Your directors have pleasure to present the Annual Report on the business and operation of the Company
together with the Audited Statement of Accounts of NIKITA PAPERS LIMITED ("the Company") for the
year ended March 31, 2024.

1. STATE OF AFFAIRS. FINANCIAL PERFORMANCE AND FUTURE OUTLOOK

I. FINANCIAL RESULTS: Standalone

The Financial Results of the Company for the year 2023-2024 are summarized as under:

II. OPERATIONS AND PERFORMANCE REVIEW:

The Company has achieved Rs. 3,386,008,OOORevenue from operations in Current Financial Year as
against Rs.3,983,321,000 inprevious Financial Year. The Depreciation during the Current Year is Rs.
102,222,000as against Rs. 99167000in previous year. In the Current financial year, the Company had
incurredprofitof Rs. 207237000as againstprofit of Rs. 54393000m Previous Financial Year.

III. CHANGE IN NATURE OF BUSINESS:

During the year, there was no change in the nature of the business of the Company.

IV. CHANGES IN SHARE CAPITAL:

a) AUTHORISED SHARE CAPITAL

As on April 1, 2023, the authorized share capital of the company was INR 100,000,000/- (Indian Rupees
Ten Crore only] comprising of Rs. 10000000 equity shares.

During the financial year 2023-2024, following alterations were made in the authorized share capital of
the company by amending the capital clause of the Memorandum of Association of the Company:

December 20, 2023- Change in authorized share capital from INR 100,000,000/- to Rs. 250000000
divided into 25000000 equity shares of Rs. 10 each.

b] ISSUED. SUBSCRIBED, PAID UP SHARE CAPITAL

As on April 1, 2023, the issued, subscribed and paid-up share capital of the company stands at INR Rs.
8,61,35,000/- (Indian Rupees Eight Crore Sixty-One Lakh Thirty-Five Thousand only] comprising of Rs.
8613500 equity shares.

During the Financial Year 2023-2024, following allotments were made by the Company:

? 9,51,500 equity shares of INR 63.43/was allotted on preferential basis on December, 11 2023

? 86,08,500 equity shares of INR 10.00/- were allotted as a Bonus shares in the ratio of 9:10 on
December, 28 2023

2. WEBSITE OF THE COMPANY:

The Company is having website www.nikitapapers.com and annual return of Company has been published
on such website. Link of the same is given below: www.nikitapapers.com

3. TRANSFER TO RESERVES&SURPLUS:

The Company had transferred an amount of Rs. 207237000 to Reserve and Surplus during the year under
review.

4. DIVIDEND:

The directors do not recommend any dividend during the year under consideration.

5. DEPOSITS:

The Company has not accepted any deposits from public within the meaning of section 73 of the
Companies Act, 2013 read with the Companies (Acceptance of Deposits] Rules, 2014.

6. DETAILS OF BOARD MEETINGS:

During the year under review ISmeetings of the Board of Directors were held in respect of which proper
notices were given and proceedings were properly recorded in Minutes Book. The details of the meeting
held are as follows: -

During the year under review 4 General meeting were held on 30.09.2023, 01.12.2023, 20.12.2023 and

12.03.2024

7. REPORTING OF FRAUD BY STATUTORY AUDITORS:

Further there was no fraud in the Company, which was required to report by statutory auditors of the
Company under sub-section (12) of section 143 of Companies Act, 2013.

8. INVESTOR EDUCATION AND PROTECTION FUND:

The Company is not required to transfer any amount to the Investor and Education and Protection fund
(1EPF) during the financial year pursuant to the provisions of Section 124 &125 off the Companies

Act,2013.

9. DECLARATION BY INDEPENDENT DIRECTORS

Mr. Sudhir Kumar Jain, Mr, Akash Gupta & Mr. Ashok Kumar Mittal is the Independent Directors on
the Board of your Company. In the opinion of the Board and as confirmed by these Directors, they
fulfill the conditions specified in section 149 of the Act and the Rules made there under about their
status as Independent Directors of the Company.

The Independent Directors have also confirmed that they have complied with Schedule IV of the
Companies Act, 2013 and the Company's Code of Conduct

The Board of Directors is of the opinion that all the Independent Directors possess requisite
qualifications, experience and expertise in industry knowledge and corporate governance and they hold
highest standards of integrity.

