The Directors have pleasure in presenting the 64^th Annual Report along with Audited Financial Statements of the Company for the
financial year ended 31^st March 2025.

FINANCIAL RESULTS Rs. in crore (10 Million)

DIVIDEND

The Board is pleased to recommend dividend of Rs. 5.00 per
equity share (50%) for the financial year ended 31^st March 2025,
subject to approval of members at the forthcoming Annual
General Meeting and deduction of tax at source, as may be
applicable. The dividend outgo will be Rs. 84.70 crore.

RESERVES AND APPROPRIATIONS

The amount available for appropriation, including surplus for
the year under review, stood at Rs. 2,512.78 crore. The Directors
propose this to be appropriated as under:

PERFORMANCE REVIEW

The financial year 2024-25 was characterized by both challenges
and successes. The year presented distinct obstacles, with
a marked decrease in margins compared to the previous
year. Despite these difficulties, the Company demonstrated
significant resilience, supported by strategic investments
and an unwavering commitment to reinforcing our business
foundation.

Despite the year per se being a challenging year, the Company
achieved highest ever sale of 8.06 lac MT during the year

(Previous Year 7.94 lac MT). Sharp rise in imports at very low
price has adversely affected price realizations significantly,
resulting into lower profitability margins, particularly for
packaging board business of the Company. Pricing pressure
continued throughout the year across most of the categories
due to increase in imports. Packaging Board grew by 3.6%
during the year despite lower growth seen in FMCG and other
consumer industries.

The fluctuating global economic conditions due to geopolitical
tensions created unpredictability in market dynamics, affecting
demand and supply chains throughout the year.

Availability of wood continued to be a major challenge this
year resulting in substantial increase in input costs. Lower
wood plantation during covid period affected the raw material
availability in the last couple of years, resulting into sharp
increase in wood prices and impacting the profitability severely
in FY 2024-25. The Company increased its plantation acreage
in the last two years by more than 50% compared to previous
2 years average, which is expected to increase the availability
of wood in the coming years and rationalize its prices. The
Company distributed more than 13.21 crore saplings covering
over 87000 acres of plantation in the financial year under review.

Corrugated Packaging business continues to witness volatility
in kraft paper prices during the year resulting in shrinking of
margins on account of lag in passing through impact.

On the financial front, the Company continues to remain
healthy with positive cash flow generation and tightened the
cost controls during challenging time. The Company continued

to deleverage its Balance Sheet with additional prepayments
wherever possible leading to improvement in credit profile and
reduced financing costs.

Your Company sustained its leadership through a strong
focus on people, brand loyalty, customer-centric strategies,
operational efficiency, and robust plantation initiatives.

NEW PROJECTS AND ACQUISITIONS

Bleach Chemical Thermo-Mechanical Pulp (BCTMP)

To become self-sufficient in hardwood BCTMP for producing
Packaging Board and address the issue of price volatility and
availability, the Company is setting up a BCTMP Mill at Unit CPM,
Songadh, Gujarat, having capacity of 125,000 ADMT per annum.
Project is going on as per the schedule and expected to be
commissioned during the second half of financial year 2025-26.

Acquisition of remaining stake in Horizon Packs
Private Limited (HPPL) and Securipax Packaging
Private Limited (SPPL)

The Company acquired the remaining 15% equity stake in its
subsidiary companies, HPPL and SPPL. Following this acquisition,
both HPPL and SPPL became wholly owned subsidiaries of the
Company w.e.f. 17^th May 2024.

Acquisition of Radhesham Wellpack Private Limited
(RWPL)

The Company acquired 60% equity shares of RWPL for cash
consideration funded out of internal accruals, resulting RWPL
becoming a subsidiary of the Company w.e.f. 3^rd February 2025.
RWPL, is engaged in the corrugated packaging business and
this acquisition is in line with the long-term strategic objective
of the Company. It gives an opportunity to the Company to
have a greater footprint in the western region of India.

