Your directors have pleasure in presenting the 66^th Annual Report of the Company together with the Audited Financial Statements
for the year ended 31^stMarch, 2025.

A snapshot of the financial performance for the year gone by and its comparison with previous year is given below:

1. FINANCIAL RESULTS

2. RESULTS OF OPERATIONS

As per the Financials for year ended on March 31, 2025 the turnover of the Company is ? 156.87 lakhs as compared to
?.138.02 lakhs for the year ended on March 31, 2024. The Company made a loss before depreciation and tax of ? (222.76)
lakhs during the year ended March 31, 2025 against the loss before depreciation and tax of ?.(48.03) lakhs during the year
ended on March 31, 2024.

3. DIVIDEND

Your Board of Directors, in its meeting held on May 14, 2025, has recommended a Dividend of ? 0.45 (i.e.4.50%) per
equity share out of the profits available with the company, due to loss in the current year . The dividend payout is subject
to approval of members at the ensuing Annual General Meeting.

4. FIXED DEPOSITS

During the year under review, the Company has not accepted any fixed deposits from the public and as on 31^st March, 2025
the Company had no unclaimed deposits or interest thereon due to any depositor.

5. MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN END OF THE FINANCIAL
YEAR AND DATE OF REPORT

There are no material changes and commitments affecting the financial position of the Company which have occurred after
March 31, 2025 till date of this report.

6. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

• SEGMENT WISE OR PRODUCT WISE PERFORMANCE

The Company does not carry on any manufacturing or sales activity and therefore there are no reportable segments in
the Company operations. The surplus funds of the Company are invested in money market instruments which generates
investment income. The Company also derives income from lease of its assets and business support services. Details
of these incomes are separately disclosed in the financial statements. The revenues are utilized to maintain the assets
of the Company.

• INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY

The company has an appropriate system of internal control. The Company ensures adherence to internal control policies
and procedures. Internal audit is conducted on a periodical basis to review internal controls. The Audit Committee
of the Board of Directors reviews the reports of the internal audits conducted and the adequacy of internal control
systems.

• FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE

During the year under review, the Company recorded a loss of ? (222.76) lakhs before depreciation and tax as
compared to loss of ? (48.03) lakhs in the previous year. The said loss is due to the reduction of share market price of
Foods and Inns Limited in which company has done investments.

• EMPLOYEES/ HUMAN RESOURCES

During the year, relations with employees remained cordial. As on 31^st March, 2025, the Company had 2 employees on
its roll.

7. ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) and Section 92 of the Act read with Rule 12 of the Companies (Management
and Administration) Rules, 2014, Annual Return of the Company as at 31st March, 2024 is uploaded on the website of the
Company at www.mpilcorporation.com

8. AUDITORS

8.1 Statutory Auditors

The Auditors Report given by M/s M D Pandya & Associates, Chartered Accountants Statutory Auditors, on the financial
statements of the Company for the year ended March 31, 2025 forms part of the Annual Report.

The Auditor's Report does not contain any qualification, reservation or adverse remark.

8.2. Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, the Company has appointed Ashok Patel and Associates, Practicing Company
Secretary, to undertake the Secretarial Audit of the Company for a period of five years commencing from the financial year
2025-26 to the financial year 2029-30

The Secretarial Audit Report issued by M/s Ragini Chokshi & Co. for the year 31 March, 2025 is annexed as ANNEXURE 1
to this report and does not contain any qualifications.

9. CORPORATE GOVERNANCE

The Company has complied with the mandatory Corporate Governance requirements stipulated under Regulations 34 and
53 read with Schedule V of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.

• The report on Corporate Governance and a certificate from the Auditors of the Company, M/s M.D. Pandya & Associates,
confirming compliance of the conditions of the Corporate Governance requirements are annexed hereto and forms part
of the Report.

10. DIRECTORS AND KEY MANAGERIAL PERSONNEL

All Independent Directors have given declarations that they meet the criteria of Independence as laid down under Section
149 (7) of the Companies Act, 2013 and SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.

In accordance with the provisions of Section 152 of the Companies Act, 2013, Mr. Milan Dalal (DIN: 00062453) retires by
rotation and is eligible for re-appointment.

Nomination and Remuneration committee at their meeting held on August 05, 2025 had appointed Mr. Devanshu Desai, as
Additional Independent Director of the company subject to the approval of the shareholders in the annual general meeting
of the company.

Mr. Kailasam Krishnamoorthy, Independent Director of the company, has completed her two terms of five years each and
shall not be allowed for reappointment in relation to Section 149 of the Companies Act, 2013.

11. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134 (5) of the Companies Act, 2013, the board of directors, to the best of their knowledge and ability,
confirm that;

• In the preparation of the Annual Accounts, the applicable accounting standards have been followed along with proper
explanation relating to material departures.

• we 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 financial
year ended March 31, 2025 and of the profit of the Company for that year.

• we have 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.

• we have prepared the Annual Accounts on a going concern basis.

• we have laid down internal financial controls to be followed by the Company and such internal financial controls are
adequate and operating effectively.

