The Board of Directors of the Company hereby present the Fifty-second (52^nd) Annual Report together with the Audited
Financial Statements (Standalone and Consolidated) of the Company for the year 2024-25.

1. COMPANY SPECIFIC INFORMATION

1.1 FINANCIAL SUMMARY AND HIGHLIGHTS

The summarized financial results (standalone) of the Company are as follows:-

During FY 2024-25, the total revenue from operations was at Rs. 69185.99 Lakhs as against Rs. 57854.35 Lakhs during
FY 2023-24. Revenue from operations during FY 2024-25 increased compared to the FY 2023-24.

During FY 2024-25 under review, the share of profits from the associate companies was Rs. 613.67 lakhs as compared
to profit of Rs. 721.66 in FY 2023-24.

1.2 AMOUNT, IF ANY, WHICH THE BOARD PROPOSES TO CARRY TO ANY RESERVES - TRANSFER TO
RESERVES (BALANCE SHEET)

The sum/s transferred to reserves and surplus (balance sheet) account/s viz., Capital Reserve (Special Capital Incentives),
Securities Premium, Retained Earnings, and closing balance/s thereof as at 31^st March 2025 (FY 2024-25) [Previous
Year FY 2023-24) is as follows:-

1.3 DIVIDEND

As per the Dividend policy of the company and considering the profitability and financial position of the company
and with a view to reward its Members for showing faith in the management, the Board of Directors recommended its
maiden Final Dividend @ 20% i.e., Rs. 2/- per equity share of face value of Rs. 10/- each, subject to approval of the
Shareholders at the ensuing 52^nd Annual General Meeting. the said dividend pay-out is in compliance with the
applicable Secretarial Standard -3 (SS-3) on Dividend issued by the Institute of Company Secretaries of India
(ICSI).

1.4 MAJOR EVENTS OCCURRED DURING THE YEAR
a) STATE OF COMPANY’S AFFAIRS

The overall performance of the respective division/s of the Company during the FY 2024-25 are provided
hereunder: -

ALUMINIUM POWDERS

The revenue for the segment in the FY 2024-25 was Rs. 43,835.43 Lakhs the revenue of Rs. 39,039.81 Lakhs in
FY 2023-24.

ALUMINIUM FOILS

The revenue for the segment in the FY 2024-25 was Rs. 15,441.20 Lakhs over the revenue of Rs 10,703.89 Lakhs
in FY 2023-24.

ALUMINIUM CONDUCTORS & CABLES

The revenue for the segment in the FY 2024-25 was Rs. 9666.99 Lakhs up over the revenue of Rs. 7865.91 Lakhs
of FY 2023-24.

FUTURE PLANS / PROSPECTS:-
Aluminium Powders

The Aluminium Powders division delivered strong revenue growth of 25% year-on-year in Q4FY25 and 12% for
the full year FY25, outperforming industry benchmarks and reflecting healthy demand.

However, demand has been subdued in Q1FY26, particularly from the explosives segment. Export volumes have
also declined due to the economic slowdown in Europe. Considering the current market conditions and the impact
of the recent fire incident (note below), we anticipate single-digit growth for the Powder division in FY26.

The Phase III capacity expansion of2,500 MTPA (Pyro and Flake) has been partially commissioned and is expected
to be fully operational by the end of Q2FY26.

Aluminium Foils

The Foil segment delivered exceptional revenue growth of 89% year-on-year in Q4FY25 and 44% for the full year
FY25, driven by strong demand across all product categories and consistent supply of foil stock from Hindalco,
our key supplier.

Our brand, MMP, continues to gain strong traction among foil customers, reinforcing our position as a preferred
vendor across diverse customer segments.

Margins have improved, supported by robust demand and the recent withdrawal of export incentives by the Chinese
Government, which has increased the cost of imports and benefited domestic producers.

Aluminium Conductors and Cables

The Aluminium Conductor and Cables division recorded strong revenue growth of 39% year-on-year in Q4FY25
and 23% for the full year FY25, driven by sustained demand in the segment.

We expect this positive momentum to continue in FY26 with further improved margins.

MMP Electricals Private Limited [MEPL] - WOS

During the period under review, the Company has incorporated its new WOS- Wholly Owned Subsidiary namely
MMP Electricals Private Limited on 24th September, 2025, to the manufacturing of composite insulators for the
power distribution and transmission sectors. This strategic decision marks the company’s diversification from
aluminium products to electrical infrastructure products and exploit the market synergy with its conductor & cable
division. This diversification is aimed to take advantage of the golden era of electrical infrastructural development
in India.

