Mishra Dhatu Nigam Ltd Directors Report

The Members,

Mishra Dhatu Nigam Limited

Your Directors take great pleasure in presenting the 50^thAnnual Boards Report, highlighting the performance and achievements of your Company, along with the Audited Financial Statements (Standalone & Consolidated) for the Financial Year (FY) ended on March 31, 2024.

1. SIGNIFICANT ACHIEVEMENTS:

Achieved highest ever revenue of 1,07,267.45 Lakh for FY 2023-24 registering a Year-on-Year (Y-o-Y) growth of 23.02% vis-a-vis revenue of 87,194.14 Lakh achieved for FY 2022-23.

Achieved highest ever Value of Production (VoP) of

1,14,764.49 Lakh for FY 2023-24 registering a Y-o-Y growth of 4.31% vis-a-vis VoP of 1,10,026.63 Lakh achieved for FY 2022-23.

2. HIGHLIGHTS OF OPERATIONS:

MIDHANI developed a new nickel-based superalloy i.e., Superni, Indian High Temperature Alloy (IHTA), designed for its use in steam generator tubes of Indias Advanced Ultra Super Critical (AUSC) thermal power plants. Superni IHTA is a Nickel-based precipitation hardening alloy characterized by high strength and creep resistance at elevated temperatures. It also offers excellent resistance to coal ash corrosion and maintains high metallurgical stability at high temperatures.

MIDHANI has developed Superfer 901 forged bars, a nickel-based superalloy with a matrix strengthened by additions of Molybdenum, Titanium, and Aluminum. This alloy withstands maximum service temperature of approximately 600?C (1100?F). It is mainly used in gas turbine engine components such as discs, shafts, rings, casings, and seals.

3. FINANCIAL HIGHLIGHTS:

3.1 Your Company achieved a revenue of 1,07,267.45 Lakh for FY 2023-24 vis-a-vis revenue of 87,194.14 Lakh achieved for FY 2022-23 registering a Year-on-Year (Y-o-Y) growth of 23.02 %. Company achieved Operating Profit

10,102.43 Lakh for the FY 2023-24 vis-a-vis Operating Profit of 17,876.78 Lakh achieved for FY 2022-23.

3.2 Profit Before Tax (PBT) for FY 2023-24 of your company was 13,095.95 Lakh vis-a-vis PBT of 21,654.92 Lakh for FY 2022-23 and Profit After Tax (PAT) of 9,126.32 Lakh for the FY 2023-24, vis-a-vis 15,587.61 Lakh achieved for FY 2022-23. The reduction in profit for FY 2023-24 was mainly attributable to the increase in raw material cost and increased raw material consumption.

3.3 Your Company achieved the following results during FY 2023-24:

Particulars	FY 2023-24	FY 2022-23
Revenue from Operations	1,07,267.45	87,194.14
Other Income	2,993.52	3,778.14
Total income	1,10,260.97	90,972.28
Less: Operating Expenditure	87,852.31	61,443.70
Profit before Depreciation, Finance Costs, Exceptional items and Tax Expense	22,408.66	29,528.58
Less: Depreciation/ Amortization/ Impairment	5,855.20	5,300.45
Profit before Finance Costs, Exceptional items and Tax Expense	16,553.46	24,228.13
Less: Finance Costs	3,457.51	2,573.21
Profit before Exceptional items and Tax Expense	13,095.95	21,654.92
Add/(less): Exceptional items	-	-
Profit before Tax Expense	13,095.95	21,654.92
Less: Tax Expense (Current & Deferred)	3,969.63	6,067.31

 

Particulars	FY 2023-24	FY 2022-23
Profit /(loss)for the year (1)	9,126.32	15,587.61
Other Comprehensive Income/(loss) (2)	(31.26)	(7.74)
Total Comprehensive Income (1+2)	9,095.06	15,579.87
Ratios (Percentages, except per capita sales)
Profit Before Tax to Capital employed	9.50	16.00
Profit Before Tax to Revenue from operations	12.21	24.84
Profit After Tax to Net Worth	6.92	12.12
Profit After Tax to Paid-up Share Capital	48.72	83.20
Sales to Capital Employed	77.81	64.42
Sales to Gross Block	82.44	71.00
Per Capita Sales ( in Lakh)	139.31	116.10

4. DIVIDEND POLICY:

4.1 Your Directors did not recommend final dividend for

FY 2023-24, considering CapEx and capacity augmentation projects undergoing or new projects sanctioned by Board of Directors. Further, during the year under review, the Board of Directors of the Company in their Meeting held on

March 14, 2024 has declared interim Dividend of 1.41 per equity share of the face value of 10/- each i.e. @ 14.10%.

The interim Dividend was paid to the eligible shareholders on March 28, 2024.

The Interim dividend declared and paid by Company i.e.

1.41 per equity share of face value of 10/- each i.e. 14.10% translates to 28.94% of Profit After Tax (PAT).

4.2 Your Company, being a Central Public Sector Enterprise (CPSE), the Guidelines on Capital Restructuring issued by

Department of Investment and Public Asset Management

(DIPAM) vide F. No. 5/2/2016-Policy dated May 27, 2016

(DIPAM Guidelines) are applicable. As per the DIPAM

Guidelines, every CPSE would pay a minimum annual

Dividend of 30% of PAT or 5% of the Net-worth whichever is higher subject to the maximum Dividend permitted under the extant legal provisions. The Companys dividend distribution policy is enclosed as "Annexure - I" and also available on the Companys website viz. https://midhani-india.in/policies/.

4.3 During the year under review, your Company has sought exemption from DIPAM regarding payment of minimum dividend for FY 2023-24 in accordance with DIPAM Guidelines.

4.4 The performance of MIDHANI with respect to the Return on Investment in comparison to the previous year is as under:

( in Lakh unless otherwise stated)

S.No	Parameters	FY 2023-24	FY 2022-23
1.	Dividend	2,641.49	6,275.89
2.	Profit After Tax (PAT)	9,126.32	15,587.61
3.	Net Worth*	1,28,124.38	1,25,405.13
4.	Dividend/PAT (%)	28.94	40.26
5.	PAT/Net Worth (%)	7.12	12.43
6.	Dividend/Net Worth (%)	2	5

*Net worth is after considering Dividend for respective periods.

5. TRANSFER TO GENERAL RESERVE:

Your Company has transferred 6,600 Lakh to General

Reserve for the FY 2023-24.

6. JOINT VENTURE/ ASSOCIATE COMPANY

During the year under review, a Joint Venture Company i.e. Advanced Materials (Defence) Testing Foundation,

(Section 8 Company) was incorporated on June 4, 2024 under Defence Testing Infrastructure Scheme promulgated by Ministry of Defence. The Joint Venture partners of

Company comprises of Mishra Dhatu Nigam Limited, Hindustan Aeronautics Limited, Bharat Dynamics Limited, Yantra India Limited and PTC Industries Limited, each holding 20% of paid-up share capital of the Company. The Company will set up a Mechanical and Material Testing Facility which will be led by MIDHANI. The facility will be situated at Lucknow node of Uttar Pradesh Defence Industrial Corridor and Govt. of India will fund 75% of the project cost by way of grant-in-aid and 25% of the project cost will be funded by Joint Venture Partners.

