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MULTIBASE INDIA LTD.

28 November 2025 | 12:00

Industry >> Plastics - Plastic & Plastic Products

Select Another Company

ISIN No INE678F01014 BSE Code / NSE Code 526169 / MULTIBASE Book Value (Rs.) 110.14 Face Value 10.00
Bookclosure 27/11/2024 52Week High 465 EPS 11.61 P/E 18.81
Market Cap. 275.62 Cr. 52Week Low 211 P/BV / Div Yield (%) 1.98 / 24.27 Market Lot 1.00
Security Type Other

DIRECTOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2025-03 

Our directors are pleased to present their 34th Annual Report
on the business and operations of the Company along with
the audited financial statements for the financial year ended
March 31,2025.

FINANCIAL SUMMARY

The highlights of the financial performance of the Company,
for the year ended March 31, 2025, are summarized
hereunder:

Financial Result

Year ended
March 31,
2025

Year ended
March 31,
2024

Revenue from Operations

7,074.87

6,473.67

Other Income

605.78

777.02

Total Income

7,680.65

7,250.69

Less: Expenses other than
Depreciation

5,598.30

5,650.09

Profit before Depreciation

2,082.35

1,600.60

Depreciation

112.96

101.16

Profit before Tax

1,969.39

1,499.44

Provision for tax

503.9

384.22

Profit after Tax

1,465.49

1,115.22

Dividend Declared

6,688.60

378.60

Other comprehensive
income, net of taxes

(4.03)

0.28

Total comprehensive
income for the year

1,461.46

1,114.94

Balance brought forward
from previous year

12,194.72

11,332.18

Balance carried forward to
Balance Sheet

6,588.98

12,194.72

OPERATIONS

The Company is operating in Automotive, Consumer &
Industrial and Thermoplastic Additives with its customers
largely present in India.

During the year under review, the Company reported gross
revenue from operations of ' 7,074.87 Lacs as against
' 6,437.67 Lacs during FY 2023-24. The Company reported
profit before tax of ' 1,969.39 Lacs and Profit after Tax of
' 1,465.49 Lacs as against ' 1,499.44 Lacs and ' 1,115.22
Lacs respectively for the previous financial year.

During the year under review, the revenue from operations
increased by 8.50% as compared to last year and is mainly
on account of Silicon Master batch products and shifting of
customer base.

During the year, the strategic shift in the sourcing also enabled
procurement of key raw materials at a lower cost. This has
led to contributing to improved gross margins of 38% against
30% of last year. The initiative reflects our continued focus
on optimizing the supply chain and strengthening vendor
partnerships to support long-term profitability.

The Company earned an interest income of ' 499.80 lakhs
from fixed deposits. This was primarily driven by favorable
changes in India's monetary policy environment and
improved interest rates negotiated with banking partners.
However, the interest income was lower compared to the
previous year's ' 623.75 lakhs, owing to a reduction in fixed
deposit balances following the disbursement of a significant
interim dividend during the year.

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

DIVIDEND

During the financial year 2024-25, the Board of Directors
declared a ‘special interim dividend' of ' 53 per share,
amounting to a total payout of ' 6,688.60 lakhs, out of the
Company's reserves. This dividend represents a direct return
of value to our shareholders and underscores the Board's
confidence in the Company's strong financial position and
long-term growth prospects.

TRANSFER TO RESERVES

The Board of Directors did not recommend transfer of any
amount of Profit to reserves during the year under review.

CHANGES IN SHARE CAPITAL

As on March 31, 2025, the authorized share capital was
' 13,00,00,000/- comprising of 1,30,00,000 equity shares of
' 10/- each and paid-up share capital of the Company was
' 12,62,00,000/- consisting of 1,26,20,000 equity shares of
' 10/- each. There were no changes in the Share Capital
of the Company. Further, the Company has not issued any
shares, securities/instruments convertible into equity shares,
sweat equity shares and shares with differential voting rights.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

As on March 31, 2025, the Board of Directors of your
Company consisted of 6 (Six) Directors, comprising of 1
(One) Managing Director, 3 Non- Executive Independent
Directors (including 1 (One) Independent Woman Director)
and 2 (Two) Non-executive & Non-Independent Directors.

The composition of the Board is in accordance with the
requirements prescribed in the SEBI Listing Regulations and
the Companies Act, 2013 (‘
the Act').

