Result of operations and the state of the
Company’s affairs

During the financial year 2024-25, your Company reported
a revenue from operations of '1,43,576.86 lakhs, compared
to '1,56,703.90 lakhs in the previous year. The profit after
tax (PAT) for the year stood at '7,210.89 lakhs, against
'13,524.23 lakhs in FY 2023-24.

Export Performance

Exports for the year amounted to '14,763.15 lakhs,
compared to '17,075.93 lakhs in the previous year.
The Company continues to explore and develop new export
markets and remains optimistic about the long-term growth
potential of its export business.

Market Leadership and Strategic Focus

Your Company holds a pioneering position in India’s Medium
Density Fibreboard (“MDF”) industry, having played a
crucial role in establishing a robust nationwide market for
MDF products. As a market leader in the production and
distribution of MDF, we are a preferred partner for a wide
range of clients, including real estate developers, office
space planners, and home builders.

We maintain a strong focus on delivering a diverse
product portfolio that addresses the needs of customers
across premium, mid-market, and value segments.
Through our extensive pan-India distribution network,
our products are widely accessible, ensuring consistent
availability across the country.

To further solidify our market presence, we are actively
expanding our dealer network, enhancing customer
outreach, and continuously strengthening our position in the
organized sector.

Subsidiary and Joint Venture

The Company did not have any subsidiary or joint ventures or
associate company, during the year under review.

Change(s) in the nature of business

There has been no change in the nature of business of the
Company during the year under review.

Credit Rating

In recognition of our strong commitment to financial discipline
and consistent performance growth, the Company’s credit
ratings have been reaffirmed by leading rating agencies:

CARE Ratings Limited has reaffirmed the ratings of CARE
A on long-term bank facilities amounting to '43 crore and
CARE A1 on long-term/short-term bank facilities of '125
crore, Total rated long term bank facilities: '168 crore.

ICRA Limited has reaffirmed the ratings of ICRA A on
long-term - fund based - working capital facilities of '128
crore and ICRA A1 on short-term - non-fund-based facilities
of '40 crore, Total rated working capital facilities: '168 crore.

These reaffirmations reflect the Company’s robust financial
profile, prudent management practices, and a stable outlook
for future growth.

Dividend

Your Directors had paid an interim dividend of 30% on the
face value of '1 per equity share (i.e., '0.30 per share) on
the Company’s 12,26,27,395 equity shares during the
financial year 2024-25.

The payment of the interim dividend will be placed before
the members for confirmation at the ensuing Annual
General Meeting.

The dividend payout was made in accordance with
the Company’s Dividend Distribution Policy, which was
adopted by the Board of Directors at their meeting held on
August 14, 2019. The policy is available on the Company’s
website at: https://www.greenpanel.com/wp-content/

uploads/2021/04/Dividend-Distribution-Policv.pdf

Transfer to Reserves

During the year under review, no amount was transferred to
any reserve account.

Change in Share Capital

During the year under review, there was no change in the
share capital of the Company. As on 31^st March 2025, the
paid-up Equity Share Capital of the Company stood at
'12,26,27,395, comprising of 12,26,27,395 equity shares of
face value ' 1/- each.

During the financial year 2024-25, the Company neither
issued any shares or convertible securities nor has granted
any stock options or sweat equity shares.

Directors and Key Managerial Personnel

The details of the directors and key managerial personnel of
the Company are provided as follows:

Induction, Re-appointment, Retirements and
Resignations

The first term of five-years of Mr. Arun Kumar Saraf (DIN:
00087063) as an Independent Director was expired on
August 13, 2024. He was re-appointed for the second term of
five consecutive years, commencing from August 14, 2024,
at the Annual General Meeting held on June 25, 2024. In the
opinion of the Board of Directors, Mr. Arun Kumar Saraf,
possesses requisite qualifications, expertise, experience
(including proficiency) and holds high standards of integrity.

The terms of Mr. Shiv Prakash Mittal (DIN: 00237242),
Whole-time Director cum Executive Chairman, and
Mr. Shobhan Mittal (DIN: 00347517), Managing Director &
CEO, expired on June 30, 2024. Both were re-appointed
at the Annual General Meeting held on June 25, 2024, for
a further term of five years, effective from July 01, 2024, in
their respective roles as Whole-time Director cum Executive
Chairman and Managing Director & CEO.

