The Board of Directors presents the 63rdAnnual Report of the Company and its Audited Statement of Accounts for the
year ended March 31,2026 together with the Auditors' Report and Comments on the Accounts by the Comptroller and
Auditor General (C&Ag) of India.

OPERATIONAL RESULTS

In pursuance of direction of the Ministry of Commerce & Industry and approval by Board of Directors, MMTC did not
undertake any business activity during 2025-26. However, the Company continued meeting its statutory obligations
and the accounts of the company were prepared on going concern basis.

The interest income and dividend income from its JV company is the main source of income of MMTC presently.

During the year, the company reported Revenue from operations of Rs.3.41 Cr. as against Rs.2.69 Cr. registered
during 2024-25. The Company has reported Profit After Tax of Rs.212.07 Cr. as against Rs.69.53 Cr. reported during
the previous financial year. The same was mainly due to enhanced other income and reduction in establishment cost
in view of overall reduction in the manpower of the Company. However, there was no trading income during 2025-26
due to stoppage of business activities by MMTC since April 2022 in pursuance of direction of the Ministry of
Commerce & Industry.

Company's performance during 2025-26 is given below: -

The Management Discussion and Analysis Report is annexed as ANNEXURE-I to this Report. Auditor / C&AG
report along with Management Replies and Notes to accounts contain important information affecting company's
financials.

EQUITY SHARE CAPITAL

There is no change in equity capital of the company during the year. The paid-up equity of the company stood at
Rs.150 crores comprising of 150 crores number of equity shares of the face value of Re.1/- each as on 31.03.2026.

DIVIDEND

The Board of Directors has not recommended any dividend for the year 2025-26 in view of the fact that MMTC's main
cash inflow is from interest income and the liabilities including contingent exceed available cash balance. Further, the
business activities have been stopped as instructed by DoC & I and exemption has been granted by DIPAM.

RESERVES

A sum of Rs.1264.15 crores was available in the reserves and surplus of your Company as on 1st April, 2025. An
amount of Rs.1476.22 crores is available in "Reserves and Surplus" of your Company as on 31st March, 2026.

FOREIGN EXCHANGE EARNINGS AND OUTGO

The Foreign Exchange earnings and outgo of your Company during 2025-26 is NIL.

SUBSIDIARY COMPANY

MTPL, Singapore, Pursuant to the order of the Hon'ble High Court of Singapore vide liquidation hearing held on

27.10.2023, M/s Deloitte and Touche LLP Singapore have been appointed as the Joint & Several Liquidators of the
Company (MMTC Transnational Pte Ltd). The Hon'ble High Court of Republic of Singapore passed winding up order
against MTpL.

As such, MTPL's control has been taken over by the Liquidator and MMTC does not have any input regarding its
financials for the year and quarter ended on 31.03.2026.

MMTC filed Complaint on 04.10.2023 with CBI on financial irregularities and fraud at MTPL, Singapore. CBI on
03.04.2024 registered a Preliminary Enquiry and on 15.10.2024 registered regular case in the matter. The matter is
under investigation by CBI.

PROJECTS/ JOINT VENTURES

A brief on the current status of such JVs set up in past years is given hereunder:

(i) Your company had participated in the equity of Currency Futures Exchange under the name and style of "United
Stock Exchange of India Ltd which had been merged with “BSE Limited” (BSE) wherein your Company
presently holds 3,50,649 (post bonus issue) equity shares of Rs. 2/- each in BSE. During the FY 2025-26,
MMTC has received a dividend of Rs. 26, 88, 309 at 23/- per share from BSE Ltd.

(ii) MMTC-PAMP India Pvt. Ltd., a joint venture Company between MMTC Limited and PAMP Ventures SA,
Switzerland, operates a precious metals processing facility. MMTC's stake in the JV is 26%. During the
financial year 2025-26 the Joint Venture achieved a turnover of Rs.79,66,520.45 Lakhs and a profit (after tax)
of Rs.66,702.61 Lakhs. A dividend of Rs 63.70 per share has been received from JV for the financial year 2025¬
26.

(iii) The Company had invested Rs. 33.80 crore (P.Y Rs. 33.80 crore) towards 26% equity in SICAL Iron Ore
Terminal Limited (SIOTL), a Joint Venture between MMTC Ltd. -26%, SICAL Logistic Ltd. (SLL) - 63% and L&T
Infrastructure Development Projects Ltd. (L&T IDPL) - 11% for the construction and operation of iron ore
terminal at Kamaraja Port Ltd. (KPL) (erstwhile Ennore Port Trust), Tamil Nadu. The construction of terminal
was completed by November 2010. M/s SIOTL could not commence commercial operations due to non¬
availability of iron ore from Bellary-Hospet Sector in Karnataka State and banning of mining / movement of iron
ore for exports by the Govt. In view of uncertain future of iron ore exports and to utilize the infrastructure
created, Kamaraja Port Limited (KPL) decided to award the facility for modification of the facility to handle
common user coal. As coal did not have synergy with MMTC's then existing line of business so in Sept'2016,
MMTC Board decided to exit from the JV.

