Your Directors have the pleasure in presenting Thirty Second (32 ‘‘) Annual Report on the business and operations of Mohit Paper Mills Limited ("MPML" or the "Company"), along with the audited financial statements, for the financial year ended 31" March, 2024. The performance of the Company has been referred to wherever required.

FIN A N CIA L P F R l() R \1 A N C K

The standalone financial statements for the financial year ended March 31, 2024. forming part of this Annual Report, have been prepared in accordance with Companies Act. 2013 ("the Act")) and the relevant rules issued there under, the Securities and Exchange Board of India ( Listing Obligations and Disclosures Requirements). Regulations. 2015 ("SEBI Listing Regulations") and applicable Indian Accounting Standards. ^ . ....

COM PAN Y O'V K Rv IKVY

The Company was incorporated in the year 1992 and listed with BSE Ltd. under the provisions of the Act. Your Company is engaged in manufacturing of various kinds of paper like writing printing paper (color and white), MG Poster paper, kraft paper and others various quality papers as required on customer demand. Your Company is agro based paper manufacturing Company means that wc use agriculture products like bagasse and other agriculture product etc. for manufacturing of paper and wc also use imported waste paper for manufacturing of paper to increase quality and strength of the manufactured paper. At present the

Company is using higher production capacity of the installed manufacturing capacity. We sold paper in form of reels, sheets and other size as required or demand of the customers.

The Company is adopting all the means for reducing the cost ^production for increase the profit in the coming years the Company will achieve perfect point of cost of production after installation of evaporator and casting soda plant. The Company"s cost of production of paper is higher than other paper company because of our small production capacity and using agro product for manufacturing of paper, because of the price of agro products is based on availability of bagasse and other agriculture products in the market.

We expect for better and bright future of the Company. Our strategic objectives arc to build a sustainable organization that remains relevant to the agenda of our stakeholders and creating growth opportunities for the employee and increase the wealth of the company for our stakeholders and members

RESULTS OF OPERATIONS AND STATE OF CO M PA N Y"S A F FA IRS

Your Company’^ management is committed to aegis of the Company in ever\' situation and also committed to achieving its objectives and goals. Presently the Company engaged in single segment i.e. manufacturing of paper, the management of the Company always keeps keen eyes on every situation.’transitions of the Company. The Company is moving fast to maximization the wealth of shareholders and stakeholders of the Company.

At present the production capacity of the Company is 130 MT/pcr day and the Company is utilized if's maximum production capacity. In the previous financial year 2022-2023 the Board of

Directors decided to install 150 TDS Boiler and Evaporator ("BE") in the production line and caustic soda plant, the purpose to install this BE and caustic soda plant to increase the production with existing production capacity. The idea behind to install BE is that to increase the production of steam, power and caustic soda lyc and result of this increment in steam, power and caustic soda, the production will be increased within the existing production capacity. After installing the BE and caustic soda plant, the Company can utilized its optimum or maximum production capacity. The Board supposed that this BE and caustic soda plant will be in used during FY 2024-2024 and which will be a mile stone for the Company.

During the financial year 2023-2024:

• The Company engaged in single segment i.c. the Company engaged in manufacturing of Paper.

• There is no changes in status of the

company.

• There is no changes in financial year of the company.

• There arc no acquisition, merger, expansion, modernization and diversification during the year in the company under review.

• There is no any other material event having an impact on the affairs of the company during the year under review.

HIGHLIGHTS OF FINANCIAL PERFORMANCE FOR THE FINANCIAL YEAR 2023-2024.

During FY 2023-2024, the Company has turnover (Net) of Rs. I S562.61/- lakhs as against previous figure of Rs. 22,216.50/- lakhs, the Company recorded decrease in sale (16.45%) (approx) due to reduce in the price of the paper in national market.

