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G K P Printing & Packaging Ltd.

BSE: 542666 Sector: Industrials
NSE: N.A. ISIN Code: INE05QJ01015
BSE 00:00 | 28 Sep 89.35 -3.80
(-4.08%)
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NSE 05:30 | 01 Jan G K P Printing & Packaging Ltd
OPEN 92.30
PREVIOUS CLOSE 93.15
VOLUME 20000
52-Week high 95.95
52-Week low 20.70
P/E 81.97
Mkt Cap.(Rs cr) 65
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 92.30
CLOSE 93.15
VOLUME 20000
52-Week high 95.95
52-Week low 20.70
P/E 81.97
Mkt Cap.(Rs cr) 65
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

Dear Shareholders

Your Directors have pleasure in presenting the 2nd Annual Report together with theaudited financial statements of accounts of the company for the year ended on 31st March2020.

The Board of Directors hereby submits the report of the business and operations of yourCompany ("the Company") Audited Financial Statements for the Financial Yearended on 31st March 2020.

PARTICULARS 31.03.2020 (In Lakh) 31.03.2019 (In Lakh)
I. Net Sales/Income from Operations 2662.97 2458.55
II. Other Income 23.49 33.74
III. Total Revenue (I+II) 2686.46 2492.29
IV. Earnings Before Interest Taxes Depreciation and Amortization Expense 123.21 366.92
V. Finance Cost (2.18) (0.48)
VI. Depreciation and Amortization Expense (18.88) (9.43)
VII. Profit Before Tax 102.15 357.01
VIII. Tax Expenses
Less: Current Tax Expense 25.57 100.96
Less: MAT Credit
Less: MAT Credit Relating to prior years
Less: Current Tax Expense Relating to prior years
Less: Deferred Tax (Asset)/Liabilities 0.40 (1.64)
IX. Profit After Tax (VII-VIII) 76.18 257.69

• COMPANY'S PERFORMANCE

The Total Income from Operations (net) of the Company for the year under review is Rs.2662.97 Lakh as compared to Rs. 2458.55 Lakh in the previous year. Profit after tax stoodat Rs. 76.18 Lakh as compared to Profit after tax of Rs. 257.69 Lakh in the previous year.

In Accordance with section 136 of the Companies Act 2013 the audited financialstatements are available on www.gkpl.in. These documents will also be available forinspection during working hours at the registered office of your company at MumbaiMaharashtra. Any member interested in obtaining such document may write to the CompanySecretary and the same shall be furnished on request.

• DIVIDEND

For the financial year 2019-20 the Board of Directors deem it proper to preserve theresources of the Company for its activities and therefore do not propose any dividend inview of the planned business

growth.

• CAPITAL STRUCTURE

During the year under review the following changes have taken place in the authorized& paid-up share capital of the Company:

o AUTHORIZED CAPITAL

The Authorized Share Capital of the Company is 80000000 (Rupees Eight Crore) dividedinto 8000000 (Eighty Lakh) Equity Share of Rs. 10/-each.

o ISSUED SUBSCRIBED AND PAID UP

The Company pursuant to Chapter IX of SEBI (ICDR) Regulations 2018 (as amended) andin terms of Prospectus Dated 11th April 2019 offered 2056000 (Twenty lakhFifty Six Thousand) equity shares of face value of 10/- each at a premium of 22/- perequity share aggregating to Rs. 657.92 lakhs ("the Issue") of which 104000Equity Shares of face value of Rs. 10/- each for cash at a price of Rs. 32/- per EquityShare including a Share Premium of Rs. 22/- per Equity Share aggregating to Rs. 33.28lakhs was reserved for subscription by Market Maker to the issue (the "Market MakerReservation Portion").

The IPO Issue opened on Tuesday the 23rd April 2019 and closed on Fridaythe 26th April 2019.

The Present paid up capital of the company is Rs. 73329440/- divided into 73 32944Equity Shares of Rs. 10/- Each.

LISTING OF SHARES ON SME PLATFORM OF BSE LIMITED

The issue and allotment of equity shares in the capital of the Company was made onFriday the 3rd May 2019. The designated Stock Exchange - Bombay Stock Exchangeof India Limited has approved the listing and trading of equity shares in the capital ofthe Company on its SME Platform namely BSE SME effective Tuesday the 8thMay 2019.

