INITIATION OF CORPORATE INSOLVENCY RESOLUTION PROCESS (CIRP) AND APPROVAL
OF THE RESOLUTION PLAN:

The Hon'ble Adjudicating Authority, i.e., National Company Law Tribunal, Kolkata Bench, admitted the
Company Petition i.e. C.P. No. (IB) No.588/KB/2020 on 10.06.2022, filed by the Financial Creditor,
Export-Import Bank of India initiating Corporate Insolvency Resolution Process (“CIRP”) under
Insolvency & Bankruptcy Code, 2016 (hereinafter referred to as “Code”) in the matter of M/s. Eastern
Silk Industries Ltd. The Adjudicating Authority appointed Mr. Anil Agarwal as Interim Resolution
Professional (IRP) vide its said order dated 10.06.2022.

The Committee of Creditors (“CoC”) in its first meeting held on 08.07.2022 approved the appointment
of Mr. Anil Kohli as Resolution Professional (“RP”). Thereupon, the CoC filed before Hon'ble NCLT an
application for the appointment of Mr. Anil Kohli as Resolution Professional in the captioned matter.
Subsequently, the Hon'ble NCLT allowed the application and appointed Mr. Anil Kohli as Resolution
Professional in this matter vide its Order dated 29.07.2022 (copy of the same was received on
04.08.2022).

The CIRP is being carried out by the Resolution Professional as per the provisions of the Code and
during CIRP, the resolution plan, as submitted by Mr. Ajay Bikram Singh through Baumann Dekor
Private Limited (SRA-Successful Resolution Applicant), in terms of the applicable provisions of the
Code, was approved by the CoC in its 11^th Meeting held on March 03, 2023.

After approval of the resolution plan from the CoC, the Resolution Professional filed the CoC approved
Resolution Plan with Hon'ble National Company Law Tribunal, Kolkata Bench on 09.03.2023 and the
same was approved by the Hon'ble National Company Law Tribunal, Kolkata Bench vide its order dated
31.01.2024.

Pursuant to the approval of the plan and for the purpose of its implementation, a monitoring committee
was constituted in terms of the approved Resolution Plan, and post constitution, the monitoring
committee, in terms of the approved Resolution Plan, reconstituted the Board of the Company, thereby
appointing a new Board of Directors of the Company along with the removal/vacation of the existing
Board of Directors.

In accordance with the provisions of the Code and the NCLT order, the approved resolution plan is
binding on the Company and its employees, members, creditors, guarantors and other stakeholders
involved.

Members may kindly note that the Directors of the Reconstituted Board (“Directors”) were not in office
for the majority of the period to which this report primarily pertains. During the CIRP Process (i.e.
between 10^th June 2022 to 31^st January 2024), the RP was entrusted with the management of the affairs
of the Company. Prior to the Insolvency Commencement Date, the erstwhile Board of Directors had the
oversight on the management of the affairs of the Company. The Reconstituted Board is submitting this
report in compliance with the provisions of the Companies Act, 2013, the rules and regulations framed
there under (“Act”) and the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements), Regulations 2015 (“Listing Regulations”). The Reconstituted Board is not to be
considered responsible to discharge fiduciary duties with respect to the oversight on financial and
operational health of the Company and performance of the management for the period prior to the
Reconstruction of the Board.

Pursuant to the NCLT Order, a New Board was first constituted on March 11, 2024 (“Reconstituted
Board” or “Board”) and a new management was put in place. Details about the change in management
is provided in the relevant section of this report.

Members are requested to read this report in light of the fact as stated above.

During the period through 1^st April 2023 to 10^h March 2024:

(a) the management of the affairs of the company vested with the Resolution Professional.

(b) the powers of the then Board of Directors of the Company stood suspended and were exercised
by the Resolution Professional.

(c) the Resolution Professional was responsible for complying with the requirements under any law for
the time being in force.

During the period through 11^th March 2024 to 31^st March 2024 and thereafter:

New Board was reconstituted on 11th March 2024 with the following new directors, namely, Mr. Ajay
Bikram Singh, Mr. Sunil Kumar, Mr. Ramesh Chandragiri Reddappa, Mr. Deepak Kumar Gupta, Mr.
Praveen Kumar Agarwal and Mrs. Jyothi Thomas

It is pertinent to mention here that as at the end of the period under review i.e. March 31, 2024, the
Resolution Plan, as approved by the Hon'ble NCLT, Kolkata Bench vide its order dated 31.01.2024,
was under implementation in supervision of the Monitoring Committee.

1. FINANCIAL RESULTS/HIGHLIGHTS

Highlights of Financial Results for the year are as under:

2. PERFORMANCE REVIEW

Highlights of performance during the financial year 2023-24 are:

Total Revenue from Operation of the Company is 1,891.98 Lacs as against ?. 3,801.29 Lacs in the previous year.
Operating Profit / (Loss) is ? (1,186.42) Lacs as against f (1,443.42) Lacs in the previous year.

Profit/(Loss) before taxation is ^(1,186.42) Lacs for the year as against the profit/ (Loss) of ? (1,443.42) Lacs in the
previous year.

Profit/(Loss) after Tax is ? (1,230.42) Lacs as against the Profit/ (Loss) of ? (1,443.43) Lacs in the previous year.

Performance of the Company during the year under review showed decrease in the sales due to the non-supportive
market conditions and changing customer preferences and initiation of CIRP which affected the marketability of
Company's products.