Commercial production is expected to commence in Q2FY26 of Phase I, we anticipate to reach full capacity by
end of FY 25-26.

Encouraged by strong market feedback and the promising growth potential, the company has already initiated
Phase II expansion and will be completed by Q2 FY26-27.

b) CHANGE IN NATURE OF BUSINESS

During the FY 2024-25 under review, the Board of Directors, though exploring addition to existing business and
commercial activities, had neither been explored any change in nature of business and commercial activities for
the Company nor there is a change in nature of business and commercial activities of the Company. As such, no
specific details regarding change in nature of business activities are required to be given or provided.

d) MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION
OF THE COMPANY HAVING OCCURRED SINCE THE END OF THE YEAR AND TILL THE DATE
OF THE REPORT

During the FY 2024-25 under review, there are no material changes and commitments, affecting the financial
position of the Company which have occurred between the end of the financial year of the Company to which
the financial statements relates and the date of this report. As such, no specific details are required to be given or
provided.

1.5 DETAILS OF REVISION OF FINANCIAL STATEMENT OR THE REPORT

There is no occasion whereby the Company has either revised or required to revise the Financial Statement or the
Board’s Report of the Company for any period prior to the FY 2024-25. As such, no specific details are required to be
given or provided.

2. GENERAL INFORMATION
OVERVIEW OF THE INDUSTRY

The details discussion on the overview of the industry is covered under Management Discussion and Analysis which
forms part of this report

ECONOMIC OUTLOOK

The details discussion on the Global Economic outlook is covered under Management Discussion and Analysis which
forms part of this report

3. CAPITAL AND DEBT STRUCTURE

During the FY 2024-25 under review, there was no change in the capital structure of the Company. The existing capital
Structure of the Company is as follows:

Further, the Company has neither issued any convertible or non-convertible securities, debentures, bonds, warrants,
shares with differential voting rights as to dividend, voting or otherwise, nor issued or granted ESOP, stock option, sweat
equity during the FY 2024-25.

4. CREDIT RATING OF SECURITIES

During the FY 2024-25 under review, the Company has neither issued nor required to obtain credit rating of its securities.
As such, no specific details are required to be given or provided.

CREDIT RATING FOR DEBT

CRISIL in their review for total credit facilities, has maintained the credit rating of the Company that of the previous
year. The details of credit rating assigned to the Company for its credit facilities are given below: -

5. INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

During the FY 2024-25 under review, there were no amount/s which is required to be transferred to the Investor Education
and Protection Fund by the Company. As such, no specific details are required to be given or provided.

6. MANAGEMENT

6.1 DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

The changes amongst the Director/s including Executive Director/s and Key Managerial Personnel during the period are
as follows: -

(A) CHANGES AMONGST THE PROMOTER DIRECTOR/S

There were no changes took place amongst the Promoter, Director/s of the Company during the FY 2024-25
However Ms. Rohini Bhandari was appointed as Non Executive Director on 8th August, 2025..

(B) CHANGES AMONGST THE EXECUTIVE DIRECTOR/S

No changes took place amongst the Non-Promoter, Executive Director/s of the Company during the FY 2024-25.

(C) CHANGES AMONGST KEY MANAGERIAL PERSONNEL (KMP)

There are no changes in Key Managerial Personnel during FY 2024-25.

As such, Mr. Arun Raghuvirraj Bhandari, [DIN - 00008901], Managing Director, [Category - Promoter &
Executive], Mr. Lalit Bhandari, [DIN - 00010934], Whole-time Director, [Category - Promoter & Executive], Mr.
Tenneti Narasimham Murthy, [DIN - 08342116], Whole-time Director, [Category - Non-Promoter & Executive],
Mr. Mayank Arun Bhandari, [01176865] Non-Executive Director (Category - Promoter, Non-Executive), CA
Sharad Mohanlal Khandelwal, Chief Financial Officer of the Company, and Ms. Madhura Ubale, Company
Secretary and Compliance Officer continued to act as the Key Managerial Personnel (KMP) of the Company,
pursuant to the provisions of Section 203 of the Companies Act, 2013 read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 (as amended).

(D) DIRECTOR RETIREMENT BY ROTATION

Pursuant to the provisions of Section 152 of Companies Act, 2013 read with the Companies (Appointment and
Qualification of Directors) Rules, 2014 (as amended), Mr. T. N. Murthy, [DIN - 08342116], Whole-time Director,
[Category - Executive], of the Company, retires by rotation and being eligible, offers himself for re-appointment.
The Board recommends his re-appointment as a Director [Category - Non-Executive] of the Company, in the
interest of the Company.

