qualifications positiveattributes independence of a director:

The NRC is responsible for developing competency requirements for the Board based onthe industry and strategy of your Company. The NRC reviews and meets potential candidatesprior to recommending their nomination to the Board. At the time of appointment specificrequirements for the position including expert knowledge expected is communicated to theappointee. The NRC has formulated the criteria for determining qualifications positiveattributes and independence of Directors in terms of provisions of Section 178 (3) of theAct and the SEBI Listing Regulations 2015 as stated under:

1. Independence

A Director will be considered as an ‘Independent Director' if he / she meets withthe criteria for ‘Independence' as laid down in the Act Regulation 16 of the SEBIListing Regulations and the Governance Guidelines.

2. Competency

A transparent Board nomination process is in place that encourages diversity ofthought experience knowledge perspective age and gender. It is ensured that the Boardcomprises a mix of members with different educational qualifications knowledge and whopossess adequate experience in banking and finance accounting and taxation economicslegal and regulatory matters consumer industry hospitality sector and other disciplinesrelated to the company's businesses.

3. Additional Positive Attributes:

The Directors should not have any other pecuniary relationship with your Company itssubsidiaries associates or joint ventures and the Company's promoters except as providedunder law. The Directors should maintain an arm's length relationship between themselvesand the employees of the Company as also with the directors and employees of itssubsidiaries associates joint ventures promoters and stakeholders for whom therelationship with these entities is material. The Directors should not be the subject ofproved allegations of illegal or unethical behavior in their private or professionallives. The Directors should have the ability to devote sufficient time to the affairs ofyour Company.

16.Remuneration policy:

Your Company had adopted a Remuneration Policy for the Directors KMP and otheremployees pursuant to the provisions of the Act and the SEBI Listing Regulations. The keyprinciples governing your Company's Remuneration Policy are as follows:

1. Remuneration To Managing Director/Whole-Time Directors:- a) The Remuneration/Commission etc. to be paid to Managing Director / Whole-time Directors etc. shall begoverned as per provisions of the Companies Act 2013 and rules made there under or anyother enactment for the time being in force and the approvals obtained from the Members ofthe Company. b) The Nomination and Remuneration Committee shall make such recommendationsto the Board of Directors as it may consider appropriate with regard to remuneration toManaging Director / Whole-time Directors.

2. Remuneration to Non-Executive/Independent Directors

a) The Non-Executive / Independent Directors may receive sitting fees and such otherremuneration as permissible under the provisions of Companies Act 2013. The amount ofsitting fees shall be such as may be recommended by the Nomination and RemunerationCommittee and approved by the Board of Directors.

b) All the remuneration of the Non- Executive / Independent Directors (excludingremuneration for attending meetings as prescribed under Section 197 (5) of the CompaniesAct 2013) shall be subject to ceiling/ limits as provided under Companies Act 2013 andrules made there under or any other enactment for the time being in force. The amount ofsuch remuneration shall be such as may be recommended by the Nomination and RemunerationCommittee and approved by the Board of Directors or shareholders as the case may be.

c) An Independent Director shall not be eligible to get Stock Options and also shallnot be eligible to participate in any share-based payment schemes of the Company.

d) Any remuneration paid to Non- Executive / Independent Directors for servicesrendered which are of professional in nature shall not be considered as part of theremuneration for the purposes of clause (b) above if the following conditions aresatisfied:

The Services are rendered by such Director in his capacity as the professional; and Inthe opinion of the Committee the director possesses the requisite qualification for thepractice of that profession.

3. Remuneration to Key Managerial Personnel Senior Management and OtherEmployees

The remuneration to Key Managerial Personnel Senior Management and other employeeshall consist of fixed pay and incentive pay in compliance with the provisions of theCompanies Act 2013 and in accordance with the Company's Policy.

17.Auditors: a) Statutory Auditor & Audit Report:

M/s. Keyur Shah & Co. Chartered Accountants an Auditor Firm (FRN. 141173W) wereappointed as Statutory auditors of the company in the 1st Annual General Meeting to holdoffice until the conclusion of 6th Annual General Meeting. As per Rule 6(3) of theCompanies (Audit and Auditors) Rules 2014 they are eligible to continue as the statutoryauditors. They have confirmed that they are not disqualified from continuing as Auditorsof the Company.

