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A Oneindia Venture

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Sensex 84,929.36 +0.53%

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Sensex 84,929.36 +0.53%

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Directors Report of Plastiblends India Ltd.

Mar 31, 2025

Your Directors have pleasure in presenting the THIRTYFORTH ANNUAL REPORT and the Audited Financial Statements for the Financial Year ended 31^st March, 2025.

1 Financial Hiahliahts

('' in Lakhs)
PARTICULARS	Year ended 31^s1 March 2025	Year ended 31^s1 March 2024
Revenue from Operation (Net of Tax)	78,045.35	80,216.16
Other Income	943.33	817.67
Total Revenue	78,988.68	81,033.83
Other Expenditure	72,847.82	74,760.97
Earnings before Interest and Depreciation (EBIDTA)	6,140.86	6,272.86
Less : Interest	126.50	116.96
Depreciation	1,522.35	1,539.87
Profit Before Tax (PBT)	4,492.01	4,616.04
Less : Provision for Taxation
Current Tax	1,223.22	1,214.25
Deferred Tax	(75.45)	(36.19)
(Excess)/short provision for earlier years		(14.54)
Profit After Tax (PAT)	3,344.24	3,452.52
Other Comprehensive Income	(25.56)	(1,371.85)
Total Comprehensive Income for the year	3,318.68	2,080.67

2 Operations

The Board of Directors are pleased to present the key highlights of the Company for the Financial Year 2024-25 are as

under:-

â¢ The revenue from operations was '' 78,045 Lakhs for FY 2024-25, reflecting operational stability amidst challenging market dynamics.

â¢ Despite continuous softness in demand throughout the year, slight improvement in margin was witnessed as the Company strategically moved towards more margin-accretive products, capturing additional market share, enhancing operational efficiency and maintaining prudent financial discipline. EBIDTA margin grew by 5 bps from 7.82 % in FY 23-24 to 7.87% in FY24-25.

â¢ During the year, there were several silver linings in terms of new, innovative product development, regaining the market share in export market. The Company sustained a strong global presence with steady export performance and maintained continued focus on expanding its export markets.

â¢ The economy navigated significant external challenges throughout the year, including heightened global trade tensions and ongoing weakness in domestic consumption, both of which impacted the overall performance and India''s GDP growth.

â¢ The slowdown in demand, especially in urban area, coupled with cutback by Government in CAPEX / Infrastructure spending after National & State elections in 2024, has impacted majority industries.

â¢ With effective financial discipline, the Company has managed its working capital effectively and remains net cash surplus, having invested approximately '' 3228 Lakhs in mutual funds as of 31^st March, 2025.

â¢ All our manufacturing units are equipped with rooftop solar plants, underscoring our commitment to sustainability and reducing our environmental footprint. This initiative has enabled us to optimize energy consumption, lower operational costs, and contribute to clean energy practices across all facilities. Company is contemplating augmentation of solar capacity in future.

â¢ Government initiatives like âMake in Indiaâ, âAtmanirbhar Bharatâ, âVocal for Localâ, âSmart City Planâ and âHar GharJal (Jal Jeevan Mission)â etc. are driving growth to India''s masterbatch industry.

â¢ In response to these challenges, the Company implemented a series of strategic initiatives designed to strengthen its market position, ensure sustainable growth and focus on better product mix for improving profitability in the future.

3 Dividend and Dividend Distribution Policy

The Board of Directors have recommended a dividend of '' 2.5 per share i.e. @ 50 % for the year ended 31^st March, 2025. with an objective to conserve liquidity to finance CAPEX plans and to face the uncertainties and other challenges posed by tariff wars and other geopolitical developments. The total outflow amounts to '' 649.73 Lakhs. (Previous Year the Company has paid dividend of '' 4.25 per share @ 85% and the total outflow was '' 1104.54 Lakhs).

In terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015 (âListing Regulationsâ) the Board of Directors of the Company has formulated and adopted the Dividend Distribution Policy (''DDP''). The Board of Directors while taking decision for recommendation of the dividend will take guidance from this policy and would ensure to maintain a positive approach to dividend payout plans. The Dividend Distribution Policy is available on the Company''s website at https://www.plastiblends.com/uploads/investors/files/dividend-distribution-policy_1711522597.pdf

4 Transfer To Reserves

The Board of Directors have decided to retain the entire amount of profits for F.Y 2024-25 in the Profit & Loss Account.

5 Transfer to IEPF of Equity Shares and unclaimed Dividend

In terms of the provisions of Section 125 of the Companies Act, 2013 read with the Companies (Declaration and Payment of Dividend) Rules, 2014, all unclaimed / unpaid dividend up to FY 2016-17 has been transferred to the Investor Education and Protection Fund. In compliance with the applicable Rules and after complying with the requisite formalities, Company will be transferring requisite applicable equity shares to the designated demat account of IEPF Authority. The details of the shareholders whose shares are liable to be transferred to IEPF can be accessed at Company''s website https://www. plastiblends.com/unclaimed-dividend-and-unclaimed-shares

6 Directors

Shri Dharmendra Kantilal Gandhi, was appointed as an Independent Director Non-Executive on the Board w.e.f. July 1, 2024. With significant expertise, he has made valuable contributions to enhancing the company''s governance and strategic direction.

Smt. Jyoti Varun Kabra, Director of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible offers herself for re-appointment.

Smt. Meena Shreenarayan Agrawal, was appointed as an Independent Director at the 29^th AGM of the Company held on 30^th September, 2020 for a term of 5 years. She is due for retirement from her first term as an Independent Director on 28^th June, 2025. She is eligible for re-appointment for another term of 5 (five) consecutive years subject to the approval of the Members by a special resolution. She has provided her consent for re-appointment and confirmed that she is not disqualified from being appointed as an Independent Director in terms of Section 164 of the Companies Act, 2013.Based on the performance evaluation, the Nomination and Remuneration Committee (NRC) and Board at their meetings held on 28^th April, 2025 has recommended her re-appointment as an Independent Director for a second term of 5 (five) consecutive years effective from 29^th June 2025 and shall not be liable to retire by rotation as provided under section 152(6) of the Companies Act, 2013.

The Board of Directors at the Board Meeting held on 28^th April, 2025 on recommendation of the Nomination & Remuneration Committee appointed Mr. Surendra Shriram Gupta as an Additional Director, designated as an Independent Director of the Company with effect from 28^th April, 2025 to hold office up to the conclusion of ensuing Annual General Meeting. Approval of the shareholder is sought at ensuing AGM for his appointment as Independent Director.

A brief resume of the Directors seeking appointment/re-appointment at the forthcoming AGM and other details as required to be disclosed in terms of Regulation 36(3) of the Listing Regulations and Secretarial Standard on General Meetings (SS-2) forms part of the Notice calling the AGM.

7 Board Independence

Based on the confirmation/disclosures received from the Independent Directors and on evaluation of the relationships disclosed, the following Non-Executive Directors are Independent in terms of Regulation 16 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 149 (6) of the Companies Act, 2013;

Shri Bajrang Lal Bagra Shri Rahul R. Rathi Smt Meena S. Agrawal Shri Dharmendra K. Gandhi

8 Annual Evaluation by the Board

In compliance with the Companies Act, 2013 and Regulation 19 read with Schedule II of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, the Board has conducted its annual performance evaluation. This evaluation examined the Board''s performance, individual Directors and Committees.

A structured questionnaire was formulated, taking into account inputs from the Nomination and Remuneration Committee members. The questionnaire covered various aspects of the Board''s functioning, including composition, communication and governance effectiveness.

Individual Directors, including the Chairman, underwent evaluation based on parameters such as meeting attendance, understanding of roles and contribution to discussions. The Independent Directors were assessed by the entire Board, while the Chairman and Non-Executive Directors were evaluated by the Independent Directors. Overall, the Directors expressed satisfaction with the evaluation process.

9 Familiarisation Programme for Independent Directors

During the year, the Company conducted a familiarization program for Independent Directors. This program aimed to deepen their understanding of the Company''s operations and familiarize them with its diverse aspects, thereby empowering them to fulfill their roles as Independent Directors more effectively. The Company''s policy on conducting the familiarization program has been disclosed on the website of the Company at https://www.plastiblends.com/uploads/investors/files/familiarisation-program-of-independent-directors_1741694213.pdf

10 Number of Board Meetings

During the year, 4 (four) meetings of the Board of Directors were held. The details of the Meetings are furnished in the Corporate Governance Report which forms part of this report.

11 Audit Committee

The details pertaining to composition of Audit Committee are included in the Corporate Governance Report which forms part of this report.

12 Directors'' Responsibility Statement

Pursuant to Section 134 of the Companies Act, 2013, your Directors hereby confirm that

(i) In the preparation of the annual accounts for the year ended 31^st March 2025, the applicable accounting standards were followed, accompanied by proper explanations regarding any material departures.

(ii) The Directors diligently selected accounting policies and consistently applied them. Additionally, they exercised prudent judgment and made reasonable estimates to present a true and fair view of the Company''s financial position as of the end of the Financial Year ended on 31^st March 2025 and of the Company''s Profit and Loss for the said Financial Year.

(iii) The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013. This measure was aimed at safeguarding the assets of the Company and preventing and detecting fraud and other irregularities.

(iv) The Directors had prepared the annual accounts on a âgoing concern basisâ;

(v) The Directors had laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and were operating effectively;

(vi) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and such systems were adequate and operating effectively.

13 Awards & Recognitions

We are proud to announce that your company was conferred with the âTop Exporter of Masterbatchesâ award at the Plastic Export Promotion Council Awards ceremony held on June 7, 2024. This prestigious recognition was awarded in acknowledgment of our exceptional export achievements during FY 2021-22 and FY 2022-23, further underscoring our commitment to excellence in the industry.

14 Credit Ratings

During the year, credit rating agency CRISIL has reaffirmed CRISIL A / Stable (Long Term Rating) and CRISIL A1 (Short Term Rating) ratings to the Bank loan facilities availed by the Company.

15 Nomination And Remuneration Policy (NRP)

The NRP of the Company for Directors, Key Managerial Personnel (KMP) and Senior Management Personnel is hosted on the website of the Company at the following web link https://www.plastiblends.com/uploads/investors/files/nomination-and-remuneration-policy_1711522679.pdf

Disclosure pertaining to remuneration and other details as required under section 197 (12) of the act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is included in the Corporate Governance Report forming part of this report.

16 Vigil Mechanism/Whistle Blower Policy

In compliance with the provisions of Section 177(9) the Board of Directors of the Company has framed the âWhistle Blower Policyâ as the vigil mechanism for Directors and employees of the Company. The Whistle Blower Policy is disclosed on the website of the Company at https://www.plastiblends.com/uploads/investors/files/vigil-mechanism_1711522754.pdf

17 Prevention of Insider Trading

The insider trading policy of the Company lays down guidelines and procedures to be followed and disclosures to be made while dealing with the shares of the Company. The policy has been formulated to regulate, monitor and ensure reporting of deals by designated person/employees and maintain the highest ethical standards of dealing in Company securities.

18 Internal Financial Controls

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate. During the year under review, no material or serious observations has been received from the Auditors of the Company for inefficiency or inadequacy of such controls.

19 Maintenance of cost records

As specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013, the Company has maintained cost accounts and records.

20 Risk Management

Risk Management Committee has been constituted as per the requirement of Regulation 21 of the Listing Regulations. The details pertaining to its Composition and meetings are set out in the Corporate Governance Report forming part of this report. The Risk Management Policy which aims at enlarging shareholders value and providing an optimum risk reward trade off, is uploaded on the Company''s website at https://www.plastiblends.com/uploads/investors/files/risk-management-policy_1711522544.pdf

21 Corporate Governance

As required by Regulation 27 of the Listing Regulation, a Report on Corporate Governance is appended along with a Certificate of Compliance from the Auditors, forming part of this report. The Board of Directors of the Company adopted the Code of Conduct and the same is posted on the Company''s website. The Directors and Senior Management personnel have affirmed their compliance with the said code.

22 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. During the year, the Company has not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.

The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Company''s website at the link https://www.plastiblends.com/uploads/investors/files/policy-on-related-party-transactions_1714030889.pdf. Your Directors draw attention of the Members to Notes on financial statement which sets out related party disclosures.

23 Auditorsâ¢ Statutory Auditors

M/s Kirtane and Pandit LLP, Chartered Accountants (ICAI Firm Registration No. 105215W/W100057) were appointed as the Statutory Auditors of the Company, to hold office for the second term of 5 (five) consecutive years from the conclusion of 33^rd AGM of the Company held on 30^th July, 2024 till the conclusion of 38^th AGM to be held in the year 2029 as required under Section 139 of the Act read with the Companies (Audit and Auditors) Rules, 2014.

