Directors Report of Shree Ajit Pulp & Paper Ltd.

Mar 31, 2025

Your Directors have pleasure in presenting their Thirtieth (30th) Annual Report and the Audited Financial Statements for the financial year ended
on 31st March, 2025, together with the Independent Auditors’ Report thereon.

Financial Results:

Particulars	Consolidated		Standalone
	Financial Year Ended on 31-03-2025	Financial Year Ended on 31-03-2024	Financial Year Ended on 31-03-2025	Financial Year Ended on 31-03-2024
Revenue from operations	50,550.90	29,450.83	50,550.90	29,450.83
Other income	190.26	667.86	185.20	663.40
Total income Expenses	50,741.16	30,118.69	50,736.10	30,114.23
Operating expenditure	45,440.46	27,371.32	45,439.88	27,370.74
Depreciation and amortization expenses	1635.42	911.65	1635.42	911.65
Total expenses	47,075.88	28,282.97	47,075.39	28,282.39
Profit before finance cost and tax	3,665.28	1,835.72	1,831.84	1,831.84
Finance costs	2254.65	739.65	2254.65	739.65
Share of (loss)/ profit of joint venture accounted for using equity method	-	33.49	-	-
Profit before tax (PBT)	1,410.63	1,129.56	1,406.15	1,092.19
Current tax expenses	248.17	204.65	246.99	203.62
MAT Credit Reversal / (Entitlement)	(247.42)	(192.00)	(247.42)	(192.00)
Deferred tax expenses	414.38	291.96	414.38	291.96
Profit for the year	995.50	824.95	939.77	788.61
Total comprehensive income for the year	996.15	797.71	761.37	761.37

Transfer to reserve:

The Company was not required to transfer any amount to any reserves during the year.

Industry Scenario and State of Company¹ s Affairs:

The Performance of your Company during F.Y 2024-2025 is given above.

The Company has closed its books of account with a Profit of Rs. 9,39,12,000/- (Rupees Nine Crore Thirty-Nine Lakhs Twelve Thousand Only) for
the financial year ended 31.03.2025 as compared to the Profit of Rs. 7,88,61,000/- (Rupees Seven Crore Eighty-Eight Lakhs Sixty One Thousand
Only) for the financial year ended 31.03.2024.

Dividend:

The company anticipates significant capital expenditure and investment requirements in upcoming period to support growth initiatives and
operational efficiency. Retaining earnings will enable us to fund these strategic investments effectively. Hence your company does not recommend
any dividend for the financial year 2024-25.

The Company has not paid any Interim Dividend during the financial year under review.

Fund Raising (Rights Issue):

The Board, at its meeting held on 14th July, 2023, approved the issuance of equity shares of the Company by way of a rights issue to the existing
shareholders of the Company for an amount not exceeding ''35 crores. Subsequently, the Right Issue Committee of the Board approved the
allotment of35,71,133 partly paid Equity Shares having face value of ''10 each for an amount aggregating to ''28.56 crores at an issue price of '' 80 i.e.
at a premium '' 70 per equity shares (''48 per share payable as application money and '' 32 per share payable on first and final call) on a rights basis.
The said issue opened for subscription by shareholders on January 30, 2024 and closed on February 20, 2024. The shares were allotted to the
shareholders on February 26, 2024.

In year F.Y. 2024-2025 company has called for first and final call for remaining '' 32, window was kept open from 15 th July 2024 to 29th July, 2024.
Company has applied for 32,616 Shares for forfeiture of shares on 25th February, 2025 for those shareholder who has failed to pay Final demand
cum forfeiture notice dated 25 th November 2024 which was kept open form 25 th November 2024 to 9th December, 2024.

The funds raised by the Company through aforesaid Rights Issue, have been utilised for the objects stated in the Letter of Offer, dated January 15,
2024 and no deviation from stated purposes has taken place.

Capital Structure:

During the year under consideration, the Company has not changed its capital structure and the authorized and paid-up share capital as on 31st
March 2025 stands as follow:

The Authorized Share Capital of the Company is Rs.15,00,00,000 (Rupees Fifteen Crore Only) divided into 1,50,00,000 (One Crore Fifty Lakhs)
Equity Shares of Rs. 10/- (Rupees Ten) each.

The issued Share Capital of the Company is Rs. 8,92,78,330 (Rupees Eight Crore Ninety-Two Lakh Seventy-Eight Thousand Three Hundred Thirty
only) divided into 89,27,833(Eighty-Nine Lakh Twenty-Seven Thousand Eight Hundred Thirty-Three) Equity Shares of Rs. 10/- (Rupees Ten) each.
The subscribed and fully paid up share capital of the Company is Rs. 8,89,52,170 (Rupees Eight Crore Eighty-Nine Lakh Fifty-Two Thousand One
Hundred Seventy only) divided into 88,95,217 (Eighty-Eight Lakh Ninety-Five Thousand Two Hundred Seventeen) Equity Shares of Rs. 10/-
(Rupees Ten) each.

The subscribed and partly paid-up share capital of the Company is Rs. 3,26,160 (Rupees Three Lakh Twenty-Six Thousand One Hundred Sixty
only) divided into 32,616 (Thirty-Two Thousand Six Hundred Sixteen) Equity Shares of Rs. 10/- (Rupees Ten) each.

Management Discussion and Analysis:

Management’s Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of Securities and Exchange Board of
India (Listing Obligation and Disclosure Requirements) Regulations, 2015 (LODR Regulation) read with Schedule V thereto, forms part of this
Annual Report.

Corporate Governance:

Your Company is committed to maintain the steady standards of corporate governance and adhere to the corporate governance requirements set
out under extant law. The Report on corporate governance as stipulated under Regulation 34 of the SEBI Listing Regulations read with Schedule V
thereto is placed in a separate Section forming part of the Annual Report.

Compliance Certificate from practicing company secretaries regarding compliance of conditions of corporate governance is attached herewith.
Finance:

The repayment of due loan installments and interest payment is being regularly done.

Subsidiary Company, Joint Venture and Consolidated Financial Statements:

The Company has One Subsidiary Company i.e. Shree Samrudhi Industrial Papers Private Limited which has not yet commenced any business as
on 31st March, 2025. Further, the Company has One Joint Venture named Shree Samrat Pulp and Paper LLP (formerly known as Shree Samrat
Pulp and Paper Private Limited) as on 31st March, 2025.

As required by Section 129 (3) of the Companies Act, 2013 and Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 the Consolidated Financial Statements for the year ended on 31st March, 2025, prepared in accordance with the relevant
accounting standards as prescribed under Section 133 of the Companies Act, 2013 and the Auditors report there on are attached.

As required by first proviso of Section 129 (3) of the Companies Act, 2013 and Rule 5 of the Companies (Accounts) Rules, 2014, the statement
containing the salient features of the financial statements of the Company’s subsidiary (Shree Samrudhi Industrial Papers Private Limited) and
joint venture (Shree Samrat Pulp and Paper Private LLP), in form AOC-1 is also attached. The statement also provides the details of performance
and financial position of the said subsidiary Company and joint venture LLP.

Shareholders interested in obtaining a copy of the annual audited financial statements of the subsidiary Company may write to the Company and
provide their Email ID.

Directors and Key Managerial Personnel:

During the Financial year ended on 31st March, 2025, and up to the date of this report, there has been no change in the composition of the Board
of Directors.

Sr. No.	DIN	Name	Beginning Date	End Date
1.	01044910	Bela Shah	07/02/2015	-
2.	00397319	Gautam Shah	01/07/2010	-
3.	03265992	Yogesh Valjibhai Kabaria	02/12/2020	-
4.	08840684	Goutam Majumder	05/03/2024	-
5.	*****7355H	Chinmay Methiwala	27/06/2024	-
6.	01824382	Surekh Rameshchandra Desai	23/03/2024	-
7.	07874899	Reema Kalani	23/03/2024	-

However, the following change(s) took place in the Key Managerial Personnel of your Company:

Sr. No.	Name of Key Mangerial Personnel	Nature of Change	Mode of Appointment /Cessation	Effective date of change
1.	Chinmay Methiwala	Appointment of Company Secretary	By Board of Directors	27/06/2024

Directors Holding in the Company:

The details of shares/securities held by the Directors who have served the Company during the Financial Year under review or any part thereof are

as follows:

Sr. No.	Name of the Directors	Designation	Type of securities held (Equity shares/ Preference Shares/ Debentures)	No. of securities held
1.	Gautam Shah	Managing Director	Equity shares	18,49,402
2.	Bela Shah	Whole time Director	Equity shares	6,72,899

Directors and Key Managerial Personnel:

During the Financial year ended on 31st March, 2025 and up to the date of this report, no changes took place in the Compositions of the Board of
Directors and Key Managerial Personnel of your Company;

Directors Retire by Rotation:

In accordance with the provisions of section 152(6) of the Act and in terms of the Articles of Association of the Company, Mr. Goutam Majumder,
Executive Director (DIN: 08840684) retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re¬
appointment. The Board recommends his re-appointment for the approval of the members of the Company.

The disclosures required pursuant to Regulation 36 of the Listing Obligation and Disclosure Requirement Regulations, 2015 and Secretarial
Standard is given in the Notice of AGM, forming part of the Annual Report and in the Corporate Governance Report, forming part of the Annual
Report. Attention of the Members is also invited to the relevant items in the Notice of the AGM.

Declaration by Independent Director:

The terms and conditions of appointment of Independent Directors are in accordance with the Listing Regulations and also as per the provisions
of the Companies Act, 2013 (“Act”) read with Schedule IV to the Act.

The Company has received annual declaration from all the Independent Directors that they meet the criteria of independence as prescribed u/s
149(7) of the Companies Act, 2013 and Regulation 16(1)(b) of SEBI (Listing Obligations and Disclosure) Regulations, 2015 and there has been no
change in the circumstances which may affect their status as Independent Director during the year.

Your Company has also received confirmation that Independent Directors are not aware of any circumstance or situation, which exist or may be
reasonably anticipated, that could impair or impact his ability to discharge their duties with an objective independent judgment and without any
external influence and that he/she is independent of the management. They have also complied with the Code for Independent Directors
prescribed in Schedule IV to the Act and Code of Conduct for directors and senior management personnel formulated by the company.

All the Members of the Board and the Management Committee have affirmed their compliance with the Code of Conduct as on 31st March, 2025
and a declaration to that effect, signed by the chairman, is attached and forms part of this Report.

All the Independent Directors have applied to Indian Institute of Corporate Affairs for inclusion of their names in the data bank and submitted
the declaration in this regards to the Company.

Statement regarding Opinion of the Board with regard to Integrity, Expertise and Experience (including the proficiency) of the Independent
Directors Appointed during the year:

The Board of Directors are collectively responsible for selection of a member on the Board. The Nomination and Remuneration Committee of the
Company follows a defined criterion for identifying, screening, recruiting and recommending candidates for election as a Director on the Board.
Board of directors is of opinion that Independent Directors of the Company possesses requisite qualification, experience and expertise which will
help in the development of the Company.

Meetings

A. Board Meeting

The Board of Directors of the Company met “08” times during the year under review on 29/05/2024, 27/06/2024, 14/08/2024,
21/08/2024, 30/08/2024, 14/11/2024, 24/12/2024 and 14/02/2025 in respect of which proper notices were given and the proceedings
were properly recorded, signed and maintained in the minute’s book kept by the Company for the purpose. The intervening period between
the Board Meetings were well within the maximum time between the two meetings prescribed under section 173 of the Companies Act, 2013.

The annual calendar of meetings is broadly determined at the beginning of each vear. The details of the meetings held during the vear are as under:

Sr. No.	Name of the Directors	No. of meetings held during the year	No. of meetings held during the year	No. of meetings attended	Last AGM attendance
1.	Gautam Shah	Managing Director	8	8	Yes
2.	Bela Shah	Whole time Directors	8	8	Yes
3.	Goutam Majumder	Executive Director (Technical)	8	8	Yes
4.	Yogesh Valjibhai Kabaria	Independent Director	8	4	No
5.	Surekh Rameshchandra Desai	Independent Director	8	6	Yes
6.	Reema Kalani	Independent Director	8	3	No

B. General Meeting:

An Annual General Meeting of the Company was held on 30th September, 2024 after giving notice to the members of the company during the
financial vear under review.

No Extra Ordinary General Meeting was conducted during the financial year under review.

C. Committees of the Board of Directors of the Company

a. Audit Committee

Audit Committee of the committee met “04” during the year under review on 29/05/2024, 14/08/2024, 14/11/2024 and 14/02/2025 The

intervening period between the committee Meetings were well within the maximum time between the two meetings prescribed under
provisions of the Companies Act, 2013. The details of the meetings held during the year are as under:

Sr. No.	Name of the Member	Category	No. of meetings held during the year	No. of meetings attended
1.	Surekh Rameshchandra Desai	Chairperson	4	4
2.	Yogesh V. Kabaria	Member	4	2
3.	Reema Kalani	Member	4	2
4.	Gautam D. Shah	Member	4	4

b. Nomination and Remuneration Committee

The committee met “01” during the year under review on 27/06/2024. The intervening period between the committee Meetings were well
within the maximum time between the two meetings prescribed under provisions of the Companies Act, 2013. The details of the meetings
held during the year are as under:

Sr. No.	Name of the Member	Category	No. of meetings held during the year	No. of meetings attended
1.	Surekh Rameshchandra Desai	Chairperson	1	1
2.	Yogesh V. Kabaria	Member	1	0
3.	Reema Kalani	Member	1	1

c. Stakeholders Relationship Committee

The committee met “01” during the year under review on 31/12/2024. The intervening period between the committee Meetings were well
within the maximum time between the two meetings prescribed under provisions of the Companies Act, 2013. The details of the meetings
held during the year are as under:

Sr. No.	Name of the Member	Category	No. of meetings held during the year	No. of meetings attended
1.	Yogesh V. Kabaria	Chairperson	1	1
2.	Gautam D. Shah	Member	1	1
3.	Surekh Rameshchandra Desai	Member	1	1

The committee met “01” during the year under review on 29/05/2024. The intervening period between the committee Meetings were well
within the maximum time between the two meetings prescribed under provisions of the Companies Act, 2013. The details of the meetings
held during the year are as under:

Sr. No.	Name of the Member	Category	No. of meetings held during the year	No. of meetings attended
1.	Gautam D. Shah	Chairperson	1	1
2.	Yogesh V. Kabaria	Member	1	1
3.	Surekh Rameshchandra Desai	Member	1	1

e. Independent Directors Committee

The committee met “01” during the year under review on 31/12/2024. The intervening period between the committee Meetings were well
within the maximum time between the two meetings prescribed under provisions of the Companies Act, 2013. The details of the meetings
held during the year are as under:

Sr. No.	Name of the Member	Category	No. of meetings held during the year	No. of meetings attended
1.	Reema Kalani	Chairperson	1	1
2.	Surekh Rameshchandra Desai	Member	1	1
3.	Yogesh V. Kabaria	Member	1	1

The committee met “06” during the year under review on 27/06/2024, 09/07/2024, 06/08/2024, 18/11/2024, 19/12/2024 and
14/02/2025. The intervening period between the committee Meetings were well within the maximum time between the two meetings
prescribed under provisions of the Companies Act, 2013. The details of the meetings held during the year are as under:

Sr. No.	Name of the Member	Category	No. of meetings held during the year	No. of meetings attended
1.	Gautam D. Shah	Chairperson	6	6
2.	Bela G. Shah	Member	6	6
3.	Surekh Rameshchandra Desai	Member	6	6

Annual Return:

Pursuant to Section 92(3) read with Section 134(3) (a) of the Companies Act, 2013, the Annual Return as on 31st March, 2025 is available on the
Company’s website on https://www.shreeajit.com/investors-relation

Directors’ Responsibility Statement:

Pursuant to Section 134(5) of the Companies Act, 2013 your Directors confirms based on the representations received that:

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to
material departures;

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

(c) The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of
the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

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

(e) The Directors had laid down adequate internal financial controls to be followed by the Company and that such internal financial controls are
adequate and were operating effectively during the Financial Year Ended on 31st March, 2025; and

(f) 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.

