Your Directors are pleased to present the Company's Twenty Second Annual Report on the
business and operations of Maan Aluminium Limited, along with the summary of the Audited
Financial Statements for the financial year ended March 31, 2025.

Financial Results

A summary of the Standalone financial performance of your
Company, for the financial year ended March 31, 2025, is as
under:

Return To Investors (Dividend)

Keeping in view to further improve the capacity utilization and
funds required for expansion of two new facilities, the Board
has considered prudent to conserve and retain the profit for
further improvement. The Board regrets its inability to
recommend any dividend.

Transfer To Reserves

We do not propose to transfer any amount to general reserve
on declaration of dividend.

Sub Division / Split Of Equity Shares

During the Financial Year there is no Sub division/Split of
Equity Shares of the company.

Bonus Issue

During the Financial Year there is no Bonus issue of Equity
Shares of the company.

Share Capital

The Authorized Share Capital of the Company as on March 31,
2025, is Rs. 30,00,00,000/- (Rupees Thirty Crores only)
divided into 6,00,00,000 (Thirty Crores) Equity Shares of Rs.
5/- (Rupees Five Only) each.

The Paid-up Share Capital of the Company as on March 31,
2025, is Rs. 27,04,24,320/- divided into 5,40,84,864 equity
shares of Rs.5/- each fully paid up.

Variations In Net Worth

The Standalone Net worth of the Company for the Financial
Year ended March 31, 2025, is Rs. 17,843.82 Lakhs as compared
to Rs. 16,308.50 Lakhs for the previous financial year ended
March 31, 2024.

Contribution To The Exchequer

Your Company over the years has been enabling significant
contribution to various taxes. During the financial year 2024 -
25, your Company has made the direct tax contribution of f.
475.17 lacs

Review Of Business And Operations And State Of Your
Company’s Affairs

MAAN has built a sustainable foundation to accelerate its
growth. Its customer-centric products; transparency in
operations; relentless focus on customer convenience; and
investment in technology has helped it build a family of lot of
happy customers.

The overall business environment remained muted with
demand slackening in almost all sectors. The Aluminium Sector
also went through extreme volatility owing to the fluctuations
is the Price of Primary Products along with Anti-Dumping
investigations initiated by US Department of commerce in India
along with 12 more countries. Your Company overcame the
challenges posed by all these and performed well during the FY
2024-25.

This was achieved through leveraging the export opportunities
bought by the growing trend of export and offering quality
service. With a resolution to provide best- in-class product at
the lowest cost, your Company delivered strong growth over
the previous year.

The Company reported earnings results for the fourth quarter
and full year ended March 31, 2025. For the fourth quarter, the
company reported revenue from operations as INR 24586
lakhs compared to INR 23740 lakhs a year ago. Total income as
INR 24723 lakhs compared to INR 23990 lakhs a year ago. Net
profit as INR 394 lakhs compared to INR 728 lakhs a year ago.
Basic earnings per share from continuing operations was

INR 0.73 compared to INR 1.35 a year ago.

For the full financial year, revenue from operations reported as
INR 81017 Lakhs compared to INR 95303 lakhs a year ago. Total
Income as INR 81550 lakhs compared to INR 96076 lakhs a
year ago. Net profit was INR 1551 lakhs compared to INR 3275
lakhs a year ago. Basic earnings per share from continuing
operations was INR 2.87 compared to INR 6.06 a year ago.
Diluted earnings per share from continuing operations was INR
2.87 compared to INR 6.06 a year ago.

The Financial Statement of the Company for the FY 2024-25 is
prepared in compliance with the applicable provisions of the
Act, Accounting Standards and as prescribed by Securities and
Exchange Board of India (SEBI) under SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (hereinafter
referred to as the SEBI Listing Regulation). The Financial
Statement has been prepared on the basis of the Audited
Financial Statement of the Company as approved by their
respective Board of Directors.

The Audited Financial Statement along with Auditor Report for
the FY 2024-25 into consideration have been annexed to the
Annual Report and also made available on the website of the
Company which can be accessed at
www.maanaluminium.com

Financial Liquidity And Credit Rating:

Cash and cash equivalent as on 31st March, 2025 was Rs. 3.51
lakhs (excluding margin money or under lien deposit of Rs.
23.24 lakhs) vis-a-vis Rs. 5.01 lakhs in the previous year
(excluding margin money or under lien deposit of Rs.48.72
lakhs.

During the year the Company has obtained Long Term and
Short-Term Credit rating from ICRA for the total bank loan
facility of Rs. 105 crores. ICRA has assigned ICRA BBB /Stable
for long term rating and ICRA A2 for short term rating.

The Company’s working capital management is robust and
involves a well-organized process, which facilitates
continuous monitoring and control over receivables, payables,
inventories and other parameters.

MATERIAL CHANGES AND COMMITMENTS IF ANY, AFFECTING
THE FINANCIAL POSITION OF THE COMPANY

There were no material changes and commitments in terms of
Section 134(3)(l) of the Act, affecting the financial position of
the Company between the end of the financial year of the
Company as on 31st March, 2025 and the date of this report i.e.
12th August, 2025.