The Statutory Auditors have issued an unmodified opinion the financial statements for the Financial Year 2024-25 and the Statutory Audit report forms the part of this Annual Report. The notes on financial statements referred to in the Auditors Report prepared are self-explanatory and do not call for any further comments.

â¢ Cost Auditor

In terms of section 148 of Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013, the Board of Directors of your Company has appointed M/s. Urvashi Kamal Mehta & Co, Cost Accountants as the Cost Auditor of your Company to conduct audit of Cost Accounting records for Financial Year 2025-26 on the recommendation made by the Audit Committee.

The remuneration proposed to be paid to the Cost Auditors, subject to the ratification by the Members at the ensuing Annual General Meeting would be '' 1,18,000/- (Rupees One Lakh Eighteen Thousand Only) excluding applicable statutory taxes, conveyance and out of pocket expenses, if any.

â¢ Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and Pursuant to Regulation 24A of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, The Audit Committee and the Board of Directors (the Board) of the Company have recommended the appointment of M/s Bhandari & Associates, Company Secretaries as the Secretarial Auditors of the Company for a period of 5 (five) consecutive years, to hold office from the conclusion of this 34^th AGM of the Company until the conclusion of 39^th AGM of the Company.

The Secretarial Auditors have confirmed that they satisfy the criteria as required under the Listing Regulations and the Companies Act, 2013 and the Rules made thereunder and that they are not disqualified to be the Secretarial Auditors of the Company.

The Board recommends their appointment to the shareholders. The notice convening the 34^th AGM of the Company read with the explanatory statement sets out the details.

The report in respect of the Secretarial Audit carried out by M/s. Bhandari & Associates, Company Secretaries, in Form MR-3 for the FY 2024-25 forms part of this report. As regards the observations made by the Secretarial Auditor in its report the Board of Directors have instructed the Company Secretary to complete the compliance requirements in timely manner.

â¢ Internal Auditor

M/s Chhajed & Doshi, Chartered Accountants has been appointed as the Internal Auditors of the Company for the Financial Year 2025-26. Internal Auditors are appointed by the Board of Directors of the Company on a yearly basis, based on the recommendation of the Audit Committee. The scope of the Internal Audit is approved by the Audit Committee.

24 Corporate Social Responsibility (CSR)

The Report on CSR activities as required under Companies (Corporate Social Responsibility) Rules, 2014, including a brief outline of the Company''s CSR Policy, total amount to be spent under CSR for the Financial Year and amount spent is set out at CSR statement forming part of this report.

25 Web link of Annual Return

Pursuant to the provisions of section 134(3)(a) of the Companies Act, 2013, web link of the Annual Return for the Financial Year ended 31^st March, 2025 made under the provisions of section 92(3) of the Act is placed at https://www.plastiblends.com/ annual-report

26 Material Changes

There have been no material changes and commitments, if any, affecting the financial position of the Company which have occurred between the end of the Financial Year of the Company to which the financial statement relate & the date of the report.

27 Particulars of Loans, Guarantees, Investments

The particulars of loans, guarantees and investments given/made during the Financial Year under review and governed by the provisions of Section 186 of the Companies Act, 2013 have been disclosed in the financial statements.

28 Conservation Of Energy, Technology Absorption And Foreign Exchange Earnings & Outgo

The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under the Act, forms part of this report.

29 Deposits

During the year under review, your Company did not accept any deposits in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014.

30 Significant & Material Court Orders

No significant and material orders have been passed by any Regulator or Court or Tribunal which can have an impact of the going concern status and the Company''s operations in future.

31 Disclosure Under The Sexual Harassment of Women At Workplace (Prevention, Prohibition and Redressal) Act, 2013

The Company pursuant to the Section 4 of the Sexual Harassment of Women at workplace (Prevention, Prohibition and Redressal) Act, 2013 has constituted an Internal Complaints Committee. During the year, no complaint was lodged with the Internal Complaint Committee.

32 Particulars Of Employee And Related Disclosures

In terms of the provisions of Section 197 (12) of the Act read with Rules 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the details required therein forms part of this report.

Details of employee remuneration as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is forming part of this report. Further, the report and account are being sent to the Members excluding aforementioned details. In terms of Section 136 of the Act, the said details are open for inspection at the registered office of the Company. Any shareholder interested in obtaining a copy of the same may write to the Company Secretary.

33 MD & CFO Certification

Certificate from Managing Director and Chief Financial Officer of the Company, pursuant to the Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, for the Financial Year 2024-25 under review was placed before the Board of Directors of the Company at its meeting held on 28^th April, 2025.

34 Secretarial Standard

The Company complies with all applicable Secretarial Standards issued by The Institute of Company Secretaries of India and approved by the Central Government under Section 118(10) of the Companies Act, 2013 for the Financial Year ended 31^st March, 2025.

35 Acknowledgement

Your Directors would like to express their appreciation for the assistance and co-operation received from the Shareholders, Bankers, Government Authorities, Export Promotion Council, Other Semi Government Authorities, Stock Exchanges, Customers, Dealers, Suppliers and Business Associates at all levels during the year under review. Your Directors also wish to place on record their appreciation for the committed services of the executives, staff and workers of the Company.

Mar 31, 2024

The Directors have pleasure in presenting the THIRTYTHIRD ANNUAL REPORT and the Audited Financial Statements for the Financial Year ended 31^st March, 2024.

1 Financial Highlights

(Rs. in Lakhs)
PARTICULARS	Year ended 31^st March, 2024	Year ended 31^st March 2023
Revenue from Operation (Net of Tax)	80,216.16	76,851.52
Other Income	817.67	521.04
Total Revenue	81,033.83	77,372.56
Other Expenditure	74,760.97	71,868.81
Earnings before Interest and Depreciation (EBIDTA)	6,272.86	5,503.75
Less : Interest	116.96	211.64
Depreciation	1,539.87	1,643.45
Profit Before Tax (PBT)	4,616.03	3,648.66
Less : Provision for Taxation
Current Tax	1,214.25	1,000.89
Deferred Tax	(36.19)	(12.93)
(Excess)/short provision for earlier years	(14.54)	(24.41)
Profit After Tax (PAT)	3,452.51	2,685.10
Other Comprehensive Income	(1,371.85)	(293.00)
Total Comprehensive Income for the year	2,080.66	2,392.10

2 Operations

The Board of Directors are pleased to report significant achievement in performance. The brief highlights of operations

for the Financial Year 2023-24 are as under:-

â¢ The revenue from operations was highest ever in the history of the Company of ? 80,216 Lakhs for FY 2023-24 as against ? 76,852 Lakhs for FY 2022-23.

â¢ EBIDTA margin grew by 66 bps from 7.16% in FY 22-23 to 7.82% in FY23-24.

â¢ PBT margin grew by 101 bps from 4.75% in FY 22-23 to 5.75% in FY23-24.

â¢ PAT margin grew by 81 bps from 3.49% in FY 22-23 to 4.30% in FY23-24.

â¢ Double digit volume growth both in domestic and exports.

â¢ The augmented Black Masterbatch capacity of Roorkee and Palsana unit are getting good response. The âJal Jeevan Missionâ project of Central Government with the objective of providing tap water connection to every rural household is a major growth driver for black masterbatch.

â¢ The solar plant at Roorkee is installed. Now, all three of our manufacturing plants at Daman, Palsana and Roorkee have solar plants having combined capacity of 1420 KWP. Solar plant reflects our unwavering commitment to clean and renewable energy.

â¢ A cutting-edge platform in form of âDealer Portalâ has been designed to revolutionize the way we will interact with Dealers and Customers going forward. The effort to transform and modernize thorough digitization will take Company to next growth trajectory. Our continued focus on delivering value to our customers, will position us for sustainable growth in the future.

â¢ The geopolitical implications of Russia - Ukraine war and Israel-Hamas war brought global gusts for the Indian economy. Red sea crisis impacted export as well as imports as disrupted maritime trade routes impacted global supply chain which led to inflated freight cost.

â¢ During the year, the company faced changes in raw material prices, affecting the average sales price per kilogram. However, the company managed these fluctuations effectively, demonstrating its ability to adapt to market conditions.

The sector in which Company operates has been subjected to evolving regulations and policies aimed at reducing plastic waste and promoting sustainability. Company follows highest Environment, Health and Safety (EHS) standards and in this direction has zero effluent plants, has ISO 45001 certification and is also registered under Extended Producer Responsibility (EPR).

Throughout the fiscal year 2023-24, our company enthusiastically engaged in prominent exhibitions and conferences, showcasing our products and achievements on a noteworthy platforms and has received very encouraging response. Key events of participation include Plex Connect 2023 in Mumbai, the 10^th Speciality Films & Flexible Packaging Global Summit 2023 in Mumbai, COMPLAST 2023 in Sri Lanka, Odisha Plast 2023 in Bhubaneswar, and Plastivision 2023 in Mumbai.

The strategic initiatives undertaken for capturing the additional market share, enhancing operational efficiency and prudent financial disciplinary strategy have played a pivotal role in improving the margins.

3 Dividend and Dividend Distribution Policy

The Board of Directors have recommended a dividend of ? 4.25 per share i.e. @ 85% for the year ended 31^st March, 2024. The total outflow amounts to ?1104.54 Lakhs. (Previous Year the Company has paid dividend of ? 4.00 per share @ 80% and the total outflow inclusive of TDS was ? 1039 Lakhs.)

In terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015 ("Listing Regulations") the Board of Directors of the Company has formulated and adopted the Dividend Distribution Policy (''DDP''). The Board of Directors while taking decision for recommendation of the dividend will take guidance from this policy and would ensure to maintain a positive approach to dividend payout plans. The Dividend Distribution Policy is available on the Company''s website at https://www.plastiblends.com/Upload/ PolicyOtherDoc/PBI-DIVIDEND-DISTRIBUTION-POLICY.pdf

4 Transfer To Reserves

The Board of Directors have decided to retain the entire amount of profits for F.Y. 2023-24 in the Profit & Loss Account.

5 Transfer to IEPF of Equity Shares and unclaimed Dividend

In terms of the provisions of Section 125 of the Companies Act, 2013 read with the Companies (Declaration and Payment of Dividend) Rules, 2014, all unclaimed / unpaid dividend up to FY 2015-16 has been transferred to the Investor Education and Protection Fund. In compliance with the applicable Rules and after complying with the requisite formalities, Company will be transferring requisite applicable equity shares to the designated demat account of IEPF Authority. The details of the shareholders whose shares are liable to be transferred to IEPF can be accessed at Company''s website https://www.plastiblends.com/- IEPF

6 Directors

Shri Varun S. Kabra, Director of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment.

Shri Pushpraj Singhvi, Independent Director of the Company will conclude the second consecutive term of 5 years at the ensuing Annual General Meeting. The Board extends heartfelt appreciation to Shri Pushpraj Singhvi for his invaluable guidance since 2006. With expertise in the plastic industry, business strategy, sales & marketing, leadership and financial management, his contributions have been pivotal to company''s success. The Board wishes him very best in his future endeavors.

Shri Sudarshan K. Parab, Independent Director of the Company will conclude the second consecutive term of 5 years at the ensuing Annual General Meeting. The Board extends heartfelt appreciation to Shri Sudarshan K. Parab for his invaluable guidance since 2008. With expertise in financial and management skills, along with dedicated board services, his contributions were instrumental to the company''s success. The Board wishes him very best in his future endeavors.

The Board of Directors vide Circular resolution dated July 01, 2024 on recommendation of the Nomination & Remuneration committee appointed Mr. Dharmendra Kantilal Gandhi as an Additional Director, designated as an Independent Director of the Company with effect from July 01, 2024 to hold office upto the conclusion of ensuing Annual General Meeting. Approval of the shareholder is sought at ensuing AGM for his appointment as Independent Director.

7 Board Independence

Shri Pushp Raj Singhvi Shri Sudarshan K. Parab Shri Bajrang Lal Bagra Shri Rahul R. Rathi Smt Meena S. Agrawal

8 Annual Evaluation by the Board

9 Familiarisation Programme for Independent Directors

During the year, the Company conducted a familiarization program for Independent Directors. This program aimed to deepen their understanding of the Company''s operations and familiarize them with its diverse aspects, thereby empowering them to fulfill their roles as Independent Directors more effectively. The Company''s policy on conducting the familiarization program has been disclosed on the website of the Company at https://www.plastiblends.com/Upload/ PolicyOtherDoc/PBI-ID-FAMILIARISATION-PROGRAMME.pdf

10 Number of Board Meetings

During the year, 4 (four) meetings of the Board of Directors were held. The details of the Meetings are furnished in the Corporate Governance Report which forms part of this report.

