Your Directors have immense pleasure in presenting the 38^th Annual Report on the business and operations
of your company along with the Audited Financial Statements for the Financial Year ended 31st March,
2025.

1. COMPANY SPECIFIC INFORMATION

1.1. FINANCIAL SUMMARY:

The performance during the period ended 31^st March, 2025 has been as under:

*The financial statements comply in all the material aspects with the Indian Accounting Standards
(IND AS) notified under Section 133 of the Companies Act, 2013 read with the Companies (Indian
Accounting Standards) Rules, 2015 and other relevant provisions of the Companies Act, 2013.

REVIEW OF OPERATIONS:

The total revenue of the Company for the Financial Year ended March 31, 2025 was Rs. 3049.47 lakhs
as compared to the previous year total revenue Rs. 3021.76 Lakhs. During this financial year the
Company has incurred a net loss of Rs. (71.51) Lakhs as against the previous year's net loss of Rs.
(141.75) Lakhs.

1.2. Amount, if any, which the Board proposes to carry to any reserves: NIL

1.3. Dividend: The Board of Directors of the Company has not declared dividend for the Financial Year
2024-25.

1.4. Major events occurred during the year:

1.4.1 During the Financial Year under purview no material event occurred having an impact on
the affairs of the company.

1.4.2 Change in the nature of business: The Company has not commenced any new business
or discontinued/sold or disposed off any of its existing businesses or hived off any
segment or division during the year. There is no change in the nature of business of the
Company.

1.4.3 Material changes and commitments, if any, affecting the financial position of the
company, having occurred since the end of the Year and till the date of the Report:

Nil.

2. GENERAL INFORMATION:

The Indian packaging industry is a significant part of the economy and is experiencing rapid growth. The
growth of the packaging market in India is largely driven by growing consumer market, e-commerce
expansion, and industrial sector demand particularly in FMGC, pharmaceuticals, Automotives. The rise of
the Indian middle class and increase in disposable income in rural India along with changing lifestyle,
rapid expansion of organized retail, growth of exports, and India's rising e-commerce sector are further
facilitating growth of packaging industry. Rapid urbanization and industrialization are seeing speedy
growth in end user industries like pharmaceuticals, automotives, infrastructure and foods and beverages.
Huge investments in these end-user industries are creating scope for expansion of the packaging market.
This opens possibilities for the new entrants in the field provided they are ready to meet fast changing
customer needs and demands.

The packaging industry uses variety of materials where in, Plastic is the dominant material for its ease of
handling due to being light-weight its remarkable versatility and cost-effectiveness. The Indian packaging
industry is dominated by plastic flexible packaging; the main reason for this is that flexible packages are
found extremely adaptable, aesthetically attractive, cost-effective, sturdy and convenient to use. This
industry benefits from lower transportation and manufacturing cost that serves cost-sensitive Indian
market.

However, the industry faces challenges related to environmental impact. As concern for the impact of
plastic on the environment is on rise, we are witnessing strict regulatory norms and measures being
implemented all around the world. A circular economy working on the principle of reuse, recycle and
reduce is gaining importance and industries are working towards reducing the impact of plastic
packaging on environment. Traditional packaging methods are evolving now with sustainability goals,
and the packaging industry is trying to re-structure, rebalance their sustainability goals keeping in view
the main factor i.e. cost. New entrants have opportunities to succeed by innovating and meeting evolving
market and regulatory demands.

In summary, the Indian plastic processing and packaging industries are experiencing significant growth
however, balancing this growth with environmental sustainability and regulatory compliance is crucial
for long-term success.

3. CAPITAL STRUCTURE:

The authorized share capital of the Company stands at Rs. 6,00,00,000/- divided into 60,00,000 equity
shares of Rs.10/- each.

The paid up share capital of the Company stands at Rs. 4,56,97,500 /- divided into 45,69,750 equity
shares of Rs.10/- each. There are no changes in the capital structure of the company during the year.

4. CREDIT RATING OF SECURITIES: Not Applicable

5. INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

The Company has transferred the amount and the shares to IEPF under sub-section (2) of section 125 of
the Act and the IEPF (Accounting, Audit, Transfer and Refund) Rules, 2016 which related to the Financial
Year 2016-17 during the period under review. Due Notices were sent to Shareholders, also the
Newspaper Advertisement pursuant to the IEPF Rules were made in English and Vernacular Language
which was also placed in the website of the Company for the information of the shareholders.