Acquisition of Quadragen Vethealth Private Limited
(QVPL)

The Company acquired 62.14% equity shares of QVPL for cash
consideration funded out of internal accruals, resulting QVPL
becoming a subsidiary of the Company w.e.f. 25^th March 2025.
QVPL is engaged in the business of manufacturing, marketing
and exporting of Animal Nutrition Products including Feed
Additives & Growth Promoters. This strategic acquisition
positions the Company for growth in a promising and rapidly
expanding industry segment.

Scheme of Arrangement

The Board of Directors of the Company has approved a
Composite Scheme of Arrangement, providing for merger
of its wholly owned subsidiaries viz. Horizon Packs Private

Limited, Securipax Packaging Private Limited, and JKPL Utility
Packaging Solutions Private Limited into the Company thereby,
consolidating its paper and packaging businesses into a single
entity. Additionally, the Scheme provides that Enviro Tech
Ventures Limited (a subsidiary of the Company) will undergo
restructuring, by way of demerger of demerged undertaking
(excluding paper and packaging and investment in subsidiary
Company viz. The Sirpur Paper Mills Limited) into PSV Agro
Products Private Limited. Subsequently, residual Enviro Tech
Ventures Limited will also be merged into the Company.

The Scheme aims to enhance operational efficiency, optimize
capital utilization, eliminate intra-group transactions, simplify
regulatory compliance and ensures the interests of shareholders
and creditors. The Scheme is subject to necessary approvals
from regulatory authorities, shareholders, and creditors and is
expected to be completed within 12 to 18 months.

CAPITAL STRUCTURE

During the year under review, there has been no change in the
Authorised, Issued, Subscribed and Paid-up share capital of the
Company. As on 31^st March 2025, the Authorised Share Capital
of the Company was Rs. 500 crore and Paid-up Share Capital was
Rs. 169.40 crore.

BORROWINGS AND CREDIT RATING

The Company continued to have a prudent working capital
management and operating efficiencies resulting in positive
cash generation. During the year the Company has repaid
Loans to the extent of Rs. 350 crore which has led to reduction
in overall borrowing from Rs. 1811 crore in FY 2023-24 to
Rs. 1475 crore in FY 2024-25.

The Company kept a close watch on domestic & global
economic scenario and moved timely to use various forex and
interest rate derivative structure to optimize the overall finance
cost in an increasing interest rate scenario.

CRISIL Ratings Limited (CRISIL) - CRISIL has reaffirmed its rating
for Long term and Short term borrowing facilities. Current Long
Term Rating is CRISIL AA/Stable, Short Term Rating is CRISIL A1
and Fixed Deposit Rating is CRISIL AA/Stable.

India Ratings and Research (Ind-Ra): Ind-Ra has reaffirmed its
rating for Long Term and Short term borrowing facilities. Current
Long Term Rating is IND AA/Stable, Short Term Rating is IND A1
and Fixed Deposit Rating is IND AA/Stable.

India Ratings and Research (Ind-Ra) has also reaffirmed the
long-term Credit Rating of The Sirpur Paper Mills Ltd., subsidiary
of the Company. Current Long Term Rating is IND AA/Stable,
Short Term Rating is IND A1 .

COMPLIANCE WITH SECRETARIAL STANDARDS

The applicable Secretarial Standards issued under Section 118
of the Companies Act, 2013 ('the Act') have been complied with.

AWARDS AND RECOGNITIONS

Our commitment towards Safety & Environment, Quality &
Operational Excellence, Sustainability and Corporate Social
Responsibility initiatives continue to garner appreciation from
various industry chambers and social bodies. Some of the
prominent accolades and awards received during the year are
as follows:

Unit JKPM, Rayagada, Odisha:

Ý National Award for Manufacturing Competitiveness 2023¬
24 by International Research Institute for Manufacturing
(IRIM), Mumbai.

Ý International Safety Award 2024 in Merit category organized
by British Safety Council.

Ý FAME National Award 2023-24 for Efforts to achieve
Excellence in Occupational Health & Safety by Foundation
for Accelerated Mass Empowerment (FAME), India.

Ý OASME Award 2023-24 for dedicated efforts to promote
MSME Sector in Odisha and in recognition of the ability as
the "BEST MOTHER PLANT" for the year 2023-24 by Odisha
Assembly of Small & Medium Enterprises (OSAME).

