Print to be taken on letterhead of the Company

[Corporate Identity Number (CIN):U21094TG2017PTC119201]

BOARD’S REPORT TO THE SHARE HOLDERS

Your Directors have utmost pleasure in presenting the 1 st Annual Report of your
Company along with the Audited Financial Statements for the year ended 31 st March
2018.

CONVERSION OF PARTNERSHIP FIRM INTO PRIVATE LIMITED COMPANY:

The Partnership Firm “M/s. Dhanlakshmi Industries” has been registered as “Dhanlakshmi
Packaging Industries Private limited” on 31.08.2017 vide CIN: U21094TG2017PTC119201
under the provisions of Chapter XXI (Part-I) of the Companies Act, 2013 and All Assets,
properties, movable and immovable (including actionable claims) and Liabilities
belonging to and vested in Partnership Firm on such registration 31.08.2017, passed to
and vested in “Dhanlakshmi Packaging Industries Private limited”

The Financial Year, wherever refereed in report Means from date of Incorporation
31.08.2017 to 31.03.2018.

OPERATIONS AND FINANCIAL PERFORMANCE OF THE COMPANY:

The financial performance of the Company for the year ending 31 st March, 2018, in
comparison with the previous year, is as follows:

Particulars FY 2017 - 2018 FY 2016 - 2017

(Amount in Rs.) (Amount in Rs.)
Revenue from Operations 405,436,908 -
Other Income 3,280,896 -
Total Expenditure 411,470,455 -
Profit/(Loss) before tax (18,939,112) -
Less:
Income Tax - -
Deferred Tax (Asset)/Liability (1,574,629) -
Profit/(Loss) for the Year (17,364,483) -

During the financial year under review the Company has incurred revenue of Rs.
4,05,436,908 and the company has incurred expenditure of Rs. 4,11,470,455. Hence the
company has incurred a total loss of Rs. 17,364,483.

During the year under review, the Company has incurred losses. Your Directors are
making incessant efforts and all possible steps to minimize expenditure, tap various
business opportunities and are confident of achieving better turnover as well as profits in
the years to come.

TRANSFER TO RESERVES:

During the Financial Year under review, The Loss of Rs. 17,364,483/- have been
transferred to the reserves.

DIVIDEND:

Your Board could not recommend any dividend for the year under review due to losses.
TRANSFER TO INVESTOR PROTECTION FUND ACCOUNT:

There were no amounts which were required to be transferred to the investor protection
fund by the company.

CHANGE IN THE NATURE OF BUSINESS:

During the financial year under review, there has been no change in the nature of
business.

ACTIVITIES UNDERTAKEN DURING THE YEAR:

The Company has not undertaken any activities during the year under the review.

MATERIAL CHANGES AND COMMITMENTS OCCURRED BETWEEN THE END OF THE

FINANCIAL YEAR AND THE DATE OF THE REPORT AFFECTING THE FINANCIAL
POSITION OF THE COMPANY:

There were no material changes and commitments which have occurred from the end of
the financial year till the date of this report, affecting the financial position of the
Company.

NAMES OF THE SUBSIDIARIES / ASSOCIATES / JOINT VENTURES

The Company has no Subsidiaries, Associates and Joint Ventures during the financial year
under review.

DIRECTORS / KEY MANAGERIAL PERSONNEL:

During the financial year under review, there has been no change in the constitution of
the Board.

EXTRACT OF ANNUAL RETURN:

The extract of the annual return to be provided pursuant to Section 134 (3) (a) of
Companies Act, 2013, in Form MGT-9, pursuant to Section 92(3) read with rule 12 (1) of
the Companies (Management and Administration) Rules, 2014, is attached herewith as
an Annexure-1.

SHARE CAPITAL:

The share capital of the company is as follows:

Authorized Capital: Rs. 5,00,00,000

Paid-Up Capital : Rs. 5,00,00,000

During the year, there is no change in Authorised Capital & Paid up Capital of the
Company.

ISSUE OF SECURITIES DURING THE YEAR:

Increase in Sweat Bonus Employees Preferential Right

Share Equity Shares Stock Option Issue Issue
 Capital Plan
Nil Nil Nil Nil Nil Nil

MEETINGS OF THE BOARD:

Pursuant to the provisions of Section 173 of the Companies Act, 2013, during the
financial year 2017 – 2018 (31.08.2017 to 31.03.2018), the Board of Directors duly met
07 (Seven) times as below:

Sl. Board Meeting Venue of the Total Number of Directors

No Date Board Meeting as on the date who attended
. of Board the Board
Meeting Meeting.

