Your Directors have pleasure in presenting the 35TH Annual Report, together with the Audited Accounts of the
Company for the year ended 31st March 2026

FINANCIAL RESULTS:

The Company’s financial results for the year under review are as follows: - (Rs. In lakhs)

DIVIDEND:

Considering the current financial position, the Board of Directors has not recommended any dividend for the
financial year 2025-26

REVIEW OF OPERATIONS:

During the year under review, your Company reported Gross Revenue from Operations of Rs 3020.12 lakhs
compared to Rs. 2921.72 lakhs during the previous year. During the year, the Gross Revenue from Operations
of the Company has increased by 3.37% compared to last year’s Gross Revenue. Your Company has been
taking necessary steps in improving the state of affairs of the Company and has proposed to achieve much
better results in the years to come. A detailed overview of the Company’s performance during the financial
year 2025-26 is given in Annexure-I to the Directors Report - Management Discussion and Analysis Report.

TRANSFER TO RESERVES:

The Company has made no transfers to reserves during the financial year 2025-26.

MATERIAL CHANGES AND COMMITMENTS:

There have been no material changes and commitments affecting the financial position of the Company that
occurred between the end of the financial year to which these financial statements relate and the date of this
report under section 134(3)(l) of the Companies Act, 2013.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

As required under Regulation 34(2) of the SEBI Listing (Obligations and Disclosures) Requirements
Regulations, the Management Discussion and Analysis Report is enclosed as Annexure 1.

WEBLINK OF ANNUAL RETURN

A copy of the Annual Return in accordance with Section 92(3) of the Companies Act, 2013 is available in the
Company’s website at the following link:

https://stanpacks.in/annual-return/

DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP):

During the year under review, Mr. R. Sukumar ceased to be an Independent Director of the Company w.e.f. 28th
August, 2025, upon completion of his tenure as an Independent Director. Further, Mrs. Shobha Gupta resigned
from the office of Independent Director w.e.f. 16th July, 2025. The Board places on record its appreciation for
their valuable contributions during their tenure.

Mr Girish Gupta, was appointed as an additional director on 29th July 2025 and was regularized as Non¬
Executive Independent Director at the Annual General Meeting dated 28th August 2025 by passing a special
resolution for a term of five years w.e.f 29th July 2025 and Mrs Revathi Srinivas , was appointed as an additional
director on 07th July 2025 and was regularized as Non-Executive Independent Director at the Annual General
Meeting dated 28th August 2025 by passing a special resolution for a term of five years w.e.f 07th July 2025.
At the same Annual General meeting, Mr G.S. Sridhar retired by rotation and, being eligible, offered himself
for re-appointment.

Mrs Rajeshwari, had resigned from the position of Company Secretary and Compliance Officer of the company
w.e.f. 06.02.2026, on personal grounds. The Board expressed its appreciation for her service. Subsequent to the
closure of the financial year, Ms. Anshika A was appointed as Company Secretary and Compliance Officer of
the Company by the Board as recommended by the Nomination and Remuneration Committee with effect from
15th April 2026 in place of Mrs Rajeshwari.

NUMBER OF MEETINGS OF THE BOARD AND THE BOARD’S COMMITTEE:

The Board meets at regular intervals to discuss and decide on business strategies / policies and review the
financial performance of the Company. The Board Meetings are pre-scheduled, and a tentative annual calendar
of the Board is circulated to the Directors well in advance to facilitate the Directors to plan their schedules.

The interval between the two Board Meetings was well within the maximum period mentioned under section

173 of the Companies Act, 2013, and SEBI Listing (Disclosures and Obligations Requirements) Regulations,

2015.

DIRECTORS’ RESPONSIBILITY STATEMENT:

As required under Section 134(3)(C) of the Companies Act, 2013 the Directors hereby state and confirm that

they have:

a) In the preparation of the annual accounts for the year ended 31st March 2026, the applicable account¬
ing standards had been followed along with proper explanation relating to material departures.

b) They have selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent, to give a true and fair view of the state of affairs of the
Company at the end of the Financial Year and of the profit and loss of the Company for the year ended
on that date.

c) They have taken proper and sufficient care for the maintenance of adequate accounting records in ac¬
cordance with the provisions of this Act for safeguarding the assets of the company and for preventing
and detecting fraud and other irregularities.

d) They have prepared the annual accounts on a going-concern basis.

e) They have laid down internal financial controls to be followed by the company and that such internal
financial controls are adequate and operating effectively.

f) They have devised proper systems to ensure compliance with the provisions of all applicable laws and
that such systems are adequate and operating effectively.