Internal Financial Controls:

Your Company has in place adequate internal financial controls commensurate with the size, scale and complexity of its operations. Review of the
internal financial controls environment of the Company was undertaken during the year which covered verification of entity level control, process
level control, identification, assessment and definition of key business processes and analysis of risk control matrices etc.

During the period under review, effectiveness of internal financial controls was evaluated. Reasonable Financial Controls are operative for the
business activities of the Company and no material weakness in the design or operation of any control was observed. The internal financial controls
with references to the Financial Statements are commensurate with the size and nature of the business of the Company.

Company’s Policy on Directors’ Appointment and Remuneration:

Pursuant to provisions of Section 134(3) read with Section 178 of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 the Board of Directors, on recommendation of the Nomination and Remuneration Committee, has adopted a
policy for appointment and payment of remuneration to Directors / KMP(s) and other Senior Executives of the Company. The policy is placed on
website of the Company at www.shreeajit.com.

The Nomination and Remuneration Committee also recommends appointment and remuneration of Directors / KMP(s) and other Senior
Executives of the Company, based on expertise and experience. The Committee also ensures that the remuneration is sufficient to attract, retain
and motivate best managerial talents.

Particulars of Loans, Guarantees or Investment:

Pursuant to Section 186 of the Companies Act, 2013 and rules made thereunder, particulars of the loan given, investment made or guarantee given
or security provided and the purpose for which the loan or guarantee or security is proposed to be utilized by the recipient of the loan or guarantee
or security are provided in the notes to the Financial Statements, if any.

Particulars of Contract or Arrangement Regarding Related Party:

During the Financial Year 2024-25, the Company has entered into contract / arrangement / transaction with related parties under Section 188 of
the Companies Act, 2013, details of which, as required to be provided under Section 134(3)(h) of the Companies Act, 2013 read with Rule (8)(2) of
the Companies (Accounts) Rule, 2014 are disclosed in Form No. AOC-2 and the same forms part of this report. The policy on materiality of related
party transaction is placed on website of the Company.

Further, Related Party Disclosure required pursuant to Schedule V of Listing regulation is not applicable to the Company, as there is no such
transaction during the year.

Material Changes and Commitments Affecting Financial Position of the Company:

There are no material changes and commitments affecting the financial position of the Company which have occurred between end of the financial
year of the Company and the date of this Directors’ Report.

Conservation of Energy, Technology Absorption and Foreign Exchange Earning and Outgo:

The relevant information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo as required under
section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is given as Annexure to this Report.

Change in Nature of Business:

There has been no change in the nature of Business of the Company during the financial year under review.

Corporate Social Responsibility:

Pursuant to the provisions of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility) Rules, 2014 and
Schedule VII as amended from time to time, a Corporate Social Responsibility (CSR) Committee of the Board is in place comprising of the
Managing Director and two Independent Directors of the Company. The said Committee has been entrusted with the responsibility of
formulating and recommending to the Board, a Corporate Social Responsibility Policy (CSR Policy), from time to time indicating the activities to
be undertaken by the Company, monitoring the implementation of the framework of the CSR Policy and recommending the amount to be spent
on CSR activities. The Annual Report for the year 2024-25 on CSR activities is annexed with this report. The detailed CSR policy is placed on the
website of the Company at https://www.shreeajit.com/uploads/policies/all/CSR_Policy_23_02_2022.pdf

Establishment of Vigil Mechanism & Whistle Blower Policy:

The Company has established a vigil mechanism for employees to report concerns about unethical behavior, actual or suspected fraud or violation
of the code of conduct and ethics of the Company. It provides for adequate safeguard against the victimization of employees who avail the
mechanism and are allowed direct access to the Chairman of the Audit Committee and Ethics Counselor of the Company. The whistle blower
policy is placed on the website of the Company at https://www.shreeajit.com/uploads/policies/all/Whistle_Blower_Policy.pdf. No personnel
have been denied access to the audit committee.

Performance Evaluation:

Pursuant to the provisions of Section 134 (3) (p), 149(8) and Schedule IV of the Companies Act, 2013 and Regulation 17 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time, annual performance evaluation of the Directors as
well as of the Audit Committee, Nominations and Remuneration Committee, Stakeholders Relationship Committee and Corporate Social
Responsibility (CSR) Committee of the Board has been carried out.

The performance evaluation of the Independent Directors was carried out by the entire Board and the Performance Evaluation of the Chairman
and Non-Independent Directors was carried out by the Independent Directors.

Particulars of Remuneration:

The information required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 made there under, in respect of employees of the Company is as follows:

1. (i) The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year:

Director''s Name	Ratio to median remuneration
Mr. Gautam D. Shah	37.56
Mrs. Bela G. Shah	38.15
Mr. Goutam Majumder#	12.86

Note: Non-executive/ Independent Directors are not paid any remuneration except the sitting fees for attending meetings of the Board
and Committees thereof.

(ii) The percentage Increase/(Decrease) in remuneration of each Director, Chief Executive Officer, Chief Financial Officer, Company
Secretary or Manager, if any, in the financial year:

Director’s/CFO/CEO/CS/Manager name	% Increase/ (Decrease) in remuneration
Mr. Gautam D. Shah, CMD	(0.33)
Mrs. Bela G. Shah, Whole-time Director & CFO	0.93
Mr. Goutam Majumder, Executive Director (Technical)	4984
Mr. Chinmay Methiwala, Company Secretary*	N.A.
Mr. Shanoo Mathew (Till 19th June, 2024)#	N.A.

Note: *Remuneration was drawn for the part of the last year only, hence it is not comparable with previous year

#Remuneration was drawn till 19th June, 2024 (Due to Resignation), hence it is not comparable for whole year
Note: Non-executive/ Independent Directors are not paid any remuneration except the sitting fees for attending meetings of the Board
and Committees thereof.

(iii) Percentage increase in the median remuneration of employees in the financial year: 10.65%

(iv) The number of permanent employees on the rolls of the Company: 274

(v) Average percentile increase already made in the salaries of employees other than managerial personnel in the last financial year and its
comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any
exceptional circumstances for increase in the managerial remuneration:

	% Change in remuneration
Average increase in salary of employees (other than managerial personnel)	24.36%
Average increase in remuneration of managerial personnel	16.62%

(vi) Affirmation that the remuneration is as per the remuneration policy of the Company: YES
Z. Statement pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 for the year ended 31st March, 2025:

Name and Age	Mr. Gautam D. Shah, 60 years	Mrs. Bela G. Shah, 60 years	Mr. Goutam Majumder 64 years
Designation	Chairman and Managing Director	Whole-time Director & CFO	Executive Director
Nature of Employment	Contractual	Contractual	Contractual
Gross Remuneration	Rs. 130.72 Lakhs	Rs. 132.76 Lakhs	Rs. 44.74 Lakhs
Qualification and Experience	BE Civil / 36 years	Bachelor in Science / 23 years	Diploma (Mechanical Engineering)
Date of Joining	01-07-2005	07-02-2015	23-03-2024
Previous Employment	N.A.	N.A.	Shree Gajanan Paper and Boards Private Limited
Percentage of equity shares held	20.72%	7.54%	Nil
Relation with Other Directors	Mrs. Bela G. Shah -Wife	Mr. Gautam D. Shah - Husband	None

Risk Management:

Pursuant to section 134(3)(n) of the Companies Act, 2013 and relevant regulations of Listing Regulations, 2015, the Company has included
appropriate procedures to inform the Board about the risk assessment and minimization procedures.

The Board periodically revisits and reviews the overall risk management plan for making desired changes in response to the dynamics of the
business.

The Company is addressing various risks impacting the paper industry. Some of the risks to which the Company is exposed are as under.

Financial Risks:

The Company’s policy is to actively manage its foreign exchange risks.

Commodity price risks:

The Company proactively manages risks of price fluctuation of raw materials through forward booking and inventory management. The
Company’s reputation for quality product mitigates the impact of price risk on finished goods.

Regulatory risks:

The Company is exposed to risks attached to various statutes and regulations. The Company is mitigating these risks by engaging competent person
in each functional area and through regular review of legal compliances carried out from time to time.

Human resources risks:

Retaining the existing talents and attracting new talents are major risks. These risks are mitigated by regular interaction with concerned employees
and providing congenial working conditions.

Public Deposit:

Your company has not accepted any deposit from the public within the meaning of Chapter V of the Companies Act, 2013, and rules made
thereunder.

Significant and Material Orders Passed by the Regulatory / Judicial Authority:

During the financial year under review, no significant and material orders were passed by the Regulators or Courts or Tribunals that would impact
the going concern status of the Company and its future operations.

Statement of Deviation or Variation:

Disclosure pertaining to statement on deviation or variation in connection with raising of funds w.r.t. Rights Issue is as follows:

Objects for which funds have been raised and where there has been a deviation, in the following table
Original Object	Modified Object, if any	Original Allocation ('' in Lakhs)	Modified Allocation, if any ('' in Lakhs)	Funds Utilized ('' in Lakhs)	Amount of Deviation/ Variation for the quarter according to applicable object ('' in Lakhs)	Remarks, if any
To meet long-term working capital requirements	None	2500.00	-	2500.00	Nil	-
General Corporate Purpose	None	311.78	-	311.78	Nil	-
Issue Expense	None	45.13	-	45.13	Nil	-

Notes: The details of funds received on allotment of 35,71,133 Equity shares are as under:

Particulars	No. of Equity shares	Price (in '')	Amount ('' in Lakhs)#	Remarks
Total Issue size	35,71,133	80.00	2,856.91	The Rights Equity Shares were issued as partly paid-up and an amount of Rs.48/- (i.e. 60% of the Issue Price) per Rights Equity Share has been received on application (of which Rs.6/- towards face value of Rights Equity Share and Rs.42/- towards premium amount of Rights Equity Share). The schedule for payment of the balance amount of Rs.32/- per Rights Equity Share would be at the sole discretion of the Board. The Board of the Company would make the calls for this purpose.
Application monies received towards issued shares till March 31, 2024	35,71,133	48.00	1,714.14
First and Final call monies received towards fully paid shares till March 31, 2025	35,38,517	32.00	1,132.33
After serving Final Demand cum Forfeiture Notice 32,616 shares on whom Rs. 32 (Rs. 28 towards premium Rs. 4 face value) was pending were forfeited.

#Rounded off to two decimal places
Auditors’ and Auditors’ Reports:

A) Statutory Auditor:

Your Company has, at the 28th Annual General Meeting of the Company held on 4th August, 2023, appointed M/s. G. B. Laddha & Co.
LLP, Chartered Accountants (Firm Registration Number-120352W/W-100033) as Statutory Auditors of the Company to hold office up to
the conclusion of the 33rd Annual General Meeting at a remuneration as may be fixed by the Managing Director in consultation with the said
Auditors.

There are no qualifications, reservations or adverse remarks made by the Statutory Auditors in their report for the financial year ended March
31, 2024. No frauds have been reported by the Auditors under sub-section (12) of Section 143 of the Companies Act, 2013.

The notes on financial statements referred to in the Auditors Report are self-explanatory and do not require further explanation by the Board
of Directors as provided under section 134 of the Act.

B) Secretarial Auditor:

Pursuant to Section 204 of Companies Act, 2013, and the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014 your Company had appointed M/s Shilpi Thapar and Associates, Practicing Company Secretaries as Secretarial Auditor to conduct the
Secretarial Audit of the Company form the Financial Year 2025-26 to Financial Year 2029-30 subject to approval of Shareholders in ensuing
Annual General Meeting.

The report of Secretarial Auditor is annexed with this report. The report does not contain any qualification, reservation or adverse remark.

C) Internal Auditors

Pursuant to the provision of Section 138 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, the Company had
appointed M/s. JBR & Co LLP (FRN: W100959), Chartered Accountant in the Board of Directors’ meeting held on 14/02/2025, to conduct
Internal Audit for the financial year 2024-25.

D) Cost Auditor:

Section 148 of the Companies Act 2013 read with Rules made thereunder mandates every Company belonging to category prescribed in the
Rules to undertake a Cost Audit. The company is not required to mandatorily appoint Cost Auditors and maintain cost records as per section
148(1) due to nature of business activities of the Company.

E) Annual Secretarial Compliance Report:

The Company has undertaken an audit for the financial year 2024-25 for all applicable compliances as per SEBI Regulations and Circulars /
Guidelines issued thereunder.

The Annual Secretarial Compliance Report dated 12.05.2025 was issued by Ms. Shilpi Thapar of M/s Shilpi Thapar and Associates,
Practicing Company Secretaries, Ahmedabad and the same was submitted to the stock exchange within 60 days of the end of the financial
year.

Secretarial Standards:

The Company has complied with the applicable Secretarial Standards-1 & 2 issued by the Institute of Company Secretaries of India in respect of
Meetings of Board of Directors and General Meeting respectively.

Maintenance of Cost Records:

The Maintenance of cost records has not been specified by the Central Government under Section 148(1) of the Companies Act, 2013.

Insider Trading Regulations and Code of Disclosure:

The Board of Directors have accepted the Code of Practices and Procedure for Fair Disclosure of Unpublished Price Sensitive Information and
Code of Internal Procedures and Conduct for Regulating, Monitoring and Reporting of Trading by Insider in accordance with the requirement of
SEBI (Prohibition of Insider Trading) Regulations, 2015, which is available on website of the Company at
https://www.shreeajit.com/uploads/policies/all/Code-of-fair-disclosure-upsi-from-01-04-2019.pdf

Details of application made or any proceedings pending under Insolvency and Bankruptcy Code, 2016:

There was no application made or proceedings pending under Insolvency and Bankruptcy Code, 2016 during the period under review.

The details of difference between amount of the valuation done at the time of one- time settlement and the valuation done while taking loan
from the Banks or Financial Institutions along with the reasons thereof:

There has been no instance of one-time settlement during the year.

Audit Trail Applicability (Audit and Auditors) Rules 2014 - Rule 11 of the Companies Act 2013.

the Company has used accounting software’s for maintaining its books of account for the financial year ended March 31, 2025 which has a feature
of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the softwares.
Further, there are no instance of audit trail feature being tampered with.

As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from April 1, 2024, reporting under Rule 11(g) of the Companies
(Audit and Auditors) Rules, 2014 on preservation of audit trail as per the statutory requirements for record retention is not applicable for the
financial year ended March 31, 2025.

Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

The Company’s goal has always been to create an open and safe workplace for every employee to feel empowered, irrespective of gender, sexual
preferences and other factors, and contribute to the best of their abilities. In line to make the workplace a safe environment, the Company has set up

a policy on prevention of sexual harassment in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 (“PoSH Act”). Further, the Company has complied with the provisions under the PoSH Act relating to the
framing of an anti-sexual harassment policy and the constitution of an Internal Committee.

The Company has not received any complaints of work place complaints, including complaints on sexual harassment during the year under
review. OR The following is a summary of complaints received and resolved during the reporting period:

Sr. No.	Nature of Complaints	Received	Disposed-Off	Pending
1.	Sexual Harassment	0	0	0
2.	Workplace Discrimination	0	0	0
3.	Child Labour	0	0	0
4.	Forced Labour	0	0	0
5.	Wages and Salary	0	0	0
6.	Other HR Issues	0	0	0

Disclosure under the Maternity Benefit Act 1961:

The Company declares that it has duly complied with the provisions of the Maternity Benefit Act, 1961. All eligible women employees have been
extended the statutory benefits prescribed under the Act, including paid maternity leave, continuity of salary and service during the leave period,
and post-maternity support such as nursing breaks and flexible return-to-work options, as applicable. The Company remains committed to
fostering an inclusive and supportive work environment that upholds the rights and welfare of its women employees in accordance with applicable
laws.

Policy on Determination of Materiality of Event / Information:

The Company has adopted Policy for determining materiality of Events/Disclosures that mandates the Company to disclose any of the events or
information which, in the opinion of the Board of Directors of the Company is material in the terms of requirement of Regulation 30 of SEBI
(Listing Obligation and Disclosure Requirements) Regulations, 2015, which is available on the website of the Company
https://www.shreeajit.com/investors-relation.

Website of your company:

Your Company maintains a website www.shreeajit.com where detailed information of the Company and specified details in terms of the
Companies Act, 2013 and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 has been provided.

