The Members,

Your Directors have pleasure in presenting the 04^th Annual Report together with the Audited Statement of Accounts for the year ended on 31 March, 2022.

FINANCIAL RESULTS:

The operating results of the Company for the year ended on 31 March, 2022 are briefly indicated below:

DIVIDEND AND TRANSFER TO RESERVES:

An amount of Rs. 38.04 Lacs (previous year Rs. 21.61 Lacs) is proposed to be held as retained earnings.

Your Directors have recommended a dividend of Rs. 0.25 (2.50%) per share, for the approval of the Members at the ensuing 04^th Annual General Meeting.

PERFORMANCE OF THE COMPANY & FUTURE PROSPECTS:

The global and national economy has seen many ups and downs in the previous financial year. The unprecedented condition prevailed due to outbreak of COVID-19 pandemic acted as a hurdle for the momentum of businesses. Similar to other industries, the Containers & Packaging industry has witnessed set back during second wave of COVID-19 in India.

However, total revenue from Operations of the Company for fiscal year 2022 increase at Rs. 2514.77 Lakhs as against Rs. 1975.57 Lakhs for fiscal year 2021, showing a growth of 27.30%.

Not only, the Company was able to continue the momentum of revenue but has shown performance by reaching the net profits after tax of Rs. 38.04 Lacs as compared to Rs. 21.62 Lacs in the previous financial year, showing an Increase by of 76.04 %.

The Company is confident to have better future performance.

MATERIAL CHANGES AND COMMITMENTS, IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY FROM THE CONCLUSION OF THE FINANCIAL YEAR TILL THE END OF THIS REPORT:

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

MANAGEMENT DISCUSSIONS AND ANALYSIS REPORT:

A report on Management Discussion and Analysis (MDA) is annexed to this report as Annexure II, inter-alia deals adequately with the operations and also current and future outlook of the Company.

SHARE CAPITAL

As on March 31, 2022, the paid up capital of the Company was Rs. 5,24,60,000/- divided into 32,30,000 equity shares of Rs. 10/- each.

During the year Financial Year 2021-22, your company has issued and allotted 20,16,000 Equity Shares of Rs. 10/- each at a premium of Rs. 10/- per share to public as Initial Public Offer through prospectus, on board meeting held on 09^th April 2021 and made application to BSE Limited for Listing of its shares to its SME Platform.

The Company received trading approval from BSE Limited for trading w.e.f. 15^th April 2021. VARIATION IN UTILIZATION OF PROCEEDS OF RIGHTS ISSUE:

Details of amount utilized from Initial Public Offer till March 31, 2022 is as follows: (Rs. In Lacs)

DEPOSITS:

The Company has not accepted or renewed any deposits from public falling within the purview of Section 73 of Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

CORPORATE SOCIAL RESPONSIBILITY:

The Company does not fall under the criteria mentioned in Section 135 of the Companies Act, 2013 ("the Act") read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, and accordingly the Company is not required to constitute CSR Committee and to spend any amount in CSR Activity.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

During the financial year 2021-2022 the following director has been appointed or change of designation of the company:

1. Shri Pratik Vora (DIN: 03554059) appointed as additional director of the company and same has been regularized by members in the 03^rd Annual General Meeting.

2. Shri Pratik Vora (DIN: 03554059) has change designation to whole time director w.e.f 12^th April, 2021 for a period of 3 years and same has been approved by members in the 03^rd Annual General Meeting.

3. Shri Siddharth Vora (DIN: 03554049) has change designation to whole time director w.e.f 12^th April, 2021 for a period of 3 years and same has been approved by members in the 03^rd Annual General Meeting.

4. Shri Suvidh Turakhia has appointed as an Additional Director (Category: Independent Director) of the Company w.e.f March 15, 2021 and same has been regularized by members in the 03^rd Annual General Meeting.

Pursuant to the provisions of Section 152 and other applicable provisions if any, of the Companies Act, 2013,

Shri. Siddharth Vora (DIN: 03554049), Whole Time Director of the Company is liable to retire by rotation at the forthcoming Annual General Meeting and he being eligible offers himself for re-appointment.

Your Directors recommends passing above stated resolutions.

The Key Managerial Personnel (KMP) in the Company as per Section 2(51) and 203 of the Companies Act, 2013 are as follows:

1. Shri Bharatkumar Vora-Chairman and Managing Director

2. Shri Harshadkumar Vora- Whole Time Director

3. Shri Siddharth Vora- Whole Time Director

4. Shri Pratik Vora- Whole Time Director

5. Shri Soy Itty- Chief Financial Officer

6. Ms. Vishakha Gujrati -Company Secretary

None of the Directors of the Company is disqualified for being appointed as Director as specified in Section 164 (2) of the Companies Act, 2013.