FUTURE OUTLOOK

Your Company has been able to built-up good order book in all
segments and sectors in domestic market as well as global
market over the years. The Company continues to work
towards strengthening domestic order book and improving the
international order book going forward. The present order
book and the opportunities in the Indian metal space as well as
International market gives good visibility towards a sustainable
and profitable growth going forward.

Your Company has increased its installed capacity of extrusion
from 10,000 MTs to 24000 MTs p.a. by installing new
extrusion press from Italy of latest technology which will be
having capability to extrude 7 to 9 inch diameter of Aluminium
billets, with this addition we will be catering EV industry, Solar
Industry, Defense industry.

Apart from above your company has acquired -

1. Building along with lease hold land total measuring 13117 Sq
metre in place named Dewas, in M.P. this facility is approx.
72 KMs from existing manufacturing setup in pithampur, in
M.P.

2. Building along with lease hold land total measuring 8500 Sq
metre which is just 1 km away from existing manufacturing
setup in pithampur, in M.P.

Both has been acquired keeping in mind company’s future
business plans.

Finance

Under the review, the Company’s Working Capital Finance is
being prudent mix of fund based & non-fund based limits to
cater to its existing fund requirements.

Total addition in the fixed assets was Rs. 5704.27 Lakhs during
the year, which was funded majorly through internal accruals
and terms loan of Rs. 1500 Lakhs.

Directors’ Responsibilty Statement

Pursuant to Section 134(3)(c) of the Companies Act, 2013 (“the
Act”), the Board of Directors, to the best of the Knowledge and
ability, confirm that:

i. in the preparation of the annual accounts, the applicable
accounting standards had been followed along with proper
explanation relating to material departures;

ii. they have selected such accounting policies and applied
them consistently and made judgments and estimates that
are reasonable and prudent so as to give a true and fair view
of the state of affairs of the Company at the end of the
financial year and of the profit and loss of the Company for
that period;

iii. they have 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. they have prepared the annual accounts on a going concern
basis; and

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

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

Transfer To General Reserve:

During the year, your Company has not transferred any
amount to the reserves.

Transfer Of Funds To Investor Education And Protection Fund
(IEPF):

Pursuant to the provisions of Section 124 and 125 of the
Companies Act, 2013 (“Act”) read with the Investor

Education and Protection Fund Authority (Accounting, Audit,
Transfer and Refund) Rules, 2016 (“IEPF Rules”),all unpaid or
unclaimed dividends are required to be transferred by the
Company to the Investor Education and Protection Fund
(“IEPF” or “Fund”) Account established by the Central
Government, after completion of seven years from the date the
dividend is transferred to unpaid/unclaimed account. Further,
according to the Rules, the shares in respect of which dividend
has not been paid or claimed by the members for seven

consecutive years or more shall also be transferred to the
demat account created by the IEPF Authority after complying
with the procedure laid down under the Rules.

Deposits

We have not accepted any fixed deposits, including from the
public, and, as such, no amount of principal or interest was
outstanding as of the Balance Sheet date

Loans, Guarantees And Investments

There were no loans, guarantees or investments made by the
Company under Section 186 of the Companies Act, 2013 during
the year under review and hence the said provision is not
applicable to the Company.

Subsidiary Company

Under review as on March 31, 2025 the Company does not have
any Indian Subsidiary Company, Associate Company or
Holding Company.

Management Discussion And Analysis

In accordance with Regulation 34 of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the
Management Discussion and Analysis Report forms part of this
report.

Policy On Directors’ Appointment And Remuneration

The Board has, on the recommendation of the Nomination &
Remuneration Committee framed a policy, inter alia, for
nomination and appointment (including remuneration) of
Directors, senior management and key managerial personnel
of the Company. The details of Nomination and Remuneration
Policy is stated in the Corporate Governance Report and
uploaded on website of the Company at
www.maanaluminium.com

The Board of Directors of the Company follows the criteria for
determining qualification, positive attributes, independence of
Directors as per Nomination and Remuneration Policy and the
Board Diversity Policy and other applicable policies of the
Company.

Directors are appointed /re-appointed with the approval of the
Members for a term in accordance with the provisions of the
law and the Articles of Association of the Company. The initial
appointment of CEO and Managing Director is generally for a
period of three years. All Directors, other than Independent
Directors, are liable to retire by rotation, unless otherwise
specifically provided under the Articles of Association or under
any statute or terms of appointment. One third of the Directors
who are liable to retire by rotation, retire at every annual
general Meeting and are eligible for re-appointment.

Further details on election process, appointment of Directors
and the details of remuneration paid to Directors and
Managerial Personnel forms part of the Corporate Governance
Report.

Directors And Key Managerial Personnel
Directors:

The Company has Eight directors on its Board. Detailed
composition about the Board is disclosed in Corporate
Governance Report. All Directors have submitted relevant
declarations / disclosures as required under Act and Listing
Regulations.