Acknowledgement:

The Directors wish to express their gratitude to the State and Central Governments, lending Financial Institutions, Banks & Stock Exchange for
their continued support during the year. The Directors wish to convey their thanks to the valued shareholders, customers, dealers and suppliers for
their continued patronage during the year under review and record their appreciation of the contribution made by all the employees during the
year.

For and on behalf of the Board of Directors

Gautam D. Shah Bela G. Shah

Place: Vapi Chairman and Managing Director Whole-time Director and CFO

Date: 14th August, 2025 DIN: 00397319 DIN: 01044910

---

Mar 31, 2024

Your Directors have pleasure in presenting their Twenty-Ninth Annual Report and the Audited Financial Statements for the financial year ended on 31st March, 2024, together with the Independent Auditors'' Report thereon.

Financial Results:

Particulars	Consolidated		Standalone
	Financial Year Ended on 31-03-2024	Financial Year Ended on 31-03-2023	Financial Year Ended on 31-03-2024	Financial Year Ended on 31-03-2023
Revenue from operations	29,450.83	37,187.69	29,450.83	37,187.69
Other income	667.86	41.56	663.40	37.92
Total income Expenses	30,118.69	37,229.25	30,114.23	37,225.61
Operating expenditure	27,371.32	34,270.46	27,370.74	34,269.91
Depreciation and amortization expenses	911.65	720.70	911.65	720.70
Total expenses	28,282.97	34,991.16	28,282.39	34,990.61
Profit before finance cost and tax	1,835.72	2,238.09	1,831.84	2,235.00
Finance costs	739.65	649.65	739.65	649.65
Share of (loss)/ profit of joint venture accounted for using equity method	33.49	938.90	-	-
Profit before tax (PBT)	1,129.56	2,527.34	1,092.19	1,585.35
Current tax expenses	204.65	484.79	203.62	483.98
Tax adjustment for prior year	(192.00)	-	(192.00)	-
Deferred tax expenses	291.96	(27.42)	291.96	(27.42)
Profit for the year	824.95	2,069.97	788.61	1,128.79
Total comprehensive income for the year	797.71	2,073.47	761.37	1,132.29

Transfer to reserve:

The Company was not required to transfer any amount to any reserves during the year.

Dividend:

The company anticipates significant capital expenditure and investment requirements in upcoming period to support growth initiatives and operational efficiency. Retaining earnings will enable us to fund these strategic investments effectively. Hence your company does not recommend any dividend for the financial year 2023-24.

The Company has not paid any Interim Dividend during the financial year under review.

Fund Raising (Rights Issue):

The Board, at its meeting held on 14th July, 2023, approved the issuance of equity shares of the Company by way of a rights issue to the existing shareholders of the Company for an amount not exceeding 35 crores. Subsequently, the Right Issue Committee of the Board approved the allotment of 35,71,133 partly paid Equity Shares having face value of 48 per share payable as application money and 70 per equity shares (80 i.e. at a premium 28.56 crones at an issue price of 10 each for an amount aggregating to 32 per share payable on first and final call) on a rights basis. The said issue opened for subscription by shareholders on January 30, 2024 and closed on February 20, 2024. The shares were allotted to the shareholders on February 26, 2024.

The funds raised by the Company through aforesaid Rights Issue, have been utilised for the objects stated in the Letter of Offer, dated January 15, 2024 and no deviation from stated purposes has taken place.

Management Discussion and Analysis:

Management''s Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015 (LODR Regulation) read with Schedule V thereto, forms part of this Annual Report.

Corporate Governance:

Your Company is committed to maintain the steady standards of corporate governance and adhere to the corporate governance requirements set out under extant law. The Report on corporate governance as stipulated under Regulation 34 of the SEBI Listing Regulations read with Schedule V thereto is placed in a separate Section forming part of the Annual Report.

Compliance Certificate from practicing company secretaries regarding compliance of conditions of corporate governance is attached herewith. Finance:

The repayment of due loan installments and interest payment is being regularly done.

Subsidiary Company, Joint Venture and Consolidated Financial Statements:

The Company has One Subsidiary Company i.e. Shree Samrudhi Industrial Papers Private Limited which has not yet commenced any business as on 31st March, 2024. Further, the Company has One Joint Venture named Shree Samrat Pulp and Paper LLP (formerly known as Shree Samrat Pulp and Paper Private Limited) as on 31st March, 2024.

As required by Section 129 (3) of the Companies Act, 2013 and Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Consolidated Financial Statements for the year ended on 31st March, 2024, prepared in accordance with the relevant accounting standards as prescribed under Section 133 of the Companies Act, 2013 and the Auditors report there on are attached.

As required by first proviso of Section 129 (3) of the Companies Act, 2013 and Rule 5 of the Companies (Accounts) Rules, 2014, the statement containing the salient features of the financial statements of the Company''s subsidiary (Shree Samrudhi Industrial Papers Private Limited) and joint venture (Shree Samrat Pulp and Paper Private LLP), in form AOC-1 is also attached. The statement also provides the details of performance and financial position of the said subsidiary Company and joint venture LLP.

Shareholders interested in obtaining a copy of the annual audited financial statements of the subsidiary Company may write to the Company and provide their Email ID.

Directors and Key Managerial Personnel:

During the Financial year ended on 31st March, 2024 and up to the date of this report, the following changes took place in the Compositions of the Board of Directors and Key Managerial Personnel of your Company;

Sr. No.	Name	Nature of Change	Mode of Appointment / Cessation	Effective Date of Change
1	Mr. Prakash Dayrambhai Patel (DIN: 00378204)	Appointed as an Executive Director	By the Members	25/06/2023
2	Mr. Gautam D. Shah (DIN: 00397319)	Re-Appointed as an Managing Director	By the Members	04/03/2024
3	Mr. Prakash Dayrambhai Patel (DIN: 00378204)	Resigned as an Executive Director	By the Board of Directors	05/03/2024
4	Mr. Goutam Majumder (DIN: 08840684)	Appointed as an Additional Director (Executive-Technica	By the Board of Directors )	23/03/2024
5	Mr. Surekh Rameshchandra Desai (DIN: 01824382)	Appointed as an Additional Director (Independent)	By the Board of Directors	23/03/2024
6	Mrs. Reema Kalani (DIN:07874899)	Appointed as an Additional Director (Independent)	By the Board of Directors	23/03/2024
7	Mr. Nawal Kishor Modi (DIN: 00722024)	Resigned as an Independent Director	By the Board of Directors	22/03/2024
8	Mr. Darshak Bhupatrai Shah (DIN: 00098897)	Resigned as an Independent Director (Tenure Completio	By the Board of Directors n)	31/03/2024
9	Mr. Goutam Majumder (DIN: 08840684)	Appointed as an Executive Director (Technical)	By the Members	30/05/2024
10	Mr. Surekh Rameshchandra Desai (DIN: 01824382)	Appointed as an Independent Director	By the Members	30/05/2024
11	Mrs. Reema Kalani (DIN:07874899)	Appointed as an Independent Director	By the Members	30/05/2024

Directors Retire By Rotation:

In accordance with the provisions of section 152(6) of the Act and in terms of the Articles of Association of the Company, Mrs. Bela G. Shah, Executive Director (DIN: 01044910) retires by rotation at the ensuing Annual General Meeting and being eligible, offers herself for reappointment. The Board recommends her re-appointment for the approval of the members of the Company.

The disclosures required pursuant to Regulation 36 of the Listing Obligation and Disclosure Requirement Regulations, 2015 and Secretarial Standard is given in the Notice of AGM, forming part of the Annual Report and in the Corporate Governance Report, forming part of the Annual Report. Attention of the Members is also invited to the relevant items in the Notice of the AGM.

Declaration by Independent Director:

The terms and conditions of appointment of Independent Directors are in accordance with the Listing Regulations and also as per the provisions of the Companies Act, 2013 (“Act”) read with Schedule IV to the Act.

The Company has received annual declaration from all the Independent Directors that they meet the criteria of independence as prescribed u/s 149(7) of the Companies Act, 2013 and Regulation 16(1)(b) of SEBI (Listing Obligations and Disclosure) Regulations, 2015 and there has been no change in the circumstances which may affect their status as Independent Director during the year.

Your Company has also received confirmation that Independent Directors are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact his ability to discharge their duties with an objective independent judgment and without any external influence and that he/she is independent of the management. They have also complied with the Code for Independent Directors prescribed in Schedule IV to the Act and Code of Conduct for directors and senior management personnel formulated by the company.

All the Members of the Board and the Management Committee have affirmed their compliance with the Code of Conduct as on 31st March, 2024 and a declaration to that effect, signed by the chairman, is attached and forms part of this Report.

All the Independent Directors have applied to Indian Institute of Corporate Affairs for inclusion of their names in the data bank and submitted the declaration in this regards to the Company.

Statement regarding Opinion of the Board with regard to Integrity, Expertise and Experience (including the proficiency) of the Independent Directors Appointed during the year:

The Board of Directors are collectively responsible for selection of a member on the Board. The Nomination and Remuneration Committee of the Company follows a defined criterion for identifying, screening, recruiting and recommending candidates for election as a Director on the Board. Board of directors is of opinion that Independent Directors of the Company possesses requisite qualification, experience and expertise which will help in the development of the Company.

Annual Return:

Pursuant to Section 92(3) read with Section 134(3) (a) of the Companies Act, 2013, the Annual Return as on 31st March, 2024 is available on the Company''s website on https://www.shreeaiit.com/investors-relation

Directors’ Responsibility Statement:

Pursuant to Section 134(5) of the Companies Act, 2013 your Directors confirms based on the representations received that:

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

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

(c) The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

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

(e) The Directors had laid down adequate internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively during the Financial Year Ended on 31st March, 2024; and

(f) 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.

Internal Financial Controls:

Your Company has in place adequate internal financial controls commensurate with the size, scale and complexity of its operations. Review of the internal financial controls environment of the Company was undertaken during the year which covered verification of entity level control, process level control, identification, assessment and definition of key business processes and analysis of risk control matrices etc.

During the period under review, effectiveness of internal financial controls was evaluated. Reasonable Financial Controls are operative for the business activities of the Company and no material weakness in the design or operation of any control was observed. The internal financial controls with references to the Financial Statements are commensurate with the size and nature of the business of the Company.

Company’s Policy on Directors’ Appointment and Remuneration:

Pursuant to provisions of Section 134(3) read with Section 178 of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Board of Directors, on recommendation of the Nomination and Remuneration Committee, has adopted a policy for appointment and payment of remuneration to Directors / KMP(s) and other Senior Executives of the Company. The policy is placed on website of the Company at www.shreeajit.com.

The Nomination and Remuneration Committee also recommends appointment and remuneration of Directors / KMP(s) and other Senior Executives of the Company, based on expertise and experience. The Committee also ensures that the remuneration is sufficient to attract, retain and motivate best managerial talents.

Particulars of Loans, Guarantees or Investment:

Pursuant to Section 186 of the Companies Act, 2013 and rules made thereunder, particulars of the loan given, investment made or guarantee given or security provided and the purpose for which the loan or guarantee or security is proposed to be utilized by the recipient of the loan or guarantee or security are provided in the notes to the Financial Statements, if any.

Particulars of Contract or Arrangement Regarding Related Party:

During the Financial Year 2022-23, the Company has entered into contract / arrangement / transaction with related parties under Section 188 of the Companies Act, 2013, details of which, as required to be provided under Section 134(3)(h) of the Companies Act, 2013 read with Rule (8)(2) of the Companies (Accounts) Rule, 2014 are disclosed in Form No. AOC-2 and the same forms part of this report. The policy on materiality of related party transaction is placed on website of the Company.

Further, Related Party Disclosure required pursuant to Schedule V of Listing regulation is not applicable to the Company, as there is no such transaction during the year.

Material Changes and Commitments Affecting Financial Position of the Company:

There are no material changes and commitments affecting the financial position of the Company which have occurred between end of the financial year of the Company and the date of this Directors'' Report.

Conservation of Energy, Technology Absorption and Foreign Exchange Earning and Outgo:

The relevant information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo as required under section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is given as Annexure to this Report.

Change in Nature of Business:

There has been no change in the nature of Business of the Company during the financial year under review.

Corporate Social Responsibility:

Pursuant to the provisions of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility) Rules, 2014 and Schedule VII as amended from time to time, a Corporate Social Responsibility (CSR) Committee of the Board is in place comprising of the Managing Director and two Independent Directors of the Company. The said Committee has been entrusted with the responsibility of formulating and recommending to the Board, a Corporate Social Responsibility Policy (CSR Policy), from time to time indicating the activities to be undertaken by the Company, monitoring the implementation of the framework of the CSR Policy and recommending the amount to be spent on CSR activities. The Annual Report for the year 2023-24 on CSR activities is annexed with this report. The detailed CSR policy is placed on the website of the Company at https://www.shreeaiit.com/uploads/policies/all/CSR Policy 23 02 2022.pdf

Establishment of Vigil Mechanism & Whistle Blower Policy:

The Company has established a vigil mechanism for employees to report concerns about unethical behaviour, actual or suspected fraud or violation of the code of conduct and ethics of the Company. It provides for adequate safeguard against the victimization of employees who avail the mechanism and are allowed direct access to the Chairman of the Audit Committee and Ethics Counselor of the Company. The whistle blower policy is placed on the website of the Company at https://www.shreeajit.com/uploads/policies/all/Whistle_Blower_Policy.pdf No personnel have been denied access to the audit committee.

Performance Evaluation:

Pursuant to the provisions of Section 134 (3) (p), 149(8) and Schedule IV of the Companies Act, 2013 and Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time, annual performance evaluation of the Directors as well as of the Audit Committee, Nominations and Remuneration Committee, Stakeholders Relationship Committee and Corporate Social Responsibility (CSR) Committee of the Board has been carried out.

The performance evaluation of the Independent Directors was carried out by the entire Board and the Performance Evaluation of the Chairman and Non-Independent Directors was carried out by the Independent Directors.

Particulars of Remuneration:

The information required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 made there under, in respect of employees of the Company is as follows:

1. ( i ) The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year:

Director''s Name	Ratio to median remuneration
Mr. Gautam D. Shah	47.52
Mrs. Bela G. Shah	47.66
Mr. Prakash Dayarambhai Patel1	N.A.
Mr. Goutam Majumder#	N.A.

* Remuneration was drawn for the part of the year only, hence it is not comparable with previous year #Payment commenced during the current year, hence it is not comparable with Median remuneration

Note: Non-executive/ Independent Directors are not paid any remuneration except the sitting fees for attending meetings of the Board and Committees thereof.

(ii) The percentage Increase/(Decrease) in remuneration of each Director, Chief Executive Officer, Chief Financial Officer, Company Secretary or Manager, if any, in the financial year:

Director’s/CFO/CEO/CS/Manager name	% Increase/ (Decrease) in remuneration
Mr. Gautam D. Shah, CMD	0.00
Mrs. Bela G. Shah, Whole-time Director & CFO	0.59
Mr. Prakash Dayarambhai Patel, Executive Director1	N.A.
Mr. Goutam Majumder, Executive Director (Technical) #	N.A.
Mr. Shanoo Mathew, Company Secretary	35.05%

Note: ¹Remuneration was drawn for the part of the year only, hence it is not comparable with previous year #Remuneration commenced during the current year, hence it is not comparable with previous year Note: Non-executive/ Independent Directors are not paid any remuneration except the sitting fees for attending meetings of the Board and Committees thereof.