Disclosure about receipt of any commission by MD/WTD from a company and also receiving commission/remuneration from its Holding or Subsidiary pursuant to section 197(14) of the Act: Not Applicable

Disclosure on Reappointment of Independent director pursuant to section 149(10): Not Applicable as term of appointment of none of the independent directors is expiring during FY 2021-22 and up to the date of the report.

ANNUAL RETURN:

Pursuant to Section 92 of the Act read with the applicable Rules, the Annual Return for the year ended 31^st March 2022 will be accessed on the Company's website at www.rajeshwaricans.com.

CORPORATE GOVERNANCE REPORT:

As per regulation 15(2) of the Listing Regulation, the Compliance with the Corporate Governance provisions shall not apply in respect of the following class of the Companies:

a) Listed entity having paid up equity share capital not exceeding Rs.10 Crore and Net Worth not exceeding Rs.25 Crore, as on the last day of the previous financial year;

b) Listed entity which has listed its specified securities on the SME Exchange.

Since, our Company falls within the ambit of aforesaid exemption i.e in point number(b); hence compliance with the provision of Corporate Governance shall not apply to the Company and it does not form the part of the Annual Report for the financial year 2021-2022.

DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013 with respect to the Directors' responsibility Statement, the Directors' confirms that:

i. in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanations relating to material departures, if any;

ii. they have selected such appropriate accounting policies and applied them consistently and made judgments and estimates that were 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 on 31 March,2022 and of the profit of the Company for the year under review;

iii. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. they have prepared the accounts for the period ended on 31 March, 2022 on a going concern basis.

v. They have laid down laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively; and

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

NUMBER OF BOARD MEETINGS:

During the year, Eight Board Meetings were held on 09/04/2021, 12/04/2021, 21/04/2021, 30/06/2021, 12/08/2021, 26/08/2021, 12/11/2021,01/03/2022. The Company has observed the meeting of Board of Directors and that the time gap between two consecutive board meetings was not more than one hundred and twenty days.

The necessary quorum was present for all the meetings.

The composition of the Board, category, the attendance of Directors at the Board Meetings during the year are given below:

None of Directors on the Board are members in more than ten committees and they do not act as Chairman of more than five committees across all companies in which they are Directors. In computing the said number only Audit committee and Stakeholder Relationship Committee, have been considered in terms of Regulation 26(1) of the SEBI Listing Regulations.

The Company did not have any pecuniary relationship or transactions with the non-executive directors during the year under review except to the extent of their shareholding in the Company if any.

The Annual General Meeting of the Company held on 30^th September, 2021 for the financial year 2020-21.

COMMITTEES OF BOARD

The company have following committee.

1. Audit Committee:

The Company Secretary of our Company shall act as a secretary of the Audit Committee.

During the year the Audit Committee duly met Five (5) times i.e. 09/04/2021, 30/06/2021, 12/08/2021, 12/11/2021,01/03/2022.

Role of Audit Committee:

The scope of audit committee shall include, but shall not be restricted to, the following:

1. Oversight of the company's financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible;

2. Recommending to the Board, the appointment, re-appointment and, if required, the replacement or removal of the statutory auditor and the fixation of audit fees;

3. Scrutiny of inter-corporate loans and investments.

4. Approval of payment to statutory auditors for any other services rendered by the statutory auditors;

5. Reviewing, with the management, the annual financial statements before submission to the board for approval, with particular reference to:

a. Matters required to be included in the Director's Responsibility Statement to be included in the Board's report in terms of clause (c) of sub section 3 of section 134 of the Companies Act, 2013

b. Changes, if any, in accounting policies and practices and reasons for the same

c. Major accounting entries involving estimates based on the exercise of judgment by management

d. Significant adjustments made in the financial statements arising out of audit findings

e. Compliance with listing and other legal requirements relating to financial statements

f. Disclosure of any related party transactions

g. Qualifications in the draft audit report.

6. Reviewing, with the management, the quarterly financial statements before submission to the board for approval;

7. Reviewing, with the management, the statement of uses / application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document/ prospectus/notice and the report submitted by the monitoring agency monitoring the utilization of proceeds of a public or rights issue, and making appropriate recommendations to the Board to take up steps in this matter;

8. Reviewing, with the management, performance of statutory and internal auditors, and adequacy of the internal control systems;

9. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit;

10. Discussion with internal auditors any significant findings and follow up there on;

11. Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board;

12. Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern;

13. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors;

14. To review the functioning of the Whistle Blower mechanism, in case the same is existing;

15. Approval of appointment of CFO (i.e., the whole time Finance Director or any other person heading the finance function or discharging that function) after assessing the qualifications, experience & background, etc. of the candidate;

16. Carrying out any other function as is mentioned in the terms of reference of the Audit Committee.

17. Valuation of undertakings or assets of the company, where ever it is necessary.

18. Evaluation of internal financial controls and risk management systems;

19. Monitoring the end use of funds raised through public offers and related matters.

2. Stakeholders Relationship Committee:

The Company Secretary of our Company shall act as a Secretary to the Stakeholder Relationship Committee.