10. AUDITORS REPORT:

The Auditors, in their report have referred to the Notes forming part of the Final Account, considering the
principle of the materiality; the notes are self-explanatory and do not need any further comments under
section 134 of Companies Act, 2013.

I. STATUTORY AUDITORS:

M/s MITTAL GOEL & ASSOCIATES Chartered Accountants, (FRN No. 017577N) have been
appointed Statutory Auditors of the Company for a period of 5 years.

The Companies (Amendment) Act, 2017 published in the Gazette of India on January 3, 2018, amended a
few sections of the Companies Act, 2013 including the omission of the first proviso to Section 139(1) of
the Companies Act, 2013 which provided for ratification of the appointment of Statutory Auditors by
members at every AGM. The Amendment to said section is already effective from May 7, 2018. (Refer
Annexure-I)

II. SECRETARIAL AUDIT REPORT:

M/s Kavita Vedwal & Associates, Company Secretaries in practice, were appointed as Secretarial Auditors
pursuant to section 204 of the Companies Act, 2013 to conduct Secretarial Audit for the financial year
2023-2024 and they have submitted their report thereon.

The Secretarial Auditor of the Company has reported that during the period under review the company
has generally complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc of the
Companies Act, 2013, FEMA, etc. and same thereon is annexed hereto forming part of the Annual
ReportSecretarial Audit Report for the relevant year in Form MR-3. (Refer Annexure-II)

III. INTERNAL AUDITORS:

M/s Arora Vikas and Associates Chartered Accountant (FRN:017300C) had been appointed as the Internal
Auditors of the Company for FY 2023 to conduct the Internal Audit on the basis of detailed Internal Audit
Plan.

IV. COST RECORD:

The provision of Cost audit as per section 148 doesn't applicable on the Company.

11. BOARD OF DIRECTORS COMMENT ON AUDITOR REPORT:

The notes on accounts referred to in the Auditor's Report are self-explanatory and there are no adverse
remarks or qualifications in the Report and therefore, do not need any further comment

12. SECRETARIAL STANDARDS OF ICS1:

The Company has complied with the requirements prescribed under the Secretarial Standards on
Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) read with the MCA Circulars
granting exemptions in view of the Covid-19 pandemic.

13. PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS UNDER SECTION 186:

During the year under review your Company has not provided any loans, guarantees and has not made
investments in terms of section 186 of the Companies Act, 2013, if any.

14. BOARD EVALUATION:

The Board of directors have carried out an evaluation of its own performance and of its committees as
well as its individual directors, on the basis of criteria such as composition of the board / committee
structure, effectiveness, its process, information flow, functioning etc.

15. DISCLOSURE REQUIRED UNDER SECTION 134f31fel:

The Board has adopted a Board Diversity Policy which sets the criterion for appointment as well as
continuance of Directors, at the time of re-appointment of director in the Company. As per the policy, the
Board has an optimum combination of members with appropriate balance of skill, experience,
background, gender and other qualities of directors required by the directors for the effective functioning
of the Board.

The Nomination and Remuneration Committee recommends remuneration of the Directors, subject to
overall limits set under the Act, as outlined in the Remuneration Policy. As per the policy, the Executive
Director is entitled to fixed salary, commission based on performance evaluation and other non-monetary
benefits. In case of Non-Executive Directors, apart from receiving sitting fees, they are entitled to
commission on the basis of criterion as per the policy.

The Remuneration Policy is available on the website of the Company.

16. RELATED PARTY TRANSACTIONS:

All contracts / arrangements / transactions entered by the Company during the financial year with related
parties were in the ordinary course of business and on an arm’s length basis. So, none of the transactions
with related party's falls under the scope of Section 188(1] of the Act. Information on transactions with
related parties pursuant to Section 134(3] (h) of the Act read with rule 8(2) of the Companies (Accounts)
Rules, 2014 are given in Annexure III in Form AOC-2 and the same forms part of this report.

