mbl infrast Directors report


Dear Members,

The Board of Directors is pleased to present the Twenty Eighth Annual Report of the Company together with the Audited Financial Statements for the financial year ended 31st March, 2023.

(Rs in Lakhs)

Particulars

Standalone

Consolidated

Year ended

Year ended

FY 2022-23 FY 2021-22 FY 2022-23 FY 2021-22

Total Income

21,256 16,148 30,095 26,047

Earnings Before Interest, Taxes and Depreciation

1,460 1,837 5,461 4,781

Less : Interest & Finance Charges

271 32 3,321 3,568

Less : Depreciation

638 1,099 7,215 6,712

Profit Before Tax

551 706 (5,075) (5,499)

Less: Provision for Tax (Current & Deferred)

(29) (5,653) (23) (5,512)

Profit After Tax

580 6,359 (5,052) 13

Balance carried to Balance Sheet

588 6,360 (5,043) 15

State of the Companys affairs

Resolution Plan of the Company under the Insolvency & Bankruptcy Code, 2016 (IBC, 2016) was approved by the Honble National Company Law Tribunal ("NCLT"), Kolkata by its order dated 18th April, 2018. The appeals filed by some of the banks were dismissed by the Honble National Company Law Appellate Tribunal ("NCLAT") by its order dated 16th August, 2019 finding them without any merit. The Honble Supreme Court by its order dated 18th January, 2022 had disposed of the civil appeal no. 8411 of 2019 filed by one of the dissenting banks against the Honble NCLAT order dated 16th August, 2019. The Resolution Plan has accordingly attained finality.

Promoters and entities forming part of Promoter Group have contributed RS 6,330 lakhs (RS 4,011.00 lakhs fresh induction and RS 2,319.00 lakhs out of existing dues) in terms of the approved Resolution Plan. The Company has successfully completed/handed over/ received completion certificates for the following public interest projects since the approval of the Resolution Plan:

1. Development & Operation of Bikaner-Suratgarh Section of NH- 62 (Km. 553/869 of NH-11 to Km.173/000 of NH-62) in the State of Rajasthan on DBFOT basis for Ministry of Road Transport & Highways through PWD, Rajasthan. (PCOD-166.415 kms).

2. Widening & Strengthening of existing National Highway from 2 Lane to 4 Lane from Km 183.000 to163.895 of Sonapur to Guwahati Section of NH-115 (earlier NH-37 in the State of Assam on EW-II under program of NHDP Package AS-03) for National Highways Authority of India.

3. Improvement / Upgradation of roads and bridges of Shivganj- Rafiganj-Goh-Uphara-Devkund-Baidrabad Road (SH-68), Package-1 for Bihar State Road Development Corporation Ltd.

4. Rehabilitation and up gradation of Pundibari to Baxirhat section of NH-10 (earlier NH-31) from Km 770.00 to 816.00 of NH-31 in the State of West Bengal to two lanes with paved shoulders under NHDP-IV on EPC basis for Ministry of Road Transports & Highways. (In JV with ABCI)

5. Construction of residential accommodation for NHAI Staff at Dwarka, New Delhi for National Highways Authority of India.

6. Construction of two lane Railway Over bridge at Sonepat Purkhas Moi Road at Level Crossing No. 29 on Delhi Ambala Railway Line in Sonepat Distt, Haryana for Haryana State Roads and Bridges Development Corporation Ltd.

7. Construction of 96 flats (Basement + Ground + 12 storey) Tulsi Tower I/C Internal W/S, S/F, Internal Electrification works, Development work at Tulsi Nagar, Bhopal, Madhya Pradesh for Madhya Pradesh Housing & Infrastructure Development Board.

8. Construction of Police Line & Residential Quarters at Kondli Check Post, Delhi for Ministry of Home Affairs, Delhi Police through RITES Ltd.

9. Redevelopment of Police Colony Delhi Cantt, Delhi for Ministry of Home Affairs, Delhi Police through RITES Ltd.

10. Construction of 222 flats (Basement +Ground +10 storey) at Keelandev, Bhopal for Madhya Pradesh Housing & Infrastructure Development Board.

11. Construction of various buildings i/c residences of National Law University in Rajiv Gandhi Education City at Rai in Sonepat District, Haryana for PWD (B & R), Haryana

The qualification/bidding capacity of the Company has substantially increased with completion /handing over of these projects. Bank Guarantees of RS 204.19 crores have been released duly discharged by the clients as against Bank Guarantees of RS 210.51 crores outstanding as on 18.04.2018 (except the Bank Guarantees encashment of which was already accounted for in the approved Resolution Plan).