(iii) Percentage increase in the median remuneration of employees in the financial year: 10.65%

(iv) The number of permanent employees on the rolls of the Company: 274 1

(v) Average percentile increase already made in the salaries of employees other than managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration:

	% Change in remuneration
Average increase in salary of employees (other than managerial personnel)	8.77%
Average increase in remuneration of managerial personnel	(6.18%)

(vi) Affirmation that the remuneration is as per the remuneration policy of the Company: YES 2. Statement pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 for the year ended 31st March, 2024:

Name and Age	Mr. Gautam D. Shah, 59 years	Mrs. Bela G. Shah, 59 years	Mr. Prakash D Patel	Mr. Goutam Majumder
Designation	Chairman and Managing Director	Whole-time Director & CFO	Executive Director	Executive Director
Nature of Employment	Contractual	Contractual	Contractual	Contractual
Gross Remuneration	Rs. 131.15 Lakhs	Rs. 131.54 Lakhs	Rs. 4.96 lakhs1	Rs. 0.88 lakh#
Qualification and Experience	BE Civil / 35 years	Bachelor in Science / 22 years	BE (Electronics)/ 29 years	Diploma (Mechanical Engineering)
Date of Joining	01-07-2005	07-02-2015	29-03-2023	05-03-2024
Previous Employment	N.A.	N.A.	N.A.	Shree Gajanan Paper and Boards Private Limited
Percentage of equity shares held	20.72%	7.54%	Nil	Nil
Relation with Other Directors	Mrs. Bela G. Shah -Wife	Mr. Gautam D. Shah - Husband	None	None

Risk Management:

Pursuant to section 134(3)(n) of the Companies Act, 2013 and relevant regulations of Listing Regulations, 2015, the Company has included appropriate procedures to inform the Board about the risk assessment and minimization procedures.

The Board periodically revisits and reviews the overall risk management plan for making desired changes in response to the dynamics of the business.

The Company is addressing various risks impacting the paper industry. Some of the risks to which the Company is exposed are as under.

Financial Risks:

The Company’s policy is to actively manage its foreign exchange risks.

Commodity price risks:

The Company proactively manages risks of price fluctuation of raw materials through forward booking and inventory management. The Company’s reputation for quality product mitigates the impact of price risk on finished goods.

Regulatory risks:

The Company is exposed to risks attached to various statutes and regulations. The Company is mitigating these risks by engaging competent person in each functional area and through regular review of legal compliances carried out from time to time.

Human resources risks:

Retaining the existing talents and attracting new talents are major risks. These risks are mitigated by regular interaction with concerned employees and providing congenial working conditions.

Public Deposit:

Your company has not accepted any deposit from the public within the meaning of Chapter V of the Companies Act, 2013, and rules made thereunder.

Significant and Material Orders Passed by the Regulatory / Judicial Authority:

During the financial year under review, no significant and material orders were passed by the Regulators or Courts or Tribunals that would impact the going concern status of the Company and its future operations.

Statement of Deviation or Variation:

Disclosure pertaining to statement on deviation or variation in connection with raising of funds from public is not applicable to the Company as the proceeds made from the public issue has been fully utilized.

Objects for which funds have been raised and where there has been a deviation, in the following table
Original Object	Modified Object, if any	Original Allocation ('' in Lakhs)	Modified Allocation, if any ('' in Lakhs)	Funds Utilized ('' in Lakhs)	Amount of Deviation/ Variation for the quarter according to applicable object ('' in Lakhs)	Remarks, if any
To meet long-term working capital requirements	None	2500.00		1500.00	Nil
General Corporate Purpose	None	311.78		169.01	Nil	-
Issue Expense	None	45.13	-	45.13	Nil	-

Notes: The details of funds received on allotment of 35,71,133 Equity shares are as under:

Particulars	No. of Equity	Price	Amount	Remarks
	shares	(in ''	(? in Lakhs)#
Total Issue size	35,71,133	80.00	2,856.91	The Rights Equity Shares were issued as partly paid-up and an amount of Rs.48/- (i.e. 60% of the Issue Price) per Rights Equity Share has been received on application (of which Rs.6/- towards face value of Rights Equity Share and Rs.42/- towards premium amount of Rights Equity Share). The schedule for payment of the balance amount of Rs.32/- per Rights Equity Share would be at the sole discretion of the Board. The Board of the Company would make the calls for this purpose.
Details of allotment till March 31, 2024	35,71,133	48.00	1,714.14

Auditors’ and Auditors’ Reports:

A) Statutory Auditor:

Your Company has, at the 28th Annual General Meeting of the Company held on 4th August, 2023, appointed M/s. G. B. Laddha & Co. LLP, Chartered Accountants (Firm Registration Number-120352W/W-100033) as Statutory Auditors of the Company to hold office up to the conclusion of the 33rd Annual General Meeting at a remuneration as may be fixed by the Managing Director in consultation with the said Auditors. There are no qualifications, reservations or adverse remarks made by the Statutory Auditors in their report for the financial year ended March 31, 2024. No frauds have been reported by the Auditors under sub-section (12) of Section 143 of the Companies Act, 2013.

The notes on financial statements referred to in the Auditors Report are self-explanatory and do not require further explanation by the Board ofDirectors as provided under section 134 of the Act.

B) Secretarial Auditor:

Pursuant to Section 204 of Companies Act, 2013, and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 your Company had appointed M/s Shilpi Thapar and Associates, Practicing Company Secretaries as Secretarial Auditor to conduct the Secretarial Audit of the Company for the Financial Year 2023-24.

The report of Secretarial Auditor is annexed with this report. The report does not contain any qualification, reservation or adverse remark.

C) Internal Auditors

Pursuant to the provision of Section 138 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, the Company had appointed M/s. Ernst & Young LLP (FRN: AAB 4343), Chartered Accountant in the Board of Directors'' meeting held on 30/05/2023, to conduct Internal Audit for the financial year 2023-24.

D) Cost Auditor:

Section 148 of the Companies Act 2013 read with Rules made thereunder mandates every Company belonging to category prescribed in the Rules to undertake a Cost Audit. The company is not required to mandatorily appoint Cost Auditors and maintain cost records as per section 148(1) due to nature of business activities of the Company.

E) Annual Secretarial Compliance Report:

The Company has undertaken an audit for the financial year 2023-24 for all applicable compliances as per SEBI Regulations and Circulars / Guidelines issued thereunder.

The Annual Secretarial Compliance Report dated 08.05.2024 was issued by Ms. Shilpi Thapar of M/s Shilpi Thapar and Associates, Practicing Company Secretaries, Ahmedabad and the same was submitted to the stock exchange within 60 days of the end of the financial year. Secretarial Standards:

The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India in respect of Meetings of Board of Directors and General Meeting respectively.

Maintenance of Cost Records:

The Maintenance of cost records has not been specified by the Central Government under Section 148(1) of the Companies Act, 2013.

Insider Trading Regulations and Code of Disclosure:

The Board of Directors have accepted the Code of Practices and Procedure for Fair Disclosure of Unpublished Price Sensitive Information and Code of Internal Procedures and Conduct for Regulating, Monitoring and Reporting of Trading by Insider in accordance with the requirement of SEBI (Prohibition of Insider Trading) Regulations, 2015, which is available on website of the Company at https://www.shreeajit.com/uploads/policies/aU/Code''of''fair''disclosure-upsi''from''01''04''2019.pdf Details of application made or any proceedings pending under Insolvency and Bankruptcy Code, 2016:

There was no application made or proceedings pending under Insolvency and Bankruptcy Code, 2016 during the period under review.

The details of difference between amount of the valuation done at the time of one- time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof:

There has been no instance of one''time settlement during the year.

Policy on Determination of Materiality of Event / Information:

The Company has adopted Policy for determining materiality of Events/Disclosures that mandates the Company to disclose any of the events or information which, in the opinion of the Board of Directors of the Company is material in the terms of requirement of Regulation 30 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, which is available on the website of the Company https://www.shreeajit.com/investors-relation.

Website of your company:

Your Company maintains a website www.shreeajit.com where detailed information of the Company and specified details in terms of the Companies Act, 2013 and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 has been provided.

Acknowledgement:

The Directors wish to express their gratitude to the State and Central Governments, lending Financial Institutions, Banks & Stock Exchange for their continued support during the year. The Directors wish to convey their thanks to the valued shareholders, customers, dealers and suppliers for their continued patronage during the year under review and record their appreciation of the contribution made by all the employees during the year.

For and on behalf of the Board of Directors

Gautam D. Shah Bela G. Shah

Place: Vapi Chairman and Managing Director Whole-time Director and CFO

Date: 21st August, 2024 DIN: 00397319 DIN: 01044910

1

Mr. Prakash D. Patel''s Gross Remuneration amount is from the period till 29-03-2023.

# Mr. Goutam Majumder''s Gross Remuneration amount is from the period 05-03-2024

---

Mar 31, 2018

TO THE MEMBERS:

The Directors have pleasure in presenting their Twenty-Third Annual Report and the Audited Financial Statements for the year ended on 31st March 2018, together with the Independent Auditors’ Report thereon.

Financial Results: (Rs. in Lakh)

	Current	Previous
Particulars	Year Ended	Year Ended
	31-03-2018	31-03-2017
Revenue from operations	25269.76	22177.96
Other income	13.03	5.50
Total income	25282.79	22183.46
Expenses
Operating expenditure	22824.08	20321.97
Depreciation and amortization expenses	646.25	541.00
Total expenses	23470.33	20862.97
Profit before finance cost and tax	1812.46	1320.49
Finance costs	565.07	416.13
Profit before tax (PBT)	1247.39	904.36
Current tax expenses	257.44	184.90
Deferred tax expenses	105.99	79.02
Exceptional item	58.55	-
Profit for the year	825.41	640.44
Total comprehensive income for the year	827.65	640.83
Balance brought forward from previous year	8780.05	8187.58
Amount Available for Appropriation	9607.69	8828.40
Appropriations:
Proposed Dividend (Including Tax)	48.35	48.35
Balance carried to Balance Sheet	9559.35	8780.05

Dividend:

Your Directors have pleasure in recommending a modest dividend of 7.50%, i.e. Rs. 0.75 per Equity Share (previous year 7.50% i.e. Rs. 0.75) on 5356700 Equity Shares of Rs. 10/- each for the year 2017-2018.

Management Discussion and Analysis:

Attached report on Management Discussion and Analysis, which is forming part of this report, adequately deals with the operations as also current and future outlook of the Company.

Corporate Governance:

Pursuant to Regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate report titled Corporate Governance is attached to this Annual Report.

Finance:

The repayment of due loan installments and interest payment is being regularly done.

Subsidiary Company, Joint Venture and Consolidated Financial Statements:

The Company’s subsidiary Shree Samrudhi Industrial Papers Pvt. Ltd. has not yet commenced any business.

As required by Section 129 (3) of the Companies Act, 2013 and Regulation 33 of SEBI (Listing Obligations and

Disclosure Requirements) Regulations, 2015 the Consolidated Financial Statements for the year ended on 31st March, 2018, prepared in accordance with the relevant accounting standards as prescribed under Section 133 of the Companies Act, 2013 and the Auditors report there on are attached.

As required by first proviso of Section 129 (3) of the Companies Act, 2013 and Rule 5 of the Companies (Accounts) Rules, 2014, the statement containing the salient features of the financial statements of the Company’s subsidiary (Shree Samrudhi Industrial Papers Pvt. Ltd.) and joint venture (Shree Samrat Pulp and Paper Pvt. Ltd.), in form AOC-1 is also attached. The statement also provides the details of performance and financial position of the said subsidiary and joint venture Companies.

Shareholders interested in obtaining a copy of the annual audited financial statements of the subsidiary Company may write to the Company.

Directors and Key Managerial Personnel:

Mrs. Bela G. Shah, Executive Director (DIN: 01044910) retires by rotation at the ensuing Annual General Meeting and being eligible, offers herself for re-appointment. She has also been re-designated as “Executive Director and Chief Financial Officer” w.e.f. 17th May, 2018.

Extract of the Annual Return:

An extract of the Annual Return in Form MGT-9 for the year ended on 31st March, 2018 pursuant to sub-section (3) of Section 92 of the Companies Act, 2013 is annexed with this report.

Directors’ Responsibility Statement:

In accordance with Section 134(5) of the Companies Act, 2013 your Board of Directors confirms that:

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

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

(c.i 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;

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

(e) 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; and

(f) 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.

Internal Financial Controls:

Your Company has in place adequate internal financial controls commensurate with the size, scale and complexity of its operation. Review of the internal financial controls environment of the Company was undertaken during the year which covered verification of entity level control, process level control, identification, assessment and definition of key business processes and analysis of risk control matrices etc. During the period under review, effectiveness of internal financial controls was evaluated. Reasonable Financial Controls are operative for the business activities of the Company and no material weakness in the design or operation of any control was observed. The internal financial controls with references to the Financial Statements are commensurate with the size and nature of the business of the Company.

Statement on declaration given by Independent Directors u/s. 149(6):

Every Independent Director has given declaration that he meets the criteria of independence as provided in Section 149 (6) and Schedule IV of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Company’s Policy on Directors’ Appointment and Remuneration:

Pursuant to provisions of Section 134 (3) read with Section 178 of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Board of Directors, on recommendation of the Nomination and Remuneration Committee, has adopted a policy for appointment and remuneration of Directors / KMP(s) and other senior executives of the company. The policy is placed on website of the Company at www.shreeajit.com.

The Nomination and Remuneration Committee also recommends appointment and remuneration of Directors / KMP(s) and other senior executives of the company, based on expertise and experience. The Committee also ensures that the remuneration is sufficient to attract, retain and motivate best managerial talents.

Particulars of Loans, Guarantees or Investment u/s. 186:

During the year the Company has not given any loans or guarantees or made any investments exceeding limit under Section 186 of Companies Act, 2013.

Particulars of Contract or Arrangement Regarding Related Party u/s. 188:

During the Financial Year 2017-18 the Company has not entered into any contract or arrangement with related party under Section 188 of the Companies Act, 2013. The policy on materiality of related party transaction is placed on website of the Company.

Material Changes and Commitment affecting Financial Position of the Company:

There are no material changes and commitments affecting the financial position of the Company which have occurred between end of the financial year of the Company and the date of Directors’ Report.

Conservation of Energy, Technology Absorption and Foreign Exchange Earning and Outgo:

The relevant information is given as an annexure to this report.

CSR Committee and Implementation of CSR Projects:

Pursuant to the provisions of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility) Rules, 2014 and Schedule VII as amended time to time, a Corporate Social Responsibility (CSR) Committee of the Board is in place comprising of the Managing Director and one Independent Director and one Non Executive Director. The said Committee has been entrusted with the responsibility of formulating and recommending to the Board, a Corporate Social Responsibility Policy (CSR Policy), from time to time indicating the activities to be undertaken by the Company, monitoring the implementation of the framework of the CSR Policy and recommending the amount to be spent on CSR activities. The Annual Report for the year 2017-18 on CSR activities is annexed with this report. The detailed CSR policy is placed on the website of the Company.

Establishment of Vigil Mechanism:

The Company has established a vigil mechanism for employees to report concerns about unethical behaviour, actual or suspected fraud or violation of the code of conduct and ethics of the Company. It provides for adequate safeguard against the victimization of employees who avail the mechanism and are allowed direct access to the Chairman of the Audit Committee and Ethics Counselor of the Company. The whistle blower policy is placed on the website of the Company.

Performance Evaluation:

Pursuant to the provisions of Section 134 (3) (p), 149(8) and Schedule IV of the Companies Act, 2013 and Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time, annual performance evaluation of the Directors as well as of the Audit Committee, Nominations and Remuneration Committee, Stakeholders Relationship Committee and Corporate Social Responsibility (CSR) Committee of the Board has been carried out.

The performance evaluation of the Independent Directors was carried out by the entire Board and the Performance Evaluation of the Chairman and Non-Independent Directors was carried out by the Independent Directors.

Particulars of Remuneration:

The information required under Section 197 of the Companies Act, 2013 and Rules made there under, in respect of employees of the Company is as follows:

1. (i) The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year:

Director’s Name	Ratio to median remuneration
Mr. Gautam D. Shah	59.04
Mrs. Bela G. Shah	42.17

Note : Non Executive/Independent Directors are not paid any remuneration except the sitting fees for attending meetings of the Board and Committees thereof.

(ii) The percentage increase in remuneration of each Director, Chief Executive Officer, Chief Financial Officer, Company Secretary or Manager, if any, in the financial year:

Director’s/CFO/CEO/CS/Manager name	% Increase in remuneration
Mr. Gautam D. Shah, CMD	100.28
Mrs. Bela G. Shah, Executive Director	43.05
Mr. Rakesh Kumar Kumawat, Company Secretary	4.30

Note :Non Executive/Independent Directors are not paid any remuneration except the sitting fees for attending meetings of the Board and Committees thereof.