The Company has recorded 27% (approx.) downfall in market price of paper in the year 2023-2024. Further, during the financial year

2023-2024, other income of the Company has been increased to Rs. 640.05 lakhs as against previous year income of Rs. 411.03 lakhs (i.e. increase by around 55.72% during the financial year 2023-2024. However, due to reduction in price of paper as mentioned above, total income has shown a downfall during the financial year 2023-2024. The total income during financial year 2023-2024 is at Rs. 19.202.66/- and previous year income of Rs. 22.627.53/- lakhs.

RESERVES

Out of the profits of the Company, a sum of Rs. 645.35 lakhs has been transferred to General Reserves during the financial year 2023- 2024 and total free reserves and surplus (Other Equity) as on March 31. 2024 stood at Rs. 3052.36/- lakhs as compared to previous year figurcofRs. 2407.01/- lakhs.

CASH AND EQUIVALENTS

As on March 31. 2024, the Company is having cash and cash equivalents balance of Rs. 13.12 lakhs in comparison to Rs. 5.34 lakhs as at March 31. 2023. posting an increment by 145.23% (approx). The Company is continuing focus on judicious management of its working capital, receivable, inventories and other working capital parameters are kept under strict check through continuous monitoring.

NET WORTH AND EARNING PER SHARE (EPS)

As on March 31. 2024. net worth of your Company was 4.452.36 lakhs as compared to Rs. 3.807.01 lakhs for the previous financial year. Mohit Paper Mills Limited 28 EPS of the Company for the financial year ended March 31, 2024 stands at Rs. 4.61 in comparison to Rs. 3.51 forthe financial year ended March 31.2023.

DIVIDEND

The Board of Directors of your Company, after considering holistically the relevant

circumstances and keeping in view the Company's financial position and future growth prospects, has decided that it would be prudent, not to recommend any dividend for financial year2023-2024.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OFTHE COMPAN Y

There have been no material changes and commitments affecting the financial position of the Company which have occurred from the end of the financial year of the Company to which the financial statement relates i.c. March 31, 2024 till the date of this report.

CHANGE IN THE NATURE OF BUSINESS, IF ANY

There is no change in the nature of business of your Company during the year under review.

CHANGES I N CA P UAL STRUCTURE

.During the period under review, no change has taken place with regard to capital structure of the Company.

Details of share capital of the Company as on March 31,2024 is as under:

• Authorized Share Capital

As on March 31. 2024. there was no change in the authorized share capital of the Company and it stood at Rs. 17.50,00,000/- (Rupees Seventeen Crore Fifty Lakhs Only) consistinu of 1,75,00,000 (One Crore Seventy Five Lakhs) Equity Shares of Rs. 10/- (Rupees Ten Only) each.

•Paid- up Share Capital

As on March 31, 2024. Issued. Subscribed and Paid-up Capital of the Company is Rs. 14.00,00.000 - (Rupees Fourteen Crore Only) divided into 1,40.00.000 (One Crore Forty Lakhs) Equity Shares of Rs. 10/- (Rupees Ten Only) each. There is no changes in the share capital during the year.

The Company"s equity shares arc listed on BSE Limited.

HOLDING, SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiaries or associate company as on March 31, 2024, so there is no requirement of statement in Form: AOC-I, under section 129(3) of the Act read with Rule 5 of the Companies (Accounts) Rules, 2014.

RELATED PARTY TRANSACTIONS

In line with the requirements of the Act and the Listing Regulations, the Company has formulated a Policy on Materiality of Related Party Transaction (RPT) & Dealing with RPT which is also available on the Company”s website.

The Policy intends to ensure that proper reporting, approval and disclosure processes arc in place for all transactions between the Company and its Related Parties. All Related Party Transactions and subsequent material modifications are placed before the Audit Committee for its review and approval. Prior omnibus approval is obtained for RPTs on a quarterly basis for transactions which are of repetitive nature and/or entered in the ordinary course of business and are at arm's length, if any. All RPTs arc subjected to independent review by a reputed accounting firm to establish compliance with the requirements of RPTs under the Act, and SEBI Listing Regulations. During the year, the Company had not entered into any contract/ arrangement/ transaction with related parties which could be considered material in accordance with the policy of the company on materiality of related party transactions.

