Maha Rashtra Apex Corporation Ltd Management Discussions

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Your directors are pleased to present the Management Discussion and Analysis Report for the year ended 31st March, 2026.

ABOUT THE COMPANY

The Company was incorporated as a Banking Company on 26.04.1943 under the Companies Act, 1913 in the name of Maharashtra Apex Bank Ltd by late Mr Upendra Anantha Pai who was also the founder of erstwhile Syndicate Bank ltd .Later in 1955 as per the advice of Reserve Bank of India the branches were transferred to M/s Canara Industrial and Banking Syndicate Ltd (Now known as Syndicate Bank). After refunding major Share Capital the Company was converted into a hire purchase Company and changed its name to Maha Rashtra Apex Corporation Ltd. Pursuant to the order passed by the Hon?ble High Court of Karnataka, a Company by name M/s General Investments Trusts Ltd was amalgamated with the Maha Rashtra Apex Corporation Ltd. Maha Rashtra Apex Corporation Limited was one of the oldest Hire Purchase Companies and later it started involving into other financial activities.

The Company is not carrying out activity as a Non-Banking Financial Company and is under Scheme of Arrangement as approved by Hon?ble High Court of Karnataka under Section 391 of Companies Act 1956. Presently, the company is engaged only in recovery of dues of Hire Purchase/Lease, Loans and other dues and repayment of liabilities under the arrangement.

GLOBAL ECONOMY

Global economic expansion continued, with IMF estimating global growth at 3.4% for CY25, improving from CY24 growth of 3.1%. Inflationary pressures have moderated marginally across many economies but remained sticky, reflecting evolving trade dynamics and an uptick in key commodity prices. Central banks across major economies continued their easing cycle but adopted a more cautious stance towards the end of CY25, signalling the likely end of policy easing cycle. Despite these stabilising trends, trade uncertainties, and ongoing regional conflicts continued to weigh on market sentiment, global trade flows, and investment decisions.

INDIAN ECONOMY

FY 2025-26 was a year in which India reaffirmed its position as one of the world?s fastest- growing major economies, delivering real GDP growth of around 7.4%. This year was shaped by a combination of strengthening domestic demand, robust public investment and resilient macro-economic fundamentals, even as the global economy navigated persistent uncertainties. Growth was supported by the continued strength of the services and industrial sectors. High- frequency indicators such as GST collections, power demand, mobility data, and cement and steel production, pointed to broadening activity. Rural and urban demand remained stable although signs of moderation persisted in select segments. Together, these trends reflected an economy expanding at a healthy pace, while still navigating pockets of variability across regions, income groups and sectors. Policy support played a pivotal role in sustaining India?s growth trajectory during the year.

The Government?s fiscal stance remained growth-orientedy et disciplined, with capital expenditure rising year-on-year, reinforcing the multi-year push to build infrastructure, expand capacity and lift long-term competitiveness. Budget measures focused on strengthening manufacturing, promoting innovation, accelerating digital infrastructure and enabling clean-tech transitions, all of which continued to bolster the investment climate. On the consumption side, GST rate rationalisation across several essential and mass-consumption categories, combined with targeted reductions in personal income taxes, created conducive environment to improve disposable incomes and support household spending. At the same time, the monetary environment turned more accommodative as headline inflation softened to around 2% enabling the Reserve Bank of India to reduce the repo rate in a calibrated manner during 2025, along with liquidity injections to ease financial conditions. These measures improved credit availability, lowered borrowing costs for consumers and businesses, and helped reinforce broader financial-sector stability.

Together, these fiscal and monetary actions acted as complementary levers · improving consumer sentiment, supporting investment momentum and creating the conditions for a more durable, broad-based recovery. In March however, the escalation of the Middle East crisis led to a sharp spike in crude and crude-linked commodity costs, along with supply-side disruptions and continued Rupee depreciation. Together, these forces shaped the nation that continued to demonstrate resilience, despite global trade fragmentation, shifting tariff landscapes and volatility in commodity and financial markets.

OPPORTUNITIES AND THREATS

Your Company seeks opportunities in the market. The volatility in-economic-indices in the financial year under report represents both an opportunity and challenge for the Company.

Finance market activities in which most of our activities depend on is also influenced by global events and events happening in the country and hence there is an amount of uncertainty in the near-term outlook of the-business.

However, with strong and stable government at centre, it is hoped that the finance market prospect would significantly improve.

SEGMENT WISE / PRODUCT WISE PERFORMANCE

The Company operates in a single business segment comprising financial activities and related services. During the year under review, the Company continued its focus on the recovery of outstanding dues. As a result of its sustained recovery efforts, the Company recovered INR 253.16 Lakhs during FY 2025-26 as against INR 124.34 Lakhs during FY 2024-25, registering a growth of approximately 103% in recoveries.

OUTLOOK

The Company is not carrying out activity as a Non-Banking Financial Company and is under Scheme of Arrangement as approved by Hon?ble High Court of Karnataka under Section 391 of Companies Act 1956. Presently, the company is engaged only in recovery of dues of Hire Purchase/Lease, Loans and other dues and repayment of liabilities under the arrangement.