Details of the Nodal Officer: Ms. Swarupa Rani K, Company Secretary of the Company is the Nodal Officer
of the Company.

Further, details of the Nodal Officer is available on https://www.raipack.com/investor-contacts.html

IMPORTANT NOTE: The Company has to transfer amount and shares to IEPF under sub-section (2) of
section 125 of the Act and the IEPF (Accounting, Audit, Transfer and Refund) Rules, 2016 which related to
the Financial Year 2017-18 during the financial year 2025-26. Due Notices are sent to Shareholders,
also the Newspaper Advertisement pursuant to the IEPF Rules were made in English and Vernacular
Language on July 30, 2025 which was also placed in the website of the Company for the information of
the shareholders which can be viewed on:

https://www.raipack.com/pdf/shareholder-corner/news-pub/Shareholders-Notice-Transfer-of-

Shares-to-IEPF-2017-18.pdf

The Company has also placed the list of Shareholders whose shares are due to be transferred in the
Financial Year 2025-26 on the website of the Company and can be viewed for the purpose of verification
at https://raipack.com/pdf/uncliamed-dividend/list-of-uncliamed-shares-2017-18.pdf

Any Shareholder whose name appears in the mentioned lists can write a mail to secretary@raipack.com
to impede such transfer of Shares to IEPF.

6. MANAGEMENT:

6.1 Change in Directors and Key Managerial Personnel:

A. Retirement of Directors by Rotation

In accordance with the provisions of Section 152 of the Companies Act, 2013, Mr. Pushapraj Singhvi
(DIN: 00255738) retires by rotation at the 38^th Annual General Meeting and, being eligible, offers
himself for re-appointment.

B. Change in Key Managerial Personnel and Board of Directors

During the year under review, the following changes took place in the composition of Board of
Director and KMPs of the Company

In addition to the above, further changes occurred in the composition of the Board and the Key
Managerial Personnel (KMPs) of the Company after the end of the financial year, as detailed below:

6.2 Declaration by Independent Directors and statement on compliance of code of conduct:

All the Independent Directors on the Board have given a declaration of their independence to the
Company as required under Section 149(6) of the Act and Regulation 16(1)(b) of SEBI Listing
Regulations. In the opinion of the Board, all the Independent Directors possess the integrity, expertise
and experience including the proficiency required to be Independent Directors of the Company by
virtue of the experience, fulfil the conditions of independence as specified in the Act and the SEBI
Listing Regulations and are independent of the management and have also complied with the Code
for Independent Directors as prescribed in Schedule IV of the Act.

I. The necessary declaration with respect to independence has been received from all the
Independent Directors of the company under sub-section (6) of section 149,

II. The Independent Directors have complied with the Code for Independent Directors prescribed in
Schedule IV to the Act.

III. I, Prem Chand Kankaria, Managing Director (DIN: 00062584) of the Company hereby affirm that
the members of the Board of Directors of the company and the senior management of the Company
are in compliance with the code of conduct laid down by the Company. Certificate for the same is
forming the part of this Annual Report.

6.3 Board Meetings:

During the financial year 2024-25, the Board of Directors duly met 4 (four) times on 25.05.2024,
08.08.2024, 09.11.2024 and 14.02.2025 and in respect of these meetings, proper notices were given
and the proceedings were properly recorded and signed in the Minutes Book maintained for the
purpose.

Composition of the Board

6.4 Committees:

I. Audit Committee: During the financial year 2024-25, (4) four meetings of the Audit Committee
were held on 25.05.2024, 08.08.2024, 09.11.2024 and 14.02.2025.

Composition Of the Committee

The Vigil Mechanism Policy adopted by the Company is available on http://raipack.com/policies.html

II. Nomination And Remuneration Committee: During the financial year 2024-25, only one meeting
held on 14.02.2025.

Composition Of the Committee:

Brief Description of Terms of Reference

• To approve the fixation/revision of remuneration of Executive Directors of the Company and while
approving:

• To take into account the financial position of the Company, trend in the industry,
appointee’s qualification, experience, past performance, past remuneration etc.

• To bring out objectivity in determining the remuneration package while striking a balance
between the interest of the Company and the Shareholders.

• To identify persons who are qualified to become Directors and who may be appointed in senior
management in accordance with the criteria laid down and to recommend to the Board their
appointment and /or removal.

• To carry out evaluation of every Director’s performance.

