Mudra Financial Services Ltd Directors Report

Dear Member(s),

The Board of Directors of your Company takes pleasure in presenting the Thirty Second (32nd) Annual Report of Mudra Financial Services Limited (‘Company’), on the business and operations of the Company together with Audited Financial Statements and the Auditor’s Report thereon for the financial year ended March 31,2026 (‘FY 2025-26’)

1. FINANCIAL PERFORMANCE:

A summary of the financial performance of the Company in FY 2026 is detailed below:

		(Amount in INR “000”)
Particulars	Year ended 31.03.2026	Year ended 31.03.2025
Revenue from Operations	7,235.18	6,655.09
Other Income	1,996.72	2,541.22
Total Revenue	9,231.90	9,196.31
Less: Total Expenses	8,474.06	5,945.04
Profit Before Tax	757.84	3,251.27
Less: Tax Expense
Current Tax	540.00	896.00
Earlier Years Tax	(676.65)	(0.02)
Deferred Tax	(749.09)	(213.23)
Profit After Tax	1,643.58	2,568.52

2. OPERATIONAL REVIEW:

Your Company has earned income from operations of Rs.7,235.18(in”000”) during the current year as compared to Rs.6,655.09(in”000”) earned in the previous year. During the year under review, the company has earned Profit after Tax of Rs.1,643.58(in”000”) as compared to Profit after Tax of Rs.2,568.52(in”000”)in immediately preceding financial year.

3. DIVIDEND :

Your Directors have not recommended any dividend for the year ended March 31, 2026, in order to plough back the profits for future growth and development of the Company.

4. TRANSFER TO RESERVES:

During the year under review, the company has transferred an amount of Rs.328.72(in”000”) to the Statutory Reserve pursuant to Section 45-IC of RBI Act, 1934.

5. CHANGES IN NATURE OF BUSINESS:

No significant change has been made in the nature of the business of the company during the financial year 2025-2026.

6. SHARE CAPITAL OF THE COMPANY:

During the financial year 2025-26, there has been no change in the Authorized Share Capital or the Issued, Subscribed, and Paid-up Share Capital of the Company.

As of March 31,2026, the Authorized Share Capital of the Company is Rs.5,25,00,000 (Rupees Five Crore Twenty-Five Lakhs only), divided into 52,50,000 (Fifty-Two Lakh Fifty Thousand) equity shares of Rs.10 (Rupees Ten only) each.

The Issued, Subscribed, and Paid-up Share Capital of the Company is Rs.5,01,00,000 (Rupees Five Crore One Lakh only), divided into 50,10,000 (Fifty Lakh Ten Thousand) equity shares of Rs.10 (Rupees Ten only) each, fully paid-up.

During the year under review, the Company has not issued any shares with differential voting rights, nor has it granted any stock options or issued any sweat equity shares.

7. ANNUAL RETURN:

Pursuant to Section 134(3)(a) of the Act, the Annual Report referred to in Section 92(3) of the Act read with Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return for the financial year ended March 31, 2026 is available on the Company’s website at https://www.mudrafinancial.in/.

8. SUSIDIARIES/JOINT VENTURES/ASSOCIATE COMPANIES:

The Company does not have any Subsidiary, Joint venture or Associate Company.

9. PUBLIC DEPOSITS:

Your Company has not accepted any deposits from the public, during the financial year, within the meaning of Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014, and no amount of principal or interest on deposits from the public was outstanding at the beginning and end of FY 2025-26.

10. PARTICULARS OF LOANS, GUARANTEES/SECURITIES OR INVESTMENTS :

There were no guarantees or securities given by the Company under Section 186 of the Companies Act, 2013 during the year under review. The details of the loans given and investments made by the Company have been disclosed in the notes to the financial statements.

11. CORPORATE SOCIAL RESPONSIBILITY:

The provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules 2014, were not applicable to the Company for the financial year ended March 31,2026.

12. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

No significant material orders have been passed by any Regulators/Courts/Tribunals which have been received by the Company having impact on the going concern status and the Company’s operation in future.

13. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a. APPOINTMENT AND RESIGNATION OF DIRECTOR:

During the financial year under review, the Board of Directors, at its meeting held on May 22, 2025, appointed Mrs. Dipti Nikhil Chheda (DIN: 10660214) as an Additional Director (Non-Executive Independent Director) of the Company for a term of five (5) consecutive years, commencing from May 22, 2025 up to May 21,2030, not liable to retire by rotation, subject to the approval of the shareholders. The Members approved her appointment at the 31st Annual General Meeting held on September 4, 2025.

During the year under review, Mr. Atul Jain (DIN: 00096052) resigned from the office of Non-Executive, Non Independent Director of the Company with effect from the close of business hours on June 10, 2025. The Board placed on record its sincere appreciation for his valuable guidance, unwavering support, and significant contribution during his tenure as Director.

Pursuant to the recommendation of the Nomination and Remuneration Committee, the Board of Directors, at its meeting held on July 1,2025, approved and recommended the appointment of Mr. Atul Jain (DIN: 00096052) as a Non-Executive, Non Independent Director, liable to retire by rotation, with effect from July 1,2025, subject to the approval of the Members.

The Members approved his appointment as a Non-Executive, Non Independent Director, liable to retire by rotation, at the 31st Annual General Meeting held on September 4, 2025.

b. DIRECTOR LIABLE TO RETIRE BY ROTATION:

Pursuant to the provisions of Section 152 of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Atul Jain (DIN: 00096052) retires by rotation at the ensuing Annual General Meeting and, being eligible, has offered himself for re-appointment.

The Company has received the necessary declaration and confirmations from the Directors. None of the Directors of the Company is disqualified from being appointed or continuing as a Director in terms of the provisions of Section 164(2) of the Companies Act, 2013 read with Rule 14(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014.

c. KEY MANAGERIAL PERSONNEL:

There was no change in the composition of the Key Managerial Personnel (KMP) of the Company during the financial year under review.

Further, none of the Directors or Key Managerial Personnel of the Company is disqualified under the provisions of the Companies Act, 2013 or the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

14. STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS:

Pursuant to the provisions of Section 149 of the Act, the Independent Directors of the Company have given their declarations to the Company that they meet the criteria of independence as provided under Section 149(6) of the Act read along with Rules framed thereunder and Regulation 16(1)(b) & 25(8) of the Listing Regulations and are not disqualified from continuing as an Independent Director of the Company.The Independent Directors have also confirmed that they are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgement and without any external influence.

Further, in compliance with Rule 6(1) and 6(2) of the Companies (Appointment and Qualification of Directors) Rules, 2014, all Independent Directors of the Company have registered themselves with the Indian Institute of Corporate Affairs (IICA). The Policy on Terms of Engagement of Independent Directors is available on the website of the company.

Based on the disclosures received, the Board is of the opinion that, all the Independent Directors also possess the attributes of integrity, expertise and experience (including proficiency) as required to be disclosed under Rule 8(5)(iii)(a) of the Companies (Accounts) Rules, 2014.

15. DIRECTORS RESPONSIBILITY STATEMENT:

To the best of our knowledge and belief and according to the information and explanations obtained, Directors make the following statement in terms of Section 134(5) of the Companies Act, 2013:

(a) in the preparation of the Annual Accounts for the financial year ended March 31,2026, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;

(b) the Directors had 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 the profit of the company for that period;

(c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) the Directors had prepared the annual accounts on a going concern basis;

(e) the Directors, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and

(f) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

16. BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the company has implemented a system of evaluating performance of the Board of Directors and of its Committees and individual directors on the basis of evaluation criteria suggested by the Nomination and Remuneration Committee and the SEBI (LODR) Regulations, 2015. Accordingly, the Board has carried out an evaluation of its performance after taking into consideration various performance related aspects of the Board’s functioning, composition of the Board and its Committees, culture, execution and performance of specific duties, remuneration, obligations and governance.The performance evaluation of the Board as a whole was carried out by the Independent Directors in their meeting held on January 28, 2026.

Similarly, the performance of various committees, individual Independent Directors was evaluated by the entire Board of Directors (excluding the Director being evaluated) on various parameters like engagement, analysis, decision making, communication and interest of stakeholders.