MMTC invited bids through online tender for sale of its entire 26% equity in the SIOTL, however no response
was received.

In the March 2021 and in March 2022, corporate insolvency proceedings were initiated by NCLT against M/s
SLL and the JV Company M/s SIOTL respectively. MMTC lodged its claim for Rs.34.26 crores with Corporate
Insolvency Resolution Professional (CIRP) of SLL towards unpaid share sale consideration based on the SPA.

NCLT, vide it order dated 08.12.2022 has approved the resolution plan of SLL and the successful resolution
applicant has been appointed. Further NCLT vide its Order dated 23rd June'23 has decided to initiate the
liquidation process in respect of Sical Iron Ore Terminal Limited (SIOTL) and has accordingly appointed the

Liquidator for the same. MMTC is pursuing with concerned authorities to recover its investment and has
submitted the claim form under FORM F to liquidator in the matter of SIOTL whose response is awaited.

(iv) To promote the concept of Free Trade Warehousing Zones in India as declared in the EXIM Policy, MMTC and
IL&FS established SPV in 2004-05 in the name of Free Trade Warehousing Pvt. Ltd. The equity is held on 50:50
basis between MMTC and IL&FS. Two 100% owned subsidiaries of Free Trade Warehousing (P) Limited
(FTWPL) i.e., Kandla Free Trade Warehousing (P) Limited (KFTWPL) and Haldia Free Trade Warehousing (P)
Limited (HFTWPL) were established to administer the land banks at Kandla and Haldia respectively.

In view of the financial situation of the promoters and the need for infusion of substantial funds for development
of the Project, it was decided by the promoters to exit from the project.

Accordingly, the land at Kandla has been surrendered to the Project Development Authority in 2020. Kandla
Free Trade Warehousing Pvt. Ltd (KFTWPL) has initiated the process of winding up of the company under sec.
271(a) of the Companies Act, 2013. In this regard KFTWPL and parent FTWPL has passed resolution in their
respective Extra Ordinary General Meeting (EGM) held on 02.07.2025 and winding up application of KFTWPL
has been filed by the promoters under section 271A of the Companies Act, 2013, before the NCLT and matter is
pending before the NCLT.

In regard to Haldia land, local farmers had filed petition against Haldia Development Authority (HAD)
challenging the land acquisition in 2015 and stay was granted by Hon'ble High Court of Calcutta. Due to
prolonged litigation and stay not being lifted, promoters decided to surrender the land to Haldia Development
Authority (HDA). Accordingly in March 2020, letter regarding surrendering of land was written to HDA and the
Haldia Free Trade Warehousing Pvt. Ltd. (HFTWPL) is following up with HDA for refund of amount i.e., Rs 32
crores approx. (net of utilized premium), but till date no action has been taken by the HDA and the response is
still awaiting for refund of proportionate upfront premium of lease rent.

(v) A 15 MW capacity Wind Mill project with 25 Wind Energy Generators was set up by MMTC in March, 2007 at
Gajendragad in Karnataka at a total cost of approx. Rs.68.5 crores. The project is spread over an area of 31
acres of land leased from Karnataka State Govt. in 2007 for a period of 30 years. The power generated by the
project is sold to Hubli Electricity Company Limited (HESCOM), A Government of Karnataka Undertaking, by
entering into 20-year Power Purchase Agreement in July'2007. The project is running successfully and has
contributed to the development of area by meeting some of the power needs of Karnataka State.

The Company earned turnover of Rs.2.63 crores during the financial year 2025-26 by sale of wind power
generated by the wind farm at Gajendragad in Karnataka.

The Power Purchase Agreement with HESCOM is expiring in March'2027 and accordingly, Company is also
exploring possibilities for running the project for another 5-10 Years and making efforts for obtaining approval
for renewal of Purchase Power Agreement with HESCOM.

(vi) The divestment of NINL has been completed on 04.07.2022. An amount of Rs. 911.16 Crore was held back and
the same was kept in interest bearing Escrow account towards contingent liabilities, out of which Rs. 82.96
Crore was settled on 25.04.2023. Balance amount of Rs.828.20 Crore was kept in FD. Subsequently this FD
got matured on 04.07.2024 and out of which Rs.32.35 Crore (MMTC's share of Rs.17.19 Crore) relating to non¬
tax liability was released since the retention period of 2 years for non-tax liability was completed on 03.07.2024
and no claim was received. MMTC received its share of Rs.17.19 Crore on 04.07.2024. Balance amount of Rs.
795.85 Crore was further kept in FDs for a period of one year, maturing on 04.07.2025. An amount of Rs. 32.86
Crore (net of TDS) has been received on 09.07.2024 relating to interest accrued on FD of Rs. 828.20 Crore.

Further Rs.20.91 Crores was settled on 09.09.2024 and MMTC's share of Rs.10.52 Crore after adjusting the
settlement amount of Rs.1.11 Crores (paid to NINL/ Sales Tax Authority) was credited in MMTC's account on

18.09.2024. An amount of Rs.0.64 crore (net of TDS) has been received on 20.09.2024 relating to interest for
the period 04.07.2024 to 18.09.2024 on pre maturing of FD for Rs. 122.75 Crore.