All RPTs entered during the year were in ordinary course of the business and at arm's length basis. No Material RPTs, as per the materiality threshold adopted by the Board of Directors, were entered during the year by the Company. Accordingly, the disclosure of RPTs as required under Section 29 134(3 )(h) of the Act, in FormAOC-2 is not applicable. The web link of above policy is here http://www.mohitpaper.in/upload/others/ policieslatcst/Srelatedpartytransaction PolicyMetaLIp.pdf

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the requirements of clause (c) of sub-section (3) of Section 134 of the Act, the Board of Directors of your Company confirms that:

a. In the preparation of the annual accounts for the year ended March 31, 2024. the applicable accounting standards have been followed and there are no material departures from the same;

b. The Directors have 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 as at March 31, 2024 and of the profit of the company for the year ended on that date;

c. The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the 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 of the Company on agoing concern basis;

e. The Directors had laid down the 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.

I N T E R N A L FI N A N C I A L

CONTROLS

The Company has in place adequate internal

financial controls with reference to financial

statements. The Hoard has adopted the policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Company"s policies, safeguarding of its assets, the prevention of and detection of fraud and errors, the accuracy & completeness of the accounting records and the timely preparation of reliable financial disclosures. The Company"s Internal Financial Control System is designed to help and ensure the effectiveness and efficiency of operations, proper financial reporting and compliance of laws and regulations. The Company has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including the adherence to the Companies Policies, the safeguarding of its assets, the prevention and detection of fraud and errors, the accuracy and completeness of the accounting records and timely preparation of reliable financial disclosures.

M.'s MAA and Company has appointed as Internal Auditor, who along with the audit committee formulates the system and ensures the effectiveness and adequacy of the system.

DIRECTOR AND KEY MANAGEMENT PERSONNEL ("KMP")

The Board of the Company have an optimum combination of the Executive and Non-Executive Directors (including women Directors). As on March 31. 2024, the Board comprised 10 (Ten) Directors, out of which 5 (Five) were Non-Executive Independent Directors. 2(Two) are Whole Time Directors, and 3 (Three) are the Non- Executive Director.

•Changes in Directors

Mr. Stishil Kumar Tyagi (DIN: 06362605). Mr. Rachit .lain (DIN: 06982727) and Mr. Sanjccv Kumar Jain (DIN: 07018412) ceased to be the Independent Directors) of the Company w.c.f. closing of business hours of March 31.2024 due to completion of their tenure.

Further, Hoard of Directors in their meeting held on March 30, 2024, based on the recommendation of the Nomination and Remuneration Committee and subject to the approval of the Members, appointed Mr. Satva Prakash (DIN: 10564516). Mrs. Shubhi Jain (DIN: 10564596) and Mrs. Sakshi Jain (DIN: 10564854) as Non-executive Independent Director, not liable to a'tia* by rotation, for a period of five years commencing from April 01. 2024 to March 31, 2029 (both days inclusive) and the same has Mohit Paper Mills Limited 30 been approved by the shareholders through postal ballot passed on June 19.2024.

• Director liable to retire by rotation

In accordance with the provisions of the Companies Act. 2013 and the Articles of Association of the Company. Mrs. Anju Jain (DIN: 00459540). Non- Executive Non-Independent Director of the Company will be retiring by rotation at the ensuing ACJM and being eligible offers herself for re-appointment. Necessary resolutions for the re-appointment of aforesaid Director have been included in the Notice convening the ensuing AGM and details of the proposed re-appointment are disclosed in the explanatory statement of the Notice.