Appointment of Directors

Based on the recommendation of the Nomination and
Remuneration committee, the Board of Directors at their
meeting held on November 26, 2024,
inter alia, considered
and approved, the appointments of :

1. Mr. Jason Galinski (DIN: 10548403) as an Additional
Director (Non-Executive and Non-Independent), liable to
retire by rotation;

2. Mr. Pankajkumar Holani (DIN: 10843892) as Managing
Director, to hold office for a term of 3 (three) years with
effect from January 01,2025 till December 31,2027, not
liable to retire by rotation;

Further, Mr. Mohd Sopin Peerzade (DIN: 11142143) was
appointed as an Additional Director (Non-Executive and
Non-Independent), liable to retire by rotation by Board at
their meeting dated with effect from August 25, 2025.

Mr. Pankajkumar Holani, Mr. Jason Galinski, Mr. Mohd Sopin
Peerzade are not debarred from holding the office of director
on account of any order of SEBI or any other such authority.

The members of the Company had approved the appointment
of Mr. Pankajkumar Holani (DIN: 10843892) and Mr. Jason
Galinski (DIN: 10845403) through the Postal Ballot dated
February 23, 2025.

Further, the Company has received the requisite Notice under
Section 160 of the Companies Act, 2013, from a Member in
writing proposing the appointment Mr. Mohd Sopin Peerzade
(DIN: 11142143) as a Non-Executive Non-Independent
Director of the Company.

Brief profile of Mr. Mohd Sopin Peerzade (DIN: 11142143) as
required under Regulation 36(3) of the Listing Regulations
and Secretarial Standards - 2, is annexed to the notice
convening the Annual General Meeting, which forms part of
this Annual Report.

Resignation of Directors

Mr. Mark Stephen Metaxas (DIN: 09607494), Non-Executive
and Non-Independent Director of the Company resigned with
effect from close of business hours of September 25, 2024 to
pursue other opportunities.

Mr. Deepak Arun Dhanak (DIN: 03157491) ceased to be
the site manager and Managing Director with effect from
close of business hours of October 23, 2024 on account of
personal reasons.

Mr. Krishnakumar Phophalia (DIN: 08395171) ceased be a
Non-Executive Non-Independent Director of the Company
with effect from close of business hours of August 25, 2025
due to separation of the Electronic Business from the DuPont.

The Board places on record its immense appreciation for
their valuable contribution to the Company.

Retirement by rotation

Pursuant to the provisions of Section 152(6) of the
Companies Act, 2013 (‘the Act'), Mr. Jason Galinski (DIN:
10845403), Non-Executive & Non-Independent Director of
the Company, is liable to retire by rotation at the ensuing
AGM of the Company and being eligible has offered himself
for re-appointment.

Brief profile of Mr. Jason Galinski (DIN: 10845403), as
required under Regulation 36(3) of the Listing Regulations
and Secretarial Standards - 2, is annexed to the notice
convening the Annual General Meeting, which forms part of
this Annual Report.

Declaration From Independent Directors

Pursuant to the provisions of Section 149 of the Act, the
Independent Directors have submitted declarations that each
one of them meets the criteria of independence as provided in
Section 149(6) of the Act along with Rules framed thereunder
and Regulation 16(1)(b) of the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (“SEBI Listing Regulations”). The Directors
have further confirmed that they are not debarred from
holding the office of the director under any SEBI order or
any other such authority. During FY 2024-25, there here has
been no change in the circumstances affecting their status as
Independent Directors of the Company. Pursuant to Clause
VII (1) of Schedule IV of the Companies Act, 2013, a separate
meeting of the Independent Directors was held.

During the year under review, the Non-Executive Independent
Directors of the Company had no pecuniary relationship or
transactions with the Company, other than sitting fees and
reimbursement of expenses, if any incurred by them for the
purpose of attending meetings of the Board/ Committee of
the Company.

The criteria for appointment of Directors and Senior
Management, related matters and the remuneration policy
is provided in ‘
Annexure I' to this Report. The remuneration
policy of the Company is designed to attract, motivate and
retain employees in a competitive market. The Nomination
and Remuneration Policy can be accessed on the website
of the Company at
https://www.multibaseindia.com/pdf/
Multibase-Remuneration-Policy.pdf

Based on the declarations received, none of the Directors is
disqualified from being appointed / re-appointed as a Directors
of the Company as per the disclosures received from them
pursuant to Section 164(2) of the Companies Act, 2013.