11 Audit Committee

The details pertaining to composition of Audit Committee are included in the Corporate Governance Report which forms part of this report.

12 Directors'' Responsibility Statement

Pursuant to Section 134 of the Companies Act, 2013, your Directors hereby confirm that

(i) In the preparation of the annual accounts for the year ended 31^st March 2024, the applicable accounting standards were followed, accompanied by proper explanations regarding any material departures.

(ii) The Directors diligently selected accounting policies and consistently applied them. Additionally, they exercised prudent judgment and made reasonable estimates to present a true and fair view of the Company''s financial position as of the end of the Financial Year ended on 31^st March 2024, and of the Company''s Profit and Loss for the said Financial Year.

(iv) The Directors had prepared the annual accounts on a "going concern basis";

(v) The Directors had laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and were operating effectively;

(vi) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and such systems were adequate and operating effectively.

13 Credit Ratings

During the year, credit rating agency CRISIL has reaffirmed CRISIL A / Stable (Long Term Rating) and CRISIL A1 (Short Term Rating) ratings to the Bank loan facilities availed by the Company.

14 Nomination And Remuneration Policy (NRP)

15 Vigil Mechanism/Whistle Blower Policy

In compliance with the provisions of Section 177(9) the Board of Directors of the Company has framed the "Whistle Blower Policy" as the vigil mechanism for Directors and employees of the Company. The Whistle Blower Policy is disclosed on the website of the Company at https://www.plastiblends.com/Upload/PolicyOtherDoc/PLASTIBLENDS-VIGIL-MECHANISM.pdf

16 Prevention of Insider Trading

17 Internal Financial Controls

18 Maintenance of cost records

As specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013, the Company has maintained cost accounts and records.

19 Risk Management

Risk Management Committee has been constituted as per the requirement of Regulation 21 of the Listing Regulations. The details pertaining to its Composition and meetings are set out in the Corporate Governance Report forming part of this report. The Risk Management Policy which aims at enlarging shareholders value and providing an optimum risk reward trade off, is uploaded on the Company''s website at https://www.plastiblends.com/Upload/PolicyOtherDoc/PBI-RISK-MANAGEMENT-POLICY.pdf

20 Corporate Governance

21 Related Party Transactions

The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Company''s website at the link https://www.plastiblends.com/Upload/PolicyOtherDoc/ PBI-POLICY-ON-RELATED-PARTY-TRANSACTIONS.pdf. Your Directors draw attention of the Members to Notes on financial statement which sets out related party disclosures.

22 Auditors

â¢ Statutory Auditors

Under Section 139(2) of the Companies Act, 2013 and the Rules made thereunder, it is mandatory to rotate the statutory auditors on completion of the two terms of five consecutive years and each such term would require approval of shareholders. In line with the requirements of the Companies Act, 2013, Statutory Auditor M/s Kirtane and Pandit LLP, Chartered Accountants (ICAI Firm Registration No. 105215W/W100057) were appointed as the Statutory Auditors of the Company at the 28^th AGM held on July 27^th, 2019 to hold office from the conclusion of the said meeting till the conclusion of the 33^rd AGM to be held in the year 2024. The term of office of M/s Kirtane and Pandit LLP, as Statutory Auditors of the Company will conclude from the close of the forthcoming AGM of the Company.

The Board of Directors of the Company, based on the recommendation of the audit committee, at its meeting held on May 2, 2024, reappointed M/s Kirtane and Pandit LLP, Chartered Accountants (ICAI Firm Registration No. 105215W/W100057) as the Statutory Auditors of the Company to hold office for a second term of five consecutive years from the conclusion of the 33rd AGM till the conclusion of 38th AGM to be held in the year 2029 and will be placed for the approval of the shareholders at the ensuing AGM.

The statutory auditors have confirmed that they satisfy the independence criteria required under the Companies Act, 2013 and the Rules made thereunder. The Board recommends their reappointment to the shareholders. The notice convening the 33^rd AGM sets out the details.

The Statutory Auditors have issued an unmodified opinion the financial statements for the Financial Year 2023-24 and the Statutory Audit report forms the part of this Annual Report. The notes on financial statements referred to in the Auditors Report prepared are self-explanatory and do not call for any further comments.

â¢ Cost Auditor

In terms of section 148 of Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013, the Board of Directors of your Company has appointed M/s. Urvashi Kamal Mehta & Co, Cost Accountants as the Cost Auditor of your Company to conduct audit of Cost Accounting records for Financial Year 2024-25 on the recommendation made by the Audit Committee.

The remuneration proposed to be paid to the Cost Auditors, subject to the ratification by the Members at the ensuing Annual General Meeting would be ? 1,32,000/- (Rupees One Lakhs Thirty Two Thousand Only) excluding applicable statutory taxes, conveyance and out of pocket expenses, if any.

â¢ Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act, 2013, your company has appointed M/s Bhandari & Associates, Practicing Company Secretary to undertake the Secretarial Audit of the Company for Financial Year 2024-25. The report in respect of the Secretarial Audit carried out by M/s. Bhandari & Associates, Company Secretaries, in Form MR-3 for the FY 2023-24 forms part of this report.

â¢ Internal Auditor

M/s Chhajed & Doshi, Chartered Accountants has been appointed as the Internal Auditors of the Company for the Financial Year 2024-25. Internal Auditors are appointed by the Board of Directors of the Company on a yearly basis, based on the recommendation of the Audit Committee. The scope of the Internal Audit is approved by the Audit Committee.

23 Corporate Social Responsibility (CSR)

24 Web link Of Annual Return

Pursuant to the provisions of section 134(3)(a) of the Companies Act, 2013, web link of the Annual Return for the Financial Year ended 31^st March, 2024 made under the provisions of section 92(3) of the Act is placed at http://www. plastiblends.com/Financial-Results

25 Material Changes

26 Particulars of Loans, Guarantees, Investments

27 Conservation Of Energy, Technology Absorption And Foreign Exchange Earnings & Outgo

The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under the Act, forms part of this report.

28 Deposits

During the year under review, your Company did not accept any deposits in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014.

29 Significant & Material Court Orders

No significant and material orders have been passed by any Regulator or Court or Tribunal which can have an impact of the going concern status and the Company''s operations in future.

30 Disclosure Under The Sexual Harassment Of Women At Workplace (Prevention, Prohibition and Redressal) Act, 2013

31 Particulars Of Employee And Related Disclosures

32 MD & CFO Certification

Certificate from Managing Director and Chief Financial Officer of the Company, pursuant to the Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, for the Financial Year 2023-24 under review was placed before the Board of Directors of the Company at its meeting held on May 2, 2024.

33 Secretarial Standard

34 Acknowledgement

Mar 31, 2018

The Directors have pleasure in presenting the TWENTY SEVENTH ANNUAL REPORT and the Audited Financial Statements for the financial year ended 31^st March, 2018.

FINANCIAL HIGHLIGHTS (Rs. in Lacs)

PARTICULARS	Year ended	Year ended
	31^s1 March 18	31^st March 17
Revenue from Operations (Net of GST)	57,993.23	59,270.68
Less : Excise Duty	1,211.21	4,744.02
Revenue from Operation (Net of Tax)	56,782.02	54,526.66
Other Income	238.77	128.83
Total Revenue	57,020.79	54,655.49
Other Expenditure	51,294.59	48,139.07
Gross Profit before Interest and Depreciation	5,726.28	6,516.42
Less : Interest	761.43	798.36
Depreciation	1,165.15	1,071.86
Profit Before Tax (PBT)	3,799.70	4,646.19
Less : Provision for Taxation
Current Tax	965.62	1,285.00
Deferred Tax	107.22	133.71
(Excess)/short provision for earlier years	(4.67)	(43.11)
Profit After Tax (PAT)	2,731.52	3,270.59
Other Comprehensive Income	100.57	260.77
Total Comprehensive Income for the year	2,832.09	3,531.36

1. FIRST YEAR OF IMPLEMENTATION OF INDIAN ACCOUNTING STANDARDS

This is the first year of implementation of the Indian Accounting Standards. The financial statements for the year ended on March 31, 2018 have been prepared in accordance with the Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014. The financial statements for the year ended on March 31, 2017 have been restated in accordance with Ind AS for comparative information.

2. OPERATIONS

During the year under review your company has achieved several milestones in terms of revenue, sales volume and production. Company has achieved highest ever revenue (net of tax) in its history, which grew by Rs.2,255 Lacs from Rs.54,527 lacs in the previous year to Rs.56,782 lacs in the current year.

GST was implemented w.e.f. 1^st July, 2017. There was cautionary buying approach for last 15 days of June 17 and first 15 days of July 17 due to GST. Unorganised segment resorted to disruptive practices post GST in absence of e-way bill.

During the year under review there was sharp rise in the prices of major raw materials. Company in initial phase decided to partially absorb price increase and then gradually passed it on to the customers.

Export market continues to face severe headwinds as well rupee appreciation in FY 2017-18 has impacted export revenue. Exports during the year 2017-18 were Rs.14,930 lacs as against Rs.14,551 lacs previous year.

Inspite of aforesaid challenges, Company strategically changed its product mix to move to more value added products with better margins, which has started yielding results.

During F.Y. 2017-18 Company showcased its products in various domestic and international trade fairs. Company has received overwhelming response from the customers in Plastindia, 2018, the India''s largest exhibition held in Gandhinagar, Gujarat.

3. IMPACT OF PLASTIC BAN

Plastics is wonderful miraculous material which can be used multiple time and recycled. Due to multiple usage of plastics, there is no need to exploit the other resources which are already depleting, thus plastic is solution for environment problem as well. Unfortunately human beings are becoming irresponsible and Indisciplined littering habits of the general public and lack of proper collection system of household plastic waste has resulted into certain environmental concerns. As a result many State Governments ( latest being Maharashtra) have imposed ban on plastic carry bags, thin shopping bags and other single-use items like cups, plates, glasses, bottled, refills etc. This has led Government and Municipal Authorities to act on improving the waste-collection systems and educating the general public for disciplined littering habits. This has definitely affected the plastic units exclusively involved in manufacturing of aforesaid products. Impact of this ban on the plastic industry as a whole is not going to be significant, since this sector of plastics industry constitutes less than 6 to 7 % of the total industry. The affected units will all be able to divert their capacity for alternative products.

Your Company is very well diversified into various segments of masterbatches by which it serves to various industries namely Flexible Packaging (FMCG, consumer durable and pharmaceuticals), Agriculture, Irrigation, Piping, Infrastructure etc. Thus your Company is not impacted by plastic ban as it is well insulated.

4. ISSUE OF BONUS SHARES

As per recommendation of the Board of Directors and approval of the shareholders through postal ballot and e-voting on 23^rd June, 2017, the Company has issued and allotted 129,94,600 bonus equity shares of face value of Rs. 5/- each in ratio of 1:1 (i.e. one equity share for every one equity share already held) to the Members on July 4, 2017.

Consequently the issued, subscribed and paid-up share capital has increased from Rs.649.73 lacs comprising of 1,29,94,600 equity shares of Rs.5/- each to Rs.1299.46 lacs comprising of 2,59,89,200 equity shares of face value of Rs.5/- each.

5. DIVIDEND

Your directors have recommended dividend on enhanced equity capital post issue of Bonus shares in the ratio of 1:1 as mentioned above.

The dividend has been recommend @ 50 % i.e. Rs.2.50 per share for the year ended 31^st March, 2018. The total outflow inclusive of Dividend Distribution Tax (DDT) amount to Rs.783.28 Lacs (Previous year the Company has paid dividend of @ 50 % i.e. Rs.2.50 per share and the total outflow inclusive of DDT was Rs.391.00 Lacs.)

6. TRANSFER OF EQUITY SHARES TO THE INVESTOR EDUCATION AND PROTECTION FUND (IEPF) RELATING TO SEVEN YEARS UNPAID DIVIDEND

In terms of the provisions of Section 125 of the Companies Act, 2013 read with the Companies (Declaration and Payment of Dividend) Rules, 2014, all unclaimed / unpaid dividend up to FY 2009-10 has been transferred to the Investor Education and Protection Fund and unclaimed / un-encashed dividend for the FY 2010-11 is due for transfer to IEPF on October 2018. The Ministry of Corporate Affairs (MCA) had vide its Notification dated 5th September 2016 notified the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (the Rules). In terms of the Rules, the Equity Shares in respect of which the Dividend has not been claimed for seven consecutive years or more, are also required to be transferred to the IEPF in the prescribed manner. The said Rules were amended from time to time. As per the latest Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Second Amendment Rules, 2017, notified by MCA vide its Notification dated 13th October 2017, the due date for transfer of Equity Shares in respect of Dividend pertaining to the Financial Year 2009-10 was 31st October 2017. The Company had intimated individually to concerned shareholders and published necessary notice in the newspapers intimating the shareholders about the impending transfer and the modus operandi for the same. In compliance with the Amended Rules, the Company has transferred requisite applicable Equity shares to the designated demat account opened by IEPF Authority.