•Changes in KMPs

During the financial year 2023-2024. there were no changes in the KMP"s of the Company. The Key Managerial Personnel of the Company as on March 31, 2024, are Mr. Sandeep Jain (Chairman and Managing Director). Mr. Pradecp Rajput Kumar (Whole Time Director). Mr. Arvind Kumar (Chief Financial Officer) and Mr. Shivam Sharma (Company Secretary & Compliance Officer).

Mr. Shivam Sharma has ceased to be the Company Secretary' & Compliance Officer of the Company w.c.f. July 13.2024 consequent to his resignation.

Further, the Board of Directors of the Company based on the recommendation of the Nomination & Remuneration in their meeting held on August 14. 2024 had appointed Mrs.

Kusum Chauhan (member of Institute of Company Secretaries of India) as Company Secretary & Compliance Officer w.e.f date of her joining.

BOARD DIVERSITY

In terms of the provisions of Section 178(3) of the Act and Regulation 19 read with Part D of Schedule II ol theSEBI Listing Regulations, the Nomination & Remuneration Committee is responsible for formulating the criteria for determining qualifications, positive attributes and independence of a Director. Wc understand the value and importance of balanced and diverse board in the company. We always support a better/best board in the company. The Company believes that a truly diverse board w ill changes in thoughts, perspective, knowledge, skills, industry experience, cultural and geographical background, age, gender that will help us retain our competitive advantage.

Nomination and Remuneration Policy for Directors, Key Managerial Personnel and other employees of the Company, is available on the Company's website at http://www.mohitpaper.in/upload/others/polici esjatest/l Board%20Diver.sity%20Policy.pdf.

FAMILIAR1SATION PROGRAMEE

During the financial year ended March 31,2024. the Company conducted familiarization programme of independent directors to familiar the independent director with the culture of the Company. During the relevant financial year, as per company policy the Independent Directors of the Company has conducted a separate meeting of Independent Directors of the company on February 12. 2024. The meeting conducted for the purpose of evaluation of the Board of Directors as whole and individually and also conducted the familiarization program for Independent Directors to introduction to the Board and to attend an orientation program. The details of training and familiarization program arc provided in the corporate governance report and also available on company's website http://w\v\v.mohitpaper.in/upload/others/extra/ 3_ 1 _Meeting_\Vebsite_22-23 pdf.

DETAILS OK BOARD MEETINGS

During the financial year ended March 31" 2024, the Board met 7 (Seven) times. The details of Board meetings are mentioned in Corporate Governance Report as annexed with this report. The intervening gap between any two meetings was within the period prescribed by the Act and SEBI Listing Regulations.

For further details in respect of Composition, number and attendance of each director in various Committees of Board as required in accordance with Secretarial Standard-1 on Board Meetings and SEBI Listing Regulations, please refer to the Corporate Governance Report of this Annual Report.

COMM IT'TEES OF FHE BOARD

As on March 31. 2024. the Board had all Statutory Committees i.e. the Audit Committee, the Nomination & Remuneration Committee and the Stakeholders Relationship Committee. The Committees consists of balanced majority of Independent Directors in the committee. The details are available in the Corporate Governance Report forming part of this Annual Report.

During the financial year 2023-2024. all recommendations made by the committees were approved by the Board, if any.

AUDIT COMMITTEE

The Company has duly constituted an Audit Committee, whose detailed composition and powers are provided in the Corporate Governance Report. There were no recommendations of the Audit Committee which have not been accepted by the Board during the financial year.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received necessary declaration from each independent director under Section 149(7) of the Act, that he/she meets the criteria of independence laid down in Section 149(6) of the Act and Regulation 25 of the SEBI Listing Regulations. In terms of Regulation 25 (S) of SEBI Listing Regulations, they have confirmed that they are not aware of any circumstances or situations which exists or may be reasonably anticipated that could impair or impact their ability to discharge their duties with an objective independent judgement and without any external influence.

All Independent Directors have affirmed compliance to the code of conduct for independent directors as prescribed in Schedule IV of the Companies Act, 2013 and the Code of Conduct for Directors and Senior management personnel formulated by the Company.