7. PERFORMANCE AGAINST MoU:

For FY 2023-24, MIDHANIs MoU performance is expected to qualify for an overall ‘Good rating, however, the same is subject to evaluation and confirmation by Department of

Public Enterprises (DPE).

8. MODERNISATION, EXPANSION & UPGRADATION PROGRAM OF THE COMPANY:

8.1 Over the past years, the Companys continued focus on upgradation and modernization has resulted in the establishment of additional facilities, increased production capacity, and enhanced product diversity. As a result, MIDHANI has effectively positioned itself to cater to the needs of both existing and new customers in domestic and global markets, while also venturing into new strategic and nationally significant business areas.

8.2 Projects related to Modernization, Expansion and Upgradation of MIDHANIs production activities during the year ended on March 31, 2024 are as under:

Facility for Production of Helical Springs: For manufacturing and supply of Helical Compression

Springs for Railway Wagons, Coaches, Locomotives, a Spring Manufacture Unit was set up. The project has been successfully commissioned. All furnaces are in production ready state and Research Designs & Standards Organisation

(RDSO) inspection for the final approval of the plant was completed in the month of June 2024.

Establishment of new Titanium Shop: A dedicated Titanium melting facility to meet increased demand is being established. This new facility consists of 10T Capacity Vacuum Arc Re-melting Furnace, indigenously developed Plasma Welding Machine, Re-circulation water system, Cooling towers, independent power Distribution & DG Set in separate

Pre-Engineered Building with provision for adding other equipment in future. The 10T VAR is under advanced stage of commissioning.

Isothermal Forging Facility on 6000T Forge Press: To support the indigenization of critical aero engine components primarily made from Titanium alloys and Nickel-based superalloys, MIDHANI has established an advanced isothermal forging facility integrated with its 6000T press. Leveraging our expertise as a manufacturer of Titanium and Nickel-based superalloys, we can utilize this facility to develop and produce essential aero components. The facility is now in the final stages of commissioning and acceptance.

New 20T & 12T LPG Fired Fixed Hearth Furnaces for Forge shop: In the Forge Shop, a project is underway to replace the old LPG-fired fixed hearth reheating furnaces with new, more efficient furnaces of 20T and 12T capacities for reheating smaller-sized billets. The 20T furnace has already been commissioned and is currently in production use. The installation of the 12T furnace is expected to be completed soon.

Fastener Plant: To address the domestic demand for aerospace fasteners, which are largely imported, MIDHANI has embarked on an indigenization initiative. To meet the needs of its strategic clientele, MIDHANI invested in state-of-the-art automatic fastener manufacturing machines. This comprehensive setup encompasses the entire production process from head forging to finishing operations, enabling the production of high-quality, indigenous aerospace fasteners.

Augmentation of Bar & Wire Drawing facility: To capitalize on current and future business opportunities, MIDHANI is significantly upgrading its Bar & Wire Drawing facility. Key machines have already been commissioned and two Straight Line Machines for drawing wires from 10 mm to 6 mm, and a Wet

Wire Drawing Machine for 3 mm to 1.2 mm, are in advanced commissioning stages. Auxiliary machines are also being installed to boost productivity.

8.3 Other new projects being proposed/explored for the coming years are as under:

Metal Powder Production Unit: A unit for producing Titanium and Nickel alloy powders for automotive, aerospace, and biomedical applications is being explored as currently, these powders are imported.

Compacting Press for Titanium Sponge: An 8000T hydraulic compacting press is being explored for making Titanium electrodes.

New Wire Rod Mill: To improve quality, productivity, yield, and to reduce processing time, a new Wire Rod Mill is being proposed. This new mill would be designed to produce 5.5 mm diameter wires directly from 45mm sq. rods weighing approximately 60 Kg

(output from the existing Bar Mill).

Supporting Facility for Wide Plate Mill: To meet production requirements at the Wide Plate Mill and to process various grades, additional operational facilities are necessary to meet market demands. Plans include procuring a Shot Blasting machine, a Guillotine Shear, and Plasma Cutting Machines for precise plate cutting.

Enhanced inspection capabilities with specialized tables are also planned for large plate examinations. Additionally, a facility for grinding Work Rolls and Back-Up Rolls will be installed to support continuous operations.

9. LABOUR PRODUCTIVITY:

The value added per employee for year ended on

March 31, 2024 was 81.06 Lakh, vis-a-vis 94.42 Lakh in the previous financial year.

10. SALES AND OPERATIONAL EFFICIENCY:

As of March 31, 2024, MIDHANIs trade receivables, measured in ‘No. of Days Sales, improved to 110 days from 132 days on March 31, 2023. This reduction reflects enhanced efficiency in collections and better management of credit terms, contributing positively to the companys cash flow and working capital management.

11. DEVELOPMENT OF NEW PRODUCTS THROUGH R&D EFFORTS:

11.1 Research and Development (R&D) is the cornerstone of successful product development. At MIDHANI, our

R&D department extends beyond innovation, integrating marketing, cost management, and product enhancement into our broader business strategy. R&D is crucial for creating new products and improving existing ones, making it a key driver of our growth and success. We place a high priority on the value and significance of R&D in our operations.

11.2 An expenditure of 1,836.16 Lakh was incurred towards

R&D during FY 2023-24. In addition to overseeing the research and development of new products, the R&D department at MIDHANI is entrusted with the crucial responsibilities of planning, team management, and deployment of technical infrastructure and manpower to support specific processes.

11.3 Some of the major R&D initiatives undertaken during the year are as below:

Indigenous Product Developments:

Development of ‘INDIAN HIGH TEMPERATURE ALLOY (IHTA) Forged Billets: MIDHANI has successfully developed a new nickel-based superalloy, IHTA, for use in the steam generator tubes of thermal power plants. This advanced alloy, is a precipitation hardening alloy known for its high strength and creep resistance at elevated temperatures. It also boasts excellent resistance to coal ash corrosion and maintains exceptional metallurgical stability under high-temperature conditions. The IHTA alloy can withstand temperatures up to 760?C and extremely high pressures of 350 bars, making it ideal for steam generator tubing applications in power plants.

Development of SNI 76 (Hastelloy X) forged bars: SNI 76 is a nickel-based superalloy, strengthened by the addition of chromium, iron, and molybdenum. It can operate effectively at temperatures up to 1200?C and exhibits exceptional resistance to oxidizing, neutral, and carburizing atmospheres. Its outstanding high-temperature oxidation resistance makes it ideal for many industrial furnace applications and is widely used in the aerospace industry for manufacturing critical components such as jet engine combustion chambers, tailpipes, afterburners, turbine blades, and vanes.

Development of Monel K 500 Forged & Hot Rolled bars: Monel K500 is a nickel-copper alloy known for its high strength and excellent resistance to various corrosive environments. MIDHANI expedited the development of Monel K500 to meet the urgent requirements of ISRO for the Gaganyaan Crew Modules Cabin Pressurization and Controlled Systems (CPCS). This alloy was chosen for its exceptional resistance to ignition, crucial for components carrying high-pressure oxygen. MIDHANI has successfully supplied forged bars for the Gaganyaan program, contributing to Indias ambitious space exploration efforts.

Development of SNI 41 Forge slab: SNI 41 is a nickel-based precipitation hardening alloy that offers high strength up to 871?C and oxidation resistance up to 982?C. It is generally used in jet engine combustion chambers due to its exceptional resistance to combustion gases. Additionally, SNI 41 is utilized in turbine castings, including blades and wheels, combustion chamber liners, gas turbine nozzle partitions, petrochemical reactor components, fasteners, and missile components. Its robust properties make it ideal for high-temperature and high-stress applications in various industries.