(iii) Percentage increase in the median remuneration of employees in the financial year: 12.93%

(iv) The number of permanent employees on the rolls of the company: 266

(v) Average percentile increase already made in the salaries of employees other than managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration;

The average increase in salaries of employees other than managerial personnel in 2017-18 was 8.36%. Percentage increase in the managerial remuneration for the year was 68.26% KMP salary increase is decided based on the individual’s and Company’s performance.

(vi) Affirmation that the remuneration is as per the remuneration policy of the Company: YES

2. Statement pursuant to Section 197 (12) of the Companies Act, 2013 read with Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 for the year ended 31st March, 2018: NONE

Risk Management:

The Company is addressing various risks impacting the paper industry. Some of the risks to which the Company is exposed are as under.

Financial Risks:

The Company’s policy is to actively manage its foreign exchange risks.

Commodity price risks:

The Company proactively manages risks of price fluctuation of raw materials through forward booking and inventory management. The Company’s reputation for quality product mitigates the impact of price risk on finished goods.

Regulatory risks:

The Company is exposed to risks attached to various statutes and regulations. The Company is mitigating these risks by engaging competent person in each functional area and through regular review of legal compliances carried out from time to time.

Human resources risks:

Retaining the existing talents and attracting new talents are major risks. These risks are mitigated by regular interaction with concerned employees and providing congenial working conditions.

Disclosure under Sexual Harassment of Women at work place (Prevention. Prohibition and Redressal) Act, 2013:

There was no complaint received from any woman employee during the financial year 2017-18 and hence no complaint is outstanding as on 31st March, 2018 for redressal.

Public Deposit:

The company has not accepted any deposit from the public within the meaning of chapter V of the Companies Act, 2013, and rules there under.

Significant and Material Orders passed by the Regulators:

During the financial year under review, no significant and material orders were passed by the regulators or courts or tribunals that would impact the going concern status of the Company and its future operations.

Auditors:

The notes on financial statements referred to in the Auditors Report are self-explanatory and do not require further explanation.

Your Company has, at the 21st Annual General Meeting of the company held on 30th August, 2016, appointed M/s. Deloitte Haskins & Sells LLP, Chartered Accountants, Mumbai (Firm Registration Number-117366W/W-100018) as Statutory Auditors of the Company to hold office up to the conclusion of the 26th Annual General Meeting at a remuneration as may be fixed by the Managing Director in consultation with the said Auditors.

Secretarial Audit Report:

Pursuant to Section 204 of Companies Act, 2013, your Company had appointed Mr. V. C. Khambhata, Practicing Company Secretary (CP No. 6177) as Secretarial Auditor to conduct the Secretarial Audit of the Company for the Financial Year 2017-18. The report of Secretarial Auditor is annexed with this report. The report does not contain any qualification, reservation or adverse remark.

Secretarial Standards:

The Company has complied with the Secretarial Standards issued by the Institute of Company Secretaries of India in respect of Meetings of Board and Shareholders.

Acknowledgment:

The Board wishes to express its appreciation to the Bankers, Shareholders, Customers, Suppliers and Employees of the Company for their support during the year.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Place : Vapi Gautam D. Shah Bela G. Shah

Date : 17th May 2018 Chairman and Managing Director Executive Director & CFO

DIN : 00397319 DIN : 01044910

---

Mar 31, 2016

TO THE MEMBERS:

The Directors have pleasure in presenting their Twenty-first Annual Report and the Audited Financial Statements for the year ended on 31^st March 2016, together with the Independent Auditors'' Report thereon.

Financial Results: (Rs. in Lacs)

Particulars	Current Year Ended 31-03-2016	Previous Year Ended 31-03-2015
Gross Sales/ Income from operations (Including Excise Duty and Sales Tax)	24334.82	20679.96
Other Income	4.36	8.39
Total Expenditure	(21621.36)	(18740.99)
Interest	(406.45)	(448.28)
Gross Profit after interest but before depreciation and taxation	2311.37	1499.08
Depreciation	(514.98)	(510.86)
Provision for Taxation	(526.75)	(61.81)
Deferred Tax Provision	(59.88)	(214.29)
Net Profit	1209.76	712.12
Balance brought forward from previous year Less: Additional Depreciation(net of taxes) pursuant to	7025.14	6366.51
enactment of Schedule II of the Companies Act, 2013	0	21.25
Amount Available for Appropriation Appropriations:	8234.90	7057.38
Proposed Dividend (Including Tax)	48.36	32.24
Balance carried to Balance Sheet	8186.54	7025.14

Dividend:

Your Directors have pleasure in recommending a modest dividend of 7.50%, i.e.Rs.0.75 per Equity Share (previous year 5% i.e.Rs.0.50) on 5356700 Equity Shares ofRs.10/- each for the year 2015-2016.

Management Discussion and Analysis:

Attached report on Management Discussion and Analysis, which is forming part of this report, adequately deals with the operations as also current and future outlook of the Company.

Corporate Governance:

Pursuant to Regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate report titled Corporate Governance is attached to this Annual Report.

Finance:

The repayment of due loan installments and interest payment is being regularly done.

Subsidiary Company, Joint Venture and Consolidated Financial Statements:

The Company''s subsidiary Shree Samrudhi Industrial Papers Pvt Ltd. has not yet commenced any business.

As required by section 129 (3) of the Companies Act, 2013 and Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Consolidated Financial Statements for the year ended on 31st March, 2016, prepared in accordance with the relevant accounting standards as prescribed under section 133 of the Companies Act, 2013 and the Auditors report there on are attached.

As required by first proviso of section 129 (3) of the Companies Act, 2013 and Rule 5 of the Companies (Accounts) Rules, 2014, the statement containing the salient features of the financial statements of the Company''s subsidiary (Shree Samrudhi Industrial Papers Pvt Ltd.) and joint venture (Shree Samrat Pulp and Paper Pvt Ltd), in form AOC 1 is also attached.

Shareholders interested in obtaining a copy of the audited annual financial statements of the subsidiary company may write to the Company.

Directors and Key Managerial Personnel :

Mrs. Bela G. Shah (DIN: 01044910) retires by rotation at the ensuing Annual General Meeting and being eligible, offers herself for reappointment.

Mr. Mitesh M. Mehta (DIN: 01064272) resigned and ceased to be an Independent Director with effect from 09th September, 2015. The Board places on record its appreciation of the valuable services rendered by him during his long tenure as Independent Director of the Company.

Mr. Nawal kishor D. Modi (DIN:00722024) was appointed as Additional Director (Independent Director) of the Company under section 161 of the Companies Act, 2013, by the Board at its meeting held on 08th December, 2015 and he holds his office up to the date of ensuing Annual General Meeting. The necessary resolution for approval of his appointment under section 149 and 152 is being placed before the Annual General Meeting for your consideration.

Mr. Ghanshyam kumar G. Dobariya (PAN: AQHPD5222E) had resigned and ceased to be Company Secretary and Compliance officer with effect from 10th September, 2015.

Mr. Vaibhav Netke (PAN: AECPN3334A) was appointed as Company Secretary and Compliance officer with effect from 11th September, 2015. He resigned and ceased to be Company Secretary and Compliance officer with effect from 11th February, 2016.

Mr. Rakesh Kumar Kumawat (PAN: CJTPK0671D) was appointed as Company Secretary and Compliance officer with effect from 23rd March, 2016.

Extract of the Annual Return:

An extract of the Annual Return in Form MGT-9 for the year ended on 31st March, 2016 pursuant to sub-section (3) of Section 92 of the Companies Act, 2013 is annexed with this report.

Directors’ Responsibility Statement:

In accordance with section 134(5) of the Companies Act, 2013 your Board of Directors confirms that:

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

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

(c) The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

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

(e) 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; and

(f) 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.

Internal Financial Controls:

Your Company has in place adequate internal financial controls commensurate with the size, scale and complexity of its operation. Review of the internal financial controls environment of the Company was undertaken during the year which covered verification of entity level control, process level control, identification, assessment and definition of key business processes and analysis of risk control matrices etc. During the period under review, effectiveness of internal financial controls was evaluated. Reasonable Financial Controls are operative for the business activities of the Company and no material weakness in the design or operation of any control was observed. The internal financial controls with references to the Financial Statements are commensurate with the size and nature of business of the Company.

Statement on Declaration given by Independent Directors u/s. 149(6):

Every Independent Director has given declaration that he meets the criteria of independence as provided in section 149 (6) and Schedule IV of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Company’s Policy on Directors’ Appointment and Remuneration:

Pursuant to provisions of Section 134 (3) read with section 178 of Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated the policy for payment to non-executive Directors and the policy for terms and Conditions for appointment of Independent Directors. These policies are placed on website of the Company.

The Nomination and Remuneration Committee also recommends appointment and remuneration of Executive Directors/ KMPs based on expertise and experience. The Committee also ensures that the remuneration is sufficient to attract, retain and motivate y best managerial talents.

''Particulars of Loans, Guarantees or Investment u/s. 186:

During the year the Company has not given any loans or guarantees or made any investments exceeding limit under section 186 of Companies Act, 2013.

Particulars of Contract or Arrangement Regarding Related Party u/s. 188:

During the Financial Year 2015-16 the Company has not entered into any contract or arrangement with related party under section 188 of the Companies Act, 2013. The policy on materiality of related party transaction is placed on website of the Company.

Material Changes and Commitment affecting Financial Position of the Company:

There are no material changes and commitments affecting the financial position of the Company which have occurred between end of the financial year of the Company and the date of Directors’ Report.

Conservation of Energy, Technology Absorption and Foreign Exchange Earning and Outgo:

The relevant data is given as an annexure to this report.

CSR Committee and Implementation of CSR Projects:

Pursuant to the provisions of section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility) Rules, 2014, and Schedule VII, a Corporate Social Responsibility (CSR) Committee of the Board is in place comprising of the Managing Director and one Independent Director and one Non Executive Director. The said Committee has been entrusted with the responsibility of formulating and recommending to the Board, a Corporate Social Responsibility Policy (CSR Policy), from time to time indicating the activities to be undertaken by the Company, monitoring the implementation of the framework of the CSR Policy and recommending the amount to be spent on CSR activities. The Annual Report for the year 2015-16 on CSR activities is annexed with this report. The detailed CSR policy is placed on the website of the Company.

Establishment of Vigil Mechanism:

The Company has established a vigil mechanism for employees to report concerns about unethical behaviour, actual or suspected fraud or violation of the code of conduct and ethics of the Company. It provides for adequate safeguard against the victimization of employees who avail the mechanism and are allowed direct access to the Chairman of the Audit Committee and Ethics Counselor of the Company. The whistle blower policy is placed on the website of the Company.

Performance Evaluation:

Pursuant to the provisions of section 134 (3) (p) of the Companies Act, 2013, the Board has carried out an annual performance evaluation of its own performance, the performance of individual Directors as well as the evaluation of the working of its Committees.

The Company has formulated a Policy for performance evaluation of the Board as a whole, Individual Directors, Committees which also includes feedback to the Chairman. A questionnaire, based on criteria approved by the Nomination and Remuneration Committee, for evaluation of performance of Board, Committees of Board and Individual Directors was prepared. The Board on recommendation of the Nomination and Remuneration Committee, approved to obtain the feedback of all the Directors on the said Questionnaire through the feedback form.

The reports of feedback received from all Directors on performance evaluation of Individual Directors were shared with respective Directors and Chairman of the Nomination and Remuneration Committee. Nomination and Remuneration Committee evaluated the performance of all individual Directors based on the feedback so received.

The report of the feedback received from all the Directors on performance evaluation of the Board and Committees of the Board were shared with the Chairman of the Company. The Board on the basis of feedback so received evaluated performance of its own and Committees of Board. Performance Evaluation of the Chairman of the Company was carried out by the Independent Directors of the Company, taking into account feedback of all the Directors including the Executive and Non-executive Directors.

Particulars of Remuneration :

The information required under Section 197 of the Companies Act, 2013 and Rules made there under, in respect of employees of the Company is as follows:

1. (i) The ratio of the remuneration of each Director to the median remuneration of the employees of the Company^ for the financial year;

Director’s Name	Ratio to median remuneration
Mr. Gautam D. Shah	71.81
Mrs. Bela G. Shah	71.81

Note: Non Executive/Independent Directors are not paid any remuneration except the sitting fees for attending meetings of the Board and Committees thereof.

(ii) The percentage increase in remuneration of each Director, Chief Executive Officer, Chief Financial Officer, Company Secretary or Manager, if any, in the financial year:

Director’s/CFO/CEO/CS/Manager name	% increase in remuneration
Mr. Gautam D. Shah, CMD & CFO	89.76%
Mrs. Bela G. Shah, Executive Director	**
Mr. G. G. Dobariya, Company Secretary	NIL
Mr. Vaibhav Netke, Company Secretary*	N.A.
Mr. Rakesh Kumar Kumawat, Company Secretary *	N.A.

Note

1. * Payment commenced during the current year only.

2. Non Executive/Independent Directors are not paid any remuneration except the sitting fees for attending meetings of the Board and Committees thereof.

3. ** The percentage increase in remuneration is not comparable as the payment in the previous year was for less than two months.

(iii) Percentage increase in the median remuneration of employees in the financial year; 12.41%

(iv) The number of permanent employees on the rolls of the company; 267

(v) The explanation on the relationship between average increase in remuneration and the company performance; On an average employee received an increase of 23.68%. The increase in remuneration is in line with the market trends, industry benchmark and many other factors. In order to ensure that remuneration reflects Company performance, the performance pay is linked to organization performances.

(vi) Comparison of the remuneration of the Key Managerial Personnel against the performance of the Company;

Particulars	(Rs. in lacs)
Remuneration of Key Managerial Personnel during financial year 2015-16 (aggregated)	205.86
Revenue from operations	24334.82
Remuneration (as % of revenue)	0.85%
Profit before tax (PBT)	1796.38
Remuneration (as % of PBT)	11.46%

(vii) Variation in the market capitalization and price earnings ratio as at the closing date of current financial year and previous financial year of the Company;

Particulars	As at 31st March, 2016	As at 31st March, 2015	Variation
Closing rate of per share at BSE ('')	95.40	80.00	19.25%
Earnings per share ('')	22.58	13.29	69.90%
Market Capitalization ('' in lacs)	5110.29	4285.36	19.25%
Price earnings ratio	4	6	(33.33%)

Percentage in bracket represents negative percentage

(viii) Average percentile increase already made in the salaries of employees other than managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration;

The average increase in salaries of employees other than managerial personnel in 2015-16 was 20.96%. Percentage increase in the managerial remuneration for the year was 198.84%. KMP salary increase is decided based on the Company''s performance.

(ix) Comparison of remuneration of each key managerial personnel against the performance of the Company;

(Rs. in lacs)

Particulars	CMD & CFO	Executive Director	Company Secretary
Remuneration	99.80	99.80	6.26
Revenue	24334.82	24334.82	24334.82
Remuneration (as % of revenue)	0.41%	0.41%	0.03%
Profit before tax (PBT)	1796.38	1796.38	1796.38
Remuneration (as % of PBT)	5.56%	5.56%	0.35%

(x) The key parameter for any variable component of remuneration availed by the Directors; Only CMD and Executive Director are given variable component which is decided based on Company''s performance.

(xi) The ratio of the remuneration of the highest paid Director to that of the employees who are not Directors but receive remuneration in excess of the highest paid Director during the year; None

(xii) Affirmation that the remuneration is as per the remuneration policy of the Company; YES

2. Statement pursuant to section 197 (12) of the Companies Act, 2013 read with Rule 5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 for the year ended 31st March, 2016.

Name and Age	Mr. Gautam D. Shah, 52 years	Mrs. Bela G. Shah, 50 years
Designation	Chairman and Managing Director	Executive Director
Nature of Employment	Contractual	Contractual
Gross Remuneration	Rs. 9979907/- (Includes Salary, Commission and Provision for leave encashment and gratuity)	Rs. 9979907/- (Includes Salary, Commission and Provision for leave encashment and gratuity)
Qualification and Experience	BE Civil / 28 years	Bachelor in Science / 15 years
Date of Joining	01-07-2005	07-02-2015
Previous Employment	N.A.	N.A.
Percentage of equity shares held	19.88%	7.20%
Relation with Other Directors	Mr. Dhansukhlal G. Shah - Father Mrs. Bela G. Shah - Wife	Mr. Gautam D. Shah - Husband Mr. Dhansukhlal G. Shah - Father in law

Risk Management:

The Company is addressing various risks impacting the paper industry. Some of the risks to which the Company is exposed are as under.