The Company has received the self-declaration/s from all the Executive Director/s of the Company, to the effect
that he (i) was or is not disqualified from being appointed and/or continued to act, as a Director of the Company in
terms of the provisions of Section 164 of the Companies Act, 2013; and (ii) was or is not debarred from holding the
office of a Director pursuant to any order of the SEBI or such other authority in terms of SEBI’s Circular No. LIST/
COMP/14/2018-19 dated 20th June 2018 on the subject “Enforcement of SEBI Orders regarding appointment of
Directors by listed companies”

The information (details) of Director/s of seeking appointment / re-appointment at the Fifty Second (52^nd) Annual
General Meeting of the Company, pursuant to Regulation 26(4) and 36(6) of the Listing Regulations and Secretarial
Standards on General Meetings (SS-2) is annexed to the Notice convening the Fifty Second (52^nd ) Annual General
Meeting of the Company].

6.2 INDEPENDENT DIRECTORS

CHANGES AMONGST THE INDEPENDENT DIRECTOR/S

Mr. Vijay Singh Bapna [DIN - 02599024] has been appointed as a Director [Category - Non-executive, Independent]
for a Second fixed term of consecutive Five (5) years i.e., from the conclusion of Forty-Eighth (48th) Annual General
Meeting up to the conclusion of Fifty-Third (53rd) Annual General Meeting of the Company to be held for the financial
year 2025-26 ending 31st March 2026. However, as per Regulation 17A of SEBI (Listing Obligation and Disclosure
Requirements) Regulations, 2015, a special resolution was passed for continuation of his Directorship in the company
on 26^th August, 2023 as he is crossed age of 75 years w.e.f. 28th August, 2023.

There are following change in the composition of the Board of Directors of the Company. Mr. Sachin Nirgudkar [DIN -
06890618] was appointed as Non-Executive, Independent Director and Mr. Karan Yudhishtir Varma, [DIN - 06923525]
resigned on 8^th August, 2025 and during the period under review and accordingly, the Director/s namely, Mr. Sanjay
Sacheti [DIN: 00271310], , Mr. Vijay Singh Bapna, [DIN - 02599024} and Mr. Sunil Khanna, [DIN - 00907147] Ms.
Ulka Kulkarni, [DIN - 07085469], are continued as the Director/s [Category - Non-executive, Independent] of the
Company.

6.3 DECLARATION BY INDEPENDENT DIRECTORS AND STATEMENT ON COMPLIANCE OF CODE OF
CONDUCT

The Company has received the self-declaration/s from all the Independent Director/s of the Company, to the effect that
he / she (i) meets the criteria of independence as provided in Section 149(6) of the Act and Regulation 16(1)(b) of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) [“Listing Regulations”] and
also, duly complied with Code of Conduct prescribed in Schedule IV to the Act; (ii) was or is not disqualified from
being appointed and/or continued to act, as a Director of the Company in terms of the provisions of Section 164 of the
Companies Act, 2013; and (ii) was or is not debarred from holding the office of a Director pursuant to any order of
the SEBI or such other authority in terms of SEBI’s Circular No. LIST/COMP/14/2018-19 dated 20^th June 2018 on the
subject “Enforcement of SEBI Orders regarding appointment of Directors by listed companies”.

The Company has received the self-declaration/s from all the Director/s and Senior Management Personnel of the
Company, as to the due compliance of Company’s Code of Conduct. As such, the Company do hereby confirm that the
Company has duly complied with the Company’s Code of Conduct namely (i) MMP Code for Prohibition of Insider
Trading and MMP Code of Fair Disclosure, and (ii) MMP Code of Business Principles and Conduct.

6.4 BOARD MEETINGS

Seven (7) meeting/s of the Board of Directors of the Company were held during the FY 2024-25 under review, on (1)
24^th May 2024 (2) 22^nd July 2024 (3) 10^th August 2024 (4) 7^th October 2024 (5) 12^th November 2024 (6) 13^th February
2025 and (7) 17^th March 2025.

6.5 COMMITTEES

The Company has constituted all the requisite Committee(s) of the Board, namely Audit Committee, Nomination &
Remuneration Committee, Stakeholders’ Relationship Committee, Corporate Social Responsibility (CSR) Committee,
Share Transfer Committee, Risk Management Committee and Project Monitoring Committee, pursuant to the provisions
of the Companies Act, 2013 read with the rules made there under and Listing Regulations. The details of its constitution,
objective or terms of reference and other related information has been provided under the Corporate Governance Report,
which forms part and parcel of the Board’s Report.