During the year under review, there were no frauds reported by the Auditors on the employees or officers of

the Company under section 143(10) of the Companies Act, 2013.

INDEPENDENT DIRECTORS:

The Company is managed and controlled by a professional Board of Directors with an optimum combination
of Executive, Non-Executive and Independent Directors including one Woman Director. The Non-Executive
Independent Directors fulfill the conditions of independence specified in Section 149(6) of the Companies Act,
2013. The Company has received the necessary declaration from each Independent Director of the Company
under Section 149(7) of the Act, that they meet the criteria of independence as laid down in Section 149(6) of
the Act.

Whenever new Non-executive and Independent Directors are inducted into the Board, they are introduced to
our Company’s culture through appropriate orientation sessions and they are also introduced to our organiza¬
tion structure, our business, constitution, board procedures, our major risks and management strategy. The draft
appointment letter for Independent Directors has been placed on the Company’s website at www.stanpacks.in.

Further, the Independent Directors have included their names in the data bank of Independent Directors main¬
tained with the Indian Institute of Corporate Affairs in terms of Section 150 of the Act read with Rule 6 of the
Companies (Appointment & Qualification of Directors) Rules, 2014 and have obtained the certificate, either by
clearing the self-proficiency test or by claiming exemption.

In terms of the provisions of rule 8(5)(iiia) of the Companies (Accounts) Rules, 2014, The Board is of the
opinion that the Independent Directors appointed during the year possess the requisite integrity, expertise and
experience as required under the Act.

SEPARATE MEETING OF THE INDEPENDENT DIRECTORS:

As required under Clause VII of Schedule IV of the Companies Act, 2013, the Independent Directors held a
Meeting on 31st January 2026, without the attendance of Non-Independent Directors and members of Man¬
agement.

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS

The familiarization program is to update the Directors on the roles, responsibilities, rights and duties under
the Act and other statutes and about the overall functioning and performance of the Company. The policy and
details of the familiarization program is available on the website of the Company at www.stanpacks.in.

NOMINATION AND REMUNERATION POLICY:

Pursuant to Section 178(3) of the Companies Act, 2013, the Board of Directors has framed a policy that lays
down a framework in relation to remuneration of Directors, Key Managerial Personnel and Senior Management
of the company. The policy also lays down the criteria for selection and appointment of Board Members.

Nomination & remuneration Policy:

In accordance with the Nomination and Remuneration Policy, the Nomination and Remuneration Committee
has, inter alia, the following responsibilities:

1. The Committee shall formulate the criteria for determining qualifications, positive attributes, and
independence of a director.

2. The Committee shall identify people who are qualified to become directors and persons who may be

appointed to Key Managerial and Senior Management positions in accordance with the criteria laid
down in this policy.

3. Recommend to the Board, the appointment and removal of Director, KMP and Senior Management
Personnel.

4. The Board shall carry out evaluations of the performance of every Director, KMP and Senior Management
Personnel at regular intervals (yearly).

5. The remuneration/ compensation/ commission etc. to the Managerial Personnel, KMP and Senior
Management Personnel will be determined by the Committee and recommended to the Board for
approval. The remuneration/ compensation/ commission etc. shall be subject to the prior/ post approval
of the shareholders of the Company and Central Government, wherever required.

6. Increments to the existing remuneration/ compensation structure may be recommended by the Committee
to the Board which should be within the slabs approved by the Shareholders in the case of Managerial
Personnel.

7. Where any insurance is taken by the Company on behalf of its Managerial Personnel, Chief Executive
Officer, Chief Financial Officer, the Company Secretary, and any other employees for indemnifying them
against any liability, the premium paid on such insurance shall not be treated as part of the remuneration
payable to any such personnel. Provided that if such person is proved to be guilty, the premium paid on
such insurance shall be treated as part of the remuneration.