Balance amount of Rs.774.94 Crore was further kept in FDs which were matured on 04.07.2025 and was
apportioned to all selling shareholders in the ratio of their equity contributions made in NINL since no liabilities
crystallized during the retention period. MMTC has received its share of Rs. 411.76 Crores (Principal) & Rs.
25.75 Crores (interest accrued net of TDS i.e., Rs 25.75 Cr) and the total amount received is Rs. 437.51 Cr on

04.07.2025.

Further, in view of expiry of limitation period of 3 years on 04.07.2025, nothing is payable/ receivable from NINL
as on date.

INDUSTRIAL RELATIONS & HUMAN RESOURCE MANAGEMENT

Cordial and harmonious industrial relations were maintained in your company during the year. No man days were lost
due to any industrial unrest during the year. Further, meetings with representatives of Federation of Officers
Associations/ Staff Unions/ SC&ST Associations, were held to share information / ideas with a view to achieve
Company's goals and objectives.

The aggregate manpower of your company as on 31st March, 2026 stood at 245, comprising of 1 Director
(Marketing), Director (Finance) 1 CVO, 127 Officers and 116 staff/ worker. The manpower also includes 09 staff/
worker of MICA (erstwhile Mica Trading Company Ltd.), which had been merged with your company pursuant to the
orders of BIFR.

The composite representation of the total manpower is - women employees representing 20.00% (49 Employees) of
the total manpower; SC, ST, OBC & Persons with Benchmark Disabilities (PwBD) to the extent of 22.45% (55
employees), 10.20% (25 employees), 15.51% (38 employees) and 3.67% (9 employees) respectively.

IMPLEMENTATION OF RESERVATION POLICY

Your company has been complying with the Presidential Directives and other instructions/guidelines issued from
time to time by the Government of India regarding the reservation in services for Scheduled Castes (SCs), Scheduled
Tribes (STs), Other Backward Classes (OBCs), Economically Weaker Sections (EWS), Persons with Benchmark
Disabilities (PWBDs) and Ex-servicemen. A statement showing representation of employees belonging to
SC/ST/OBC is as below:

TRAINING AND DEVELOPMENT

For further enhancing / upgrading the skills of employees in the constantly changing business scenario,
118 employees and workers were imparted training during the year in different spheres of company's activities.
The training interventions held covered both functional, behavioral, health and skill upgradation.

The training details are stated in detail in the Business Responsibility & Sustainability Report (BRSR) which
is annexed as ANNEXURE- IV to this Report.

IMPLEMENTATION OF OFFICIAL LANGUAGE

Your company is committed to complying with the Official Language Policy of the Government of India. During the
year 2025-26 the company made continuous efforts with the aim of promoting the use of Hindi and achieving the
targets set in the annual program issued by the Department of Official Language (Ministry of Home Affairs,
Government of India). To meet the targets given in the Official Language Annual Programme, discussions were held
in the regular meetings of the Official Language Implementation Committee held at Corporate Office and Regional
Offices and the decisions taken in the meetings were implemented effectively. To promote the use of official
language by the employees of the company, Hindi workshops, Hindi day/week/fortnight etc. were organized in the
Corporate Office and all regional offices during the year under review. At the same time, the employees/officers were
personally apprised of the tools related to the official language so that they can do their work in Hindi in a better way.

During the year, along with other items of official language implementation, Hindi website of MMTC was regularly
updated in line with English.

CORPORATE SOCIAL RESPONSIBILITY & SUSTAINABLE DEVELOPMENT

Your company's CSR Policy is in line with Section 135 of the Companies Act '2013 and the CSR Rules as notified by
the Ministry of Corporate Affairs and the CSR projects have been undertaken in terms of Section 135 of the
Companies Act. The CSR Policy is hosted on the Company's website in bilingual form.

Your company incurred operating losses during FY 2022-23, FY 2023-24 and FY 2024-25. Accordingly, the CSR
budget calculated in accordance with the Section 198 of the Companies Act, 2013 i.e., 2% of average net profit of
preceding 3 years was negative. Therefore, there was no annual CSR budget approved by Board of Directors for the
year 2025-26.As such, no fresh CSR project was undertaken during FY 2025-26.

As per Section 135 of the Companies Act, 2013, the Company was not mandated to allocate CSR budget for the year
2025-26 due to average net loss of last three preceding financial years. Moreover, in pursuant to direction of the
Administrative Ministry, MMTC is not undertaking any business activity. Thus, no CSR activity was undertaken during
the year 2025-26.

MMTC's Report on CSR activities in prescribed format as per the Companies (Corporate Social
Responsibility Policy) Rules, 2014 is annexed to this report as Annexure-II.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT THE WORKPLACE (PREVENTIVE-
PROHIBITION & REDRESSAL) ACT, 2013

Your company has put in place a policy in line with the requirements of the Sexual Harassment of Women at the
Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up at
Corporate Office & Regional Offices to redress complaints received regarding sexual harassment at workplace. All
employees (permanent, contractual, temporary, trainees) are covered under this policy.