Independent Directors get registered themselves in the data bank maintained with the Indian Institute of Corporate Affairs. Manesar ("MCA") from time to time and undertake, if required, online proficiency self-assessment test

conducted by the IK A.

The Board of Directors of the Company has taken on record the declarations and confirmations submitted by the Independent Directors and based upon the declarations received from them, in the opinion of the Board all independent directors (including independent directors appointed during the year) possess strong sense of integrity and have requisite experience, skills, qualification and expertise and are independent of the management, for further details, please refer to Corporate Governance report.

BOARD EVALUATION

The performance evaluation process and related tools are reviewed by the "Nomination & Remuneration Committee" on a need basis, and the Committee may periodically seek independent external advice in relation to the process. The Committee may amend the Policy, if required, to ascertain its appropriateness as per the needs of the Company from time to time.

The Company has devised a Policy for performance evaluation of Independent Directors. Board. Committees and other individual directors, which includes criteria for performance evaluation of the non-executive and executive directors. The overall effectiveness of the Board is measured on the basis of the ratings obtained by each Director and accordingly the Board decides the Appointments. Re-appointments and Removal of the non-performing Directors of the Company. On the basis of Policy for

Performance Evaluation of Independent Directors, a process of evaluation is being followed by the Board for its own performance and that of its Committees and individual Directors.

The exercise was carried through a structured evaluation process covering various aspects of the Board including committees and every Directors functioning such as composition of Board and committees, experience and competencies, performance of specific duties and obligations, governance issues, etc.

The evaluation process focused on various aspects of the Board and Committees functioning such as structure, composition, quality, board meeting practices and overall Board effectiveness.

The Independent Directors had a separate meeting held on February 12, 2024. No Directors other than Independent Directors attended this meeting. Independent Directors discussed inter-alia the performance of Non-Independent Directors and Mohit Paper Mills Limited 32 Board as a whole and the performance of the Chairman of the Company after taking into consideration the views of Executive and Non- Executive Directors and took note of the quality, quantity and timeliness of How of information between the company management and the Board. The performance evaluation of all the Independent Directors have been done by the entire Board, excluding the Director being evaluated.

OUTCOME OF EVALUATION PROCESS

The Board was satisfied with the professional expertise and knowledge ofeach of its Directors. All the Directors effectively contributed to the decisionmaking process by the Board. Further, all the Committees were duly constituted and were functioning effectively. The Board also expressed its satisfaction in relation to the provision of supporting documents to the Board enabling it to assess the policy & procedural requirements for the proper functioning of the Company. The Board expressed its satisfaction with the decision making and decision implementing procedure followed by it. The Directors express their satisfaction with the evaluation process.

REMUNERATION POLICY

The policy on directors’ Nomination and Remuneration, including criteria for determining qualification, positive attribute and independence of a director and other relevant matter, as required as per section 178(3) of the Act. and SEBI Listing Regulations. The Board has. on the recommendation of the Nomination and Remuneration Committee ("NRC") framed a policy for selection and appointment of Directors. Senior Management and their remuneration. The Nomination and Remuneration Policy is placed on the website of the Company at

httpi/'www.mohitpaper.in/upload/others'polici es _latest/2_N& R Policy.pdf.

There was no change carried out in the policy during the year under review.

V 1G1L MECIIANISM/WHISTLE BLOWER POLICY

Your Company believes in the conduct of the affairs of its constituents in a fair and transparent manner by adopting highest standards of professionalism, honesty, integrity, and ethical behavior. In compliance with requirements of Act & SEBI Listing Regulations, the Company has established a mechanism under its Whistle Blower Policy for employees to report to the management instances of unethical behavior, actual or suspected, fraud or violation of the Company's code of conduct or ethics policy. Whistle blowing is the confidential disclosure by an individual of any concern encountered in the workplace relating to a perceived wrongdoing. The policy has been framed to enforce controls so as to provide a system of detection, reporting, prevention and appropriate dealing of issues relating to fraud, unethical behavior etc. The policy provides for adequate safeguards against victimization of dircctor(s) / cmploycc(s) who avail of the mechanism and also provides for direct access to the Chairman of the Audit Committee in exceptional cases. During the year under review, no complaints were received by the Board or Audit Committee.