6.6 RECOMMENDATIONS OF AUDIT COMMITTEE

There is no occasion wherein the Board of Directors of the Company has not accepted any recommendation/s of the
Audit Committee of the Company during the FY 2024-25. As such, no specific details are required to be given or
provided.

6.7 COMPANY’S POLICY ON DIRECTOR’S APPOINTMENT AND REMUNERATION

The Company’s policy on Director’s appointment and remuneration and such other related information has been provided
under the Corporate Governance Report, which forms part and parcel of the Board’s Report.

6.8 BOARD EVALUATION

The Company’s policy on Board Evaluation and such other related information has been provided under the Corporate
Governance Report, which forms part and parcel of the Board’s Report.

6.9 REMUNERATION OF DIRECTORS AND EMPLOYEES OF LISTED COMPANIES

The information required under Section 197 of the Act read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 (as amended) will be available at Corporate office of the company
on the day of Annual General Meeting.

6.10 REMUNERATION RECEIVED BY MANAGING / WHOLE TIME DIRECTOR FROM HOLDING OR
SUBSIDIARY COMPANY

The Company do have following Subsidiary Companies:

1. MMP Electricals Private Limited incorporated on 24^th September, 2024

2. MMP Cables Private Limited incorporated on 6^th June, 2025

3. MMP Alutech Private Limited incorporated on 16^th June, 2025

6.11 DIRECTORS’ RESPONSBILITY STATEMENT
The Board of Directors confirms: -

(i) That in the preparation of the Annual Accounts (Financial Statements), the applicable Accounting Standards had
been followed along with proper explanation, relating to material departures;

(ii) That 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 profits of the Company for that financial year;

(iii) That 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;

(iv) That the Directors had prepared the Annual Accounts (Financial Statements) on going concern basis;

(v) That the Directors had laid down internal financial controls to be followed by the Company and that such internal
financial controls were adequate and operating effectively; and

(vi) That the Directors had devised proper system to ensure compliance with the provisions of all applicable laws and
regulations and that such systems were adequate and operating effectively.

6.12 INTERNAL FINANCIAL CONTROLS

M/s Manish N. Jain & Company, Chartered Accountants, Nagpur, the Statutory Auditors of the Company, has reviewed
and accordingly, issued their Report on the Internal Financial Controls over the Financial Reporting, in terms of Clause
(i) of Sub-section 3 of Section 143 of the Act, which is annexed as an ‘Annex - B’ to the Independent Auditors’ Report
of the Company. The Report on the Internal Financial Controls over the Financial Reporting for the FY 2024-25 do not
contain any qualification or adverse remarks. The observations made by the Statutory Auditors in their report are self¬
explanatory and have also been further amplified in the notes to the financial statements and as such, do not call for any
explanations.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has in place adequate internal control systems and procedures commensurate with the size and nature of
business. These procedures are designed to ensure:-

(a) that all assets and resources are used efficiently and are adequately protected;

(b) that all the internal policies and statutory guidelines are complied with; and

(c) the accuracy and timing of financial reports and management information is maintained.

6.13 FRAUDS REPORTED BY AUDITOR
During the FY 2024-25 under review:-

(a) there is no fraud occurred, noticed and/or reported by the Statutory Auditors under Section 143(12) of the
Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (as amended);

(b) the observations made by the Statutory Auditors on the financial statements including the affairs of the Company
are self-explanatory and do not contain any qualification, reservation, adverse remarks or disclaimer thereof.

As such, no specific information, details or explanations required to be given or provided by the Board of Directors of
the Company.

7. DISCLOSURES RELATING TO SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

7.1 REPORT ON PERFORMANCE AND FINANCIAL POSITION OF THE SUBSIDIARIES, ASSOCIATES AND
JOINT VENTURES

MMP ELECTRICALS PRIVATE LIMITED [MEPL] - WOS

Commercial production is expected to commence in Q2FY25-26 of Phase I, we anticipate to reach full capacity by end
of FY25-26.

Encouraged by strong market feedback and the promising growth potential, the company has already initiated Phase II
expansion and will be completed by Q2 FY26-27.

MMP CABLES PRIVATE LIMITED [MCPL] - WOS - Not Applicable as this was incorporated on 6^th June,
2025.

MMP ALUTECH PRIVATE LIMITED [MAPL] - WOS- Not Applicable as this was incorporated on 16th June,
2025.

STAR CIRCLIPS AND ENGINEERING LIMITED (‘SCEL’)

Star Circlips & Engineering Limited reported Q4 FY25 revenue of ' 440 Mn (Q4 FY24: ' 418 Mn) and full-year
revenue of ' 1,689 Mn (FY24: ' 1,590 Mn). PAT stood at ' 67 Mn in Q4 FY25 (Q4 FY24: ' 81 Mn) and ' 218 Mn for
FY25 (FY24: ' 238 Mn).

