The Directors are pleased to present the 80^th Annual Report and the audited accounts of the
Company for the year ended 31 March 2026.

1. FINANCIAL RESULTS FOR THE YEAR ENDED 31 MARCH 2026

2. DIVIDEND AND FINANCIAL RESULTS

The Directors, at their meeting held on 27 May 2026, have approved an interim dividenc
of ?4/- per equity share (40%) on 4,82,81,600 equity shares of face value of ?10 each,
absorbing a sum of ?19.32 crore with the same dividend payout as on 31 March 2025.
The dividend pay-out is in accordance with the Company’s Dividend Distribution Policy.

For the financial year 2024-25, the Directors, at their meeting held on 24 May 2025, had
recommended a final dividend of ?4 per equity share (40%) on 4,82,81,600 equity shares
of face value of ?10 each, aggregating to ?19.32 crore, which was subsequently approved
by the shareholders at the Annual General Meeting held on 6 August 2025 and paid on
29 August 2025.

3. SHARE CAPITAL

As on 31 March 2026, there was no change in the authorised and paid-up share capital
of the Company. At the Board Meeting held on 25 March 2026, the Board of Directors
approved and recommended, subject to the approval of the shareholders, the increase in
the authorised share capital of the Company from ?51,00,00,000 (Rupees Fifty-One
Crores only) divided into 5,10,00,000 equity shares of ?10 each to ?61,00,00,000
(Rupees Sixty-One Crores only) divided into 6,10,00,000 equity shares of ?10 each, to
enable the Company to raise funds, if and when required, and to meet future business
requirements. The said increase was approved by the shareholders through postal ballot
on 29 April 2026.

FUND RAISING

The Board of Directors, at its meeting held on 25 March 2026, approved an enabling
resolution for raising of funds in one or more tranches, up to an aggregate amount of
?600 crores, by way of issuance of equity shares and/or other eligible securities through
Qualified Institutional Placement or any other permissible modes, subject to necessary
approvals and market conditions. The said enabling resolution was approved by the
shareholders through postal ballot on 29 April 2026. The Company may evaluate such
fund-raising opportunities, as and when considered appropriate.

4. HIGHLIGHTS OF THE COMPANY’S OPERATIONAL PERFORMANCE

4.1. The Company's total revenue exceeded ?1,500 crore for the third consecutive year,
reaching an all-time high of ?1,570 crore, the highest total revenue in its history.

4.2. Operating EBITDA has crossed ?300 crores for the third time and stands at
?300.37 crores as against ?324 crores.

4.3. Domestic sales for FY26 grew by 9.5% to ?986 Cr contributing 64% to the Company’s
overall revenue.

4.4. Export sales for FY26 stood at ?543 crore, contributing 36% of overall sales, compared
with ?563 crore achieved in FY25.

4.5. The Company remains a net earner of foreign exchange. The net foreign exchange
earnings for the current year amounted to ?451.08 crores.

4.6. The Company has maintained its continuity regarding ISO 9001 and IATF 16949
Certification for its Quality Management System.

4.7. The Company is currently in the process of obtaining certification for ISO 14001
(Environmental Management System) and ISO 45001 (Occupational Health & Safety
Management System), reaffirming its commitment towards environmental
sustainability, workplace safety and continual improvement in operational standards.

4.8. The Board has approved an interim dividend of ?4 per share with the same dividend
pay-out as in FY25.

5. SCHEME OF AMALGAMATION OF WHOLLY OWNED SUBSIDIARY WITH
THE COMPANYAmalgamation of DVS Industries Private Limited with the Company:

The Board of Directors of the Company at their meeting held on 3 February 2025 had
approved the Scheme of Amalgamation of DVS Industries Private Limited (DVS), a
wholly owned subsidiary of the Company, with the Company. The appointed date of the
amalgamation is 01 April 2024.

In accordance with Regulation 37(6) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Company has duly intimated the Stock Exchanges
regarding the approval of the Scheme by the Board. The Company has filed the necessary
application with the Hon’ble National Company Law Tribunal (NCLT), Chennai. The
matter has been heard and is awaiting pronouncement of the order.

Upon the Scheme becoming effective, all assets, liabilities, employees, contracts and
other obligations of DVS (except its paid-up share capital) will be transferred to and
vested in the Company, and DVS shall stand dissolved without winding up. The
investment held by the Company in DVS shall stand cancelled.

Further, upon the Scheme becoming effective, the authorized share capital of DVS will
be combined with that of the Company, resulting in an increase in the authorized share
capital of the Company by ?2,50,00,000.

Upon the Scheme becoming effective, the Company will account for the amalgamation
in accordance with the applicable accounting standards and restate the comparative
financial information from the appointed date of 01 April 2024 in the financial statements
of the subsequent period.