The commercial operations of toll collections for 172.384 kms of the BOT project at Suratgarh-Bikaner Section of NH-62 in the state of Rajasthan was commenced by Suratgarh Bikaner Toll Road Pvt Ltd., 100% owned subsidiary of the Company since 17.02.2019. At present, toll collections for 166.415 kms is being collected. During the period under review, construction of additional length of 3.851 km was completed. The toll collection for the additional length will start after receiving the completion certificate and tolling approvals from the authority, which is under consideration and is expected to be received in FY 2023-24. Ministry of Road Transport and Highways has awarded new order by way of change in scope of work to Suratgarh Bikaner Toll Road Company Pvt Ltd, which is being executed by the Company for work value of RS 2,348 lakhs on EPC basis and is expected to be completed in FY 2023-24.

The total income of the Company during the FY 2022- 23 was RS 21,256 lakhs on standalone basis and RS 30,095 lakhs on consolidation basis as against H 16,148 lakhs on standalone basis and RS 26,047 lakhs on consolidation basis during FY 2021-22. The Company had profit after tax of RS 580 lakhs on standalone basis and loss of RS 5,052 lakhs on consolidation basis during FY 2022-23 as against profit of RS 6,359 lakhs on standalone basis and profit of RS 13 lakhs on consolidation basis during FY 2021-22.

Honble NCLAT vide order and judgement dated 23.05.2023 has dismissed the appeal filed by one of the banks against Honble NCLT, Kolkata order dated 11.03.2022 and has directed all stakeholders to carry out all their obligations for implementation of the approved Resolution Plan under IBC, 2016. Honble NCLT by its order dated 11.03.2022 had directed working capital consortium to take necessary steps for implementation of approved Resolution Plan and the period from 18.04.2018 till 18.01.2022 when the Honble Supreme Court passed the order & judgement dated 18.01.2022 be formally excluded from the calculation of the period of implementation of the Resolution Plan and all dates mentioned in the Resolution Plan are consequentially extended for implementation of the Resolution Plan.

As part of the approved Resolution Plan there is waiver of interest/ penal interest/interest on interest/other penal charges on the delayed payments from the date of NPA till the implementation of the resolution plan by Banks. The Banks are yet to implement the approved Resolution Plan and therefore interest etc. have not accrued to them. Accordingly, no provision for interest amounting to RS 612 lakhs and RS 2,302 lakhs (31st March, 2022; RS 385 lakhs and RS 385 lakhs) has been made for year ended 31st March, 2023. The ageing of the borrowings has been taken as per Honble NCLT/ NCLAT order and may undergo changes after implementation of the Plan.

On account of cost over-run arising due to client responsibility delays, clients suspension/ termination of projects, deviation in design, change in scope of work, etc. significant amounts have been withheld. The Company is perusing its receivables and have taken all steps including arbitration proceedings and has been successful in winning some arbitration awards.

There are lot of opportunities in the core competency area of the Company. With impetus of the government on infrastructure sector, the Company is poised for growth trajectory and the level of operations is expected to increase substantially after the documentation by the banks.

Changes in the Nature of Business, if any

There has been no change in the nature of business of the Company during the FY 2022-23. The change in name of the Company after the approval of the shareholders in the Annual General Meeting held on 30.07.2022, was approved by Registrar of Companies, Delhi and it had issued fresh certificate of incorporation dated 31.08.2022 pursuant to change in name of the Company.

Changes in Share Capital

During the period under review, there has been no change in the authorised and paid up share capital of the Company.

Non-Convertible Debentures

In terms of the approved Resolution Plan, the Company had issued

0.10 % p.a. Secured Non-Convertible Debentures aggregating to RS 88,085 lakhs on 30th April, 2018 to the working capital banks who had voted in favour of approved Resolution plan. These debentures will be reissued after reconciliation in demat form on the execution documents by the Banks. The aforesaid debentures are redeemable in terms of the approved Resolution Plan in 39 unequated quarterly installments.

The approved Resolution Plan has not been implemented by the working capital banks and as such repayment obligations has not started and the requirement of making deposits /investments equivalent to 15% of the non-convertible debentures maturing during the FY 2023-24 or at 31st March, 2024 cannot be ascertained. The Company will comply with the requirement as and when the approved resolution plan is implemented by the banks.