TOYAL MMP INDIA PRIVATE LIMITED (TMI)

TMI reported Q4 FY25 revenue of ' 148 Mn (Q4 FY24: ' 141 Mn) and full-year revenue of ' 609 Mn (FY24: ' 628
Mn). PAT was ' (15) Mn in Q4 FY25 (Q4 FY24: ' 15 Mn) and ' 18 Mn for FY25 (FY24: ' 39 Mn).

7.2 COMPANIES WHICH HAVE BECOME OR CEASED TO BE SUBSIDIARIES, ASSOCIATES AND JOINT
VENTURES

During the FY 2024-25 under review, the Company is Holding Company to following companies:

1. MMP Electrical Private Limited - from 24^th September, 2024 [CIN - U23934MH2024PTC432604]

2. MMP Cables Private Limited - from 6^th June, 2025 [CIN - U27310MH2025PTC450153]

3. MMP Alutech Private Limited - from 16^th June, 2025 [CIN - U27320MH2025PTC450616 ]

Also, Star Circlips & Engineering Limited [CIN - U 24110 MH 1974 PLC 017301] and TOYAL MMP India Private
Limited [CIN - U 36990 MH 2016 FTC 281521] were continued to be the Associate Companies of the Company during
the FY 2024-25.

8. DETAILS OF DEPOSITS

During the FY 2024-25 under review, the Company has neither invited nor accepted any public deposits within the
meaning of Section 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules,
2014 (as amended). As such, no specific details prescribed in Rule 8(1) of the Companies (Accounts) Rules, 2014 (as
amended) are required to be given or provided.

9. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

During the FY 2024-25 under review, the Company has secured guarantees in connection with the loan/s availed by
MMP Electricals Private Limited However, not made any investments pursuant to the provisions of Section 185 and 186
the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014 (as amended). As
such, no specific details are required to be given or provided as the guarantee was within limits prescribed under Section
185 and 186 the Companies Act, 2013.

10. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

The details of contracts or arrangements or transactions not at arm’s length basis and/or the details of contracts or
arrangements or transactions at arm’s length basis for the FY 2024-25 in the prescribed Form No. AOC - 2 pursuant
to Clause (h) of Sub-section (3) of Section 134 of the Companies Act, 2013 read with Rule 8(2) of the Companies
(Accounts) Rules, 2014 (as amended) are given in the Annex - B, which forms part and parcel of the Board’s Report.

11. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company believes in the Corporate Social Responsibility as an integral part of its business. Education specifically
Education for Girls, Women, Poor, Under-privileged or Disabled (Divyang), Special Education, Research, Training &
Skill Development, Environment, Health, Drinking Water, Rural Development, are some of the most critical problems
that our country has been facing for years. One of the most effective direct and indirect solutions to solve these is an
education, but a great number of peoples cannot afford to get them self-educated.

Keeping this in mind, the Board of Directors through its CSR Committee has implemented certain CSR projects either
directly or through implementing agency nominated by the CSR Committee of the Company. All the activities and
programme/s covered under CSR are being monitored and implemented by the CSR Committee of the Company. The
Company do confirm that the Company is in due compliance of the provisions of Section 135 of the Companies Act,
2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014. The CSR Project/s of the Company
are in accordance with the provisions of Section 135 of, Schedule VII to, the Companies Act, 2013 read with the
Companies (Corporate Social Responsibility Policy) Rules, 2014 and the Company’s CSR Policy. The Annual Report
on the CSR Activities for the FY 2024-25 is given in the Annex - C, which forms part and parcel of the Board’s Report.

12. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND
OUTGO

The particulars relating to energy conservation, technology absorption, foreign exchange earnings and outgo, for the
FY 2024-25 as required to be disclosed under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the
Companies (Accounts) Rules, 2014 are given in the Annex - D to this report.

13. RISK MANAGEMENT

The Company has a Risk Management framework in place to identify, assess, monitor and mitigate various risks to its
business. It has framed the Risk Management Plan and adopted in its Risk Management Policy.

The Board of Directors based on the recommendations of the Risk Management Committee of the Company, periodically
reviews the Company’s risk assessment and minimization procedures to ensure that management identifies and controls
risks through a properly defined framework. The details of the Risk Management Committee and its terms of reference
are set out in the Corporate Governance Report forming part of this Report.