6. MANAGEMENT DISCUSSION AND ANALYSIS:

Economic Overview - Global:

FY26 was characterised by heightened geopolitical tensions, global trade policies,
tariff-related uncertainties and volatility in commodity markets. The global economy
faced challenges arising from trade disruptions, inflationary pressures and the escalation
of geopolitical conflicts, particularly in West Asia. The conflict involving Iran and Israel,
coupled with concerns regarding the security of the Strait of Hormuz, a key global energy
transit route, led to periods of volatility in crude oil prices, logistics costs and global
supply chains. These developments increased uncertainty across international markets
and affected business sentiment worldwide.

Despite these challenges, global economic activity remained resilient, supported by
easing inflation in several advanced economies, gradual stabilisation of supply chains,
and continued investments in technology and infrastructure. Businesses across the world
increasingly focused on supply-chain diversification, regional manufacturing strategies,
and risk mitigation measures to reduce dependence on concentrated sourcing locations
and improve operational resilience. Under the assumption of a limited conflict, global
growth is projected at 3.1% in 2026 and 3.2% in 2027.

While tariff-related concerns and trade restrictions among major economies continued to
influence global trade flows during FY26, the gradual easing of certain trade barriers and
ongoing negotiations helped moderate some of the downside risks. Nevertheless,
geopolitical tensions, protectionist trade policies, energy price volatility and slower
growth in certain developed economies remain key challenges for the global economy.

Economic Overview - India:

Against this backdrop, India continued to demonstrate strong economic resilience and
remained one of the fastest-growing major economies globally during FY26. Growth
was supported by robust domestic consumption, government-led infrastructure
investments, resilient services sector performance, expanding manufacturing activity,
and healthy financial sector fundamentals. Public capital expenditure continued to drive
economic activity across infrastructure, transportation, logistics, energy and urban
development sectors.

The International Monetary Fund (IMF) projects India's real GDP growth at
approximately 6.5% in 2026 and 2027, reinforcing confidence in the country's
macroeconomic fundamentals and long-term growth trajectory despite global economic
uncertainties and geopolitical challenges. Strong domestic demand, rising income levels,
increasing urbanisation, digital adoption and continued policy support are expected to
remain key growth drivers. Continued urbanisation, increasing consumer confidence and
rising discretionary spending are expected to further strengthen domestic demand.

Inflationary pressures moderated during FY26 due to improved agricultural output,
better supply-chain management and policy interventions. However, the economic
outlook remains subject to risks arising from geopolitical developments, crude oil price
volatility, global trade uncertainties and climate-related disruptions. Given India's
dependence on imported crude oil, prolonged instability in West Asia could lead to
higher energy costs, increased logistics expenses, inflationary pressures and potential
impacts on industrial profitability.

At the same time, the ongoing realignment of global supply chains and increasing efforts
by multinational companies to diversify sourcing and manufacturing locations present
significant opportunities for India. The country's large domestic market, competitive
manufacturing capabilities, improving infrastructure, and supportive policy framework
position it favourably to attract investments and expand its role in global value chains.

Outlook for Automotive Industry:

The automotive landscape stands out as a highly resilient industrial sector during FY26,
displaying strong demand elasticity despite global uncertainties and macro cost
pressures. The industry remained a significant contributor to manufacturing output,
exports, employment generation and economic growth. Demand across commercial
vehicles, passenger vehicles, utility vehicles, tractors and automotive components
remained supported by economic growth, infrastructure development and rising mobility
requirements.

FY26 witnessed continued investments in product innovation, localization, advanced
manufacturing technologies, digitalization, safety enhancements and export market
development. Vehicle manufacturers increasingly focused on operational efficiency,
localization of supply chains and technology adoption to improve competitiveness and
mitigate external risks.

Looking ahead to FY27, the automotive industry is expected to benefit from favourable
demographics, increasing disposable incomes, rising vehicle penetration, improved
financing availability and continued infrastructure investments. Demand for passenger
vehicles, particularly utility vehicles and premium segments are expected to remain
healthy, while export opportunities are expected to improve as global manufacturers
diversify sourcing strategies and increase procurement from India.

The transition toward electric mobility continues to reshape the automotive landscape.
Government incentives, investments in charging infrastructure, advancements in battery
technologies and increasing environmental awareness are expected to support gradual
growth in electric vehicle adoption. While internal combustion engine vehicles are
expected to remain dominant in the near term, new opportunities are emerging across
electric powertrain systems, lightweight structures and advanced engineering
applications.

Forging Industry Outlook:

The forging industry remains a critical part of India's manufacturing ecosystem,
supplying high-strength and precision-engineered components to automotive,

commercial vehicle, construction
equipment, railways, defence,
mining, agriculture, energy and
industrial sectors. During FY26,
the industry benefited from
increasing localisation initiatives,
domestic manufacturing growth,
infrastructure investments, and
rising demand from industrial
sectors.