In accordance with the provisions of the Companies Act,
2013 and the Articles of Association of the Company,
Mr. Shiv Prakash Mittal (DIN: 00237242), Whole-time Director
cum Executive Chairman shall retire by rotation at the ensuing
Annual General Meeting and, being eligible, offers himself for
re-appointment.

None of the Directors of the Company are disqualified
under the provisions of Section 164(2)(a) and (b) of the
Companies Act, 2013. A certificate dated May 22, 2025,
issued by M/s. P. Sarawagi & Associates, Company
Secretaries, in accordance with Regulation 34(3) read with
Schedule V, Para-C, Sub-clause 10(i) of the Securities and
Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“Listing Regulations”),
certifying that none of the Directors on the Board of the
Company have been debarred or disqualified from being
appointed or continuing as Director by the Securities and
Exchange Board of India (“SEBI”), Ministry of Corporate
Affairs, or any other statutory authority, is annexed to the
Corporate Governance Report.

Independent Directors

For the financial year 2024-25, the Company has received
declarations from all the Independent Directors of the
Company; Mr. Salil Kumar Bhandari (DIN: 00017566),
Mr. Mahesh Kumar Jiwrajka (DIN: 07657748), Mr. Arun Kumar
Saraf (DIN: 00087063) and Ms. Shivpriya Nanda (DIN:
01313356), confirming that they meet the criteria of
independence as prescribed under Section 149(6) of the
Companies Act, 2013, and Regulations 16(1)(b) and 25 of
the Listing Regulations.

Meetings of the Board of Directors

During the financial year ended March 31, 2025, seven (7)
Board Meetings were held. The details of the meetings,
including the dates and the attendance of each Director
thereat, are provided in the Corporate Governance Report
forming part of this Annual Report.

Performance Evaluation

The Board is firmly committed to uphold transparency and
accountability in evaluating its own performance as well as
that of individual Directors and Committees. In compliance
with the provisions of the Companies Act, 2013, applicable
Rules, and Listing Regulations, the Company has instituted a
formal policy for the annual evaluation of the performance of
the Board, its Committees, and individual directors.

A robust and structured framework has been put in place
to facilitate this evaluation. This framework incorporates
well-defined criteria, broadly based on the Guidance Note
on Board Evaluation issued by the SEBI, for assessing
the effectiveness and functioning of the Board and its
Committees, as well as the contributions of individual
directors, including the Chairman.

The Board evaluated its performance after seeking inputs
from all the Directors on the basis of criteria such as the
Board composition and structure, effectiveness of Board
processes, information and functioning, etc. The performance
of the Committees was evaluated by the Board after seeking
inputs from the committee members.

The Board and the NRC reviewed the performance of
individual Directors on the basis of criteria such as the
contribution of the individual Director to the Board and
Committee Meetings like preparedness on the issues to be
discussed, meaningful and constructive contribution and
inputs in meetings, etc.

In a separate meeting of independent directors held on
February 6, 2025, performance of Non-Independent Directors
and the Board as a whole was evaluated. Additionally, they
also evaluated the performance of Chairman of the Board,
taking into account the views of the Executive Directors.

The Board also assessed the quality, quantity and timeliness
of flow of information between the Company Management
and the Board that is necessary for the Board to effectively
and reasonably perform their duties.

The Directors have expressed their satisfaction with the
evaluation process.

Familiarisation Programme

The details of the familiarisation programme undertaken
by the Company during the year under review, have been
provided in the corporate governance report, along with a
web link to it.

Auditors and their reports and records

(i) Statutory Auditor:

The shareholders of the Company, at the 6^th Annual
General Meeting held on June 27, 2023, approved
the re-appointment of M/s. S. S. Kothari Mehta & Co
LLP, Chartered Accountants (ICAI Firm Registration
No. 000756N/N500441), as the Statutory Auditors of
the Company for a second term of five (5) consecutive
years, commencing from the conclusion of the 6^th AGM
until the conclusion of the 11^th AGM, scheduled to be
held in the calendar year 2028.

The Statutory Auditors’ Report on financial statements
of the Company for the financial year ended March 31,
2025, forms an integral part of this Annual Report.

The Notes to the financial statements, as referred to in
the Auditors’ Report, are self-explanatory and do not
require further elucidation.

We are pleased to inform that there are no qualifications,
reservations, adverse remarks, or disclaimers made by
the Statutory Auditors in their report. Accordingly, no
explanation or comments from the Board are warranted
in this regard.

(ii) Maintenance of Cost Records:

During the year under review, maintenance of cost
records as specified by the Central Government under
Section 148(1) of the Companies Act, 2013 was not
applicable to the Company.