No complaint was received by the company under the above Act during the year. Moreover, as per the recent
amendment in the Companies (Accounts) Second Amendment Rules, 2025, which took effect on July 14,
2025,Companies will now be required to report on the number of sexual harassment complaints received, disposed
of, and pending for over 90 days.

Below is the list of the complaints received, disposed of. and pending for over 90 days.

DISCLOSURE UNDER THE PROVISIONS RELATED TO THE MATERNITY BENEFIT ACT, 1961

As per the recent amendment in the Companies (Accounts) Second Amendment Rules, 2025, take effect on July 14,
2025. Companies are required to disclose a statement confirming their compliance with the Maternity Benefit Act,
1961.

It is hereby declared that MMTC Limited has complied with the provisions of Maternity Benefit Act, 1961. The details
pertaining to the maternity benefit availed is given in the BRSR report for the FY 2025-26, which is annexed as
ANNEXURE- IV to this report.

RIGHT TO INFORMATION

In order to promote transparency and accountability, an appropriate mechanism has been put in place in the
Company to provide information to citizens under the provisions of Right to Information (RTI) Act, 2005. For this
purpose, the Company has, in line with the RTI Act, nominated Central Public Information Officers (CPIOs) for its
Divisions at Corporate Office, New Delhi and at Representative Offices across the country. For the convenience of
public, a coordinating CPIO has also been nominated. First Appellate Authorities have also been nominated for
considering the appeals of information seekers against the orders of CPIOs.

During the year, a total of 44 RTI applications were received directly / under Sec.6(3) of the RTI Act and all the RTIs
have been disposed of. Further, a total of 12 First Appeals were received by FAA, which were also disposed of. Your
company has also undertaken 'Self-Assessment Audit' of the Voluntary Disclosures to be made on public domain
(www.mmtclimited.com) in terms of provisions laid down in Section-4 of the RTI Act, 2005 and same is submitted for
third party audit and final evaluation by CIC.

CONSERVATION OF ENERGY

During the year 2025-26, there was no activity in MICA group of your company. Therefore, pursuant to rule 8(3) of the
Companies (Accounts) Rules, 2014, the company does not have anything to report under this head.

VIGILANCE

Apropos the Government directives, cessation of all forms of business activities in the company has taken place
since FY 2021-22. Accordingly, in the absence of any business/trading operations in company, Vigilance Division
of MMTC laid significant emphasis on Preventive Vigilance Activities & Systemic improvement measures, for
enhancing the transparency in systems& procedures related to in-house activities like GeM Procurement of
Common User Goods, Estate/ Administration activities, Identifying gaps in response to high value legal cases/
litigation management, timely response to CVC complaints and structured capacity building initiatives, etc.

2. During the year, a total of 07 non-PIDPI complaints (02 CVC & 05 Non-CVC) were examined and all the
complaints were disposed and response uploaded on CMS portal for CVC complaints.

3. During the year, as per CVC Guidelines, quarterly structured meetings were held with the Head of the
Organization (CMD), for quarters April-June '25, July-Sept '25, Oct-Dec'25 and Jan-March'2026, during which
the status of departmental proceedings and complaints handled including various Preventive Vigilance initiatives
were apprised and outcome/ advice of CMD was communicated to concerned Divisions for follow-up action.

4. During the year, 18 VO reports were examined, 04 Surprise Inspections & 05 CTE-Type inspections were carried
out and corrective actions suggested to concerned divisions. 136 Vigilance Clearance (VCs) cases (for Passport/
Visa, Superannuation, Deputation, Resignation etc.) were processed. A total of 59 Annual Property Returns
(APRs) were scrutinized, complying with the mandatory targets set by CVC. The vigilance profiles of all officers of
E-5 grade (DGM) & above were updated on DoPT - Solve Portal every month and compliance reports were
submitted within timelines to Dept. of Commerce. 12 Monthly reports, 4 Quarterly Reports, 1 Annual Report were
submitted to DoC. Further, 4 QPRs & 4 CTE- type QPRs were submitted to CVC during the year.

5. In financial irregularities case at foreign subsidiary, due to concerted efforts of Vigilance Division, FSA was issued
CVC in Dec' 2024 and departmental inquiry proceedings were initiated and concluded which culminated in
imposition of major penalty on the charged officer (01 Case) in Mar' 2026. Accordingly, CVC's FSA was complied
with and disposed off.

6. Vigilance Division has been extending active support and arranging timely responses to CBI Authorities in
respect of ongoing criminal cases.

7. In line with CVC's instructions on VAW-2025, during 03 months campaign period (18.08.2025-17.11.2025),
several Preventive Vigilance activities in focused areas i.e. (i) Disposal of pending complaints (ii) Disposal of
pending cases (iii) Capacity Building programs (iv) Asset Management and (v) Digital initiatives, were undertaken
for enhancing transparency in systems & procedures.