Re-appointment Of Director

Mr. Naveen Gupta (DIN No. 10252320), Executive Director of
the Company, retires by rotation at the ensuing Annual General
Meeting pursuant to the provisions of Section 152 of the
Companies Act, 2013 read with the Companies (Appointment
and Qualification of Directors), Rules 2014 and the Articles of
Association of your Company and being eligible, has offered
himself for re-appointment as the Director.

The Board of Directors of the Company at their meeting held
on February 27, 2025, based on the recommendation of the
Nomination & Remuneration Committee, had re-appointed Mr.
Ravinder Nath Jain (DIN: 0080100), as Chairman and
Managing Director of the Company for the period from April 1,
2025 to March 31, 2028, and the same is being placed before
the shareholders of the Company through Postal Ballot for
their approval, which was duly approved by them.

Appointment of Director

The Board has at their meeting held on 13th August, 2024
appointed Mr. Sujoy Bhatia (DIN: 00109205) and Mr. Anil
Kumar Jain (DIN: 10737778) as an Additional Director in the
category of Non Executive Independent Director with effect
from 13th August, 2024. Pursuant to Section 161 and other
applicable provisions, if any of the Companies Act, 2013 and
Article 108(i) & (ii) of the Articles of Association of the
Company, Mr. Sujoy Bhatia (DIN: 00109205) and Mr. Anil
Kumar Jain (DIN: 10737778) shall hold office till the date of the
21^st Annual General Meeting. The Board recommends
appointment of Mr. Sujoy Bhatia (DIN: 00109205) and Mr. Anil
Kumar Jain (DIN: 10737778) as Non Executive Independent
Director of the Company for a period of 5 years w.e.f. 13th
August, 2024 which was duly approved by the shareholders of
the company is the 21^st Annual General Meeting.

The Company has received notice as per the provisions of
Section 160(1) of the Companies Act, 2013 from a Member in
writing proposing her candidature for the office of Director.

None of the Directors proposed for appointment /
reappointment at the ensuing Annual General meeting are
disqualified from being appointed /reappointed as Directors
under the provisions of the Act, the Listing Regulations or any
other order, directions of MCA, SEBI or any other statutory
authorities.

Resignation Of Directors

The term of Mr. Rajesh Jain (DIN: 02854873) as Independent
Director is for the second term of five year was up to August 13,
2024. Hence there is no requirement for re-appointment of the
same. Your Board takes the opportunity to place on record
deep appreciation for his contributions to the Company during
his association as an Non Executive Independent Director on
the Board of the Company.

The term of Mr. Amit Jain (DIN: 03498081) as Independent
Director is for the second term of five year was up to August 13,
2024. Hence there is no requirement for re-appointment of the
same. Your Board takes the opportunity to place on record
deep appreciation for his contributions to the Company during
his association as an Non Executive Independent Director on
the Board of the Company.

Board Independence

Our definition of ‘independence’ of Directors is derived from
Regulation 16(b) of SEBI (Listing Obligations and Disclosure

Requirements) Regulations, 2015, and Section 149(6) of the
Companies Act, 2013. Based on the confirmation / disclosures
received from the Directors and on evaluation of the
independence of directors during the Board evaluation process
and assessing veracity of disclosures, the following Non¬
Executive Directors are Independent:

• Mr. Rajpal Jain

• Mr. Amit Jain

(ceased to be a director w.e.f. 13th August, 2024)

• Mr. Rajesh Jain

(ceased to be a director w.e.f. 13th August, 2024)

• Mr. Suresh Chander Malik

• Mr. Anil Kumar Jain

(appointed a director w.e.f. 13th August, 2024)

• Mr. Sujoy Bhatia

(appointed a director w.e.f. 13th August, 2024)

The Independent Directors have also confirmed that they have
complied with Schedule IV of the Act and the Company’s Code
of Conduct.

In the opinion of the Board, the Independent Directors fulfil the
conditions specified under the Companies Act, 2013, the Rules
made thereunder and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and are independent of the
management, and are persons of high integrity, expertise and
experience. Further, in terms of Section 150 of the Companies
Act, 2013 read with Rule 6 of the Companies (Appointment and
Qualification of Directors) Rules, 2014, the Board is also of the
opinion that the Independent Directors of the Company
possess requisite qualifications, experience and expertise in the
fields of strategy, business management, accounts & finance,
auditing, tax and risk advisory services, legal, HR, IT, sales &
marketing, logistics, people management, branding,
infrastructure, technical, banking, insurance, financial
services, investments, mining & mineral industries both in
cement & other sectors and they hold highest standards of
integrity.

Regarding proficiency, the Company has adopted requisite
steps towards the inclusion of the names of all Independent
Directors in the data bank maintained with the Indian Institute
of Corporate Affairs (‘MCA’). Accordingly, all the Independent
Directors of the Company have registered themselves with IICA
for the said purpose. In terms of Section 150 of the Act read
with the Companies (Appointment & Qualification of Directors)
Rules, 2014, as amended vide Notification No. GSR. 774(E),
dated 18.12.2020, wherever required, Independent Directors of
the Company have undertaken to complete online proficiency
self- assessment test conducted by the said Institute.