The Directors expressed their satisfaction with the evaluation process.

17. MEETINGS OF BOARD OF DIRECTORS OF THE COMPANY:

During the year under review, 7 (Seven) Board Meetings were convened and held on May 22, 2025, July 01,2025, July 18, 2025, August 05, 2025, November 12, 2025, January 28, 2026 and March 16, 2026. The maximum interval between any two meetings did not exceed 120 days, as prescribed under the Companies Act, 2013. The details of these are as follows:

Name of the Director	Category of Directorship	No. of meetings during the year
		Held	Attended
Mr. Dipen Maheshwari	Managing Director	7	7
Mr. Atul Jain	Non-Executive Director	6	6
Mrs. Dipti Chheda	Non-Executive Independent Director	6	6
Mr. Jiyan Shah	Non-Executive Independent Director	7	7

18. AUDIT COMMITTEE:

In accordance with the provisions contained in Regulation 18 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and in consonance with the provisions of Section 177 of the Companies Act, 2013, the Board of Directors had constituted an Audit Committee comprising of 3(Three) Directors.

The Committee acts as a link between the Management, the Statutory Auditors and the Board of Directors of the Company. The Committee focuses its attention on monitoring the financial reporting system within the Company, considering Quarterly & Annual Financial Results of the Company and submitting its observations to the Board of Directors before it is adopted by the Board, review of internal audit report, internal control system, audit methodology and process, major accounting policies and practice, compliance with accounting standards. The committee also reviews the legal compliance reporting system.

During the year under review, 4 (Four) Audit Committee meetings were convened and held on May 22, 2025, July 18, 2025, November 12, 2025, and January 28, 2026, and all the members of the Audit Committee were present in all the meetings.

The particulars of Members of Audit Committee and their attendance at the Meetings are as under:

Name of the Director	Designation	Category of Directorship	No. of Meetings during the year
			Held	Attended
Mr. Jiyan Shah	Chairman	Non-Executive Independent Director	4	4
#Mr. Atul Jain	Member	Non-Executive Director	3	3
*Mrs. DiptiChheda	Member	Non-Executive Independent Director	3	3

*Mrs. DiptiChheda was appointed as a Member of the Committee on May 22, 2025.

#Mr. Atul Jain was appointed as a Member of the Committee on July 1,2025.

19. NOMINATION AND REMUNERATION COMMITTEE (“NRC”) :

The Company has a ‘Nomination and Remuneration Committee’ in order to align it with the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Company has a policy in place which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and Senior Management of the Company. The policy lays down the criteria determining qualifications, positive attributes, independence of a director and other matters pursuant to the provisions of sub-section (3) of Section 178 of the Companies Act, 2013. The policy is posted on the website of the Company https://www.mudrafinancial.in/.

During the year under review, 2 (Two) Nomination and Remuneration Committee meetings were convened and held on May 22, 2025 and July 01,2025, all the members of the Nomination and Remuneration Committee were present in all the meetings.

The particulars of the members of NRC and their attendance at the meeting are as under:

Name of the Director	Designation	Category of Directorship	No. of Meetings during the year
			Held	Attended
Mr. Jiyan Shah	Chairman	Non-Executive Independent Director	2	2
*Mrs. DiptiChheda	Member	Non-Executive Independent Director	1	1
#Mr. Atul Jain	Member	Non-Executive Director	1	1

*Mrs. DiptiChhedawas appointed as a Member of the Committee on May 22, 2025.

#Mr. Atul Jain was appointed as a Member of the Committee on July 1,2025.

20. STAKEHOLDERS RELATIONSHIP COMMITTEE (“SRC”):

During the year under review, 2 (Two) Stakeholders Relationship Committee meetings were convened and held on May 22, 2025, and November 12, 2025, and all the members of the Stakeholders Relationship Committee were present in all the meetings.

The particulars of members of Stakeholders Relationship Committee and their attendance at the meetings are as under:

Name of the Director	Designation	Category of Directorship	No. of Meetings during the year
			Held	Attended
Mr. Jiyan Shah	Chairman	Non-Executive Independent Director	2	2
#Mr. Atul Jain	Member	Non-Executive Director	2	2
*Mrs. DiptiChheda	Member	Non-Executive Independent Director	1	1

*Mrs. DiptiChheda was appointed as a Member of the Committee on May 22, 2025. #Mr. Atul Jain was appointed as a Member of the Committee on July 1,2025.