The whistle blower policy of the Company is available at the https://www.mohitpaper.in/upload/othcr s/policies latest/9 WISTLE%20BLOW ER VTGI L%20M ACH AN ISM .pdf

CORPORATE SOCIAL RF.SPONSIBlI .IT'V

As a responsible corporate citizen, the Company is committed to ensure its contribution to the welfare of the communities in the society where it operates, through its various Corporate Social Responsibility ("CSR") initiatives.

The objective of Company";; CSR Policy is to consistently pursue the concept of integrated development of the society in an economically, socially and environmentally sustainable manner and at the same time recognize the interests of all its stakeholders. The Company has adopted a CSR policy which is available at www.mohitpaper.in. The Company's CSR activities arc centered around the creation of sustainable education opportunities towards the societies and nations

To attain its CSR objectives in a professional and integrated manner, the Company shall undertake the CSR activities as specified under the Act. During FY 2023-2024, the CSR Committee consists of Mr. Sandeep Jain. Executive Director. Mrs. Anju Jain Non- Executive Director and Mr. Sourabh Mathur. Independent Director. As the Company does not have any CSR liabilities more than Rs. 50 Lakhs in any of the preceding financial years, therefore in line with the provisions of Companies Act. 2013, the Board of Directors in their meeting held on March 30, 2024 has dissolved the CSR Committee and the duties of the CSR Committee are being discharged by the Board of Directors of the Company. Further, the Annual Report on CSR Activities/ Initiatives including all

requisite details is annexed with this report at Annexure 2

RISK MANAGEMENT POLICY

The Company has implemented an integrated risk management approach through which it review and assess significant risks on a regular basis to help ensure that there is a robust system of risk control and mitigation. Senior Management periodically reviews this risk management framework to keep updated and address emerging challenges.

Major risk identified for the Company by the management is price of raw-materials and fuel. Currency Fluctuation, Compliance, financing. The management is of the view that none of the above risks may threaten the existence of the Company as risk mitigation process is put in place to ensure that there is nil or minimum impact on the Company in case any of these risk materialize.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

The Company docs not fall under the purview of the disclosure of Business Responsibility and Sustainability Report under the Regulation 34 (2)(f) of SEB1 Listing Regulations.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT U/S 186

Details of loans, guarantees and investments covered under Section 186 of the Act including purpose thereof form part of the notes to the financial statements provided in this Annual Report.

ANNUALRETURN

In accordance with the provisions of Section 92(3) and 134 (3)(a) of the Act, the Annual Return of the Company is available on the website of the Company at: https: //www.mohitpaper.in /mpml financial-info.html

STATUTORY AUDITORS

Pursuant to provisions of Section 139 of the Act read with the Companies (Audit and Auditors) Rules, 2014. M/s. Pankaj K. Goyal & Co. (ICAI Firm Registration Number: 006885C), Chartered Accountants was appointed as the Statutory Auditors of the Company at the Thirtieth (30th) Annual General Meeting of the Company held at September 29,2022 for a term of Five (5) consecutive years till the conclusion of the Thirty Fifth (35th) Annual General Meeting of the Company.

The Statutory Auditors have audited the financial statements of the Company for the financial year ended 31 March 2024 and the same are being placed before members at the ensuing Annual General Meet ing for their approval.

The Auditors' Report for the financial year 2024 does not contain any qualifications, reservations or adverse remarks or disclaimers. The Auditors" Report is enclosed with the financial statements in this Report. The Statutory Auditors were present at the last AGM.