Key Managerial Personnel (KMP)

The following are the Key Managerial Personnel of the
Company as defined under Sections 2(51), 203 of the Act read
with the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014:

Mr. Ravinder Nath Jain-Chairman and Managing Director;

Mr. Sandeep Kumar Agarwal- Company Secretary and
Compliance Officer & Chief Financial Officer; (ceased to be
Chief Financial Officer w.e.f. 12^th August, 2025)

Mr. Umesh Chandra Pant (appointed as Chief Financial Officer
w.e.f. 12^th August, 2025)

During the year under review, the non-executive director had
no pecuniary relationship or transactions with the Company,
other than sitting fees, commissions, if any, and re¬
imbursement expenses incurred by them, for the purpose of
attending meetings of the Board/Committee of the Company.

Annual Evaluation by the Board of its own performance, its
Committees and Individual Directors

In terms of Policy on Evaluation of Performance of Directors
and the Board, the Board has carried out an evaluation of its
own performance, the Directors individually as well as the
evaluation of the working of its Audit, Nomination and
Remuneration Committees and other committees of Board as
mandated under the Act and Listing Regulations. The criteria
and manner in which the evaluation has been carried out has
been explained in the Corporate Governance Report.

Certificate of Non-Disqualification of Directors

In accordance with the Listing Regulations, a certificate has
been received from Mrs. Anita Aswal, Practicing Company
Secretaries, that none of the Directors on the Board of the
Company has been disqualified to act as Director. The same is
annexed herewith as Annexure A.

Board Diversity

The Company has over the years been fortunate to have
eminent persons from diverse fields to serve as Directors on its
Board. Pursuant to the SEBI Listing Regulations, the
Nomination & Remuneration Committee of the Board has
formalised a policy on Board Diversity to ensure diversity of
the Board in terms of experience, knowledge, perspective,
background, gender, age and culture. The Policy on diversity is
available on the Company’s website

www.maanaluminium.com

Number Of Meetings:

Meetings of Board and its Committees are held as per statutory
requirements and as per business needs. A calendar of
meetings is circulated in advance to the Directors to enable
them to plan their schedule for effective participation in the
meetings. Due to business exigencies, the Board and
Committees have also been approving several proposals by
circulation from time to time.

Board Meeting

During the year, six Board Meetings were convened and held
on 30^th May, 2024’ 13^th August, 2024’ 14^th November, 2024’ 04^th
February’ 2025 and 27^th February’ 2025, the details of which
are given in the Corporate Governance Report. The intervening
gap between the meetings was within the period prescribed
under the Act, Secretarial Standards - 1 (SS-1) issued by the
Institute of Company Secretaries of India and Listing
Regulations.

The Company has the following four (4) Board-level
Committees, which have been established in compliance with
the relevant provisions of applicable laws and as per business
requirements:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders’ Relationship Committee

4. Corporate Social Responsibility (CSR) Committee

Audit Committee

The Audit Committee comprises of three members, with
majority of Independent Directors. The Chairman of the
Committee is an Independent Director. The Committee met

four times during the year.

Nomination and Remuneration Committee

The Company has a Nomination and Remuneration Committee
comprising of three members, all members of which are Non¬
Executive Directors and two-third members are Independent
Directors. The Committee met five times during the year.

Stakeholders’ Relationship Committee

Stakeholders’ Relationship Committee of Directors comprises
of three members, with majority of Non-Executive Directors.
The Chairman of the Committee is an Independent Director.
The Committee met four times during the year.

Corporate Social Responsibility (CSR) Committee

The CSR Committee comprises of three members, of which one
is Independent Director. The Committee met once during the
reporting period.

More details about all the Committees of the Board, including
details of the role and responsibilities of Committees, the
particulars of meetings held and attendance of the Members at
such meetings are stated in the Corporate Governance Report,
which forms part of the Annual Report.

Board Effectiveness

Familiarisation Program for the Independent Directors

In compliance with the requirements of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015,
the Company has put in place a Familiarisation Programme for
Independent Directors to familiarise them with the working of
the Company, their roles, rights and responsibilities vis-a- vis
the Company, the industry in which the Company operates
business model etc. Details of the Familiarisation Programme
are explained in the Corporate Governance Report and are also
available on the Company’s website at
https://www.maanaluminium.com.

Board Evaluation

Pursuant to the provisions of the Companies Act, 2013 and SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015 and SEBI Circular no SEBI/CFD/CMD/ CIR/P/2017/004
dated January 05, 2017, the Board of Directors have carried
out an annual performance evaluation of its own
performance, its Committees, the Directors individually
including Independent Directors (wherein the concerned
Director being evaluated did not participate) based out of the
criteria and framework adopted by the Board. The Board
approved the evaluation results as collated by Nomination and
Remuneration Committee (“NRC”). The evaluation process,
manner and performance criteria for independent directors in
which the evaluation has been carried out by is explained in
the Corporate Governance Report which forms a part of this
report. The Board is respnsible to monitor and review the
evaluation framework.