A detailed review of the operations of the Company for the Financial Year ended 31^st March, 2024 is given in the
Management Discussion and Analysis Report, which forms a part of this report.

3. STATUS OF CORPORATE INSOLVENCY RESOLUTION PROCESS UNDER the IBC CODE The Corporate
Insolvency Resolution Process (“CIRP”) against Eastern Silk Industries Limited (“Company/ Corporate Debtor”) was
initiated by the Hon'ble National Company Law Tribunal, Principal Bench at Kolkata (“Adjudicating Authority”) under
Section 7 of the IBC Code vide its order dated 10^th June 2022. The Adjudicating Authority vide order of the same date
appointed Mr. CA Anil Agarwal IP Registration No. IBBI/IPA-001/IPP00270/2017-2018/10514 as the Resolution
Professional (“IRP”) to conduct the CIRP of the Corporate Debtor. Later, in the first CoC Meeting of the Corporate Debtor
held on 8th July 2022, Mr. Anil Kohli was appointed as the Resolution Professional (“RP”) to run the CIRP of the Corporate
Debtor.

Resolution Professional issued invitation for Expression of Interest (hereinafter referred as "EOI”) in FORM G on August
24, 2022 in compliance with Regulation 36A of CIRP Regulations, 2016 in the newspaper in English and one in Hindi
language and other in Kannda language for the submission of a resolution plan in accordance with the provision of the
Code.

As per the published FORM G, the last date for submission of EOI was stipulated as September 9, 2022, and last date
stipulated for submission of resolution plan was October 31, 2022. The Resolution Professional received three

Resolution Plans which were opened in presence of the COC Members in its 6th CoC Meeting held on November 03,
2022.

The RP with the approval of committee of creditors of the Company filed an application before the Hon'ble NCLT, Kolkata
seeking an extension of the period of Corporate Insolvency Resolution Process (CIRP) of the Company by Ninety (90)
days in terms of section 12(2) of the insolvency and Bankruptcy code 2016. The Hon'ble NCLT Kolkata had granted an
extension of the CIRP Period of the Company by a further period of Ninety (90) days with effect from December 7, 2022
vide its order dated January 30,2023.

All 3 (three) Resolution Plans were put to vote before the CoC members for their consideration, out of which the Resolution
Plan submitted by Baumann Dekor Private Limited through Mr. Ajay Bikram Singh was approved by the CoC in its 11^th
meeting held on March 03, 2023 with 88.30% of voting shares.

Subsequently, on March 09, 2023 the Application for Approval of Resolution Plan under section 30(6) and section 31 (1)
of the Code read with regulation 39 of IBBI (Insolvency Resolution Process for Corporate Person) Regulation, 2016 was
filed by the Resolution Professional with Hon'able National Company Law Tribunal (NCLT) Kolkata for its approval.

The NCLT, Kolkata Bench approved the Resolution Plan submitted by Baumann Dekor Private Limited through Mr. Ajay
Bikram Singh on 31st January, 2024 (“IBC/NCLT Order”). Pursuant to the Resolution Plan, as approved by the Hon'ble
NCLT vide its order dated 31^st January 2024, the Monitoring Committee was constituted for the proper implementation of
the Approved Resolution Plan of M/s Baumann Dekor Private Limited.

In terms of the approved Resolution Plan, a new Board was constituted in the current financial year i.e. on 11^th March,
2024 (“Reconstituted Board” or “Board”) and a new management was put in place who, till the implementation of the
Resolution Plan, will function under the supervision of the Monitoring Committee.

Furthermore, it is pertinent to mention here that in accordance with the provisions of the Code and the NCLT order, the
approved resolution plan is binding on the Company and its employees, members, creditors, guarantors and other
stakeholders involved.

4. DIVIDEND

As the Company has incurred losses during the period under review, the Board of Directors does not recommend any
dividend on Equity Shares for the financial year ended on 31^st March 2024.

5. TRANSFER TO RESERVES

During the year under review, the Company has transferred an amount equivalent to Rs. 7 11,793.06 lacs in capital
reserve Account. Except the said amount no other amount has been transferred to reserves.

6. DETAILS OF MATERIAL CHANGES FROM THE END OF THE FINANCIAL YEAR TILL THE DATE OF THIS
REPORT

As specified herein above in the report the Hon'ble National Company Law Tribunal (NCLT), vide its order dated 31^st
January, 2024 approved the Resolution Plan duly submitted by M/s Baumann Dekor Private Limited through Mr. Ajay
Bikram Singh and in terms of the approved Resolution Plan, a monitoring committee was constituted to monitor and
oversee the implementation of the approved Resolution Plan.

The Resolution Plan shall be implemented within a time period of 18 months from the date of its approval,i.e., up to 31^st
July, 2025.

Furthermore, in terms of the approved Resolution Plan, following events/material changes have occurred from the closure
of the Financial Year March 31,2024 till the date of this report-

1. Entire paid-up equity share capital of the Company as stood on March 31,2024 was extinguished without any
act and further deeds.

2. Following the extinguishment of the 100% paid-up equity share capital of the Company, new 50,00,000 equity
shares of Rs. 2/- each were issued to the new Successful Resolution Applicant and persons nominated by the
Successful Resolution Applicant.

3. Following the allotment of new equity share capital to the Successful Resolution Applicant, the new Promoter,
for the purpose of complying with the applicable requirement of Listing Regulations,diluted 5%of its
shareholding, through an Offer For Sale (OFS) to the public shareholders.