(iii) Secretarial Auditor:

Pursuant to the provisions of Section 204 of the
Companies Act, 2013, read with the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Board of Directors of the
Company, at its meeting held on October 28, 2024,
appointed M/s. P Sarawagi & Associates, Company
Secretaries, having their office at Narayani Building,
Room No. 107, 27, Brabourne Road, Kolkata - 700001,
as the Secretarial Auditor of the Company.

The Secretarial Audit Report for the financial year ended
March 31, 2025, as submitted by M/s. P. Sarawagi
& Associates in Form MR-3, is annexed herewith
as Annexure-I. The report does not contain any
qualifications, reservations, adverse remarks, or
disclaimers. Accordingly, no explanation or comment
from the Board is required.

Further, in light of the amendment to Regulation
24A of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, effective April 1,2025,
the appointment of Secretarial Auditors now requires
the approval of the shareholders at the Annual General
Meeting of the Company.

In compliance with the amended regulation, and based
on the recommendation of the Audit Committee, the
Board of Directors in its meeting held on May 22, 2025,
has approved the appointment of M/s. P. Sarawagi &
Associates, Company Secretaries, as the Secretarial
Auditor of the Company for a period of five financial
years commencing from the financial year 2025-26,
subject to the approval of the shareholders to be sought
at the forthcoming 8^th Annual General Meeting.

M/s. P. Sarawagi & Associates, meet all the eligibility
and independence criteria, to act as the Secretarial
Auditors of the Company and have given their consent
to act as the Secretarial Auditors of the Company for
a period of 5 consecutive years commencing from
financial year 2025-26. The terms and conditions of the

proposed appointment are set out in the Explanatory
Statement to the Notice convening the said Annual
General Meeting.

(iv) Internal Auditor:

Mr. Aditya Bansal, the former Internal Auditor of the
Company, resigned from his position and ceased
to provide services to the Company with effect
from November 20, 2024. Subsequently, based on
the recommendation of the Audit Committee and
approval of the Board of Directors of the Company in
its meeting held on January 14, 2025, has appointed
M/s. Mazars Advisory LLP (LLPIN: AAI-2887), as
the Internal Auditor of the Company, effective from
January 14, 2025.

The Internal Auditor submits their audit reports on a
quarterly basis to the Audit Committee of the Board of
Directors of the Company.

Audit Committee

As of March 31, 2025, the Audit Committee of the
Company comprises of five Directors, of which four are
Independent Directors, namely Mr. Salil Kumar Bhandari,
Mr. Mahesh Kumar Jiwrajka, Mr. Arun Kumar Saraf, and
Ms. Shivpriya Nanda, and Mr. Shiv Prakash Mittal, Whole-time
Director cum Executive Chairman, under the Chairmanship
of Mr. Bhandari.

The Committee’s responsibilities include, but are not limited
to, reviewing the internal control systems, examining reports
submitted by the internal auditor, ensuring compliance
with applicable regulations, and evaluating the Company’s
internal financial controls and risk management framework.
Furthermore, the Committee thoroughly reviews the financial
statements and results prior to their presentation to the
Board of Directors.

The terms of reference and details of the Committee meetings
are provided in the Corporate Governance Report.

Nomination and Remuneration Committee
and Board Diversity

As of March 31, 2025, the Nomination and Remuneration
Committee of the Company comprises of four Independent
Directors, headed by Mr. Salil Kumar Bhandari as its
Chairman. Mr. Mahesh Kumar Jiwrajka, Mr. Arun Kumar
Saraf, and Ms. Shivpriya Nanda are the Members of the
Committee. Ms. Shivpriya Nanda was inducted as a Member
of the Nomination and Remuneration Committee with effect
from May 1, 2024.

The terms of reference of the Committee, along with the
details of the Committee meetings, are provided in the
Corporate Governance Report. A summary of the Company’s
Remuneration Policy, prepared in accordance with the
provisions of Section 178 of the Companies Act, 2013, read

with Part D of Schedule II of the Listing Regulations, is also
included in the Corporate Governance Report.