Your Directors place their sincere thanks to all the investors and the BSE SEBIMerchant Bankers and all the agencies for their guidance and support. The Company's equityshares are regularly being traded at the floor of the BSE SME Platform.

• Utilization of IPO & FPO:

Based upon the audit procedures performed and the information and explanations given bythe management the company had made an initial public offering (IPO) of 2056000 equityshares of face value of Rs.10 each fully paid up for cash at a price of Rs.32 per equityshare (including share premium of Rs.22 per equity share) aggregating to Rs.65792000/-the aforementioned equity shares were allotted on 3rd May 2019. The equityshares of the company got listed on BSE on 8th May 2019.

The Proceeds from the IPO net off issues expenses is Rs. 587.92 Lakhs and utilizationof the same as follows:

Sr. No. Particulars Planned as per Prospectus Utilization up to 31st March 2020 Balance as at 31st March 2020
1 Funding the working capital requirements of the company 441.00 441.00 -
2 General corporate purpose 146.92 146.92 -
TOTAL 587.92 587.92 -

• TRANSFER TO RESERVES

During the year under review the company has transferred Rs.76.18 /- Lakhs to thegeneral reserves.

• PERFORMANCE REVIEW

Your Company has delivered considerable growth during the year. During the year thecompany has earned total income of Rs. 2686.46 Lakhs. The Company continues to operateonly in one segment i.e. manufacturing and trading of Corrugated Boxes and there is nochange in the nature of Business of the Company. After all the financial adjustments thecompany has earned a net profit after tax of Rs. 76.18 Lakhs.

• THE ASSOCIATES/ JOINT VENTURE/ SUBSIDIARIES COMPANIES

The company does not have holding or subsidiary companies during the financial year2019-20 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.

• MATERIAL CHANGES BETWEEN THE DATE OF THE BOARD REPORT AND END OF THE FINANCIALYEAR

There have been no material changes and commitments if any affecting the financialposition of the Company which have occurred between the end of the financial year of theCompany to which the financial statements relate and the date of the report.

• 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.

• EXTRACT OF ANNUAL REPORT

The extract of the Annual Return in Form MGT -9 as required under section 92(3) of theCompanies Act 2013 read with the Companies (Management and Administration Rules) 2014 isenclosed as "Annexure - I".

Kindly take note that the Annual Return is available on the website of the Companyafter conclusion of the AGM in below link:

(Link: http://www.gkpl.in/Annual-return.html)

• 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".

• BOARD OF DIRECTORS THEIR MEETINGS AND KMPs:

o CONSTITUTE OF THE BOARD

The board of Directors are comprising of Total 5 Directors which includes 2 (Two)Independent and 2 (Two) Women directors and 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

o 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. Vinay Tekriwal

ii. Mr. Ashok Mehta

As per provisions of the Companies Act 2013 Independent Directors were appointed fora term of 5 (five) consecutive years and shall not be liable to retire by rotation.

o 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 2019-20.

o 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) Non-executiveDirector of the Company is liable to retire by rotation at ensuing Annual General Meetingand being eligible offers herself for re-appointment

o CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

There was no change in the composition of Directors and Key Managerial Personnel duringthe Financial Year 2019-20.

Following are the Directors and KMP(s) in the Company:

I.Mr.Keval Harshad Goradia (DIN:07295358) Chairman and Managing Director
2. Ms. Pooja Goradia (DIN: 08101270) Whole Time Director & Chief Financial Officer
3. Mrs. Payal Keval Goradia (DIN: 08101269) Non-Executive Director
4. Mr. Vinay Kumar Tekriwal (DIN: 08282805) Independent Director
5. Mr. Ashok Mehta Independent Director
(DIN: 02789579)

o MEETINGS AND ATTENDANCE OF THE BOARD

During the Financial Year 2019-20 the Board of Directors of your Company met Ninetimes which were held on

10.04.2019 15.04.2019 06.05.2019

15.06.2019 31.08.2019 27.09.2019

14.11.2019 04.01.2020 09.03.2020

The details of attendance of each Director at Board Meetings held in the Financial Yearand the Last Annual General Meeting are as under