The details of the Complaints received during the year under review are as follows:

Sr. No. Nature of Complaints	Received	Pending	Disposed
1. Non receipt of Annual Report	-	-	-
2. Non receipt of Share Certificates after transfer	-	-	-
3. Non receipt of Demat Rejected S/C’s	-	-	-
4. Others	-	-	-
Total	-	-	-

There were no complaints pending for action as on March 31,2026.

21. MEETING OF INDEPENDENT DIRECTORS:

During the year under review, pursuant to Regulation 25(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Independent Directors of the Company met on January 28, 2026 and March 16, 2026, inter alia, to discuss:

1. Evaluation of performance of Non-Independent Directors and Board of Directors of the Company as a whole;

2. Evaluation of performance of the Chairman of the Company, taking into account the views of Executive and Non-Executive Directors; and

3. Assess the quality, quantity and timeliness of flow of information between the management of the listed company and the Board of Directors that is necessary for the Board of Directors to effectively and reasonably perform their duties.

Board of Directors that is necessary for the Board of Directors to effectively and reasonably perform their duties.

22. REMUNERATION AND SITTING FEES :

The details of remuneration and sitting fees paid are as follows:

Name of the Director	Category of Directorship	Remuneration paid to the Director (In Rs.)	Sitting fees paid to the Director
Mr. Dipen Maheshwari	Managing Director	16,75,000.00	-
Mr. Jiyan Shah	Non-Executive Independent Director	-	-
Mr. Atul Jain	Non-Executive Director	-	-
Mrs. DiptiChheda	Non-Executive Independent Director	-	-

23. VIGIL MECHANISM / WHISTLE BLOWER POLICY :

Pursuant to Regulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has in place a Vigil Mechanism/Whistle Blower policy to report genuine concerns, grievances, frauds and mismanagements, if any.The Vigil Mechanism/Whistle Blower policy is posted on the website of the Company https://www.mudrafinancial.in.

24. RELATED PARTY TRANSACTIONS :

All the related party transactions entered into by the company pursuant to the provisions of Section 188 of the Companies Act, 2013 and the rules made thereunder were in the ordinary course of business and at arm’s length basis. Further, there are no materially significant related party transactions made by the Company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with the interest of the Company at large. There were no transactions required to be reported in Form AOC-2.

25. DEPOSITORY SERVICES :

The Company’s Equity Shares have been admitted to the depository mechanism of both the depositories i.e. National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). As a result, the investors have an option to hold the shares of the Company in a dematerialized form in either of the two Depositories. The Company has been allotted ISIN No. INE967S01014.

Shareholders therefore are requested to take full benefit of the same and lodge their holdings with Depository Participants [DPs] with whom they have their Demat Accounts for getting their holdings in electronic form.

26. CODE OF CONDUCT :

Your Company is committed to conducting its business in accordance with the applicable laws, rules and regulations and highest standards of business ethics. In recognition thereof, the Board of Directors has implemented a Code of Conduct for adherence by the Directors, Senior Management Personnel and Employees of the Company. This will help in dealing with ethical issues and also foster a culture of accountability and integrity.

All the Board Members and Senior Management Personnel have confirmed compliance with the Code.

27. AUDITORS:

a. STATUTORY AUDITORS AND THEIR REPORT:

The Company has obtained written confirmation from M/s. Sampat & Mehta, Chartered Accountants, (Firm Registration No. 109031W) that their appointment continues to be in conformity with the conditions specified in Section 139 of the Companies Act, 2013, and hence they continue to hold office until the conclusion of the 33rd Annual General Meeting.