Key Managerial Personnel

Pursuant to the provisions of Section 203 of the Act, the
Key Managerial Personnel of the Company as on March
31, 2025 were Mr. Pankajkumar Holani, Managing Director;

Mr. Ashish Bhatt, Chief Financial Officer and Ms. Parmy
Kamani, Company Secretary & Compliance Officer.

During the year under review, Mr. Pankajkumar Holani, ceased
to be the Chief Financial Officer with effect from the close
of business hours of December 31, 2024, and was elevated
as the Managing Director of the Company with effect from
January 01,2025.

Further, the Board of Directors of the Company at their
meeting held on November 26, 2024, appointed Mr. Ashish
Bhatt as Chief Financial officer (“CFO”) of the Company with
effect from January 01,2025.

Senior Managerial Personnel

Mr. Deepak Karhadey and Mr. Apurba Kumar Roy, the Senior
Management Personnel resigned with effect from October
23, 2024, and October 29, 2024, respectively.

Mr. Anand Gadkari & Mr. Abhishek Singh Chauhan were
appointed as Site Manager and Key account Manager-Sales
respectively and designated as Senior Managerial Personnel
with effect from February 06, 2025, and May 01, 2025,
respectively.

Further, all the Directors, Key Managerial Personnel and
Senior Management of the Company have affirmed their
compliance with the Code of Conduct of the Company for
FY 2024-25.

The Company has in place a Nomination and Remuneration
Policy (‘Policy'), which provides guidance on selection
and nomination of Directors to the Board of the Company;
appointment of the Senior Management Personnel of the
Company; and remuneration of Directors, KMP and other
employees. The term of reference of the said policy is also
provided in the Report on Corporate Governance, which
forms part of this Report, and is available on the website of the
Company and can be accessed at
Multibase-Remuneration-
Policy.pdf

Meetings of the Board

During the year under review, five (5) Board meetings were
held on May 29, 2024, August 08, 2024, November 13, 2024,
November 26, 2024 and February 13, 2025. Further details
of the Board Meeting and Committee Meetings including the
attendance of the Directors are provided in the Corporate
Governance Section of the Annual Report.

DIRECTORS’ RESPONSIBILITY STATEMENT

In terms of Section 134(5) of the Act, in relation to the audited
financial statements of the Company for the year ended
March 31,2025, the Board of Directors hereby confirms that:

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

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

c. the Directors 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;

d. the annual accounts have been prepared on a going
concern basis;

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

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

PERFORMANCE EVALUATION

The Company has laid down a process for performance
evaluation of the Board and its Committees as well as a
framework for evaluation of the performance of each of the
Directors. The evaluation criteria include inter alia, structure
of the Board, qualifications, experience and competency
Directors, diversity in Board, effectiveness of the Board
process, information and functioning, Board culture and
dynamics, quality of relationship between the Board and
management, meeting of the Board, including regularity
and frequency, discussion and dissent, corporate culture
and values, governance and compliance, evaluation of risk
amongst others. The criteria is based on the Guidance Note
on Board Evaluation issued by the Securities and Exchange
Board of India on January 05, 2017. The evaluation of the
Chairman, Non-independent Directors and the Board was
conducted at a separate meeting of Independent Directors
held during the year. The evaluation process is conducted
and monitored by the Chairperson, Independent Director
Committee (‘IDC'). For the Financial Year 2024-25, the
performance evaluation was conducted as per the process
adopted by the Company, as is detailed out above.

DETAILS WITH RESPECT TO THE PROGRAMME FOR
FAMILIARISATION OF INDEPENDENT DIRECTORS

The Independent Directors of the Company are apprised
about their roles, rights, responsibilities in the Company,
nature of the industry in which the Company operates, and
related matters from time to time. Periodic presentations are
made at the Board and Committees meetings relating to the
Company's performance.

The details of the familiarization programme are uploaded on
the website of the Company at
https://www.multibaseindia.com/
pdf/familiarisation-programme-independent-directors.pdf.

DISCLOSURE UNDER SECTION 197(12) OF THE
COMPANIES ACT, 2013 AND OTHER DISCLOSURES
AS PER RULE 5 OF COMPANIES (APPOINTMENT &
REMUNERATION) RULES, 2014

Details of employee's remuneration as required under
the provisions of Section 197 of the Act and Rule 5(2) and
5(3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 shall be made available at
the Registered Office of the Company during working hours
to any member on request. The members can also send an
email to
compliance.officer@multibaseindia.com.