Development of SNI 925 forged bars: SNI 925 is an age-hardenable Nickel-Iron-Chromium alloy with the addition of Molybdenum, Copper,

Aluminum, Titanium, and Niobium. SNI 925 offers an exceptional combination of strength, impact toughness, and resistance to localized corrosion, as well as tolerance to stress corrosion cracking in sulfide-containing aqueous environments. MIDHANI has successfully developed and exported SNI 925 forged bars, meeting specific customer requirements.

Development of Superfer 901 Forge bars:

Superfer 901 is an age-hardenable Nickel-Iron-

Chromium superalloy with substantial additions of Molybdenum, Titanium, and Aluminum. It is primarily used in gas turbine engine components such as discs, shafts, rings, casings, and seals, with a maximum service temperature of approximately

600?C (1100?F). MIDHANI has successfully fulfilled export orders by supplying forged bars of

Superfer 901, demonstrating their capability to meet international standards and customer requirements.

Development of SNI C22 forged & Hot Rolled bars: SNI C 22 is a Nickel-based solid solution alloy with significant additions of

Molybdenum, Chromium, and Tungsten. This alloy is widely used in gas turbine combustor components, as well as in equipment for the food processing, pharmaceutical, and pulp and paper industries due to its exceptional strength and corrosion resistance.

Development of Superfer 800HT forged bars: The mechanical properties of Superfer

800HT, combined with its resistance to high-temperature corrosion, make it exceptionally useful for applications involving long-term exposure to elevated temperatures and corrosive environments. It is widely used in industrial furnace structural components such as fixtures, radiant tubes, muffles, and retorts. Additionally, it is employed in steam superheating tubes of boilers.

Development of MDN 218 hot rolled and forged bars: MDN 218 is an austenitic stainless steel composed of 18% chromium, 8% nickel, 8% manganese, and 0.15% nitrogen, with the balance being iron. It offers excellent high-temperature properties up to 982?C and exhibits oxidation resistance comparable to Type 309 stainless steel, significantly surpassing that of

Type 304 stainless steel. MDN 218 is renowned for its exceptional wear and galling resistance, making it ideal for applications such as automotive valves, fasteners, and marine shafts.

Development of Titan 24 forged bars:

Successfully established thermo-mechanical processing techniques for TITAN24 (PT7M), with a focus on enhancing impact properties and controlling hydrogen variation.

Artificial Intelligence (AI)

In FY 2023-24, a framework by utilizing machine learning and genetic algorithms was established to optimize the processing of Ultra High Strength Steel significantly improving quality. This framework has provided valuable insights into minimizing Ultrasonic Testing (UT) defects in Ultra High Strength Steel products. MIDHANI plans to use this optimization framework for further process and product development.

The current AI projects at MIDHANI are as under:

Microstructure Prediction: Using AIs computer vision algorithms to predict the grain size and phase fraction of alloys.

Mechanical Properties Prediction: Employing artificial neural networks to predict mechanical properties based on alloy chemistry and microstructure.

12. INTELLECTUAL PROPERTY:

12.1 The company has developed new products to meet growing market demand, achieving significant advancements in R&D activities. This progress is reflected in the expansion of the companys intellectual property assets. MIDHANIs products are unique, and to safeguard against infringement, the company has placed a strong emphasis on encouraging the application of Intellectual Property Rights (IPRs). During the year, four (4) patent applications were filed.

12.2 Recognizing the crucial role of IPR knowledge in identifying potential patents during the development phase, our R&D team collaborated with the Training and Development department to organize comprehensive training sessions. These sessions, conducted both in-person and online, aimed to educate employees about the importance of IPR and to equip them with the necessary understanding and skills.

13. ENERGY CONSERVATION:

13.1 Throughout the reporting year, MIDHANI remained steadfast in its efforts towards energy conservation. Our commitment to developing, implementing, and advocating for sustainable energy solutions remains unwavering. 13.2 The following energy-saving measures were implemented by MIDHANI during the FY 2023-24:

Dynamic Reactive Power Compensation Panels:

Implemented hybrid solutions using both Active Harmonic Filters (AHF) and Automatic Power Factor Correction

(APFC) panels, improving the plant power factor from 0.92 to 0.96 and saving approximately H 180 Lakh per annum.

Solar Power Generation: A 4MW ground-mounted solar power plant and a 60KWp rooftop solar power plant generated 3,127,548 kWh of energy, reducing carbon footprints by 2,502 tons per annum and generated solar energy worth H 195 Lakh (Approx.).

LED Lighting: Converted 100% of lights to LED.

Energy-Efficiency: Replaced 100 conventional fans with

Brushless Direct Current (BLDC) fans, with procurement of an additional 200 fans expected by August 2024 and initiated procurement of five-star ACs to replace older three-star units.

13.3 During the year under report there was an increase in specific consumption of LPG and electricity due to the ongoing project works.

The summary of consumption of Electricity and LPG for the

FY 2023-24 vis-?-vis FY 2022-23 are as below:

The summary of consumption of LPG:

Description	Unit	FY 2023-24	FY 2022-23
Annual consumption of LPG	MT	5,411.10	5,634.24
Specific consumption of LPG in Production	MT (LPG)/ MT (Prod.)	0.19	0.14

The summary of consumption of Electricity:

Description	Unit	FY 2023-24	FY 2022-23
Annual consumption of Electricity	KWHr (in Crore)	5.87	6.52
Specific consumption of Electricity in Production	Kwh/T	2,031.28	1,565.32

14. MARKETING & BUSINESS DEVELOPMENT:

14.1 During FY 2023-24, MIDHANI secured orders worth

1,36,349 Lakh. As of April 1, 2024, the open order book position stood at 1,57,972 Lakh. With the current order book and anticipated future orders, the company is poised for steady growth in the coming years.

14.2 The sector wise order booked during FY 2023-24 are as under:

Sector	Total value of orders
Defence	96,149
Space	8,436
Energy	6,222
Others	25,542
Total	1,36,349

14.3 Sector-wise Performance: The total orders executed during the year under review were 1,07,267.45 Lakh and the sector wise sales executed is as below:

Sector	Total value of supplies
Defence	52,563.62
Space	18,623.40
Energy	13,491.84
Others	22,588.59
Total	1,07,267.45

14.4 Business Development:

Over the past decade, majority of MIDHANIs business has been derived from the space sector, with special steels being a primary product. Recently, geopolitical conditions have caused a shortage of special metals and alloys globally, enabling MIDHANI to attract international buyers. As a result, direct exports increased from 2,101 Lakh in FY 2022-23 to 6,372 Lakh in FY 2023-24. Strategic investments in

Vacuum Induction Melting and Vacuum Arc Remelting are expected to further diversify exports and expand Super Alloy and Titanium Alloy offerings.

Efforts to increase business in Super Alloys and

Titanium Alloys have been successful, with highest ever year on year growth of revenue. This growth was primarily driven by supplies to the Defence,

Aerospace, and Energy sectors, along with exports. Enhanced capacity in Vacuum Induction Melting has been key to achieving higher sales of super alloys.