The Auditors’ Report on the financial statements of the Company for the financial year ended March 31,2026 is unmodified

i.e. it does not contain any qualifications, reservations or adverse remarks and therefore do not call for any further comments. The Auditors’ Report is enclosed with the financial statements forming part of the annual report.

b. INTERNAL AUDITORS:

The Board appointed M/s. Gohil Tejas & Co., Chartered Accountants (Firm Registration Number: 135813W), as an Internal Auditor of the Company for FY 2025-26,who have conducted the internal audits periodically and shared their reports and findings with the Audit Committee including significant observations, if any, and follow-up actions thereon from time to time. The Audit Committee reviews the adequacy and effectiveness of the Company’s internal control environment and monitors the implementation of audit recommendations including those relating to strengthening the Company’s risk management policies and systems.

c. SECRETARIAL AUDITORS AND THEIR REPORT :

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the applicable rules made thereunder, Mr. Anirudh Kumar Tanvar (Membership No. A23145), Practising Company Secretary (Peer Review Certificate No. 1920/ 2022), continues to act as the Secretarial Auditor of the Company.

Mr. Anirudh Kumar Tanvar was appointed by the members of the Company at the 31st Annual General Meeting to hold office as the Secretarial Auditor for a term of five consecutive years, commencing from the conclusion of the 31st Annual General Meeting until the conclusion of the 36thAnnual General Meeting, in accordance with the provisions of the Companies Act, 2013 and the rules made thereunder.

The Secretarial Audit Report for the Financial Year ended March 31,2026 forms part of this Annual Report as “Annexure A” to the Boards Report. The report of Secretarial Auditor is self-explanatory and does not contain any qualifications, reservations, adverse remarks or disclaimers.

Reporting of frauds by Auditors:

During the year under review, no instances of fraud committed against the Company by its officers or employees have been reported by the Auditors of the Company to the Audit Committee, under Section 143(12) of the Act, therefore no detailis required to be disclosed under Section 134 (3) (ca) of the Act.

28. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has in house Internal Control System, commensurate with the size, scale and complexity of its operations. The scope and authority of the Internal Audit function is defined by the Audit Committee. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board.

The Internal Audit Department monitors and evaluates the efficiency and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies of the Company.

Based on the internal audit function, the company undertakes corrective action in their respective areas and thereby strengthens the control system. Significant audit observations and recommendations along with the corrective actions thereon are presented to the Audit Committee of the Board.

29. MANAGEMENT DISCUSSION & ANALYSIS REPORT:

In terms of Regulation 34 of the Listing Regulations, the Management Discussion and Analysis Report for the year under reviewis attached as Annexure ‘B’ and forms an integral part of this report.

30. CORPORATE GOVERNANCE:

The paid-up capital of the Company is Rs.5,01,00,000/- (Rupees Five Crores and One Lakh) i.e. less than Rs.10,00,00,000 (Rupees Ten Crores Only) and the Net worth of the Company is less than Rs.25,00,00,000 (Rupees Twenty Five Crores Only) as on the last day of the previous financial year.

Pursuant to regulation 15(2) of SEBI (LODR) Regulations, 2015 the compliance with the corporate governance provisions as specified in regulations 17, 18, 19, 20, 21,22, 23, 24, 24A, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V shall not apply, in respect of those listed entities whose paid up equity share capital does not exceed rupees ten crore and net worth does not exceed rupees twenty five crore, as on the last day of the previous financial year. Accordingly, your Company is exempt from attaching Corporate Governance report.

31. PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

Information under Section 134(3)(m) of the Companies Act, 2013, read with Rule 8 of the Companies (Accounts) Rules, 2014:

A. Conservation of Energy :	Not Applicable
B. Technology Absorption :	Not Applicable
C. Foreign Exchange Earnings and Outgo :
Foreign Exchange Earned :	Nil
Foreign Exchange Outgo :	Nil

32. POLICY FOR PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT AT WORKPLACE :

The Company has in place a Policy for Prevention, Prohibition and Redressal of Sexual Harassment at Workplace. Appropriate reporting mechanisms are in place for ensuring protection against Sexual Harassment and the right to work with dignity. During the year under review, the Company has not received any complaint in this regard. Further, the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 were not applicable to the company during the review period.

33. COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961 :

In accordance with the provisions of the Maternity Benefit Act, 1961 and amendments thereon, the Company confirms that there were no employees to whom maternity benefits were applicable during the Financial Year 2025-26. Consequently, the Company did not incur any expenses or liabilities related to maternity benefits during this period. The Company remains committed to fostering an inclusive and supportive work environment that upholds the rights and welfare of its women employees in accordance with applicable laws.