DATES AND ATTENDANCE OF ALL DIRECTORS AT BOARD MEETING

NAME OF DIRECTORS AND ATTENDANCE AT THE MEETINGS

KEVAL GORADIA PAYAL GORADIA

POOJA GORADIA

VINAY TEKRIWAL ASHOK MEHTA
10.04.2019 YES YES

YES

-

-

15.04.2019 YES YES

YES

YES YES
06.05.2019 YES YES

YES

-

-

15.06.2019 YES YES

YES

-

-

31.08.2019 YES YES

YES

YES YES
27.09.2019 YES YES

YES

-

-

14.11.2019 YES YES

YES

YES YES
04.01.2020 YES YES

YES

-

-

09.03.2020 YES YES

YES

YES YES
TOTAL NO. OF BOARD

9

9

9

4

4

MEETING ATTENDED

o ANNUAL BOARD EVALUATION

As per the provisions of the Companies Act 2013 and SEBI (Listing Obligation andDisclosure Requirements) Regulations 2015 the formal annual evaluation was carried outfor the Board's own performance its committee & Individual directors.

The performance of the committees was evaluated by the Board after seeking inputs fromthe committee members based on the criteria such as the composition of committeeseffectiveness of committee meetings etc.

The Board and the Nomination and Remuneration Committee ("NRC") reviewed theperformance of the Individual Directors on the basis of criteria such as the contributionof the individual Director to the Board and Committee meetings like

Preparedness on the issues to be discussed meaningful and constructive contributionand inputs in meetings Code of conduct etc. In addition the Chairman was also evaluatedon the key aspect of his role.

In a separate meeting of independent Directors performance of non-independentDirectors performance of the board as a whole and performance of the Chairman wasevaluated.

The same was discussed in the Board meeting that followed the meeting of theIndependent Directors at which the performance of the Board its committees andindividual Directors was also discussed. Performance evaluation of Independent Director'swas done by the entire Board excluding the Independent Directors being evaluated.

o 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 2019-20 the Board of Directors state:

a) In the preparation of the annual accounts for the financial year ended 31st March2020 the applicable accounting standards have been followed;

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.

o APPOINTMENT OF DIRECTORS AND CRITERIA FOR DETERMINING QUALIFICATIONS POSITIVE

ATTRIBUTES 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:

Independence: A Director will be considered as an 'Independent Director' if he / shemeets with the criteria for 'Independence' as laid down in the Act Regulation 16 of theSEBI Listing Regulations and the Governance Guidelines.

Competency: A transparent Board nomination process is in place that encouragesdiversity of thought experience knowledge perspective age and gender. It is ensuredthat the Board comprises a mix of members with different educational qualificationsknowledge and who possess adequate experience in banking and finance accounting andtaxation economics legal and regulatory matters consumer industry hospitality sectorand other disciplines related to the company's businesses.

Additional Positive Attributes: The Directors should not have any other pecuniaryrelationship with your Company its subsidiaries associates or joint ventures and theCompany's promoters except as provided under law.

The Directors should maintain an arm's length relationship between themselves and theemployees of the Company as also with the directors and employees of its subsidiariesassociates joint ventures promoters and stakeholders for whom the relationship withthese entities is material.

The Directors should not be the subject of proved allegations of illegal or unethicalbehavior in their private or professional lives.

The Directors should have the ability to devote sufficient time to the affairs of yourCompany. o 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 key principles governing your Company's Remuneration Policy are as follows:

y REMUNERATION TO MANAGING DIRECTOR/WHOLE-TIME DIRECTORS

a) The Remuneration/ Commission etc. to be paid to Managing Director / Whole-timeDirectors etc. shall be governed as per provisions of the Companies Act 2013 and rulesmade there under or any other enactment for the time being in force and the approvalsobtained from the Members of the Company.

b) The Nomination and Remuneration Committee shall make such recommendations to theBoard of Directors as it may consider appropriate with regard to remuneration to ManagingDirector / Wholetime Directors.

y 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

• In the opinion of the Committee the director possesses the requisitequalification for the practice of that profession.

y REMUNERATION TO KEY MANAGERIAL PERSONNEL SENIOR MANAGEMENT AND OTHER EMPLOYEES

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.