17. MATERIAL CHANGES AND COMMITMENT. IF ANY AFFECTING THE FINANCIAL POSITION
BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE REPORT:

No material changes and commitments affecting the financial position of the Company occurred between
the ends of the financial year to which these financial statements relate on the date of this report except
mentioned below:

a. On the path to prepare ourselves as a public listed Company, the status of the Company was
converted from Private Limited to Public Limited, approved by the Shareholders vide resolution
dated May26, 2003, pursuant to which the Registrar of Companies, Delhi had issued a fresh

certificate of incorporation, dated Junel2, 2003, consequent upon conversion from a Private
Company to a Public Company. Subject to receipt of necessary approvals and other considerations,
the Company is proposing an initial public officering (IPO") of its equity shares of face value of
INR10 each in accordance with the applicable provisions of the Securities and Exchange Board of
India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended, the
Companies Act, 2013 and other applicable laws. In connection with the IPO, the Company has filed
the draft red herring prospectus dated Julyll, 2023 (DRHP) with the Securities and Exchange
Board of India ("SEB1"), for an offer comprising of up to INR 64,94,400 fresh issue of equity shares.

b. There were changes in the composition of the Board of Directors, Mr. Sudhir Kumar Bansal (DIN:
00321226), Director appointed in the Board Meeting held on 10th February, 2024as additional
director and appointed on 12th March, 2024 as Director and Chairman at EGM.

c. Mr. Ashok Kumar Mittal (DIN: 00246177), Director appointed in the Board Meeting held on 24^th
January, 2024as additional Independent Director and appointed on 12th March, 2024 as
Independent Director at EGM.

d. Mr. Akash Gupta (DIN: 07392916), Director appointed in the Board Meeting held on 24^th January,
2024 as additional Independent Director and appointed on 12th March, 2024 as Independent
Director at EGM.

e. Mr. Sudhir Kumar Jain (DIN: 10442316), Director appointed in the Board Meeting held on 24^th
January, 2024 as additional Independent Director and appointed on 12th March, 2024 as
Independent Director at EGM.

f. Mr. Atul Aeron appointed as CFO of the Company on 12th March, 2024 at EGM.
g, Mrs. Shefali Gupta appointed as CS of the Company on 12th March, 2024 at EGM.

18. COMMITTEES OF THE BOARD:

As on March 31, 2024, The Board of Directors of the Company had the following 6 (Six)
Committees same was incorporated at the EGM dated 12.03.2024

19. STATEMENT INDICATING DEVELOPMENT & IMPLEMENTATION OF RISK MANAGEMENT
POLICY:

The Board of Directors of the Company state that risk associated in the ordinary course of business is duly
taken care by the Board while taking business decisions. Further the company need not required to
formulate any specified risk management policy.

20. DIRECTORS & KEY MANAGERIAL PERSONNEL;

During the year Mr. Ayush Bansal, who retires by rotation, and being eligible, offers himself for re¬
appointment, be and is hereby re-appointed as a director of the Company, liable to retire by rotation.

a. There were changes in the composition of the Board of Directors, Mr. Sudhir Kumar Bansal (DIN:
00321226), Director appointed in the Board Meeting held on 10th February, 2024 as additional
director and appointed on 12th March, 2024 as Director and Chairman at EGM.

b. Mr. Ashok Kumar Mittal (DIN: 00246177), Director appointed in the Board Meeting held on 24^th
January, 2024 as additional Independent Director and appointed on 12th March, 2024 as
Independent Director at EGM.

c. Mr. Akash Gupta (DIN: 07392916), Director appointed in the Board Meeting held on 24^th January,
2024 as additional Independent Director and appointed on 12th March, 2024 as Independent
Director at EGM.

d. Mr. Sudhir Kumar Jain (DIN: 10442316), Director appointed in the Board Meeting held on 24^th
January, 2024 as additional Independent Director and appointed on 12th March, 2024 as
Independent Director at EGM.

g, Mrs. Shefali Gupta appointed as CS of the Company on 12th March, 2024 at EGM

21. .SUBSIDIARY. ASSOCIATE COMPANIES AND IOINT VENTURE:

The Company have no holding, Subsidiary and Associate Company.

22. CORPORATE SOCIAL RESPONSIBILITY STATEMENTS:

NIKITA PAPERS LIMITED believes sustained growth of business lies on triple bottom line that is
growth of people around our operation, protection of environment where we operate and profit
from our business. We understand wellbeing of the community around our business helps in
growth of business and hence we value people around our operational locations and promote
inclusive growth.

We Endeavour to serve the society and achieve excellence. We continue to remain focused on
improving the quality of life and engaging communities through ensuring environment
sustainability, promoting healthcare, promoting education and many more activities.

