Markets

Your Directors are pleased to present the Company's Twenty Third 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 31,2026.

Financial Results

A summary of the Standalone financial performance of your
Company, for the financial year ended March 31, 2026, is as
under:

Return To Inuestors (Diuidend)

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

Transfer To Reserves

We do not propose to transfer any amount to general reserue
on declaration of diuidend.

Sub Division / Split of Equity Shares

During the Financial Year there is no Sub diuision/Spllt 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,
2026, is Rs. 30,00,00,000/- (Rupees Thirty Crores only)
diuided into 6,00,00,000 (Thirty Crores) Equity Shares of
Rs. 5/- (Rupees Five Only) each.

Paid-up Share Capital: During the year, the follouuing changes
had taken place in the paid-up share capital of the Company:

The Company made preferential allotment of 59,00,000
equity shares on Nouember 29, 2025 to entitles belonging to
Promoter Croup and Non-Promoter, Public Category, after
receipt of 100% of the Issue Price of Rs. 141.00 per equity
shares, as subscription amount in accordance with the
provisions of the SEBI (Issue of Capital and Disclosure
Requirements) Regulations, 2018.

Subsequently, the Board of Directors ("Board”) of the
Company uide resolutions passed by circulations on January
16, 2026 allotted 59,00,000 equity shares (Face Value: Rs. 5/-
each), after receipt of balance 75% of the Issue Price per
Warrant.

The Paid-up Share Capital of the Company as on March 31,
2026, is Rs. 29,99,24,320/- diuided Into 5,99,84,864 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, 2026, is Rs. 27,475.24 Lakhs as
compared to Rs. 17,843.82 Lakhs for the previous financial
year ended March 31, 2025.

Contribution To The Exchequer

Your Company ouer the years has been enabling significant
contribution to various taxes. During the financial year 2025 -
26, your Company has made the direct tax contribution of Rs.
344.31 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 uolatility 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 ouercame the
challenges posed by all these and performed well during the FY
2025-26.

This uuas achieued through leueraging the export opportunities
bought by the grouuing trend of export and offering quality
seruice. With a resolution to prouide best- in-class product at
the louuest cost, your Company deliuered strong grouuth ouer
the preuious year.

The Company reported earnings results for the fourth quarter
and full year ended March 31, 2026. For the fourth quarter, the
company reported reuenue from operations as INR 25,456.94
lakhs compared to INR 24586 lakhs a year ago. Total income as
INR 25,812.95 lakhs compared to INR 24723 lakhs a year ago.
Net profit as INR 170.00 lakhs compared to INR 394 lakhs a
year ago. Basic earnings per share from continuing operations
uuas INR 0.29 compared to INR 0.73 a year ago. Diluted
earnings per share from continuing operations uuas INR 0.29
compared to INR 0.73 a year ago.

For the full financial year, reuenue from operations reported as
INR 80,870.94 Lakhs compared to INR 81017 lakhs a year ago.
Total Income as INR 81,921.95 lakhs compared to INR 81550
lakhs a year ago. Net profit uuas INR 1,303.00 lakhs compared
to INR 1551 lakhs a year ago. Basic earnings per share from
continuing operations uuas INR 2.35 compared to INR 2.87 a
year ago. Diluted earnings per share from continuing
operations uuas INR 2.35 compared to INR 2.87 a year ago.

The Financial Statement of the Company for the FY 2025-26 is
prepared in compliance uuith the applicable prouisions 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 approued by their
respectiue Board of Directors.

The Audited Financial Statement along uuith Auditor Report for
the FY 2025-26 into consideration haue been annexed to the
Annual Report and also made auailable on the uuebsite of the
Company uuhich can be accessed at
uuuuuu.maanaluminium.com

Financial Liquidity And Credit Rating:

Cash and cash equiualent as on 31st March, 2026 uuas Rs. 8.73
lakhs (excluding margin money, Capex term deposits of Rs.
3,802.85 lakhs or under lien deposit of Rs. 22.23 lakhs) uis-a-
uis Rs. 3.51 lakhs in the preuious year (excluding margin money
or under lien deposit of Rs.23.24 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 uuorking capital management is robust and
inuolues a uuell-organized process, uuhich facilitates
continuous monitoring and control ouer receiuables, payables,
inuentories and other parameters.

Material Changes and Commitments if Any, Affecting The
Financial Position of The Company

There uuere no material changes and commitments in terms of
Section 134(3)(l) of the Act, affecting the financial position of
the Company betuueen the end of the financial year of the
Company as on 31^st March, 2026 and the date of this report i.e.
13^th August, 2026.