As required under Regulation 33(d) of the SEBI (LODR) Regulation 2015 the auditor hasconfirmed that they hold a valid Peer Review Certificate issued by the Peer Review Boardof Institute of Chartered Accountants of India. The Notes on financial statement referredto in the Auditors' Report are self-explanatory and do not call for any further comments.The Auditors' Report does not contain any qualification reservation adverse remark ordisclaimer. b) Internal auditor:

Pursuant to Section 138 of the Companies Act 2013 read with the Companies (Accounts)Rules 2014 (as amended) Company has appointed M/s. Makwana Sweta & AssociatesChartered Accountants as Internal Auditor of the Company. c) Cost auditor:

As per the requirement of the Central Government and pursuant to section 148 of theCompanies Act 2013 read with Companies (Cost Records and Audit) Rules 2014 as amendedfrom time to time your company hereby confirms that the provisions of this section arenot applicable hence your company need not required to appoint Cost Auditor for thefinancial year 2021-22. d) Secretarial auditor:

The Company has appointed M/s. M. R. Bhatia & Co. Company Secretaries to conductthe Secretarial Audit of the Company for the FY 2021-22 as required under section 204 ofthe Companies Act 2013 and Rules made there under. The Secretarial Audit report for theFY 2021-22 is annexed to this report as Annexure - VII.

18.Composition of Committee of Board:

A. Audit Committee:

The Company has formed an Audit Committee as per requirement of Section 177 of theCompanies Act 2013 and Regulation of 18 of SEBI (LODR) Regulations 2015 vide resolutionpassed at the meeting of the Board of Directors held on January 19th 2019. The terms ofreference of Audit Committee are broadly in accordance with the provisions of SEBI (LODR)Regulations 2015 and Companies Act 2013. The Audit Committee comprises of the followingDirectors of the Company:

Name of the Director Status Nature of Directorship
Vinay Kumar Tekriwal Chairman Independent Director
Ashok Maneklal Mehta Member Independent Director
Kunal Gautambhai Shah Member Independent Director

During the year 04 (Four) meeting of an Audit committee was held during the year ended31st March 2022 i.e. on 23rd June 2021; 18th August 2021; 12th November 2021 and 31stMarch 2022

The primary objective of the Audit Committee is to monitor and provide an effectivesupervision of the Management's financial reporting process to ensure accurate and timelydisclosures with the highest levels of transparency integrity and quality of financialreporting. The Committee oversees the work carried out in the financial reporting processby the Management the statutory auditor and notes the processes and safeguards employedby each of them.

Further the Audit Committee is also functional as per the provision of Section 177 ofCompanies Act 2013 and Rules made thereunder and as per Regulation 18 of Securities andExchange Board of India (Listing Obligations and Disclosure Requirements) Regulations2015.

B. Nomination & Remuneration Committee:

The Company has formed a Nomination & Remuneration Committee in accordance withSection 178 of the Companies Act 2013 and the SEBI (LODR) Regulations 2015. TheNomination and Remuneration Committee comprises of the following Directors of the Company.

Name of the Director Status Nature of Directorship
Vinay Kumar Tekriwal Chairman Independent Director
Ashok Maneklal Mehta Member Independent Director
Kunal Gautambhai Shah Member Independent Director

The Nomination & Remuneration committee has been assigned to approve and settle theremuneration package with optimum blending of monetary and non-monetary outlay.

During the year 02 (Two) meetings of Nomination & Remuneration committee was heldduring the year ended 31st March 2022 i.e. on 18th August 2021 and 12th November 2021

C. Stakeholder's Relationship Committee:

The Company has formed a Stakeholders' Relationship Committee in accordance withSection 178 of the Companies Act 2013 and the SEBI (LODR) Regulations 2015. TheCommittee considers and approves various requests regarding annual report and to redresscomplaints of the shareholders. The Stakeholders' Relationship Committee comprise of thefollowing Directors:

Name of the Director Status Nature of Directorship
Vinay Kumar Tekriwal Chairman Independent Director
Ashok Maneklal Mehta Member Independent Director
Kunal Gautambhai Shah Member Independent Director

During the year 03 (Three) meetings of a Stakeholders Relationship Committee was heldduring the year ended 31st March 2022 i.e. on 23rd June 2021 10th December 2021 07thJanuary 2022

D. Corporate Social Responsibility (CSR) Initiatives:

As the net profit of the company is lower than Rs. 5 Crore in the Financial Year2020-21 the CSR Provisions does not apply in the financial year 2021-22.