8. The Non-Executive/ Independent Director may receive remuneration by way of fees for attending
meetings of the Board or Committee thereof provided that the amount of such fees shall not exceed Rs.
One lakh per meeting of the Board or Committee or such amount as may be prescribed by the Central
Government from time to time.

9. Commission to Non-Executive/ Independent Directors may be paid within the monetary limit approved
by shareholders, subject to the limit not exceeding 1% of the net profits of the Company computed as
per the applicable provisions of the Companies Act, 2013.

BOARD EVALUATION:

Pursuant to the provision of the Companies Act, 2013, a structured questionnaire was prepared after taking into
consideration of the various aspects of the board’s functioning, composition of the Board and its committees,
culture, execution and performance of specific duties, obligations, and governance.

The performance evaluation of the Independent Directors was completed. The performance evaluation of the
Chairman and the Non-Independent Directors was carried out by the Independent Directors. The Board of
Director expressed their satisfaction with the evaluation process.

AUDIT COMMITTEE RECOMMENDATION:

During the year all the recommendations of the Audit Committee were accepted by the Board. Pursuant to
Section 177(8) of the Companies Act, 2013, the Composition of the Audit Committee is given as under:

COMPOSITION OF AUDIT COMMITTEE:

The Composition of the Audit Committee as on 31st March 2026 is as follows:

• Sri Girish Gupta - Chairman cum Member

• Sri R.Mohan - Member

• Smt Revathi Srinivas - Member

• The Company Secretary shall act as the Secretary of the Committee
INTERNAL COMPLAINTS COMMITTEE:

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention,
Prohibition and Redressal of Sexual Harassment at workplace in line with the provisions of the Sexual Harass¬
ment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules framed thereunder.
Internal Complaints Committee (“ICC”) is in place for all works and offices of the Company to redress com¬
plaints received regarding hhhhexual harassment. The policy on Prohibition Prevention & Redressal of Sexual
Harassment is available on the website of the Company at www.stanpacks.in

During the Financial Year under review, no complaints with allegation of sexual harassment were filed with
the ICC.

VIGIL MECHANISM:

Pursuant to Section 177(9) of the Companies Act, 2013, your Company has established a Vigil Mechanism
policy for directors and employees to report concerns about unethical behaviors, actual or suspected fraud,
violations of Code of Conduct of the Company etc. The mechanism also provides for adequate safeguards
against victimization of employees who avail themselves of the mechanism and also provides for direct ac¬
cess by the Whistle Blower to the Audit Committee. It is affirmed that during the Financial Year 2025-26, no
employee has been denied access to the Audit Committee. The vigil mechanism policy is also available on the
Company’s website.

RISK MANAGEMENT

Pursuant to Section 134 of the Companies Act, 2013, the Company has a risk management policy in place for
the identification of key risks to its business objectives, impact assessment, risk analysis, risk evaluation, risk
reporting and disclosures, risk mitigation and monitoring, and integration with strategy and business planning.

The Management identifies and controls risks through a properly defined framework in terms of the aforesaid
policy.

STATUTORY AUDITORS:

M/s Darpan & Associates (FRN:016156S), Chartered Accountants, as the Statutory Auditors of the Company,
for Five (5) consecutive years from the conclusion of the 32nd AGM till the conclusion of the 37th AGM, at
such remuneration as shall be fixed by the Board of the Company subject to the approval of the shareholders.

REPORTING OF FRAUDS BY AUDITORS:

There is no fraud reported in the Company during the F.Y. ended 31st March 2026. This is also supported by
the report of the Auditors of the Company as no fraud has been reported in their audit report for the F.Y. ended
31st March 2026.

COST AUDIT:

Pursuant to notification of Companies (Cost Records and Audit) Rules, 2014 read with Companies (Cost
Records and Audit) amendment rules, 2014, the Company’s product does not fall under the purview of Cost
Audit.

SECRETARIAL AUDITORS:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and rules made thereunder, the Com¬
pany has appointed M/s. Lakshmmi Subramanian & Associates, Practicing Company Secretaries to under¬
take the Secretarial Audit of the Company. The Secretarial Audit Report for the year 2025-26 is included as
Annexure II and forms an integral part of this Report.