This policy applies to all executives of the Company and extends
to the remuneration of non-executive directors, including the
principles governing the selection of independent directors.
The Board of Directors has adopted the Remuneration Policy
based on the recommendation of the Committee. The policy
also lays down the criteria for the selection and appointment
of Board Members, along with guidelines on Board diversity.
The Company maintains an optimum mix of executive and
non-executive directors, including independent directors and
women directors. The Remuneration Policy is available on
the Company’s website at :

https://www.greenpanel.com/wp-content/uploads/2019/11/

Remuneration-Policy.pdf

In terms of clause (e) of Section 134(3), read with Section
178(3) of the Companies Act, 2013, the Nomination and
Remuneration Committee considers the following criteria
while appointing a director to determine qualifications,
positive attributes, and independence:

Qualification: The Directors are expected to exhibit diversity
in thought, experience, industry knowledge, skills, and age.

Positive Attributes: In addition to fulfilling statutory
duties and responsibilities, directors are expected to
uphold standard of ethical behavior, possess effective
communication skills, demonstrate leadership qualities, and
exercise impartial judgement.

Independence: A director is considered independent if
he/she satisfies the criteria outlines in section 149(6) of the
Companies Act, 2013, along with the rules framed thereunder,
and Regulation 16(1)(b) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

Stakeholder Relationship Committee

As of March 31, 2025, the Stakeholders’ Relationship
Committee of the Company comprises of one Non-Executive
Independent Director, Mr. Mahesh Kumar Jiwrajka, who
serves as the Chairman, along with two Executive Directors,
Mr. Shiv Prakash Mittal and Mr. Shobhan Mittal, as members.

The terms of reference of the Committee, as well as
details of its meetings, are provided in the Corporate
Governance Report.

Risk Management Committee

As of March 31, 2025, the Risk Management Committee
comprises of two Executive Directors: Mr. Shiv Prakash Mittal
(Chairman), Whole-time Director cum Executive Chairman
and Mr. Shobhan Mittal, Managing Director & CEO, along
with Mr. Arun Kumar Saraf, an Independent Director.

The brief terms of reference of the Committee and the
details of its meetings are provided in the Corporate
Governance Report.

Risk Management Policy

In accordance with Regulation 21 of the Listing Regulations,
the Board of Directors has approved a comprehensive Risk
Management Policy. The Risk Management Committee and
the Board have identified potential non-financial risks that
could pose threats to the Company and have formulated
appropriate mitigation plans. The Audit Committee and
the Risk Management Committee oversee financial and
non-financial risks, respectively, in line with their terms of
reference, and conduct periodic reviews to ensure effective
risk management.

Vigil Mechanism

Pursuant to the provisions of Sections 177(9) and (10) of
the Companies Act, 2013, and the Listing Regulations,
the Company has established a Vigil Mechanism Policy.
This policy enables directors and employees to report genuine
concerns and ensures protection for whistleblowers. It also
provides them with direct access to the Chairman of the
Audit Committee. The policy is available on the Company’s
website, with the web link provided in the Corporate
Governance Report.

Annual return

A copy of the annual return, as mandated by section
92(3) read with section 134(3)(a) of the Companies Act,
2013, is accessible on the Company’s website at https://
www.greenpanel.com/annual-return.

Material changes and commitments

There have been no material changes or commitments
affecting the financial position of the Company since
March 31,2025, and to the date of this report.

Significant and material orders passed by the
regulators, courts, and tribunals impacting
the going concern status and the Company’s
operations in the future.

During the period under review, no significant material order
has been passed by any Regulators, Courts or Tribunals
impacting the going concern status and the Company’s
operation in the future.

Internal financial controls

The Company possesses, in all material respects, an
adequate internal financial control system over financial
reporting, which is operating effectively. This assessment is
based on the internal control over financial reporting criteria
established by the Company, considering the essential
components of internal control. Comprehensive guidelines,
policies, procedures, and structures have been implemented
across the Company to ensure appropriate internal financial
controls. These controls facilitate the orderly and efficient

conduct of the Company’s business, including safeguarding
of assets, prevention and detection of fraud and errors,
accuracy and completeness of accounting records, and
timely preparation and disclosure of financial statements.
Integrated review and control mechanisms are in place
to ensure the adequacy and effective functioning of these
control systems.

The report on the Company’s internal financial controls, as
required under clause (i) of sub-section 3 of section 143 of
the Companies Act, 2013, issued by M/s. S.S. Kothari Mehta
& Co. LLP, Chartered Accountants (ICAI Firm Registration
No. 000756N/N500441), forms part of the Independent
Auditor’s Report, and its contents are self-explanatory.

Corporate Social Responsibility

The Corporate Social Responsibility (CSR) Committee has
formulated and recommended a comprehensive CSR policy
to the Board, outlining the activities to be undertaken by the
Company. This policy has been duly approved by the Board
and is available on the Company’s website.