The Board considered and discussed the inputs received from
the Directors. Also, the Independent Directors at their meeting
held on February 04, 2025 reviewed the following:

• Performance of Non-Independent Directors and the Board
and the Committee as a whole.

• Performance of the Chairperson of the Company.

• Assessed the quality, quantity and timeliness of flow of
information between the Company’s Management and the
Board, which is necessary for the Board to effectively and

reasonably perform their duties.

The Independent Directors expressed their satisfaction with
overall functioning and implementations of their suggestions.

The evaluation process endorsed the Board Members
confidence in the ethical standards of the Company, the
cohesiveness that exists amongst the Board Members, the two¬
way candid communication between the Board and the
Management and the openness of the Management in sharing
strategic information to enable Board Members to discharge
their responsibilities.

Statement on declaration given by the Independent Directors

The terms and conditions of appointment of Independent
Directors are as per Schedule IV of the Act. The Company has
received declarations from all the Independent Directors of the
Company confirming that they meet with the criteria of
independence as prescribed under sub-section (6) of Section
149 of the Companies Act, 2013 and rule 5 of the Companies
(Appointment and Qualifications of Directors) Rules, 2014 and
as well as under the SEBI (Listing Obligations and Disclosure
Requirements) Regulations 2015 (“SEBI Regulations”) and there
has been no change in the circumstances or situation, which
exist or may be reasonably anticipated, that could impair or
impact the ability of Independent Directors to discharge their
duties with an objective independent judgment and without
any external influence.

The above declarations were placed before the Board and in
the opinion of the Board all the Independent Director fulfils the
conditions specified under the Act and the SEBI Regulations
and are Independent to the Management.

Contracts / Arrangements With Related Parties:

Details of contracts/arrangement with the Related Parties are
appearing under Note no. 45 and form part of this report. All
related party transactions that were entered into during the
year under report were on arm’s length basis and were in the
ordinary course of business. There were no materially
significant related party transactions which could have
potential conflict with interest of the Company at large.

Related Party Transactions are placed before the Audit
Committee as also before the Board, wherever required, for
their approval. The Policy on Related Party Transactions as
approved by the Board is uploaded on the Company’s website.
The Company's management ensures total adherence to the
approved Policy on Related Party Transactions to establish
Arm's Length Basis without any compromise.

The Company has not entered into any transaction with any
person or entity belonging to the Promoter/Promoter Group
which hold(s) 10% or more shareholding in the Company.

The Company had not entered into any contracts or
arrangements or transactions under sub-section (1) of Section
188 of the Act. Hence, Form AOC-2 disclosure is not required to
be provided.

None of the Directors and the Key Managerial Personnel has
any pecuniary relationships or transactions vis-a-vis the
Company.

Internal Financial Controls And Their Adequacy

The Company has an Internal Control System, commensurate
with the size, scale and complexity of its operations. The
Company has adequate internal financial control, which are
constantly monitored by the Finance Department.

The Finance Department monitors and evaluates operating
systems, accounting procedures and policies at all locations of
the Company. Based on the report of external Internal
Auditors, the Audit Committee/ Board initiate corrective action
in respective areas and thereby strengthen the controls. The
scope, functioning, periodicity and methodology for
conducting internal audit is as per terms agreed by the Audit
Committee in consultation with the Internal Auditor and as
approved by the Board.

The Company had, in all material respects, an adequate
internal financial controls system with respect to its financial
statements for the year ended 31st March, 2025, and that are
operating effectively. More details on internal financial
controls forms part of the Management Discussion and
Analysis Report.

Annual Return

As per the requirements of Section 92(3) of the Act and Rules 12
of the Companies (Management and Administration) Rules,
2014, the Annual Return (e-form MGT-7) of the Company is
available on the website of the Company at
www.maanaluminium.com.

Chief Executive Officer (CEO)/Managing Director And
Chief Financial Officer (CFO) Certification:

A Certificate from Mr.Ravinder Nath Jain, CMD and Mr.
Sandeep Kumar Agarwal, CFO, pursuant to provisions of SEBI
(LODR) Regulations, 2015, for the year under review was
placed before the Board of Directors of the Company at its
meeting held on May 27, 2025 and the same does not contain
any adverse remark or disclaimer.

Auditors:

Statutory Auditors and their Report

M/s. M A K & Associates, Chartered Accountants (Firm
Registration Number 003060C), Indore, the Statutory Auditors
of the Company hold office until the conclusion of the ensuing
Annual General Meeting. M/s. Khandelwal and Khandelwal
Associates, Chartered Accountants (Firm Registration No.
008389C) Indore, has been recommended as the Statutory
Auditors of the Company for a period of five consecutive years
i.e from the conclusion of the ensuing 22th Annual General
Meeting upto the conclusion of 27th Annual General Meeting of
the Company for the approval of members. The Company has
received a letter from them to the effect that they are willing to
get appointed as Statutory Auditors and if appointed, their
appointment would be within the limits prescribed under
Section 139 of the Companies Act, 2013 and they are not
disqualified from being appointed as Auditors.