1. 11.09.2017 Registered office of 8 8

2. 21.09.2017 the Company. 8 8
3. 25.09.2017 8 8
4. 02.01.2018 8 8
5. 19.01.2018 8 8
6. 16.03.2018 8 8
7 30.03.2018 8 8

In respect of above meetings, proper notices were given and the proceedings were
properly recorded and signed in the Minutes Book maintained for the purpose.

INDEPENDENT DIRECTORS:

The Company being a Private Company, is not required to appoint Independent Directors
on its Board, and accordingly, the declaration pursuant to Section 149 (7) of the
Companies Act, 2013, required to be obtained from an Independent Director that he
meets the criteria of independence as provided in Section 149(6) is not applicable to the
Company.

NOMINATION AND REMUNERATION COMMITTEE AND STAKEHOLDERS

RELATIONSHIP COMMITTEE:

The Company being a Private Company, the provisions of Section 178 of the Companies
Act, 2013, as to constitution of Nomination, Remuneration and Stakeholders Relation
Committee, are not applicable to the Company, and accordingly, the disclosures as per
Section 134 (3) (e) of the Act, are not required to be made.

COMPANY’S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF

REMUNERATION AND DISCHARGE OF THEIR DUTIES.

The provisions of section 178 (1) of Companies Act, 2013 relating to constitution of
Nomination and Remuneration Committee ate not applicable to the Company and hence
the Company has not framed any separate policy relating to appointment of Directors,
payment of Managerial remuneration, Directors qualifications, positive attributes,
independence of Directors and other matters as provided under Section 178 (3) of the
Companies Act, 2013.

CONSOLIDATED FINANCAIL STATEMENTS:

The Company has neither Subsidiary Companies nor associate Companies. Hence the
concept of consolidated financial statements doesn’t arise.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:

The information pursuant to Section 134 (3) (g) of the Act, as to the Loans given,
Guarantees given or Security Provided and Investments made by the Company pursuant
to Section 186 of the Act, are as below:

(i) Loans given:

Sl. Name and Address of Amount of Other terms Approval of

No the person Loan Members, if
. any.
NIL
NIL
(ii) Guarantees given or Security provided:

Sl. Name and Address of Amount of Name of the Approval of

No the person to whom Guarantee / person in Members, if
. Guarantee Given or Security whose any.
Security provided and other favour
terms Guarantee/
Security was
provided

NIL

(iii) Investments made:

Sl. Nature of Investment, Name Amount of Approval of

No and address of the Investee Investment and Members, if
. entity other terms, if any.
any.,

NIL

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

There were no contract or arrangements made with related parties as defined under
Section 188 of the Companies Act, 2013 during the year under review.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE

EARNINGS AND OUT GO:

The information pursuant to Section 134 (3) (m) of the Act, read with Rule 8(3) of the
Companies (Accounts) Rules, 2014, as amended from time to time, is provided
hereunder:

A: Conservation of Energy:

(i) The steps taken or impact on conservation of energy:

The activities of the Company are not energy oriented, and accordingly heavy
usage of power is not involved, except for the use of office equipment of the
Company. However, the Company has been continuously making efforts to reduce
energy consumption. The management is striving to achieve cost reduction by
economical usage of energy.

(ii) The steps taken by the Company for utilising alternate sources of energy:
 The Management is not of the opinion of using any alternate sources of energy, in
view of the cost of the infrastructure required for the same.

(iii) The capital investment on energy conservation equipment:

The same may be treated as NIL.

B. Technology Absorption:

(i) The efforts made towards : NOT APPLICABLE

Technology absorption

(ii) The benefits derived like product : NOT APPLICABLE

improvement, cost reduction,
product development or import
substitution

(iii) In case of imported Technology

(imported during the last three
years reckoned from the
beginning of the financial year)

(a) The detail of technology :

imported

(b) The year of import : NOT APPLICABLE

(c) Whether the technology been :

fully absorbed

(d) If not fully absorbed, areas :

(iv) The expenditure incurred on : NOT APPLICABLE
Research and Development.

C. Foreign Exchange Earnings and Out Go:

Foreign Exchange Earnings (in flows) : NIL

Foreign Exchange Outgo (out flows) : Rs. 97,130,241/-

RISK MANAGEMENT POLICY:

Your Board of Directors are in the process of developing and putting in place a risk
management policy to mitigate the risks of doing business. The Directors will review the
business conditions from time to time and take necessary steps to make suitable
changes in the activities of the company, so as to overcome the risks.