The composition of the CSR Committee is detailed in the
annual report on CSR activities. The average net profits of
the Company for the last three financial years amounted to
'2,72,11,30,525/-, and the prescribed CSR expenditure
for the year under review is '5,44,22,611/- (i.e., 2% of the
average net profits for the last three financial years).

During the year under review, the Company had spent
'5,44,43,857/- on CSR projects, resulting in an excess
expenditure of '21,246/- over the statutory requirement.
The Board of Directors of the Company has decided not to
set off the excess expenditure of '21,246/- against the CSR
obligations of future years.

An amount of '2,63,760/- was spent during the year on
the ongoing Plantation project in the State of Uttarakhand,
utilizing a portion of the unspent CSR amount of '37,27,300/-
pertaining to the Financial Year 2022-23.

As of March 31, 2025, an amount of '34,63,540/- remains
unspent from the CSR obligation of FY 2022-23 towards
ongoing CSR projects is being carried forward and would be
spent in the next financial year, in compliance with its CSR
policy and applicable regulatory requirements.

The detailed annual report on CSR activities is annexed to
this report as "Annexure-II."

Insurance

The Company’s properties, including buildings, plants,
machinery, stocks, and other assets, are adequately insured
against various risks. The management reviews the insurable
risks of the Company from time to time and ensures
adequate insurance coverage of the assets and interest
of the Company.

Loans, guarantees, or investments under
Section 186 of the Companies Act, 2013

During the year under review, the Company has not granted
any inter-corporate loans, provided any guarantees in
connection with loans to any party, nor made any investments
pursuant to the provisions of Section 186 of the Companies
Act, 2013, except for investments made by the Company in
AAA-rated bonds and fixed deposits with schedule banks
during the financial year 2024-25, as detailed in Note 7 of the
financial statements under Current Investments.

Deposits

The Company did not solicit or accept any deposits from
the public pursuant to the provisions of Section 76 of the
Companies Act, 2013.

Particulars of contract or arrangements with
the Related Parties

The related party transactions entered into during the
financial year 2024-25 were conducted on an arm’s length
basis and in the ordinary course of business and therefore,
do not fall under the ambit of Section 188 of the Companies
Act, 2013. During the year under review, the Company
did not enter into any arrangements or transactions with
related parties that would be considered material and may
potentially conflict with the interests of the Company. As such
particulars of contracts or arrangements with related parties
are not required to be provided in the prescribed Form AOC
- 2, pursuant to the provisions of Section 134(3)(h) of the
Companies Act, 2013 read with Rule 8(2) of the Companies
(Accounts) Rules, 2014.

Further, appropriate disclosures, as mandated by accounting
standards (Ind AS 24), have been included in the notes to
the financial statements. The Board had approved a policy
on related party transactions on August 14, 2019, and has
reviewed it from time to time. The policy was last reviewed
and modified on May 22, 2025.

In line with SEBI Circular No. SEBI/HO/CFD/CMD1/
CIR/P/2022/40 dated March 30, 2022, which provides
clarification on the applicability of Regulation 23 of the
Listing Regulations, the Board revised its related party
transactions policy on May 22, 2025, which was originally
adopted on August 14, 2019. The updated policy is available
on the Company’s website at: https://www.greenpanel.
com/wp-content/uploads/2025/05/POLICY-ON-
THE-MATERIALITY-OF-RELATED-PARTY-TRANSACTIONS-
AND-ON-DEALING-WITH-RELATED-PARTIES.pdf

Corporate Governance Report

A comprehensive report on corporate governance for
the financial year 2024-25, in compliance with the Listing
Regulations, is enclosed with this report. A certificate from the
secretarial auditor, M/s. P. Sarawagi & Associates, Company

Secretaries, affirming compliance with the conditions of
corporate governance, is also annexed therewith.

Management Discussion and Analysis
Report

The Management Discussion and Analysis Report for the
financial year 2024-25, prepared in accordance with the Listing
Regulations, is presented as a separate statement in the
Annual Report. This report provides a consolidated overview
of the economic, social, and environmental factors that are
material to the Company’s strategy and its ability to create
and sustain value for its stakeholders. It also encompasses
the reporting requirements specified under Regulation 34(2)
(e) read with Schedule V of the Listing Regulations.