M/s. M A K & Associates have audited the standalone financial
statement of the Company for the financial year ended 31st
March, 2025. The Statutory Auditor’s report provided by M/s.
M A K & Associates does not contain any qualifications,
reservations, adverse remarks or disclaimers, which would be
required to be dealt with in the Boards’ Report.

Cost Auditors and Cost Audit Report

Pursuant to the provisions of Section 148 of the Companies
Act, 2013 read with the Companies (Cost Records and Audit)
Rules, 2014, the Company is required to appoint Cost Auditor
for the audit of Cost Records of the Company.

Further in terms of Section 148 of the Companies Act, 2013 read
with Rule 8 of the Companies (Accounts) Rules, 2014, it is
stated that the cost accounts and records are made and
maintained by the Company as specified by the Central

Government under sub-section (1) of Section 148 of the
Companies Act, 2013.

The Board of Directors of the Company on the
recommendation of the Audit Committee approved the
Appointment and Remuneration payable to M/s Vivek Bothra,
Cost Accountant (Membership No. 16308) as the Cost Auditors
of the Company to audit the Cost Records for the financial
year ending March 31, 2026.

The Company has received their written consent that the
appointment is in accordance with the applicable provisions of
the Companies Act, 2013 and rules framed thereunder. As per
the statutory requirement, the requisite resolution for
ratification of remuneration of the Cost Auditors by the
members of the Company has been set out in the Notice
convening 22nd AGM of the Company.

During the year, the Cost Auditors had not reported any matter
under Section 143(12) of the Companies Act, 2013. Therefore, no
detail is required to be disclosed under Section 134(3) (ca) of
the Companies Act, 2013.

Secretarial Auditor and Secretarial Audit Report

Pursuant to the amended provisions of Regulation 24A of the
SEBI (LODR) Regulations and Section 204 of the Act read with
Rule 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, the Board of Directors have
approved and recommended the appointment of

Ms. Anita Aswal, Practicing Company Secretaries (Peer
Reviewed 2095/2022) Noida in Practice as Secretarial Auditors
of the Company for a term of up to 5 (Five) consecutive years
to hold office from the Financial Year 2025-26 to the the
Financial Year 2029-30, for approval of the Members at
ensuing AGM of the Company. Brief resume and other details
of Ms. Anita Aswal, Company Secretaries in Practice, are
separately disclosed in the Notice of ensuing AGM.

Ms. Anita Aswal have given their consent to act as Secretarial
Auditors of the Company and confirmed that their aforesaid
appointment (if made) would be within the prescribed limits
under the Act & Rules made thereunder and SEBI (LODR)
Regulations. They have also confirmed that they are not
disqualified to be appointed as Secretarial Auditors in terms of
provisions of the Act & Rules made thereunder and SEBI (LODR)
Regulations.

The Secretarial Audit Report for the financial year ended 31st
March, 2025 are annexed as Annexure IV to this Report. This
report is unqualified and self-explanatory and does not call for
any further comments/explanations.

Internal Auditors

During the year under review Ms. Ashok Khasgiwala & Co. LLP
Chartered Accountants has acted as Internal Auditors of the
Company. Audit observations of Ms. Ashok Khasgiwala & Co.
LLP, Chartered Accountants and corrective actions thereon are
periodically presented to the Audit Committee of the Board.

The Board of Directors on the recommendation of the Audit
Committee appointed Ms. Ashok Khasgiwala & Co. LLP,
Chartered Accountants to carry out the Internal Audit of the
Company for the Financial Year 2025-26.

Auditors Report

The notes on the financial statement referred in the Auditor’s
Report are self-explanatory and do not call for any further
comments. The Auditor’s Report does not contain any

qualification, reservation, adverse remark or disclaimer for the
Financial Year 2024-25.

Reporting Of Frauds By Auditors

During the year under review, the Statutory Auditors and the
Secretarial Auditor have not reported any instances of frauds
committed in the Company by its Officers or Employees to the
Audit Committee under section 143(12) of the Companies Act,
2013, details of which needs to be mentioned in this Report.

Managing The Risks Of Fraud, Corruption And Unethical
Business Practices:

Vigil Mechanism (Whistle Blower Policy) and Code of
Conduct

Creating a fraud and corruption free culture has always been
the core factor of your Company. In view of the potential risk
of fraud, corruption and unethical behavior that could
adversely impact the Company’s business operations,
performance and reputation, MAAN has emphasized even
more on addressing these risks. To meet this objective, a
comprehensive vigil mechanism named Whistle Blower Policy,
in compliance with the provisions of Section 177(10) of the Act
and Regulation 22 of Listing Regulations, is in place. The details
of the Whistle Blower Policy is explained in the Corporate
Governance Report and posted on the website of the Company
at www.maanaluminium.com

In addition to above policy, Company has in place the Code of
Conduct (“Code") and other critical compliance policies which
are laid down based on the Company’s values, beliefs,
principles of ethics, integrity, transparency and applicable
laws. Your Company has zero- tolerance to bribery and
corruption and is committed to act professionally and fairly in
all its business dealings.

To create awareness about the Company’s commitment to
conduct business professionally, fairly and free from bribery
and corruption, regular training and awareness programs and
workshops is conducted for all employees (both direct and
indirect) across the organization.