During the year the Audit Committee duly met One (1) times on 01/03/2022

Terms of Reference:

1. Efficient transfer of shares; including review of cases for refusal of transfer / transmission of shares;

2. Redressal of shareholder and investor complaints like transfer of Shares, non-receipt of balance sheet, non-receipt of declared dividends etc.,

3. Issue duplicate/split/consolidated share certificates;

4. Dematerialization/ Rematerialization of Share

5. Review of cases for refusal of transfer / transmission of shares and debentures;

6. Reference to statutory and regulatory authorities regarding investor grievances and to otherwise ensure proper and timely attendance and redressal of investor queries and grievances;

7. Such other matters as may from time to time are required by any statutory, contractual or other regulatory requirements to be attended to by such committee

8. Any other power specifically assigned by the Board of Directors of the Company from time to time by way of resolution passed by it in a duly conducted Meeting, and

9. Carrying out any other function contained in the equity listing agreements as and when amended from time to time.

The status of the Investors' Complaints during the Financial Year 2021-22 are as under:

3. Nomination and Remuneration Committee:

During the year the 3. Nomination and Remuneration Committee duly met One (1) times on 12/04/2021.

Remuneration Policy:

In accordance with the provisions of Section 178 of the Companies Act, 2013 the Nomination and Remuneration Committee recommended the remuneration policy relating to the remuneration of the Directors, Key Managerial Personnel and other employees which was approved by the Board and is annexed with the Directors' Report.

There was not any performance linked incentives paid to Whole-time Directors. The Company has not formulated any scheme for giving any stock options to the employees. Hence no stock options have been granted to the Executive Directors during the year ended on 31-03-2022.

The Company has not paid sitting fees to any Independent Directors.

Details of remuneration paid for the year ended on 31-03-2022:

FAMILIARISATION PROGRAMME OF INDEPENDENT DIRECTORS:

All new independent directors inducted into the Board attend an orientation program known as Familiarisation Programme, which is for every new independent director of the Board to familiarize the new inductee(s) with the strategy, operations and functions of our Company. The Executive Directors/ Senior Managerial Personnel make presentations to the inductees about the Company's strategy operations, product and service offerings, markets, organization structure, finance, human resources, technology, quality, facilities and risk management. In addition, the Company also keeps the Independent Directors, updated on the events and developments in the industry and business environment.

INSURANCE:

The properties and assets of the Company are adequately insured.

DECLARATION BY INDEPENDENT DIRECTORS:

Pursuant to the provisions of Section 134 of the Companies Act, 2013 with respect to the declaration given by the Independent Directors of the Company under Section 149 (6) of the Companies Act, 2013, the Board hereby confirms that all the Independent Directors have given declarations and further confirms that they meet the criteria of Independence as per the provisions of Section 149(6).

PERFORMANCE EVALUATION OF THE BOARD COMMITTEES AND INDEPENDENT DIRECTORS:

Pursuant to the provisions of the Companies Act, 2013 and Rules framed thereunder read with the SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015 formal annual evaluation is to be made by the Board of its own performance and that of its Committees and Individual Directors. The Board after taking into consideration the criteria of evaluation laid down by the Nomination and Remuneration Committee in its policy such as Board Composition, level of involvement, performance of duties, attendance etc. had evaluated its own performance, the performance of its committees and Independent Directors (excluding the Director being evaluated).

The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors at their separate meeting. The Directors expressed their satisfaction with the evaluation process.

Independent Directors at their meeting held on 26-08-2021 has reviewed the performance of the Non Independent Directors (Including the Chairman of the Company) and assessed the quality, quantity and timeliness of the flow of information between the Company and the Management. All the independent Directors have attended the meeting.

POLICY ON DIRECTORS' APPOINTMENT AND POLICY ON REMUNERATION:

Pursuant to the requirements of the Companies Act, 2013, the policy on appointment of Board Members and policy on remuneration of the Directors, KMPs and other employees is as attached as Annexure III to this report.

SECRETARIAL AUDIT REPORT:

M/s. Kinkhabwala & Associates, Practicing Company Secretaries, was appointed as Secretarial Auditor of the Company to conduct secretarial audit for the financial year 2021-22 pursuant to the provisions of Section 204 of the Companies Act, 2013. The Annual Secretarial Compliance Report and Secretarial Audit Report submitted by them is attached as Annexure IV to this report.

With respect to observations of the Secretarial Auditors: Due to oversight company has taken deposit from relative of Director except that all compliance has been done.