4. After closure of the Financial Year 2023-24 and up to the date of this report, in terms of the Aapproved Resolution
Plan, the Successful Resolution Applicant has made the complete payment, as stipulated in the Plan, to all the
stakeholders i.e. Financial Creditors, Operational Creditors and/or Government authorities/department(s).

5. In terms of the approved Resolution Plan, the successful Resolution Applicant has passed/shall pass the
necessary adjustment entries in the books of accounts of the company, pertaining to the writing off the pre-
CIRP liabilities/debt of the Corporate Debtor.

6. In addition to above, the Successful Resolution Applicant also passed the necessary entries, post the closure
of the financial year till the date of this report, in its books of accounts for giving effect of the Resolution Plan to
various assets and liabilities of the company.

7. CHANGES IN NATURE OF BUSINESS, IF ANY

The Company is engaged in the manufacture of silk fabrics and made-ups, home furnishings, fashion fabrics, handloom
fabrics, double width fabrics, scarves, laces and belts, and embroidered fabrics. There has been no change in the nature
of business of the company during the year under review and the Company continues to carry on its existing business.

8. CHANGES IN CAPTIAL STRUCTURE

There was no change in the authorised share capital and paid-up share capital of the Company during the year under
review.

During the year under review, the Company has not issued shares with differential voting rights nor granted any stock
options or sweat equity and NONE of the Directors of the Company hold instruments convertible into equity shares of the
Company. However, subsequent to Financial Year ended March 31,2024 to the date of this report:

i. the existing paid-up equity share capital of the Company as stood on March 31,2024 was extinguished without
any act and further deeds.

ii. Following the extinguishment of the 100% paid-up equity share capital of the Company, new 50,00,000 equity
shares of Rs. 2/- each were issued to the new Successful Resolution Applicant and persons nominated by
Successful Resolution Applicant.

iii. Post the allotment of 100% equity share Capital to the new promoter i.e. the Successful Resolution Applicant,
the new Promoter, for the purpose of complying with the applicable requirement of the Listing Regulations diluted
5% of its shareholding, through an Offer For Sale (OFS), to the public shareholders.

9. PUBLIC DEPOSIT SCHEME

During the year, your Company has not accepted any deposits. There are no outstanding deposits as on date.

10. SUBSIDIARIES, JOINT VENTURES & ASSOCIATES COMPANIES AND CONSOLIDATED FINANCIAL
STATEMENTS

The Company neither has any associate and joint venture, nor any subsidiary company (ie) have been liquidated or sold
during the year under review. Accordingly, in terms of section 129(3) of the Companies Act, 2013, the Company is not
required to prepare the consolidated financial statements for the year ended 31^st March, 2024.

11. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

As specified hereinabove that the Company was under Corporate Insolvency Resolution Process (CIRP) from June 10,
2022 up to January 31,2024 and in terms of Section 17 of the Insolvency and Bankruptcy Code, 2016, on commencement
of the Corporate Insolvency Resolution Process (CIRP), the powers of the erstwhile Board of Directors of the Company
were suspended and the same are being exercised by Mr. Anil Kohli, Resolution Professional. The management of the
affairs of the Company has been vested with the Interim Resolution Professional/Resolution Professional, as the case
may be, from the initiation of the CIRP, i.e., June 10, 2022 up to January 31,2024, i.e., the date of approval of Resolution
Plan by the Hon'ble NCLT, Kolkata Bench.

Furthermore, after approval of the Resolution Plan by the Hon'ble NCLT, Kolkata Bench, the monitoring committee was
constituted in terms of the approved Resolution Plan and the Monitoring Committee, in its meeting held on March 4, 2024,
further approved the reconstitution of a new Board of Directors, effective from March 11, 2024, thereby appointing new
board, as nominated by the successful Resolution Applicant along with vacation/removal of the erstwhile Board of
Directors of the Company.

Accordingly, as on 31^st March 2024, the board of directors consists of 6 (Six) members, of which 3 (three) were
Independent Directors. The Board also comprises of one woman Independent Director.

Details of Changes in Directors and Key Managerial Personnel during the year are given below:

Induction to the Board

Pursuant to the NCLT order dated January 31, 2024, approving the resolution plan, the Monitoring Committee, in its
meeting held on March 4, 2024, appointed the following individuals as Members of the Board, as additional Director(s),
effective from March 11,2024:

• Mr. Ajay Bikram Singh (DIN: 03096101), Chairman -Non-Executive Director

• Ms. Jyothi Thomas (DIN: 03502492), Non-Executive Independent Director

• Mr. Praveen Kumar Agarwal (DIN: 06992675), Non-Executive Independent Director

• Mr. Deepak Kumar Gupta (DIN: 08578380), Non-Executive Independent Director

• Mr. Sunil Kumar (DIN: 09424480), Executive Director (Whole Time Director)

• Mr. Ramesh Chandragiri Reddappa (DIN: 10535137), Executive Director (Whole Time Director)

Cessation of Directorship

In line with the reconstitution of the Board, pursuant to the NCLT order dated January 31,2024, approving the resolution
plan, the Monitoring Committee, in its meeting held on March 4, 2024, also resolved that the following erstwhile directors
ceased to hold their positions, effective from March 11,2024:

• Mr. Sundeep Shah (DIN: 00484311), Chairman Cum Managing Director

• Ms. Megha Shah (DIN: 07172597), Executive Director

• Mr. Madh Kant Sharma (DIN: 01836989), Non-Executive Independent Director

• Mr. Pankaj Kumar Deorah (DIN: 03426417), Non-Executive Independent Director

• Mr. Abhishek Haralalka (DIN: 08836412), Non-Executive Independent Director

• Mr. Ghanshyam das Harnathka (DIN: 01360829), Non-Executive Independent Director

Key Managerial Personnel

• Mr. Sundeep Shah ceased to be the Managing Director of the company, effective from March 11,2024.