The information required pursuant to Section 197 read with
Rule 5 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 are furnished in
Annexure II' which forms part of this Report.

COMMITTEES OF THE BOARD OF DIRECTORS

The Company has Four (4) Board-level Committees, which
have been constituted in compliance with the provisions of
the Act and SEBI Listing Regulations:

1. Audit Committee;

2. Nomination and Remuneration Committee;

3. Stakeholders Relationship Committee; and

4. Corporate Social Responsibility Committee

During the year, all the recommendations made by the
Committees were considered and approved by the Board.

I. AUDIT COMMITTEE

The Audit Committee was constituted in compliance with
the provisions of Section 177 of the Act and Regulation
18 of the SEBI Listing Regulations. As on March 31,2025,
the Members of the Audit Committee were Mr. Piyush
Sohanrajji Chhajed (Chairman), Mr. B.Renganathan
(Member) and Mr. Krishan Kumar Phophalia (Member).

The details of meetings of the Committee held along
with attendance of members thereof during FY 2024¬
25 and Role of the Audit Committee are provided in the
Corporate Governance Report annexed to this Report.

During FY 2024-25, there were no such instances where
the Board had not accepted the recommendations of the
Audit Committee.

The scope and terms of reference of the Audit Committee
is in accordance with the Act and it reviews the information
as required under SEBI Listing Regulations.

RELATED PARTY TRANSACTIONS

All Related Party Transactions that were entered during
the year under review were on an arm's length basis and

in the ordinary course of business and are in compliance
with the applicable provisions of the Act and the Listing
Regulations.

The Company has formulated and adopted a policy
on dealing with related party transactions, in line
with Regulation 23 of the Listing Regulations, which
is available on the website of the Company at
https://
www.multibaseindia.com/pdf/Policy-on-related-party-
transactions-including material-RPTs.pdf

Pursuant to the SEBI Listing Regulations and the terms
of reference, the Audit Committee undertakes quarterly
review of related party transactions entered into by the
Company with its related parties, pursuant to Regulation
23 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and Section 177 of the
Companies Act, 2013.

Pursuant to clause (h) of sub-section (3) of Section 134
of the Act and Rule 8(2) of the Companies (Accounts)
Rules, 2014, the details of contracts / arrangements
entered with related parties in prescribed Form AOC-2,
is enclosed with this Report as ‘
Annexure III'.

During the year under review, the Company obtained
approval of its members through Postal Ballot on
March 30, 2025, for entering into material related party
transaction(s) of Purchase and sale of goods and
miscellaneous reimbursement for a period of one year
commencing from April 1,2025 upto March 31,2026, with
Multibase S.A., Promoter Holding Company amounting
to ' 30,00,00,000/- (Rupees Thirty Crore only).

The particulars of contracts or arrangements entered
into with the related parties are set out in Note 33 of the
financial statements of the Company forming part of the
Annual Report.

II. NOMINATION AND REMUNERATION COMMITTEE

The Nomination & Remuneration Committee was
constituted in compliance with the provisions of Section
178 of the Act and Regulation 19 of the SEBI Listing
Regulations. As on March 31, 2025, the Members of
the Nomination and Remuneration Committee were
Mr. Piyush Sohanrajji Chhajed (Chairman),

Mr. Krishankumar Phophalia (Member), and Ms. Bharti
Pradeep Dhar (Member).

The details of meetings of the Committee held along with
attendance of members thereof during FY 2024-25 and
Role of the Nomination and Remuneration Committee
are provided in the Corporate Governance Report
annexed to this Report.

The scope and terms of reference of the Nomination and
Remuneration Committee is in accordance with the Act,
2013 and it reviews the information as required under
SEBI Listing Regulations.

III. STAKEHOLDERS RELATIONSHIP COMMITTEE

Stakeholders Relationship Committee was constituted in
compliance with the provisions of Section 178 of the Act
and Regulation 20 of the SEBI Listing Regulations. As
on March 31, 2025, the members of the Stakeholder's
Relationship Committee were Mr. B. Renganathan
(Chairman), Mr. Piyush Sohanrajji Chhajed (Member),
Mr. Pankajkumar Holani (Member).

Mr. Deepak Arun Dhanak ceased to be member of the
Stakeholder Relationship Committee with effect from
October 23, 2024. Subsequently, Mr. Pankajkumar
Holani was inducted as a member of the Stakeholders
Relationship Committee with effect from January 1,
2025. The Committee was re-constituted accordingly to
reflect this change.