Future Outlook

Your Company has been able to built-up good order book in all
segments and sectors in domestic market as uuell as global
market ouer the years. The Company continues to uuork
touuards strengthening domestic order book and improuing the
international order book going foruuard. The present order
book and the opportunities in the Indian metal space as uuell as
International market giues good uisibility touuards a sustainable
and profitable grouuth going foruuard.

During the year under reuieuu, the Company further expanded
its ualue-added product portfolio by installing a state-of-the-
art precision aluminium tubing machine at its Deuuas facility.
This strategic addition uuill enable the manufacture of high-
precision aluminium tubes, support import substitution and
enhance the Company's ability to serue the automotiue,
electric uehicle and other specialised engineering sectors.

Apart from aboue your company has acquired -

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

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

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

Finance

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

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 Knouuledge and
ability, confirm that:

i. In the preparation of the annual accounts, the applicable
accounting standards had been follouued along uuith proper
explanation relating to material departures;

ii. They haue selected such accounting policies and applied
them consistently and made judgments and estimates that
are reasonable and prudent so as to giue a true and fair uieuu
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 haue taken proper and sufficient care for the
maintenance of adequate accounting records in accordance
uuith the prouisions of this Act for safeguarding the assets of
the Company and for preuenting and detecting fraud and
other irregularities;

iu. They haue prepared the annual accounts on a going concern
basis; and

u. They haue laid douun internal financial controls to be
follouued by the Company and that such internal financial
controls are adequate and uuere operating effectiuely

ui. They haue deuised proper systems to ensure compliance
uuith the prouisions of all applicable lauus and that such
systems uuere adequate and operating effectiuely.

Transfer To General Reserue:

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

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

Pursuant to the prouisions 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/undaimed 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, 2026 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 8
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 prouisions 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. Ashish Jain (DIN No. 06942547), 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 August 13, 2026, based on the recommendation of the
Nomination 8 Remuneration Committee, has re-appointed Mr.
Ashish Jain (DIN No. 06942547) 8 Mrs. Priti Jain (DIN:
01007557), as Whole time Executive Director of the Company
for the period from April 1, 2027 to March 31, 2030, and the
same is being placed before the shareholders of the Company
in the ensuing Annual General Meeting for their approval.

The Board of Directors of the Company at their meeting held
on August 13, 2026, based on the recommendation of the
Nomination 8 Remuneration Committee, has re-appointed Mr.
Naueen Gupta (DIN : 10252320), as Whole time Executive
Director of the Company for the period from April 1, 2026 to
March 31, 2029, and the same is being placed before the
shareholders of the Company in the ensuing Annual General
Meeting for their approval.

Appointment of Director

The Board of Directors of the Company, based on the
recommendation of NRC and resolution passed by Circulation
by Board on 31^th March, 2026 had appointed Mr. Karan Bhatia
(DIN: 11633574) as Additional Director designated as Non
Executive Independent Director subject to the approval of
members of the Company with effect from 01^st April, 2026 for
a period of 5 (Five) years, in the casual vacancy caused due to
completion of second term as Independent Director of Mr.
Suresh Chandra Malik (DIN: 05178174). On 28^th June, 2026 the
members of the Company passed Special Resolution through
postal ballot for appointment of Mr. Karan Bhatia (DIN:
11633574) as Independent Director of the Company for a period
beginning from 01^st April 2026 to 31^st March 2031.

The Company has received notice as per the prouisions 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. Suresh Chandra Malik (DIN: 05178174) as
Independent Director is for the second term of fiue year was up
to March 31, 2026. 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 Executiue
Independent Director on the Board of the Company.

Board Independence

Our definition of ‘independence’ of Directors is deriued 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 receiued from the
Directors and on eualuation of the independence of directors
during the Board eualuation process and assessing ueracity of
disclosures, the following Non-Executiue Directors are
Independent:

a) Mr. Rajpal Jain

b) Mr. Suresh Chander Malik (ceased to be a director w.e.f. 31^st
March, 2026)

c) Mr. Anil Kumar Jain

d) Mr. Sujoy Bhatia

e) Mr. Karan Bhatia (appointed a director w.e.f. 01st April,
2026)

The Independent Directors haue also confirmed that they haue
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 aduisory seruices, legal, HR, IT, sales &
marketing, logistics, people management, branding,
infrastructure, technical, banking, insurance, financial
seruices, inuestments, mining & mineral industries both in
cement 8 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 haue registered themselues with MCA
for the said purpose. In terms of Section 150 of the Act read
with the Companies (Appointment & Qualification of Directors)
Rules, 2014, as amended uide Notification No. GSR. 774(E),
dated 18.12.2020, whereuer required, Independent Directors of
the Company haue 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. Rauinder Nath Jain-Chairman and Managing Director;

Mr. Sandeep Kumar Agarwal- Company Secretary and
Compliance Officer 8 Chief Financial Officer; (ceased to be
Chief Financial Officer w.e.f. 12th August, 2025)

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

During the year under reuiew, the non-executiue 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 Eualuation by the Board of its own performance, its
Committees and Individual Directors

In terms of Policy on Eualuation of Performance of Directors
and the Board, the Board has carried out an eualuation of its
own performance, the Directors individually as well as the
eualuation 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 eualuation has been carried out has
been explained in the Corporate Gouernance Report.