The Secretarial Audit Report provided by the Secretarial Auditor, M/s. Lakshmmi Subramanian & Associates,
Practicing Company Secretaries do not contain any observations/qualifications/adverse remarks.

Pursuant to and in compliance with Regulation 24A of SEBI (LODR), the Board at its meeting dated 06th
May 2025 approved the re-appointment of M/s Lakshmmi Subramanian & Associates, Practising Company
Secretaries as Secretarial Auditor of the Company for five consecutive years from the financial year 2025-26
to financial year 2029-30.

LOANS, GUARANTEES AND INVESTMENTS:

The Company has not granted a loan or guarantee in respect of a loan to any person or body corporate or ac¬
quisition of shares in other body corporate under section 186 of the Companies Act, 2013.

RELATED PARTY TRANSACTIONS:

All related party transactions that were entered into during the financial year were on an arm’s length basis and
were in the ordinary course of business. There are no materially significant related party transactions made by
the Company with Promoters, Directors, Key Managerial Personnel, or other designated persons that may have
a potential conflict with the interest of the Company at large. Thus, disclosure in Form AOC-2 is not required.

The related party transactions as required under Section 134 (3) (h) of the Companies Act 2013, r/w Rule 8 of
the Companies (Accounts) Rules, 2014 are detailed under Notes to accounts annexed to and forming part of
the Balance Sheet of the company.

REMUNERATION RATIO OF THE DIRECTORS / KEY MANAGERIAL PERSONNEL (KMP) /
EMPLOYEES:

The information required pursuant to Section 197 read with Rule 5 of The Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company and Directors
is furnished hereunder:

Note:

1. The remuneration payable to the KMP / Whole-time directors is in accordance with the Industry and
Geographical standards and as per the Remuneration policy of the Company.

2. The percentage Increase in the median remuneration of employees in the financial year is 13.65%

3. The number of permanent employees on the rolls of the company as of 31st March 2026 is 55

4. The average increase in salaries of employees other than managerial personnel in 2025-26 was
16.32%

5. No remuneration is paid to the Independent Directors of the Company other than the sitting fees of
Rs. 15,000/- for attending Board / Committee Meetings. The details of sitting fees paid to the
Directors are set out in the Extract of Annual Return, which is available on the website of the
Company www.stanpacks.in.

6. *Only Proportionate salary has been taken in the previous year

7. **During the current year there are changes in KMP (Company Secretary)

PERSONNEL:

None of the employees of the Company drew remuneration which in the aggregate exceeded the limits fixed
under Section 134(3)(q) read with Rule 5 of the Companies (Appointment and Remuneration of Managerial

Personnel) Rules, 2014.

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

The Particulars relating to conservation of energy, technology absorption and foreign exchange earnings
and outgo as required under Sec.134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies
(Accounts) Rules, 2014 are enclosed as part of the Report as Annexure - IV.

CORPORATE GOVERNANCE:

As prescribed under the provisions of Regulation 15(2) of SEBI (Listing Obligations and Disclosures
Requirements) Regulations 2015, your Company does not fall under the purview of complying with the
provisions of Corporate Governance. During the year, your Company has informed the non-applicability
provision to the Bombay Stock Exchange.

Since the provision of Corporate Governance is not applicable for the entire Financial Year 2025-26, a separate
report on Corporate Governance is not disclosed in the Annual Report 2025-26

DETAILS OF ONE-TIME SETTLEMENT WITH ANY BANK OR FINANCIAL INSTITUTION
ALONG WITH THE REASONS THEREOF:

During the year under review, there was no instance of a one-time settlement with any Bank or Financial
Institution

DETAILS OF APPLICATION MADE ORANY PROCEEDING PENDING UNDER THE INSOLVENCY
AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONG WITH THEIR STATUS
AS OF THE END OF THE FINANCIAL YEAR:

No proceedings are pending under the Insolvency and Bankruptcy Code, 2016.