The Company has also uploaded the details of the shareholders whose shares were liable to be transferred to IEPF on its website viz., www.plastiblends.com.

7. TRANSFER TO RESERVES

Your Directors propose to transfer '' 250 Lacs to General Reserve.

8. RESEARCH & DEVELOPMENT FACILITY

Research & Development facility of Company is recognized by Department of Scientific & Industrial Research (DSIR) as âIn-house R & D Unitâ. Company has Robust R & D which facilitates development of value added products as per demand in various segments with Constant Innovation. Due to R&D facility, we are consistently able to produce superior quality products at competitive price.

9. CREDIT RATINGS

During the year, credit rating agency CRISIL has reaffirmed CRISIL A / Stable (Long Term Rating ) and CRISIL A1 (Short Term Rating) ratings to the Bank loan facilities availed by the Company.

10. DIRECTORS

Shri Shreevallabh G. Kabra was holding the position of Chairman and Managing Director. He had requested the Board to relieve him from the responsibility of Managing Director of the Company w.e.f. 1^st July, 2018. The Board has accepted his request. He will continue to hold the position of Chairman of the Company thereafter.

Shri Shreevallabh G. Kabra, Chairman and Managing Director and Shri Satyanarayan G. Kabra, Vice-Chairman and Managing Director of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment.

The present terms of appointment of Shri Satyanarayan G. Kabra as Vice-Chairman and Managing Director are valid till 30^th June, 2018 and a resolution for his appointment for a further period of 5 years w.e.f. 1^st July, 2018 till 30^th June, 2023 is included in the notice of ensuing Annual General Meeting for approval of members.

Shri Varun S. Kabra has been elevated to the position of Managing Director and a resolution to this effect for variation in his terms of appointment for remaining tenure is included in the notice of ensuing Annual General Meeting for approval of members.

In the Board meeting held on 30^th Jan, 2018 Shri Rahul R. Rathi, have been appointed as Additional Directors and hold office upto the conclusion of this Annual General Meeting. The Company has received in writing from a member along with deposit of the requisite amount under section 160 of the Companies Act proposing his candidature for the office of the Directors of the Company.

Shri Yatish B. Vasudeo, resigned as a Director w.e.f. 5^th December, 2017. The Board places on record its appreciation for the valuable services rendered by him during his tenure as a Director on the Board.

Shri Anand S. Kabra, has resigned as a Director and Managing Director of the Company w.e.f. 7^th September, 2017. The Board places on record its appreciation for the valuable services rendered by him during his tenure as a Director on the Board.

In view of SEBI Notification dated 09^th May, 2018 amending SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 & introducing new Sub Regulation 17(A) to be effective from 01^st April, 2019, which provides that a listed entity shall not appoint a person or continue the directorship of any person as Non-Executive Director who has attained the age of 75 years unless a special resolution is passed to that effect. Hence a resolution to this effect has been included in the notice of AGM in respect of Shri Shreevallabh G. Kabra and Shri Pushp Raj Singhvi, who have exceeded or will be attaining age of 75 years before coming into effect of said notification.

A separate meeting of Independent Directors was held for the purpose of evaluation of performance of non-independent Directors, performance of board as a whole and of the Chairman, taking into account the views of the Executive Directors and Non-Executive Directors.

The Company has received a declaration subject to section 149(7) of the Act from all the Independent Directors confirming that they meet the criteria of Independence as provided in section 149(6) of the Act and Regulation 16(b) of the Listing Regulations.

11. NUMBER OF BOARD MEETINGS

During the year, 4 (four) meetings of the Board of Directors were held. The details of the Meetings are furnished in the Corporate Governance Report which forms part of this Annual Report.

12. DIRECTORSâ RESPONSIBILITY STATEMENT

Pursuant to Section 134 of the Companies Act, 2013, your Directors hereby confirm that

(i) in the preparation of annual accounts for the year ended 31^st March, 2018, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) 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 the true and fair view of the state of affairs of the Company as at end of the financial year ended on 31^st March, 2018 and of the profit and loss of the Company for the said financial year;

(iii) the Directors had 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;

(iv) the Directors had prepared the annual accounts on a âgoing concern basisâ;

(v) the Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

(vi) 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.

13. AUDIT COMMITTEE

The details pertaining to composition of audit Committee are included in the Corporate Governance Report which forms part of this report.

14. INTERNAL FINANCIAL CONTROLS

15. CORPORATE GOVERNANCE

16. AUDITORS

In accordance with the Companies Amendment Act, 2017, enforced on 7^th May, 2018 by the Ministry of Corporate Affairs, the appointment of Statutory Auditors is not required to be ratified at every Annual General Meeting.

The notes on financial statements referred to in the Auditors Report are self-explanatory and do not call for any further comments. The Auditors'' Report does not contain any qualifications, reservation or adverse remark.

17. COST AUDITOR

In terms of section 148 of Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013, the Board of Directors of your Company has appointed M/s. Urvashi Kamal Mehta & Co, Cost Accountants as the Cost Auditor of your Company to conduct audit of Cost Accounting records for financial year 2018-19 on the recommendation made by the Audit Committee.

The remuneration proposed to be paid to the Cost Auditors, subject to the ratification by the Members at the ensuing Annual General Meeting would be Rs. 1,20,000/- (Rupees One Lacs Twenty Thousand Only) excluding applicable statutory taxes, conveyance and out of pocket expenses, if any.

18. SECRETARIAL AUDIT

As required under provisions of section 204 of the Companies Act, 2013, the report in respect of the Secretarial Audit carried out by M/s. Bhandari & Associates, Company Secretaries, in Form MR-3 for the FY 2017-18 form part of this report.

There is no qualification and adverse remarks except regarding delayed transfer of shares to Investor Education and Protection Fund (IEPF) after stipulated time period. After following the procedure as prescribed in relevant rules the shares has been transferred to the account of IEPF Authority, which has been acknowledged in said secretarial audit report.

19. 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. During the year, the Company has not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.

Your Directors draw attention of the members to Notes on financial statement which sets out related party disclosures.

20. RISK MANAGEMENT

The Board of Directors of the Company has formulated a Risk Management Policy which aims at enlarging shareholders value and providing an optimum risk reward trade off. The risk management approach is based on a clear understanding of the variety of risks that the organization faces, disciplined risk monitoring and measurement and continuous risk assessment and mitigation measures.

21. VIGIL MECHANISM/WHISTLE BLOWER POLICY

In compliance with the provisions of Section 177(9) of the Companies Act, 2013, the Board of Directors of the Company has framed the âWhistle Blower Policyâ as the vigil mechanism for Directors and employees of the Company. The Whistle Blower Policy is disclosed on the website of the Company at http://www.plastiblends.com/Upload/CorporateGovernance/PBI-VIGIL-MECHANISM.pdf

22. EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of section 134(3)(a) of the Companies Act, 2013, extract of the Annual Return for the financial year ended March 31, 2018 made under the provisions of section 92(3) of the said Act forms part of this report.

23. MATERIAL CHANGES

There have been no material changes and commitments, if any, affecting the financial position of the Company which have occurred between the end of the financial year of the Company to which the financial statement relate & the date of the report.

24. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS UNDER SECTION 186

The particulars of loans, guarantees and investments given/made during the financial year under review and governed by the provisions of Section 186 of the Companies Act, 2013 have been disclosed in the financial statements.

25. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Report on CSR activities as required under Companies (Corporate Social Responsibility) Rules, 2014, including a brief outline of the Company''s CSR Policy, total amount to be spent under CSR for the financial year, amount unspent and the reason for the unspent amount, is set out at CSR statement forming part of this Report.

26. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO

The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under the Act, forms part of this report.

27. DEPOSITS

During the year under review, your Company did not accept any deposits in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014.

28. SIGNIFICANT & MATERIAL COURT ORDERS

No significant and material orders have been passed by any Regulator or Court or Tribunal which can have an impact of the going concern status and the Company''s operations in future.

29. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

30. PARTICULARS OF EMPLOYEE AND RELATED DISCLOSURES

The statement containing names of top ten employees in terms of remuneration drawn and the particulars of employee as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part of this report. Further, the report and account are being sent to the members excluding aforementioned annexure. In terms of Section 136 of the Act, the said annexure is open for inspection at the Registered office of the Company. Any shareholder interested in obtaining a copy of the same may write to the Company Secretary.

31. ACKNOWLEDGEMENT

For and on behalf of the Board

Place : Mumbai S. V. Kabra

Date : May 24, 2018 Chairman & Managing Director

Mar 31, 2017

The Members of Plastiblends India Limited

The Directors have pleasure in presenting the TWENTY SIXTH ANNUAL REPORT and the Audited Financial Statements for the financial year ended 31^stMarch, 2017.

FINANCIAL HIGHLIGHTS (Rs. in Lacs)

PARTICULARS	Year ended 31^st March 17	Year ended 31^st March 16
Sales and Other Income	57,381.81	52,225.79
Gross Profit before Interest and Depreciation	6,540.80	6,165.12
Less : Interest	798.37	354.88
Depreciation	1,035.04	623.50
Profit Before Tax (PBT)	4,707.39	5,186.74
Less : Provision for Taxation
Current Tax	1,285.00	1,100.00
Deferred Tax	162.88	319.74
(Excess)/short provision for earlier years	(43.11)	(0.08)
Profit After Tax (PAT)	3,302.62	3,767.08
Add : Balance b/f from previous year	14,290.27	12,023.15
Profit available for appropriation	17,592.89	15,790.23
APPROPRIATIONS :
Transferred to General Reserves	350.00	400.00
Interim and Special Dividend paid	-	909.62
Provision for Proposed Dividend	-	-
Provision for Tax on Proposed Dividend	-	190.34
Surplus balance carried to Balance Sheet	17,242.89	14,290.26

1. REVIEW OF OPERATIONS AND STATE OF COMPANYâS AFFAIRS :

The highlights of the Companyâs performance for the year ended 31^st March, 2017 during which several proactive measures were undertaken are :

- Total Revenue of Rs. 57,382 Lacs as against Rs. 52,226 Lacs, an increase of Rs. 5,156 Lacs, growth of approx 10 %.

- During the year, Company achieved several milestones by clocking highest ever Revenue, Sales volume, Production etc. in history of the Company.

- We are pleased to inform you that since our inception, we are holding the leadership position as No. 1 in Masterbatch segment in organized market in India.

- EBDITA (Earning Before Depreciation, Interest Tax, Amortization) increased by Rs. 376 Lacs to Rs. 6,541 Lacs from Rs. 6,165 Lacs, an increase of 6.10%.

- We have successfully completed the first year of new manufacturing unit at Palsana, Surat which commenced the commercial production on 25^th March, 2016. In addition further CAPEX was done during FY 16-17. Since last 2 years Company has done CAPEX of more than Rs. 100 Crores, which was funded mainly through internal accrual.

- As compared with previous year the Interest and Depreciation cumulatively increased by Rs. 855 Lacs, resulting into lower Profit before Tax (PBT) of Rs. 479 Lacs and lower Profit after Tax (PAT) of Rs. 464 Lacs as compared with previous year.

- Cash Profit is maintained at similar levels of Rs 5,742 lacs as against Rs 5,810 Lacs in previous year.

We are delighted to share with you that post demonetisation, Company exhibited resilience by achieving the highest ever domestic monthly sales, surpassing the previous months sales, in 3 months out of 4 month between Dec 2016 to Mar 2017.

We believe, like post demonetization, we may be again benefited, Post GST, due to our leadership in organised segment and our agility to adapt to situation.

We are penetrating into newer geographies / new customers and always looking at new segments. âProximity to Customersâ is a paramount factor in Masterbatch Industry and we are taking several steps in this direction by increasing the number of sales locations.

During the year prudent fiscal management policy was adopted resulting into borrowing portfolio suitably modified. Further various commercial terms with Banks and others were further negotiated downwards which resulted into benefit to Company.

During the year we participated in several exhibitions. Notably among them was âK Showâ at Germany and Plastivision at Mumbai in which we received an overwhelming response.