More details about the Code are given in the Corporate
Governance Report.

Code of Conduct to Regulate, Monitor and report trading by
Insiders

In terms of SEBI (Prohibitions of Insider Trading) Regulations,
2015, as amended from time to time, the Company has adopted
a Code of Conduct for Prevention of Insider Trading (Insider
Code) as approved by the Company’s Board. Any Insiders (as
defined in Insider Code) including designated employees &
persons and their relatives are, inter-alia, prohibited from
trading in the shares and securities of the Company or counsel
any person during any period when the “unpublished price
sensitive information" are available with them.

The Insider Code also requires pre-clearance for dealing in the
Company’s shares and prohibits dealing in Company’s shares
by the Directors and the designated employees while in
possession of unpublished price sensitive information in
relation to the Company and during the period when the
Trading Window is closed.

Corporate Governance Report:

The Corporate Governance Report forms an integral part of
this Report, together with the Certificate from the Practicing
Company Secretary regarding compliance with the

requirements of Corporate Governance as stipulated in Part C
of Schedule V to the Listing Regulations.

Conservation Of Energy, Technology Absorption And Foreign
Exchange Earning And Outgo:

It has been the Company’s endeavor to focus of energy
conservation and efficiency measures and accordingly were
undertaken in various areas of the cement manufacturing
during the year.

Information relating to conservation of Energy, Technology
Absorption and Foreign Exchange Earning and Outgo, required
under Section 134(3)(m) of the Act are annexed hereto as
Annexure -I and form part of this report.

Risk Management

The Company’s management systems, organizational
structures, processes, standards and code of conduct together
form the risk management governance system of the Company
and management of associated risks.

Your company’s management monitors and reports on the
principal risks and uncertainties that can impact its ability to
achieve its strategic objectives.

Your Company believes that managing risks helps in
maximizing returns. The Company’s approach in addressing
business risks is comprehensive and includes periodic review
of such risks and a framework for mitigating controls and
reporting mechanism of such risks. The risk management
framework is reviewed periodically by the Board and the Audit
Committee. Some of the risks that the Company is exposed to
are financial risks, commodity price risks, regulatory risks,
human resource risks, strategic risks etc.

Policy On Appointment And Remuneration For Directors, Key
Managerial Personnel And Senior Management Employees

The Board of Directors has devised a Policy which lays
down a framework in relation to remuneration of Directors,
KMP and other employees of the Company. The said policy is
available on the Company’s website at
www.maanaluminium.com

Prevention Of Sexual Harassment

The Company has always provided a congenial atmosphere for
work that is free from discrimination and harassment,
including sexual harassment. It has provided equal
opportunities of employment to all without regard to their
caste, religion, colour, marital status and sex.

The Company has in place Policy on Prevention, Prohibition
and Redressal of Sexual Harassment in line with the
requirements of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013.
The Company has constituted an Internal Complaints
Committee for redressal of grievances regarding sexual
harassment received by the Committee. All employees are
covered under this Policy. During the year under review, the
Company has not received any complaints of sexual
harassment. The Company has complied with all the applicable
provisions of the said Act.

Your Directors further state that the during the financial year
2024-25, there were no complaints pending pursuant to the
Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013. The following is reported
pursuant to Section 22 of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013:

a. Number of complaints received in the year : Nil

b. Number of complaints disposed off during the year : Nil

c. Number of cases pending more than ninety days: Nil

d. Number of workshops or awareness programme against
sexual harassment carried out: The Company has conducted
training for creating awareness against the sexual
harassment against the women at work place.

e. Nature of action taken by the employer or district officer:

Not Applicable.

Policy of “Prevention of Sexual Harassment” at workplace is
available to access as and when required. Further, your
company has setup an Internal Complaints Committee (ICC)
which has equal representation of men and women and is
chaired by senior woman and has an external women
representation.

Insurance

The Company’s plant, properties, equipment and stocks are
adequately insured against all major risks including loss on
account of business interruption caused due to property
damage.

Particulars Of Employees

The information required under Section 197 of the Act read
with Rule 5 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules 2014, are given in Annexure II
to this Report.

In accordance with the provisions of Sections 197(12) & 136(1) of
the Act read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the list
pertaining to the names and other particulars of employees
drawing remuneration in excess of the limits set out in the
aforesaid Rules, is kept open for inspection during working
hours (upto the date of ensuing Annual General Meeting) at the
Registered Office of the Company, and the Report & Accounts
are being sent to all the Members of the Company, excluding
the aforesaid particulars of employees. Alternatively, any
Member, who is interested in obtaining these details, may also
write to the Company Secretary at the Registered Office of the
Company or to email id at cs@maanaluminium.in

Corporate Governance

The Company has a strong legacy of following fair,
transparent and ethical governance practices and is committed
to maintain the highest standards of Corporate Governance
and strictly adheres to the Corporate Governance requirements
set out by SEBI. The Company’s Corporate Governance policy is
based on the belief that good governance is an essential
element of business, which helps the Company to fulfill its
responsibilities towards all its stakeholders. The report on
Corporate Governance as stipulated under the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015
(“SEBI Regulations”) forms an integral part of this Report. The
requisite Auditor's Certificate on Corporate Governance
obtained from Mrs. Anita Aswal. Practicing Company
Secretary for compliance with SEBI Regulations is attached to
the report on Corporate Governance.