8. Activities like disposal of pending complaints, e-integrity pledge, Vigilance Awareness/ Capacity Building
Programs, knowledge sharing programs in outreach mode, Essay & Quiz Competitions for employees, Scrutiny
of FA registers & systemic improvement measures etc. were undertaken and compliance report was submitted to
CVC in time. In compliance to CVC guidelines, employees were encouraged to undertake various courses on
iGOTKarmayogi platform and during the 03 months campaign period, a total of 127 employees consumed the
iGOT courses. Under the guidance of CVO, a total no. 07 preventive vigilance awareness programs were held at
MMTC in hybrid mode in topics such as MMTC ECDA Rules, Retirement Benefits, Cyber Security, Ethics in
Public Life etc. Further, 10 outreach preventive vigilance programs/ awareness programs were also undertaken
by MMTC Vigilance team at STC, EIC, IIFT and WDR. It is also pertinent to mention that GM (Vigilance), MMTC
nominated by CVC as Master Trainer undertook training programmes at STEs and other Public Authorities in the
areas of Investigation & Report, framing of Charge sheet and Conducting CTE Type Intensive examination

9. Mandatory compliances with respect to finalization of Agreed List(s) & ODI List, DoPT Solve, online submission of
QPRs, CTE-type QPRs, updating ATR on CMS portal in response to complaints forwarded by the commission,
have all been complied in time bound manner, in line with extant guidelines and reports submitted to CVC/DoC.

VIGIL MECHANISM

In accordance with the provisions of Section 177 of Companies Act 2013, the Board of your company introduced a
Scheme on 'Vigil Mechanism' in 2014. The vigil mechanism is established for Directors and Employees to report
their genuine concerns. The concerns, if any, from any Employee/ Director shall be addressed to the Chairman of the
Audit Committee. During the year under review, no such complaint has been received. This mechanism is apart from
the Whistle Blower Policy, already in force.

CORPORATE GOVERNANCE

Corporate Governance has emerged as an important tool to the business community to become efficient,
competitive and successful enterprise. Your Company reposes its firm faith in continuous development, adoption
and dedication towards the best corporate governance practices. Towards this end, the norms prescribed under the
Companies Act, 2013, SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and Guidelines as
applicable for CPSEs issued by the Department of Public Enterprises in this regard are being implemented regularly.
The Company is short of minimum number of Independent Directors as required under SEBI (LODR) Regulations,
2015 for which Stock Exchanges have levied penalties on MMTC. However, it has been explained to them that
appointment of Directors, including Independent Directors is made by the administrative ministry. No penalty has so
far been paid to stock exchanges.

A separate Report on Corporate Governance is annexed herewith to this report as ANNEXURE- III along with
Compliance Certificate on Corporate Governance from M/s BLAK & CO. (CoP No.11714), specified in Listing
Regulations is annexed with Corporate Governance Report. It may be mentioned that the company has
complied with the CG norms prescribed by the Department of Public Enterprises applicable for CPSEs and the
quarterly reports on compliance of Guidelines of Corporate Governance for CPSEs are sent regularly.

CODE OF CONDUCT

Pursuant to Regulation 15(5) of Listing Regulations, the Code of Conduct applicable to the Board members & Senior
Management Personnel has been posted on the website of your company. All Board Members and Senior
Management Personnel as on 31st March, 2026 to whom the said Code is applicable have affirmed compliance of
the same for the period ended 31st March, 2026. Based on the affirmation received from Board Members and Senior
Management Personnel, declaration regarding compliance of Code of Conduct made by the Chairman & Managing
Director is given below:

Declaration as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
and DPE's Guidelines on Corporate Governance

“All the members of the Board and Senior Management Personnel have affirmed compliance of the 'Code of
Business Conduct & Ethics for Board Members and Senior Management Personnel' of the company for the financial
year ended on March 31,2026.”

Sd/-

NITIN KUMAR YADAV
CMD

DIN:03104045

BUSINESS RESPONSIBILITY & SUSTAIN ABILITY REPORT

In accordance with the provisions of Regulation 34(2) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, your Company has prepared the Business Responsibility & Sustainability Report for inclusion in
the Annual Report for the year 2025-26. The framework and principles suggested by SEBI is to assess compliance
with environment, social and governance norms pertaining to Sustainable Development Goals.

The said Business Responsibility & Sustain ability Report is annexed as ANNEXURE- IV to this report which forms
the part of this Annual Report for the FY 2025-26.

PUBLIC PROCUREMENT POLICY FOR MICRO & SMALL ENTERPRISES

Pursuant to Public Procurement Policy, during the year 2025-26, total annual procurement by MMTC in respect of
administrative requirements was Rs.4.73 Cr., out of which goods and services worth Rs. 1.51 Cr (i.e., 31.96%) were
procured from MSEs including (MSEs owned by SC/ST Entrepreneurs), Rs.0.28 Cr. (i.e., 18.83%) from MSEs owned
by SC/ST entrepreneurs and 1.47 Cr (i.e., 97.06%) from MSEs owned by Women Entrepreneurs. On successful
execution of the work orders placed on them, payments were released to MSEs timely.

PUBLIC DEPOSIT SCHEME

The Company has no Public Deposit Scheme. Therefore, the requirements of Chapter V of the Companies Act, 2013
are not applicable to it.