• To formulate the criteria for determining qualifications, positive attributes and independence of a
Director, and recommend to the Board a policy, relating to the remuneration for the Directors, key
managerial personnel and other employees.

• To formulate the criteria for evaluation of Independent Directors and the Board.

• To recommend/review remuneration of the Managing Director and Whole-time Director(s) based
on their performance and defined assessment criteria.

• Recommend to the board, all remuneration, in whatever form, payable to senior
management.

The Nomination and Remuneration Policy adopted by the Company is available on
http://raipack.com/policies.html

III. Stakeholders Relationship Committee: During the financial year 2024-25, Stakeholders Relationship
Committee met once on 14.02.2025.

Composition Of the Committee

The Company has designated an exclusive email ID-secretary@raipack.com for complaints/grievances.

IV. Independent Directors Committee: The independent Directors of the Company met once on
14.02.2025 during the financial year.

Details of policy for Familiarization Programme for Independent Directors: The Company’s Policy on
Directors’ appointment and remuneration can be viewed by the Stakeholders on the below website
https://www.raipack.com/policies.html

Note: Ms. Khushboo Joshi, company secretary of the company was the secretary of all the
committee meetings in FY 2024-25. She has resigned as Company Secretary w.e.f 14.02.2025.

6.5 Recommendations of Audit Committee:

There is no such instance to report where the Board has not accepted the recommendations made
by the Audit Committee.

6.6 Remuneration received by Managing/Whole time Director from holding or subsidiary
company:

The Company has no Holding or Subsidiary Company.

6.7 Directors' Responsibility Statement:

In pursuance of section 134 (5) of the Companies Act, 2013, the Directors hereby 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 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 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 this Act 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; and

(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.

(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.

6.8 Internal Financial Controls:

The Internal Financial Controls with reference to financial statements as designed and implemented
by the Company are adequate. The Company maintains appropriate system of internal control,
including monitoring procedures, to ensure that all assets are safeguarded against loss from
unauthorized use or disposition. Company policies, guidelines and procedures provide for adequate
checks and balances, and are meant to ensure that all transactions are authorized, recorded and
reported correctly.

During the period under review, there is no material or serious observations have been noticed for
inefficiency or inadequacy of such controls.

6.9 Details in respect of frauds reported by auditors under sub section (12) of section 143 other
than those which are reportable to the central government:

Auditors have not come across any fraud and as such not reported u/s 143(12).

7. DISCLOSURES RELATING TO SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES:

7.1 Report on performance and financial position of the subsidiaries, associates and joint
ventures:

The Company does not have any Subsidiary, Associate or Joint venture.

7.2 Companies which have become or ceased to be subsidiaries, associates and joint ventures:

During the year neither any Company became its subsidiary nor ceased to be its subsidiary.

8. DETAILS OF DEPOSITS:

The Company has not accepted any deposits during the year.

9. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:

During the year under review, the Company has not made any investments or given any loans and
guarantees.

10. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

There were no materially significant related party transactions made by the Company with the
promoters, directors, key managerial personnel or other designated persons under Section 188 of the
Companies Act, 2013. Details of all related party transactions including that with the Promoters are
disclosed in Note 33 to the financial statement which sets out related party disclosures to this report.

11. CORPORATE SOCIAL RESPONSIBILITY (CSR):

Since the Company does not have the net worth of Rs. 500 Crores or more, or turnover of Rs. 1000
Crores or more, or a net profit of Rs. 5 Crores or more during the financial year, section 135 of the
Companies Act, 2013 relating to Corporate Social Responsibility is not applicable and hence the
Company need not adopt any Corporate Social Responsibility Policy.

12. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND
OUTGO:

The details regarding Energy Conservation, Technology Absorption, Foreign Exchange Inflow and
Outflow as required under Section 134 (3) (m) of the Companies Act, 2013 read with the Companies
(Accounts) Rules, 2014 are given in the Annexure -IV and forms part of this Report.

13. RISK MANAGEMENT:

The Company follows a comprehensive system of Risk Management. The Company has adopted a
procedure for assessment and minimization of probable risks. It ensures that all the risks are timely
defined and mitigated in accordance with the well-structured risk management process.