The Company has made provisions for payment of liquidation value to dissenting financial creditors in terms of the approved Resolution Plan and will be paid in priority on documentation by the working capital banks before any recovery is made by assenting financial creditors.

Transfer to Reserves

During the period under review, no amount is to be transferred to General Reserve.

Dividend

The Directors do not recommend any dividend for the year.

Management Discussion and Analysis Report

Management Discussion and Analysis Report is enclosed as Annexure-A and forms an integral part of this Annual Report.

Material Changes and Commitments, if any, affecting the financial position of the Company which have occurred between the end of the Financial Year of the Company to which the Financial Statements relate and the date of the Report

Other than as stated elsewhere in this report, there are no material changes and commitments affecting the Financial Position of the Company which have occurred between the end of the Financial Year of the Company to which the Financial Statements relate and the date of the Report.

Annual Return

The Annual Return of the Company as on 31st March, 2023 is available on the Companys website and can be accessed at weblink: https:// www.mblinfra.com/uploadimages/pdf/pdf_1686826448.pdf

The Company has complied with the requirement of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("LODR") relating to Corporate Governance Report ("CGR").

A section titled "Corporate Governance Report" along with the Practicing Company Secretary Certificate on Corporate Governance pursuant to requirement of Regulation 34 read with Para C of Schedule V of the Listing Regulations confirming compliance with the conditions of the Corporate Governance is annexed as Annexure-B and forms integral part of this Report. The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

Board Meetings

During the year 4 (four) Board Meetings were convened and held, details of which are provided in enclosed Corporate Governance Report. Directors participated in the meetings of the Board and Committees held in person/ through video conferencing/ other audio visual means. The intervening gap between the meetings was within the period prescribed under the Act and LODR.

Independent Directors Declaration

The Company has received declarations from Mr. Ashwini Kumar Singh, Ms. Sunita Palita, Mr. Ranjit Datta and Mr. Ram Dayal Modi,

Independent Directors of the Company confirming that they meet the criteria of independence as laid down under Section 149(6) of the Act and Regulation 16 of LODR. In the opinion of the Board, the Independent Directors possess the requisite expertise and experience and are persons of high integrity and repute. There has been no change in the circumstances affecting their status as independent directors of the Company and they are not aware of any circumstances or situation that could impair or impact their ability to discharge their duties with an objective independent judgement and without external influence.

Board Evaluation

The Board, in terms of the policy devised by Nomination & Remuneration Committee and pursuant to the provisions of the Act and LODR, has carried out an annual performance evaluation of its own as well as its committees and individual directors. The manner in which the evaluation has been carried out is stated in the enclosed CGR.

Directors & Key Managerial Personnel

The shareholders in the Annual General Meeting held on 29.08.2018 had approved re-appointment of Mr. Anjanee Kumar Lakhotia as Managing Director of the Company for a period of 5 years w.e.f. 26th May, 2019. On the recommendation of the Nomination & Remuneration Committee and subject to approval of the shareholders in the ensuing annual general meeting, the Board in its meeting held on 29th May, 2023 approved re-appointment of Mr. Anjanee Kumar Lakhotia as Managing Director of the Company w.e.f. 26th May, 2024 for a further period of 5 years, liable to retire by rotation. Necessary consent from Mr. Anjanee Kumar Lakhotia to act as Managing Director of the Company, if appointed, and declaration that he is not disqualified to act as a director has been received. The Board is of opinion that his re-appointment is appropriate and in the best interest of the Company.

The shareholders in the Annual General Meeting (AGM) held on 30th July, 2022 approved re-appointment of Mr. Surender Aggarwal as a Whole Time Director/Executive Director upto 30.09.2023. On the recommendation of the Nomination & Remuneration Committee and subject to approval of the shareholders in the ensuing AGM, the Board in its meeting held on 29.05.2023, approved re-appointment of Mr. Surender Aggarwal as Whole- time Director /Executive Director of the Company w.e.f. 1.10.2023 upto 30.09.2024, liable to retire by rotation. Necessary consent from Mr. Surender Aggarwal to act as Whole-time Director of the Company, if appointed, and declaration that he is not disqualified to act as a director has been received. The Board is of opinion that his re-appointment is appropriate and in the best interest of the Company.