19.Corporate Governance:

As the Members are aware the securities [Equity Shares] of the Company are migratedfrom SME Platform of Bombay Stock Exchange of India Limited BSE) namely BSE SME to MainBoard of Bombay Stock Exchange of India Limited effective 10th January 2022. Thereforeprovisions relating to Corporate Governance provided in the SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 [SEBI LODR Regulations / Listing Regulations]are applicable to the Company consequent to such migration. Your Directors are pleased toreport that your Company has duly complied with the SEBI Guidelines on CorporateGovernance for the year 2021-22 relating to the Listing Regulations. A Certificate fromstatutory auditor's M/s Keyur Shah & Co. Chartered Accountants Ahmedabad (FirmRegistration No. 141173W) confirming compliance with conditions as stipulated underListing Regulations is annexed to the Corporate Governance Report of the Company. TheCorporate Governance report for the financial 2021-22 attached as Annexure-IV.

20.Related Party Transaction:

All related party transactions that were entered during the financial year were on thearm's length basis and were in the ordinary course of business and do not attract theprovisions of section 188 of the Companies Act 2013. Thus disclosure in form AOC-2 is notrequired. All Related Party Transactions were placed before the Audit Committee forapproval. However you may refer to Related Party transactions as per the AccountingStandards in the Notes forming part of financial statements.

21.Investors Education and Protection Fund:

During the Financial Year 2021-22 ended 31st March 2022 under review there were noamount/s which is required to be transferred to the Investor Education and Protection Fundby the Company. As such no specific details are required to be given or provided.

22.Risk Management:

A well-defined risk management mechanism covering the risk mapping and trend analysisrisk exposure potential impact and risk mitigation process is in place. The objective ofthe mechanism is to minimize the impact of risks identified and taking advance actions tomitigate it. The mechanism works on the principles of probability of occurrence and impactif triggered. A detailed exercise is being carried out to identify evaluate monitor andmanage both business and non-business risks. The Board of Directors of the Company and theAudit Committee shall periodically review and evaluate the risk management system of theCompany so that the management controls the risks through properly defined network. Headof Departments shall be responsible for implementation of the risk management system asmay be applicable to their respective areas of functioning and report to the Board andAudit Committee. The Company has not made Risk Management Committee but the Board ofDirectors and Audit Committee is looking after the Risk Management of the Company.

23. Insurance:

The Fixed Assets and Stocks of your Company are adequately insured.

24.Prevention of Insider Trading:

In view of the SEBI (Prohibition of Insider Trading) Regulation 2015 the Company hasadopted a Code of Conduct for Prevention of Insider Trading with a view to regulatetrading in securities by the Directors and designated employees of the Company.

The Code requires Trading Plan pre-clearance for dealing in the Company's shares andprohibits the purchase or sale of Company shares by the Directors and the designatedemployees while in possession of unpublished price sensitive information in relation tothe Company and during the period when the Trading Window is closed. However there were nosuch instances in the Company during the year 2021-22.

25.Meeting of Members:

During the year under review Annual General Meeting of the Company was held on 17thSeptember 2021 and one special resolution for Migration of the company from SME platform(Emerge) of Bombay Stock Exchange of India Limited (BSE) to Main Board of BSE passedthrough postal ballot process vide notice dated 08th November 2021 and approvaldated 10th December 2021. No any other meeting of the members held during theyear.

26.Management Discussion and Analysis Report:

As per Regulation 34 (e) read with schedule V of Securities and Exchange Board of India(Listing Obligations and Disclosure Requirements) Regulations2015 ("ListingRegulations") the management Discussion and Analysis Report of the Company for theyear ended is set out in this Annual Report as "Annexure III."