REPORTING OK FRAUD BY AUDITORS

During the year, under section 143(12) of the Act, neither the Internal Auditors, Statutory Auditors nor Secretarial Auditors have reported to the Audit Mohit Paper Mills Limited 34. Committee or the Board of the Company any

fraud by its officers or employees and therefore no details are required to be disclosed under Section 134(3) (ca) of the Act.

INTERNAL AUDITORS

M/s.M/s MAA, Chartered Accountants, were appointed as Internal Auditor. Reports of the Internal Auditor for the year were submitted to the Audit Committee & Board.

COST AUDITORS AND COST AUDIT REPORT

Pursuant to the provision of the section 148(3) of Act read with rule 6(2) of Companies (Cost Records and Audit) Amendment Rule, 2014 (include any modification or re-enactment thereof, if any) and other applicable law, rules or regulations, if any. The Company has appointed M/s H. TARA & Co. (Reg. No.: 100265) for the financial year 2023-24. In accordance with the provisions of Section 14S and other applicable provisions, if any, of the Act and Companies (Audit and Auditors) Rules. 2014. the remuneration payable to the Cost Auditor is required to be ratified by the members of the Company.

SECRETARIAL AUDITORS

As required under Section 204 of the Act and Rules made there under, the Board has appointed M/s. Agarwal S. Associates. Practicing Company Secretaries as secretarial auditor of the Company of the Company to conduct the audit of the secretarial records for the financial year ending March 31.2024.

The Secretarial Audit report for the financial year March 31. 2024, in Form No. MR-3 is annexed as Anncxure 3 to this Annual Report.

Tl\c Secretarial Audit Report confirms that the Company has complied with the provisions of the Act. Rules, Regulations, and Guidelines and that there were no deviations ornoncompliance.

The Secretarial Audit report docs not contain any qualification, reservation, or adverse remark

HUMAN RESOURCES

The Management recognises that people are a key resource and endeavours to enable its employees to deliver on business requirements while meeting their personal and professional aspirations. The Human resources plays a pivotal role in enabling smooth implementation of key strategic decisions. The Management aims at providing an environment where continuous learning takes place to meet the changing demands and priorities of the business including emerging businesses. The Management believes in inclusivity and is committed to and has always maintained gender diversity & equality in the organization. The employee engagement programmes are organized on the objective of inclusiveness. The Management encourages participation of employees in social activities and provides healthy work environment including flexi-timing wherein employees can maintain work life balance.

Industrial relations - Healthy, cordial, and harmonious industrial relations arc being maintained at all times and all levels by your Company.

CORPORATE GOV ERNANCE

A separate report on corporate governance, along with a certificate from the Practicing Company Secretary regarding the compliance of conditions of corporate governance norms as stipulated under SEB1 Listing Regulations is annexed as Annexure- 4 and forms part of the Annual Report.

All Board members and Senior Management Personnel have affirmed in writing their compliance with and adherence to the code of conduct adopted by the Company for FY24.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis on matters related to the business performance as stipulated in the $LBI Listing Regulations is given as a separate section in the Annual Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARMNGS/OUTGO

The particulars as prescribed under Sub-section (3)(m) of Section 134 of the Act read with the Companies (Accounts) Rules, 2014 are enclosed as Annexurc-Atothe Bonrd"s Report.

PARTICULARS OF EM PLOYEES

The information required pursuant to Section 197 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules. 2014 in respect of employees of the Company is attached to the Directors” Report at Annexure I

Further, a statement showing the names and other particulars of employees drawing remuneration in excess of the limits as set out in the Rule 5(2) and 5(3) of the aforesaid rules, is maintained and forms part of this report. However, in terms of first proviso to Section 136(1) of the Act. the Annual Report and Accounts are being sent to the members and others entitled thereto, excluding the aforesaid information. None of the employees listed in the

said information is related to any Director of the Company. The aforesaid information is available for inspection by the members. Any member interested in obtaining a copy thereof, may write to the Company Secretary at invcstorsinohilpapcit^gmail.com or send letter at Company Secretary. Mohit Paper Mills Limited. 15A-'l 3. Upper Ground floor. Fast Patel Nagar. New Delhi -110008.