Growing domestic and international demand for Superalloys and Titanium Alloys in the aerospace sector will be met by the expanded melting capacity of Vacuum Induction Melting and Vacuum Arc Remelting Furnaces.

MIDHANI is at the forefront of indigenizing raw materials for aircraft and helicopter spares, sub-assemblies, and Line Replaceable Units (LRU).

MIDHANI is closely collaborating with Original

Equipment Manufacturers (OEMs) to establish itself as a long-term supplier of Super Alloy products. This will necessitate further investments to increase capacity of melting, forging, and allied facilities over the next five years.

The demand for superalloy cast sticks and isothermally forged discs will be addressed in the coming years to serve both foreign OEMs and domestic customers.

Further, MIDHANI anticipates a significant increase in export volumes due to recognition from OEMs and efforts to obtain certifications like NADCAP during FY 2024-25.

FY 2024-25 will see the commercial establishment of new facilities for aerospace fasteners, Titanium castings, railway springs, and axles. Our primary goal is to obtain final certifications for these products and meet strategic requirements.

14.5 Information Technology (IT):

In FY 2023-24, significant progress was made in the development of ERP systems, including the creation of a planning and scheduling application for production up to the HRM shop. This included dashboards for monitoring order-wise sales, Work-In-Progress, Grade-wise Yield, Raw Material consumption, and production, providing valuable insights for operational efficiency. Additionally, digital solutions were implemented for employee pension management, vigilance disciplinary tracking, FAC in/ outpatient systems, and purchase enhancements, ensuring smoother work-flows.

The Armour Unit underwent full digital transformation, incorporating ERP-based business transactions, attendance systems, and visitor pass management. IT infrastructure was also upgraded with outdoor

LED displays, the installation of 65 production CCTV cameras, and interactive displays at the conference hall to improve security and communication across the organization.

Website enhancements were also completed to included new features like Online Vigilance Complaints, Bill Tracking, Customer Order Tracking, and Ex-Employee Pension access, integrated with real-time ERP data. Your company also successfully completed Cyber VAPT, NIC, and IB Industrial Inspection Audits with zero non-compliance issues

15. EXHIBITIONS/SEMINARS FOR PROMOTION OF COMPANY PRODUCTS/BRAND:

15.1 Shri T. Muthukumar, Director (Production and Marketing) represented MIDHANI at the Aeroshow held in Dubai from November 13 to 15, 2023 to explore significant business opportunities, partnership and collaborations.

15.2 MIDHANI participated in Humanitarian Assistance and Disaster Relief (HADR) exercise Chakrawat-2023 organised by MoD at INS Hansa, Goa Indian Navy from 9^th to 11^th October 2023.

15.3 MIDHANI participated in Aeromart 2024 held at the Hyderabad International Convention Centre (HICC) Novotel from 1^st to 3^rd July, 2024.

16. QUALITY MANAGEMENT ACTIVITIES:

16.1 During FY 2023-24, MIDHANI successfully completed testing and inspection activities of 800 tensile samples, 120 low cycle fatigue samples and 300 creep test samples.

16.2 MIDHANI successfully installed and commissioned NADACAP

NDT equipment, enabled the NDT division to meet NADACAP NDT requirements in FPT and MPT inspection. Successfully commissioned a Rotating Bend Fatigue machine and also enabled high cycle fatigue testing up to 900?C.

16.3 MIDHANI has supplied and obtained clearance for 4000 indigenously produced and tested SF800H extruded tubes/ hollows. Apart from that, MIDHANI also conducted ultrasonic testing using a modified 30-year-old 4-channel machine.

16.4 MIDHANI has successfully prepared and tested over 42,000 samples along with analysing more than 15,295 micro samples and 4,000+ Ferritoscope samples by metallography.

16.5 MIDHANI has operated 40 creep/stress rupture machines simultaneously for the first time and performed stress rupture testing of BZL 12Y grade samples at 975?C.

17. SUPPLY CHAIN MANAGEMENT PERFORMANCE:

17.1 Vendor Meet: MIDHANI organized a Vendor Meet on September 3, 2023, to facilitate direct interaction among its vendors. This event provided a platform to showcase MIDHANIs recent developments and product profiles, while also addressing any issues faced by our vendors. Additionally, on March 30, 2024, MIDHANI held a webinar on the Srijan Portal with MSME vendors. During the webinar, participants were introduced to the portals key features, objectives, and various categories of items uploaded by DPSUs for indigenization, with a special emphasis on items uploaded by MIDHANI.

17.2 Encouragement to Micro and Small-Scale Industries:

MIDHANI is dedicated to promoting and supporting

Micro and Small Enterprises (MSEs) by sourcing a diverse range of goods and services from them. In the fiscal year 2023-24, an impressive 51% of the total domestic procurement value came from MSE units. This commitment underscores our support for small businesses and our role in fostering their growth and development.

MIDHANI also organized an MSME Conclave on "Indigenization" in association with MSME DFO in Nagpur from January 27 to January 29, 2024 where

Shri Nitin Gadkari Ji, Honble Minister of Road Transport and Highways of India, and Shri Devendra Fadnavis, Deputy Chief Minister of Maharashtra graced the occasion.

Additionally, MIDHANI actively participated and coordinated the arrangements for the MSME Defence Conclave, titled "Opportunities for MSMEs in

Defence Manufacturing & Technology Supply Chain," organized by the Department of Defence Production (DDP), Ministry of Defence (MoD), in association with PHDCCI and MIDHANI at Rohtak, Haryana on January 31, 2024.

17.3 Integrity Pact (IP): In order to uphold transparency and integrity in all our contracts, MIDHANI has implemented the practice of signing integrity pacts with the respective bidders for high-value contracts. Shri Sunil Kumar Chourasia, IOFS (Retd.) and Shri T. Bal Raj, ITS (Retd.) act as our

Independent External Monitors (IEM) to ensure compliance and adherence to ethical standards. During FY 2023-24, approximately 80% of the total value of contracts and

Purchase Orders (POs) were covered under the Integrity Pact, reaffirming our commitment to maintain integrity and accountability in our operations.

17.4 Government e-Marketplace (GeM): MIDHANI is dedicated to enhancing procurement processes through the Government e-Marketplace (GeM) platform. During FY 2023-24, MIDHANI issued purchase orders totaling

H12,400 Lakh via GeM. This active engagement underscores MIDHANIs commitment to adopting digital technologies and supporting government initiatives, fostering a more seamless, efficient, transparent, and robust procurement ecosystem.

18. RISK MANAGEMENT:

18.1 MIDHANI has a comprehensive Risk Management Policy that has been approved by the Board. The identification and assessment of risks associated with various processes in MIDHANI have been extensively discussed in the Internal Production Review Meetings. In compliance with

Regulation 21 of SEBI (Listing Obligations and Disclosure

Requirements Regulations, 2015), MIDHANI has constituted a Risk Management Committee.

18.2 As part of the Management Discussion and Analysis section of this Annual Report, a detailed list of the identified risk elements faced by the Company is enumerated. This ensures transparency and allows stakeholders to have a comprehensive understanding of the risks involved in MIDHANIs operations. By actively managing and addressing these risks, MIDHANI remains committed to safeguarding its interests, promoting sustainable growth, and ensuring the long-term success of the organization.

19. HUMAN RESOURCE DEVELOPMENT:

19.1 Developing human resources is essential for organizational success. Human Resource Development (HRD) at MIDHANI involves a range of initiatives including employee training, career progression, performance management, coaching, mentoring, and succession planning. The goal is to enhance employee skills, knowledge, and abilities to meet the organizations objectives.