The details of meetings of the Committee held during FY
2024-25 along with attendance of members thereof and
status of grievances received from various stakeholders
during the financial year and Role of the Stakeholders
Relationship Committee are provided in the Corporate
Governance Report annexed to this Report.

The scope and terms of reference of the Stakeholders
Relationship Committee is in accordance with the Act
and it reviews the information as required under SEBI
Listing Regulations.

As on March 31, 2025, the Share Transfer Committee
comprising of Mr. Pankajkumar Holani (Chairman) and
Mr. Krishan Kumar Phophalia (Member) was constituted
for the purpose of carrying out timely activities such as
Dematerialisation of Shares, Transfer of Shares, Issue of
Duplication Shares, Loss of Share Certificate and any
other purpose deems to be fit for Transfer/Transmission
of Shares of the Shareholders of the Company.

With effect from January 01, 2025, the Share Transfer
committee was re-constituted following the induction
of Mr. Pankajkumar Holani as a Managing Director and
resignation of Mr. Deepak Arun Dhanak with effect from
October 23, 2024.

IV. CORPORATE SOCIAL RESPONSIBILITY (CSR)
COMMITTEE AND ITS INITIATIVES

Your Board of Directors have formulated the Corporate
Social Responsibility (CSR) Policy pursuant to the
provisions of Section 135 of the Act read with the
Companies (Corporate Social Responsibility Policy)
Rules, 2014, based on the recommendations of the CSR
Committee.

The CSR Policy is available on the website of the Company
at
https://www.multibaseindia.com/pdf/Multibase

As on March 31, 2025, the members of the CSR
Committee were Mr. B. Renganathan (Chairman),
Mr. Pankajkumar Holani (Member), and Ms. Bharti
Pradeep Dhar (Member).

Mr. Deepak Arun Dhanak ceased to be a member of
the CSR Committee with effect from October 23, 2024.
Subsequently, Mr. Pankajkumar Holani was inducted as
a member of the Committee with effect from January 1,
2025, and the Committee was reconstituted accordingly.

A brief outline of the CSR Policy of the Company and
the Annual Report on CSR activities as required by the
Companies (Corporate Social Responsibility Policy)
Rules, 2014, are set out in ‘
Annexure IV' to this Report.

AUDITORS

STATUTORY AUDITORS AND THEIR REPORTS

The Members of the Company at the 32nd AGM held on
September 15, 2023, approved the appointment of M/s.
MSKA & Associates, Chartered Accountants (ICAI Firm
Registration No. 105047W) as the statutory auditors of
the Company for a period of 5 years commencing from
the conclusion of the 32nd AGM, until the conclusion of
the 37th AGM of the Company to be held in 2028.

The report issued by Statutory Auditors for FY 2024-25
does not contain any qualifications or adverse remarks.
Statutory Auditors have not reported any frauds under
Section 143(12) of the Companies Act, 2013.

SECRETARIAL AUDITOR AND SECRETARIAL AUDIT
REPORT

Pursuant to the provisions of Section 204 of the Act
and the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, the Board had
appointed Dhrumil M. Shah Co. LLP, Practicing Company
Secretaries, to conduct a Secretarial Audit of the
Company for the financial year 2024-25. The Secretarial
Audit Report is annexed herewith as ‘
Annexure V'.

The Secretarial Audit Report does not contain any
qualification, reservation or adverse remark.

Further, based on the recommendation of the Audit
Committee and subject to the approval of the Members
of the Company at the forthcoming 34th Annual General
Meeting, the Board of Directors of your Company, at its
meeting held on August 08, 2025, appointed
Dhrumil M.
Shah Co. LLP Practicing Company Secretaries,
as the
Secretarial Auditors of the Company for a term of five
(5) consecutive years—i.e., from the conclusion of the
34th Annual General Meeting until the conclusion of the
39th Annual General Meeting to be held during the
calendar year 2030.

The Board has received the consent and eligibility letter
from the Secretarial Auditor confirming their willingness
to act as Secretarial Auditor and affirming that they are
not disqualified from being appointed for the aforesaid
term.