Financial Risks:

The Company’s policy is to actively manage its foreign exchange risks.

Commodity price risks:

The Company proactively manages risks of price fluctuation of raw materials through forward booking and inventory management. The Company’s reputation for quality product mitigates the impact of price risk on finished goods.

Regulatory risks:

The Company is exposed to risks attached to various statutes and regulations. The Company is mitigating these risks by engaging competent person in each functional area and through regular review of legal compliances carried out from time to time.

Human resources risks:

Retaining the existing talents and attracting new talents are major risks. These risks are mitigated by regular interaction with concerned employees and providing congenial working conditions.

Disclosure under Sexual Harassment of Women at work place (Prevention, Prohibition and Redressal) Act, 2013:

There was no complaint received from any woman employee during the financial year 2015-16 and hence no complaint is outstanding as on 31st March, 2016 for redressal.

Public Deposit:

The company has not accepted any deposit from the public within the meaning of chapter V of the Companies Act, 2013, and rules there under.

Significant and Material Orders passed by the Regulators:

During the Financial year under review, no significant and material orders were passed by the regulators or courts or tribunals that would impact the going concern status of the Company and its future operations.

Auditors:

The notes on financial statements referred to in the Auditors Report are self-explanatory and do not require further explanation.

M/s. Deloitte Haskins & Sells LLP, Chartered Accountants, Mumbai (Firm Registration Number-117366W/W-100018), the Auditors of the Company retire at the ensuing Annual General Meeting and being eligible, have offered themselves for appointment for a period of 5 years from the year 2016-2017 to 2020-2021. You are requested to appoint them as Auditors of the Company for (five) 5 years from the year 2016-2017 to 2020-2021 and to fix their remuneration.

Secretarial Audit Report :

Pursuant to Section 204 of Companies Act, 2013, your Company had appointed Mr. V. C. Khambhata, Practicing Company Secretary (CP No. 6177) as Secretarial Auditor to conduct the secretarial audit of the Company for the Financial Year 2015-16. The report of Secretarial Auditor is annexed with this report. The report does not contain any qualification, reservation or adverse remark.

Acknowledgement:

The Board wishes to express its appreciation to the Bankers, Shareholders, Customers, Suppliers and Employees of the Company for their support during the year.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Place : Vapi, Gautam D. Shah Bela G. Shah

Date : 26th May, 2016 Chairman and Managing Director Executive Director

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Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting their Twentieth Annual Report and the Audited Financial Statement for the year ended on 31st March 2015, together with the Auditors' Report thereon.

Financial Results:

(Rs. In Lacs)

Current Previous Particulars year Ended Year Ended 31-03-2015 31-03-2014

Gross Sales/Income from operations 20679.96 20748.83 (Including Excise Duty and Sales Tax)

Other Income 8.39 5.52

Total Expenditure (18740.99) (18200.60)

Interest (448.28) (311.56)

Gross Profit after interest but before depreciation and taxation 1499.08 2242.19

Depreciation (510.86) (453.01)

Provision for Taxation (61.81) (319.08)

Deferred Tax Provision (214.29) (252.44)

Net Profit 712.12 1217.66

Balance brought forward from previous year 6366.51 5180.19

Less:Additional Depreciation(netoftaxes) pursuantto enactment of Schedule II of the Companies Act, 2013 21.25 0

Amount Available for Appropriation 7057.38 6397.85

Appropriations:

Proposed Dividend (Including Tax) 32.24 31.34

Balance carried to Balance Sheet 7025.14 6366.51

Dividend:

Your Directors have pleasure in recommending a modest dividend of 5%, i.e Rs. 0.50 per Equity Share on 5356700 Equity Shares of Rs. 10/- each for the year2014-2015.

Management Discussion and Analysis:

Attached report on Management Discussion and Analysis, which is forming part of this report, adequately deals with the operations as also current and future outlook of the Company.

Corporate Governance:

Pursuant to clause 49 of the Listing Agreement with the Stock Exchanges, a separate report titled Corporate Governance is attached to this Annual Report.

Finance:

The Company has successfully negotiated during the month of March, 2015 a term loan of Rs. 10.20 crores with Company's banker for part financing of modernization and up-gradation of plant and machinery of the existing plant and various factory civil construction work and Rs. 2.25 crores for part financing machinery and equipments of co-generation plant due to cost escalation. The documents have since been executed and drawing of amount commenced inApril, 2015.

The repayment of due loan installments and interest payment is being regularly done.

Subsidiary Company, Joint Venture and Consolidated Financial Statements:

The Company's subsidiary Shree Samrudhi Industrial Papers Pvt Ltd. has not yet commenced any business.

The Board of Directors of Shree Samarpan Pulp and Paper Pvt Ltd, a joint venture company vide their Board Resolution dated 26th July, 2014, have decided to dissolve the said joint venture entity. Consequently, the Company has written off its investment of Rs. 1.00 lac in the said Company.

As required by section 129 (3) of the Companies Act, 2013 and the listing agreements with Stock Exchanges, the Consolidated Financial Statements for the year ended on 31 st March, 2015 have been prepared in accordance with the relevant accounting standards as prescribed under section 133 of the Companies Act, 2013 and the Auditors report there on are attached.

As required by first proviso of section 129 (3) of the Companies Act, 2013 and Rule 5 of the Companies (Accounts) Rules 2014, the statement containing the salient features of the financial statements of the Company's subsidiary (Shree Samrudhi Industrial Papers Pvt Ltd.) and joint venture (Shree Samrat Pulp and Paper Pvt Ltd), in form AOC1 is also attached.

Shareholders interested in obtaining a copy of the audited annual financial statements of the subsidiary company may write to the Company.

Directors:

Mr. Dhansukhlal G Shah (DIN: 00377970) retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for reappointment.

Mr. GhanshyamkumarG. Dobariya (PAN: AQHPD5222E) was appointed as Company Secretary with effect from 2nd June, 2014.

Mr. Piyush R. Shah ceased as Marketing Director of the Company with effect from 22nd January, 2015 due to death. The Board places on record its appreciation of the valuable services rendered by him during his long tenure as Marketing Director of the Company.

Mr. Darshak B. Shah (DIN:00098897) was appointed as Independent Director of the Company at the 19th Annual General Meeting held on 29th September, 2014 to hold office for 5 years till 31 st March, 2019.

Your Directors have appointed Mrs. Bela Gautam Shah (DIN: 01044910) as Additional Director and Woman Director as required by second proviso of section 149 (1) (b) of the Companies Act, 2013 with effect from 7th February, 2015. Mrs. Bela G. Shah was also appointed as Executive Director with effect from the said date for the period of 5 (five) years. The necessary resolution for approval of her appointment and payment of remuneration to her is being placed at the ensuing Annual General Meeting for your consideration.

Your Directors have reappointed Mr. Gautam D. Shah (DIN: 00397319) as Managing Director for a further period of 5 (five) years with effect from 1st July, 2015 and necessary resolution for approval of re-appointment and payment of remuneration to him is being placed before the Annual General Meeting for your consideration.

Extract of the Annual Return:

An extract of the Annual Return in Form MGT-9 for the year ended on 31st March, 2015 pursuant to sub-section (3) of Section 92 of the Companies Act, 2013 is annexed with this report.

Directors' Responsibility Statement:

In accordance with section 134(5) of the Companies Act, 2013 your Board of Directors confirms that:

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

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

(c) The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

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

(e) 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; and

(f) 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.

Statementon declaration given by Independent Directors u/s. 149(6):

Every Independent Director has given declaration that he meets the criteria of independence as provided in section 149 (6) of the Companies Act, 2013 and Schedule IV of the Companies Act, 2013 and clause 49 of the Listing Agreement.

Company's policy on directors' appointment and remuneration including criteria for determining qualification:

The Nomination and Remuneration Committee identifies potential candidates for appointments of Directors/ Independent Directors/ Key Managerial Personnel based on expertise and experience. The Committee also ensures that the remuneration is sufficient to attract, retain and motivate best managerial talents.

Particulars of Contract or arrangement regarding related party u/s. 188:

During the Financial Year 2014-15 the Company has not entered into any contract or arrangement with related party under section 188 of the Companies Act, 2013. The policy on materiality of related party transaction is placed on website of the Company.

Material Changes and Commitment affecting Financial Position of the Company:

There are no material changes and commitments affecting the financial position of the Company which has occurred between end of the financial year of the Company and the date of directors' report.

Conservation of energy, technology absorption and foreign exchange earning and outgoes:

The relevant data is given as an annexure to this report.

CSR Committee and Implementation of CSR Projects:

Pursuant to the provisions of section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility) Rules 2014 and Schedule VII, a Corporate Social Responsibility (CSR) Committee of the Board has been constituted comprising of the Managing Director and two independent Directors. The said Committee has been entrusted with the responsibility of formulating and recommending to the Board, a Corporate Social Responsibility Policy (CSR Policy) indicating the activities to be undertaken by the Company, monitoring the implementation of the framework of the CSR Policy and recommending the amount to be spent on CSR activities. The Annual Report for the year 2014-15 on CSR activities is annexed with this report. The detailed CSR policy is placed on the website of the Company.

Establishment of Vigil Mechanism:

The Company has established a vigil mechanism for employees to report concerns about unethical behaviour, actual or suspected fraud or violation of the code of conduct and ethics of the Company. It provides for adequate safeguard against the victimization of employees who avail the mechanism and are allowed direct access to the Chairman of the Audit Committee and Ethics Councilor of the Company. The whistle blower policy is placed on the website of the Company.

Formal annual evaluation of the Board of Directors:

Evaluation of Non-Independent Director:

The body of independent directors of the Company reviews the roles, responsibilities and performance of the non independent directors. The body of independent directors evaluate that all the non independent directors have played their roles well and spent sufficient time in the Company to perform their duties.

Evaluation of Independent Directors:

The Board follows the criteria of independent directors contained in the Companies Act, 2013 and Schedule IV and clause 49 of Listing Agreement to ensure that all Independent Directors are independent and are persons of integrity and possess relevant expertise and experience and have no relationship of any kind with the Company, its Group or its Management.

Particulars of Remuneration:

The information required under Section 197 of the Companies Act, 2013 and Rules made there under, in respect of employees of the Company is as follows:

(i) The ratio of the remuneration of each director to the median remuneration of the employees of the Company for the financial year:

Director's Name Ratio to median remuneration

Mr. Gautam D. Shah 42.54

Mr. Piyush R. Shah 1.96

Mrs. Bela G. Shah 6.18

Mr. Dhansukhlal G. Shah 0.28

Mr. Laxminarayan J. Garg 0.49

Mr. MiteshM. Mehta 0.24

Mr. DarshakB. Shah 0.28

(ii) The percentage increase in remuneration of each Director, Chief Executive Officer, Chief Financial Officer, Company Secretary or Manager, if any, in the financial year:

Director's/CFO/CEO/CS/Manager name % increase in the remuneration

Mr. Gautam D. Shah (44%)

Mr. Piyush R. Shah * 153%

Mrs. BelaG. Shah** N.A.

Mr. Dhansukhlal G. Shah ** N.A.

Mr. Laxminarayan J. Garg ** N.A

Mr. MiteshM. Mehta** N.A.

Mr. DarshakB. Shah** N.A.

Mr. G. G. Dobariya, Company Secretary ** N.A.

Percentage in bracket represents negative percentage

Note: * part of the year only and ** payment commenced during the current year, hence it is not comparable with previous year.

(iii) The Percentage increase in the median remuneration of employees in the financial year: 16.69%

(iv) The number of permanent employees on the rolls of the company: 273

(v) The explanation on the relationship between average increase in remuneration and the company performance :

On an average employee received an increase of 6.04%. The increase in remuneration is in line with the market trends, industry benchmark and many other factors. In order to ensure that remuneration reflects Company performance, the performance pay is linked to organization performances.

(vi) Comparison of the remuneration of the Key Managerial Personnel against the performance of the Company :

Particulars (Rs. in lacs)

Remuneration of Key Managerial Personnel during financial year 2014-15 (aggregated) 67.91

Revenue from operations 20679.96

Remuneration (as % of revenue) 0.33%

Profit before tax (PBT) 988.22

Remuneration (as % of PBT) 6.87%

(vii) Variation in the market capitalization and price earnings ratio as at the closing date of current financial year and previous financial year of the Company:

Particulars As at 31st As at 31st March, 2015 March, 2014

Closing rate of per share at BSE (Rs.) 80.00 45.00

Earnings pershare (Rs.) 13.29 22.73

Market Capitalization (Rs. in lacs) 4285.36 2410.52

Price earnings ratio 6 2

Particulars Variation

Closing rate of per share at BSE (Rs.) 77.78%

Earnings pershare (Rs.) (41.53%)

Market Capitalization (Rs. in lacs) 77.78%

Price earnings ratio 200%

Percentage in bracket represents negative percentage

(viii) Average percentile increase already made in the salaries of employees other than managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration :

The average increase in salaries of employees other than managerial personnel in 2014-15 was 13.53%. Percentage decrease in the managerial remuneration for the year was 27.29%. KMP salary increase is decided based on the Company's performance.

(ix) Comparison of remuneration of each key managerial personnel against the performance of the Company:

(Rs. in lacs

Particulars CMD&CFO Executive Marketing CS Director Director

Remuneration 52.59 7.64 2.43 5.25

Revenue 20679.96 20679.96 20679.9 20679.96

Remuneration (as % of revenue) 0.25% 0.04% 0.01% 0.03%

Profit before tax (PBT) 988.22 988.22 988.22 988.22

Remuneration (as % of PBT) 5.32% 0.77% 0.25% 0.53%

(x) The key parameter for any variable component of remuneration availed by the directors; Only CMD and Executive Director are given variable component which is decided based on Company's performance.

(xi) The ratio of the remuneration of the highest paid director to that of the employees who are not directors but receive remuneration in excess of the highest paid director during the year: NIL

(xii) Affirmation that the remuneration isasper the remuneration policy of the Company: YES

Risk Management:

The Company is addressing various risks impacting the paper industry. Some of the risks to which the Company is exposed are as under.

Financial Risks:

The Company's policy is to actively manage its foreign exchange risks.

Commodity price risks:

The Company proactively manages risks of price fluctuation of raw materials through forward booking and inventory management. The Company's reputation for quality product mitigates the impact of price risk on finished goods.

Regulatory risks:

The Company is exposed to risks attached to various statutes and regulations. The Company is mitigating these risks through regular review of legal compliance carried out from time to time.

Human resources risks:

Retaining the existing talents and attracting new talents are major risks. These risks are mitigated by regular interaction with concerned employees and providing congenial working conditions.

Disclosure under Sexual Harassment of Women at work place (Prevention. Prohibition and Redressal) Act. 2013 :

There was no complaint received from any woman employee during the financial year 2014-15 and hence no complaint is outstanding as on 31 st March, 2015 for redressal.

Public Deposit:

The company has not accepted any deposit from the public within the meaning of chapter V of the Companies Act 2013, and rules there under. Auditors:

The notes on financial statements referred to in the Auditors Report are self-explanatory and do not require further explanation.

M/s. Deloitte Haskins & Sells LLP, Chartered Accountants, Mumbai (Firm Registration Number-117366W/W-100018), the Auditors of the Company retire at the ensuing Annual General Meeting and being eligible, have offered themselves for reappointment for the year 2015-2016. You are requested to appoint them as Auditors of the Company for the year 2015-2016 and to fix their remuneration.

Secretarial Audit Report:

Pursuant to Section 204 of Companies Act 2013, your Company had appointed Mr. V. C. Khambhata, Practising Company Secretary (CP No. 6177) as Secretarial Auditor to conduct the secretarial audit of the Company for the Financial Year 2014-15. The report of Secretarial Auditor is annexed with this report.