34. GENDER-WISE COMPOSITION OF EMPLOYEES :

In alignment with the principles of diversity, equity, and inclusion (DEI), the Company discloses below the gender composition of its workforce as on the March 31,2026.

Male Employees :	3 (Three);
Female Employees :	6 (Six);
Transgender Employees :	Nil.

This disclosure reinforces the Company’s efforts to promote an inclusive workplace culture and equal opportunity for all individuals, regardless of gender.

35. PARTICULARS OF EMPLOYEES:

The requisite details in respect of employees of the Company required pursuant to Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed as “Annexure C” and forms an integral part of this report.

Disclosure pertaining to the remuneration and other details as required under Section 197(12) of the Act, and the Rules framed thereunder is enclosed as “Annexure D” to the Board’s Report.

36. LISTING :

The Equity Shares of the Company are listed on BSE Limited (‘BSE’) with effect from April 07, 2016.

37. INTERNAL FINANCIAL CONTROL AND THEIR ADEQUACY :

The company has in place adequate, internal financial controls commensurate with the size, scale and complexity of its operations. The Company has policies and procedures in place for ensuring proper and efficient conduct of its business, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and the timely preparation of reliable financial information. The company has adopted accounting policies, which are in line with the accounting standards and the Companies Act, 2013.

38. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

There have been no material changes and commitments, affecting the financial position of the Company which occurred between the end of the financial year to which the financial statements relate and the date of this report.

39. COMPLIANCE OF SECRETARIAL STANDARDS :

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by The Institute of Company Secretaries of India and that such systems are adequate and operating effectively.

40. RISK MANAGEMENT POLICY :

According to the Directors of the Company, elements of risk that could threaten the existence of the Company are very minimal. Hence, no separate risk management policy is formulated by the Company.

41. SAFETY, ENVIRONMENT CONTROL AND PROTECTION :

The Company is aware of the importance of environmentally clean and safe operations. The Companys policy requires conduct of operations in such a manner, so as to ensure safety of all concerned, compliances, environmental regulations and preservation of natural resources.

42. DISCLOSURE ON MAINTENANCE OF COST RECORDS :

Maintenance of Cost Records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013, is not applicable to the company.

43. POLICY ON DIRECTORS’ APPOINTMENT AND REMUNERATION :

The current policy is to have an appropriate mix of executive, non-executive and independent directors to maintain the independence of the Board, and separate its functions of governance and management. As of March 31,2026 the Board had 4 members, 1(One) Executive Director, 1(One) Non-Executive Non Independent Director and 2(Two) Independent Directors out of which 1(One) of the Independent Directors of the Board is a Woman Director. The policy of the Company on Directors’ appointment and remuneration, including the criteria for determining qualifications, positive attributes, independence of a director and other matters, as required under sub-section (3) of Section 178 of the Companies Act, 2013, is available on our website, at http://mudrafinancial.in/.We affirm that the remuneration paid to the directors is as per the terms laid out in the Nomination and Remuneration Policy of the Company.

44. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016 :

No application has been made under the Insolvency and Bankruptcy Code, 2016 hence the requirement to disclose the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year along with their status as at the end of the financial year is not applicable.

45. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS :

The requirement to disclose the details of difference between amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable.

46. APPRECIATION :

Your Directors would like to express their sincere appreciation to the company’s Shareholders, Vendors and Stakeholders including Banks, other business associates, who have extended their valuable sustained support and encouragement during the year under review. Your Directors also wish to place on record their appreciation for impressive growth achieved through the competence, hard work, solidarity, cooperation and support of employees at all levels.

Registered Office:	For and on behalf of the Board of Directors
3rd Floor, Vaastu Darshan, “B” Wing,
Azad Road, Andheri (East),	For Mudra Financial Services Limited
Mumbai - 400 069
Place: Mumbai	Sd/-	Sd/-
Date: May 27, 2026	Atul Jain	Dipen Maheshwari
	Director	Managing Director
	DIN:00096052	DIN:03148904