Note on Fire Incident

An explosion and fire incident occurred at the Aluminium Powder Plant in Umred on 11th April, 2025. The incident
took place in the post-production area, not in the main production zone. It caused significant damage to the building and
parts of the post-production machinery. Additionally, Aluminium Powder stock was destroyed in the finished goods (FG)
godown and partially damaged in the work-in-progress (WIP) section

Tragically, the incident resulted in 7 fatalities and 4 injuries. The company promptly announced and disbursed monetary
compensation to the families of the deceased and the injured.

Powder Plant operations (at Umred only) were suspended for over a month. However, all customer demands were
fulfilled from the Bhandara and Hingna locations of the powder division. The company also had buffer inventory which
has helped overcome this challenge.

The estimated loss of ' 150 - 200 Mn, covering damage to plant and machinery, the building, and burnt stock, is fully
insured. The company is actively working toward the early settlement of the insurance claim.

14. DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has a Whistle Blower Policy to report genuine concerns or grievances and to provide adequate safeguards
against victimization of persons who is using this platform and direct access to the Chairman of the Audit Committee
is also available in exceptional cases. The detailed objectives of the policy are given in Corporate Governance Report
which forms part of this report. This Whistle Blower Policy is applicable to all the Directors, employees, vendors and
customers of the Company and it is also posted on the Website of the Company.

15. MATERIAL ORDERS OF JUDICIAL BODIES OR REGULATORS

During the FY 2024-25 under review, no significant and material order is passed by any of the Regulators or Courts
or Tribunals impacting the going concern status and Company’s operations in future. As such, no specific details are
required to be given or provided.

16. AUDITORS

(A) STATUTORY AUDITORS AND THEIR REPORT

The Shareholders (Members) of the Company, at their Forty-ninth (49th) Annual General Meeting of the Company
held on 29^th August 2022, were appointed M/s Manish N. Jain & Co., Chartered Accountants, Nagpur [ICAI Firm
Registration No. 138430W, Peer Review Certificate No. 010231], as the Statutory Auditors of the Company to
hold office from the conclusion of 49^th Annual General Meeting held for the financial year 2021-22 ended 31st
March 2022 till the conclusion of 54^th Annual General Meeting of the Company to be held for the financial year
2026-2027 ending 31st March 2027.

The Auditors’ Report submitted by M/s Manish N. Jain & Co., Chartered Accountants, Nagpur, [ICAI Firm
Registration No. 138430W, Peer Review Certificate No. 010231], the Statutory Auditors of the Company to the
Shareholders (Members) for the FY 2024-25 do not contain any qualification. The observations made by the
Statutory Auditors in their report are self-explanatory and have also been further amplified in the Notes to the
financial statements and as such, do not call for any explanations.

(B) SECRETARIAL AUDITORS

M/s. Vaibhav Jachak & Co, Company Secretaries, Nagpur [ICSI Membership No. FCS-8821 & Certificate of
Practice No. 18495], have furnished a Certificate of their consent, qualification and eligibility and also, have
confirmed about their not being disqualified for the appointment including re-appointment as the Secretarial
Auditors of the Company for the term of five years starting from FY 2025-26.

Accordingly, the Board of Directors, on the recommendations of the Audit Committee, of the Company, has
approved and appointed, M/s. Vaibhav Jachak & Co, Company Secretaries, Nagpur [ICSI Membership No. FCS-
8821 & Certificate of Practice No. 18495], as the Secretarial Auditors of the Company for the FY 2025-26 to
2029-30 Pursuant to Regulation 24A(1)(b) of SEBI (LODR) Regulations, 2015

(C) COST AUDITORS

M/s Khanuja Patra & Associates, Cost Accountants, Nagpur, [Firm Registration No. 00214], have furnished a
Certificate of their eligibility for appointment pursuant to Section 141(3)(g) and 148(5) of the Companies Act,

2013 read with the rules made there under, Certificate for independence and arms’ length relationship with the
Company and have confirmed about their not being disqualified for such appointment including re-appointment
within the meaning of Section 141(3) of the Companies Act, 2013.

Pursuant to the provisions ofSection 148 of the Companies Act 2013, the Board of Directors, on the recommendations
of the Audit Committee, of the Company, has approved and appointed, M/s Deepak Khanuja & Associates, Cost
Accountants, Nagpur, [Firm Registration No. 100247], as the Cost Auditors of the Company, for the FY 2025-26
and has also recommended their remuneration to the Shareholders (Members) for their ratification at the ensuing
52^nd Annual General Meeting of the Company.

