My Mudra Fincorp Ltd Directors Report

To,

The Members,

My Mudra Fincorp Limited

Your directors have pleasure in presenting the 12 th Board Report of the Company on the business and operations of the Company together with the Audited Financial Statements for the financial year ended March 31, 2025:

1. HIGHLIGHTS OF FINANCIAL PERFORMANCE

The financial highlights of the company for the year ended on March 31, 2025 are presented below:

(In Lacs)

Particulars	Year ended 31.03.2025	Year ended 31.03.2024
Revenue from operations	8036.52	7107.24
Other Income	30.53	7.11
T otal Revenue	8067.05	7114.36
Less: Total Expenses	6855.71	6201.35
Profit/(Loss) before tax	1211.34	913.01
Less: Current Tax	318.30	290.06
Deferred T ax	-7.98	-19.96
Earlier Year Tax Adjustment	Nil	0.32
Profit /(Loss) after tax	901.02	642.59
Transfer to general reserve	NIL	NIL
Balance carried to Reserve & Surplus	901.02	642.59
Earnings Per Share	9.96	5432.75
Diluted Earnings Per Share	9.96	5432.75

Note: The above figures are extracted from the Financial Statements prepared in accordance with accounting principles generally accepted in India as specified under Sections 129 and 133 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, as amended and other relevant provisions of the Act.

2. REVIEW OF BUSINESS AND OPERATIONS OF THE COMPANY

The Company functions as a Channel Partner (DSA) for major Banks and NBFCs operating in India. The business model integrates tele-calling, advertising, direct marketing, referrals, networking, and a combined physical and digital (physital) marketing approach to acquire customers for the banks and NBFCs.

3. STATE OF COMPANYS AFFAIRS

During the financial year ended 31st March, 2025, the Company recorded a substantial growth in its total turnover, which stood at Rs. 8036.52 lakhs as against Rs. 7107.24 lakhs in the previous financial year. The significant growth in revenue reflects the Companys strong operational performance and its ability to generate sustainable income from ancillary sources, thereby demonstrating its sound financial health.

The Company reported a net profit of Rs. 901.02 lakhs for the year under review, registering a marked improvement over the net profit of Rs. 642.59 lakhs earned during the previous financial year. This increase in profitability is a clear outcome of effective execution of business strategies and improved operational efficiencies.

Overall, the financial results reflect the Companys robust performance and its ability to deliver consistent and sustainable growth.

4. CHANGE IN NATURE OF BUSINESS / MATERIAL CHANGES DURING THE YEAR

During the year under review, there has been no change in the overall nature of the Companys business, and it continues to operate in its existing line of business.

However, pursuant to the approval of Members by way of a Special Resolution passed on May 01, 2024, the Object Clause of the Memorandum of Association was amended to include the business of distribution of insurance products, while the Certificate of Registration from IRDAI in this respect was received subsequent to the closure of the Financial Year 2025.

Further, the equity shares of the Company were listed on the SME Platform of the National Stock Exchange (NSE) on September 12, 2024.

5. DIVIDEND

With a view to strengthening the financial position of the company, your directors do not recommend payment of any dividend for the year ended on 31st March 2025 (Previous Year Nil).

6. TRANSFER TO RESERVE

The Company has not transferred any amount to General Reserves during the Financial Year under review. The entire profit of Rs. 901.02 Lakhs has been carried forward to Surplus.

7. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFTER BALANCE SHEET DATE:

7.1. The Company registered with Association of Mutual Funds in India (AMFI) as a Mutual Fund Distributor (ARN-326171; valid up to April 04, 2028), expanding its product portfolio across all major fund houses.

7.2. The Company obtained Certificate of Registration from Insurance Regulatory and Development Authority of India (IRDAI) (Reg. No. CA1051) as a Corporate Agent (Composite), enabling distribution of Life, Health, and General Insurance products alongside its loan services.

7.3. The Company successfully launched its mobile application—My Mudra One App, offering faster loan approvals, real-time tracking, EMI/bill payments, and enhanced D2C engagement.

Apart from the above, there have been no other material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year and the date of this report.

8. DETAILS OF SUBSIDIARY, JOINT VENTURE OR ASSOCIATE COMPANIES

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

9. CAPITAL STRUCTURE

9.1. Authorised and paid-up Share Capital

The Authorised Share Capital of the Company as on 31st March, 2025 stood at Rs. 12,00,00,000/- divided into 1,20,00,000 Equity Shares of Rs. 10/- each.