Pursuant to Section 135 of the Companies Act, 2013, and the relevant rules, the Company is
having in place the Corporate Social Responsibility (CSR) Committee under the chairmanship of
Mr. Ashok Kumar Bansal, Chairman and Managing Director. The other members of the Committee
are CA Sudhir Jain, Independent Director and CA Akash Gupta, Independent Director.

Pursuant to Section 135 of the Companies Act, 2013, and the relevant rules, the CSR is applicable
on the company. The detail of CSR Expenses spent is attached separateIy.(Report on CSR
activities Annexure-III)

23. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

There is no significant material orders passed by the Regulators / Courts/ Tribunals impacting the going
concern status of the Company and its future operations.

24. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Your Company has an effective internal control and risk-mitigation system, which are constantly
assessed and strengthened with new/revised standard operating procedures. The Company's
internal control system is commensurate with its size, scale and complexities of its operations.

25. DISCLOSURE_QF APPLICATIONS MADE OR PROCEEDINGS PENDING UNDER THE INSOLVANCY AND
BANKRUPTCY CODE flBCL 2016 DURING THE YEAR.

There is no application or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of
2016).

26. 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:

During the year, there is no 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.

27. PARTICULARS OF EMPLOYEES;

The Company had no employee during the year covered under Rule 5(2) of the Companies (Appointment and

Remuneration of Managerial Personnel) Rules, 2014.

28. DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to the requirement clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, your

Directors confirm 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 profit and 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 devised proper systems to ensure compliance with the provisions of all applicable
laws and that such systems were adequate and operating effectively.

29. DETAILS OF CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE
EARNINGS AND OUTGO:

(a) Conservation of energy

(b) Technology absorption

(c) Foreign exchange earnings and Outgo

During the year, the total foreign exchange used was 289154000 vis a vis 450285000 in the previous year in
foreign exchange for purchase of Imported Waste Paper, while there in no foreign exchange inflow during the
year under review.

30. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESAL1 ACT. 2013:

Regarding the Sexual Harassment of Women at the work place (Prevention, Prohibition & Redressal) Act, 2013,
your company has an Internal Complaints Committee. No complaints were received or disposed off during the
year under the above Act and no complaints were pending either at the beginning or at the end of the year.
Your Company has complied with the provisions relating to the constitution of Internal Complaints Committee
(ICC). ICC is responsible for redressal of complaints related to sexual harassment and follows the guidelines
provided in the policy. ICC has its presence at corporate office as well as at site locations.

31. CORPORATE GOVERNANCE:

The Company strives to attain high standards of Corporate Governance while interacting with all the
stakeholders. The increasing diversity of the investing community and the integrated nature of global capital
markets render corporate governance vital issues for investors. The company believes that time disclosure,
transparent accounting policies, and a strong independent board go a long way in maintaining good cooperate
governance, preserving shareholders trust, and maximizing long term cooperate value. In pursuit of corporate
goals, the company accords high importance to transparency, accountability, and integrity in its dealings. Our
philosophy on corporate governance is aims towards the welfare of all the stake holders, and the board of
directors remains committed towards this end,

32. WHISTLE BLOWER POLICY/ VIGIL MECHANISM

The Company has a Whistle Blower Policy in line with the provisions of the Section 177 of the Companies Act,
2013 to report genuine concerns or grievances, if any. Your Company has laid down a Vigil Mechanism and
formulated a Whistle Blower Policy in order to provide a framework for responsible and secure Whistle
Blowing Mechanism. The Policy aims to provide an avenue for Employees and Directors to raise their concerns
about unethical behavior, actual or suspected fraud or violation of the Company's Code of Conduct and it also
empowers the Audit Committee of Board of Directors to investigate the concerns raised by them.

All Directors and Employees of the Company are eligible to make protected disclosures under the Policy
addressed to Vigilance Officer of the Company in relation to matters concerning the Company.

33. ACKNOWLEDGEMENT

Your directors place on records their appreciation for employees at all levels, who have contributed to the
growth and performance of your Company. Your directors also thank the clients, vendors, bankers,
shareholders and advisers of the Company for their continued support. Your directors also thank the Central
and State Governments, and other statutory authorities for their continued support.

©(half of the Board
APERS LIMITED

Date:-27.08.2024 A5HOK KUMAR BANSAL

Place: - New Delhi Managing Director

DIN No. 00321238 ,

AYUSH BANSAL
Whole Time Director
DIN No. 00774900