Mr. Surender Aggarwal is liable to retire by rotation at the ensuing AGM and being eligible offers himself for reappointment. The brief resume/profile of Mr. Anjanee Kumar Lakhotia and of Mr Surender Aggarwal is attached with Notice for the ensuing AGM.

Pursuant to Section 203 of the Companies Act, 2013, the Key Managerial Personnel of the Company are Mr. Anjanee Kumar Lakhotia, Chairman & Managing Director, Mr. Surender Aggarwal, Executive Director, Mr. Darshan Singh Negi, Chief Financial Officer and Mr. Anubhav Maheshwari, Company Secretary and Compliance Officer.

Directors Responsibility Statement

The Directors hereby confirm that:

a) in the preparation of the annual accounts for the year ended 31st March, 2023, the applicable accounting standards had been followed along with proper explanations, wherever required;

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

c) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) they have prepared the annual accounts on a going concern basis;

e) they have laid down Internal Financial Controls to be followed by the Company and that such Internal Financial Controls were adequate and operating effectively; and

f) they have proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Corporate Social Responsibility (CSR)

The CSR policy of the Company is in accordance with the requirement of the Companies (CSR policy) Rules, 2014 and is available on the

Companys website at https://www.mblinfra.com/uploadimages/ pdf/pdf_1684306419.pdf. The expenditure on activities undertaken are in accordance to schedule VII of the Act.

The Annual Report on the CSR activities is enclosed as Annexure-C and forms integral part of this Report.

Performance of Subsidiary Companies

The contribution of the Subsidiary Companies to the overall performance of the Company is given as note 49 of the consolidated Financial Statement. Pursuant to Section 129(3) of the Act and Ind AS-110 issued by the ICAI consolidated financial statements includes financial statement of subsidiary companies. The statement containing salient features of the financial statement of the subsidiary companies is enclosed as Annexure-D and forms integral part of the Report. During the period the name of MBL (Udaipur bypass) Road Ltd has been struck off and application for MBL (Haldia) Toll Road Company Ltd is under process with MCA as they have no business.

Suratgarh Bikaner Toll Road Company Pvt. Ltd. is a material subsidiary of the Company as per thresholds laid down under Listing Regulations. The Board of Directors of the Company has approved a policy for determining material subsidiaries which is in line with the Listing Regulations as amended from time to time. The policy has been uploaded on website of the Company at weblink https:// www.mblinfra.com/uploadimages/pdf/pdf_1684306201.pdf.

The Audited accounts of each subsidiary is placed on the website of the Company www.mblinfra.com and copy of separate financial statement in respect of each subsidiary shall be provided to any shareholder of the Company.

During the year, the Board of Directors reviewed the affairs of the Subsidiary Companies. Summary of the BOT projects undertaken by the Company through its subsidiary companies is as under:

Project

SPV/Subsidiary companies

Type

Current Status

Development & Operation of Bikaner- Suratgarh Section of NH - 15 in the State of Rajasthan

Suratgarh Bikaner Toll Road Company Private Limited

Toll

Operational (PCOD 166.415 km)

Strengthening, Widening, Maintaining and Operating of 18.303 kms Waraseoni- Lalbarra Road in the state of Madhya Pradesh

MBL (MP) Toll

Road Company Limited

Toll + Annuity

Operational

Auditors

Statutory Auditors

M/s SARC & Associates, Chartered Accountants, (Firm Registration No . 006085N) were re-appointed as Statutory Auditors of the Company in the AGM held on 30th July, 2022 for a further period of 5 (Five) consecutive years till the Annual General Meeting to be held in the calendar year 2027, at such remuneration mutually agreed and approved by the Board.

The Auditors have confirmed that they are not disqualified from continuing as Statutory Auditors of the Company and hold a valid certificate issued by Peer Review Board of the ICAI.

The Auditors report does not contain any qualifications, reservations and adverse remarks or disclaimer. The note on financial statements referred to Auditors Report are self- explanatory and do not call for further comments. There has been no fraud reported by the Statutory Auditors during the period. The Auditors attended the previous AGM of the Company

Secretarial Auditors

The Secretarial Audit was conducted by M/s Mehak Gupta & Associates, Practicing Company Secretary for the FY 2022-23. The Secretarial Audit Report is enclosed as Annexure-E and forms integral part of the Directors Report. The Secretarial Audit Report does not contain any reservations or remarks or disclaimers except for delay in submission for filing of Related Party transactions for the half year ended 31st March, 2022. The Company had made submissions to NSE & BSE that the said filing was within the stipulated period and the time line for compliance of Regulation has to be read separately and cannot be inter-link or connected with any other regulation as is the case of the Company. Since no reply was received from the exchanges, the Company has paid fine under protest with a request that an opportunity be provided to it for making submissions/representation before the relevant Committee. Further reply from Exchanges is awaited. There has been no fraud reported by the Secretarial Auditor during the period.