• Mr. Rahul Jaiswal, Company Secretary & Compliance Officer, resigned, effective from March 31,2024.

Information/Details of Changes in Directors and Key Managerial Personnel post the Closure of the Financial year
2023-24 and up to the date of this Report are given below:

In terms of the Approved Resolution Plan, the entire existing equity share capital of the Company was required to be
extinguished along with allotment of 100% new equity shares to the Successful Resolution Applicant (SRA). Keeping in
view of the restructuring of the share capital, the Board of Directors had applied for the extension of the Annual General
Meeting of the Company for a period of 3 months to the Registrar of Companies, Kolkata, which was duly allowed by the
Registrar of the Companies, Kolkata. We would also like to bring to the notice of the prestigious shareholders that the
Company, in terms of the applicable provisions of the Listing Regulations read with the Resolution Plan duly approved the
Hon'ble NCLT, Kolkata Bench vide its order dated 31.01.2024, the Company on October 16, 2024 has applied to the
National Stock Exchange of India for an in-principal approval for the allotment of 100% equity shares to the New SRA and
the persons nominated by the SRA.

It is also pertinent to mention here that the appointments of the new Board of Director(s) by the Monitoring Committee
were as Additional director(s) and in terms of Section 161 of the Act, the tenure of the Additional Director appointed was
up to the date of Annual General Meeting or up to the date when the Annual General Meeting of the Company was required
to be held. As specified above, the Registrar of Companies, Kolkata has extended the date up to December 31,2024 for
holding the Annual General Meeting for the Financial Year 2023-24.

As specified above that the company had filed an application on October 16, 2024 for the in-principal approval for allotment
of equity shares to the new SRA but was unable to get the in-principal approval from National Stock Exchange (NSE) until
December 31,2024. Due to such non availability of the in-principal approval for the allotment of equity shares to the new
SRA and persons nominated by the SRA, the Company was unable to restructure its share capital up to December 31,
2024 which resulted into non-holding of the Annual General Meeting of the Company for the Financial Year 2023-24 by
December 31,2024.

Accordingly, due to above stated unavoidable circumstances, non-holding of Annual General Meeting by 31.12.2024, for
the Financial Year 2023-24, the office of all the Directors of the Company, appointed on 11.03.2024 as above got vacated
in terms of the provisions of Section 161 of the Act. Such a vacation of all members of Board due to applicable provisions
of the law, the monitoring Committee in their meeting held on January 03, 2025 again reappointed the same persons to
the Board of Directors of the Company.

Cessation of Directorship post the closure of Financial Year 2023-24 and till the date of this Report

As briefed hereinabove, non-holding of Annual General Meeting for the Financial Year 2023-24 by December 31, 2024
leads to vacation of office of Board of the Company appointed by the Monitoring Committee w.e.f., March 11,2024. The
details of the Directors whose office were vacated w.e.f. January 01,2025, due to non-holding of Annual General Meeting
by December 31,2024 are provided herein under:-

Re-Induction to the Board post the closure of Financial Year 2023-24 and till the date this Report

As briefed hereinabove, non-holding of Annual General Meeting for the Financial Year 2023-24 by December 31, 2024
leads to vacation of office of Board of the Company appointed by the Monitoring Committee w.e.f., March 11,2024. Due
to such vacation of the Board w.e.f. January 01,2025, the monitoring committee again in their meeting had reconstituted
the board w.e.f. January 03, 2025. The details of the Directors reappointed by the monitoring committee
w.e.f. January 03, 2025, are provided herein under: -

Details of the Key Managerial Personnel appointed and/or Ceased post the closure of the Financial Year and up
to the date of this report

• Mr. Sunil Kumar (DIN:- 09424480) ceased to be the Whole Director of the company, effective from January 1,2025.

• Mr. Sunil Kumar (DIN:- 09424480) was re-appointed as Whole Director of the company, effective from January 3,
2025.

• Mr. Ramesh Chandragiri Reddappa (DIN:- 10535137) ceased to be the Whole Director of the company, effective
from January 1, 2025.

• Mr. Ramesh Chandragiri Reddappa (DIN:- 10535137) was re-appointed as Whole Director of the company, effective
from January 3, 2025.

• Mr. Ravi Kumar, was appointed as Company Secretary & Compliance Officer, effective from June 29, 2024.

• Mr. Prateek Chhawchharia, ceased to be Chief Financial Officer of the Company effective from November 27, 2024.

• Mr. Sunil Kumar, appointed as Chief Financial Officer of the Company effective from February 14, 2025.

Furthermore, the Board of Directors in terms of the Nomination and Remuneration Policy of the Company along with the
recommendation of the Nomination and Remuneration Committee of the Company proposed the
appointment/regularization of the Additional Directors of the Company duly appointed by the Monitoring Committee on
January 03, 2025 along with the appointment of Mr. Sunil Kumar and Mr. Ramesh Chandragiri Reddappa as Whole Time
Director of the Company for a period of three years.