SEXUAL HARASSMENT OK WOMEN AT WORKPLACE (PKEVEN T ION. PROHIBITION & REDRESSAL). ACT 2013

Your Company has in place a Prevention of Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention. Prohibition & Redressal) Act, 2013. Internal Complaints Committee has been set up as required under the Sexual Harassment of Women at Workplace (Prevention. Prohibition & Redressal) Act, 2013. inter-alia. to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. The Company has not received any sexual harassment complaints during the year 2023-24 and hence no complaint is outstanding as on March 31.2024.

OTHER DISCLOSURES

(i) SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS ORCOURTS

No significant or material orders were passed during the year under review by the Regulators or Courts or Tribunals which impact the going concern status and Company"s operations in future.

(ii) TRANSFER OF AMOUNTS TO

I N V K S I OR ED l CATION A N D PROTECTION FUND (IEPF)

No amount/ shares are underlying for transferring to IEPF.

(iii) DEPOSITS

During the year, the Company has not accepted any deposits from the public falling within the purview of Section 73 of the Act. read with the (Companies Acceptance of Deposits) Rules. 2015 and as such, no amount on account of principal or interest related thereto was outstanding as on date of the Balance Sheet i.e. March 31.2024.

(iv) COMPLIANCE WITH SECRETARIAL STANDARD ON BOARD AND GENERAL MEETINGS

During the period under review, the Company has complied with the applicable Secretarial Standards as issued by the Institute of Company Secretaries of India.

(v) DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER TIIE INSOLVENCY AND BANKRUPTCY CODE. 2016DURING I'HEYEAR

The Company has neither made any application nor any proceedings is pending under Insolvency and Bankruptcy Code. 2016 during the financial year 2023-24.

(vi) DETAILS OF DIFFERENCE. BETWEEN THE AMOUNT OF THE VALUATION DONE AT THE TIM E OF ONE II ME SETTLEMENT AND TIIE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS

There are no specific disclosures required under details of difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan

from the Banks or Financial Institutions along with the reasons thereof.

Further, no application was Hied under the Insolvency and Bankruptcy Code, 2016 during the year.

GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review: Mohit Paper Mills Limited 36

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

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

• Neither Managing Director nor the Whole-time Directors of the Company receive any remuneration or commission from any of its subsidiaries.

CAUTION A R V S TAT E M E N T

Statements in this "Director's Report" & "Management Discussion and Analysis" describing the Company'^ objectives, projections, estimates, expectations or predictions may be forward looking statements within the meaning ofapplicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to the Company"$ operations including raw material/ ftiel availability and its prices, cyclical demand and pricing in the Company'”s principal markets, changes in the Government regulations, tax regimes, economic

developments within India and the Countries in which the Company conducts business and other ancillary factors.

AC K N OWI. E DC. V. M F.NT

The Directors take this opportunity to express their deep sense of gratitude to the Central Government, State Government. Stock Exchanges and its members, Banks, Financial Institutions, Shareholders. Lenders. Depositories. Registrar and Share Transfer Agents and Business Associates for their continued support.

Your directors would also like to record its appreciation for the support and cooperation your Company has been receiving from its clients and everyone associated with the Company.

Your directors place on record their sincere appreciation to the employees at all levels for their hard work, dedication and commitment. The enthusiasm and unstinting efforts of the employees have enabled the Company to remain as an industry leader.

And to you. our shareholders, we arc deeply grateful for the confidence and faith that you have always reposed in us. VVc look forward to continued support of all these partners in future.

For and on behalf of the Board Sd/-

(SandecpJain)

Chairman & Managing Director DIN: 00458048 Date: August 14,2024 Place: New Delhi