Ý CSR Times Award 2024 for empowering States Through
Sustainable Development in the special category of the
CSR Project Nutan Gyan Vardhani: Care of Specially- abled
Children by Ministry of Goa.

Unit CPM, Fort Songadh, Gujarat:

Ý 3 Gold Awards - Pulpmill, Recovery plant and Safety
improvement; and 2 Silver Awards - Instrumentation
improvements and QA&TS improvement at CII Kaizen
Competition.

Ý Achieved another milestone in Energy sector with getting
award of 'Excellent Energy Efficient Unit'.

Ý Star Champion Award, in the "CII Champion Trophy"
competition.

INDUSTRIAL RELATIONS

The Company maintained peaceful and harmonious industrial
relations across its Units throughout the year barring an illegal
strike called on 17^th March 2025 by a section of workmen
at Unit CPM. After negotiations and signing of Long Term
Wage Agreement, the strike was called off on 17^th April 2025.
Notwithstanding the above, we deeply appreciate the long¬
standing commitment of our employees, including contractors

and their workforce, in fostering industrial harmony and a
positive work environment. Through the implementation of
new work practices and automation, we have successfully
enhanced manpower productivity. We actively promote
ongoing interaction, dialogue, and collaboration with the
local community and other stakeholders to drive various social
initiatives. Our commitment to employee well-being, skill
development, and inclusive growth remains a priority, ensuring
a motivated workforce and a sustainable business ecosystem.
Through proactive engagement, we continue to build trust and
strengthen our relationships with all stakeholders, contributing
to long-term socio-economic progress.

ANNUAL RETURN

Pursuant to the provisions of the Act, the Annual Return of the
Company is available on the website of the Company and can
be accessed at https://www.jkpaper.com/pdf/agm/Form_MGT-
7_for_Website.pdf

PARTICULARS OF LOANS, GUARANTEES AND
INVESTMENTS

The particulars of loans given, guarantees or securities provided
and investments made in terms of the provisions of Section 186
of the Act and the purpose for which the loans/guarantees/
securities are proposed to be utilised are given in the financial
statements.

RELATED PARTY TRANSACTIONS

During the financial year ended 31^st March 2025, all the
contracts or arrangements or transactions entered into by the
Company with the Related Parties were in the ordinary course
of business and on arm's length basis and were in compliance
with the applicable provisions of the Act and SEBI (Listing
Obligations & Disclosure Requirements) Regulations, 2015
('Listing Regulations').

Form AOC-2 containing details of the material Related Party
Transactions entered during the financial year 2024-25 as per
Policy on Materiality of Related Party Transactions and on Dealing
with Related Party Transactions, is attached as Annexure-1 to
this Report and forms part of it.

The said Policy is available on the website of the Company
and the weblink for the same is https://www.jkpaper.com/
pdf/company-policy/Policy_on_Materiality_of_RPTs_and_on_
dealings_with_RPTs.pdf

DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under review, Shri S.K. Roongta (DIN: 00309302)
was redesignated as an Independent Director for a term of up
to five consecutive years, effective from 23^rd August 2024, and

requisite resolution in this regard was passed by the Members
at the AGM held on 3^rd September 2024. The Board is of opinion
that Shri S.K. Roongta has high integrity and relevant experience.

The tenure of Shri R.V. Kanoria (DIN: 00003792) and Shri Sandip
Somany (DIN: 00053597) as Independent Directors concluded
on 22^nd August 2024. They were appointed as Non-Executive
Non-Independent Directors, effective from 4^th September 2024,
and requisite resolutions in this regard were passed by the
Members at the AGM held on 3^rd September 2024.

Shri Anoop Seth (DIN:00239653), who was appointed as Non¬
Executive Independent Director of the Company w.e.f. 27^th
September, 2022, for a period of three consecutive years by
the Members on 17^th November, 2022, is proposed to be re¬
appointed as Independent Director of the Company for a
further term of five consecutive years w.e.f. 27^th September
2025, subject to approval of the Members at the ensuing AGM
of the Company.