The Board is of the opinion that the proposed appointee Directors,) including Independent Directors, hold the requisite
qualifications and experience.

Details regarding the appointment of director as the provisions of Act and Secretarial Standard on General Meetings (“SS-
2”), issued by the Institute of Company Secretaries of India and approved by the Central Government read with Regulation
36(3) of the Listing Regulations are provided as part of notice to the AGM.

12. DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 134 of the Act, with respect to the Directors' Responsibility Statement, the
Board of Directors of the Company hereby confirm that:

i) in the preparation of the annual accounts for the year ended March 31,2024, the applicable accounting standards read
with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the
same.

ii) appropriate Accounting Policies have been selected and applied consistently. 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 on 31st March, 2024
and of the Profit and Loss Account for the Financial Year ended 31 st March, 2024.

iii) Proper and sufficient care has been taken 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 preventing & detecting fraud
and other irregularities.

iv) The Annual Accounts have been prepared on a going concern basis.

v) The Internal Financial Controls were in place and that there are adequate and were operating effectively.

vi) Proper systems are in place to ensure compliance of all laws applicable to the Company and that such systems are
adequate and operating effectively.

13. NUMBER OF MEETINGS OF THE BOARD

After the Commencement of CIRP ,i.e., w.e.f. June 10, 2022, in terms of the Section 17 of the Insolvency and Bankruptcy
Code, 2016, the powers of the Board were suspended up to the approval of the Resolution Plan by the Hon'ble NCLT,
Kolkata Bench vide its order Dated January 31,2024.

During the CIRP ,i.e., up to January 31,2024, the role and responsibilities of the Board of Directors are being fulfilled by
the Resolution Professional in accordance with sections 17 and 23 of IBC 2016 and powers of the Board of Directors
were suspended. Hence, no meetings of the Directors were held after the Commencement of CIRP ,i.e., June 10, 2022
and up to the continuation of CIRP till January 31,2024.

As briefed above that post the approval of the Resolution Plan by the Hon'ble NCLT, Kolkata Bench vide its order dated
January 31, 2024, the monitoring committee was constituted. Monitoring Committee in its meeting held on March 04,
2024, re-constituted the Board of the Company thereby appointing new board of directors as nominated by the Successful
Resolution applicant along with the cessation/vacation of the erstwhile directors of the company.

Post the reconstitution of the committee on March 11, 2024; during the financial year, the newly constituted Board of
Directors have met one time. However, no meeting of previous board of directors held during the year. The details
regarding the attendance and the date of Board Meetings are provided in the Corporate Governance Report forming part
of this Report.

14. DETAILS OF COMMITTEES OF THE BOARD
AUDIT COMMITTEE

Pursuant to the Insolvency Commencement Order dated June 10, 2022 and in consonance with the stipulation contained
in Section 17 of the IBC, 2016, the powers of the Board of Directors of the Company stand suspended and the same are
vested in and exercised by Resolution Professional.

Subsequently, Baumann Dekor Private Limited filed Resolution Plan which was approved by Hon'ble NCLT vide its order
dated January 31,2024.

in term of Approved Resolution Plan, the Monitoring Committee, in its meeting held on March 4, 2024, reconstituted the
new board in place of previous Board of the Company with effect from March 11,2024, and the Audit Committee of the
Board was re-constituted by the newly appointed board during their meeting held on March 30, 2024. However, no Audit
Committee meetings were held during the year ended March 31, 2024. As a result, no details for Audit Committee
meetings during the review period have been provided.

The composition of the Audit Committee along with the other details are provided in the Corporate Governance Report
forming part of this Report.

STAKEHOLDERS RELATIONSHIP/GRIEVANCE COMMITTEE

Pursuant to the Insolvency Commencement Order dated June 10, 2022 and in consonance with the stipulation contained
in Section 17 of the IBC, 2016, the powers of the Board of Directors of the Company stood suspended and the same
were vested in and exercised by Resolution Professional.

Subsequently, Baumann Dekor Private Limited filed Resolution Plan which was approved by Hon'ble NCLT vide order
dated January 31,2024.

in term of Approve Resolution Plan, the Monitoring Committee, in its meeting held on March 4, 2024, constituted the new
Board in place of the previous Board of the Company with effect from March 11,2024, and the Stakeholders Relationship
Committee of the Board was re-constituted by the newly appointed Board during their meeting held on March 30, 2024.
However, no Stakeholder Relationship Committee meetings were held during the year ended March 31,2024. As a result,
no details for Stakeholder Relationship Committee meetings during the review period have been provided.

The composition of the Stakeholders Relationship Committee along with the other details are provided in the Corporate
Governance Report forming part of this Report.

NOMINATION & REMUNERATION COMMITTEE

Pursuant to the Insolvency Commencement Order dated June 10, 2022 and in consonance with the stipulation contained
in Section 17 of the IBC, 2016, the powers of the Board of Directors of the Company stood suspended and the same
were vested in and exercised by Resolution Professional.

Subsequently, Baumann Dekor Private Limited filed Resolution Plan which was approved by Hon'ble NCLT vide order
dated January 31,2024.

in term of Approve Resolution Plan, the Monitoring Committee, in its meeting held on March 4, 2024, reconstituted the
new Board in place of previous Board of the company with effect from March 11, 2024, and the Nomination and
Remuneration Committee of the Board was re-constituted by the newly appointed Board during their meeting held on
March 30, 2024. However, no Nomination and Remuneration Committee meetings were held during the year ended March
31, 2024. As a result, no details for Nomination and Remuneration Committee meetings during the review period have
been provided.