14. CODE OF CONDUCT FOR THE PREVENTION OF INSIDER TRADING:

The Board of Directors has adopted the Insider Trading Policy in accordance with the requirements
of the SEBI (Prohibition of Insider Trading) Regulation, 2015 The Insider Trading Policy of the
Company lays down guidelines and procedures to be followed, and disclosures to be made while
dealing with shares of the Company, as well as the consequences of violation. The policy has been
formulated to regulate, monitor and ensure reporting of deals by employees and to maintain the
highest ethical standards of dealing in Company securities.

The Insider Trading Policy of the Company covering code of practices and procedures for fair
disclosure of unpublished price sensitive information and code of conduct for the prevention of
insider trading is available on our website.

15. DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM:

Vigil Mechanism Policy has been established by the Company for directors and employees to report
genuine concerns pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013 and
Regulation 22 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 . The same
has been placed on the website of the Company.

16. MATERIAL ORDERS OF JUDICIAL BODIES /REGULATORS:

There are no significant and material orders passed by the regulators / courts that would impact the
going concern status of the Company and its future operations.

17. AUDITORS:

The following are the details of various auditors of the Company:

(i) Statutory Auditors

In terms of Section 139 of the Act, NAC and Associates, LLP, Chartered Accountants (FRN:
119375W/S200011) have been appointed as Statutory Auditor of the Company to hold office for
a term of five (5) years from the conclusion of the 35 th Annual General Meeting until the conclusion
of consecutive 40th Annual General Meeting of the Company. The Statutory Auditor have
confirmed their eligibility and submitted the certificate in writing that they are not disqualified to
hold the office of the Statutory Auditor.

The Statutory Auditor NAC and Associates, LLP, Chartered Accountants (FRN:
119375W/S200011) have issued their reports on Financial Statements for the year ended March
31, 2025. There are no adverse remarks or qualifications in the said report. The Report, Notes on
Accounts and other disclosures are self-explanatory and do not call for any further comments.

(ii) Internal Auditors

Pursuant to provisions of Section 138 read with Rule 13 of the Companies (Accounts) Rules, 2014
and Section 179 read with Rule 8(4) of the Companies (Meetings of Board and its Powers) Rules,
2014; during the year under review the Internal Audit functions and activities of the Company was
undertaken by the Internal Auditor of the Company on quarterly basis by M/s KSVB & Co.
Chartered Accountants (FRN: 153041W),. Deviations, if any are reviewed periodically and due
compliance is ensured.

Summary of Significant Audit Observations, if any along with recommendations and its
implementations are reviewed by the Audit Committee and concerns, if any, are reported to Board.
There were no adverse remarks or qualification from the Internal Auditors during the year under
review.

The Board has appointed M/s KSVB & Co. Chartered Accountants (FRN: 153041W) as the Internal
Auditors for the Financial Year 2025-26. Internal Audit Report is considered in every Board
Meeting of the Company and compliance is ensured.

(iii) Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of managerial personnel) Rules 2014, the Board had appointed
M/s. Sayani& Associates, Practicing Company Secretaries to undertake the secretarial audit of the
Company for the year 2024-25. The report of the Secretarial Auditor is enclosed as Annexure I
and forms part of this report. There were no adverse remarks or qualifications in the Secretarial
Audit Report issued for the period under review. The report is self-explanatory and does not
require any further comments.

The Board has appointed M/s. Sayani & Associates, Practicing Company Secretaries as Secretarial
Auditors for the Financial Year 2025-26.

(iv) COST AUDITOR

The Company is not required to appoint Cost Auditor as per the provisions of the Companies (Cost
Records and Audit) Rules, 2014. The Company is required to maintain Cost Records as specified
by the Central Government under sub-section (1) of Section 148 of the Act. Accordingly, the
Company has made and maintained such accounts and records.

18. COMPLIANCE WITH SECRETARIAL STANDARDS:

The Company is in compliance with the applicable secretarial standards.

19. CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (IBC):

There is no application filed for corporate insolvency resolution process, by a financial or operational
creditor or by the company itself under the IBC before the NCLT.

20. FAILURE TO IMPLEMENT ANY CORPORATE ACTION:

No such instances to report.

20.1 OTHER DISCLOSURES: There are no other additional disclosures affecting the stakeholders of
the Company which are required to disclose under this section.

21. ADDITIONAL DISCLOSURES UNDER LISTING REGULATIONS:

21.1 Statement of deviation or variation: During the Financial Year 2024-25, the Company has
not made any public issue, rights issue, preferential issue for which it is required to issue
Statement of deviation or variation.