In terms of Scheme of arrangement sanctioned by the Hon?ble High Court of Karnataka, the Company has on its part has cleared four instalments in full and paying the 5th instalment. The Company has given public notice to the Deposit/Bond holders in News Paper on 14th May, 2019 to surrender their Certificates and collect their final instalment dues. The outstanding Principal plus interest due was 1809.03 lakhs as on 31st March,2025 and Rs. 1,799.02 lakhs as on 31st March,2026.

The Company has deposited INR 1,395.75 Lakhs with High Court of Karnataka, towards outstanding Principal plus accrued interest dues to the public upto 31st March 2002, by sale of quoted shares, mutual funds, immovable property and debt recoveries. Group Companies are holding bonds & deposits worth INR. 437/- lakhs which is pending.

The company has raised funds amounting to Rs. 1409.10 Lakhs through rights issue to eligible shareholder in ratio of 1:1 at par. This fund will be utilised towards repayment of dues towards depositors/bondholders of the company.

The company is hopeful of continuing non-banking business activities after repayment to depositors/bond holders of the company. Also, the company is exploring business opportunities apart from NBFC activities.

RISK AND CONCERNS

The very nature of the Companys business makes it subject to various kinds of risks. The Company encounters credit risk and operational risks in its daily business operations. The Company is not carrying out any activity as a Non-Banking Financial Company and is under Scheme of Arrangement as approved by Hon?ble High Court of Karnataka under Section 391 of Companies Act 1956. Presently the company is engaged only in recovery of its loan assets, repayment of liabilities under the arrangement and optimising its land assets.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an adequate system of internal controls to ensure accuracy of accounting records, compliance with all laws & regulations and compliance with all rules, procedures & guidelines prescribed by the management. Periodical internal audit is carried out by independent firm of Chartered Accountants.

FINANCIAL PERFORMANCE AND OPERATIONAL REVIEW

During the year under review, the business operations of Company generated revenue of INR 436.60 lacs inclusive of dividend income of INR 150.56 lacs from investment in its associate company. The net profit before tax is INR 267.61 lacs as compared to net profit of INR 479.91 lacs for the previous year. Profit for the year after tax INR 271.41 lacs compared to profit of INR 1169.14 lacs for the previous year.

KEY FINANCIAL RATIO

Particulars	2025-26	2024-25
Return on Net worth (%)	(186)	3.70
Return on Capital Employed (%)	0.69	3.27
Current Ratio (No of times)	0.27	0.23
Operating Profit Margin (%)	154.32	3589.08
Net Profit Margin (%)	126.77	2654.03

Explanation to Key Financial Ratios

a. Return on Net Worth

Return on Net Worth is a measure of profitability of a Company expressed in percentage. It is calculated by dividing total comprehensive income by average shareholder?s equity. The changes in return on net worth as compared to previous year by more than 25% is due to fall in the fair value of the investment of the company in its associate.

b. Return on Capital Employed

This indicates the ability of a Company?s management to generate returns for both the debt holders and the equity holders. It measures a Company?s profitability and the efficiency with which its capital is used. It is calculated by dividing EBIT by capital employed. Capital Employed = Tangible net worth + Non-Current liabilities + Deferred tax liabilities. The changes in return on capital employed as compared to previous year by more than 25% is due to fall in the fair value of the investment of the company in its associate.

c. Current Ratio

This ratio indicates a Company?s overall liquidity position. It measures a Company?s ability to pay short-term obligations or those due within one year. It is calculated by dividing the current assets by current liabilities. The changes in current ratio as compared to previous year is within 25% limit.

d. Operating Profit Margin

This ratio is used to calculate the percentage of profit a Company produces from its operations. It is calculated by dividing EBIT by turnover. The changes in operating profit margin as compared to previous year by more than 25% is due to fall in the fair value of the investment of the company in its associate also due to receipt of substantial amount of dividend from investment during the previous year.

e. Net Profit Margin

The net profit margin is equal to how much net profit is generated as a percentage of revenue. It is calculated by dividing Profit after tax by turnover. The changes in Net profit margin as compared to previous year by more than 25% is due to fall in the fair value of the investment of the company in its associate and also due to receipt of substantial amount of dividend from investment during the previous year.

All ratios are calculated based on standalone financials statements.

HUMAN RESOURCES

The Company is having total employee strength of 18 as on 31st March, 2026. During the year under review there has been no material development on the Human Resource/Industrial Relations front. The Company places significant importance to its human capital. The Company has been paying special attention to improve the skill set of the employees.

CAUTIONARY STATEMENT

Statements in this Management Discussion and Analysis describing the Company?s objectives, projections, estimates and expectations may be ‘forward looking? within the meaning of applicable laws and regulations. Actual results may differ from those expressed or implied. Investors are advised to exercise due care and caution while interpreting these statements.

Place: Bengaluru	For and on behalf of the Board of Directors
Date: 24.07.2026	M aha Rashtra Apex Corporation Limited
	Bhoja K Shetty
	Chairman
	DIN:01451944