The composition of the Nomination and Remuneration Committee along with other details are provided in the Corporate
Governance Report forming part of this Report.

SHARE TRANSFER COMMITTEE

Pursuant to the Insolvency Commencement Order dated June 10, 2022 and in consonance with the stipulation contained
in Section 17 of the IBC, 2016, the powers of the Board of Directors of the Company stood suspended and the same
were vested in and exercised by Resolution Professional.

Subsequently, Baumann Dekor Private Limited filed Resolution Plan which was approved by Hon'ble NCLT vide order
dated January 31,2024.

Pursuant to the NCLT order dated January 31, 2024, approving the resolution plan, the Monitoring Committee, in its
meeting held on March 4, 2024, approved the reconstitution of the new Board of Directors, effective March 11, 2024. As
a result, the existing Board was dissolved, leading to the dissolution of the Share Transfer Committee of Board as well.

15. PERFORMANCE EVALUATION OF BOARD

After the Commencement of CIRP ,i.e,. w.e.f. June 10, 2022, in terms of the Section 17 of the Insolvency and Bankruptcy
Code, 2016, the powers of the Board were suspended up to the approval of the Resolution Plan by the Hon'ble NCLT,
Kolkata Bench vide its order Dated January 31,2024.

During the CIRP ,i.e., up to January 31,2024, the role and responsibilities of the Board of Directors are being fulfilled by
the Resolution Professional in accordance with sections 17 and 23 of IBC 2016, and powers of the Board of Directors are
suspended. Hence, no meetings of the Directors were held after the Commencement of CIRP ,i.e., June 10, 2022 and up
to the continuation of CIRP till January 31,2024.

As briefed above that post the approval of the Resolution Plan by the Hon'ble NCLT, Kolkata Bench vide its order dated
January 31, 2024, the monitoring committee were constituted. Monitoring Committee in its meeting held on March 04,
2024 re-constituted the Board of the Company thereby appointing new board of directors as nominated by the Successful
Resolution applicant along with the cessation/vacation of the erstwhile Directors of the Company.

As the newly board was constituted only on March 11,2024, accordingly, no formal Board evaluation has been carried
out during the year under review.

16. DECLARATION BY INDEPENDENT DIRECTORS

The company was in receipt of Declarations, from the newly constituted board (constituted w.e.f. March 11, 2024),
pursuant to the Sections 164(2) and 149(6) of the Companies Act, 2013 and Regulations 16(and 25(8) of SEBI (LODR)
Regulations, 2015 that they have registered their names in the Independent Directors' Databank. In the opinion of the
Board, the Independent Directors hold highest standard of integrity and possess the requisite qualifications, experience,
expertise, and proficiency.

17. NOMINATION AND REMUNERATION POLICY

The Board has, on the recommendation of the Nomination and Remuneration Committee, framed nomination and
remuneration Policy for selection and appointment of Directors, Key Managerial Personnel and their remuneration as well
as policy on the appointment and remuneration of other employees. The Remuneration Policy is stated in the Corporate
Governance Report that forms part of this Annual Report. The policy is also available on the website of the Company at
www.easternsilk.com.

18. DISCLOSURE OF PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
FOREIGN EXCHANGE EARNING AND OUTGO

The particulars required to be furnished under Section 134(3) (m) of the Act read with Companies (Accounts) Rules, 2014
are set out in “Annexure I”, which forms part of the report.

19. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are annexed to this report and
marked as “Annexure II”.

In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 or any statutory modification or amendment in these Rules, a
statement showing the name of top ten employees in terms of Remuneration drawn forms part of the Report and annexed
to this report and marked as “Annexure II”. Further, there was no employee in the Company who has drawn the
remuneration in excess of the limits set out in the said Rules. Therefore, the disclosure for the same is not required.

20. CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS

The Company is committed to maintain the highest standards of corporate governance and adhere to the corporate

governance requirements set out by SEBI. The report on Corporate Governance as stipulated under the Listing
Regulations forms an integral part of this Report. The requisite certificate from the Secretarial Auditors of the Company
confirming compliance with the requirements of Corporate Governance is attached to the report on Corporate Governance.

A separate section on Corporate Governance and Management Discussion and Analysis together with the Auditor's
Certificate confirming the compliance of conditions on Corporate Governance as per Schedule V of Listing Regulations
with the Stock Exchange form part of the Annual Report as “Annexure IN”.

21. CODE OF CONDUCT

As per the Listing Regulations, 2015, the Board of the Company has laid down Code of Conduct for all the Board members
of the Company and Senior Management Personnel as well and the same has been posted on Website of the Company
which can be access by the following link www.easternsilk.com.

The certificate pertaining compliance to the Code of Conduct is also annexed to the report and marked as “Annexure IV”

22. PARTICULARS OF LOANS, GURANTEES, INVESTMENTS AND SECURITIES MADE

The particulars of loans, guarantees given, security provided and investments made during the year as per Section 186
of the Companies Act, 2013, if any, form part of the notes and schedules of the Financial Statements provided in this
Annual Report.

23. CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

After the Commencement of CIRP ,i.e., w.e.f. June 10, 2022, in terms of the Section 17 of the Insolvency and Bankruptcy
Code, 2016, the powers of the Board were suspended up to the approval of the Resolution Plan by the Hon'ble NCLT,
Kolkata Bench vide its order Dated January 31,2024.