The Paid-up Share Capital of the Company as on the same date was Rs. 11,39,18,000/- divided into 1,13,91,800 Equity Shares of Rs.10/- each.

9.2. Increase in Paid-up Share Capital during the year

During the year, the Paid-up Share Capital of the Company was increased from Rs. 1,18,280/- to Rs. 11,39,18,000/- through the following:

(i) Preferential Allotment:

The Company has allotted 126 equity shares on May 04, 2024 of face value Rs. 10/- each at a premium of Rs. 7,586.90 per share, by way of preferential allotment.

(ii) Bonus Shares Issuance:

The Company allotted 83,55,846 fully paid-up equity shares on May 15, 2024 as bonus shares in the ratio of 699:1 (i.e., 699 equity shares for every 1 equity share held) to the existing shareholders, against the earlier 11,954 equity shares, by capitalizing the Companys free reserves.

(iii) Initial Public Offering (IPO):

The Company allotted 30,24,000 Equity Shares on September 10, 2024 of Face value of Rs. 10/- each at a premium of Rs. 100.00 per share through a fresh issue under the IPO.

(iv) Sweat Equity Shares

The Company has not issued any kind of sweat equity shares during the financial year under review.

(v) Employees Stock Option Plan

The Company has not issued any kind of security(s) under Employee Stock Option Plan during the financial year under review.

10. LISTING INFORMATION

The shares of the Company were listed on the National Stock Exchange (NSE), SME Platform on 12th September, 2024. Consequently, the CIN of the Company has been changed from U65191DL2013PLC257611 to L65191DL2013PLC257611.

The Equity Shares of the Company are admitted for dematerialization with electronic connectivity under ISIN: INE0RVQ01016. To facilitate services to Members/Investors and maintain electronic connectivity with NSDL and CDSL, the Company has appointed M/s. Skyline Financial Services Private Limited, D-153A, 1st Floor, Okhla

Industrial Area, Phase-I, New Delhi-110020, as its Registrar and Share Transfer Agent (RTA) pursuant to the approval of the Board on May 15, 2024.

The Company has duly paid the annual listing fee for the financial year 2024-25.

11. STATEMENT OF UTILIZATION OF FUNDS RAISED THROUGH IPO UNDER REGULATION 32(1) OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

The Company had issued and allotted 30,24,000 equity shares of Rs. 10/- each fully paid up for cash at a price of Rs. 110/- per share (including premium of Rs. 100/- per share) aggregating to Rs. 3326.40 lakhs through its Initial Public Offer (IPO).

The details of utilization of IPO proceeds as on March 31, 2025 are provided below:

(In Lacs)

S. No. Object of the Issue (as per Prospectus)	Amount Allocated	Amount Utilised till 31.03.2025	Deviation / Variation	Unutilised Amount as on 31.03.2025
1 Repayment of a portion of certain borrowings availed by the Company	625.00	625.00	Not Applicable	Nil
2 Investment in technology development and digital infrastructure.	660.00	198.00	Not Applicable	462.00
3 Meeting working capital requirements.	700.00	300.00	Not Applicable	400.00
4 General Corporate Purposes	812.10	-	Not Applicable	812.10
5 Expenses related to the issue	529.30	529.30	Not Applicable	Nil
Total	3326.40	1652.30		1674.10

12. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP) 12.1. CONSTITUTION OF BOARD

As on March 31, 2025, the Board of the Company comprised of following 5 (five) Directors:

S. No.	Name of Director(s)	Designation	DIN
1.	Mr. Vaibhav Kulshrestha	Chairman & Managing Director	06979149
2.	Mr. Ganesh Kumar Mishra	Non-Executive Director	06593768
3.	Mr. Abhisek Dhal	Whole-time Director	08909761
4.	Ms. Sarita	Independent Director	10626409
5.	Mr. Sudhir Kumar Jain	Independent Director	10626387

12.2. CHANGE IN DIRECTORS

During the year under review, Mr. Vaibhav Kulshrestha was designated as Chairman & Managing Director and Mr. Abhisek Dhal was designated as Whole-time Director, both with effect from January 04, 2024.

Mr. Ganesh Kumar Mishra was designated as a Non-Executive Director with effect from January 27, 2024.