• COMMITTEE OF THE BOARD

The Company has following committees:

A. AUDIT COMMITTEE:

The Company has constituted Audit Committee as per requirement of section 177 of theCompanies Act 2013 and Regulation 18 of the 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 Non-Executive & Independent Director
Ashok Maneklal Mehta Member Non-Executive & Independent Director
Payal Keval Goradia Member Non-Executive Director

B. NOMINATION & REMUNERATION COMMITTEE:

The company has constituted a Nomination & Remuneration Committee in accordancewith section 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 Non-Executive and Independent Director
Ashok Maneklal Mehta Member Non-Executive and Independent Director
Payal Keval Goradia Member Non-Executive Director

C. STAKEHOLDER'S RELATIONSHIP COMMITTEE:

The Company has constituted 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

Name of the Director Status Nature of Directorship
Vinay Kumar Tekriwal Chairman Non-Executive and Independent Director
Ashok Maneklal Mehta Member Non-Executive and Independent Director
Pooja Harshad Goradia Member Whole-time Director and CFO

Stakeholders' Relationship Committee comprises the following Directors:

o CORPORATE SOCIAL RESPONSIBILITY (CSR) INITIATIVES

As the net profit of the company is lower than Rs. 5 Crore in the Financial Year2019-20 the CSR Provisions does not apply in the financial year 2019-20.

o STATUTORY AUDITOR & AUDIT REPORT:

M/s Keyur Shah & Co. Chartered Accountants an Auditors firm (FRN. 141173W) wasappointed as Statutory auditors of the company in the 1st Annual GeneralMeeting to hold office until the conclusion of 6th Annual General Meeting.. Asper Rule 6(3) of the Companies (Audit and Auditors) Rules 2014 they are eligible tocontinue as the statutory auditors. They have confirmed that they are not disqualifiedfrom continuing as Auditors of 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 referred to in the Auditors' Report areself-explanatory and do not call for any further comments. The Auditors' Report does notcontain any qualification reservation adverse remark or disclaimer.

• 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 & Associates asInternal Auditor of the Company

• 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 2019-20.

• SECRETARIAL AUDITOR

The Company has appointed M/s M R Bhatia & Co. to conduct the secretarial audit ofthe Company for the FY 2019-20 as required under section 204 of the Companies Act 2013and Rules made there under. The Secretarial Audit report for the FY 2019-20 is annexed tothis report.

• 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.

• CORPORATE GOVERNANCE

The Company being listed on the SME Platform of Bombay Stock Exchange of India Limitedtherefore pursuant to Regulation 15(2)(b) of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 Regulation 27 of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 and Part C of Schedule V relating to compliance ofCorporate Governance shall not applicable to the Company. Further The Company need notrequire complying with requirements as specified in Part E of Schedule II pursuant toRegulation 27(1) SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015and submitting Compliance Report on Corporate Governance on quarterly basis pursuant toRegulation 27(2) SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.Hence no Corporate Governance Report is required to be disclosed with Annual Report. It ispertinent to mention that the Company follows majority of the provisions of the corporategovernance voluntarily as a part of Good Corporate Governance.

• INSURANCE

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

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

• 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.

• DEPOSITS

The Company has not accepted any public deposit during the year under review and noamount against the same was outstanding at the end of the year.

• PREVENTION OF INSIDER TRADING

The provisions of Regulation 9(1) of the SEBI (Prohibition of Insider Trading)Regulations 2015 is applicable to the Company immediately upon the listing of its EquityShares on the SME Platform of BSE Limited. We shall comply with the requirements of theSEBI (Prohibition of Insider Trading) Regulations 2015 on listing of Equity Shares onstock exchanges. Further Board of Directors at their meeting held on January 19th 2019have formulated and adopted the code of conduct to regulate monitor and report trading byits employees and other connected persons.

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 wereno such instances in the Company during the year 2019-20.

• RISK MANAGEMENT

Your Company has an Internal Financial Control System commensurate with the size scaleand complexity of its operations. Your Company has adopted proper system of InternalControl and Risk Management to ensure that all assets are safeguarded and protectedagainst loss from unauthorized use or disposition and that the transactions areauthorized recorded and reported quickly.

The Board of Directors of the Company and the Audit Committee shall periodically reviewand evaluate the risk management system of the Company so that the management controls therisks through properly defined network. Head of Departments shall be responsible forimplementation of the risk management system as may be applicable to their respectiveareas of functioning and report to the Board and Audit Committee

The Company has not made Risk Management Committee but the Board of Directors andAudit Committee is looking after the Risk Management of the Company.

• MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management discussion and perceptions on existing business future outlook of theindustry future expansion and diversification plans of the Company and future course ofaction for the development of the Company are fully explained separately Annexure -III.

• PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THECOMPANIES ACT 2013

During the financial year 2019-2020 ended 31 March 2020 under review the Company hasneither granted loan/s (secured or unsecured) provided guarantees or securities inconnection with any loan/s availed by others nor made any investments pursuant to theprovisions of Section186 the Companies Act 2013 read with the Companies (Meetings ofBoard and its Powers) Rules 2014 (as amended). As such no specific details are requiredto be given or provided.

• 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 of improvement

• Compliance with defined policies and processes

• Safeguarding of tangible and intangible assets

• Management of business and operational risks

• Compliance with applicable statutes

• 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 protectedagainst loss from unauthorized use or disposition and to ensure that all the businesstransactions are authorized recorded and reported correctly and adequately.

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

• RATIO OF THE REMUNERATION OF EACH DIRECTOR TO THE MEDIAN EMPLOYEE'S REMUNERATIONAND PARTICULARS 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 IV".

During the year none of the employees received remuneration in excess of Rs. One CroreTwo Lakhs or more per annum or Rs. Eight Lakhs Fifty Thousand per month for the part ofthe year in accordance with the provisions of Section 197 of the Companies Act 2013 readwith Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014.Therefore there is no information to disclose in terms of the provisions of the CompaniesAct 2013.

• HUMAN RESOURCE

The Company believes that its "Human Resources" are key contributors for itsBusiness Success. The Company focuses on attracting and retaining the best possible talentand looks for specific skill-sets interests and background that would be an asset for thebusiness.

The people management strategy is based on four key components: recruiting trainingand development compensation and retention. Further the company has not experienced anystrikes work stoppages labor disputes or actions by or with employees and it hascordial relationship with all employees.

• 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 attract the provisionsof section 188 of the Companies Act 2013. Thus disclosure in form AOC - 2 is given inthe " Annexure V"

Though you may refer to Related Party transactions as per the Accounting Standardsin the Notes forming part of financial statements.

• INVESTORS EDUCATION AND PROTECTION FUND

During the financial year 2019-2020 ended 31 March 2020 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.

• 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.

• REGISTRAR AND SHARE TRANSFER AGENT

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

• DEMATERIALISATION OF SECURITIES

The Company's Equity Shares are admitted in the system of Dematerialization by both theDepositories namely NSDL and CDSL. As on 31 March 2020 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 isINE05QJ01015

• ACKNOWLEDGEMENT

The Board of Directors acknowledges with gratitude for the co-operation and assistancereceived from Bombay Stock Exchange of India Limited (NSE) Securities Exchange Board ofIndia (SEBI) Merchant Banker Lead Manager Underwriter and Market Maker AuditorsAdvisors & Consultants other Intermediary service provider/s for successfulaccomplishment of the Company's maiden IPO. The Board of Directors also take thisopportunity to extend its sincere thanks for co-operation and assistance received by theCompany from the Central authorities Bankers Members Customers Suppliers.

The Directors also record their appreciation of the dedication of all the employees atall levels for their support and commitment to ensure that the Company continues to grow.

Registered Office: For and on behalf of Board of Directors
Unit no. 14 Amrit Industrial Estate G. K. P. Printing & Packaging Limited
Shop no. 45 CIN-U21012MH2018PLC307426
Dhumal Nagar Waliv IP-12025
Palghar Thane
Maharastra-401208
India
Keval Goradia
Date:- 04th September2020 Managing Director & Chairman
Place:- Mumbai DIN No:- 07295358

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

• SPECIAL NOTE ON COVID-19 PANADEMIC

By mid of March 2020 the outbreak of Coronavirus (COVID-19) pandemic has been rapidlyspreading throughout the world including India causing significant disturbance andslowdown of economic activity. The Company has made committed efforts to support itsbusiness stakeholders employees and service providers. The effect of Covid-19 on theCompany is insignificant. The company's manufacturing facilities were shut down from 23rdMarch 2020 for 22 days. Looking at current situation the company does not predict anysignificant effect of Covid-19 on profitability. The Company is continuously monitoringthe situation and taking necessary actions in response to the developments to minimizethe impact on the business of the Company

• INDUSTRY STRUCTURE AND DEVELOPMENTS OVERVIEW

Corrugated boxes are made by assembling three layers of corrugated cardboard sheets.These sheets assist in trapping air between them which acts as a cushion for protectingthe contents of the box. In comparison with other forms of packaging corrugated boxesoffer numerous advantageous properties which include strength lightweight flexibilityhigh durability and aesthetic value. Additionally these boxes are environment-friendly innature as they are manufactured without the use of any harmful chemicals and can be easilyrecycled.