Certificate of Non-Disqualification of Directors

In accordance with the Listing Regulations, a certificate has
been receiued 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 ouer the years been fortunate to haue
eminent persons from diuerse fields to serue 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 diuersity of
the Board in terms of experience, knowledge, perspective,
background, gender, age and culture. The Policy on diuersity 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 aduance to the Directors to enable
them to plan their schedule for effective participation in the
meetings. Due to business exigencies, the Board and
Committees haue also been approving several proposals by
circulation from time to time.

Board Meeting

During the year, six Board Meetings were conuened and held
on 27^th May, 2025' 12^th August, 2025' 04^th November, 2025’ 14^th
November, 2025 and 12^th February’ 2026, the details of which
are giuen 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-leuel
Committees, which haue been established in compliance with
the relevant prouisions of applicable laws and as per business
requirements:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders' Relationship Committee

A. 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-
Executiue Directors and two-third members are Independent
Directors. The Committee met fiue 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 Couernance Report,
which forms part of the Annual Report.

Board Effectiueness

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- uis
the Company, the industry in which the Company operates
business model etc. Details of the Familiarisation Programme
are explained in the Corporate Couernance Report and are also
available on the Company's website at
https://www.maanaluminium.com.

Board Evaluation

Pursuant to the prouisions of the Companies Act, 2013 and SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015 and SEBI Circular no SEBI / CFD / CMD / CIR / P / 2017 /
00A dated January 05, 2017, the Board of Directors haue
carried out an annual performance evaluation of its own
performance, its Committees, the Directors individually
including Independent Directors (wherein the concerned
Director being eualuated did not participate) based out of the
criteria and framework adopted by the Board. The Board
approved the eualuation results as collated by Nomination and
Remuneration Committee ("NRC”). The eualuation process,
manner and performance criteria for independent directors in
which the eualuation has been carried out by is explained in
the Corporate Couernance Report which forms a part of this
report. The Board is responsible to monitor and review the
eualuation framework.

The Board considered and discussed the inputs received from
the Directors. Also, the Independent Directors at their meeting
held on February 12, 2026 reuiewed 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
ouerall functioning and implementations of their suggestions.

The eualuation 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 giuen 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
\A9 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 Croup
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 uis-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 eualuates 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 correctiue action
in respectiue 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
approued 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, 2026, and that are
operating effectiuely. 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,
201 4, the Annual Return (e-form MGT-7) of the Company is
auailable on the website of the Company at
www.maanaluminlum.com

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

A Certificate from Mr.Rauinder Nath Jain, CMD and Mr. Umesh
Chandra Pant, CFO, pursuant to prouisions of SEBI (LODR)
Regulations, 2015, for the year under reuiew was placed before
the Board of Directors of the Company at its meeting held on
May 29, 2026 and the same does not contain any aduerse
remark or disclaimer.

Auditors:

Statutory Auditors and their Report

M/s. Khandelwal and Khandelwal Associates haue audited the
standalone financial statement of the Company for the
financial year ended 31^st March, 2026. The Statutory Auditor's
report prouided by M/s. Khandelwal and Khandelwal
Associates does not contain any qualifications, reseruations,
aduerse remarks or disclaimers, which would be required to be
dealt with in the Boards' Report.

Cost Auditors and Cost Audit Report

Pursuant to the prouisions 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
Gouernment 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 approued the
Appointment and Remuneration payable to M/s Viuek 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, 2027.

The Company has receiued their written consent that the
appointment is in accordance with the applicable prouisions 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
conuening 23rd 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

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 reuiew Ms. Ashok Khasgiwala & Co. LLP
Chartered Accountants has acted as Internal Auditors of the
Company. Audit obseruations of Ms. Ashok Khasgiwala & Co.
LLP, Chartered Accountants and correctiue 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 2026-27.

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, reseruation, aduerse remark or disclaimer for the
Financial Year 2025-26.

Reporting Of Frauds By Auditors

During the year under reuiew, the Statutory Auditors and the
Secretarial Auditor haue 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 uiew of the potential risk
of fraud, corruption and unethical behauior that could
aduersely impact the Company's business operations,
performance and reputation, MAAN has emphasized euen
more on addressing these risks. To meet this objectiue, a
comprehensiue uigil mechanism named Whistle Blower Policy,
in compliance with the prouisions 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
Gouernance Report and posted on the website of the Company
atwww.maanaluminium.com

In addition to aboue policy, Company has in place the Code of
Conduct (“Code”) and other critical compliance policies which
are laid down based on the Company's ualues, 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 auuareness programs and
workshops is conducted for all employees (both direct and
indirect) across the organization.