Further, the Board appointed Ms. Sarita and Mr. Sudhir Kumar Jain as Additional Directors (in the category of NonExecutive Independent Director) on May 13, 2024, who were subsequently appointed as Independent Directors for a term of five consecutive years in accordance with the provisions of Sections 149 and 152 of the Companies Act, 2013 (Act) and the rules made thereunder, by the Members at the Extraordinary General Meeting held on May 14, 2024.

12.3. RETIREMENT OF DIRECTOR BY ROTATION

In accordance with the provisions of Section 152 of the Act, Mr. Abhisek Dhal (DIN: 08909761), Whole Time Director of the Company, is liable to retire by rotation at the forthcoming Annual General Meeting. Being eligible, he has offered himself for re-appointment. The Board of Directors recommends his appointment on the Board.

The relevant details, as required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations) and Secretarial Standards-II issued by ICSI, of the person seeking re-appointment as Director is annexed to the Notice convening the 12 th Annual General Meeting.

12.4. DISCLOSURE BY DIRECTORS

All Directors on the Board have submitted their disclosures of interest in Form MBP-1 pursuant to Section 184(1) of the Act, and intimations in Form DIR-8 under Section 164(2) of the Act. They have also confirmed compliance with the Code of Conduct of the Company. The Board hereby confirms that none of the Directors are disqualified from being appointed or continuing as Directors under Section 164(2) of the Act read with Rule 14(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014, and the applicable regulations of the Securities and Exchange Board of India (SEBI).

12.5. DECLARATION BY INDEPENDENT DIRECTORS

In terms of Section 149 of the Act and the rules made thereunder, the Company has two Non-Executive Independent Directors on its Board. Both Independent Directors are duly registered with the Independent Directors Data Bank as prescribed under law.

The Company has received declarations of independence from both the Independent Directors confirming compliance with the criteria laid down under Section 149(6) of the Act read with applicable rules and Regulation 16(1)(b) of the SEBI Listing Regulations.

A separate meeting of the Independent Directors was held on March 11,2025, wherein they reviewed the performance of the Non-Independent Directors, the Board as a whole, and the Chairperson of the Company, including the quality, quantity, and timeliness of information flow between the management and the Board.

12.6. FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS:

In line with the Act and Regulation 25(7) of the SEBI Listing Regulations, the Company has in place a structured Familiarization Programme for its Independent Directors. The programme is designed to acquaint them with the Companys business model, industry dynamics, operations, regulatory framework, and key challenges.

Independent Directors are briefed through periodic interactions with senior management, business leads, and functional heads, enabling them to contribute effectively to Board deliberations. The details of the Familiarization Programme are available on the Companys website.

12.7. PERFORMANCE EVALUATION

Pursuant to the provisions of the Act and SEBI Listing Regulations, the Board carried out an annual evaluation of its own performance, the functioning of its Committees, and the performance of individual Directors. The evaluation was conducted on parameters including Board composition, processes, information flow, effectiveness of meetings, and the contribution of Directors. The performance of the Chairperson was also assessed based on key aspects of his role.

A separate meeting of Independent Directors was also held on March 11, 2025 to evaluate the performance of the NonIndependent Directors, the Board as a whole, and the Chairperson, after considering the views of Executive and NonExecutive Directors. The performance evaluation of Independent Directors was carried out by the entire Board, excluding the Director being evaluated.

12.8. KEY MANAGERIAL PERSONNEL

Pursuant to Section 203 of the Act, and the Rules made thereunder, following are the Key Managerial Personnel of the Company as on March 31, 2025:

S. No.	Name of the KMPs	Date of Appointment	Designation
1.	Mr. Vaibhav Kulshrestha	04.01.2024	Chairman & Managing Director
2.	Mr. Abhisek Dhal	04.01.2024	Whole-time Director
3.	Mr. Vidit Jindal	04.01.2024	Chief Financial Officer
4.	Ms. Piyushi Jindal	04.01.2024	Company Secretary & Compliance Officer

No changes took place in the Key Managerial Personnel of the Company during the year.

13. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

During the year under review, 14 (fourteen) Board meetings of the Company were duly convened and held. The intervening gap between the two consecutive meetings was within the period prescribed under the Act and Secretarial Standard 1 on Board meetings issued by the Institute of Company Secretaries of India. The dates on which these meetings were held are 12.04.2024, 04.05.2024, 13.05.2024, 15.05.2024, 15.06.2024, 26.06.2024, 02.07.2024,

01.08.2024, 29.08.2024, 04.09.2024, 10.09.2024, 14.11.2024, 29.01.2025 and 11.03.2025.