The Board of Directors of the Company on the recommendation of the Audit Committee has appointed M/s Mehak Gupta & Associates, Practicing Company Secretary to conduct Secretarial Audit of the Company for the FY 2023-24.

Pursuant to Circular No. CIR/CFD/CMD1/27/2019 dated 8th February, 2019, issued by SEBI, the Company has also obtained Annual Secretarial Compliance Report from M/s. Anjali Yadav & Associates, Practicing Company Secretaries, on compliance of all applicable SEBI Regulations and circulars/ guidelines issued thereunder and the copy of the same has been submitted with the Stock Exchanges within the prescribed due date.

The Secretarial Audit Report of Kuldeep Dahiya & Associates, Practicing Company Secretary, for material unlisted company is enclosed as Annexure-F. The Secretarial Audit report does not contain any reservation or adverse remarks or disclaimers. There has been no fraud reported by the Secretarial Auditor during the period.

Cost Auditors

As per the requirements of Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, company is required to maintain cost records and accordingly such accounts are made and maintained every year. The Board of Directors on the recommendation of Audit Committee has appointed M/s Dipak Lal & Associates, Cost Accountant as Cost Auditors of the Company for the Financial Year ending 2023-24 at a remuneration of RS 35,000/- (Rupees Thirty five thousand only) plus applicable taxes and reimbursement of out of pocket expenses, subject to ratification by members in the ensuing AGM.

The Cost Audit report for FY 2021-22 does not contain any qualification or reservation or adverse remark or disclaimer. There has been no fraud reported by the Cost Auditor during the year.

Particulars of Loans, Guarantees or Investments

Details of loans, guarantees or investments made under Section 186 of the Act are given in the note to the financial statements.

Particulars of Contract or Arrangements with Related Parties

The Company related party transactions ("RPT") are with its Subsidiary Companies, Special Purpose Vehicles, Associate Companies, Joint Ventures/Enterprise-Participation, which are entered for synergy of operation, long-term sector environment strategy, legal requirements, liquidity and capital requirement of Subsidiary Companies, Associate Companies, Joint Venture/ Enterprise Participation.

All contracts/arrangements/transactions entered by the Company with related parties for the year under review were on arms length basis and in the ordinary course of business. Hence, disclosure in form AOC-2 under the Act read with the rules made therein is not required. The Company has not entered into any contract/ arrangement/ transaction which would be considered as material in accordance with the policy of the Company on the materiality of the related party transaction. The details of RPT transactions forms part of the notes to audited financial statements.

None of the transaction with any related parties were in conflict with the Company interest.

The policy on Related Party Transactions as approved by the Board may be accessed on the weblink https://www.mblinfra.com/ uploadimages/pdf/pdf_1684306279.pdf.

Significant and Material Orders

The civil appeal filed against the Honble NCLAT order dated 16.08.2019 was dismissed by Honble Supreme Court by order dated 18.01.2022 whereby the Honble Supreme Court has, inter alia, upheld the Resolution Plan. The Resolution Plan has attained finality with the dismissal of the civil appeal by Honble Supreme Court. Honble NCLAT vide order & Judgement dated 23.05.2023 has dismissed the appeal filed by one of the banks against Honble NCLT, Kolkata order dated 11.03.2022 and has directed all stakeholders to carry out all their obligations for implementation of the approved Resolution Plan under IBC, 2016. Honble NCLT by its order dated 11.03.2022 had directed working capital consortium to take necessary steps for implementation of approved Resolution Plan and the period from 18.04.2018 till 18.01.2022 when the Honble Supreme Court passed the order & judgement dated 18.01.2022 be formally excluded from the calculation of the period of implementation of the Resolution Plan and all dates mentioned in the Resolution Plan are consequentially extended for implementation of the Resolution Plan.

There are no other significant and material orders passed during the year by the regulators, courts or tribunals impacting the going concern status and Companys operations in the future.