Business Responsibility and Sustainability
Report

In compliance with Regulation 34(2)(f) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Business Responsibility and Sustainability Report,
detailing the Company’s initiatives from environmental,
social, and governance perspectives, is enclosed and forms
an integral part of the Annual Report.

CEO and CFO certification

Pursuant to Regulation 17(8) of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the CEO
and CFO certification, as specified in Part B of Schedule II, is
annexed to the Corporate Governance Report. Additionally,
in accordance with Regulation 33(2)(a) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Managing Director and CEO, along with the Chief
Financial Officer, provide a quarterly certificate affirming that
the financial results presented to the Board for approval do
not contain any false or misleading statements or figures and
do not omit any material fact which may make the statements
or figures contained therein misleading.

Code of Conduct for Directors and Senior
Management Personnel

The code of conduct for directors and senior management
personnel has been published on the Company’s website.
The Managing Director and CEO have declared that all
concerned directors and senior management personnel
have affirmed their compliance with the code of conduct for
the financial year ended March 31,2025. This declaration is
annexed to the corporate governance report.

Disclosure regarding compliance with
applicable secretarial standards

The Company has complied with all the Secretarial Standards
issued by the Institute of Company Secretaries of India and
approved by the Central Government under Section 118(10)
of the Companies Act, 2013.

Conservation of energy, technology
absorption, foreign exchange earnings, and
outgo

The information required under section 134(3)(m) of the
Companies Act, 2013, read with rule 8(3) of the Companies
(Accounts) Rules, 2014, is annexed to this report as
"Annexure - III".

Directors’ Responsibility Statement

In terms of the provisions of Section 134(3)(c) read with Section
134(5) of the Companies Act, 2013, your directors state that:

• In the preparation of the annual financial statements for
the financial year ended March 31,2025, the applicable
accounting standards have been followed and there are
no material departures from the same;

• The directors have selected such accounting policies,
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 of the
Company for that period.

• The directors 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
preventing and detecting fraud and other irregularities.

• The directors have prepared the annual accounts on a
going concern basis.

• The directors have laid down internal financial controls
to be followed by the Company, and that such internal
financial controls are adequate and were operating
effectively and

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

Fraud Reporting

No frauds have been reported by the auditors to the Audit
Committee or the Board of Directors under sub-section
(12) of Section 143 of the Companies Act, 2013, during the
financial year 2024-25.

Disclosures under Sexual Harassment of
Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013

In compliance with the Sexual Harassment of Women
at Workplace (Prevention, Prohibition, and Redressal)
Act, 2013, the Company has duly constituted an Internal
Committee. The composition of this committee is disclosed
in the Policy on Prevention of Sexual Harassment at the
Workplace, which is accessible on the Company’s website:

https://www.greenpanel.com/wp-content/uploads/2020/08/
POSH Policy Greenpanel.pdf.

No complaint was filed under the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013, during the year under review.

Particulars of employees

The information required under Section 197(12) of the
Companies Act, 2013, read with Rules 5(1), 5(2), and 5(3)
of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, is annexed to this report
as "Annexure-IV".

Application or proceeding pending under the
Insolvency and Bankruptcy Code, 2016

Your Company has neither made any application nor has any
proceedings pending under the Insolvency and Bankruptcy
Code, 2016, during the financial year 2024-25.

One-Time Settlement

During the year under review, your Company has not made
any one-time settlements against loans taken from banks or
financial institutions.

Unpaid dividend account

In compliance with the provisions of Section 124 of the
Companies Act, 2013, the unclaimed dividend pertaining to
the interim dividend declared by the Company for the financial
year 2024-25 has been transferred to the unpaid dividend
account titled “Greenpanel Industries Limited unpaid interim
dividend 2024-25.” Year-wise details of the unpaid dividend
are available on the Company’s website.

Any amount remaining unpaid or unclaimed in the unpaid
dividend accounts for a period of seven years from the
date of transfer shall be transferred by the Company, to the
Investor Education and Protection Fund in accordance with
Section 124(5) of the Companies Act, 2013.

Acknowledgements

Your Directors sincerely express their gratitude for the
continued support extended by financial institutions,
vendors, clients, investors, the Central Government, State
Governments, and other regulatory authorities. Your Directors
also convey their heartfelt appreciation for the commitment
and dedication of the Company’s employees at all levels,
whose efforts have been instrumental in the growth and
sustained success of the Company.

For and on behalf of the Board of Directors

Shiv Prakash Mittal

Whole-time Director cum
Place: Gurgaon Executive Chairman

Date: May 22, 2025 DIN: 00237242