Acknowledgment:

The Board wishes to express its appreciation to the Bankers, Shareholders, Customers, Suppliers and Employees of the Company for their support during the year.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Gautam D. Shah Bela G. Shah Place : Vapi Chairman and Managing Director Executive Director Date : 28th May 2015

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Mar 31, 2014

Dear Members,

Your Directors have pleasure in presenting thair Nineteenth Annual Report and the Audited Statement of Accounts, for Ithe your ended on 31 st March 2013, together with the Auditors' Report thereon.



Rs in Lacs

Current Provisions Year Ended Your Ended 31.3.2014 31.03.2015

Gross Sales/ Income from operations 20746.75 10052.81 (Including Excise Duty and Sales Tax)

Other income 5.52 38.75

Total Expenditure (18198,02) (10333. 78)

Interest (311.08) (300.47)

Gross Profit after interest but before depreciation and taxation 2242.19 2392.11

Depreciation (453.01) (390.77)

Provision for Taxation (319.08) (404.39)

Deferred Tax Provision (252.44) (120.37)

Net Profit 1217,65 1400.68

Balance brought forward from previous year 5180.19 3802.1)6

Amount Available for Appropriation 6397.05 5211.53

Appropriations;

Proposed Dividend (including Tax) 31.34 31.34

Balance carried to Balance Sheet 6366,51 5180.19

Dividend;

Your Directors have pleasure in recommending a modest dividend of 5%, i.e. 11 0.50 per Equity Shore on 5350700 Equity Shares of 2 10/- ouch for the year 2013-2014.

Management Discussion and Analyses:

Attached report on Management Discussion and Analysis, which is forming pad of this report, adequately deals With the operations as also current and future outlook of the Company.

Corporate Governance:

Pursuant to clause 49 of the Listing Agreement with fhe Stock Exchanges, a separata re poll titled Corporate Governance is attached to this Annual Report.

A certificate from ihe practicing Company Secretary Concerning Company's compliance of Corporate Governance is annexed lo this report. The certificate states, "we certify that the Company has complied with the conditions of Corporate Governance) as stipulated in clause 49 of (he above mentioned Listing Agreement except the condition relating to appointment of independent Directors to the extent of 50% of the hoard". The Board consists of five Directors. There are two independent Directors, two executive Directors and one Director is relative of the Managing Director. The Board is seized of the matter and is actively considering ways lo fully comply with fhe requirement and take appropriate decision soon.

Finance:

The Company has continued drawing the amounts out of term loans sanctioned previously for setting up Co-Gonoration plant and modem Ration plant of the Company. The repayment of due loan installments and interest payment is being regularly done.

Deposits:

The Company has not accepted deposits under Section 58A of the Companies Act, 1956 during the year under report.

Statutory information:

i Information under section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988: -

Conseivation of energy, technology absorption and foreign exchange earning and outgo;

The relevant data in respect of energy consumption etc. are given in the prescribed format as an ann&xure to ibis report.

ii statement pursuant to section 217 (2A) of the Companies Act, 11)86 rot«(/ with (ho Cotnptmtoit (PutUvular of Employees) Rules 1975 for the year tihthd 31th( March, 2014.

Name, Age and Designation Gross Exportence Qualification Remuneration

Gujarat D. Shah, 49 years, BE Civil Managing Director 9403485/- 28 yours

Name, Age and Date of Provisions Profit Qualification Joining employment

Gujarat D. Shah, 49 years, BE Civil 1-7-05 -- 01-4-14 to 31-3-14

* Remunderation includes Salary, Commission, provision tor Leave oncoshmunt and gratuity,

iii Information under section 217 (2AA) of the Companies Act, 1986 - Directors' Responsibility Statement The Directors confirm Hint:

a. in tha preparation of the Annual accounts, the nppflcnbta Accounting ShttuUirds have hooti followed along with proper oxpfunntion relating to mate riel doporiuros,

b. The Directors have sohetod such accounting policies and applied that a consistontly and mode judgnionh; and onllmalos flail pro reasonable! amt prudent so as to givo a live and fair view ol the state of nit alts of tlo Company as at 31st March 2014 and ot the ptuiil of the Company for the your ended on that dale,

c, The Directors have taken proper and sufficient cere for the nmIntennnca of adequate nocounllng records fn accordance with the provisions of the Companies Art, 1958 for safeguarding Urn assets of the Company and for preventing end detecting inn id and eihiu irregularities,

d. Tho Directors have prepared the Annual Accounts on a Going Concern basis.

Subsidiary companance and consolidate financial statement:

The Company's subsidiary Shree Sanmidhi Industrial Papers Pvt Ltd. has not yet commenced any business. As required by section 212 (1) of the Companies Act, 7956 o copy of the balance shoot as at 31st March 2014 together with statement pursuant to section 212 oi (ho Companies Ad, 1956 are attached.

As required by the listing agreements with Stock Exchanges, the Consolidated Financial Statements have been prepared in accordance with the relevant accounting standards an prescribed under section 211 (3C) of the Companies Act, 1956. Tim consolidated financial .sh-itomnnin of the Company for the year ended on 31" March, 2014 nod the Auditors report there on are attached.

Directors:

Mr. Dhcinsukhtat G Shah and Mr. Piyush R. Shah retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

Mr. Dhansukh H. Shah resigned as an independent Director of iiw Company with effect from 15'", October, 2013. The Board places on record its appreciation of the valuable services rendered by him during bis tenure as Independent Director of the Company.

The Board appointed Mr. Laxminamyan J. Garg as an Independent Director of the Company with effort from 1H"1, October; 2013 to fill the casual vacancy caused by resignation of Mr. Dhansukh /-/. Shah and tho necessary resolution for approval of his appointment under section 160 of the Companies Art 2013 for a period up to 3T1 March, 2019 is being placed at tho ensuing Annual General Mooting hr your consideration.

Mr. Mitesh M. Mehta is an Independent Director of the Company since 01/03/2003 and the necessary resolution for approval at bis appointment tinder section 160 of The Companies Act 2013 fora period up to 31" March, 2019 is being placed at the ensuing Annual General Mooting for your consideration.

Your Directors have reappointed Shri Piyush R. Shah as Director Marketing fora period of five years with effect from T( April, 2014 and necessary resolution for approval of re-appointment and payment of remuneration to him is being placed before the Annual General Mooting for your consideration.

Auditors:

The notes op financial statements referred to in the Auditors Report are self-explanatory and do not require further explanation.

M/s. Detoitte Haskins & Sells LLP, Chartered Accountants, Mumbai (Firm Registration Number-117366W/W-100018), the Auditors of the Company retire at ihe ensuing Annual General Meeting and being eligible; have offered themselves for reappointment for the year 2014-2015 You are requested to appoint them as Auditors of the Company, for the year 2014-2015 and to fix their remuneration.

Cost Auditors;

The Central Government had directed an audit of the Cost Accounts maintained by ihe Company. The Board has appointed M/s Kirit Mehta & Associates, Cost Accountants for conducting the Cost Audit of the Company for the financial year ending 31st March 2015 at a remuneration set out in notice convening the ensuing Annua! General Meeting. You are requested to approve the remuneration payable to them.

Acknowledgement:

The Board wishes to express its appreciation to the Bankers, Shareholders, Customers, Suppliers and Employees of the Company for their support during the year.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Vapir 2B,lJ May 2014 Gauiam D. Shah Dhansukhlal G. Shah Managing Director Director

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Mar 31, 2013

TO THE MEMBERS:

The Directors have pleasure in presenting their Eighteenth Annual Report and the Audited Statement of Accounts, for the year ended on 31st March 2013, together with the Auditors'' Report thereon.

Financial Results Rs. In Lacs

Current Previous Year Ended Year Ended 31-03-2013 31-03-2012

Gross Sales/ Income from operations

(Including Excise Duty and Sales Tax) 19052.61 16317.45

Other Income 29.00 21.10

Total Expenditure (16353.50) (14513.15)

Interest (340.68) (371.27)

Gross Profit after interest but before depreciation and taxation 2387.43 1454.13

Depreciation (390.77) (341.21)

Provision for Taxation (464.45) (205.08)

Deferred Tax Provision (128.37) (142.12)

Extra Ordinary and Exceptional Items 4.74 3.05

Net Profit 1408.58 768.77

Balance brought forward from previous year 3790.02 3036.81

Amount Available for Appropriation 5198.60 3805.58

Appropriations:

Proposed Dividend (Including Tax) 31.34 15.56

Balance carried to Balance Sheet 5167.26 3790.02



Dividend:

Your Directors have pleasure in recommending a modest dividend of 5%, i.e. Re. 0.50 per Equity Share on 5356700 Equity Shares off 10/- each for the year 2012-2013.

Management Discussion and Analysis:

Attached report on Management Discussion and Analysis, which is forming part of this report, adequately deals with the operations as also current and future outlook of the Company.

Corporate Governance:

Pursuant to clause 49 of the Listing Agreement with the Stock Exchanges, a separate report titled Corporate Governance is attached to this Annual

Report.

A certificate from the Auditors of the Company Concerning Company''s compliance of Corporate Governance is annexed to this report. The certificate states, "we certify that the Company has complied with the conditions of Corporate Governance as stipulated in clause 49 of the above mentioned Listing Agreement except the condition relating to appointment of independent Directors to the extent of 50% of the board".

The Board consists of five Directors. There are two independent Directors, two executive Directors and one Director is relative of the Managing

Director. The Board is in the process of appointing one independent director to fill the vacancy and hope to complete the appointment shortly.

Finance:

The Company has tied up a term loan of Rs. 8.60 Cr with Company''s Bankers under consortium arrangement for part financing Machinery and Equipment in the existing plant, and started drawing against the same during the year. The Company has continued drawing the amount out of term loan of Rs. 8.25 Cr. sanctioned previously for setting up Co-Generation plant of the Company. The repayment of due loan installments and interest payment is being regularly done.

Deposits:

The Company has not accepted deposits under Section 58A of the Companies Act, 1956 during the year under report.

Statutory Information:

i Information under section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988: -

Conservation of energy, technology absorption and foreign exchange earning and outgo: ^ The relevant data in respect of energy consumption etc. are given in the prescribed format as an annexure to this report.

- Remuneration includes Salary, Commission, Provision for Leave encashment and gratuity.

Hi Information under section 217 (2AA) of the Companies Act, 1956 - Directors'' Responsibility Statement

The Directors confirm that:

a. In the preparation of the Annual accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures,

b. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of''the state of affairs of the Company as at 31st March 2013 and of the profit of the Company for the year ended on that date,

c. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities,

d. The Directors have prepared the Annual Accounts on a Going Concern basis.

Subsidiary Company and Consolidated Financial Statements:-

The Company''s subsidiary Shree Samrudhi Industrial Papers Pvt ltd. has not yet commenced the business. As required by section 212 (1) of the Companies Act, 1956 a copy of the balance sheet as at 31s'' March 2013 together with statement pursuant to section 212 of the Companies Act, 1956 are attached.

As required by the listing agreements with stock exchanges, the consolidated financial statements of the Company for the year ended on 31s'' March, 2013 and the Auditors report there on are attached. The Directors have taken note of Auditor''s remarks on consolidated financial statement with regards to consolidation of Company''s interest in Joint Ventures and will take appropriate action while preparing consolidated financial statement for the year 2013-14 and onwards.

Directors:

Mr. Dhansukh H Shah and Mr. Mitesh M. Mehta retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

Auditors:

The notes referred to in the Auditors Report are self-explanatory and do not require further explanation.

M/s. H. P. Shah Associates, Chartered Accountants, Vapi, the Auditors of the Company retire at the ensuing Annual General Meeting and being eligible; have offered themselves for reappointment for the year 2013-2014. You are requested to appoint them as Auditors of the Company for the year 2013-2014 and to fix their remuneration.

Cost Auditors:

The Central Government had directed an audit of the Cost Accounts maintained by the Company. M/s Kirit Mehta & Associates, Cost Accountants have been appointed for conducting the Cost Audit of the Company for the financial year ended 31s'' March 2013. The Necessary application has been filed with the Central Government for approval of the same.

Acknowledgement:

The Board wishes to express its appreciation to the Bankers, Shareholders, Customers, Suppliers and Employees of the Company for their support during the year.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Vapi, 25th May 2013 Gautam D. Shah Dhansukhlal G Shah

Managing Director Director

---

Mar 31, 2012

The Directors have pleasure in presenting their Seventeenth Annual Report and the Audited Statement of Accounts, for the year ended on 31st March 2012, together with the Auditors’ Report thereon.

Financial Results

Rs. In Lacs Current Previous Year Ended Year Ended 31-03-2012 31-03-2011

Gross Sales/ Income from operations (Including Excise Duty and Sales Tax) 16317.45 14009.25

Other Income 21.10 14.21

Total Expenditure (14513.15) (12028.15)

Interest (371.27) (398.70)

Gross Profit after interest but before depreciation and taxation 1454.13 1596.61

Depreciation (341.21) (300.26)

Provision for Taxation (205.08) (224.98)

Deferred Tax Provision (142.12) (194.21)

Extra Ordinary and Exception Items 3.05 0

Net Profit 768.77 877.16

Balance brought forward from previous year 3036.81 2175.59

Amount Available for Appropriation 3805.58 3052.75 Appropriations:

Proposed Dividend (Including Tax) 15.56 15.93

Balance carried to Balance Sheet 3790.02 3036.81

Dividend:

Your Directors have pleasure in recommending a modest dividend of 2.5%, i.e. Re. 0.25 per Equity Share on 5356700 Equity Shares of Rs. 10/- each for the year 2011-2012.

Management Discussion and Analysis:

Attached report on Management Discussion and Analysis, which is forming part of this report, adequately deals with the operations as also current and future outlook of the Company.

Corporate Governance:

Pursuant to clause 49 of the Listing Agreement with the Stock Exchanges, a separate report titled Corporate Governance is attached to this Annual Report.

A certificate from the Auditors of the Company Concerning Company’s compliance of Corporate Governance is annexed to this report. The certificate states, “we certify that the Company has complied with the conditions of Corporate Governance as stipulated in clause 49 of the above mentioned Listing Agreement except the condition relating to appointment of independent Directors to the extent of 50% of the board". The Board consists of five Directors. There are two independent Directors, two executive Directors and one Director is relative of the Managing Director. The Board is in the process of appointing one independent director to fill the vacancy and hope to complete the appointment shortly.

Finance:

The Company has tied up a term loan of Rs. 4.92 Cr with a nationalized bank to part finance Wind mill project capacity 1.25 MW at Village Murvel Taluka Dwarka Dist Jamnagar. The same has been fully drawn. The Company has also started drawing the amount out of term loan of Rs. 8.25 Cr. Sanctioned previously for setting up Co-Generation plant of the Company. The repayment of due loan installments and interest is being regularly done. Deposits:

The Company has not accepted deposits under Section 58A of the Companies Act, 1956 during the year under report.

Statutory Information:

i Information under section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988: -

Conservation of energy, technology absorption and foreign exchange earning and outgo:

The relevant data in respect of energy consumption etc. are given in the prescribed format as an annexure to this report.

i Statement pursuant to section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules 1975 for the year ended 31st March, 2012.

Name, Age and Designation Gross ExperienceDate of Previous Period Qualification Remune ration Joining Employment

Gautam D. Shah, Managing Director Rs. 5942971/- 23 1-7-05 - 1-4-11 to 31-3-12 48 years, BE Civil

• Remuneration includes Salary, Commission, Leave encashment and gratuity.

iii Information under section 217 (2AA) of the Companies Act, 1956 - Directors’ Responsibility Statement

The Directors confirm that:

a. In the preparation of the Annual accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures,

b. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March 2012 and of the profit of the Company for the year ended on that date,

c. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities,

d. The Directors have prepared the Annual Accounts on a Going Concern basis.

Subsidiary Company and Consolidated Financial Statements:-

The Company’s subsidiary Shree Samrudhi Industrial Papers Pvt ltd. has not yet commenced the business. As required by section 212 (1) of the Companies Act, 1956 a copy of the balance sheet as at 31st March 2012 together with statement pursuant to section 212 of the Companies Act, 1956 are attached. As required by the listing agreements with stock exchanges, the consolidated financial statements of the Company for the year ended on 31st March, 2012 and the Auditors report there on are attached.