COST AUDITORS

As per Section 148 of the Act, the Company is required
to have the audit of its cost records conducted by a
Cost Accountant. The Board of the Company has on the
recommendation of the Audit Committee, approved the
appointment of M/s. B. F. Modi & Associates, a firm of
Cost Accountant in Practice (Registration No.100604) as
the Cost Auditors of the Company to conduct cost audit
for relevant products prescribed under the Companies
(Cost Records and Audit) Rules, 2014 for the year ending
March 31,2026.

The Cost Audit Report for FY2024-25 affirms the
maintenance of cost and audit records and does
not contain any qualification, reservation, or adverse
remarks.

M/s. B. F Modi & Associates have under Section 148(1)
of the Act and the Rules framed thereunder furnished a
certificate of their eligibility and consent for appointment.

The Board on recommendations of the Audit Committee
has approved the remuneration payable to the Cost
Auditor, subject to ratification of their remuneration by
the Members at this AGM. The resolution approving
the above proposal is being placed for approval of the
Members in the Notice for this AGM.

INTERNAL AUDITORS

M/s. Mukund & Rohit, Chartered Accountants, (Firm
Regn. No. 113375W), conducted internal audit of the
Company for FY 2024-25. Audit observations and
corrective actions thereon were presented to the Audit
Committee from time to time. No instances of fraud,
suspected fraud, irregularity or failure of internal control
systems of material nature were reported by the Internal
Auditors during the year.

M/s. Mukund & Rohit, Chartered Accountants were
appointed as Internal Auditors of the Company for the
FY 2025-26.

MANAGEMENT DISCUSSION & ANALYSIS

Pursuant to Regulation 34 of the SEBI Listing Regulations,
a separate section on Management Discussion and
Analysis Report is annexed to this Directors' Report.

CORPORATE GOVERNANCE

In terms of Regulation 34(3) of the SEBI Listing
Regulations, the Corporate Governance Report,
Management Discussion & Analysis Report, and the
Auditors' Certificate regarding Compliance to Corporate
Governance requirements forms part of this Annual
Report.

DEPOSITS

The Company has not accepted any deposits from the
public and as such, no amount on account of principle
or interest on deposits from the public was outstanding
as on the date of the Balance Sheet.

LOANS, INVESTMENTS AND GUARANTEES

There were no loans, guarantees and investments made
by the Company under Section 186 of the Companies
Act, 2013 during the year under review.

REPORT ON THE PERFORMANCE OF SUBSIDIARIES,
ASSOCIATES AND JOINT VENTURE COMPANIES

The Company did not have any Subsidiaries, Associates
or Joint venture Companies during FY 2024-25.

REVISION OF FINANCIAL STATEMENTS

There was no revision made to the financial statements
for any of the three financial years preceding FY 2024-25.

ANNUAL SECRETARIAL COMPLIANCE REPORT

The Company has conducted an examination of all
applicable compliances as per SEBI Listing Regulations
and the Circulars/Guidelines issued thereunder, for the
financial year 2024-25.

The Annual Secretarial Compliance Report, issued by
Dhrumil Shah & Co., LLP Practicing Company Secretary,
was required to be submitted to the Stock Exchange
within 60 days of the end of the financial year. The
Report does not contain any qualification, reservation or
adverse remark.

INTERNAL FINANCIAL CONTROL AND INTERNAL
AUDIT

The Company has an adequate Internal Financial
Control System commensurate with the size and nature
of its business. The Company continues to engage
M/s. Mukund & Rohit, Chartered Accountants as its
Internal Auditor. During the year, the Company continued
to implement their suggestions and recommendations
to improve the control environment. Their scope of
work includes review of processes for safeguarding the
assets of the Company, review of operational efficiency,
effectiveness of systems and processes, and assessing
the internal control strengths in all areas. Internal
Auditors findings are discussed with the process owners
and suitable corrective actions are taken as per the
directions of Audit Committee on an ongoing basis to
improve efficiency in operations.

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

The particulars pursuant to Section 134(m) of the
Companies Act, 2013 and read with Rule 8(3) of the
Companies (Accounts) Rules, 2014, is attached with this
report as
Annexure VI'.

RISK MANAGEMENT

The Company recognizes risk management as an
integral component of good corporate governance and
fundamental in achieving its strategic and operational
objectives. It improves decision-making, defines
opportunities and mitigates material events that may
impact shareholder value. The Board has also adopted a
Risk Management Policy. The Company has adopted an
enterprise-wide framework that incorporates a system
of risk oversight, risk management and internal control
designed to identify, assess, monitor and manage risks
consistent with the size of the business. Multibase applies
risk management in a well-defined, integrated framework
that promotes awareness of risks and understanding of
the company's risk tolerances. The Risk Management
Framework enables a systematic approach to risk
identification, leverage of any opportunities and provides
treatment strategies to manage, transfer and avoid risks.