During the CIRP ,i.e., up to January 31,2024, the role and responsibilities of the Board of Directors are being fulfilled by
the Resolution Professional in accordance with sections 17 and 23 of IBC 2016 and powers of the Board of Directors are
suspended. Hence, no meetings of the Directors were held after the Commencement of CIRP i.e. June 10, 2022 and up
to the continuation of CIRP till January 31,2024.

As briefed above that post the approval of the Resolution Plan by the Hon'ble NCLT, Kolkata Bench vide its order dated
January 31,2024, the monitoring committee was constituted. Monitoring Committee in its meeting held on March 04, 2024
re-constituted the Board of the Company thereby appointing new board of directors as nominated by the Successful
Resolution applicant along with the cessation/vacation of the erstwhile directors of the company w.e.f. March 11,2024.

Furthermore, all the related party transactions were entered on arm's length basis, in the ordinary course of business and
are in compliance with the applicable provisions of the Act and Listing Regulations. There are no materially significant
related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel etc. which may
have potential conflict with the interest of the Company at large or which warrants the approval of the shareholders.
Accordingly, no transactions are being reported in Form AOC-2 in terms of Section 134 of the Act read with Rule 8 of the
Companies (Accounts) Rules, 2014. However, the details of the transactions with Related Parties are provided in the
Company's financial statements in accordance with the Accounting Standards.

The Policy on Related Party Transactions as approved by the Board is available on Company's website and can be
accessed at www.easternsilk.com.

24. CORPORATE SOCIAL RESPONSIBILITY

Pursuant to the Insolvency Commencement Order dated June 10, 2022 and in consonance with the stipulation
contained in Section 17 of the IBC, 2016, the powers of the Board of Directors of the Company stood suspended and

the same were vested in and exercised by Resolution Professional.

Subsequently, Baumann Dekor Private Limited filed Resolution Plan which was approved by Hon'ble NCLT vide order
dated January 31,2024.

Pursuant to the NCLT order dated January 31, 2024, approving the resolution plan, the Monitoring Committee, in its
meeting on March 4, 2024, approved the reconstitution of the new Board of Directors, effective March 11, 2024. As a
result, the existing board was dissolved, leading to the dissolution of the Corporate Social Responsibility Committee of
Board as well. The provisions of Section 135 of the Act are not applicable to the Company.

25. NOTES TO ACCOUNTS

They are self-explanatory and do not require any explanations

26. RISK MANAGEMENT

The Company has been addressing various risks impacting the Company and the policy of the Company. During the year,
your Directors and RP made sure that all the risks that the organization faces such as strategic, financial, credit, market,
liquidity, security, property, IT, legal, regulatory, reputational and other risks have been identified and assessed and there
is an adequate risk management infrastructure in place capable of addressing those risks.

The Company monitors, manages and reports on the principal risks and uncertainties that can impact its strategic long¬
term objectives. The risk management process is reviewed periodically in order to keep it aligned with the emerging
risks across the globe. Various programs involve risk identification, assessment and risk mitigation planning for strategic,
operational, and financial compliance related risks across various levels of the organization.

The Board is identifying the elements of risks involved along with its severity and their impact on the existence of the
Company.

Furthermore, in terms of the Listing Regulations, the Company is not required to form Risk Management Committee.

27. INTERNAL FINANCIAL CONTROLS

The Company has established Internal Financial Control System for ensuring the orderly and efficient conduct of the
business including adherence to Company's Policies, the safeguarding of assets, the prevention and detection of frauds
and errors, the accuracy and completeness of the accounting records and the timely preparation of reliable Financial
Statements.

The Company has in place adequate internal financial controls with reference to financial statements. During the year,
such controls were tested and no reportable material weaknesses in the design or operation were observed.

28. STATUTORY AUDITORS

M/s B.K. Shroff & CO., Chartered Accountants, Kolkata (Firm Regn. No. 302166E) was appointed as the Statutory
Auditors of the Company, for a period of 5 years, commencing from the conclusion of 76^th AGM till the conclusion of the
81^st AGM to be held in the year 2027.

Audit Observations and response for the same for the Financial Year ended on 31.03.2024

Statutory Auditors have expressed qualified opinions. The details of the audit qualification and the response to the same
are furnished below: -

29. COST AUDITORS

During the FY 2023-24, due to Corporate Insolvency Resolution Process, the Company has not approved the re¬
appointment of the appointed M/s. N. Radhakrishnan & Co., Cost Accountant for conducting the audit of cost records of
the Products ‘Silk fabrics', ‘Cotton Fabrics', ‘Linen Fabrics' and ‘Polyester Fabrics' maintained by the Company for the
Financial Year 2023-24.

However, Post Reconstitution of the New Board of Directors of the company, in their meeting held on 16^th May 2024
pursuant to Section 148(3) of the Companies Act, 2013, read with Rule 14 of Companies (Audit and Auditors) Rules,
2014, has re-appointed M/s. N. Radhakrishnan & Co., Cost Accountant for conducting the audit of cost records of the
Products ‘Silk fabrics', ‘Cotton Fabrics', ‘Linen Fabrics' and ‘Polyester Fabrics' maintained by the Company for the
Financial Year 2023-24.

The Company maintained the cost records as specified by the Central Government under Sub-section (1) of Section 148
of the Companies Act, 2013.