19.2 MIDHANI values its human resources highly and is dedicated to cultivating a motivated and committed team. HRD has significantly bolstered the organization, resulting in a stronger workforce, improved relationships, and increased productivity. At MIDHANI, employees are seen as the most valuable asset and prides itself on its highly skilled and motivated employees.

19.3 At MIDHANI, training and development programs are offered to employees to continually enhance their knowledge and skills, with a special focus on employees from SC, ST, OBC, and differently-abled categories.

19.4 Manpower Position: The manpower strength of MIDHANI as on March 31, 2024 stands at 473 Non-Executives, 23 Non- Unionized Supervisors and 274 Executives compared with 478 Non-Executives, 25 Non-Unionized Supervisors and 248 Executives as on March 31, 2023.

19.5 The total manpower strength under permanent category of your Company as on March 31, 2024 is as under:

Particulars	Non-Executives	Non-Unionized Supervisors	Executives	Total
Male	431	20	236	687
Female	42	3	38	83
Total	473	23	274	770

Statement showing the representation of SC/ST/OBC/PH and their recruitment etc., is enclosed as ‘Annexure - II. Note: Excluding Directors

Representation of SC/ST/OBC among Non-Executives:

SC	ST	OBC	Others	Total
89	44	209	131	473

19.6 Employee Welfare Initiatives: The various employee welfare initiative taken during FY 2023-24 are as below:

Encouraging Small Family Norms: In order to encourage employees to opt for a small family, Management, as a policy, allows casual leave for employees who undergo sterilization operation varying from 6 to 14 days based on the type of sterilization operation.

Social obligations/welfare programs: Monetary awards were presented on August 15, 2023 to meritorious students/children of our employees of SC, ST and OBC categories @ 1000/- per child in each category for scoring highest % of marks and @ 500/- each to all the students of above categories who scored 75% and above marks in X class Board examination or equivalent held in March/ April. 1,000/- per month scholarship to the children of employees pursuing graduation in Metallurgical

Engineering till completion of the course.

Post-Retirement Medical Benefit Scheme (PRMBS): The Post-Retirement Medical Benefit

Scheme (PRMBS) is currently in place for Executives, Non-Unionized Supervisors, and Non-Executives who retired after January 1, 2007. Additionally, the

Group Medical Insurance Scheme is operational for employees who retired before January 1, 2007.

Education Scholarship for wards of Workmen / employees of MIDHANI Studying in BPDAV School: Merit Scholarships are awarded to the children of employees who are studying in classes

1 to X and have secured the 1^st or 2^nd rank in their previous years final examinations. The scholarship provides 6,000/- per annum for 1^st rank achievers and 3,000/- per annum for 2^nd rank achievers. Additionally, children of workmen in grades WG-0 to WG-5 who successfully advance to the next grade (classes I to X) are eligible for an Education Scholarship of 300/- per month.

School Activities: Brahm Prakash D.A.V. School, located within MIDHANI Township, is managed by the company for the children of MIDHANI employees and students from the neighboring areas. The students have consistently excelled in academics, athletics, and cultural pursuits, bringing honor and distinction to the school.

Township: MIDHANI has provided housing facilities to its essential services employees through a

Township comprising of 87 quarters. 19.7 Women Empowerment:

MIDHANI fosters an environment where women employees can excel and contribute to the companys goals. With 83 women in executive and non-executive roles, they play vital roles across various departments. The management supports their growth through targeted training programs and ensures their well-being in line with regulatory standards. To enhance technical skills and overall professional development of women employees, the management nominates women employees for both in-house and external training programs.

Every year on 8^th March, MIDHANI celebrates International Womens Day. The event includes team-building activities and games, which are met with great enthusiasm by all the women employees. 19.8 Industrial relations: The industrial relations continued to be peaceful and cordial during the year under report. The management continues to receive maximum support and cooperation from the employees as in the past.

19.9 Environment management: MIDHANI remains steadfast in its commitment to preserving and enhancing the ecological balance in and around its factory premises. This dedication is evident through the establishment and maintenance of an extensive and diverse plantation. The green belt at MIDHANI, with its thousands of plants, creates a lush canopy of greenery. This initiative not only reduces air and dust pollution but also provides a thriving habitat for various bird species.

20. DIRECTORS, EMPLOYEES AND RELATED DISCLOSURES:

In accordance with Ministry of Corporate Affairs notification no. GSR 463(E) dated June 05, 2015, MIDHANI is exempt from provisions of Section 197 of the Companies Act, 2013 and rules thereof.

21. TRAINING & DEVELOPMENT:

21.1 During the FY 2023-24, Training & Development

Department achieved 3,456 person days of training, an increase from 2,855 person days in the previous year. The training programs included internal and external training programs, plant visits, and skill development training for apprentices and internships.

21.2 MIDHANI is fully committed to its responsibilities under the

Apprentice Act 1961. In alignment with this commitment, we have engaged approximately 120 Trade Apprentices in various trades such as Electrician, Fitter, Welder,

Machinist, Turner, and COPA for one year of on-the-job training. To foster strong institution-industry relations, we offered internships to 38 engineering students from across

India and permitted around 400 visitors for plant tours during FY 2023-24.

21.3 Beyond on-the-job training for apprentices, MIDHANI organized various skill development programs. These programs included knowledge transfer sessions and motivational workshops conducted by both internal and external faculty, totaling 531 person days.

22. STATUTORY & SOCIAL OBLIGATIONS:

22.1 CORPORATE SOCIAL RESPONSIBILITY:

The Corporate Social Responsibility and Sustainable Development Policy of MIDHANI in line with the Companies Act 2013 was approved by the Board of MIDHANI. The policy is available at https://midhani-india.in/policies/

For the year under review MIDHANI has incurred expenditure of 455.02 Lakh for CSR activities against the mandatory requirement of 454.68 Lakh.

Thus, the cumulative CSR expenditure incurred by

MIDHANI over the years has crossed 4,169.04 Lakh. The unspent amount of 22 Lakh pertaining to an ongoing project of FY 2022-23 has also been spent during FY 2023-24. In terms of Rule 7(3) of The

Companies (Corporate Social Responsibility Policy)

Rules, 2014 the excess CSR amount of 34,000/- spent during FY 2023-24 to be set-off against the requirement of Section 135(5) of the Companies Act, 2013 up to immediate succeeding three financial years.

The Company has prepared an annual report on its CSR activities, in compliance with the Companies (Corporate Social Responsibility Policy) Rules, 2014. The report can be accessed at https://midhani-india.in/csr/ and forms part of Annual Report as Annexure - III. Details about the composition of the Corporate Social Responsibility and Sustainable Development Committee of MIDHANI can be found in the "Report on Corporate Governance," which is included in this Annual Report.