Details of the attendance of the Directors attending the Board Meeting(s) and Annual General Meeting is provided hereunder:

S. No.	Name of Director(s)	No. of meetings attended	AGM held on 23.07.2024
1.	Mr. Vaibhav Kulshrestha	14	Yes
2.	Mr. Ganesh Kumar Mishra	14	Yes
3.	Mr. Abhisek Dhal	14	Yes
4.	Ms. Sarita	11	Yes
5.	Mr. Sudhir Kumar Jain	11	Yes

14. COMPOSITION OF BOARD COMMITTEES:

The following statutory committees have been constituted by the Board in accordance with the provisions of the Act and the SEBI Listing Regulations. These Committees function within their respective roles and defined scope as laid down under the Act, the SEBI Listing Regulations, and as delegated by the Board from time to time:

• Audit Committee;

• Nomination and Remuneration Committee;

• Stakeholders Relationship Committee;

• Corporate Social Responsibility Committee.

14.1. AUDIT COMMITTEE

The primary objective of the Audit Committee is to monitor and provide an effective supervision of the Managements financial reporting process, to ensure accurate and timely disclosures, with the highest levels of transparency, integrity and quality of financial reporting. The Committee oversees the work carried out in the financial reporting process by the Management, the statutory auditor and notes the processes and safeguards employed by each of them.

The Board had constituted an Audit Committee, at the meeting held on May 15, 2024. The Board of directors has accepted all the recommendations of the Audit Committee during the Financial Year 2024-25.

During the Financial year 2024-25, four (4) meeting of audit committee held on 15.06.2024, 26.06.2024, 14.11.2024 and 11.03.2025.

The Composition of Audit Committee and the details of meetings attended by members during the year are given below.

S. No.	Name of the Director(s)	Designation in the Committee	Nature of Directorship	No. of Audit Committee Meetings held & entitled to attend	No. of Audit Committee Meetings attended
1.	Mr. Sudhir Kumar Jain	Chairperson	Non-Executive Independent Director	4	4
2.	Ms. Sarita	Member	Non-Executive Independent Director	4	4
3.	Mr. Vaibhav Kulshrestha	Member	Executive Director	4	4

14.2. NOMINATION AND REMUNERATION COMMITTEE

The Company has constituted a Nomination and Remuneration Committee (NRC) at the Board Meeting held on May 15, 2024, to assist the Board in identifying individuals qualified for appointment as Directors and senior management personnel, in line with the prescribed criteria, and to deal with such other matters as are required under the applicable laws and regulations.

During the year under review, three (3) meetings of Nomination and Remuneration Committee held on 14.11.2024, 29.01.2025 and 11.03.2025.

The Composition of Nomination and Remuneration Committee and the details of meetings attended by members during the year are given below.

S. No.	Name of the Director(s)	Designation in the Committee	Nature of Directorship	No. of NRC Meetings held & entitled to attend	No. of NRC Meetings attended
1.	Ms. Sarita	Chairperson	Non-Executive Independent Director	3	3
2.	Mr. Sudhir Kumar Jain	Member	Non-Executive Independent Director	3	3
3.	Mr. Ganesh Kumar Mishra	Member	Non-Executive Director	3	3

14.3. STAKEHOLDERS RELATIONSHIP COMMITTEE

The Company has constituted a Stakeholders Relationship Committee (SRC) to primarily address and resolve the grievances of Shareholders and Investors, including matters relating to transfer, transmission and dematerialisation of shares, issue of duplicate share certificates, non-receipt of Annual Reports, dividend warrants, and related issues. The Committee also monitors the performance of the Companys Registrar & Transfer Agent with respect to investor services and recommends measures for further improvement.

During the year under review, two (2) meetings of Stakeholders Relationship Committee held on 14.11.2024 and

11.03.2025.

The Composition of Stakeholders Relationship Committee and the details of meetings attended by members during the year are given below.

S. No.	Name of the Director(s)	Designation in the Committee	Nature of Directorship	No. of SRC Meetings held & entitled to attend	No. of SRC Meetings attended
1.	Ms. Sarita	Chairperson	Non-Executive Independent Director	2	2
2.	Mr. Vaibhav Kulshrestha	Member	Executive Director	2	2
3.	Mr. Ganesh Kumar Mishra	Member	Non-Executive Director	2	2

14.4. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

During the year under review, one (1) meeting of Corporate Social Responsibility (CSR) Committee held on

11.03.2025.