ANNUALRETURN

Pursuant to Section 92(3) of Companies Act, 2013 a copy of the Annual Return filed is available on the website of the
company : https://mmtclimited.com/pages/display/344-annual-return
STATUTORY AUDITOR'S REPORT

In terms of the provisions of Section 139 and 141 of the Companies Act'2013 M/s Dinesh Jain & Associates,
Chartered Accountants, were appointed as the Statutory Auditors of the Company for the FY 2025-26.

The report of Statutory Auditors for the year 2025-26 along with Management's reply to the observations of the
Statutory Auditors is annexed in the Annual Report.

COMMENTS OF COMPTROLLER & AUDITOR GENERAL OF INDIA

The C&AG under Section 143 (6) (b) of the Companies Act' 2013, has communicated their comment dated

28.07.2026, stating that C&AG has decided not to conduct the supplementary audit of the Financial Statements of
MMTC Limited for the year ended 31st March 2026 under the Section 143 (6) (a) read with Section 129 (4) of the Act.
The Comment received is annexed to the Annual Report.

SECRETARIAL AUDIT

Pursuant to provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules 2014, your Company engaged the services of M/s. BLAK &
COMPANY, Company Secretaries to conduct the Secretarial Audit of the Company for the financial year ended
March 31, 2026. The Secretarial Audit Report (in Form MR-3) along with Management's Reply on the
observations of the Secretarial Auditor is annexed as ANNEXURE- V to the Directors' Report.

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

During the year 2025-26, the Company did not provide/ give any loans, guarantees or made any investment as
specified under section 186 of the Companies Act, 2013.

Details of investments, loans and guarantees covered under the provisions of Section 186 of the Companies Act,
2013 are given in Notes forming part of the financial statements.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During the period under review, your Company had not entered into any material transaction with any of its related
parties. In line with the Statutory enactments, Policy on Materiality of Related Party Transactions and also on Dealing
with Related Party Transactions of the Company has been revised and approved by the Board during the year 2025¬
26 and is uploaded on the Company's website.

RELATED PARTY TRANSACTIONS

Since the Company is not undertaking any business, no related party transactions have taken place. The Audit
Committee granted no omnibus approval for the transactions undertaken during 2025-26. Suitable disclosures as
required under Ind AS-24 have been made in Note 42 of Notes to the financial statements.

The Policy on Related Party Transactions as approved by the Board of Directors has been uploaded on the

Company's website at the following link:http://mmtclimited.com/files/related%20partv%20transaction
%20policy%20eng.pdf

The Company did not enter into any contracts or arrangements with related parties as referred to in Sub-section (1) of
Section 188 of the Companies Act, 2013, during the year under review as MMTC is not undertaking any business
activity.

EXTRACT OF THE ANNUAL REPORT

Pursuant to Regulation 34 of SEBI (Listing Obligations & Disclosure Requirements) a copy of Annual Report is
available on the website of the Company :https://mmtclimited.com/pages/show/256-annual-report-(english)

NUMBER OF MEETINGS HELD OF THE BOARD

During the Financial Year 2025-26, Four (4) meetings of the Board of Directors were held, i.e. on 28.05.2025,
07.08.2025, 13.11.2025 & 12.02.2026.

DECLARATIONS GIVEN BY INDEPENDENT DIRECTORS

All the Part-time Non-Official Directors (Independent Directors) on the Board of MMTC have affirmed that they meet
the criteria of Independence as provided in Section 149(6) of the Companies Act, 2013 and Regulation 25 of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 for the financial year ending 31.03.2026.

POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION ETC.

MMTC, being a government company, all members of the Board are appointed by the President of India through
Administrative Ministry i.e., the Ministry of Commerce & Industry, Government of India, which, inter-alia, fixes the
remuneration through their appointment orders/pay fixation orders.

The Non-Executive Part-Time Official Directors (Government nominees) are not entitled to any remuneration or
sitting fees. The part-time non-official (Independent Directors) are paid sitting fee for each Board / Committee
Meetings attended by them as approved by the Board from time to time as per the limits laid down in Companies Act,
2013 and the related rules.

The eligibility criterion for appointment of Independent Directors is laid down by the Department of Public
Enterprises, Government of India which is as per the relevant provisions of Companies Act and the SEBI
Regulations. The positive attributes expected to be exhibited by the Independent Directors are conveyed to them on
their appointment. Further, every year, they submit a declaration in the prescribed format to confirm that they
continue to qualify as Independent Directors.

ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL
DIRECTORS

Ministry of Corporate Affairs vide its notification No. GSR 463(E) dated June 5, 2015, exempted Government
Companies from certain provisions of the Companies Act, 2013, which include, inter-alia, sub section (6) of Section
149, Sub-sections (2), (3) & (4) of Section 178 regarding appointment, performance evaluation and remuneration. As
per the said notification, Section 134(3) (p) regarding performance evaluation of Directors also shall not apply to
Government Companies in case the directors are evaluated by the Ministry or Department of the Central
Government which is administratively in charge of the Company.

The appointment of Chairperson, Functional Directors, Part-time Official Directors (Government Nominee) as well as
Part-time Non-Official Directors (Independent Directors) on the Board of MMTC is made by Government of India
through the Ministry of Commerce & Industry. Further, the terms and conditions of appointment as well as tenure of all
directors are also decided by the Government and there is a procedure for evaluation of performance of Chairperson
and Functional Directors by the Administrative Ministry.