The CSR activities undertaken by our Company during the reporting year encompass the following areas: (i) Promotion of Health Care and Sanitation;

(ii) Promotion of Education;

(iii) Skill Development and; (iv) Others

(i) Promotion of Health Care and Sanitation:

(a) Promotion of Health care: i) MIDHANI has sponsored the activities of MIDHANI Primary Health Care Centre which is catering relentless medical services to the needy patients by extending

Out Patient consultation, Eye Camps, cataract surgeries, Cardiac Camps in MPHCC and other places. Incurred an expenditure of 110 Lakh. ii) Sponsored 20 Lakh to Samskruti Foundation for promoting Satvic Aahaar as Nutrient Dense, Therapeutic Diet for the Physical,

Mental, Emotional and Spiritual well-being. iii) Sponsored 6000 Nutritional Kits to TB patients in Hyderabad and incurred an expenditure of 44.38 Lakh. iv) Sponsored 20 Lakh to Mamta Charitable

Trust for organizing Health Awareness campaign.

v) Sponsored Advance Cardiac Life Support

Ambulance to Osmania General Hospital.

Expenditure incurred 30.98 Lakh.

(b) Annual maintenance of Toilets constructed by MIDHANI under Swachh Bharat.

(ii) Promotion of Education:

(a) Free Education for children belonging to SC/ ST/OBC category whose parents fall in lower income group are being given admission in to LKG and the entire fee shall be borne by

MIDHANI till they complete 10^th Class. This year Company has sponsored free education to 31 children at an expenditure of H 6.90 Lakh.

(b) Sponsored School Bus to Bharateeya Vidyanikethan to provide transport facility to help

Tribal students reach the school. Expenditure incurred H 20 Lakh.

(c) Sponsored H 25 Lakh to Sri Saraswati

Vidyapeetham for constructing additional classrooms in Sri Saraswati Sisu Mandir.

(d) Sponsored H 20.75 lakh towards School Bus and other infrastructural development activities to BPDAV School.

(iii) Skill Development:

(a) Every year MIDHANI is inducting apprentices to help students have exposure to the real time environment and gain knowledge from the experienced professionals. As part of the stipend paid to the apprentices an amount of

H 26.65 Lakh is accounted under CSR as per the guidelines.

(b) Sponsored Grameena Vikas Sangham

H35 Lakh for construction of Two Halls for conducting free tuition and tailoring centers.

(c) Entered in to MoU with District Collector

Kumarambheem Asifabad (Aspirational District)forBambooHandicraftDevelopment Project to train 400 candidates.

Actual CSR expenditure incurred during FY 2023-24 was

477.02 Lakh (which includes CSR expenditure of 22 Lakh for an ongoing project pertaining to FY 2022-23) against mandatory expenditure of 454.68 Lakh. The Annual Report on CSR forms part as Annexure -III of this Annual Report.

22.2 DISCLOSURE UNDER SEXUAL HARRASEMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

At our company, we are dedicated to providing a safe and inclusive workplace for all employees, with a particular focus on the safety and well-being of women. To uphold this commitment, we have established an Internal Complaints Committee (ICC) specifically tasked with addressing and resolving issues related to sexual harassment. The ICC operates under a policy designed to protect and support all parties involved, adhering to strict guidelines to ensure fairness and confidentiality.

During the review period, we are pleased to report that the ICC did not receive any complaints regarding sexual harassment. Furthermore, as of the end of FY 2023-24, there are no outstanding complaints on this matter. This reflects our ongoing efforts to maintain a safe and respectful work environment for everyone.

22.3 CONTRIBUTION TO EXCHEQUER:

During FY 2023-24, your Company contributed an amount of 30,826.54 Lakh in the form of Dividend, Duties and Taxes vis-a-vis 26,027.52 Lakh during FY 2022-23.

22.4 COPY OF ANNUAL RETURN:

The Annual Return as provided under sub-section (3) of Section 92 of The Companies Act 2013 is available at website of the Company at https://midhani-india. in/annual-return/

22.5 REPORT ON CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The Report on conservation of Energy, Technology

Absorption and foreign exchange earnings and outgo forms part of Annual Report as Annexure – IV.

22.6 BUSINESS RESPONSIBILITY REPORT:

As per the requirements of Regulation 34 of SEBI Listing

Regulations, the Business Responsibility and Sustainability Report (BRSR) forms part of Annual Report as Annexure-V. This report highlights the various initiatives undertaken by the company in terms of environmental sustainability, social responsibility, and governance practices. We encourage you to review this report for a comprehensive understanding of our commitment to responsible business practices.

22.7 IMPLEMENTATION OF RIGHT TO INFORMATION (RTI) ACT 2005:

MIDHANI, as a Public Authority under the RTI Act 2005, has appointed a Nodal officer, Appellate Authority, and CPIO to ensure compliance with the RTI Act 2005. The Company promptly provides information requested by citizens within the specified time frame. MIDHANI also fulfills its obligation of Suo Motu disclosures under Section 4(1)(b) of the RTI Act by displaying information on its official website. MIDHANIs website is regularly updated to keep its stakeholders informed about news and developments.

During FY 2023-24, 175 RTI applications were received and 173 applications were disposed of, including those from the previous period and as on March 31, 2024, 7

RTI application were pending. Additionally, 11 RTI appeals were raised during FY 2023-24 and 10 RTI appeals were disposed of within the year. MIDHANI submits quarterly returns to the authorities in accordance with the regulations.

22.8 RAJBHASHA IMPLEMENTATION:

MIDHANI has adhered to the Government directives and regulations for promoting the use of Hindi in official work. Quarterly meetings of the Official Language

Implementation Committee, were chaired by the Chairman & Managing Director. Progress reports were regularly submitted to the Ministry of Defence (MoD), the Ministry of Home Affairs (MHA), and the

Town Official Language Implementation Committee - Undertaking (TOLIC-U). Four quarterly meetings of the Official Language Implementation Committee were held to ensure compliance and progress in this initiative.

To support employees in performing their daily official work in Hindi, eight Hindi Awareness Workshops were conducted for approximately 141 employees. MIDHANI employees won four prizes in competitions organized by TOLIC (U) and MIDHANI continues to promote Hindi as the Official Language by regularly conducting Hindi language and typing training classes.

During the review year, 32 employees completed the Prabodh course, 44 employees completed Praveen, 35 employees completed Parangat, and 40 employees received training under the Hindi Teaching Scheme.

As part of the directives from the Ministry of Home Affairs, "Hindi Fortnight" was celebrated on a large scale from September 11 to 25, 2023, to promote the use of Hindi.

22.9 RELATED PARTY TRANSACTION:

Disclosure of related party transactions as per Ind AS-24, issued by the Institute of Chartered Accountants of India, is provided at note no. 40 of the Notes forming part of Annual Accounts for FY 2023-24.

All contracts /arrangements /transactions entered into by the Company with related parties during the year under review, were in ordinary course of business of the Company and on ‘arms length terms. The related party transactions were placed before the Audit

Committee for review and/or approval.

During the year, the Company did not enter into any contract /arrangement /transaction with related party, which could be considered material in accordance with the Companys ‘Policy on Materiality of and dealing with Related Party Transactions and accordingly, the disclosure of related party transactions in Form AOC-2 is not applicable. The aforesaid Policy is available on the Companys website at https:// midhani-india.in/policies/

23 VIGILANCE ACTIVITIES:

23.1 The Vigilance Department of the Company is led by Dr. Upender Vennam, an IPoS officer, serving as the Chief Vigilance Officer (CVO). In this capacity, Dr. Vennam advises the Chairman & Managing Director (C&MD) on all vigilance-related matters and acts as a liaison between the organization and the Central Vigilance Commission (CVC). 23.2 During the year, Vigilance Department suggested seventeen

(17) systemic improvements and good practices in areas such as Human Resources, Scrap Management, Stores, and Procurement/Contracts. These recommendations were considered and implemented by the Management. Additionally, the online system for bill tracking by contractors, previously introduced, was reactivated for vendors at the initiative of the Vigilance Department.