Corrugated boxes are widely utilized in the packaging of food and beverages chemicalsglassware and ceramics paper electronics textiles personal care and householdproducts. The growth in these end use industries has propelled the demand for corrugatedboxes worldwide. Moreover the e-commerce industry is experiencing strong growth onaccount of the convenience offered by online shopping such as free shipping options andhassle-free delivery and return policies. As online retailers use product-specificcorrugated boxes to keep items safe from mechanical stress it is positively influencingthe market growth. Apart from this in order to launch improved corrugated boxesmanufacturers are investing in research and development activities. They are also comingup with customized packaging to widen their consumer base. India Corrugated Box Market isexpected to reach over INR 63000 Crore by FY 2023.

• INDIA CORRUGATED MARKET SIZE AND OVERVIEW

India corrugated box industry is an inevitable part of manufacturing sector which relyheavily on corrugated packaging for finished goods transportation and handling. Indiacorrugated box industry grew from at a CAGR of 23.3% in terms of revenue. Factors such asincreasing demand from fresh food and beverages home & personal care goodselectronic goods industries logistics application increasing consumer awareness towardssustainable packaging and growth of the e-commerce industry have propelled the growth ofIndian corrugated boxes market.

• COMPETITIVE LANDSCAPE

India corrugated box market is highly fragmented with the presence of around 18000organized and unorganized players. There are no regulations in the market regarding theentry of the players and since it is a low capital intensive business so many new playersare entering in the market.

• FUTURE OUTLOOK TO INDIA CORRUGATED BOX MARKET

India corrugated box industry is expected to increase at a CAGR of double digit CAGR inbetween the FY'2020 and FY'2025 in terms of revenue due to the elevating demand from theend user segment in order to store and transport their end products. Increasing the demandof safe and cushioned packaging of the product will augment the growth of India Corrugatedbox market. The procurement of latest technology machines from China Taiwan and otherAsian countries by manufacturers in order to make production fast and accurate will alsodrive the future of India corrugated box industry

• SEGMENT REVIEW AND ANALYSIS

The Company is engaged into production of Corrugated Boxes. Our product Corrugatedboxes is mainly used in the packaging industry. Our customers 'decision to seekalternative technology coupled with the development of more alternatives and our inabilityto respond to these changes may adversely affect our business and results of operations.Our products are mainly sold to customers operating in FMCG Garments Liquor etc. thusany slowdown in this sector may adversely affect our business operations. Our ability toanticipate changes in technology and to supply new and enhanced products successfully andon a timely basis will be a significant factor in our ability to grow and to remaincompetitive. In addition our business operations and prospects may be affected byvarious policies and statutory and regulatory requirements and developments that affectour customer's industry in India. In the event of a significant decline in the demand forour products our business results of operations and financial condition may bematerially and adversely affected.

• COMPANY REVIEW

The manufacturing facility of The Company (LSL) is situated at unit no 14 Amrit IndEst s. no. 45 Dhumal Nagar Waliv IP-12025 Palghar Thane MH 401208 IN. The propertieswhere our registered office manufacturing facilities and Godowns are situated inMaharashtra & Gujarat are not owned by our company and the same have been taken onlease. The agreements are renewable on mutually agreed terms. In the event of the saidagreements are not being renewed or in case we have to vacate the said premises then ourbusiness operations may be disturbed till the time we are able to locate to any newpremises for undertaking our administrative activities. Furthermore the lease agreementsexecuted between the company and the parties are being effective from back dates of leaseagreement documents dates. The rent agreements have a clause for the renewal of the samefor a further period as may be mutually agreed among the parties after the expiry of thecurrent period.

• ENVIRONMENT AND SAFETY

The need for environmentally clean and safe operations is company's key priority. TheCompany policy requires the conduct of all operations in such a manner so as to ensure theSafety of all concerned compliance of statutory and industrial requirements forenvironment protection and conservation of natural resources to the extent possible.