REPORTING OF FRAUDS BY AUDITORS

According to the information and explanations given to us and as represented by the Management and based on our
examination of the books and records of the Company and in accordance with Generally Accepted Auditing
Practices (GAAP) in India, no case of material fraud by the Company or on the Company has been noticed or
reported during the year. During the year under review, neither the Statutory Auditors nor the Secretarial Auditor has
reported to the Audit Committee, under Section 143 (12) of the Companies Act, 2013, any instances of fraud
committed against your Company by its officers or employees, the details of which would need to be mentioned in the
Directors' report.

RISK MANAGEMENT POLICY

The Board of Directors approved the Risk Management Policy after the same has been duly recommended by the
Audit Committee of Directors to take care of various risks associated with the operations undertaken by your
company. Further, the company has implemented Fraud Prevention Policy in order to enforce controls and to aid in
prevention and detection of frauds in the Company. The Policy intends to promote consistent legal and ethical
organizational behavior by assigning responsibility for the development of controls, and providing guidelines for
reporting and conduct of investigations of suspected fraudulent behavior. The Company does not take exposure in
volatile commodities/ market condition especially in the present circumstances when it is not undertaking any
business.

PARTICULARS OF EMPLOYEES

As per provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, every listed company is required to disclose the ratio of the
remuneration of each director to the median employee's remuneration and details of employees receiving
remuneration exceeding limits as prescribed from time to time in the Directors' Report. However, as per notification
dated 5th June, 2015 issued by the Ministry of Corporate Affairs, Government Companies are exempted from
complying with provisions of Section 197 of the Companies Act, 2013. Therefore, such particulars have not
been included as part of Directors' Report.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013, your Directors state that:

a) In the preparation of the Annual Accounts, the applicable Accounting Standards had been followed along
with proper explanation relating to material departures;

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 and loss of the Company for the year ended
31.03.2026;

c) The Directors have taken a 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 of your company 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.

g) At present, MMTC is not carrying out any business activity.

h) Auditors/C&AG comments on annual accounts of MMTC for the year 2025-26 form part of the Annual
Accounts and are available in this report.

LEGAL CASES :-

0 DISPUTE BETWEEN MMTC & ANGLO-AMERICAN COAL

The Execution Petition No.19/2018 filed by Anglo Coal against MMTC post Hon'ble Supreme Court award in favor of
Anglo Coal in respect of non-performance of coking coal contract is pending in Delhi High Court. MMTC deposited
Rs.1087 crores approx. on 20.07.2022 to secure the interest of the decree holder. The Petition is being contested by
MMTC.

In terms of the court order dated 06.05.2022 & 07.07.2022 passed by the Hon'ble Delhi High Court in the matter of
Anglo Coal case, an amount of Rs.1088.62 crores have been deposited with Delhi High Court and the final amount is
subject to judgment/clarification of Hon'ble Court. Provision of Rs.1054.87 crores has already been made in the
books of accounts. .

MMTC filed Objections under Section 47 CPC, 1908, before the Hon'ble High Court of Delhi to hold and declare that
the Award dated 12.05.2014 is a nullity and therefore un-executable, since it is vitiated with the poison of fraud,
collusion and corruption before the Hon'ble High Court of Delhi based on PE registered by CBI on 09.01.2023.
However, vide order dated 09.05.2025, the Hon'ble High Court of Delhi dismissed MMTC's Stay Application and
objections directed the release of the awarded amount deposited by MMTC to the Decree Holder (Anglo) along with
up-to-date accrued interest after expiry of 2 weeks. Further, MMTC filed SLP challenging the Order dt. 09.05.2025
before the Hon'ble Supreme Court, which was dismissed on 03.11.2025.

Simultaneously, a Civil Suit was also filed by MMTC before the High Court of Delhi seeking declaration to hold
Addendum no. 2 executed between MMTC and Anglo void ab initio on the basis of fraud and corruption. On
29.07.2025 the Suit was dismissed. CBI has also registered an FIR by registering case on Anglo matter on
21.07.2025.

The Hon'ble High Court of Delhi vide order dt. 10.11.2025, directed that a sum of Rs. 1000 Cr as deposited by MMTC
shall be released to Anglo within a period of one week. On 17.11.2025 a sum of Rs. 1000 Cr was released to M/s
Anglo. On 09.07.2026, the matter was heard by Hon'ble High Court of Delhi wherein it has been mentioned that the
amount deposited by MMTC along with up to date Interest has attained finality. MMTC's application for release of
properties lying with Hon'ble High Court was not heard and the next date of hearing is fixed on 22.09.2026.

MMTC is filing application for early hearing under section 151 CPC seeking permission to lease the properties with
the undertaking to deposit the lease proceeds with the Registry of Hon'ble High Court of Delhi.