Indiaâs per capita polymer consumption is lower at 12 Kgs against global average of 27 Kgs. Overall per capita consumption of developed countries is in excess of 80 Kgs while in developing countries it is between 30 - 50 Kgs. The increasing substitution of glass and metal by plastics in packaging, agriculture, telecom, infrastructure, construction industries will also aid in growth. Thus there is a huge potential for growth in India.

We are making large strides towards unlocking the immense untapped potential that we have by harnessing the brand name which we enjoy.

2. ISSUE OF BONUS SHARES

Your Directors have recommended an issue of bonus shares, subject to the approval of the members through Postal Ballot, in the proportion of 1(One) Equity Share for every 1 (One) Equity Share held by the members on record date to be fixed by the Board, by capitalizing a part of the reserves.

In view of the same, to facilitate issue of Bonus shares the Board of Directors have also proposed to increase the Authorised Share Capital of the Company from present Rs. 10 Cr to Rs. 25 Cr, subject to approval of members through Postal Ballot.

3. DIVIDEND

Company is committed to create long term value for its Stakeholder in sustainable manner. Since last 2 years we have done CAPEX of more than Rs. 100 Crores, which was funded mainly thru internal accrual. We have increased our capacity multi fold. We are poised for bigger growth as the industry to which we serve namely Packaging, Agriculture, Telecom, Infrastructure which they themselves are eyeing substantial growth.

Your Directors have recommend a dividend of Rs. 2.50 (i.e. 50%) per share of the face value of Rs. 5/- each for the year ended 31^st March, 2017 [Previous year the Company has paid Interim/Final dividend of Rs. 5.75 per share (@115%) and onetime Special Silver Jubilee Dividend of Rs. 1.25 per share (@25%) to commemorate on the occasion of 25^th year of the Company] subject to the Membersâ approval. The proposed dividend payment amounts to Rs. 390.99 lacs including tax on dividend.

As per revised Accounting Standard 4 the final dividend would be recorded as liability on the date of approval by the shareholders.

4. TRANSFER TO RESERVES

Your Directors propose to transfer Rs. 350 Lacs to General Reserves. An amount of Rs. 17,242.89 lacs is proposed to be retained in the Statement of Profit and Loss for the financial year 2016-17.

5. STATUS OF NEW MANUFACTURING PROJECTS

A) Palsana, Surat

The capacity of 80,000 MT p.a. from existing plant (Daman and Roorkee) was fully operational and thus new unit at Palsana was set-up.

Considering the future market demand and growth potential it was decided to set-up Palsana plant with capacity of 1,20,000 MT, taking the total capacity of Company to 2,00,000 MT increasing it manifold.

Most of the infrastructure in terms of the land and building for the 1,20,000 MT is in place at Palsana, which has been capitalised. There is scope for doing expansion on multiple occasions at Palsana, hence as and when needed we will do horizontal expansion in terms of Plant and Machinery.

In March, 2016 Palsana plant commenced with capacity of 36,000 MT and by expansion Company enhanced its capacity to 45,000 MT.

Palsana unit can contribute to significant cost reduction being a state of the Art new advance technology driven continuous process plant.

Gujarat Government accorded Special status to Plastic Sector by announcing Scheme for Assistance to newly set-up Plastic Industry in Gujarat in terms of Interest Subsidy and VAT related incentive .We are eligible for said incentives .

B) Kolkatta Project

As soon as positives vibes for sustained improvement in economic conditions are visible, we will commence the manufacturing project at Kolkatta, which will be funded thru Internal Accural.

6. RESEARCH & DEVELOPMENT FACILITY

Research & Development facility of Company is recognized by Department of Scientific & Industrial Research (DSIR) as âIn-house R & D Unitâ. It has robust R & D which facilitates development of value added products as per demand in various segments with constant Innovation. Due to R&D facility, we are consistently able to produce superior quality products at competitive price.

7. CREDIT RATINGS

During the year, credit rating agency CRISIL has reaffirmed CRISIL A / Stable (Long Term Rating ) and CRISIL A1 (Short Term Rating) ratings to the Bank loan facilities availed by the Company.

8. DIRECTORS

In the Board meeting held on 11^th May, 2017 Smt Jyoti V. Kabra, have been appointed as Additional Directors and hold office upto the conclusion of this Annual General Meeting. The Company has received notice in writing from a member along with deposit of the requisite amount under section 160 of the Companies Act proposing her candidature for the office of the Directors of the Company.

Further, in accordance with the Articles of Association of the Company, Smt Ekta A. Kabra, will retire by rotation and has expressed her desire not to seek re-election considering her preoccupation. The vacancy caused by the retirement of Smt Ekta

A. Kabra is not proposed to be filled up at the Annual General Meeting. The Board places on record its appreciation for the valuable services rendered by Smt Ekta A. Kabra during her tenure as a Director on the Board.

Shri Varun S. Kabra, Director of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible offer himself for re-appointment.

9. NUMBER OF BOARD MEETINGS

During the year, 4 (four) meetings of the Board of Directors were held. The details of the Meetings are furnished in the corporate governance report which forms part of this Annual Report.

10. DIRECTORSâ RESPONSIBILITY STATEMENT

Pursuant to Section 134 of the Companies Act, 2013, your Directors hereby confirm that

(i) in the preparation of annual accounts for the year ended 31^st March, 2017, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) 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 the true and fair view of the state of affairs of the Company as at end of the financial year ended on 31^stMarch, 2017 and of the profit and loss of the Company for the said financial year;

(iv) the Directors had prepared the annual accounts on a âgoing concern basisâ;

(v) the Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

(vi) 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.

11. AUDIT COMMITTEE

The details pertaining to composition of Audit Committee are included in the Corporate Governance Report which forms part of this report.

12. INTERNAL FINANCIAL CONTROLS

13. CORPORATE GOVERNANCE

As required by Regulation 27 of the Listing Regulation, a Report on Corporate Governance is appended along with a Certificate of Compliance from the Auditors, forming part of this report. The Board of Directors of the Company adopted the Code of Conduct and the same is posted on the Companyâs website. The Directors and Senior Management personnel have affirmed their compliance with the said code.

14. AUDITORS

M/s. A. G. Ogale & Co., Chartered Accountants, were appointed as Statutory Auditors of the Company in the 23^rd Annual General Meeting (AGM) of the members held on 9^th September, 2014 to hold office for 5 years, subject to ratification of their appointment in every AGM. In terms of the requirement the members are requested to ratify their appointment. The Audit Committee and Board of Directors have recommended ratification of their appointment as Statutory Auditors.

The notes on financial statements referred to in the Auditors Report are self-explanatory and do not call for any further comments. The Auditorsâ Report does not contain any qualifications, reservation or adverse remark.

15. COST AUDITOR

In terms of section 148 of Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013, the Board of Directors of your Company has appointed M/s. Dhara Shah & Associates, Cost Accountants as the Cost Auditor of your Company to conduct audit of Cost Accounting records for financial year 2017-18 on the recommendation made by the Audit Committee.

16. SECRETARIAL AUDIT

In respect of observation of the Secretarial and Statutory auditors regarding Board composition, the Company is in the process of complying with applicable requirements.

17. 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 armâs length basis. During the year, the Company has not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.

The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Companyâs website at the link : http://www.plastiblends.com/Upload/CorporateGovernance/PBI-POLICY-ON-RELATED-PARTY-TRANSACTIONS.pdf

Your Directors draw attention of the members to Notes on financial statement which sets out related party disclosures.

18. RISK MANAGEMENT

19. VIGIL MECHANISM / WHISTLE BLOWER POLICY

In compliance with the provisions of Section 177(9) the Board of Directors of the Company has framed the âWhistle Blower Policyâ as the vigil mechanism for Directors and employees of the Company. The Whistle Blower Policy is disclosed on the website of the Company at http://www.plastiblends.com/Upload/CorporateGovernance/PBI-VIGIL-MECHANISM.pdf

20. EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of section 134(3)(a) of the Companies Act, 2013, extract of the Annual Return for the financial year ended March 31, 2017 made under the provisions of section 92(3) of the Act forms part of this report.

21. MATERIAL CHANGES

22. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS UNDER SECTION 186

23. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Report on CSR activities as required under Companies (Corporate Social Responsibility) Rules, 2014, including a brief outline of the Companyâs CSR Policy, total amount to be spent under CSR for the financial year, amount unspent and the reason for the unspent amount, is set out at CSR statement forming part of this Report.

24. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO

The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under the Act, forms part of this report.

25. DEPOSITS

During the year under review, your Company did not accept any deposits in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014.

26. SIGNIFICANT & MATERIAL COURT ORDERS

No significant and material orders have been passed by any Regulator or court or Tribunal which can have an impact of the going concern status and the Companyâs operations in future.

27. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

28. PARTICULARS OF EMPLOYEE AND RELATED DISCLOSURES

29. ACKNOWLEDGEMENT

For and on behalf of the Board

Place : Mumbai S. V. Kabra

Date : May 11, 2017 Chairman & Managing Director

Mar 31, 2015

Dear Members,

Financial Highlights

Particulars Year ended Year ended 31st March 15 31st March 14

Sales and Other Income 49,621.30 46,929.50

Gross Profit before Interest and Depreciation 5,265.49 5,068.04

Less : Interest 360.28 578.82

Depreciation 623.88 430.52

Profit Before Tax (PBT) 4,281.33 4,058.70

Less : Provision for Taxation 1,386.25 1,291.79

Provision for Deferred Tax Liability (19.34) 43.06

(Excess)/short provision for earlier years (90.70) -

Profit After Tax (PAT) 3,005.12 2.723.85

Add : Balance b/f from previous year 10,182.28 8,493.58

Profit available for appropriation 13,187.40 11,217.43

APPROPRIATIONS :

Transferred to General Reserves 300.00 275.00

Provision for Proposed Dividend 714.70 649.73

Provision for Tax on Proposed Dividend 149.55 110.42

Surplus balance c/f to Balance Sheet 12,023.15 10,182.28

13,187.40 11.2.17.43

Operations

During the year under review, your Company has achieved Operational and Other Income of Rs. 49,621.30 lacs as against Rs. 46,929.50 lacs during the previous year, registering an increase of about 5.73 % over the previous year.

Profit after providing for taxes is Rs. 3,005.12 lacs as against Rs. 2,723.85 lacs during the previous year, registering an increase of about 10.33 % over the previous year.

Dividend

Your Directors have recommend a dividend of Rs. 5.5/- (i.e. 110 %) per share of the face value of Rs. 5/- each for the year ended 31st March, 2015 (Rs. 5/- per share on face value of Rs. 5/- per share for the previous year) subject to the Members' approval. The dividend payment amounts to Rs. 714.70 lacs. In addition Rs. 149.55 lacs is payable towards tax on dividend.

Transfer to Reserve

Your Directors propose to transfer Rs. 300.00 lacs to General Reserve out of Rs. 13,187.40 lacs i.e. the amount available for appropriations. An amount of Rs. 12,023.15 lacs is proposed to be retained in the Statement of Profit and Loss for the financial year 2014-15.

Expansion

In view of market potential and demand, the Company has planned substantial expansion of capacity and has acquired land near Palsana, Surat to set up new unit. The new unit is expected to start commercial operations in phased manner and will be funded through internal accruals.

Awards

Company has been bestowed with the Plasticon "GOLD TROPHY AWARD" for "BEST PERFORMING ENTERPRISE", which was presented at the 7th Plasticon Awards 2015.

Directors

Shri Shreevallabh G. Kabra, Chairman & Managing Director of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible seeks re-appointment.

Shri Bajranglal H. Bagra was appointed by the Board of Directors with effect from 7th November, 2014 as an additional director and holds office upto the date of ensuing Annual General Meeting of the Company in terms of Section 161 of the Companies Act, 2013 and the Company has received a notice in writing from a Member along with the deposit of the requisite amount under Section 160 of the said Act, proposing his candidature for the office of Director of the Company.

He is independent of the management in terms of Section 149 (6) of the Companies Act, 2013 and Clause 49 of the Listing Agreement.

His appointment as an Independent Director of the Company is proposed to hold office for a term of 5 (five) years from the date of forthcoming Annual General Meeting and that he shall not be liable to retire by rotation.

In the Board meeting held on 13th February, 2015 Shri Varun S. Kabra and Smt. Ekta A. Kabra, have been appointed as

Additional Directors and hold office upto the conclusion of this Annual General Meeting. The Company has received a notice in writing from a Member along with the deposit of the requisite amount under Section 160 of the said Act proposing their candidature for the office of the Directors of the Company.

Further Smt. Ekta A. Kabra has been appointed in compliance of Section 149 (1) of the said Act and Clause 49 of the Listing Agreement, providing for appointment of a Woman director on the Board.