Shri Dhirendra Kumar (DIN: 00153773), Non-Executive Non¬
Independent Director of the Company, retired by rotation at
the AGM of the Company held on 3^rd September 2024. The
Board wishes to place on record its sincere appreciation of the
valuable contributions and guidance received from him during
his tenure.

Shri Deepak Gupta, Company Secretary of the Company ceased
to be the Company Secretary & Compliance Officer and a whole
time Key Managerial Personnel of the Company with effect from
closing business hours of 8^th November 2024.

Shri Pradeep Joshi, has been appointed as the Company
Secretary & Compliance Officer and a whole time Key Managerial
Personnel of the Company w.e.f. 13^th December 2024.

All the Independent Directors of the Company have given
requisite declarations at the beginning of the year that they
meet the criteria of independence as provided under the Act and
Listing Regulations and there is no change in the circumstances
as on the date of this report which may affect their status as an
independent director.

Except as stated above, there was no other change in Directors
and Key Managerial Personnel of the Company.

INTERNAL CONTROL SYSTEM

The Company is committed to maintaining a robust and
effective internal control framework across all offices, plants,
and key functions. This ensures a structured system for business
planning, goal review, risk evaluation and management,
financial reporting, regulatory compliance, asset protection,
fraud prevention, and IT security validation. These controls are
continuously refined to align with evolving business needs,

regulatory changes, and industry best practices, ensuring
transparency, accountability, and operational excellence.

A dedicated Corporate Internal Audit team, comprising qualified
professionals, subject matter experts supported by independent
audit firms and specialized agencies, conducts regular internal
audits as per the annual audit plan approved by the Audit
Committee. The audit process not only reviews existing control
systems but also identifies areas for improvement, ensuring
a culture of continuous improvement. Audit findings are
reviewed by the Audit Committee, and corrective actions are
taken as needed to mitigate risks and strengthen controls and
governance.

Risk Management

The Company has developed a comprehensive risk management
framework to identify, evaluate, and manage risks across all
major functions and business segments. A documented Risk
Control Matrix is in place to ensure structured risk assessment
and mitigation strategies. During the year under review, no
material reportable weaknesses were observed. The Company
also has a comprehensive budgetary control system aligned
with its strategic business plan. Key performance targets are
set for each plant and product line, with periodic monitoring of
actual performance against these targets. Corrective actions are
taken as needed to address any deviations. For details of risks
as required to be disclosed in the Board's Report under section
134(3) of the Act, please refer Management Discussion and
Analysis forming part of the Report.

Compliance Management

The Company ensures strict adherence to legal and regulatory
requirements through a structured compliance management
system. A compliance monitoring software tool is being used to
track the status of all applicable statutory compliances online.
This system enables proactive compliance tracking and timely
reporting to mitigate any potential risk associated with non¬
compliance. The Company remains committed to maintaining
high standards of corporate governance and regulatory
adherence.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company integrates CSR into its core values, guided by a
corporate vision that emphasizes care for both the environment
and the community. The Company regards CSR as a continuous
commitment to operate ethically, responsibly, and sustainably,
while contributing meaningfully to the country's socio¬
economic development. Your Company's overarching goal is
to enhance the quality of life for communities surrounding its
operations and to contribute positively to society at large.

With a sustainability and CSR vision centered on holistic
community development and long-term impact, the Company is
committed to inclusive growth through initiatives that empower
individuals, create sustainable livelihoods, and promote social
equity. Aligned with the Sustainable Development Goals (SDGs)
and national priorities, the Company's CSR efforts focus on key
thematic areas including promoting preventive healthcare,
education, livelihood generation, women empowerment, rural
development, environmental sustainability, conservation of
natural resources, promotion of art & culture and promotion of
sports.

Over the years, these initiatives have made a significant and
measurable impact, reaching over 11.75 lac beneficiaries
through strategic collaborations and community-driven
programs. The CSR footprint of the Company now extends
across 4 states, 1 Union Territory (New Delhi) and 7 districts,
positively influencing the lives of more than 11.75 lac people,
with a strong emphasis on underserved and marginalized
communities. The Company's CSR policy complies fully with
the provisions of the Act and is implemented with utmost
transparency and accountability under the guidance of a
dedicated CSR and Sustainability Committee, ensuring that all
programs remain aligned with strategic goals and contribute to
inclusive, sustainable development.