A Certificate of the Chief Executive Officer (CEO)/Managing
Director (CMD) and Chief Financial Officer (CFO) of the
Company in terms of Regulation 17(8) of the Listing
Regulations is also annexed.

Corporate Social Responsibility

Your Company aims to remain essential to the society with its
social responsibility, strongly connected with the principle of
sustainability, an organization based not only on financial
factors, but also on social and environmental consequences. It
is responsibility of your Company to practice its corporate
values through its commitment to grow in a socially and
environmentally responsible way, while meeting the interest of
Stakeholders.

Our continually rising CSR spend on carefully crafted CSR
programmes that consider the needs of our communities have
helped us win their hearts and made them a part of Maan
family. Key thematic areas of Maan's CSR activities include
Healthcare, Sanitation & Hygiene, Education, Rural and
Community infrastructure development, Water Conservation &
Environmental protection, Women empowerment, including
employment creation initiatives and sustainable livelihood,
promotion of sports and contribution for other social cause.

As required under Section 135 of the Act and Rules made
thereunder, to demonstrate the responsibilities towards social
up-liftment in structured way, the Company has formed a
Corporate Social Responsibility Policy. The Committee reviews
and monitors the CSR projects and expenditure undertaken by
the Company on a regular basis. The Company implements the
CSR projects directly as well as through implementing
partners.

The details of such initiatives, CSR spend etc., have been
provided as Annexure III to this Report, as required under the
Companies (Corporate Social Responsibility Policy) Rules, 2014

Transfer Of Shares Only In Demat Mode

As per SEBI norms, all requests for transfer of securities
including transmission and transposition requests shall be
processed only in dematerialised form. Further vide circular
date 24th January, 2022, SEBI has notified that all request for
duplicate issuance, splitting and consolidation requests too will
be processed in a demat mode only.

Updating KYC Details

Common And Simplified Norms For Processing Investor’s
Service

Efforts are underway to update the Permanent Account
Number (PAN) and bank account details of shareholder(s) as
required by SEBI. The regulator, vide circular dated 3rd
November, 2021 and 15th December, 2021, has mandated
furnishing of PAN, KYC details and nomination by holders of
physical securities by 31st March, 2023 and SEBI further
extended the cut-off date to 30th September, 2023 vide its
Circular dated 16th March, 2023 and CBDT vide its Press
Release, has also extended linking PAN with Aadhaar by 30th
June, 2023 without facing repercussions.

Members are requested to submit their PAN, KYC and
nomination details to the Company's registrars through the
forms.

Listing Of Equity Shares

The Company's equity shares are listed on the BSE Ltd. and
National Stock Exchange of India Ltd. Listing fees have been
paid up to 31st March, 2026.

More details about the Transfer of Shares and Listing of Shares
are given in the Corporate Governance Report.

Compliance With Secretarial Standards

The Board of Directors affirms that the Company has complied
with the applicable Secretarial Standards issued by the Institute
of Company Secretaries of India which have mandatory
application during the year under review.

HUMAN RESOURCES

Your people are your greatest resource. Your Company
encourages and provides regular training to employees to
improve their skills. Your Company has a performance
appraisal system for senior employees and junior management
staff. In- house news-letters provide a forum for information
sharing. Rewarding individuals for their contribution is part of
motivation towards Excellence. More details on this section
form part of Management Discussion and Analysis Report.

Health And Safety/ Industrial Relations

The Company continues to accord high priority to the health
and safety of employees at all locations. During the year under
review, the Company conducted safety training programs for
increasing disaster preparedness and awareness amongst all
employees at the plant. Training programs and mock drills for
safety awareness were also conducted for all employees at the
plant. Safety Day was observed with safety competition
programs with the aim to imbibe safety awareness among all
the employees (both direct and indirect) at the plant.

During the year under review, your Company enjoyed a cordial
relationship with workers and employees at all levels.

Other Disclosures And Information

a. Significant and Material Orders passed by the

Authority

There are no significant or material orders passed by the
Regulators or Courts or Tribunals which impacts the going
concern status of the Company and its future operations.

b. Stock Option

The Company doesn’t have any Stock options scheme.

Appreciation

Your directors are thankful to the Central and State
Government Departments, Organizations and Agencies for
their continued guidance and co-operation. The Directors are
grateful to all valuable Stakeholders, Dealers, Vendors, Banks
and other business associates for their excellent support and
help rendered during the year. The Directors also
acknowledged the commitment and valued contribution of all
employees of the Company.

Your directors wish to place on record their appreciation for
the support and guidance provided by its Promoter.

Date: 12.08.2025 By order of the Board

For Maan Aluminium Limited

Place: New Delhi

Ravinder Nath Jain
Chairman & Managing Director