Shri H. S. Sanwal, Independent Director of the Company left for heavenly abode on 15th May, 2015. He was associated with the company since its inception and management is deeply mourned by his demise. The Board hereby places on record its sincere thanks and gratitude for the invaluable contribution made by Late Shri H. S. Sanwal towards the growth and development of the company during his tenure as a director.

The Company has received a declaration interms of Section 149(7) of the Act from all the Independent Directors confirming that they meet the criteria of Independence as provided in Section 149(6) of the Act and clause 49 of the Listing Agreement.

Number of Board Meetings

During the year, 4(four) meetings of the Board of Directors were held. The details of the Meetings are furnished in the Corporate Governance Report which forms part of this Annual Report.

Board Evaluation

The Nomination and Remuneration committee has formulated a performance evaluation framework , under which the committee has identified the criteria upon which every director shall be evaluated.

Directors' Responsibility Statement

Pursuant to Section 134 of the Companies Act, 2013, your Directors hereby confirm that

i. In the preparation of annual accounts for the year ended 31st March, 2015, the applicable accounting standards had been followed along with proper explanation relating to material departures;

ii. t he directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give the true and fair view of the state of affairs of the Company as at end of the financial year ended on 31st March, 2015, and of the profit and loss of the Company for the said financial year;

iii. the directors had 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;

iv. the directors had prepared the annual accounts on a "going concern basis";

v. the directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

vi. 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.

Audit Committee

The details pertaining to composition of audit Committee are included in the Corporate governance Report which forms part of this report.

Internal Financial Controls

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate. During the year under review, no material or serious observations has been received from the Internal Auditors of the Company for inefficiency or inadequacy of such controls.

Corporate Governance

As required by Clause 49 of the Listing Agreement, a Report on Corporate Governance is appended along with a Certificate of Compliance from the Auditors, forming part of this report. The Board of Directors of the Company adopted the Code of Conduct and the same is posted on the Company's website. The Directors and Senior Management personnel have affirmed their compliance with the said code.

Management Discussion & Analysis Report

The Management disucussion & analysis report has been seprately furnished in the Annual Report and forms a part of this Report.

Statutory Auditors

M/s. A. G. Ogale & Co., Chartered Accountants, Pune were appointed as Statutory Auditors of the Company in the last Annual General Meeting (AGM) of the members held on 9th September, 2014 to hold office for 5 years till the conclusion of 29th AGM of the Company, subject to ratification of their appointment in every AGM. In terms of the requirement the members are requested to ratify their appointment. The Audit committee and Board of Directors have recommended ratification of their appointment as Statutory Auditors.

The notes on financial statements referred to in the Auditors Report are self-explanatory, and do not call for any further comments.

The auditors' report does not contain any qualifications, reservation or adverse remark.

Cost Auditor

In terms of Section 148 of Companies Act, 2013 read with Companies ( Audit and Auditors) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013, the Board of Directors of your Company has appointed M/s. Dhara Shah & Associates, Cost Accountants as the Cost Auditor of your Company to conduct audit of Cost Accounting records for financial year 2015-16 on the recommendation made by the Audit Committee.

The remuneration proposed to be paid to the Cost Auditors, subject to the ratification by the Members at the ensuing Annual General Meeting would be Rs. 1,20,000/- (Rupees One Lacs twenty thousand Only) excluding service Tax, conveyance and out of pocket expenses, if any.

Secretarial Audit

As required under provisions of Section 204 of the Companies Act, 2013, the report in respect of the Secretarial Audit carried out by M/s. Bhandari & Associates, Company Secretaries, in Form MR-3 for the FY 2014-15 form part of this report.

As regards the observations made in the Secretarial Audit Report inrespect of appointment of Key Managerial Personnel, the Company is in the process of filing E-form DIR-12 and MR-1 with Registrar of Company in terms of provisions of Section 203 of the Companies Act, 2013 and regarding shortfall in the spend on CSR activities, the explanation is given in annual Report on Corporate Social Responsibility which forms part of this Report.

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. During the year, the Company has not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.

The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the company's website at the link : http://www.plastiblends.com/Upload/CorporateGovernance/ PBI-POLICY-ON-RELATED-PARTY-TRANSACTIONS.pdf

Your Directors draw attention of the members to Note 38 to the financial statement which sets out related party disclosures.

Risk Management

The Company has laid down procedure to inform the Board about risk assessment & minimization procedure. The risk management

approach is based on a clear understanding of the variety of risks that the organization faces, disciplined risk monitoring and measurement and continuous risk assessment and mitigation measures.

Extract of Annual Return

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, extract of the Annual Return for the financial year ended March 31, 2015 made under the provisions of Section 92(3) of the Act is provided on page no. 26 of this report.

Material Changes

There have been no material changes and commitments, if any, affecting the financial position of the company which have occurred between the end of the financial year of the Company to which the financial statement relate & the date of the report.

Particulars of Loans, Guarantees, Investments unders Section 186

The particulars of loans, guarantees and investments give/made during the financial year under review and governed by the provisions of Section 186 of the Companies Act, 2013 have been disclosed in the financial statements.

Corporate Social Responsibility

The brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the initiatives undertaken by the Company on CSR activities during the year are set out in page no. 16 of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014. The policy is available on the website of the Company.

Vigil Mechanism / Whistle Blower Policy

In compliance with the provisions of Section 177(9) the Board of Directors of the Company has framed the "Whistle Blower Policy" as the vigil mechanism for Directors and employees of the Company. The Whistle Blower policy is disclosed on the website of the Company at http://www.plastiblends.com/ Upload/CorporateGovernance/PBI-VIGIL-MECHANISM.pdf

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

The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under the Act, are provided in page no. 15 which forms part of this report.

Deposits

During the year under review, your company did not accept any deposits in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014.

Significant & Material Court Orders

No significant and material orders have been passed by any Regulator or court or Tribunal which can have an impact of the going concern status and the Company's operations in future.

Disclosure under the Sexual Harrassment of Women at Workplace (Prevention, Prohibition & Redressal) Act 2013

The Company pursuant to the Section 4 of the Sexual Harassment of Women at workplace (Prevention, Prohibition and Redressal) Act. 2013 has constituted an Internal Complaints Committee. During the year, no complaint was lodged with the Internal Complaint Committee.

Particualrs of Employee and Related Disclosures

In terms of the provisions of Section 197 (12) of the Act read with Rules 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the details required therein forms part of this report . Having regard to the provisions of Section 136(1) read with the its relevant provisio of the Companies Act, 2013, the Annual Report excluding the aforesaid information is being sent to the members of the Company. The said information is available for inspection at the Registered office of the Company during working hours and any member interested in obtaining such information may write to the Company Secretary and the same will be furnished without any fee and free of cost.

In terms of the requirement of Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, none of the employees draw salary in excess of Rs. 5 Lacs p.m. or Rs. 60 Lacs p.a.

Acknowledgement

Your Directors would like to express their appreciation for the assistance and co-operation received from the Shareholders, Bankers, Government Authorities, Export Promotion Council, Other Semi Government Authorities, Stock Exchanges, Customers, Dealers, Suppliers and Business Associates at all levels during the year under review. Your Directors also wish to place on record their appreciation for the committed services of the executives, staff and workers of the Company.

For and on behalf of the board

Place : Mumbai S. V. Kabra Date : 26th May, 2015 Chairman & Managing Director

Mar 31, 2014

The Members of

Plastiblends India Limited.

The Directors have pleasure in presenting the TWENTY THIRD ANNUAL REPORT and the Audited Financial Statements for the financial year ended 31st March, 2014.

FINANCIAL RESULTS (Rs. in Lacs) Year ended Year ended PARTICULARS 31st March 31st March 2014 2013 Sales and Other Income 46,929.53 41,050.15

Gross Profit before Interest and Depreciation 5,068.05 3,288.99

Less: Interest 578.82 577.92

Depreciation 430.53 408.05

Profit Before Tax (PBT) 4,058.70 2,303.02

Less: Provision for Taxation 1,291.79 550.50

(Excess)/short provision for earlier years - 0.15

Profit After Tax (PAT) 2,766.91 1,752.37

Less: Provision for Deferred Tax Liability 43.06 215.87

Net Profit after provision of Deferred Tax 2,723.85 1,536.50

Add: Balance b/f from previous year 8,493.59 7,649.20

Profit available for appropriation 11,217.44 9,185.70 APPROPRIATIONS:

Transferred to General Reserves 275.00 160.00

Provision for Proposed Dividend 649.73 454.81

Provision for Tax on Proposed Dividend 110.42 77.30

Surplus balance c/f to Balance Sheet 10,182.29 8,493.59

11,217.44 9,185.70

DIVIDEND

Your Directors are pleased to recommend a dividend of Rs. 5/- per share of the face value of Rs.5/- each for the year ended 31st March, 2014 (Rs. 3.50/- per share on face value of Rs. 5/- per share for the previous year) subject to the Members'' approval. The dividend payment amounts to Rs. 649.73 lacs. In addition Rs. 110.42 lacs is payable towards tax on dividend.

OPERATIONS

During the year under review, your Company has achieved Operational and Other Income of Rs. 46,929.53 lacs as against Rs. 41,050.15 lacs during the previous year, registering an increase of about 14.32 % over the previous year. Profit after providing for taxes is Rs. 2,723.85 lacs as against Rs. 1,536.50 lacs during the previous year, registering an increase of about 77.28 % over the previous year.

EXPORTS

Exports during the year under review were Rs. 14,145.98 Lacs as against Rs. 13,163.52 Lacs in the previous financial year registering an increase of 7.46 % over previous year. Company exports to various countries around the globe with strong presence in Middle East, Africa SAARC & CIS Countries.

DIRECTORS

Shri Anand S. Kabra, Director of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible seeks re-appointment.

In terms of Section 149, 152, Schedule IV and other applicable provisions, if any, of the Act read with Companies ( Appointment and Qualification of Directors) Rules, 2014 the Independent Directors can hold office for a term upto 5 (five) consecutive years on the Board of Directors of your Company and are not liable to retire by rotation. Accordingly, it is proposed to appoint Shri Haridas S. Sanwal, Shri P. R. Singhvi, Dr. Yatish B. Vasudeo and Shri Sudarshan K. Parab as Independent Directors of your Company for 5 (five) consecutive years.

They are independent of the Management in terms of Section 149(6) of the Companies Act, 2013 and amended Clause 49 of the Listing Agreement and such appointment would comply with the requirement of appointing at least one-third of the total number of directors as Independent Directors of Board as prescribed under Section 149(4) of the Act.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors hereby confirm that:

(i) in the preparation of annual accounts for the year ended 31st March, 2014, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

(ii) they have selected such appropriate accounting policies and applied them consistently, and made judgments and estimates that were reasonable and prudent so as to give the true and fair view of the state of affairs of the Company as at 31st March, 2014, and of the profits of the Company for the said financial year;

(iii) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) they have prepared the said accounts on a "going concern basis".

CORPORATE GOVERNANCE

As required by Clause 49 of the Listing Agreement, a Report on Corporate Governance is appended along with a Certificate of Compliance from the Auditors, forming part of this report. The Board of Directors of the Company adopted the Code of Conduct and the same is posted on the Company''s website. The Directors and Senior Management personnel have affirmed their compliance with the said code.

AUDITORS

M/s. A. G. Ogale & Co., Chartered Accountants, Pune Auditors of the Company will retire from the office of the Auditors at the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. In accordance with Section 139 of the Companies Act, 2013 (''the Act'') read with the Rules made there under, M/s. A. G. Ogale & Co., Chartered Accountants, Pune, can be appointed as the Statutory Auditors of the Company for a period of maximum Five years. They have confirmed that their appointment, if made, shall be in accordance with the provisions of Section 139(1) of the Act read with Companies (Audit and Auditors) Rules, 2014 and that they satisfy the criteria given under Section 141 of the Act. Members are requested to consider their appointment for a period of five years. The Audit committee and Board of Directors have recommended the appointment of M/s. A. G. Ogale & Co., Chartered Accountants, Pune as the Statutory Auditors of your Company.

In terms of section 148 of Companies Act, 2013 read with Companies ( Audit and Auditors) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013, the Board of Directors of your Company has appointed M/s. Dhara Shah & Associates, Cost Accountants as the Cost Auditor of your Company to conduct audit of Cost Accounting records for financial year 2014-15 on the recommendation made by the Audit Committee.

The remuneration proposed to be paid to the Cost Auditors, subject to the ratification by the Members at the ensuing Annual General Meeting would be Rs. 1,20,000/- (Rupees One Lacs Twenty Thousand Only) excluding service Tax, conveyance and out of pocket expenses, if any.

