Date: 28^th May, 2022

To. The Manager, Listing Department National Stock Exchange of India Ltd. Exchange Plaza, Plot No. C/1, G-Block, Bandra-Kurla Complex, Bandra (East), Mumbai - 400051

NSE Symbol: WORTH

Maharashtra, India.

Sub: Outcome of the Board Meeting held on 28^th May, 2022 pursuant to regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015.

Dear Sir/Madam,

With reference to above and pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform you that the Board of Directors in its Meeting held on 28^th May, 2022 has:

1) Considered and approved the Audited (Standalone and Consolidated) Financial Results of the Company for the Quarter & Financial Year ended 31st March, 2022, along with Audit Report thereon.

2) Declaration in respect of Auditor's Report with Unmodified Opinion for the Annual Audited (Standalone and Consolidated) Financial Results as per SEBI (LODR) Regulations, 2015. (Attached herewith).

3) Considered the Recommendation of Final Dividend $@$ 10% i.e. Rs. 1/- per share for the Financial Year ended on 31st March, 2022 subject to declaration from shareholders in Ensuing Annual General Meeting.

4) As part of periodic review, the Board considered, approved/amended the following policies and charters: -

1. Related Party Transactions Policy.

2. Corporate Social Responsibility Policy.

3. 1. Nomination and Remuneration policy.
4. 1. Policy for determining materiality of disclosures.

As required under Regulation 33 of the SEBI (Listing Obligation and Disclosure Requirement), 2015, please find the attached Audited Standalone and Consolidated Financial Results of the Company for the Quarter & Financial Year ended 31^st March, 2022, along with Audit Report by the Auditor of the Company.

The Meeting of the Board of Directors commenced at 11:00 a.m. and concluded at 01:00 p.m.

You are kindly requested to acknowledge and update the same in your records.

Worth Peripherals Limited

102, Sanskriti Apartments, 44 Saket Nagar, Indore, M.P. - 452018, India E-mail: [email protected], [email protected] Tel: +91-731-2560267, 2560348 Fax: +91-731-2563425 CIN Number: L67120MP1996PLC010808 Website: www.worthindia.com

307-308, Bharti Bhav Hindi Sahitya Samiti Camp 11, R.N.T. Marg, INDORE(MP) - 452( Tel: 2520600/40808 [email protected]

Independent Auditor's Report on Standalone Quarterly Financial Results and Year to Date Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations")

To. The Board of Directors Worth Peripherals Limited Indore $(M.P.)$

Opinion

We have audited the quarterly standalone financial results of M/s Worth Peripherals Limited ("The Company") for the quarter ended March 31, 2022 and the year to date results for the period April 1, 2021 to March 31, 2022, attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").

In our opinion and to the best of our information and according to the explanations given to us these quarterly financial results as well as the year to date results:

• i. are presented in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 in this regard; and
• ii. give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable accounting standards and other accounting Principles generally accepted in India; of the net profit and other comprehensive Income and other financial information for the quarter ended March 31 2022 as well as the year to date results for the period from April 1, 2021 to March 31, 2022.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013 (the Act). Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Standalone Financial Results section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial results under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Management's Responsibilities for the Standalone Financial Results

These quarterly financial results as well as the year to date standalone financial results have been prepared on the basis of the interim financial statements. The Company's Board of Directors are responsible for the preparation of these financial results that give a true and fair view of the net profit/loss and other comprehensive income and other financial information in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, 'Interim Financial Reporting' prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations.

307-308, Bharti Bhav Hindi Sahitya Samiti Cami 11, R.N.T. Marg, INDORE(MP) - 452( Tel: 2520600/40808 [email protected]

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial results, the Board of Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Standalone Financial Results

Our objectives are to obtain reasonable assurance about whether the standalone financial results as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial results.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalone financial results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.

• Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future Events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the standalone financial results, including the disclosures, and whether the financial results represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

ELWĄĮ

ACCO

For KHANDELWAL& JHAWER

Chartered Accountants FRN: 003923C

CA. Anil K. Khandelwal Proprietor M. No.072124

Place: Indore Date: 28/05/2022

UDIN: 22072124AJUEZ04457

١

Independent Auditor's Report on Consolidated Ouarterly Financial Results and Year to Date Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations")

To. The Board of Directors Worth Peripherals Limited Indore $(M.P.)$

Opinion

We have audited the accompanying consolidated annual financial results of M/s Worth Peripherals Limited (hereinafter referred to as the 'Holding Company'') and its subsidiary (Holding Company and its subsidiaries together referred to as "the Group") and its share of net profit after tax and total comprehensive income for the year ended 31^st March, 2022, attached herewith, being submitted by the Holding Company pursuant to the requirement of regulation 52 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ('Listing Regulations').