27.Registrar and Share Transfer Agent:

The Company has appointed Link In time India Private Limited as its Registrar and ShareTransfer Agent. The Corporate Office of Link In time India Private Limited situated at"C -101 1st Floor 247 Park Lal Bahadur Shashtri Marg Vikhroli (west)Mumbai-400083 Maharashtra.

28. Dematerialisation of Securities:

The Company's Equity Shares are admitted in the system of Dematerialization by both theDepositories namely NSDL and CDSL. As on 31st March 2022 all equity shares dematerializedthrough depositories viz. National Securities Depository Limited and Central DepositoryServices (India) Limited which represents whole 100% of the total issued subscribed andpaid-up capital of the Company as on that date. The ISIN allotted to your Company is INE05QJ01015.

29.Compliances of Secretarial Standards:

The Board of Directors confirms that the Company has duly complied and is in compliancewith the applicable Secretarial Standard/s namely Secretarial Standard-1("SS-1") on Meetings of the Board of Directors and Secretarial Standard-2("SS-2") on General Meetings during the financial year 2021- 2022 ended 31stMarch 2022.

30.Human Resource:

The Company treats its "Human Resources" as one of its most important assets.Your Company continuously invests in attraction retention and development of talent on anongoing basis. The Company thrust is on the promotion of talent internally through jobrotation and job enlargement. Your Directors wish to appreciate the unconditional supportgiven by the work force during the Covid-19 Pandemic.

31.Ratio of the remuneration of each director to the median employee's remuneration andparticulars of employees:

Pursuant to provision of section 197 of Companies Act 2013 read with Rule 5(1) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the detailsof employees given in the "Annexure VI".

The statement containing names of employees in terms of remuneration drawn and theparticulars of employees as required under Section 197(12) of the Act read with Rule 5(2)and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 is provided in a separate annexure forming part of this report. Further the reportand the accounts are being sent to the Members excluding the aforesaid annexure. In termsof Section 136 of the Act the said annexure is open for inspection at the RegisteredOffice of the Company. Any Member interested in obtaining a copy of the same may write tothe Company Secretary.

32.Change in the nature of business:

During the year under review there is no change in the nature of the business andcommercial activities of the company.

33.Industrial Relations:

During the year under review your Company enjoyed cordial relationship with workers andemployees at all levels.

34.Green Initiative:

As the Act permits paperless compliances and as a measure of green initiative weappeal to all those members who have not registered their e-mail addresses so far arerequested to register their e-mail address in respect of electronic holding with theirconcerned Depository Participants and/or with the Company.

35. Deposits:

During the financial year 2021-2022 ended 31st March 2022 under review theCompany has neither invited nor accepted any public deposits within the meaning of Section73 and

74 of the Companies Act 2013 read with the Companies(Acceptance of Deposits) Rules 2014(as amended). As such no specific details prescribed in Rule 8(1) of the Companies(Accounts) Rules 2014 (as amended) are required to be given or provided.

36.Conversion of energy technology absorption foreign exchange earnings and outgo:

The information on Conversion of Energy Technology Absorption Foreign ExchangeEarnings and Outgo stipulated under section 134(3)(m) of the Companies Act 2013 read withRule 8 of the Companies (Accounts) Rules 2014 is annexed herewith as "AnnexureII".

37. Code of conduct:

Regulation 17(5) of the SEBI (LODR) Regulations 2015 requires listed companies to laydown a Code of Conduct for its directors and senior management incorporating duties ofdirectors as laid down in the Companies Act 2013.

38.Loans guarantees or investments:

During the financial year 2021-2022 ended 31st March 2022 under review theCompany has neither granted loan/s (secured or unsecured) provided guarantees orsecurities in connection with any loan/ s availed by others nor made any investmentspursuant to the provisions of Section 186 the Companies Act 2013 read with the Companies(Meetings of Board and its Powers) Rules 2014 (as amended). As such no specific detailsare required to be given or provided.

39. Internal Financial Control for Financial Statements:

The Company has adequate system of internal controls commensuration with the size ofits operation and business to ensure that all assets are safeguarded and protected againstloss from unauthorized use or disposition and to ensure that all the business transactionsare authorized recorded and reported correctly and adequately.