The Composition of CSR Committee and the details of meetings attended by members during the year are given below.

S. No.	Name of the Directors	Designation in the Committee	Nature of Directorship	No. of CSR Committee Meetings held & entitled to attend	No. of CSR Committee Meetings attended
1.	Mr. Vaibhav Kulshrestha	Chairperson	Executive Director	1	1
2.	Ms. Sarita	Member	Non-Executive Independent Director	1	1
3.	Mr. Ganesh Kumar Mishra	Member	Non-Executive Director	1	1

15. DIRECTORS RESPONSIBILITY STATEMENT

The Directors would like to inform the Members that the Audited Financial Statements for the financial year ended March 31, 2025, are in full conformity with the requirement of the Act. The Financial Statements are audited by the Statutory Auditors, M/s Sangita Gupta & Associates (FRN: 023808N). The Directors further confirm that:

(a) in the preparation of Annual Accounts for the year ended 31 st March, 2025, the applicable accounting standards have been followed along with proper explanation relating to the material departures;

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

(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 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

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

(e) they have laid down internal financial controls in the Company that are adequate and were operating effectively; and

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

16. COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has established adequate systems and processes to ensure compliance with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India, and such systems are operating effectively.

17. DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE ACCOUNT

a. Aggregate number of shareholders and the outstanding shares in the suspense account lying at the beginning of the year: Nil

b. Number of shareholders who approached listed entity for transfer of shares from suspense account during the year: Nil

c. Number of shareholders to whom share were transferred from suspense account during the year: Nil

d. Aggregate number of shareholders and the outstanding shares in the suspense account lying at the end of the year: Nil

e. Voting rights on shares which remain frozen till the rightful owner of such shares claims the shares: Nil

18. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

The Company was not required to transfer any funds to the investor education and protection fund pursuant to the provisions of Section 125 of the Act during the financial year under review.

19. ANNUAL RETURN

In accordance with Section 92(3) read with Section 134(3)(a) of the Act and the applicable rules, the Annual Return of the Company in Form MGT-7 for the financial year ended March 31,2025, will be made available on the Companys website at https://www.mymudra.com/investor-relations/.

20. RISK MANAGEMENT POLICY

Risk can be viewed as a combination of the probability of an event occurring and the impact of its consequence. Events with a negative impact represent risks that can prevent value creation or erode existing value. The Company adopts a systematic approach to mitigate risks associated with accomplishment of objectives, operations, revenues and regulations.

The Companys Risk Management Policy deals with identification, mitigation and management of risks across the organization. The same has been dealt with the Management Discussion and Analysis as required under Schedule V of the SEBI Listing Regulations which is provided separately in the Annual Report.

21. CODE FOR PREVENTION OF INSIDER TRADING

The Company has adopted a comprehensive Code of Conduct for regulating, monitoring and reporting of trading by designated persons and their immediate relatives in compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended. The Code governs trading in the securities of the Company and provides for closure of the trading window during declaration of financial results and other material events.

The framework also incorporates the Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information and the Policy & Procedure for Inquiry in case of Leak or Suspected Leak of Unpublished Price Sensitive Information. These Codes/Policies are available on the Companys website at: https://www.mymudra.com/investor-relations/.

22. NOMINATION AND REMUNERATION POLICY

In accordance with the provisions of the Act and Regulation 19 of the SEBI Listing Regulations, the Board has formulated a Policy on the nomination and remuneration of Directors, Key Managerial Personnel and Senior Management and other employees. The Policy lays down the criteria for determining qualifications, competencies, positive attributes, independence of Directors, and the framework for remuneration to ensure that it is reasonable, sufficient and performance-driven. The Nomination and Remuneration Policy is available on the Companys website at: https://www.mymudra.com/investor-relations/.

23. VIGIL MECHANISM / WHISTLE BLOWER POLICY

In compliance to Section 177(9) & (10) of the Act and Regulation 22 of the SEBI Listing Regulations, the Company has adopted a Vigil Mechanism & Whistle Blower Policy for its employees and Directors to report concerns about unethical behaviour, actual & suspected frauds, etc. The Policy provides adequate safeguard against victimization to the Whistle Blower and enables them to raise concerns and provides an option of direct access to the Chairman of Audit Committee.