The CSR Policy of the Company is hosted on the website of the
Company.

Annual Report on the CSR activities undertaken by the
Company during the financial year ended 31^st March 2025, in the
prescribed format, along with summary of Impact Assessment
Report summarizing the outcomes and effectiveness of CSR
initiatives is annexed to this Report as Annexure-2 and forms
part of it.

AUDITORS & THEIR REPORTS

(a) Statutory Auditors

In accordance with the provisions of the Act and the
Rules made thereunder, M/s. Lodha & Co. LLP, Chartered
Accountants, were re-appointed as Statutory Auditors of
the Company for their second term of five consecutive
years from the conclusion of the 61^st AGM held on 6^th
September 2022 till the conclusion of the 66^th AGM to be
held in the year 2027.

The observations of the Auditors in their report on Accounts
and the Financial Statements, read with the relevant
notes are self-explanatory. The Auditor's Report does not
contain any qualification, reservation, adverse remark or
disclaimer. During the year under review, the Auditors have
not reported any matter under Section 143(12) of the Act,
therefore no detail is required to be disclosed.

(b) Secretarial Auditor

For the financial year 2024-25, Shri Namo Narain Agarwal,
Company Secretary in Practice, was appointed as the
Secretarial Auditor to carry out the Secretarial Audit of the
Company. His report for the said financial year, provided
in the prescribed format in compliance with Section 204
of the Act, and Regulation 24A of the Listing Regulations,
is annexed to this Report as Annexure-3 and forms part
of it. The Secretarial Audit Report does not contain any
qualification, reservation, adverse remark, or disclaimer.
During the year under review, the Secretarial Auditor has
not reported any matter under Section 143(12) of the Act,
therefore no detail is required to be disclosed.

The Company has two material unlisted subsidiary
incorporated in India, The Sirpur Paper Mills Limited (SPML),
and (ii) Horizon Packs Private Limited (HPPL). The Secretarial
Audit Reports for FY 2024-25 of SPML and HPPL, issued by
Shri Namo Narain Agarwal and M/s Somani & Associates,
Secretarial Auditor(s), respectively, in the prescribed format,
are annexed to this Report as Annexure - 3(i) and 3(ii),
pursuant to Regulation 24A of the Listing Regulations.

Pursuant to the amended provisions of Regulation 24A of
the Listing Regulations and Section 204 of the Act, read with
Rule 9 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, your Directors have
approved and recommended the appointment of Shri
Namo Narain Agarwal, Company Secretary in Practice, as
the Secretarial Auditor of the Company for a term of up to
five (5) consecutive years from FY 2025-26 to FY 2029-30,
subject to approval by the members at the ensuing AGM.

Shri Namo Narain Agarwal has provided his consent to act as
the Secretarial Auditor of the Company and has confirmed
that his appointment, if made, would be within the limits
prescribed under the Act, the Rules made thereunder, and
the Listing Regulations. He has further confirmed that he
is not disqualified from being appointed as the Secretarial
Auditor as per the provisions of the Act, and the Listing
Regulations.

(c) Cost Auditors

In accordance with the provisions of Section 148(1) of
the Act, the Company has maintained cost accounts and
records. The Cost Audit for the financial year ended 31^st
March 2024 was conducted by M/s R.J. Goel & Co., Cost
Accountants, and the Cost Audit Report was duly filed with
the Ministry of Corporate Affairs, Government of India. The
Audit of the Cost Records for the financial year ended 31^st
March 2025 is being conducted by the said firm and the
Report will also be filed with the Ministry of Corporate
Affairs, Government of India. During the year under review,

the Auditors have not reported any matter under Section
143(12) of the Act, therefore no detail is required to be
disclosed.

SIGNIFICANT AND MATERIAL ORDERS PASSED
BY THE REGULATORS OR COURTS OR TRIBUNALS

During the year under review, there were no significant and
material orders passed by the Regulators or Courts or Tribunals
which could have impact on the going concern status of the
Company and its future operations. Further, during the year
under review, no applications were made or no proceedings
were pending as at the end of the year under the Insolvency
and Bankruptcy Code, 2016.