The cost audit report of M/s N. Radhakrishnan & Co., Cost Accountant, for the financial year 2023-24 does not contain
any adverse qualification or remarks.

30. SECRETARIAL AUDITOR

During the FY 2023-24, due to Corporate Insolvency Resolution Process, the Company has not approved the appointment
of the Secretarial auditor of the company for the Financial Year 2023-24.

However, post re-constitution the New Board of Directors of the company, in their meeting held on 16^th May 2024, pursuant
to the provisions of Section 204 of the Act read with rule 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, has appointed M/s H Nitin & Associates, Practicing Company Secretary as
Secretarial Auditor, to conduct Secretarial Audit for the Financial Year 2023- 24.

The Secretarial Audit Report for the financial year ended March 31, 2024 is annexed herewith marked as “Annexure-V”
to this Report. The observations of the Secretarial Auditors are self-explanatory in nature.

31. COMPLIANCE OF SECRETARIAL STANDARDS

Yours Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries
of India.

32. WEB LINK OF ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) and Section 92(3) of the Act, the draft Annual Return of the Company for
the Financial Year 31^st March, 2024 is uploaded on the website of the Company and can be accessed at
www.easternsilk.com.The final Annual Return shall be uploaded in the same web link after the said Return is filed with
the Registrar of Companies.

33. VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company in pursuance to the provisions of section 177(9) & (10) of the Act has formulated a vigil mechanism (whistle
blower policy) for its Directors and Employees of the Company to report their genuine concerns about unethical
behavior, actual or suspected fraud or violation of the company's Code of Conduct. The mechanism provides for adequate
safeguards against victimization of Directors and employees who avail of the mechanism. In exceptional cases, Directors
and employees have direct access to the Chairman of the Audit Committee. The Vigil Mechanism (Whistle Blower Policy)
is available on the company's website www.easternsilk.com.

34. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

Corporate Insolvency Resolution Process (CIRP) has been initiated under the provisions of the Insolvency and Bankruptcy
Code, 2016 (“the Code”) vide order dated 10th June, 2022 passed by Hon'ble National Company Law Tribunal (NCLT),
Kolkata.

Resolution Plan submitted by Baumann Dekor Private Limited was approved by CoC, and the same was filed with NCLT,
Kolkata which approved the same on 31^st January, 2024.

No other Significant and material orders passed by the regulators or courts or tribunals impacting the going concern status
and company's operations in future.

35. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013

The Company has zero tolerance towards discrimination and harassments including sexual harassment and always
strives to create and provide a healthy environment in the workplace(s). It has in place a Policy for prevention of Sexual
Harassment at the Workplace in line with the requirements of the Sexual Harassment of Women at the Workplace
(Prevention, Prohibition & Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered
under this policy. No complaint on sexual harassment was received during the Financial Year 2023-2024. The details are
as under:

The details of the sexual harassment cases received, disposed of and pending are given below:-

36. CONFIRMATION FOR THE COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961.

The Company hereby confirm and declare the due compliance of the Maternity Benefit Act, 1961.

37. GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no
transactions on these items during the period under review:

Details relating to deposits covered under Chapter V of the Act.

Issue of equity shares with differential rights as to dividend, voting or otherwise.

Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

38. BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT

The Business Responsibility & Sustainability Report is not mandatorily applicable to the company and has not been
prepared.

39. DETAILS IN RESPECT OF FRAUD REPORTED BY THE AUDITORS UNDER SECTION 143(12) OF THE
COMPANIES ACT, 2013 OTHER THAN THOSE REPORTABLE TO CENTRAL GOVERNMENT

There was no instance of fraud during the year 2023-2024, which required the statutory auditors to report under Section
143(12) of the Companies Act, 2013 and the rules made thereunder. Further, the internal auditor and secretarial auditor
have not reported any fraud in their report.

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

The details about the Corporate Insolvency Resolution Process along with the present status of the same has been duly
briefed in the various section(s) of this Report.

41. 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:

Corporate Insolvency Resolution Process (CIRP) has been initiated under the provisions of the Insolvency and Bankruptcy
Code, 2016 (“the Code”) vide order dated 10th June, 2022 passed by Hon'ble National Company Law Tribunal (NCLT),
Kolkata.

Resolution Plan submitted by Baumann Dekor Private Limited was approved by CoC, and the same was filed with NCLT,
Kolkata which approved the same on 31^st January, 2024.

Apart from the above, the Company did not enter into any transaction for One Time Settlement of loan/borrowings from
Bank.

42. FAMILIARIZATION PROGRAM FOR THE INDEPENDENT DIRECTORS

In compliance with the requirements of Listing Regulations, the Company has put in place a familiarization programme for
the Independent Directors to familiarize them with their role, rights and responsibility as Directors, the working of the
Company, nature of the industry in which the Company operates, business model etc. The details of the familiarization
programme are explained in the Corporate Governance Report and also available on the Company's website at
www.easternsilk.com.

43. ACKNOWLEDGEMENT

The newly constituted Board of Directors would like to express their sincere appreciation for the assistance and
cooperation received from the financial institutions, banks, Government authorities, customers, vendors and members
during the year under review. The Resolution Professional/Monitoring professional, Directors also wish to place on record
their deep sense of appreciation for the dedication of the employees at all levels, which has been required for the
Company's success. The Directors, Resolution Professional/ Monitoring professional, of the Company look forward to
their continued support in future.

Date: 30.08.2025
Place: Bengaluru