CONTRACTS OR AGREEMENTS WITH RELATED PARTIES:

Pursuant to the provisions of the Companies Act, 2013 all the contracts and arrangements with related parties entered by the Company during the financial year were in ordinary course of Business and on arms' length basis. Details of the transactions are as mentioned in Annexure V.

DISCLOSURE UNDER RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014:

Details pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure-VI to this report.

INTERNAL FINANCIAL CONTROL AND THEIR ADEQUACY:

The Company has adopted internal control system considering the nature of its business and the size and complexity of operations. The Board has adopted the policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and the timely preparation of reliable financial disclosures etc. The management is taking further steps to strengthen the internal control system.

RISK MANAGEMENT POLICY:

The Company has formulated the Risk Management Policy in order to safeguard the organization from various risks through timely actions. It is designed to mitigate the risk in order to minimize the impact of the risk on the Business. The Management is regularly reviewing the risk and is taking appropriate steps to mitigate the risk.

In the opinion of the Board there has been no identification of element of risk that may threaten the existence of the Company.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013:

The details of loan provided and investments made, if any are as mentioned in the notes to accounts. The Company has not provided any guarantee or security falling under purview of Section 186 of the Companies Act, 2013 during the financial year under review.

STATUTORY AUDITORS:

In terms of the provisions of section 139 of the Companies Act, 2013, the Company had appointed Bhagat and Co., Chartered Accountants, Ahmedabad (Registration No. 127250W), has appointed as statutory auditor of the company to fill causal vacany of the company due to resignation of Bharat H shah and Co. Chartered Accountants as statutory auditor of the Company and same has been approved by Shareholders in 3^rd Annual General Meeting.

In the same Annual General Meeting Shareholders has further approved appointment of Bhagat and Co. for the period of five years.

AUDITORS' OBSERVATIONS:

The Auditors' Report on the accounts of the Company for the financial year ended March 31, 2022 is self explanatory and does not call for any further explanations or comments that may be treated as adequate compliance of provisions of the Companies Act, 2013.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS:

The Statutory Auditors of the Company have not reported any frauds to the Audit Committee or to the Board of Directors as prescribed under Section 143(12) of the Companies Act, 2013, including rules made thereunder.

INTERNAL AUDITOR

Bharat H shah and Co, Chartered Accountants, Ahmedabad has been appointed as Internal Auditors of the Company. Internal Auditors are appointed by the Board of Directors of the Company on a yearly basis, based on the recommendation of the Audit Committee. The Internal Auditor reports their findings on the Internal Audit of the Company, to the Audit Committee on a yearly basis. The scope of internal audit is approved by the Audit Committee.

MAINTENANCE OF COST RECORDS:

Company is not required to maintain cost records pursuant to section 148 (1) of the Companies Act, 2013.

VIGIL MECHANISM:

Pursuant to provisions of Section 177(9) of the Companies Act, 2013 and Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 read with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors had approved the Policy on Vigil Mechanism/ Whistle Blower Policy. Through this policy Directors, Employees or business associates may report the unethical behavior, malpractices, wrongful conduct, frauds, violations of the Company's code etc. to the Chairman of the Audit Committee.

COMPOSITION OF INTERNAL COMPLAINTS COMMITTEE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has complied with the provision relating to constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Further, no case has been received under the said act during the year.

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

The information pertaining to conservation of energy, technology absorption, Foreign exchange Earnings and outgo as required under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in Annexure I which is attached to this report.

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

The Company has not received any significant or material orders passed by any regulatory authority, court or tribunal which shall affect the going concern status of the Company's operations as on date of this report.

INDUSTRIAL RELATIONS:

The Company has maintained cordial relations with the employees of the Company throughout the year. The Directors wishes to place on record sincere appreciation for the services rendered by the employees of the Company during the year.

COMPLAINCE OF SECRETARIAL STANDARAD:

The Company has complied with the applicable secretarial standards.

CFO CERTIFICATE:

The CFO of the Company has given certification on the financial reporting and internal controls to the Board in terms of SEBi (Listing Obligations and disclosure Requirements) Regulations, 2015.

SUBSIDIARIES, JOINT VENTURE AND ASSOCIATE COMPANIES:

As on March 31, 2022, the Company has no subsidiary company. The Company did not have any Associate Companies or Joint Ventures at the end of this Financial Year. Statement in Form AOC1 pursuant to the first proviso to Section 129 of the Act read with rule 5 of the Companies (Accounts) Rules, 2014 shall not be thus applicable in view of above explanation.

ACKNOWLEDGEMENT:

The Board is thankful to its bankers for their continued support and assistance, which has played important role in progress of the Company.

Your Directors places on records the contribution of employees of the Company at all levels and other business associates for their commitment, dedication and respective contribution to the Company's operations during the year under review.