LISTING FEES

The Company confirms that the Annual Listing Fees due to BSE Ltd. and National Stock Exchange of India Ltd. for the financial year 2014-15 have been paid.

CUSTODIAN CHARGES

The Company confirms that the Custodian Charges due to National Securities Depository Ltd., and Central Depository Services (India) Ltd., have been paid for the financial year 2014-15 as applicable and payable as per the SEBI circular in this regard.

PARTICULARS OF EMPLOYEES

Employees relations continued to be cordial throughout the year. The Directors appreciate the efforts put in by the employees at all the levels. As required by the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975 as amended, none of the employee draws salary in excess of Rs. 5,00,000/- per month, hence no disclosure required to be made.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

A Statement giving details of conservation of energy, technology absorption and foreign exchange earnings and outgo in accordance with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 forms part of this report as ANNEXURE %A.

ACKNOWLEDGEMENT

Your Directors would like to express their appreciation for the assistance and co-operation received from the Shareholders, Bankers, Government Authorities, Export Promotion Council, Other Semi Government Authorities, Stock Exchanges, Customers, Dealers, Suppliers and Business Associates at all levels during the year under review. Your Directors also wish to place on record their appreciation for the committed services of the executives, staff and workers of the Company.

For and on behalf of the Board

Place: Mumbai S. V. Kabra Date: 21st May, 2014 Chairman & Managing Director

Mar 31, 2013

To The Members of Plastiblends India Limited

The Directors have pleasure in presenting the TWENTY SECOND ANNUAL REPORT and the Audited Financial Statements for the financial year ended 31st March, 2013.

FINANCIAL RESULTS

(Rs. in Lacs) Year ended 31st March 13 Year ended 31st March 13

Sales and Other Income 40,933.49 34,142.44

Gross Profit before Interest and Depreciation 3,277.90 3,246.41

Less: Interest 566.83 447.63

Depreciation 408.05 401.26

Prof it Before Tax (PBT) 2,303.02 2,397 52

Less: Provision for Taxation (including earlier years) 550.50 590.00

(Excess)/short Provision for earlier years 0.16

Profit After Tax (PAT) 1,752.36 1,807.52

Less: Provision for Deferred Tax Liability 215.87 136.35

Net Profit after provision of Deferred Tax 1,536.49 1,671.17

Add: Balance b/f from previous year 7,649.21 6,676.63

Profit available for appropriation 9,185.70 8,347.80

Appropriations:

Transferred to General Reserves 160.00 170.00

Provision for Proposed Dividend 454.81 454.81

Provision for Tax on Proposed Dividend 77.30 73.78

Surplus balance c/f to Balance Sheet 8,493.59 7,649.21

9,185.70 8,347.80

DIVIDEND

Your Directors are pleased to recommend a dividend of Rs. 3.50/- per share of the face value of Rs. 5/- each for the year ended 31st March, 2013 (Rs. 3.50/- per share on face value of Rs. 5/- per share for the previous year) subject to the Members'' approval. The dividend payment amounts to Rs. 454.81 lacs. In addition Rs. 77.30 lacs is payable towards tax on dividend.

OPERATIONS

During theyear under review, your Company has achieved Operational and Other Income of Rs.40,933.49 lacs as against Rs. 34,142.44 lacs during the previous year, registering an increase of about 19.89% over the previous year. Profit after providing for taxes isRs. 1,536.49 lacs as againstRs. 1,671.17 lacs during the previous year, registering a decrease of about 8.06% over the previous year.

EXPORTS

Exports during the year under review were Rs. 13,163.52 Lacs as against Rs. 9,991.81 Lacs in the previous financial year registering an increase of 31.74% over previous year and contributed 32.18% in the total sales. Company exports to various countries around the globe with strong presence in Middle East, Africa, SAARC & CIS Countries.

DIRECTORS

In accordance with the Articles of Association of the Company and in view of provisions of Section 255 of the Companies Act, 1956, Shri Pushp Raj Singhvi and Dr. Yatish B. Vasudeo, Directors of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible seek re-appointment.

Shri Satyanarayan G. Kabra, Vice-Chairman & Managing Director has been re-appointed by the Board of Directors subject to approval of the members.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors hereby confirm that:

(i) in the preparation of annual accounts for the year ended 31st March, 2013, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

(ii) they have selected such appropriate accounting policies and applied them consistently, and made judgements and estimates that were reasonable and prudent so as to give the true and fair view of the state of affairs of the Company as at 31st March, 2013 and of the profits of the Company for the said financial year;

(iii) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) they have prepared the said accounts on a "going concern basis".

CORPORATE GOVERNANCE

As required by Clause 49 of the Listing Agreement, a Report on Corporate Governance is appended along with a Certificate of Compliance from the Auditors, forming part of this report. The Board of Directors of the Company adopted the Code of Conduct and the same is posted on the Company''s website. The Directors and Senior Management personnel have affirmed their compliance with the said code.

AUDITORS

M/s. A. G. Ogale & Co., Chartered Accountants, Pune Auditors of the Company will retire from the office of the Auditors at the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re- appointment. They have furnished a certificate of their eligibility for re-appointment u/s.224 (1-B) of the Companies Act, 1956 and they are not disqualified under amended section 226(3)(e) of the said Act.

In terms of section 233(B) of Companies Act, 1956 the Board of Directors have approved the appointment of R. A. Chincholkar & Co., Cost Accountants as cost auditors for FY. 2013-14, subject to approval of Central Government. The cost auditor has confirmed his eligibility and independence to the Company. The cost audit report for the financial year ended 31st March, 2013 will be filed with Ministry of Corporate Affairs as prescribed Statutorily.

LISTING FEES

The Company confirms that the Annual Listing Fees due to BSE Ltd. and National Stock Exchange of India Ltd. for the financial year 2013-14 have been paid.

CUSTODIAN CHARGES

The Company confirms that the Custodian Charges due to National Securities Depository Ltd., and Central Depository Services (India) Ltd., have been paid for the financial year 2013-14 as applicable and payable as per the SEBI circular in this regard.

PARTICULARS OF EMPLOYEES

Employees relations continued to be cordial throughout the year. The Directors appreciate the efforts put in by the employees at all the levels. As required by the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975 as amended, none of the employee draws salary in excess of Rs. 5,00,000/- per month, hence no disclosure is required to be made.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

A Statement giving details of conservation of energy, technology absorption and foreign exchange earnings and outgo in accordance with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 forms part of this report as ANNEXURE %A.

ACKNOWLEDGEMENT

Your Directors would like to express their appreciation for the assistance and co-operation received from the Shareholders, Bankers, Government Authorities, Export Promotion Council, Other Semi Government Authorities, Stock Exchanges, Customers, Dealers, Suppliers and Business Associates at all levels during the year under review. Your Directors also wish to place on record their appreciation for the committed services of the executives, staff and workers of the Company. For and on behalf of the Board

Place: Mumbai S. V. Kabra

Date: 29th May, 2013 Chairman & Managing Director

Mar 31, 2012

To The Members of Plastiblends India Limited

The Directors have pleasure in presenting the TWENTYFIRST ANNUAL REPORT and the Audited Financial Statements for the financial year ended 31st March, 2012.

FINANCIAL RESULTS

(Rs. in Lacs)

PARTICULARS Year ended Year ended

31st March 12 31st March 11

Sales and Other Income 34,141.60 27,737.72

Gross Profit before Interest,Depreciation and Tax 3,246.41 3,045.33

Less:Finance Cost 447.63 319.76

Depreciation 401.26 365.29

Profit Before Tax (PBT) 2,397.52 2,360.28

Less:Provision for Taxation 590.00 510.00 (including earlier year)

Add: Excess provision of earlier years written back - 42.75

Profit After Tax (PAT) 1,807.52 1,893.03

Less: Provision for Deferred Tax Liability 136.35 38.65

Net Profit after provision of Deferred Tax 1,671.17 1,854.38

Add: Balance brought forward from previous year 6,676.63 6,350.84

Profit available for appropriation 8,347.80 8,205.22

APPROPRIATIONS:

Transferred to General Reserves 170.00 1,000.00

Provision for Proposed Dividend 454.81 454.81

Provision for Tax on Proposed Dividend 73.78 73.78

Surplus balance carried forward to Balance Sheet 7,649.21 6,676.63

8,347.80 8,205722

DIVIDEND

Your Directors are pleased to recommend a dividend of Rs. 3.50 per share of the face value of Rs. 5/- each for the year ended 31st March, 2012 (Rs.7/- per share on face value of Rs.10/- per share for the previous year) subject to the Members' approval. The dividend payment amounts to Rs. 454.81 lacs. In addition Rs. 73.78 lacs is payable towards tax on dividend.

OPERATIONS

During the year under review, your Company has achieved Operational and Other Income of Rs. 34,141.60 lacs as against Rs.27,737.72 lacs during the previous year, registering an increase of about 23.09 % over the previous year. Profit after providing for taxes is Rs. 1,671.17 lacs as against Rs. 1,854.38 lacs during the previous year, registering a decrease of about 9.88% over the previous year.

The Company has achieved production of 47418 tones for the year as compared to 42143 tones during the previous year. Your Company has sold 47039 tones for the year under review as compared to 41858 tones during the previous year.

EXPORTS

Exports during the year under review were Rs. 9,737.26 Lacs as against Rs. 6,652.48 Lacs in the previous financial year registering an increase of 46% over previous year and contributed 28% in the total sales. Company exports to various countries around the globe with strong presence in Middle East, Africa & Europe.

AWARDS & RECOGNITION

We are pleased to inform you that The Plastic Export Promotion Council (PLEXCONCIL) has awarded to the Company a certificate and a Trophy for winning First position as a "Top Exporter of Masterbatch" being the highest recognition for exports for the year 2009-10 and 2010-11. The Company has been receiving this award for eight consecutive years since 2003-04.

Company has also been bestowed with the Plasticon "GOLD TROPHY AWARD" for Fastest Growing Enterprise Processing (Commodity Polymers), which was presented at the 6th Plasticon Awards 2012.

DIRECTORS

In accordance with the Articles of Association of the Company and in view of provisions of Section 255 of the Companies Act, 1956, Shri S. K. Parab and Shri H. S. Sanwal, Directors of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible seeks re-appointment.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors hereby confirm that:

(i) in the preparation of annual accounts for the year ended 31st March, 2012, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

(ii) they have selected such appropriate accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give the true and fair view of the state of affairs of the Company as at 31st March, 2012 and of the profits of the Company for the said financial year;

(iii) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) they have prepared the said accounts on a "going concern basis".

CORPORATE GOVERNANCE

As required by Clause 49 of the Listing Agreement, a Report on Corporate Governance is appended along with a Certificate of Compliance from the Auditors, forming part of this report.

The Board of Directors of the Company adopted the Code of Conduct and the same is posted on the Company's website.

The Directors and Senior Management personnel have affirmed their compliance with the said code.

SUB-DIVISION OF EQUITYSHARES

During the year, the Equity Shares of the Company of the face value of Rs. 10/- each fully paid-up were sub-divided into two Equity Shares of the face value of Rs.5/- each fully paid up. The new share certificates of the face value of Rs.5/- each were issued to the shareholders in respect of those who were holding the shares in physical form and were credited to the beneficiary accounts of those holding the shares in electronic form.

The shareholders who have not received their share certificates are requested to get in touch with the Company or share transfer agent to claim their certificates. In compliance with provision of Clause 5A of Listing agreement, the Company will after sending necessary reminders transfer the unclaimed shares to "Unclaimed suspense Account".

AUDITORS

M/s. A. G. Ogale & Co., Chartered Accountants, Pune Auditors of the Company will retire from the office of the Auditors at the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. They have furnished a certificate of their eligibility for re- appointment u/s. 224 (1-B) of the Companies Act, 1956 and they are not disqualified under amended section 226(3)(e) of the said Act.

In terms of section 233(B) of Companies Act, 1956 the Central Government has prescribed cost audit for the product of the company. Board of Directors have approved the appointment of Shri A. P. Raman, Cost Accountant, subject to approval of Central Government. The cost auditor has confirmed his eligibility and independence to the Company.

LISTING FEES

The Company confirms that the Annual Listing Fees due to BSE Ltd. and National Stock Exchange of India Ltd. for the financial year 2012-13 have been paid.

CUSTODIAN CHARGES

The Company confirms that the Custodian Charges due to National Securities Depository Ltd., and Central Depository Services (India) Ltd., have been paid for the financial year 2012-13 as applicable and payable as per the SEBI circular in this regard.