(D) INTERNAL AUDITORS

Pursuant to the provisions of Section 138 of the Companies Act, 2013 read with the Companies (Accounts) Rules,

2014 (as amended), the Board of Directors, on the recommendations of the Audit Committee, of the Company, has
approved and appointed M/s Nitin Alshi & Associates, Chartered Accountants, Nagpur, as the Internal Auditors of
the Company, for the FY 2024-25.

The Internal Audit Finding/s and Report/s submitted by the said Internal Auditors, from time to time, during the
FY 2024-25, to the Audit Committee and Board of Directors of the Company, do not contain any adverse remarks
and qualifications, is self-explanatory and do not call for any further explanation/s by the Company.

Further, the Company has appointed M/s Nitin Alshi & Associates, Chartered Accountants, Nagpur as the Internal
Auditors of the Company of FY 2025-26.

17. SECRETARIAL AUDIT REPORT

The Secretarial Audit Report in Form No. MR-3 submitted by M/s. Vaibhav Jachak & Co, Company Secretaries, Nagpur
[ICSI Membership No. FCS-8821 & Certificate of Practice No. 18495], the Secretarial Auditors of the Company, do not
contain any adverse remarks and qualifications, is self-explanatory and do not call for any further explanation/s by the
Company. The Secretarial Audit Report in Form No. MR-3 submitted by the said Secretarial Auditors of the Company,
for the FY 2024-25, is attached herewith as an Annex - E and forms part and parcel of the Board’s Report.

18. EXPLANATIONS IN RESPONSE TO AUDITORS’ QUALIFICATIONS

The Audit Report/s submitted by the Statutory Auditors, Secretarial Auditors, Cost Auditors and Internal Auditors of the
Company, for the FY 2024-25 do not contain any qualification or adverse remarks. The observations made by all the
Auditors in their respective Report/s are self-explanatory and as such, do not call for any explanations.

19. COMPLIANCE WITH SECRETARIAL STANDARDS

The Board of Directors confirms that the Company, has duly complied and is in compliance, with the applicable
Secretarial Standard/s, namely Secretarial Standard - 1 (‘SS-1’) on Meetings of the Board of Directors and Secretarial
Standard - 2 (‘SS-2’) on General Meetings, during the FY 2024-25.

20. CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (IBC)

During the FY 2024-25 under review, no such event occurred by which Corporate Insolvency Resolution Process can be
initiated under the Insolvency and Bankruptcy Code, 2016 (IBC). As such, no specific details are required to be given or
provided.

21. FAILURE TO IMPLEMENT ANY CORPORATE ACTION

During the FY 2024-25 under review, there is no occasion wherein the Company failed to implement any Corporate
Action. As such, no specific details are required to be given or provided.

22. ANNUAL RETURN

The Annual Return of the Company as on 31st March, 2025 in Form MGT - 7 in accordance with Section 92(3) of
the Act read with the Companies (Management and Administration) Rules, 2014, is available on the website of the
Company at www.mmpil.com.

23. OTHER DISCLOSURES

(A) AUDITED FINANCIAL STATEMENTS - STANDALONE & CONSOLIDATED

For the FY 2024-25 under review, the Company has prepared the audited financial statements on standalone
as well as consolidated basis after incorporating the share of profit or loss from its associate and joint-venture
companies namely Star Circlips & Engineering Limited and TOYAL MMP India Private Limited and wholly
owned subsidiary MMP Electricals Private Limited. (Consolidation for MMP Cables Private Limited and MMP
Alutech Private Limited is not applicable for FY 2024-25 as they are incorporated in June, 2025.)

(B) MATERIAL DEVELOPMENT IN HUMAN RESOURCES

During the FY 2024-25 under review, industrial relations remained cordial. Employees’ competencies and skills
were enhanced by exposing them to several internal and external training programme/s. A number of measures
were taken to improve motivation level of employees. Additional efforts are continued to be implemented with a
view to obtain commitment and loyalty towards the organisation.

(C) INDUSTRIAL RELATIONS, HEALTH AND SAFETY

The departmental safety coordinators are identified for monitoring and training on safety related matter at shop-
floor. Safety Committee and Apex Committee are available for periodical review on health, safety & environment
of all departments. Regular training on safety is being organised for new appointee, regular employees & contract
labour. Mock-drills are conducted for practical exposure to meet emergency need on regular basis. Hand book on
safety awareness are distributed to all employees.

(D) COST RECORDS

Pursuant to the provisions of Rule 8(5)(ix)(d) of the Companies (Accounts) Rules, 2014 (as amended), the Board
of Directors do confirm that, the Central Government has prescribed for maintenance of cost records under Section
148(1) of the Companies Act, 2013 by the Company and accordingly, such cost accounts and records, subject to
cost audit, have been made and maintained by the Company during the FY 2024-25.