CORPORATE SOCIAL RESPONSIBILITY [CSR]:

The provisions of Section 135 of the Companies Act, 2013 are not applicable to the
Company, as none of the threshold limits as prescribed in the relevant provision were
breached, and accordingly, the question of providing the information does not arise.

DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134 (3) (c) read with Section 134 (5) of the
Companies Act, 2013, the Board of Directors of your Company hereby state that:
(a) in the preparation of the annual accounts, the applicable accounting standards had
been followed along with proper explanation relating to material departures;

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

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

(e) the directors had devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems were adequate and operating
effectively.

INTERNAL FINANCIAL CONTROLS:

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 aspects
are safeguarded against loss from unauthorised use or disposition. Company policies,
guidelines and procedures provide for adequate checks and balances, and are meant to
ensure that all the transactions are authorised, recorded and reported correctly.

FRAUDS REPORTED BY THE AUDITORS:

There are no frauds reported by auditors under sub-section (12) of section 143 other
than those which are reportable to the Central Government, and accordingly, the
information pursuant to Section 134 (3) (ca) of the Companies Act, 2013, as amended
vide Companies Amendment Act, 2015 [No.21 of 2015], may be treated as NIL.

EXPLANATIONS/COMMENTS/REPLIES BY THE BOARD:

Explanations / Comments / Replies by the Board of Directors on every qualification,

reservation or adverse remark or disclaimer made by:

(i) The Auditor in their report:

There are no qualifications, reservations or adverse remarks made by the Auditors in

their report.

(ii) The Company Secretary in practice in his Secretarial Audit Report:

Being a Private Company, the Company is not required to obtain a Secretarial Audit
Report from a Company Secretary in Practice, pursuant to Section 204 of the Companies
Act, 2013, read with Rule 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, as amended from time to time.

DEPOSITS:

During the financial year under review, your Company has not accepted any deposits
falling within the meaning of Section 73 of the Companies Act, 2013 read with the
Companies (Acceptance of Deposits) Rules, 2014 as amended from time to time.
STATUTORY AUDITORS:

Mr. Kamlesh Kumar Bhargava, Chartered Accountant, Hyderabad, Meb No.

016307 who are the statutory auditor of the Company, hold office till the conclusion of
the ensuing AGM and are eligible for re-appointment. Pursuant to the provisions of
Section 139 of the Companies Act, 2013 and the Rules framed thereunder, it is proposed
to appoint Mr. Kamlesh Kumar Bhargava, Chartered Accountant, Hyderabad,
Meb No. 016307, as statutory auditor of the Company from the conclusion of the
ensuing AGM (1st AGM) till the conclusion of the 6th AGM to be held in the year 2023
(pertaining to the FY 2022-2023).

PARTICULARS OF EMPLOYEES:

The management and employees’ relationship has been very cordial throughout the
year. There are no employees, drawing remuneration in excess of the limits for which
disclosures are required to be made pursuant to Rule 5 (2) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014.

ESTABLISHMENT OF VIGIL MECHANISAM:

The threshold limits, as laid down under Rule 7 of the Companies (Meetings of Board and
its Powers) Rules, 2014, for establishment of Vigil Mechanism, have not been breached
by the Company, accordingly, establishing of vigil mechanism for their directors and
employees to report their genuine concerns or grievances, is not applicable to the
Company.

However, the Employees and Directors of the Company have been provided with due
access to report their genuine concerns or grievances to the Board of Directors.

MAINTENANCE OF COST RECORDS:

Maintenance of cost records, as specified by the Central Government under sub-section

(1) of Section 148 of the Companies Act, 2013, is not applicable to the Company.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has in place an Internal Complaints Committee, pursuant to the provisions
of Section 4 of the Act.

There were no complaints received/pending pursuant to the provisions of the Sexual

Harassment of Women at Workplace (Prevention, Prohibition And Redressal) Act, 2013,
and accordingly the disclosure/Information pursuant to Section 22 of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition And Redressal) Act, 2013,
may be treated as NIL.

ACKNOWLEDGEMENTS:

The Board wishes to place on record their sincere appreciation of the Co-operation and
support extended by the members, employees, Bank, clients and various Government
organizations.

// FOR AND ON BEHALF OF THE BOARD //

For DHANLAKSHMI PACKAGING INDUSTRIES PRIVATELIMITED
 SURENDER SINGH JAIN MUNOTH NARENDER
DIRECTOR, DIN- 05331348 DIRECTOR, DIN - 00079581

Place: Hyderabad
Date: 03.09.2018