23.3 Vigilance Awareness Week 2023 was observed from October 30 to November 5, 2023, focusing on the CVC theme "Say no to corruption; commit to the Nation". As part of preventive vigilance, a compendium booklet compiling all CVC Circulars and OMs issued since January

1, 2019, was prepared and released by the Secretary

(CVC) during his visit to MIDHANI Hyderabad plant on

October 18, 2023. During the three-month campaign leading up to Vigilance Awareness Week (from August 16, 2023, to November 15, 2023), a total of 293 MIDHANI executives were trained by both external and internal faculties on various topics.

24. VIGIL MECHANISM:

24.1 The Whistleblower Policy was first adopted by the Board of Directors at its 206^th Meeting on January 23, 2013. It was later amended as the Whistleblower Policy - 2018 to align with the Public Interest Disclosure and Protection of Informers Resolution, 2004 (PIDPI). This policy provides a mechanism for individuals to report complaints and seek protection against any retaliation for whistleblowing. 24.2 The Whistleblower policy established by the company is to encourage employees to report any unfair or unethical activities within the organization. The Board level Audit Committee periodically reviews the functioning of the vigil mechanism and addresses any whistleblower complaints received.

24.3 The Whistleblower Policy - 2018 serves as MIDHANIs Vigil

Mechanism and enables stakeholders to report any issues that may have an impact on the organization. The policy is readily accessible on the companys website. at https:// midhani-india.in/department_vigilance/role-functions-of-vigilance-department/

25 AWARDS AND RECOGNITION:

25.1 At the 37^th National Convention on Quality Concepts (NCQC) held from 4^th to 7^th January 2024 by the Quality Circle Forum of India, all five participant teams of MIDHANI secured more than 80% score which helped MIDHANI to secure the highest honor of ‘Par Excellence Award ‘Par Excellence Award.

25.2 On October 27, 2023, MIDHANI was honored with the Rajbhasha Cup for best Official Language Implementation and Best E-House Journal for its Rajbhasha e-House

Journal – Sankalp.

26. COMPANY PERFORMANCE AND FUTURE OUTLOOK:

The Annual Report includes Management Discussion and Analysis, providing a comprehensive analysis of the Companys financial performance, operations, and future outlook.

27. CORPORATE GOVERNANCE:

27.1 The Company adheres to the principles and philosophy of

Corporate Governance, ensuring good decision-making practices in line with current standards and guidelines from the Department of Public Enterprises. A comprehensive Code of Business Conduct and Ethics is in place which is applicable to all Board Members and Senior Management. A certificate from the Chairman and Managing Director affirming compliance with Code of Business Conduct and

Ethics for Board and Senior Management forms part of

Annual Report as Annexure – VI.

27.2 The Annual Report includes a comprehensive report on

Corporate Governance, providing detailed information on the companys adherence to guidelines issued by the

Department of Public Enterprises (DPE) and SEBI Listing

Regulations. A certificate confirming compliance with these guidelines, signed by a practicing Company Secretary, forms part of Annual Report as Annexure – VII.

27.3 In line with the Revised Grading norms for CPSEs, your

Company has achieved a perfect score of 100% for the FY 2023-24 in terms of compliance with the Guidelines on Corporate Governance issued by the Department of Public

Enterprises (DPE).

28. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

28.1 MIDHANI has implemented a robust framework for internal controls, which is designed to align with the companys size and operations. This internal control system is further strengthened by a comprehensive program of internal audits and management reviews. The internal audit function, supported by external audit firms, conducts thorough and risk-focused audits to assess the effectiveness of the internal control structure and its functions on a regular basis. This ensures the integrity and reliability of the companys operations.

28.2 The Company has implemented robust internal financial controls in accordance with the requirements of the Companies Act, 2013. These controls are implemented at various levels within the organization to ensure compliance with internal control requirements, regulatory compliance, and accurate recording of financial and operational information. The internal financial controls are designed to safeguard assets, prevent fraud, maintain financial accuracy, and promote operational efficiency.

28.3 The Company engaged the services of external audit firm Sagar & Associates to conduct the internal audit during the year, with a focus on assessing the adequacy of systems and controls. The audit reports prepared by Sagar & Associates were thoroughly reviewed by the Audit Committee. Additionally, the in-house Internal Audit team conducted regular audits of specific processes. The findings and recommendations from these audits, along with the corrective actions initiated, were discussed with the Management and reviewed by the Audit Committee. The Audit Committee also assessed the adequacy and effectiveness of internal controls in place.

28.4 No instances of fraud were reported to the Audit Committee by the Auditors in accordance with Section 143(12) of the Companies Act, 2013 and the rules prescribed. Therefore, no disclosure is required under Section 134(3)(ca) of the Companies Act, 2013.

29. BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL:

29.1 The Board of your Company at the beginning of FY 2023-24 comprised of Six (6) Directors i.e. Three

(3) Functional Directors, One (1) Government Nominee Director and Two (2) Independent Directors, all eminent personalities with vast experience from diverse fields.

29.2 As on date of this Report, the Company has Six (6)

Directors i.e. Three (3) Functional Directors, One (1) Govt. Nominee Director and Two (2) Independent Directors.

29.3 During the year under review, the following appointment/ re-employment of Directors were observed:

DepartmentofDefenceProduction,MinistryofDefence vide Office Memorandum No. 8(32)/2019-D-(Coord/ DDP) dated December 8, 2023 appointed Shri Shalabh Tyagi, (Joint Secretary - Personnel &

Coordination ) (JS-P&C) (DIN:10042888) as Govt.

Nominee Director in place of Shri Surendra Prasad

Yadav (DIN: 02267582) w.e.f. December 8, 2023. In accordance with Regulation 17(1C) of the SEBI Listing Regulations, the approval of the members of the Company for appointment of Shri Shalabh Tyagi, (JS – P&C) through an Ordinary Resolution will be sought at 50^th Annual General Meeting.

Department of Defence Production, Ministry of

Defence vide letter No. 5/1(2)/2018/D(NS) dated February 26, 2024 conveyed the approval of competent authority for re-employment of Dr. Sanjay Kumar Jha as Chairman & Managing Director of MIDHANI (DIN:

07533036) on contract basis for a period of Ten (10) months beyond the age of his superannuation i.e. w.e.f. March 1, 2024 upto December 31, 2024 or till regular incumbent joins the post or until further orders, whichever is the earliest. In accordance with

Regulation 17(1C) of the SEBI Listing Regulations, the approval of the members of the Company for re-employment of Dr. Sanjay Kumar Jha as Chairman

& Managing Director through an Ordinary Resolution will be sought at 50^th Annual General Meeting.

29.4 In accordance with provisions of the Companies Act, 2013,

Shri T. Muthukumar, Director (Production and Marketing)

(DIN:09636771) retires by rotation at the ensuing Annual

General Meeting (AGM) and being eligible has offered himself for re-appointment.

29.5 The Notice of the 50^th Annual General Meeting (AGM) provides a brief resume, expertise, directorship details in other companies, and shareholding information of the

Director(s) proposed for appointment/re-appointment at the AGM, in accordance with Secretarial Standard-2 and

Regulation 36 of the SEBI Listing Regulations.