Further the members attention is drawn to the notes forming part of Financial Statements including statement of contingent liabilities and commitments.

Details of Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and outgo:

i) Conservation of energy is an ongoing process in the Companys activities. As the core activities of the Company are not energy intensive activity, no information is to be furnished regarding conservation of energy.

ii) The Company had not undertaken any research and development activity for any manufacturing activity nor was any specific technology obtained from any external sources, which needs to be absorbed or adapted.

iii) During the period under review, the Company has not made any expenditure nor made any earnings in foreign currency.

Risk Management

The Company has a mechanism in place to inform Board Members about the risk assessment and minimisation procedures. The Company has in place Risk Management Policy and Risk Manual which helps in framing, implementing and monitoring the risk management plan of the Company. The details of the identification of the various risk associated with the business of the Company which in the opinion of the Board may threaten existence of the Company is detailed in the Annual Report.

Committees of Board

The Board of Directors have the following committees:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders Relationship Committee

4. Corporate Social Responsibility Committee

Apart from above, the Board has two (non-statutory) committees namely Banking Committee and Management Committee.

The composition, terms of reference and number of meetings of the Committees during the period under review is covered in the enclosed CGR.

Particulars of the Employees

During the period under review no employee was paid remuneration in excess of the limit specified under Rule 5(2) of the Companies (Appointment and Remuneration) Rules, 2014. Disclosure pursuant to Section 197(12) of the Act forms part of Report. The Reports and Accounts are being sent to Members and other entitled thereto, excluding the information on employees particulars which is available for inspection by the Members at the Registered Office of the Company during business hours on any working day. If any member is interested in obtaining a copy thereof, such member may write to Company Secretary in this regard.

Remuneration Policy

The Company has in place Remuneration Policy for Directors, Key Managerial Personnel and Senior Management Personnel to align with the requirement of the Act and LODR. The brief particulars of the remuneration policy are stated in the enclosed CGR and is available on the website of the Company at weblink https://www. mblinfra.com/uploadimages/pdf/pdf_1684306398.pdf. There has been no changes in the policy during the year.

Statement in respect of Adequacy of Internal Financial Controls with Reference to the Financial Statements

The purpose of the internal control is to prevent risk arising in course of operations by adopting appropriate controls and process, especially with regard to conformity with the laws, compliance with the strategy, the quality of accounting and reporting, and the quality of process and protection of assets amongst others.

Your Company has an effective internal control system commensurate to its size, scale and complexities of its operations. The Company has in-house Internal Audit Department comprising of professional executives. The Internal Audit Department has conducted the Internal Audit in line with the scope formulated, functioning, periodicity and methodology agreed with the Audit Committee. The Internal Audit Department monitors and evaluates the efficacy and adequacy of the internal control system in the Company, its compliance with operating systems and accounting procedures and policies adopted by it. Based on the reports of the internal audit, process owners undertake corrective action in their respective areas and thereby strengthening the controls. The Company has appointed consultants/professionals to conduct Cost Audit and Secretarial Audit and observations made, if any, are reviewed by the Management periodically and corrective actions, if required, are taken.

Whistle Blower Policy/ Vigil Mechanism

The Company has in place Vigil Mechanism/ Whistle Blower Policy for director and employees to report genuine concerns. The policy is available on the website of the Company www.mblinfra.com and the brief particulars of the establishment of Vigil Mechanism is provided in the enclosed CGR.

Deposits

During the period under review, no deposits were accepted by the Company.

Disclosures under Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013.

Your Company has in place a policy on Prevention of Sexual Harassment at workplace. This policy is in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. All employees, whether permanent, contractual, temporary and trainees are covered under this Policy. As per the said Policy, an Internal Complaints Committee is also in place to redress complaints received regarding sexual harassment. During the period under review, no complaint was pending neither any complaint was filed pertaining to Sexual Harassment Policy.

Acknowledgements

We convey our grateful appreciation for the valuable patronage and co-operation received and goodwill enjoyed by the Company from all the Stakeholders, its esteemed customers, shareholders, business associates, banks, financial institutions, Government authorities and other stakeholders.

We place on record our appreciation to the contribution made by the employees at all levels.

By Order of the Board
for MBL Infrastructure Ltd.

Place: New Delhi

Anjanee Kumar Lakhotia

Date: 29th May, 2023

Chairman & Managing Director