0 DISPUTE BETWEEN MMTC& MBS GROUP

During the FY 2011-12 MMTC Hyderabad imported about 16.15 tons of OGL Gold for MBS Group (MBS Impex Pvt.
Ltd. and MBS Jewellers Pvt. Ltd.) under Outright, Buyers' Credit, Suppliers' Credit and Loan Schemes, which
resulted loss of about Rs. 228.82 crores in FY 2011-12.

MMTC filed Civil suit in 2013 before the City Civil Court, Hyderabad, seeking recovery of Rs. 228.82 crores along with
interest.

Decree of Civil Suit pronounced in favor of MMTC on 10.02.2025, Rs. 228.82 crores were awarded in favor of MMTC
along with the interest at the rate of Rs. 13.5% p.a. from 30.09.2013 till realization. Further, a sum of Rs. 11.89 Crores
have been imposed towards cost on the opposite party.

CAVEAT at High Court of Telangana has been filed on the decree. MMTC Ltd., Hyderabad has filed Execution
Petition vide CEP no. 33/2025 on 27.06.2025. The proceeding got delayed as the court was vacant for substantial
time. There are no Appeals filed by any of the Respondents. Thereafter, Mr. Santosh Bhatia, Liquidator appointed by
NCLT for R-2 (M/s MBS Impex Pvt. Ltd) has appeared during March 2026 and filed an Application before the Civil
Court stating that the Judgment passed by the Commercial Court is in violation of Insolvency Bankruptcy Waterfall
mechanism. MMTC has filed Counter/ Rejoinder for the same. Matter was posted for arguments on 07.07.2026.
Arguments concluded on the application filed by the liquidator.

0 DISPUTE BETWEEN MMTC & SHIV SAHAI

The legal dispute between MMTC And M/s Shiv Sahai & Sons was uncovered from financial irregularities identified in
the bullion transactions of MMTC's Chennai Regional Office for the FY 2010-2011. A special audit concluded in June
2012, revealing that Rs. 98.23 crores were recoverable from M/s Shiv Sahai & Sons.

Following this, MMTC filed a civil suit in March 2013 before the Madras High Court. Shiv Sahai invoked Section 8 of
the Arbitration & Conciliation Act, which was upheld by the Hon'ble Supreme Court, leading both parties to agree to
an Ad Hoc arbitration process. Arbitration proceedings began in December 2017.

After multiple and extensive hearings final written arguments concluded in July 2024. The arbitrator issued the final
award on 06.08.2024 in MMTC's favor, directing Shiv Sahai to pay Rs. 23.39 crores with 12% interest per annum from
14.12.2012 until the date of payment. Shiv Sahai's counterclaims of Rs. 66 crores were dismissed. The amount due
from Shiv Sahai as on date of award is Rs. 56.10 crores.

To secure the award amount, MMTC filed a CAVEAT and a Section 9 application on 26.09.2024 before the Madras
High Court, which ordered Shiv Sahai to provide property disclosures and Sec 9 petition was disposed of after
property details submitted by M/s. Shiv Sahai and Sons. MMTC filed an 2 execution petition on 16.10.2025 to attach
properties as declared by M/s Shiv Sahai & Sons Mr. N.P. Agarwal and Mr. Ganesh Agarwal Director, M/s Shiv Sahai
& Sons Pvt. Ltd., for enforcement of Rs. 56.10 Crores (including interest) as on award date. The EP's covered
properties at Chennai & Jaipur. Subsequently as per court advise, MMTC filed 4 separate execution petitions for
separately marking every property of Shiv Sahai, i.e., for the remaining properties situated at Trichy, Srirangam,
Salem & Thrissur. As on date the petitions are pending numbering by Registry.

M/s Shiv Sahai & Sons filed an appeal against Arbitration Award u/s 34 (Arb. O.P (Comm. Div.) No. 350 of2025) listed
on 09.10.2025 and 16.10.2025 but did not reach for hearing either day. Hearing now stands deferred and new date of
hearing awaited.

CHANGES IN THE BOARD OF DIRECTORS

Following are the changes in the Board of Directors of your company since 1st April 2025: -

The Board places on record its deep appreciation for the commendable services and the contributions made by Smt.
Aishvarya Singh, Ms. Anoopa Sankarankutty Nair, Smt. Arti Bhatnagar, Shri Asit Gopal, Shri Dinesh Dubey, Shri
Hardeep Singh, Shri J. Ravi Shanker, Shri Kapil Kumar Gupta, Shri Srinivas Rao Maddi, Smt. Surendranath
Meenakshi & Shri Nabarun Nayak who ceased to be Directors on the Board. The Board welcomes new Directors and
expresses its confidence that the Company shall immensely benefit from their rich and varied experience.

In terms of provisions of Article 87(4)(A) of Articles of Association of the Company regarding rotational retirement of
Directors, no director is going to retire by rotation at the AGM.

ACKNOWLEDGEMENT

Your directors would like to acknowledge and place on record their sincere appreciation of all stakeholders-
Shareholders, Department of Commerce, all Govt. Agencies, and other business service partners for the excellent
support and cooperation received from them during the year. Your directors also recognize and appreciate the efforts
and hard work of all the employees of the Company and their continued contribution towards its progress.

By the Order of the Board
Sd/-

(Nitin Kumar Yadav)

Chairman & Managing Director