The Company has appointed Internal Auditors and the scope and authority of the InternalAudit (IA) function is defined in the procedure and appointment letter. To maintain itsobjectivity and independence the Internal Audit function reports to the Chairman of theAudit Committee of the Board. Based on the report of internal audit and process thecompany undertakes corrective action in their respective areas and thereby strengthens thecontrols. Significant audit observations and corrective actions thereon if any arepresented to the Audit Committee of the Board.

The Company works in a dynamic business environment and adopts the appropriate internalfinancial controls to establish reliability of financial reporting and the preparation offinancial statements for external purposes in accordance with the generally acceptedaccounting principles. It includes inducting and maintaining such business policies andprocedures as may be required to successfully conduct the business of the company andmaintain such records as to correctly record the business transaction assets andliabilities of the company in such a way that they help in prevention &detection offrauds & errors and timely completion of the financial statements

40. Internal control systems:

Your Company has in place an adequate system of internal controls. The effectiveness ofinternal controls is reviewed through the internal audit process. Reports of internalauditors are reviewed by management and Audit Committee of the Company from time to timeand desired actions are initiated to strengthen the control and effectiveness of thesystem. The focus of these reviews are as follows: Identify weaknesses and areas ofimprovement

• Compliance with defined policies and processes

• Safeguarding of tangible and intangible assets

• Management of business and operational risks

• Compliance with applicable statutes

41.Disclosure for fraud against the company:

In terms of provision of section 134(3) (ca) of the Companies Act 2013 There were noinstances of fraud which are reported by Auditors of the Company under section 143(12) ofthe Companies Act 2013 to the Audit Committee.

42. Directors' responsibility statement:

In terms of section 134 Clause (c) of Sub-Section (3) of the Companies Act 2013 inrelation to financial statements for the year 2021-22 the Board of Directors state:

a) In the preparation of the annual accounts for the financial year ended 31st March2022 the applicable accounting standards have been followed along with proper explanationrelating to material departures;

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

c) The Directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities;

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 thecompany and that such internal financial controls are adequate and are operatingeffectively.

f) The Directors have devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems are adequate and operating effectively.

43.Difference in valuation:

During the year under review there was no case of one time settlement with financialinstitution so the details of difference between amount of the valuation done at the timeof one time settlement and the valuation done while taking loan from the Banks orFinancial Institutions are not applicable to the company.

44. Suspension of trading:

The equity shares of the Company have been listed and actively traded on the SMEPlatform of Bombay Stock Exchange of India Limited namely BSE SME till 07TH January 2022and w.e.f. 11th January 2022 equity shares of the Company have been listed andactively traded on Main Board of Bombay Stock Exchange of India Limited. There was nooccasion wherein the equity shares of the Company have been suspended for trading duringthe FY 2021-2022.

45. Details of application made or any proceeding pending under the IBC

2016:

During the year under review no application was made further no any proceeding pendingunder the Insolvency and Bankruptcy Code 2016 (31 of 2016) against the company.

46.Acknowledgement:

The Board of Directors acknowledges with gratitude for the co-operation and assistancereceived from National Stock Exchange of India Limited (NSE) Securities Exchange Board ofIndia (SEBI) Auditors Advisors & Consultants other Intermediary service provider/s andother Investor/s for their continuous support for the working of the Company. The Board ofDirectors also take this opportunity to extend its sincere thanks for co-operation andassistance received by the Company from the Central - State -Local

Government and other regulatory authorities Bankers and Members. The Directors alsorecord their appreciation of the dedication of all the employees at all levels for theirsupport and commitment to ensure that the Company continues to grow.

Registered Office: For and on behalf of Board of Directors
Gala No. 1 Champion Compound G. K. P. Printing & Packaging Limited
Opp Chachas Dhaba CIN-L21012MH2018PLC307426
Vasai Palghar
Maharastra-401208
India Sd/-
Date: - 05th August 2022 Keval Goradia
Place: -Mumbai Managing Director& Chairman
DIN No: - 07295358
Sd/-
Payal Goradia
Executive Director
DIN No: - 08101269

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