• we have devised proper system to ensure compliance with the provisions of all applicable laws and that such systems
were adequate and operating effectively.

12. BOARD EVALUATION

In accordance with the provisions of the Companies Act, 2013 and Regulations of SEBI (LODR) Regulations, 2015, the
Board has carried out annual performance evaluation of its own performance, the directors individually as well as the
evaluation of the working of its Audit Committee, Nomination & Remuneration Committee and other Committees. The
manner in which the evaluation is carried out has been explained in the Corporate Governance Report.

13. NUMBER OF MEETINGS OF THE BOARD

The Board met Four times during the financial year, the details of which are given in the Corporate Governance report.

14. INDEPENDENT DIRECTORS MEETING

The Independent Directors met once during the year under review, without the attendance of the Non - Independent
Directors and members of the Management. The Independent Directors reviewed the performance of the Non-Independent
directors and the Board as a whole and the performance of the Chairman of the Company, taking into account the views of
the Directors and assessed the quality, quantity and timeline of the flow of information between the Company Management
and the Board which is necessary for the Board to effectively and reasonably perform their duties.

15. COMMITTEES OF THE BOARD

The Companies Act, 2013 provides for the formation and duties of various committees of the Board. The Company has in
place the required Committees with specific defined roles, duties and responsibilities. Details of the various committees,
meetings held and attendance at the various committee meetings are given in the Corporate Governance Report.

16. POLICY ON DIRECTOR'S APPOINTMENT AND REMUNERATION AND OTHER DETAILS

The Nomination & Remuneration Committee of the Company leads the process for Board appointments in accordance with
the requirements of the Companies Act, 2013, the Regulations of SEBI (Listing Obligation and Disclosure Requirements)
Regulations, 2015. and other applicable regulations and guidelines. The Board has, on the recommendation of the
Nomination & Remuneration committee, framed a policy for selection and appointment of Directors, Senior Management
and their remuneration. The Remuneration policy is available on the company website www.mpilcorporation.com. There
has been no change in the policy since the last year.

17. DECLARATION FROM INDEPENDENT DIRECTORS

The Company has received declarations from Independent Directors of the Company confirming that they meet with the
criteria of independence as per Section 149 of the Companies Act, 2013 and Regulation 25 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

18. PARTICULARS OF CONTRACT AND ARRANGEMENTS WITH RELATED PARTIES

Details of contracts and arrangements with related parties in form AOC-2 is annexed as ANNEXURE 2 to this report.

19. PARTICULARS OF EMPLOYEES AND REMUNERATION

None of the employees of the Company is in receipt of remuneration exceeding the limit prescribed under Rule 5(2) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

20. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

During the year, no significant or material orders were passed by any regulators against the Company which impact the
going concern status and the Company's operations in future.

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

The provisions of section 134 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 relating to
conservation of energy, technology absorption do not apply to the Company.

During the year under review, there were no Foreign exchange earnings and outgo

22. SUBSIDIARY COMPANIES

The Company does not have any subsidiary company or any existing Joint venture as on 31^st March, 2025

23. DISCLOSURE ON SEXUAL HARASSMENT OF WOMAN AT WORKPLACE

The Company has set up an Internal Complaints Committee for providing a redressal mechanism pertaining to sexual
harassment of woman employees at workplace. There was no case of sexual harassment reported during the year under
review.

24. INTERNAL FINANCIAL CONTROLS

A detailed note on internal financial controls is included in the Management Discussion & Analysis.

25. VIGIL MECHANISM

The Company has put in place a Whistle Blower Policy to deal with instances of fraud and mismanagement, if any. The detail
of the policy is available on the Company's website www.mpilcorporation.com.

No complaint was received by the Company during the year ended 31st March, 2025

26. RISK MANAGEMENT POLICY

Risk is an integral and unavoidable component of business and the management is committed to managing the risk in
a proactive and effective manner. The Company has adopted a systematic approach to mitigate risk associated with
accomplishment of objective, operations, revenues and regulations. The Board of Directors has constituted a Risk
Management Committee and framed a Risk Management Policy. The Risk Management Committee meets from time to
time to review and identify potential risk areas and steps to be taken to mitigate such risks. The Risk Management Policy
is available on the Company's website www.mpilcorporation.com.

27. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are
given in the notes to Financial Statements

28. THE DETAILS OF THE DIFFERENCE BETWEEN THE AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE¬
TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING A LOAN FROM THE BANKS OR FINANCIAL
INSTITUTIONS ALONG WITH THE REASONS THEREOF.

As on the date of this Report, Company has not taken any loan form Bank or Financial Institution, therefore the needs of
valuation does not arise

29. THE DETAILS OF AN APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 DURING THE YEARALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR.

As on the date of this Report, Company has no proceedings pending under the Insolvency and Bankruptcy Code, 2016

30. ACKNOWLEDGEMENT

Your directors take this opportunity to thank the statutory authorities, banks, shareholders, employees and other
stakeholders for their valued support

For and on behalf of the Board of Directors
Milan Dalal Veena Dalal

Place: Mumbai Chairman Whole Time Director

Date: August 05, 2025 DIN 00062453 DIN 00062873