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors on separate audited financial statements /financial results/ financial information of the subsidiary, the aforesaid consolidated financial results:

• i. include the annual financial results of 3 subsidiaries, namely M/s Yash Packers, Mumbai; M/s Worth Wellness Private Limited, Indore, and M/s Worth India Pack Private Limited, Indore.
• ii. are presented in accordance with the requirements of regulation 52 of the Listing Regulations in this regard; and
• iii. give a true and fair view in conformity with the applicable accounting standards, and other accounting principles generally accepted in India, of net profit and other comprehensive income and other financial information of the Group for the year ended 31st March, 2022.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013 ("Act"). Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Results section of our report. We are independent of the Group, its associates and jointly controlled entities in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us and other auditors in terms of their reports referred to in "Other Matter" paragraph below, is sufficient and appropriate to provide a basis for our opinion.

Management's Responsibilities for the Consolidated Financial Results

These Consolidated financial results have been prepared on the basis of the consolidated annual financial statements. The Holding Company's Board of Directors are responsible for the preparation and presentation of these consolidated financial results that give a true and fair view of the net profit/ loss and other comprehensive income and other financial information of the Group including its associates and jointly controlled entities in accordance with the Indian Accounting Standards prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with regulation 52 of the Listing Regulations.

307-308, Bharti Bhav Hindi Sahitya Samiti Cam_l 11, R.N.T. Marg, INDORE(MP) - 452( Tel: 2520600/40808 [email protected]

The respective Board of Directors of the companies included in the Group and of its associates and jointly controlled entities are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Group and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial results by the Directors of the Holding Company, as aforesaid.

In preparing the consolidated financial results, the respective Board of Directors of the companies included in the Group and of its associates and jointly controlled entities are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the Group or to cease operations, or lies no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group and of its associates and jointly controlled entities are responsible for overseeing the financial reporting process of the Group and of its associates and jointly controlled entities.

Auditor's Responsibilities for the Audit of the Standalone Financial Results

Our objectives are to obtain reasonable assurance about whether the consolidated financial results as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial results.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the consolidated financial results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section $143(3)$ (i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.

307-308, Bharti Bhav Hindi Sahitya Samiti Camı 11, R.N.T. Marg, INDORE(MP) - 4520 Tel: 2520600/40808 [email protected]

Conclude on the appropriateness of the Board of Directors use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the consolidated financial results, including the disclosures, and whether the consolidated financial results represent the underlying transactions and events in a manner that achieves fair presentation.

$\bullet$ Obtain sufficient appropriate audit evidence regarding the financial results/ financial information of the entities within the Group to express an opinion on the consolidated Financial Results. We are responsible for the direction, supervision and performance of the audit of financial information of such entities included in the consolidated financial results of which we are the independent auditors. For the other entities included in the consolidated Financial Results, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

We communicate with those charged with governance of the Holding Company and such other entities included in the consolidated financial results of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

Other Matters

The consolidated Financial Results include the audited Financial Results of 3 subsidiaries ("M/s Yash Packers, Mumbai" ; "M/s Worth Wellness Private Limited", and "M/s Worth India Pack Private Limited"). We did not audit the financial statements / financial information of the subsidiary entities included in the consolidated financial results whose financial statements reflect total assets of Rs.22,67,71,556/- as at 31^st March 2022, and total revenues of Rs.71,06,11,195, and total net profit after tax of Rs.1,66,37,065/- for the year ended 31^st March 2022, and cash flows(net) of Rs. 19,60,228/- for the year ended $31^st$ March 2022 as considered in the Consolidated Financial results. These financial statements have been audited by other auditors whose reports have been furnished to us by the Management, and our opinion on the Consolidated Financial results, so far it relates to the amounts and disclosures included in respect of these subsidiary entities is based solely on the report of the other auditors.

Our opinion on the consolidated Financial Results is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the Financial Results/financial information certified by the Board of Directors.

307-308, Bharti Bhav Hindi Sahitya Samiti Cam_l 11, R.N.T. Marg, INDORE(MP) - $452($ Tel: 2520600/40808 [email protected]

The Financial Results include the results for the quarter ended March 31^st, 2022 being the balancing figure between the audited figures in respect of the full financial year and the published unaudited year to date figures up to the third quarter of the current financial year which were subject to limited review by us.

cec

For KHANDELWAL& JHAWER Chartered Accountants FRN: 00B923C

CA. Anil K. Khandelwal Proprietor M. No.072124

Place: Indore Date: 28/05/2022

UDIN: 22072124AJUE0Y7850

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WORTH PERIPHERALS LIMITED

Regd. Office: 102 Sanskrati Appartment 44 Saket Nagar, Indore-452018 (M.P.) India

CIN: L67120MP1996PLC010808

Website:www.worthindia.com

Statement of Standalone & Consolidated Results for the Quarter and Year ended on 31st March 2022

$\mathbb{R}^2$

NOTES TO RESULTS:

• 1 The above financial results have been prepared in accordance with the Indian Accounting Standards (Ind As) as prescribed under Section 133 of the Companies Act 2013 read with the relevant rules issued thereunder and other accounting principles generally accepted in India.
• $\overline{2}$ The above Standalone and Consolidated Financial Results for the quarter and year ended 31st March. 2022 which have been audited by Statutory Auditors of the Company were reviewed and recommended by the Audit Committee and subsequently approved by the Board of Directors at its meeting held on 28th May, 2022 in terms of regulation 33 of SEBI (Listing obligations and Disclosure Requirements) regulation, 2015. The Statutory Auditors have conducted the audit of financial statements and have expressed an unqualified audit opinion.
• 3 The Company has identified "Manufacture and Sale of Corrugated Boxes" as the single operating segment for the continued operations in the Standalone and Consolidated Financial Statement as per Ind AS -108 - Operating Segments.
• $\overline{4}$ (.line Other Income for the vear ended 31st March, 2022 includes VAT Subsidy under MP Industrial Investment Pomotion Assistance Scheme of Rs.571.93 Lakhs .(Previous Year nil.)
• 5 The CFO certificate in respect of the above results in terms of Regulations 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 has been placed before the Board of Directors.
• 6 The figure for quarter ended 31st March, 2022 are balancing figures between audited figures in respect of full financial year ended 31st March, 2022 and unaudited published figure up to 31st December. 2021 being the end of third quarter of the financial year which were subjected to limited review.
• $\overline{7}$ The company is having control over the subsidiary entities "M/s Yash Packers", " Worth Wellness Private Limited" and "Worth India Pack Private Limited" and results have been consolidated as per Ind AS 110- "Consolidated Financial Statements" notified under Section 133 of The Companies Act, 2013.
• 8 The Board of Directors recommended Final Dividend @ 10% i.e., Rs. 1/- (Rupees One Only) per equity share of face value of Rs. 10 each for the Financial Year ended 31st March. 2022 subject to the approval of shareholders in the ensuing Annual General Meeting.

Date: 28.05.2022 Place: INDORF

For Worth Peripherals Limited

Raminder Singh Chadha Managing Director DIN: 00405932

WORTH PERIPHERALS LIMITED

Regd. Office: 102 Sanskrati Appartment 44 Saket Nagar, Indore-452018 (M.P.) India

CIN: L67120MP1996PLC010808

Website:www.worthindia.com

Statement of Audited Standalone and Consolidated Assets and Liabilities as at 31st March, 2022

Date: 28.05.2022 Place: INDORE

For Worth Peripherals Limited ſ. ^L Raminder Singh Chadha Managing Director
DIN : 00405932

NDOR

€

WORTH PERIPHERALS LIMITED

Regd. Office : 102 Sanskrati Appartment 44 Saket Nagar, Indore-452018 (M.P.) India
CIN : L67120MP1996PLC010808

Website:www.worthindia.com

Audited Standalone & Consolidated Cash Flow Statement for the Year ended on 31st March 2022

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Date: 28.05.2022 Place : INDORE

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For Worth Revipherals Limited

Raminder Singh Ehadha Managing Director
DIN : 00405932 $\epsilon$

l.

Date: 28^th May, 2022

To. The Manager, Listing Department National Stock Exchange of India Ltd. Exchange Plaza, Plot No. C/1, G-Block, Bandra- Kurla Complex, Bandra (East), Mumbai - 400051 Maharashtra, India.

NSE Symbol: WORTH

Reference:

• Regulation 33(3)(d) of SEBI (LODR) 2015, $\bullet$
• Notification No. SEBI/LAD-NRO/GN/2016-17/001 dated 25th May, 2016, and
• Circular No. CIR/CFD/CMD/56/2016 dated 27th May, 2016 $\bullet$

Subject: Submission of Declaration in Respect of Audit Report with Unmodified Opinion for the Annual Audited Financial Results for the Year ended on 31^st March, 2022.

Dear Sir/Madam,

With references to the above, the Company do hereby declares that the Statutory Auditors of the Company M/s Khandelwal & Jhavar, Chartered Accountants, Indore (Firm Registration No. 003923C) have expressed an Unmodified Opinion on their Auditor's Report on Audited (Standalone and Consolidated) Financial Results for the Year ended on 31^st March, 2022 which are duly considered and approved by the Board of Directors on 28^th May, 2022 itself.

You are kindly requested to acknowledge and take the above into your records.

Thanking you, Yours faithfully,

FOR, WORTH PERIPHERALS LIMITED

RAMINDER-SINGH CHADHA CHARMAN & MANAGING DIRECTOR $\mathbf{D}$ IN: 00405932

Worth Peripherals Limited

102, Sanskriti Apartments, 44 Saket Nagar, Indore, M.P. - 452018, India E-mail: [email protected], [email protected] Tel: +91-731-2560267, 2560348 Fax: +91-731-2563425 CIN Number: L67120MP1996PLC010808 Website: www.worthindia.com