MATERIAL CHANGES AND COMMITMENTS

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

CONSERVATION OF ENERGY ETC.

The details as required under Section 134(3)(m) of the Act read
with the Companies (Accounts) Rules, 2014 is annexed to this
Report as Annexure-4 and forms part of it.

PARTICULARS OF REMUNERATION

Disclosure of the ratio of the remuneration of each Director to
the median employee's remuneration and other requisite details
pursuant to Section 197(12) of the Act read with Rule 5(1) of
the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, is annexed to this Report as Annexure-5
and forms part of it. Further, particulars of employees pursuant
to Rule 5(2) & (3) of the above Rules, also form part of this
Report. However, in terms of provisions of Section 136 of the
Act, the Report for the financial year 2024-25 is being sent to
all the members of the Company and others entitled thereto,
excluding the said particulars of employees. Any member
interested in obtaining such particulars may write to the
Company Secretary. The said information is also available for
inspection at the Registered Office of the Company on working
days during working hours.

CORPORATE GOVERNANCE

Your Company reaffirms its commitment to the highest
standards of corporate governance practices. Pursuant to
Regulation 34 read with Schedule V of the Listing Regulations,
Management Discussion and Analysis, Corporate Governance
Report and Auditors' Certificate regarding compliance of

conditions of Corporate Governance are made part of this
Annual Report.

The Corporate Governance Report & Management Discussion
and Analysis Report which forms part of this Annual Report also
covers the following:

a) Particulars of Board and Committee Meetings held during
the financial year under review.

b) Policy on Nomination and Remuneration of Directors, Key
Managerial Personnel and Senior Management including,
inter alia, the criteria for performance evaluation of
Directors.

c) Manner in which formal annual evaluation has been
made by the Board of its own performance and that of its
Committees and individual Directors.

d) Details with respect to composition of Audit Committee
and establishment of Vigil Mechanism.

e) Details regarding Risk Management.

f) Dividend Distribution Policy.

g) Disclosures under the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act,
2013.

h) Management Discussion and Analysis of Financial condition
and result of operations.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT

Pursuant to Regulation 34(2)(f) of the Listing Regulations,
the Business Responsibility and Sustainability Report of the
Company for the financial year ended 31^st March 2025 in the
prescribed format, is given in a separate section and forms a part
of the Annual Report.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements of your Company for
the financial year 2024-25 have been prepared in accordance
with the Act and applicable Indian Accounting Standards.
The Audited Consolidated Financial Statements together with
Auditors' Report forms a part of the Annual Report.

A report on the performance and financial position of each of
the subsidiaries and joint ventures included in the Consolidated
Financial Statements is presented in a separate section in this
Annual Report (refer Form AOC-1 annexed to the Financial
Statements forming part of the Annual Report).

Pursuant to the provisions of Section 136 of the Act, standalone
audited financial statements, consolidated audited financial
statements along with relevant documents and separate
audited financial statements of each of the subsidiaries are
available on the website of the Company and the weblink for
the same is https://www.jkpaper.com/financial-results

DEPOSITS

Pursuant to the approval of members by means of a Special
Resolution at the AGM held on 27^th September 2014, the
Company has been accepting deposits from the public and
its members, in accordance with the provisions of the Act and
Rules made thereunder.

The particulars in respect of the deposits covered under Chapter
V of the said Act, for the financial year ended 31^st March 2025 is
annexed to this Report as Annexure-6 and forms part of it. The
Board has now decided to discontinue the Scheme w.e.f. date of
expiry of previous circular issued in the form of advertisement
and deposits will be paid to Deposit Holders on their respective
due dates.

DIRECTORS' RESPONSIBILITY STATEMENT

As required under Section 134(3)(c) of the Act, your Directors
state that:

(a) in the preparation of the annual accounts, the applicable
accounting standards have been followed along with
proper explanation relating to material departures, if any;

(b) the accounting policies have been selected and applied
consistently and judgments and estimates made 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 of the Company for that
period;