29.6 Performance Evaluation: The appointment/ reappointment of Independent Directors in the Company, being a Government Company, is done by the President of India through the Administrative Ministry. The evaluation of Independent Directors performance and their compliance with the Independence criteria specified in the SEBI Listing

Regulations is conducted by the Government of India through its internal processes.

30. REMUNERATION POLICY:

30.1 MIDHANI is a Government of India owned Public Sector

Enterprise under the administrative control of the Ministry of Defence. The Directors of the Company are appointed by the President of India and their remuneration is determined in accordance with the Guidelines issued by DPE. As per Article 67 of MIDHANIs Articles of Association, the

President of India is Competent Authority for appointing Directors and deciding their remuneration. Given that these appointments are made by the President of India, the evaluation of the performance of these appointees is also conducted by the Government of India.

30.2 The terms and condition of payment of sitting fees to Independent Directors and Govt. Nominee Director is available on the Companys website at https://midhani-india.in/policies/.

30.3 Further, provisions of Section 178(2), (3) and (4) are not applicable on Company vide Ministry of Corporate Affairs notification dated June 5, 2015.

31 DECLARATION AND MEETING OF INDEPENDENT DIRECTORS:

31.1 The Independent Directors of the Company have affirmed their compliance with the independence criteria outlined in both the Companies Act, 2013 and SEBI Listing Regulations.

Additionally, they have fulfilled the requirements specified in Rule 6, Sub-rule 1 & 2 of the Companies (Appointment and Qualifications of Directors) Rules, 2014.

31.2 The Independent Directors have provided confirmation of their adherence to the "Code of Business Conduct and Ethics for Board Members and Senior Management" of the Company.

31.3 During FY 2023-24, one (1) meeting of the Independent

Directors was conducted on March 28, 2024, in accordance with the provisions of the Companies Act, 2013, and SEBI Listing Regulations.

32. DIRECTORS RESPONSIBILITY STATEMENT:

32.1 Pursuant to Section 134(5) of the Companies Act, 2013, your Directors state that: a. in the preparation of the Annual Accounts for the financial year ended March 31, 2024, the applicable Indian Accounting Standards (Ind AS) have been followed along with proper explanations on the material departures; b. the Directors have such Accounting Policies have been selected and applied consistently and judgments and estimate have been made; that were 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 i.e. March 31, 2024; and of the Profit of the Company for the year ending on March 31, 2024; c. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act 2013, as amended from time to time, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d. the Directors have prepared the accounts for the financial year ended on March 31, 2024 on a ‘going concern basis; e. the Directors have laid down proper internal financial controls in place and that such internal controls are adequate and are operating effectively; and f. the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

33. AUDITORS:

33.1 Statutory Auditors: C&AG of India appointed M/s Gandhi

& Gandhi, Chartered Accountants, Hyderabad, [Firm

Registration No.000849S] as Statutory Auditors of the

Company for conducting audit of accounts for the year ended March 31, 2024. The Auditors Report of Statutory Auditors on the Financial Statements for the financial year ended on March 31, 2024, is an unmodified opinion i.e., it does not contain any qualification, reservation or adverse remark.

33.2 Cost Auditor: Your Company is required to maintain cost records as specified by Central Government under section 148(1) of the Companies Act, 2013. Your

Company appointed BVR & Associates, Cost Accountants,

Hyderabad, [Firm Registration No 000453] as Cost Auditors for the FY 2023- 24 in terms of Section 148 of Companies

Act, 2013, read with the Companies (Cost Records and Audit) Rules, 2014.

33.3 Secretarial Auditor: In terms of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 your Company appointed D. Hanumanta Raju

& Co, Company Secretaries Hyderabad as Secretarial Auditors of the Company for the FY 2023-24. The Secretarial Audit Report forms part of Annual Report as Annexure – VIII along with managements reply to the observations therein.

33.4 Internal Auditor: Your Company engaged Sagar &

Associates. [Firm Registration No. 003510S] to conduct

Internal Audit for FY 2023-24.

34. COMMENTS OF COMPTROLLER & AUDITOR GENERAL OF INDIA:

The ‘Nil Comments certificate on the Accounts issued by the Comptroller and Auditor General of India for the year ended March 31, 2024 is placed in Annual Report after Statutory Auditors Report.

35. DISCLOSURES UNDER COMPANIES ACT, 2013:

35.1 Borrowings and Debt Servicing: During the year under review, your Company has met all its obligations towards repayment of principal and interest on loans availed.

35.2 Particulars of loans given, investments made, guarantees / securities given: The details of investments made and loans/ guarantees/securities given, as applicable, are given in Notes No. 6, 7 and 14 of the Annual

Financial Statements.

35.3 Board Meetings: During the financial year ended on

March 31, 2024, the Board met eight (8) times on May 25, 2023, July 18, 2023, August 8, 2023, October 18, 2023, November 7, 2023, January 10, 2024, February 9, 2024 and March 14, 2024. For further details of these meetings, Members may please refer ‘Report on Corporate Governance which forms part of this Annual Report.

35.4 Board Committees: For details regarding Board Committees, Members may please refer ‘Report on Corporate Governance which forms part of this Annual Report.

35.5 Secretarial Standards: Your Directors state that the Secretarial Standards i.e. SS-1 and SS-2, relating to ‘Meetings of the Board of Directors and ‘General Meetings, respectively have been duly followed by the Company.

36. GENERAL AFFIRMATIONS AND DISCLOSURES:

36.1 Your Directors state that no disclosure is required in respect of the following matters, as there were no transactions/ events in relation thereto, during the year under review: a) Details relating to deposits covered under Chapter V of the Companies Act, 2013. b) Issue of equity shares with differential rights as to dividend, voting or otherwise. c) Issue of shares (including sweat equity shares) to employees of the Company unsder any scheme of the Company.

36.2 Your Directors further state that: a) there was no change in the share capital of the Company during the year under review. b) no material changes/commitments of the Company have occurred after the end of the FY 2023-24 and till the date of this report, which affect the financial position of your Company. c) no significant or material orders were passed by the Regulators or Courts or Tribunals which impact the ‘going concern status and Companys operations in future. d) during the year, no corporate insolvency resolution process was initiated under the Insolvency and

Bankruptcy Code, 2016, either by or against the Company, before National Company Law Tribunal or other court(s).

37. ACKNOWLEDGEMENT:

37.1 The Board of Directors wishes to extend its deepest gratitude for the unwavering support and cooperation received from various Government agencies. We acknowledge the Ministry of Defence, establishments under DRDO, and other Central and State Government agencies for their invaluable assistance. The Board also sincerely appreciates the continuous support from our customers, vendors, bankers, the C&AG, statutory and internal auditors, the Chairperson of the Audit Committee, the Chairpersons of other sub-committees of the Board, as well as our advisers, consultants, and stakeholders. Your guidance and partnership have been instrumental to our progress throughout the year.

37.2 The Board extends its sincere gratitude to all employees of the Company for their outstanding contributions and unwavering cooperation. Your dedication and hard work have been key to our collective achievements.

37.3 Lastly, the Board extends its profound gratitude to our shareholders and investors for their steadfast trust and confidence in the Company. We look forward to your continued support, which will undoubtedly drive the Company towards even greater success in the future.

Place: Hyderabad

Date : August 9, 2024