Directors Report of Munish Forge Ltd.

Mar 31, 2024

Your Directors have pleasure in presenting their next Annual Report on the business and operations of the
Company and the accounts for the Financial Year ended March 31, 2024.

Financial summary or highlights/Performance of the Company (Standalone)

The Board''s Report has been prepared based on the stand alone financial statements of the company.

PARTICULARS	YEAR ENDED 31.03.2024	YEAR ENDED 31.03.2023
Revenue from Operations for the year	15658.74	15724.39
Other Income	481.98	387.41
Total Revenue	16140.72	16111.81
Profit/before depreciation & taxation	913.12	604.04
Less: Depreciation	264.45	293.61
Less: Provision for Taxation	149.06	54.88
Net Profit/after Taxation	499.61	255.55

Brief description of the Company’s working during the year/State of Company’s affair

The revenue from Operations during the period have been Rs. 15658.74 Lacs as against Rs. 15724.39 Lacs
in the previous year. The profit before depreciation & taxation was Rs 913,12 Lacs as against Rs. 551.87
Lacs in the previous year. For FY 2024, your Company’s profit after tax stood at Rs. 499.61 Lacs.

Change in the nature of business, if any

During the year under review, the Company has not changed its nature of business.

Dividend

Your Directors do not recommend any dividend for the year ended 31^st March, 2024 to conserve the
resources.

Reserves

The net profit for this period of Rs. 499.61 Lacs has been transferred to Reserve and Surplus Account.
Share Capital

There was no change in Paid up Capital of the company during the year.

Issue of Employees Stock Option

The Company has not issued any ESOP during the year.

Directors and Key Managerial Personnel

During the year under review, no changes occurred in the constitution of the Board of Directors. However,
following changes occurred in the Key Managerial Personnel of the Company:

• Ms. Rajni (ACS NO, 67223) had resigned from the post of Company Secretary w.e.f. 16^th October,
2023.

• Mrs. Sukhdeep Kaur (ACS NO. 34339) was appointed as Company Secretary w.e.f. 17^st October,
2023.

Particulars of Employees

During the financial year under review, no employee has received remuneration exceeding the limit as
stated in rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014.

Meetings

Adequate notices were issued to the Board of Directors as per Secretarial standards. During the financial
year ended 31^st March 2024, Twelve Board Meetings were held.

The intervening gap between the Meetings was within the period prescribed under the Companies Act,
2013.

The Company has observed the provisions of Secretarial Standards issued by Institute of Company
Secretaries of India.

Auditors

The term of appointment of M/s. Vinay & Associates, Chartered Accountants as statutory auditors of the
company having Membership No. (082988) expires at ensuing Annual General Meeting. The Board has
proposed to re-appoint them as statutory auditors for further term of 5 consecutive years till the Annual
General Meeting to be held in the year 2029. In this regard, the Company has received a consent from the
statutory auditors to the effect that their appointment is in accordance with the provisions of Section 141 of
the Companies Act, 2013.

Auditors’ Report

The Auditors’ Report does not contain any qualification reservation or adverse remark. Notes to Accounts
and Auditors remarks in their report are self-explanatory and do not call for any further comments.

Cost Audit:

The Company has maintained cost records specified by Central Government as required under sub-section
(1) of section 148 of the Companies Act, 2013.

M/s S.K. Verma & Associates (FRN: 101072) were appointed as Cost Auditors of your company for
auditing the cost accounts records for the Financial Year 2023-24 under provisions of Section 148 of the
Companies Act, 2013. They are likely to submit Cost Audit Report within the prescribed time limit.

Development and Implementation of a Risk Management Policy

The Company has been addressing various risks through well defined risk management
policy/procedures, which are in the opinion of the Board may threaten the existence of the Company,

Internal Financial Control System

The Company has laid down adequate internal financial control system with reference to financial
statements. During the year such controls were tested and no material weakness in their operating
effectiveness was observed.

Details of Establishment of Vigil Mechanism/Whistle Blower Policy

The Company has adopted the Whistle Blower Policy/Vigil Mechanism for the directors and employees, to
report concerns about unethical behavior, actual or suspected fraud or violation of the Company’s Code of
Conduct and Ethics.

Performance and financial position of each of the subsidiaries, associates and joint venture
companies included in the consolidated financial statement

As on 31^st March, 2024, the Company does not have any subsidiaries, associates and joint venture
companies thus no consolidated financial statement is presented.

Compliance with Secretarial Standards

The Company has complied with secretarial standards applicable to the Company.

Corporate Insolvency Resolution Process initiated under the Insolvency And Bankruptcy Code.

2016 (20161

No Corporate Insolvency Resolution Process has been initiated by any Financial Institution/Bank or
Operational Creditors against the Company under the Insolvency and Bankruptcy Code, 2016

Material changes and commitments, if any, affecting the financial position of the company which
have occurred between the end of the financial year of the company to which the financial statements
relate and the date of the report

No Material changes occurred subsequent to the close of the financial year of the Company to which the
balance sheet relates and the date of the report.

Deposits

As per Section 76 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014
the Company has not invited/ accepted any deposits from the public during the year ended March 31, 2024.
There were no unclaimed or unpaid deposits as on March 31,2024.