Forfeiture of shares:

During the year, the Board of Directors has forfeited 394900 partly paid equity shares of Rs. 10/- each held by 320 holders, on 05-10-2011, after due compliance with the relevant provisions of the Articles of Association of the Company, the Companies Act and the requirements of the listing agreements with stock exchanges and the said shares have been kept alive for reissue in future.

Directors:

Mr. Gyanprakash H. Gupta resigned as Technical Director of the Company with effect from 7th October, 2011. The Board places on record its appreciation of the valuable services rendered by him during his tenure as Technical Director of the Company.

Mr. Dhansukhlal G Shah and Mr. Piysh R. Shah retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

Auditors:

The notes referred to in the Auditors Report are self-explanatory and do not require further explanation.

M/s. H. P. Shah Associates, Chartered Accountants, Vapi, the Auditors of the Company retire at the ensuing Annual General Meeting and being eligible; have offered themselves for reappointment for the year 2012-2013. You are requested to appoint them as Auditors of the Company for the year 2012-2013 and to fix their remuneration.

The Company has received Certificate required under the Proviso to Sub-Section (1) of Section 224 of the Companies Act, 1956 from M/s. H.P. Shah Associates certifying that their re-appointment, if made, will be within the limit prescribed under Sub-Section (1-B) of the said Section.

Cost Auditors:

The Central Government had directed an audit of the Cost Accounts maintained by the Company. M/s Kirit Mehta & Associates, Cost Accountants have been appointed for conducting the Cost Audit of the Company for the financial year ended 31st March 2012. The Necessary application has been filed with the Central Government for approval of the same.

Acknowledgement:

The Board wishes to express its appreciation to the Bankers, Shareholders, Customers, Suppliers and Employees of the Company for their support during the year.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS D. Shah Dhansukhlal G. Shah

Vapi, 25th May 2012 Managing Director Director

---

Mar 31, 2011

TO THE MEMBERS:

The Directors have pleasure in presenting their Sixteenth Annual Report and the Audited Statement of Accounts, for the year ended on 31st March 2011, together with the Auditors' Report thereon.

Financial Results

Rs. In Lacs

Current Previous

Year Ended Year Ended

31-03-2011 31-03-2010

Gross Sales/ Income from operations (Including Excise Duty and Sales Tax) 14189.30 9594.31

Other Income 14.21 16.92

Total Expenditure (12208.20) (7929.56)

Interest (398.70) (323.67)

Gross Profit after interest but before depreciation and taxation 1596.61 1358.00

Depreciation (300.26) (223.66)

Provision for Taxation (224.98) (146.20)

Deferred Tax Provision (194.21) (214.44)

Prior year adjustment 0 (1.30)

Net Profit 877.16 772.40

Balance brought forward from previous year 2175.59 1419.17

Amount Available for Appropriation 3052.75 2191.57

Appropriations: -

Proposed Dividend (Including Tax) 15.93 15.98

Balance carried to Balance Sheet 3036.81 2175.59

Dividend:

Your Directors have pleasure in recommending a modest dividend of 2.5%, i.e. Re. 0.25 per Equity Share on 5465767 Equity Shares of Rs. 10/- each for the year 2010-2011. Management Discussion and Analysis:

Attached report on Management Discussion and Analysis, which is forming part of this report, adequately deals with the operations as also current and future outlook of the Company. Corporate Governance:

Pursuant to clause 49 of the Listing Agreement with the Stock Exchanges, a separate report titled Corporate Governance is attached to this Annual

Report.

A certificate from the Auditors of the Company Concerning Company's compliance of Corporate Governance is annexed to this report. The certificate state "we certify that the Company has complied with the conditions of Corporate Governance as stipulated in clause 49 of the above mentioned Listing Agreement except the condition relating to appointment of independent Directors to the extent of 50% of the board".

The Board consists of six Directors. There are two independent Director, three executive Directors and one Director from the promoter group. One independent director resign on 20-07-2010. The Board is in the process of appointing an independent director to fill the vacancy and hope to complete the appointment shortly.

Finance:

The Company has tied up a term loan of Rs. 3.75 Cr with a nationalized bank to part finance plant and machinery and misc. civil works in the existing plant of the Company. The work on the same is in progress and the disbursement of the loan has started. The repayment of due loan installments has been regularly done.

Deposits:

The Company has not accepted deposits under Section 58A of the Companies Act, 1956 during the year under report.

Statutory Information:

i Information under section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988: -

Conservation of energy, technology absorption and foreign exchange earning and outgo: The relevant data in respect of energy consumption etc. are given in the prescribed format as an annexure to this report.

Statement pursuant to section 217 (2A)of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules 1975 for the year ended 31st March, 2011.

Name, Age and Designation Gross Experiance Date of Previous Period Qualifica -tion Remuner -ation Joining Employment

Gautam D. Shah, Managing Director 413462 22 1-7-2005 - 1-4-10 to 30-6-10 47 years, BE Civil

5134864 1-7-10 to 31-03-11

Total 5548326

- Remuneration includes Salary, Commission, Leave encashment and gratuity.

Hi Information under section 217 (2AA) of the Companies Act, 1956 - Directors' Responsibility Statement

The Directors confirm that:

a. In the preparation of the Annual accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures,

b. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March 2011 and of the profit of the Company for the year ended on that date,

c. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities,

d. The Directors have prepared the Annual Accounts on a Going Concern basis.

Subsidiary Company and Consolidated Financial Statements:-

During the year the Company has set up a Subsidiary, viz. M/s Shree Samrudhi Industrial Papers Pvt. Ltd. Vapi, This Company's financial year ended on 31st March 2011. This Company has not yet commenced business. As required by section 212 (1) of the Companies Act, 1956 a copy of the balance sheet as at 31st March 2011 together with statement pursuant to section 212 of the Companies Act, 1956 are attached. Directors:

Shri Nilesh N. Shah resigned as a Director of the Company with effect from 20-07-2010. The Board places on record its appreciation of the valuable services rendered by him during his tenure as Independent Director of the Company.

Shri Dhansukh H Shah and Shri Mitesh M. Mehta retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

Auditors:

The notes referred to in the Auditors Report are self-explanatory and do not require further explanation.

M/s. H. P. Shah Associates, Chartered Accountants, Vapi, the Auditors of the Company retire at the ensuing Annual General Meeting and being eligible; have offered themselves for reappointment for the year 2011-2012. You are requested to appoint them as Auditors of the Company for the year 2011-2012 and to fix their remuneration.

The Company has received Certificate required under the Proviso to Sub-Section (1) of Section 224 of the Companies Act, 1956 from M/s. H.P.

Shah Associates certifying that their re-appointment, if made, will be within the limit prescribed under Sub-Section (1-B) of the said Section. Cost Auditors:

The Central Government had directed an audit of the Cost Accounts maintained by the Company. M/s Kirit Mehta & Associates, Cost Accountants have been appointed for conducting the Cost Audit of the Company for the financial year ended 31st March 2011. The Necessary application has been filed with the Central Government for approval of the same.

Acknowledgement:

The Board wishes to express its appreciation to the Bankers, Shareholders, Customers, Suppliers and Employees of the Company for their support during the year.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Sd/- Sd/-

Gautam D. Shah Gyanprakash H. Gupta

Managing Director Director

Vapi, 28th May 2011

---

Mar 31, 2010

The Directors have pleasure in presenting their Fifteenth Annual Report and the Audited Statement of Accounts, for the year ended on 31- March 2010 together with the Auditors Report thereon.

Financial Results

Rs In Lacs

Current Previous Year Ended Year Ended 31-03-2010 31-03-2009 Gross Sales/ Income from operations

(Including Excise Duty and Sales Tax) 9594.31 6627.35

Other Income 16.92 22.39

Total Expenditure (7929.56) (6085.46)

Interest (323.67) (100.20)

Gross Profit after interest but before depreciation and taxation 1358.00 464.08

Depreciation (223.66) (112.82)

Provision for Taxation (146.20) (1.74)

Deferred Tax Provision (214.44) (145.24)

Prior year adjustment (1.30) (1.26)

Net Profit 772.40 203.02

Balance brought forward from previous year 1419.17 1232.11

Amount Available for Appropriation 2191.57 1435.13

Appropriations:

Proposed Dividend (Including Tax) 15.98 15.97

Balance carried to Balance Sheet 2175.59 1419.17

Dividend:

Your Directors have pleasure in recommending a modest dividend of 2.5%, i e Re 0 25 per Equity Share on 5462487 Equity Shares of Rs 10/- each for the year 2009-2010. Management Discussion and Analysis:

Attached report on Management Discussion and Analysis, which is forming part of this report, adequately deals with the operations as also current and future outlook of the Company Corporate Governance:

Pursuant to clause 49 of the Listing Agreement with the Stock Exchanges, a separate report titled Corporate Governance is attached to this Annual Report.

A certificate from the Auditors of the Company Concerning Companys compliance of Corporate Governance is annexed to this report Finance:

The Company has drawn from a nationalized bank term loan of Rs. 13.24 crores during the year for on going projects, i. e. setting up of new plant adjacent to existing plant and setting up new Wind Mill at Mallya Rajkot. The repayment of due loan installments have been regularly done Deposits

The Company has not accepted deposits under Section 58A of the Companies Act, 1956 during the year under report. Statutory Information:

i Information under section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988: -

Conservation of energy, technology absorption and foreign exchange earning and outgo:

The relevant data in respect of energy consumption etc. are given in the prescribed format as an annexure to this report. ii Information under section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules 1975 as amended upto date is NIL. ii Information under section 217 (2AA) of the Companies Act, 1956 - Directors Responsibility Statement The Directors confirm that:

a. In the preparation of the Annual accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures,

b. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March 2010 and of the profit of the Company for the year ended on that date,

c. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities,

v d. The Directors have prepared the Annual Accounts on a Going Concern basis.

Directors:

Shn Parmeshwar M. Kanyadi resigned and ceased to be Director and Director Technical with effect from 1st January. 2010. The Board places on record its appreciation of the valuable services rendered by Shri Kanyadi to the Company during his tenor with the Company as Director Technical right from inception of the Company.

Your Directors have appointed Shri Gyanpraksh H. Gupta as Director to fill the casual vacancy caused by the resignation of Shn R M Kanyadi U/S 262 of the Act. and as Director Technical for a period of five years with effect from 1st January 2010 The necessary resolutions for approval of appointment and payment of remuneration to him are being placed before the Annual General Meeting for your consideration The present term of appointment of Shri Gautam D. Shah as Managing Director of the Company expires on 30" June. 2010. Your Directors have. at their meeting held on 28" May 2010, reappointed him as Managing Director of the Company for a further period of 5 years with effect from V July. 2010 and the necessary resolutions for the approval of the appointment and payment of remuneration to him are being placed before the annual general meeting for your consideration.

Shri Dhansukhlal G Shah and Shri Piyush R. Shah retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

Auditors:

The notes referred to in the Auditors Report are self-explanatory and do not require further explanation.

M/s. H. P. Shah Associates Chartered Accountants, Vapi, the Auditors of the Company retire at the ensuing Annual General Meeting and being eligible, have offered themselves for reappointment for the year 2010-2011 You are requested to appoint them as Auditors of the Company for the year 2010-2011 and to fix their remuneration.

The Company has received Certificate required under the Proviso to Sub-Section (1) of Section 224 of the Companies Act, 1956 from M/s. H P Shah Associates certifying that their re-appointment, if made, will be within the limit prescribed under Sub-Section (1-B) of the said Section Cost Auditors:

The Central Government had directed an audit of the Cost Accounts maintained by the Company. M/s Kirit Mehta & Associates, Cost Accountants have been appointed for conducting the Cost Audit of the Company for the financial year ended 31st March 2010. The Necessary application has been filed with the Central Government for approval of the same.

Acknowledgement:

The Board wishes to express its appreciation to the Bankers, Shareholders, Customers; Suppliers and Employees of the Company for their support during the year.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Sd/- Sd/-

Vapi, 28,th May 2010 Gautam D. Shah G. P. Gupta

Managing Director Director

---

Mar 31, 2003

The Directors have pleasure in presenting their EIGHTH Annual Report and the Audited Statement of the Accounts, for year ended on 31st March 2003, together with the Auditors Report thereon. Financial Results: Rs. In Lacs Current Previous Year Ended Year Ended 31-03-2003 31-03-2002 Net Sales/ Income from operations (including Excise Duty and Sales Tax) 3910.56 3032.26

Other Income 11.34 3.93

Total Expenditure (3648.04) (2811.17)

Interest (53.67) (51.05) Gross Profit after interest but before depreciation and taxation 220.19 173.97

Depreciation (51.39) (58.84)

Provision for Taxation (32.25) (9.43) Deferred Tax Provision (26.32) (22.94)

Earlier Years Adjustments (0.76) 0.76 Net Profit 109.47 83.52

Dividend:

In view of the need to conserve resources for meeting increased Working Capital requirements, the Directors have thought it prudent to skip dividend for the year 2002-2003.

Management Discussion and Analysis:

A report on Management Discussion and Analysis which is forming part of this report, adequately deals with the operations as also current and future outlook of the Company.

Corporate Governance:

Pursuant to clause 49 of the Listing Agreement with the Stock Exchanges, a separate report titled Corporate Governance is attached to this Annual Report.

Finance:

On account of substantial increase in turnover, the need for Working Capital has also increased. The same has been met by ploughing back of profits and increase in utilization of sanctioned Bank Finance. Enhancement of Demand Cash Credit Limit has been successfully negotiated and tied up with the Companys Bankers during the current year.

Deposits:

The Company has not accepted deposits under Section 58A of the Companies Act. 1956 during the year under report.

Statutory Information:

[i] Information under section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars In the Report of the Board of Directors) Rules, 1988: -

Conservation of Energy, Technology absorption and Foreign exchange earning and outgo: There are no investment proposals under consideration at present for reduction of energy consumption. The relevant data in respect of energy consumption etc. are given in the prescribed format as an Annexure to this Report.

[ii] Information under section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules 1975 as amended upto date is NIL.

[iii] Information under section 217 (2AA) of the Companies Act, 1956 -

Directors Responsibility Statement The Directors confirm that:

a. In the preparation of the Annual accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures,

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

c. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities,

d. The Directors have prepared the Annual Accounts on a Going Concern basis.

Directors:

Shri Gautam D. Shah retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for reappointment. Smt. Dipikaben R. Shah retires by rotation at the said Annual General Meeting and is not seeking re-appointment

Shri Prasad Gajanan Gangavkar, Shri Nilesh Navinchandra Shah, Shri Dhansukh Hiralal Shah and Shri Mitesh Manoharial Mehta were appointed by the Board on 1st March, 2003 as Additional Directors to comply with the requirements of Corporate Governance in terms of clause 49 of the Listing Agreement. They hold office up to the ensuing Annual General Meeting and are eligible for re-appointment.

Auditors:

The notes referred to in the Auditors Report are self-explanatory and do not require further explanation.

M/s. H. P. Shah Associates, Chartered Accountants, Vapi, the Auditors of the Company retire at the ensuing Annual General Meeting and being eligible; have offered themselves for reappointment for the year 2003-2004. You are requested to appoint them as Auditors of the Company for the year 2003-2004 and to fix their remuneration.

The Company has received Certificate required under the Proviso to Sub-Section (1) of Section 224 of the Companies Act, 1956 from M/s.

H.PShah Associates certifying that their re-appointment, if made, will be within the limit prescribed under Sub-Section (1-B) of the said Section.

Cost Auditors:

The Central Government had directed an audit of the Cost Accounts maintained by the Company. The Central Government has approved the appointment of M/s. Kirit Mehta & Associates, Cost Accountants, for conducting the cost audit of the Company for the Financial Year ended 31st March 2003.

Acknowledgement:

The Board wishes to express its appreciation to the Bankers, Shareholders Customers, Suppliers and Employees of the Company for their support during the year

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS Sd/- Sd/- Dhansukhlal G. Shah Dimple D. Shah Managing Director Jt. Managing Director VAPI, 20th JUNE 2003