• RISK AND AREAS OF CONCERN

We have no control on the prices of our basic raw material i.e. Kraft Paper and DuplexPaper. The prices of Kraft Paper and Duplex Paper could fluctuate due to availability anddemand. In the recent past there have been fluctuations in the prices of raw materialsboth at domestic and international levels. Such fluctuations in prices of raw material andour inability to negotiate at optimum market rates may affect our profitability. Wetypically do not enter into any long-term supply agreements with our suppliers and ourmajor requirement is met in the spot market. We may be unable to control the factorsaffecting the price at which we procure our raw material. We also face the risksassociated with compensating for or passing on such increase in our cost of production onaccount of such fluctuations in prices to our customers. Upward fluctuations in the pricesof raw material may thereby affect our margins and profitability resulting in a materialadverse effect on our business financial condition and results of operations.

• INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY

The Company has implemented proper system for safeguarding the operations/ business ofthe Company through which the assets are verified and frauds errors are reduced andaccounts information connected to it are maintained such so as to timely completion ofthe statements. The Company has adequate systems of Internal Controls commensurate withits size and operations to ensure orderly and efficient conduct of business. Thesecontrols ensure safeguarding of assets reduction and detection of fraud and erroradequacy and completeness of the accounting records and timely preparation of reliablefinancial information.

The Audit Committee of Board of Directors reviews the efficiency and effectiveness ofinternal control systems and suggests the solution to improve and strengthen. The Internalcontrol system were tested during the year and no material weakness in design or operationwere observed.

The requirement of having internal auditor compulsory by statue in case of listed andother classes of companies as prescribed shall further strengthen the internal controlmeasures of Company.

• DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE

The Company's Financial performance for the year ended 31st March 2020 issummarized below:-

PARTICULARS 31.03.2020 (In Lakh) 31.03.2019 (In Lakh)
I. Net Sales/Income from Operations 2662.97 2458.55
II. Other Income 23.49 33.74
III. Total Revenue (I+II) 2686.46 2492.29
IV. Earnings Before Interest Taxes Depreciation and Amortization Expense 123.21 366.92
V. Finance Cost (2.18) (0.48)
VI. Depreciation and Amortization Expense (18.88) (9.43)
VII. Profit Before Tax 102.15 357.01
VIII. Tax Expenses
Less: Current Tax Expense 25.57 100.96
Less: MAT Credit
Less: MAT Credit Relating to prior years
Less: Current Tax Expense Relating to prior years
Less: Deferred Tax (Asset)/Liabilities 0.40 (1.64)
IX. Profit After Tax (VII-VIII) 76.18 257.69

• HUMAN RESOURCES AND INDUSTRIAL RELATION

The Company had cordial and harmonious industrial relations at all levels oforganizations. The company believes that the industry has the tremendous potential toimpact the society nation and the world positively. Its employees are major stakeholdersand their efforts have direct stake in the business prospectus of the organization. Theemployees have extended a very productive cooperation in the efforts of the management tocarry the company to greater heights. The company considers employees as their biggestcompetitive advantages. The Company takes initiative like training and development for itspeople to increase the performance. The Company has taken various steps to improve andenhance skill of its people. The industrial relations remained cordial in our plant. TheCompany has continued to give special attention to human resources and overalldevelopment.

• CAUTIONARY STATEMENT

Certain Statement made in this report describing Company's Objective Projectsestimates and expectations may be forward looking statement within the applicable laws andregulations. Actual results may differ from such expectations and forwards lookingstatement due to various risk and uncertainties. Several factors affecting company'soperation like economic conditions affecting demand and supply Government regulations andTax Laws Competitions prevailing at the relevant time natural calamities etc. TheCompany assumes no responsibility to publicly amend modify or revise any of thesestatements on the basis of any subsequent developments information or events

• KEY FINANCIAL RATIO

The Key Financial Ratio during the financial year 2019-20 vis-a-vis Financial Year2018-19 are as below:-

PARTICULARS 2019-2020 2018-2019
Debtors Turnover 2.24 3.14
Inventory Turnover 24.56 21.06
Current Ratio 4.66 3.17
Interest Coverage Ratio 47.86 745.75
Operating Profit Margin 9.36 17.94
Net Profit Margin 2.86 10.48
Return on Net Worth 3.63 22.79

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