The Audit Committee of the Company oversees the functioning of the Whistle Blower Policy/ Vigil Mechanism and reviews the findings, if any. Further, during the period under review, no complaint was received by the Company under the vigil mechanism.

The Vigil Mechanism & Whistle Blower Policy can be accessed on the website of the Company at https://www.mymudra.com/investor-relations/.

24. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013

During the financial year under review, your Company has not provided any loans, Guarantees and has not made Investments in any other Company in terms of section 186 of the Act.

25. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During the year, all Related Party Transactions were in the ordinary course of business and on an arms length basis. No materially significant transactions were entered into with Promoters, Directors, Key Managerial Personnel, or other related parties that could have a potential conflict with the Companys interests. The details of the transactions with related parties are provided in the notes to accompanying financial statements.

There were no material contracts or arrangements as per Section 188 of the Act. Disclosures as required under Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014 are provided in Form AOC-2 annexed herewith as Annexure - A and forms part of this Report.

26. DEPOSITS

The Company has not accepted any deposits from Shareholders and Public falling within the ambit of Section 73 of the Act and rules made there under. Hence, the directives issued by the Reserve Bank of India & the Provision of Section 73 to 76 of the Company Act, 2013 or any other relevant provisions of the Act and the Rules there under are not applicable.

27. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

(a) Conservation of Energy:

Your Company is not a power intensive unit. However, proper measures have been taken by the Board to conserve energy through administrative systems and procedures. Improvement in methods and techniques of energy conservation and optimal utilization of energy in all operations has continued to be a focus area.

(b) Power and Fuel Consumption:

The operations of the Company are not power intensive. Therefore, no comments are required.

(c) Technology Absorption:

The provision of Clause B of Sub Rule (3) of Rule 8 of Companies (Accounts) Rules, 2014 are not applicable as the Company has not imported any technology during the year under review.

(d) Foreign Exchange Earning and Outgo:

The Company did not enter into any foreign currency transactions in the current year and previous year.

28. CREDIT RATING:

During the Financial Year under review the Company has not obtained any credit rating.

29. PARTICULARS OF EMPLOYEES

The information required pursuant to Section 197 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Amendment Rules, 2016 in respect of employees of the Company, is enclosed as Annexure - B and forms part of this Report.

Further, in terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, no employee of the Company has drawn remuneration in excess of the limits specified therein.

30. STATUTORY AUDITORS AND THEIR REPORT

M/s. Sangita Gupta & Associates, Chartered Accountants (FRN 023808N), were appointed as Statutory Auditors of the Company, to fill casual vacancy arising from the resignation of M/s Awadhesh Kumar & Associates, Chartered Accountants, (FRN 030306N). Their appointment was duly approved by the shareholders at the Annual General

Meeting held on July 23, 2024, and they shall hold office until the conclusion of the Annual General Meeting to be held in the year 2028.

They have confirmed their eligibility under the provisions of the Act, including that the appointment is within the prescribed limits and that they are not disqualified to continue as Statutory Auditors.

The Notes to the financial statements referred to in the Auditors Report are self-explanatory and, therefore, do not require any further comments under Section 134 of the Act. The Auditors Report for the financial year under review does not contain any qualification, reservation, adverse remark, or disclaimer.

31. SECRETARIAL AUDITOR AND REPORT

Pursuant to the provisions of Section 204 of the Act and the rules made thereunder, the Company has appointed M/s Hitesh Goyal & Associates, Practicing Company Secretary, as Secretarial Auditor to conduct the Secretarial Audit of the Company for the financial year 2024-25. The Secretarial Audit Report is annexed herewith as Annexure - C to this Report.

The Report does not contain any qualification, reservation, or adverse remark and, therefore, no further explanation by the Board of Directors is required.

32. DETAILS OF FRAUD REPORTED BY AUDITOR UNDER SECTION 143 (12) OF COMPANIES ACT, 2013

During the year under review, neither the Statutory Auditors nor the Secretarial Auditor have reported any instance of fraud committed against the Company by its officers or employees under Section 143(12) of the Act, requiring disclosure in this Report.

33. INTERNAL AUDITOR AND REPORT

The Board, on the recommendation of the Audit Committee, appointed M/s Awadesh Kumar & Associates, Chartered Accountant (Firm Registration No. 030306N), as the Internal Auditor of the Company for the financial year 2024-25.

The Internal Auditor has conducted periodic audits of the Companys operations, and the Audit Committee has regularly reviewed the audit findings and recommendations.