SECRETARIAL STANDARDS OF ICSI:

In terms of Section 118(10) of the Act, the Company states that the applicable Secretarial Standards i.e., SS-1
and SS-2, issued by the Institute of Company Secretaries of India, relating to Meetings of Board of Directors
and General Meetings respectively, have been complied with.

CORPORATE SOCIAL RESPONSIBILITY:

As per the provision of Section 135 of the Companies Act, 2013, all companies having a net worth of Rs.500crore
or more, or a turnover of Rs.1,000crore or more or a net profit of Rs.5crore or more during any financial year
are required to constitute a CSR committee and our Company does not meet the criteria as mentioned above,
hence the Company has not constituted any Corporate Social Responsibility Committee; and has not developed
and implemented any Corporate Social Responsibility initiatives and the provisions of Section 135 of the
Companies Act, 2013 do not apply to the Company.

PARTICULARS OF EMPLOYEES:

There are no employees falling within the provisions of Section 197 of the Companies Act, 2013 read with
Rules 5(2) and 5(3) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

COMMISSION RECEIVED BY DIRECTOR FROM HOLDING OR SUBSIDIARY COMPANY:

The Company neither has any holding nor is any subsidiary company, therefore, disclosure under Section 197
(14) of the Companies Act, 2013 is not applicable.

LISTING FEES:

The Company confirms that it has paid the annual listing fees for the year 2025-26 to the Bombay Stock Ex¬
change

CLOSURE OF REGISTER OF MEMBERS AND SHARE TRANSFER BOOKS:

The Register of Members and Share Transfer books of the company will be closed with effect from 7th August
2026 to 13th August 2026 (both days inclusive) .

DEPOSITS:

During the financial year 2025-26, your Company has not accepted any deposit under the provisions of the
Companies Act, 2013 read together with the Companies (Acceptance of Deposits) Rules, 2014.

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

During the year, the Company has not received any significant and material orders passed by the Regulators
or courts or tribunals which would affect the going concern status of the Company and its future operations.

INTERNAL FINANCIAL CONTROLS:

The company has in place an Internal Financial Control system, commensurate with the size & complexity of
its operations to ensure proper recording of financial and operational information & compliance with various
internal controls & other regulatory & statutory compliances. During the year under review, no material or se¬
rious observation has been received from the Internal Auditors of the Company for inefficiency or inadequacy
of such controls

QUALITY MANAGEMENT SYSTEMS:

Your directors are happy to report that as a commitment to meeting global quality standards, your company
continues to have ISO 9001:2015 quality management systems and a certificate from Intertek Certification
Limited.

FORWARD-LOOKING STATEMENTS:

Statements in this management discussion and analysis describing the Company’s objectives, projections,
estimates and expectations may be ‘forward-looking statements’ within the meaning of applicable laws and
regulations. Actual results may differ substantially or materially from those expressed or implied. Important
factors that could make a difference to the Company’s operations include economic conditions affecting
demand/supply and price conditions in the domestic and overseas markets in which the company operates,
changes in the Government regulations, tax laws and other statutes and other incidental factors.

SERVICE OF DOCUMENTS THROUGH ELECTRONIC MEANS:

Subject to the applicable provisions of the Companies Act, 2013, and applicable law, all documents, including
the Notice and Annual Report shall be sent through electronic transmission in respect of members whose email
IDs are registered in their demat account or are otherwise provided by the members. A member shall be entitled
to request a physical copy of any such documents.

ACKNOWLEDGEMENT:

Your directors take this opportunity to express their sincere gratitude for the encouragement, assistance, co-op¬
eration, and support given by the Central Government, the Government of Tamil Nadu, and The Karnataka
Bank Ltd. during the year. They also wish to convey their gratitude to all the customers, Auditors, suppliers,
dealers, and all those associated with the company for their continued patronage during the year.

Your directors also wish to place on record their appreciation for the hard work and unstinting efforts put in by
the employees at all levels. The directors are thankful to the esteemed stakeholders for their continued support
and the confidence reposed in the Company and its management

For and on behalf of the Board

Sd/- Sd/-

G V Gopinath G S Sridhar

Managing Director Whole Time Direct and CFO

DIN: 02352806 DIN: 01966264

Place : Chennai

Date : 15th May 2025