24. ADDITIONAL DISCLOSURES UNDER LISTING REGULATIONS

24.1 MANAGEMENT DISCUSSION AND ANALYSIS REPORT (MDAR)

The Management Discussion and Analysis Report (MDAR) on the affairs of the Company for the FY 2024-25, as
required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) is provided
in a separate section and forms an integral part of this Report.

24.2 CERTIFICATE OF COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE

Your Directors are pleased to report that your Company has duly complied with the SEBI Guidelines on Corporate
Governance for the year 2024-25 relating to the Listing Regulations. A Certificate from M/s. Vaibhav Jachak & Co,
Company Secretaries, Nagpur [ICSI Membership No. FCS-8821 & Certificate of Practice No. 18495] confirming
compliance with conditions as stipulated under Listing Regulations is annexed to the Corporate Governance Report of
the Company.

24.3 SUSPENSION OF TRADING

The equity shares of the Company have been listed and actively traded on Main Board of National Stock Exchange of
India Limited. There was no occasion wherein the equity shares of the Company have been suspended for trading during
the FY 2024-25.

However, due Enhanced Surveillance Measures, when scrip of company entered in ESM Stage-II, the trading of shares
was suspended for procedural measures on few occasions.

• OTHER MATTERS

(A) DEMATERIALISATION OF SHARES

As on 31^st March 2025, the entire 100% issued, subscribed and paid-up share capital i. e. 25402613 equity shares
of the Company were held in dematerialised form through depositories namely National Securities Depository
Limited (NSDL) and Central Depository Services (India) Limited (CDSIL).

(B) PAYMENT OF LISTING AND DEPOSITORIES FEES

The Company, has duly paid the requisite annual listing fees for the FY 2025-26, to the National Stock Exchange
of India Limited (NSE).

The Company, has also duly paid the requisite annual custodian and other fees for the FY 2025-26, to the National
Securities Depository Limited (NSDL) and Central Depository Service (India) Limited (CDSL).

(C) CODE OF CONDUCT FOR BUSINESS PRINCIPLES & ETHICS AND PREVENTION OF INSIDER
TRADING AND OTHER CODE AND POLICIES OF THE COMPANY

Your Board of Directors are pleased to report that your Company has complied with the:-

(i) Code of Conduct of Business Principles and Conduct;

(ii) Code of Prevention of Insider Trading in MMP securities by the designated persons (insider) (as amended
from time to time);

(iii) Code for Vigil Mechanism - Whistle Blower Policy;

(iv) Code for Independent Directors;

(v) Corporate Social Responsibility (CSR) Policy;

(vi) Risk Management Policy;

(vii) Policy on Document Preservations (Regulation 9 of the SEBI (LODR) Regulations, 2015);

(viii) Policy for determining of ‘material’ Subsidiary (Regulation 16 of the SEBI (LODR) Regulations, 2015);

(ix) Policy on materiality of related party transaction/s and on dealing with related party transactions (Regulation
23 of the SEBI (LODR) Regulations, 2015); and

(x) Policy for determination of materiality, based on specified criteria and accordingly, grant authorization for
determination of materiality of events (Regulation 30 of the SEBI (LODR) Regulations, 2015).

The aforesaid code/s and policy(ies) are available on the Company’s website www.mmpil.com.

25. DISCLOSURES PERTAINING TO THE SEXUAL HARASSMENT OF WOMEN AT THE WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

MMP Industries Limited (“the Company”) has in place an Anti-Sexual Harassment Policy in line with the requirements
of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal
Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees
(permanent, contractual, temporary, trainees etc.) are covered under this Policy.

The following is a summary of sexual harassment complaints received and disposed of during the FY 2024-25:-

ENCLOSURES

ACKNOWLEDGEMENT

The Board of Directors acknowledges with gratitude for the co-operation and assistance received from National Stock
Exchange of India Limited (NSE), Securities Exchange Board of India (SEBI), Auditors, Advisors & Consultants, other
Intermediary service provider/s and other Investor/s for their continuous support for the working of the Company.

The Board of Directors also take this opportunity to extend its sincere thanks for co-operation and assistance received by the
Company from the Central - State - Local Government and other regulatory authorities, Bankers and Members.

The Directors also record their appreciation of the dedication of all the employees at all levels for their support and commitment
to ensure that the Company continues to grow.

For and on behalf of the Board

Sd/- Sd/-

Arun Raghuvirraj Bhandari Lalit Bhandari

Place: Nagpur Managing Director Whole-time Director

Date: 8^th August, 2025 DIN - 00008901 DIN - 00010934