34. COST RECORDS AND COST AUDIT

Maintenance of cost records and requirement of cost audit as prescribed under the provisions of Section 148(1) of the Act read with Companies (Audit & Auditors) Rules, 2014 and other applicable provisions, if any, are not applicable for the business activities carried out by the Company.

35. INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY

The Company has adequate internal financial control systems in place with respect to its financial statements which provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements commensurate with the nature, size, and complexity of its business operations. The internal audit function reports to the Audit Committee, ensuring effective monitoring.

36. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has constituted a Corporate Social Responsibility (CSR) Committee in accordance with the provisions of Section 135 of the Act. The Committee is entrusted with the responsibility of formulating and overseeing the implementation of the CSR Policy, as well as recommending the amount to be spent on CSR activities during the year.

During the financial year 2024-25, the Company undertook CSR initiatives in line with its CSR Policy and has complied with the statutory requirements under Section 135 of the Act. The CSR obligation for the year amounted to Rs. 10.42 lakh, being 2% of the average net profits of the Company for the preceding three financial years.

The Annual Report on CSR activities, as required under Section 135 of the Act, is annexed to this Report as Annexure

- D and forms an integral part thereof. The CSR Policy of the Company is also available on the website of the Company at: https://www.mymudra.com/investor-relations/

37. LISTING FEES

The Equity Shares of the Company are listed on Emerge Platform of National Stock Exchange of India Limited and the Company has paid the applicable listing fees to the Stock Exchange till date.

38. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Pursuant to Regulation 34 read with Schedule V of the SEBI Listing Regulations, the Management Discussion and Analysis Report reviewing the Companys performance for the year under review is annexed to the report as Annexure - E.

39. CORPORATE GOVERNANCE

The Company endeavours to maintain high standards of corporate governance. In terms of Regulation 15(2) of the SEBI Listing Regulations, compliance with certain provisions is not mandatory for the Company; hence, a separate Corporate Governance Report has not been provided.

40. ONE TIME SETTLEMENT

The Company has not entered into a one-time settlement with any of the banks or financial institutions.

41. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

The Company is committed to maintain a productive environment for all its employees at various levels in the organization, free of sexual harassment and discrimination on the basis of gender. The Company has framed a policy on Prevention of Sexual Harassment at workplace on May 15, 2024 in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013.

The Company has also set up Prevention of Sexual Harassment Committee (the Committee) to redress the Complaints received regarding sexual harassment which has formalized a free and fair enquiry process with clear timeline. The Committee includes Ms. Sonam Dubey as Presiding Officer, Ms. Akanksha Suresh Singh and Mr. Vaibhav Kulshrestha as Members, and Ms. Shilpa Chandiok as an External member.

During the financial year 2024-25, the Company has not received any complaints on sexual harassment, out of which Nil complaints have been disposed off and Nil complaints remained pending for more than ninety days.

42. COMPLIANCE OF THE PROVISIONS RELATING TO THE MATERNITY BENEFIT ACT 1961

The Company is committed to the welfare of its women employees and has complied with the provisions of the Maternity Benefit Act, 1961 and the rules framed thereunder. All eligible employees are provided maternity leave and related benefits in accordance with the Act. There were no instances of non-compliance or adverse observations in this regard during the year under review.

43. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS AND TRIBUNALS

No significant and material order has been passed by the regulators, courts, tribunals impacting the going concern status and Companys operations in future.

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

There is no application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016(31 of 2016) during the year.

45. 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

There are no such events occurred during the period from 01 st April 2024 to 31 st March, 2025, thus no valuation is carried out for the one-time settlement with the banks or financial institutions.

46. ACKNOWLEDGMENT

The Board of Directors places on record its sincere appreciation for the continued support and co-operation received from the Companys shareholders, employees, customers, bankers, financial institutions, business partners, vendors, suppliers, distributors, government authorities, regulators, auditors, and associates. The Board also acknowledges the dedication and commitment of employees at all levels, which has been instrumental in driving the Companys growth. The Company looks forward to strengthening these valued relationships in the years ahead.

		By order of the Board
		For My Mudra Fincorp Limited
	Sd/-	Sd/-
Date: August 25, 2025	Abhisek Dhal	Vaibhav Kulshrestha
Place: New Delhi	Whole-time Director	Chairman & Managing Director
	DIN: 08909761	DIN: 06979149