More details about the Code are giuen in the Corporate
Couernance 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 Preuention of Insider Trading (Insider
Code) as approued by the Company's Board. Any Insiders (as
defined in Insider Code) including designated employees &
persons and their reiatiues are, inter-alia, prohibited from
trading in the shares and securities of the Company or counsel
any person during any period uuhen the "unpublished price
sensitiue information” are auailable 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 sensitiue information in
relation to the Company and during the period when the
Trading Window is closed.

Corporate Couernance Report:

The Corporate Couernance Report forms an integral part of
this Report, together with the Certificate from the Practicing
Company Secretary regarding compliance with the
requirements of Corporate Gouernance 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 endeauor to focus of energy
conservation and efficiency measures and accordingly were
undertaken in uarious 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 I34(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 gouernance 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 objectiues.

Your Company believes that managing risks helps in
maximizing returns. The Company's approach in addressing
business risks is comprehensive and includes periodic reuiew
of such risks and a framework for mitigating controls and
reporting mechanism of such risks. The risk management
framework is reuiewed 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
auailable on the Company's website at
www.maanaluminium.com

Preuention 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 Preuention, Prohibition
and Redressal of Sexual Harassment in line with the
requirements of the Sexual Harassment of Women at
Workplace (Preuention, 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 reuiew, the
Company has not received any complaints of sexual
harassment. The Company has complied with all the applicable
prouisions of the said Act.

Your Directors further state that the during the financial year
2025-26, there were no complaints pending pursuant to the
Sexual Harassment of Women at Workplace (Preuention,
Prohibition and Redressal) Act, 2013. The following is reported
pursuant to Section 22 of the Sexual Harassment of Women at
Workplace (Preuention, 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
auailable 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

r p n r p sp n ti n n

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 giuen in Annexure II
to this Report.

In accordance with the prouisions 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. Alternatiuely, 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 atcs@maanaluminium.in

Corporate Couernance

The Company has a strong legacy of following fair,
transparent and ethical gouernance practices and is committed
to maintain the highest standards of Corporate Gouernance
and strictly adheres to the Corporate Gouernance requirements
set out by SEBI. The Company's Corporate Gouernance policy is
based on the belief that good gouernance is an essential
element of business, which helps the Company to fulfill its
responsibilities towards all its stakeholders. The report on
Corporate Gouernance 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 Gouernance
obtained from Mrs. Anita Aswal. Practicing Company
Secretary for compliance with SEBI Regulations is attached to
the report on Corporate Gouernance.

A Certificate of the Chief Executiue 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 enuironmental consequences. It
is responsibility of your Company to practice its corporate
ualues through its commitment to grow in a socially and
enuironmentally 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 haue
helped us win their hearts and made them a part of Maan
family. Key thematic areas of Maan's CSR actiuities include
Healthcare, Sanitation & Hygiene, Education, Rural and
Community infrastructure deuelopment, Water Conseruation &
Enuironmental protection, Women empowerment, including
employment creation initiatiues and sustainable liuelihood,
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 reuiews
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 initiatiues, CSR spend etc., haue been
prouided 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 uide circular
date 24^th 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
Inuestor’s Seruice

Efforts are underway to update the Permanent Account
Number (PAN) and bank account details of shareholder(s) as
required by SEBI. The regulator, uide circular dated 3rd
Nouember, 2021 and 15^th 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 uide its
Circular dated 16^th March, 2023 and CBDT uide 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 haue been
paid up to 31^st March, 2027.

More details about the Transfer of Shares and Listing of Shares
are giuen in the Corporate Gouernance 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 haue mandatory
application during the year under reuiew.

Human Resources

Your people are your greatest resource. Your Company
encourages and prouides regular training to employees to
improue their skills. Your Company has a performance
appraisal system for senior employees and junior management
staff. In- house news-letters prouide a forum for information
sharing. Rewarding indiuiduals for their contribution is part of
motiuation 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
reuiew, 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 obserued 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 reuiew, your Company enjoyed a cordial
relationship with workers and employees at all leuels.

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 haue any Stock options scheme.

Appreciation

Your directors are thankful to the Central and State
Gouernment Departments, Organizations and Agencies for
their continued guidance and co-operation. The Directors are
grateful to all ualuable 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 ualued contribution of all
employees of the Company.

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

Date: 13.08.2026 By order of the Board

. For Maan Aluminium Limited

Place: New Delhi

Rauinder Nath Jain
Chairman 8 Managing Director