PARTICULARS OF EMPLOYEES

Employees relations continued to be cordial throughout the year. The Directors appreciate the efforts put in by the employees at all the levels. As required by the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975 as amended, none of the employee draws salary in excess of Rs. 5,00,000/- per month, hence no disclosure required to be made.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

A statement giving details of conservation of energy, technology absorption and foreign exchange earnings and outgo in accordance with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 forms part of this report as ANNEXURE 'A'.

ACKNOWLEDGEMENT

Your Directors would like to express their appreciation for the assistance and co-operation received from the Shareholders, Bankers, Government Authorities, Export Promotion Council, Other Semi Government Authorities, Stock Exchanges, Customers, Dealers, Suppliers and Business Associates at all levels during the year under review. Your Directors also wish to place on record their appreciation for the committed services of the executives, staff and workers of the Company.

For and on behalf of the Board

Place: Mumbai S. V. Kabra

Date: 30th May, 2012 Chairman & Managing Director

Mar 31, 2011

The Members of

Plastiblends India Limited

The Directors have pleasure in presenting the TWENTIETH ANNUAL REPORT and the Audited Financial Statements for the financial year ended 31st March, 2011.

FINANCIAL RESULTS

Year ended Year ended

PARTICULARS 31st March 11 31st March 10

(Rs. in Lacs) (Rs. in Lacs)

Sales and Other Income 27734.66 21065.82

Gross Profit before Interest & Depreciation 3029.81 2016.47

Less: Interest 304.24 237.59

Depreciation 365.29 344.91

Profit Before Tax (PBT) 2360.28 1433.97

Less: Provision for Taxation 510.00 353.55 (including earlier year)

Add: Provision no longer required 42.75 0.69

Profit After Tax (PAT) 1893.03 1081.11

Less: Provision for Deferred Tax Liability 38.65 38.12

Net Profit after provision of Deferred Tax 1854.38 1042.99

Add: Balance b/f from previous year 6350.84 5868.94

Profit available for appropriation 8205.22 6911.93

APPROPRIATIONS:

Transferred to General Reserves 1000.00 105.00

Provision for Proposed Dividend 454.81 389.84

Provision for Tax on Proposed Dividend 73.78 66.25

Surplus balance c/f to Balance Sheet 6676.63 6350.84

8205.22 6911.93

DIVIDEND

Your Directors are pleased to recommend a dividend of Rs. II- per share of the face value of Rs.10/- each for the year ended 31st March, 2011 (Rs. 6/- per share for the previous year) subject to the Members' approval. The dividend payment amounts to Rs. 454.81 lacs. In addition Rs. 73.78 lacs is payable towards tax on dividend.

OPERATIONS

During the year under review, your Company has achieved Operational and Other Income of Rs. 27,734.66 lacs as against Operational and Other Income of Rs. 21,065.82 lacs during the previous year, registering an increase of about 31.66 % over the previous year. Profit after providing for taxes is Rs. 1,854.38 lacs as against Rs. 1,042.99 lacs during the previous year, registering an increase of about 77.79% over the previous year.

The Company has achieved production of 42144 tons for the year as compared to 33900 tons during the previous year. Your Company has sold 41858 tons for the year under review as compared to 32691 tons during the previous year.

EXPORTS

Exports during the year under review were Rs. 66.52 crores as against Rs. 49.01 crores in the previous financial year and contributed 24% to the net sales. Company exports to various countries around the globe with strong presence in Middle East, Africa & Europe.

DIRECTORS

In accordance with the Articles of Association of the Company and in view of provisions of Section 255 of the Companies Act, 1956, Dr. Yatish B. Vasudeo and Shri Anand S. Kabra, Directors of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible seeks re-appointment.

The Board of Directors of the Company at its meeting held on 30th May, 2011 has approved the appointment of Shri S. V. Kabra as Chairman & Managing Director w.e.f. 1st January, 2012 and Shri Anand S. Kabra as Executive Director w.e.f. 1st August, 2011 for a period of 5 years subject to your approval. The Board at the said Meeting also has approved variation in terms of remmuneration of Shri S. N. Kabra, Vice-Chairman & Managing Director for the remaining tenure of his appointment effective from 1st July, 2011 to 30,h June 2013.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors hereby confirm that:

(i) in the preparation of annual accounts for the year ended 31st March, 2011, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

(ii) they have selected such appropriate accounting policies and applied them consistently, and made judgements and estimates that were reasonable and prudent so as to give the true and fair view of the state of affairs of the Company as at 31st March, 2011, and of the profits of the Company for the said financial year;

(iii) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) they have prepared the said accounts on a "going concern basis".

CORPORATE GOVERNANCE

As required by Clause 49 of the Listing Agreement, a Report on Corporate Governance is appended along with a Certificate of Compliance from the Auditors, forming part of this report.

The Board of Directors of the Company adopted the Code of Conduct and the same is posted on the Company's website.

The Directors and Senior Management personnel have affirmed their compliance with the said code.

AUDITORS

Messers. A. G. Ogale & Co., Chartered Accountants, Pune Auditors of the Company will retire from the office of the Auditors at the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. They have furnished a certificate of their eligibility for re-appointment u/s.224 (1-B) of the Companies Act, 1956 and they are not disqualified under amended section 226(3)(e) of the said Act.

LISTING FEES

The Company confirms that the Annual Listing Fees due to Bombay Stock Exchange Ltd. and National Stock Exchange of India Ltd. for the financial year 2011-12 have been paid.

CUSTODIAN CHARGES

The Company confirms that the Custodian Charges due to National Securities Depository Ltd., and Central Depository Services (India) Ltd., have been paid for the financial year 2011-12 as applicable and payable as per the SEBI circular in this regard.

PARTICULARS OF EMPLOYEES

Employees relations continued to be cordial throughout the year. The Directors appreciate the efforts put in by the employees at all the levels. As required by the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975 as amended, none of the employee draws salary in excess of Rs. 5,00,000/- per month, hence no disclosure required to be made.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

A Statement giving details of conservation of energy, technology absorption and foreign exchange earnings and outgo in accordance with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 forms part of this report as ANNEXURE 'A'.

ACKNOWLEDGEMENT

Your Directors would like to express their appreciation for the assistance and co-operation received from the Shareholders, Bankers, Government Authorities, Export Promotion Council, Other Semi Government Authorities, Stock Exchanges, Customers, Dealers, Suppliers and Business Associates at all levels during the year under review. Your Directors also wish to place on record their appreciation for the committed services of the executives, staff and workers of the Company.

For and on behalf of the Board

Place: Mumbai S. V. Kabra

Date: 30th May, 2011 Chairman & Managing Director

Mar 31, 2010

The Directors have pleasure in presenting the NINETEENTH ANNUAL REPORT and the Audited Financial Statements for the financial year ended 31st March, 2010.

FINANCIAL RESULTS

Year ended Year ended PARTICULARS 31st March 10 31st March 09 (Rs. in Lacs) (Rs. in Lacs)

Sales and Other Income 21028.68 17094.64

Gross Profit before Interest & Depreciation 2016.47 2109.87

Less: Interest 237.59 251.00

Depreciation 344.91 310.24

Prof it Before Tax (PBT) 1433.97 1548.63

Less Provision for Taxation (including earlier year) 353.55 320.00

Add Provision no longer required 0.69 0.51

Profit After Tax (PAT) 1081.11 1229.14

Less : Provision for Deferred Tax Liability 38.12 51.80

Net Profit after provision of Deferred Tax 1042.99 1177.34

Add: Balance b/f from previous year 5868.94 5348.71

Profit available for appropriation 6911.93 6526.05

APPROPRIATIONS:

Transferred to General Reserves 105.00 125.00

Provision for Proposed Dividend 389.84 454.81

Provision for Tax on Proposed Dividend 66.25 77.30

Surplus balance b/f to Balance Sheet 6350.84 5868.94

6911.93 6526.05

DIVIDEND:

Your Directors are pleased to recommend a dividend of Rs. 6/- per share of the face value of Rs.10/- each for the year ended 31st March, 2010 (Rs. 71- per share for the previous year) subject to the Members approval. The dividend payment amounts to Rs. 389.84 lacs. In addition Rs. 66.25 lacs is payable towards tax on dividend.

OPERATIONS :

During the year under review, your Company has achieved Operational and Other Income of Rs. 21028.68 lacs as against Operational and Other Income of Rs. 17094.64 lacs during the previous year, registering an increase of about 23.01 % over the previous year. Profit after providing for taxes is Rs. 1042.99 lacs as against Rs. 1177.34 lacs during the previous year.

The Company has achieved production of 33900 tons for the year as compared to 24230 tons during the previous year. Your Company has sold 32691 tons for the year under review as compared to 24794 tones during the previous year.

EXPORTS:

Exports during the year under review were Rs. 49.01 crores as against Rs. 35.39 crores in the previous financial year and contributed 23.30% to the net sales (an increase of 38.49 % compared to previous year). Company exports to over 30 countries around the globe with strong presence in Middle East, Africa & Europe.

In recognition of above the Company has been awarded by PLEXCONCIL consecutively since last six (6) years, which also signifies your companys expertise as well as trust by the customers.

DIRECTORS:

In accordance with the Articles of Association of the Company and in view of provisions of Section 255 of the Companies Act, 1956, Shri Haridas S. Sanwal and Shri Pushp Raj Singhvi, Directors of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible seeks re-appointment.

Shri Amir E. Ladhabhoy, Director of the Company resigned w.e.f. 10th August, 2009. The Board place on its record the valuable contribution made and guidance given by him from time to time during his tenure as a Board Member.

DIRECTORS RESPONSIBILITY STATEMENT :

Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors hereby confirm that:

(i) in the preparation of annual accounts for the year ended 31st March, 2010, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

(ii) they have selected such appropriate accounting policies and applied them consistently, and made judgements and estimates that were reasonable and prudent so as to give the true and fair view of the state of affairs of the Company as at 31st March, 2010, and of the profits of the Company for the said financial year;

(iii) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) they have prepared the said accounts on a "going concern basis".

CORPORATE GOVERNANCE :

As required by Clause 49 of the Listing Agreement, a Report on Corporate Governance is appended along with a Certificate of Compliance from the Auditors, forming part of this report.

The Board of Directors of the Company adopted the Code of Conduct and the same is posted on the Companys website. The Directors and Senior Management personnel have affirmed their compliance with the said code.

AUDITORS :

The Auditors M/s. Kishor B. Phadke & Co., Chartered Accountants, Pune, retire at the ensuing Annual General Meeting (AGM). However, they have not offered themselves for re-appointment at the said AGM.

In view of Special Notice received from a Member under Section 225(1) of the Companies Act, 1956 (the Act) and as recommended by the Audit Committee, it is proposed to appoint Messers. A. G. Ogale & Co., Chartered Accountants, Pune, as the Statutory Auditors in place of retiring Auditors.

Messers. A. G. Ogale & Co., a well experienced firm of Chartered Accountants, Pune having two partners have expressed their willingness to act as Auditors of the Company. They have specialized knowledge in Audits, Income Tax, Service Tax etc. They have furnished a certificate of their eligibility for appointment u/s.224 (1-B) of the Act.

They are not disqualified in any manner in terms of Section 226(3) of the Act.

The Shareholders are requested to consider their appointment in place of retiring auditors.

The Board of Directors place on its record, the contribution made and support extended from time to time by retiring Auditors.

LISTING FEES :

The Company confirms that the Annual Listing Fees due to Bombay Stock Exchange Ltd. and National Stock Exchange of India Ltd. for the financial year 2010-11 have been paid.

CUSTODIAN CHARGES :

The Company confirms that the Custodian Charges due to National Securities Depository Ltd., and Central Depository Services (India) Ltd., have been paid for the financial year 2010-11 as applicable and payable as per the SEBI circular in this regard.

PARTICULARS OF EMPLOYEES:

As required by the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, Shri Anand S. Kabra, Executive Director is a sole employee covered in the statement which forms part of to this report as ANNEXURE A.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION:

A Statement giving details of conservation of energy, technology absorption and foreign exchange earnings and outgo in accordance with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 forms part of this report as ANNEXURE B.

ACKNOWLEDGEMENT :

Your Directors would like to express their appreciation for the assistance and co-operation received from the Shareholders, Bankers, Government Authorities, Export Promotion Council, Other Semi Government Authorities, Stock Exchanges, Customers, Dealers, Suppliers and Business Associates at all levels during the year under review. Your Directors also wish to place on record their appreciation for the committed services of the executives, staff and workers of the Company.

For an don behalf of the Board Place : Mumbai S.V. Kabra Date : 26th May 2010 Chairman & Managing Director

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