21.2 Management Discussion and Analysis Report (MDAR): The Management Discussion and
Analysis Report, pursuant to the SEBI (LODR) Regulation appended as Annexure V for
information of the Members.

21.3 Certificate on Compliance of conditions of Corporate Governance:

Since the paid-up capital of the Company is less than Rs. 10 Crores and Net worth of the
Company is less than Rs. 25 Crores, Corporate Governance certificate under Provisions of
Chapter IV, Regulation 15 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 is not applicable.

21.4 Suspension of Trading: No such instance to report.

22. EVENT BASED DISCLOSURES

During the year under review, the Company has not taken up any of the following activities:

1. Issue of sweat equity share: No

2. Issue of shares with differential rights: No

3. Issue of shares under employee’s stock option scheme: No

4. Disclosure on purchase by company or giving of loans by it for purchase of its shares: No

5. Buy back shares: No

6. Disclosure about revision: No

7. Preferential Allotment of Shares: No

8. The Company has not delisted its Shares in the given Financial Year

23. NON-EXECUTIVE DIRECTORS' COMPENSATION AND DISCLOSURES

None of the Independent / Non-Executive Directors has any pecuniary relationship or transactions
with the Company which in the Judgment of the Board may affect the independence of the Directors.

24. CEO/ CFO Certification:

In compliance with the applicable provisions of the Companies Act, 2013 and relevant regulations
under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
certification of the financial statements for the financial year 2024-25, duly signed by the Managing
Director and the Chief Financial Officer, is provided elsewhere in this Annual Report.

25. INSURANCE:

The properties and assets of your Company are adequately insured.

26. EMPLOYEE RELATIONS:

Your Directors are pleased to record their sincere appreciation of the contribution by the staff at all
levels of the Company. A table containing the particulars in accordance with the provisions of Section
197(12) of the Act, read with Rule 5(2) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is appended as Annexure II to this Report.

A statement showing the names of the top ten employees in terms of remuneration drawn and the
name of every employee is annexed to this Annual report as Annexure III.

None of the employees is drawing a remuneration of Rs. 1,02,00,000/- and above per annum or
Rs.8,50,000/- and above in aggregate per month, the limits prescribed under Section 197 of the
Companies Act, 2013 read with rule 5(2) of Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014.

26.1 Human Resource Management and Related Disclosures

Prevention of Sexual Harassment of Women at the Workplace

Your Company adheres to a strict policy to ensure the safety of women employees at the
workplace. The Company is fully compliant with the provisions of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (“POSH Act”) and has
constituted an Internal Complaints Committee to redress complaint regarding sexual
harassment. The Company’s policy in this regard, is available on the company's website.

Composition of the Committee:

The Details of composition of the Committee are given below:

In accordance with POSH Act, following disclosures are made:

26.2 Compliances of Maternity Benefit Act,1961

The Company confirms that it has complied with the provisions of the Maternity Benefit Act,
1961, including granting maternity leave, nursing breaks, and protection against dismissal
during maternity leave, as applicable to eligible employees during the financial year.

27. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND
VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

During the year under review, there has been no one time settlement of loans taken from banks and
financial institutions.

28. EVALUATION OF BOARD:

Pursuant to the provisions of the Act and provisions of SEBI Listing Regulations, a separate exercise
was carried out to evaluate the performance of individual Directors who were evaluated on
parameters such as level of engagement and contribution and independence of judgment thereby
safeguarding the interest of the Company. The performance evaluation of the Independent Directors
was carried out by the entire Board. The performance evaluation of the Chairman and the Non -
Independent Directors was carried out by the Independent Directors. The Board also carried out
annual performance evaluation of the working of its Audit, Nomination and Remuneration as well as
Stakeholders’ Relationship Committee. The Directors expressed their satisfaction with the
evaluation process.

ACKNOWLEDGEMENTS:

Your Directors wish to place on record their appreciation of the contribution made by the employees at
all levels, for the continued growth and prosperity of the Company. Your Directors also wish to place on
record their appreciation of business constituents, Banks, statutory authorities and other financial
institutions and shareholders of the Company for their continued support for the growth of the
Company.

For and on Behalf of The Board
Raj Packaging Industries Limited
Sd/- Sd/-

Prem Chand Kankaria Neepa Kankaria

Managing Director Whole Time Director

DIN: 00062584 DIN:06637083

Place: Hyderabad
Date: 12.08.2025