Particulars of loans, guarantees or investments under section 186

During the year under review, the Company has not given any loans or guarantees and Investments under
the provisions of section 186 of the Companies Act, 2013

Particulars of contracts or arrangements with related parties

The particulars of every contract or arrangements entered into by the Company with related parties
referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arm’s length
transactions under third proviso thereto have been disclosed in Form No. AOC-2 attached to this report.

Corporate Social Responsibility Committee

Pursuant to Section 135 of the companies Act, 2013, the company was not required to constitute a CSR
committee during the period under review.

Conservation of energy, technology absorption and foreign exchange earnings and outgo

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as
follows:

The information on conservation of energy, technology absorption and foreign exchange earnings and
outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule, S of The Companies
(Accounts) Rules, 2014, has been annexed hereunder:

A. Conservation of energy

Energy Conservation is an ongoing process in the Company. The Company continued its effort to improve
energy usage efficiencies and increase the share of renewable energy. Various key performance indicators
like specific energy (energy consumed per unit of production), specific energy costs and renewable energy
contributions were continuously tracked to monitor alignment with the Company’s overall sustainability
approach.

(i) Steps taken or impact on conservation of energy:

a. Improvement in energy usage efficiency in lighting systems by installation of more efficient
lighting solutions such as Light Emitting Diodes.

b. the company is regularly finding and adopting new methods such as:

I. Automation of machinery i.e. modernization of existing machinery with better and efficient energy
saving equipments/ machines

II. Process audit is done to find better alternate ways to manufacture the products in less time and with
least resources/ Energy.

(ii) Steps taken by the company for utilizing alternate sources of energy: NIL

(iii) Capital investment on energy conservation equipments: NIL

B. Technology absorption

I. the efforts made towards technology absorption: NIL

II. the benefits derived like product improvement, cost reduction, product development or import
substitution-: NIL

III. in case of imported technology (imported during the last three years reckoned from the beginning
of the financial year) NIL

IV. the expenditure incurred on Research and Development: NIL

C. Foreign exchange earnings and Outgo

During the period under review, the foreign exchange earning was Rs. 1009892718.28/- in C.Y. and Rs.
1122091547/-.28 inP.Y.

During the period under review, the foreign exchange spending was Rs. 47755415.21/- compared to Rs.
84192103.56/- inP.Y.

Declaration by Independent Directors

The Company was not required to appoint Independent Directors under Section 149(4) and Rule 4 of the
Companies (Appointment and Qualification of Directors) Rules, 2014 hence no declaration has been
obtained.

Company’s policy on directors’ appointment and remuneration including criteria for determining
qualifications, positive attributes, independence of a director and other matters provided under sub¬
section (31 of Section 178

The Company, being a Private Limited Company was not required to constitute a Nomination and
Remuneration Committee under Section 178(1) of the Companies Act, 2013 and Rule 6 of the Companies
(Meetings of Board and its Powers) Rules, 2014 and Stakeholders Relationship Committee under Section
178(5) of the Companies Act, 2013.

Human Resources

Your Company treats its “human resources” as one of its most important asset.

Your Company continuously invests in attraction, retention and development of talent on an ongoing basis.
A number of programs that focus on human resource development in the company are currently underway.
Your Company thrust is on the promotion of talent internally through job rotation and job enlargement.

Environmental Health & Safety

The Company continuously endeavors to improve on environmental management and safety measures.
Significant and Material Orders Passed Bv The Regulators Or Courts

There are no significant and material orders passed by the Regulators or Courts or Tribunals which would
impact the going concern status and the Company’s future operations.

Transfer of Amounts to Investor Education and Protection Fund

Your Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore
there was no money which was required to be transferred to Investor Education and Protection Fund (IEPF),

Corporate Governance Certificate

This certificate is not required as the company is not a listed company.

Management Discussion and Analysis

Not Applicable as the Company is not a Listed Company.

Obligation of the Company under the Sexual Harassment of Women at Workplace (Prevention.
Prohibition and Redressal) Act 2013

The Board of Directors has constituted an Internal Complaints Committee under the Act. Adequate steps for
the protection and safety of women employees have been taken. However, no such incidence of harassment
of women was reported during the year.

Consolidated financial statements

Since the company has no subsidiary/ associate company, the consolidation of accounts with those of the
subsidiary are not applicable.

Investor Service Centre/ Grievance Cell

It is not applicable as the company a small and closely held company.

Postal Ballot updates

Not Applicable to the company

Reporting of Frauds by the Auditors Other Then those which are reportable to the central Government

No fraud has been reported either by the company or against the company.

Directors’ Responsibility Statement

The Directors'' Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134 of the Companies Act,2013, hereby confirm that

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 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; company ana tor

d) the directors had prepared the annual accounts on a going concern basis; and

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.

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.

Acknowledgements

Your Directors wish to place on record their thanks and appreciation to all workers, staff members for their
the Director are thankful to the Bankers and business constituents for their continued support

Place: Ludhiana

Dated: 05" September, 2024 ^F°^{r and on behalf of the}

Board of Directors

Dev Arjun Bhasin Davinder Kumar

(Director)

DIN: 07670554 Bhasin

H. No.6, Kabul Singh (Director)

Enclave, South Aggar DIN: 00780268

Nagar, Ayali Kalan, 6, Kabul Singh Enclave,
Ludhiana 141010 Aggar Nagar, South End

Ludhiana-142027