VIGIL MECHANISM POLICY

In compliance with the provisions of Section 177(9) of
the Act read with Rule 7 of the Companies (Meetings of
Board and its Powers) Rules, 2014, the Company has
an established Vigil Mechanism Policy-Whistle Blower
Policy for Directors and employees to report concerns
about unethical behavior, actual or suspected fraud or
violation of the Company's Code of Conduct or ethics
policy.

The employees of the Company have the right to report
their concern or grievance to the Chairman of the Audit
Committee. The Whistle Blower Policy is available on
the website of the Company
https://www.multibaseindia.
com/pdf/mil-whistle-blower-policy.pdf

No instances under the Whistle Blower Policy were
reported during FY 2024-25.

PREVENTION OF SEXUAL HARASSMENT AT
WORKPLACE

The Company has formulated a Policy on Prevention of
Sexual Harassment in accordance with the provisions
of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013
and the Rules made thereunder which is aimed at
providing everyone at the workplace a safe, secure
and dignified work environment. The Company has
complied with the applicable provisions of the Sexual
Harassment of Women at Workplace (Prevention,

Prohibition and Redressal) Act, 2013 and the rules made
thereunder, including constitution of the Prevention of
Sexual Harassment Committee (Internal Complaints
Committee). All employees (permanent, contractual,
temporary, trainees) are covered under this policy. There
were no complaints received or disposed of during the
year under review. Therefore, there were no complaints
either outstanding for more than 90 days or at the end of
the financial year.

The Company has duly complied with the applicable
provisions of the Maternity Benefit Act, 1961 concerning
maternity leave, medical benefits, and other entitlements
for its female employees.

SECRETARIAL STANDARDS

The Directors confirm that applicable Secretarial
Standards, i.e., SS-1 and SS-2, relating to ‘Meetings
of the Board of Directors' and ‘General Meetings',
respectively, were followed by the Company during
FY 2024-25.

ANNUAL RETURN

The Annual Return of the Company as on March 31,
2025 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
https://www.multibaseindia.com/policies.php

OTHERS:

• There were no significant and/ or material orders
passed by the regulators or courts or tribunals
during FY2024-25, which could have an impact on
the going concern status of your Company and its
operations in future.

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

• During FY2024-25, the properties, assets and
inventories of your Company were safeguarded and
insured properly.

• During FY2024-25, there were no material or serious
instances of fraud, falling within the purview of
Section 143(12) of the Act and rules made there
under, by officers or employees of the Company
during the course of the audit conducted.

• There were no instances on Unpaid/Unclaimed
Dividend transferred to Investor Education and
Protection Fund (“IEPF”) in terms of applicable
provisions of the Act read with the Investor Education
and Protection Fund Authority (Accounting, Audit,
Transfer and Refund) Rules, 2016.

GREEN INITIATIVES

We request all the members to support the ‘Green
Initiative' of the Ministry of Corporate Affairs and
Company's ongoing commitment to a greener
environment by consenting to receive the Annual
Report, AGM Notice and other documents electronically
to your email address registered with your Depository
Participant/ RTA.

CAUTIONARY NOTES

The statements forming part of the Board's Report
may contain certain forward-looking remarks within the
meaning of applicable securities laws and regulations.
Various factors could cause the actual results,
performances, or achievements of the Company to
materially differ from any future results, performances,
or achievements expressed or implied by such forward¬
looking statements.

ACKNOWLEDGEMENT

Your directors, place on records their appreciation for
the contributions made by the employees at all levels

enabling the Company to achieve performance during FY
2024-25. Your Directors thank the Central Government,
Government of Diu & Daman Union Territory as also
the Government agencies, bankers, local bodies,
Registrar of Companies, stock exchanges, depositories,
shareholders, customers, vendors, associates of the
Company and other related organizations for their
continuous co-operation and support in progress of
the Company and also look forward to their continued
confidence and trust in the Company.

For and on behalf of the Board of Directors of
Multibase India Limited

B. Renganathan Pankajkumar Holani

Chairman- Independent Director Managing Director
DIN:01206952 DIN: 10843892

Place: Mumbai Place: Hyderabad

Date: August 25, 2025 Date: August 25, 2025