Global supply-chain diversification
trends have created new
opportunities for Indian forging
manufacturers as international
customers increasingly seek
reliable and cost-competitive
sourcing alternatives. India's
established engineering

capabilities, skilled workforce,

improving quality standards and competitive manufacturing base position the domestic
forging industry favourably in global markets.

Looking ahead, growth in automotive production, infrastructure development, defence
manufacturing, railways, renewable energy projects, industrial capital expenditure and
export opportunities is expected to support sustained demand for forged components.
Government initiatives promoting self-reliance, import substitution and domestic
manufacturing are expected to create additional opportunities for component
manufacturers.

Although geopolitical uncertainties and fluctuations in steel, energy and logistics costs
may create short-term challenges, companies focusing on technology upgrades,
automation, operational efficiency, product diversification, and value-added engineering
solutions are expected to strengthen their competitive position and benefit from evolving
market opportunities.

Overall, supported by India's favourable economic outlook, rising industrial activity,
robust infrastructure investments, supportive government policies and increasing global
manufacturing integration, the forging and automotive component industry remains
well-positioned to achieve sustainable growth over the medium to long term.

Market segments outlook

Key segment analysis: Commercial Vehicles (CV)

The commercial vehicle industry remained resilient during FY26, supported by strong
infrastructure activity, increased freight movement, mining and construction sector
growth, government investments in transportation infrastructure, and improving
economic activity. Fleet utilization levels remained healthy across several segments,
supported by higher logistics demand and replacement requirements.

Government spending on roads, highways, industrial corridors, logistics parks, railways,
ports, urban infrastructure and rural connectivity continued to support demand for
medium and heavy commercial vehicles. Growth in e-commerce, warehousing,
organized logistics and industrial production further contributed to freight demand and
fleet expansion.

The rollout of GST 2.0 reforms has provided a strong impetus to domestic CV sales, with
consumption demand driving new vehicle purchases by fleet operators. Additionally, the
RBI’s repo-rate cuts have significantly lowered the Total Cost of Ownership easing
financing for consumers and strengthening overall market sentiment. Increased Capital
Expenditure has further spurred economic activity in the country, providing a boost to
the Commercial Vehicle segment.

Industry is optimistic and expecting growth to continue in all the Vehicle Categories in
FY27, continuing strong domestic momentum from the latter half of FY26. However,
uncertainties arising from the West Asia conflict, particularly prices of Crude Oil and
Commodities, higher operating costs, higher exchange rates and disruptions in Shipping
Routes, remains a concern for the Auto Sector. Stable geopolitical environment will help
build confidence of the industry, which can, in-turn, drive further growth in the Auto
Industry’s performance in FY27.

The Indian Commercial Vehicle (CV) industry recorded its highest-ever sales volume in
FY26, with 10.80 lakh units sold, registering a year-on-year growth of 12.6% over FY25.
The PV segment achieved a record-high sales volume of 46.43 lakh units in FY26,
registering a year-on-year growth of 7.9%. The surge was driven in part by strong growth
in electric passenger vehicle adoption, with registrations increasing by over 80% during
the year.

The CV segment played a significant role in MMF's performance in FY26, contributing
70% of total revenue. The PV segment accounted for 14% of sales, while the Agriculture
and Off-Highway segment also contributed 15%. Other segments made up the
remaining 1% of total sales. During FY26, export market conditions remained weak,
impacted by geopolitical tensions, trade tariff pressures, a decline in business share in
Europe and a subdued Class 8 truck market in North America. These factors continued
to weigh on export demand and overall market performance.

In India, the MHCV and LCV truck segments are projected to grow by approximately
5-7% and 3-5%, respectively, supported by continued expansion of highways and
expressways, enhanced regional connectivity, and a sustained shift toward higher Gross
Vehicle Weight (GVW) vehicles that improve freight efficiency and lower logistics
costs. While financing costs and global trade uncertainties may remain near-term
challenges, the overall commercial vehicle market outlook remains positive. Similarly,
in the United States, the Class 8 truck market is expected to show reasonable
improvement in CY2027, supported by replacement demand, a gradual recovery in
freight markets, and pre-buy activity ahead of stricter emissions regulations.

Currency movement: [USD vs INR1

During FY26, the Indian Rupee (INR) witnessed depreciation amid evolving geopolitical
and global economic conditions, closing at ?93.49 against the US Dollar as of
31 March 2026. The currency movement was influenced by heightened global
uncertainties, volatility in capital flows, inflationary trends, and fluctuations in crude oil
prices.

Looking ahead, the INR is expected to remain under pressure during FY27 due to
continuing geopolitical tensions, evolving monetary policies across major economies,
and persistent global market volatility. The Company continues to closely monitor
macroeconomic developments and assess their potential impact on its operations and
financial performance.

M M FORGINGS - Achievements in FY26

Despite various geopolitical tensions, the following were achieved during FY26:

The Company has embarked on a strategic
transition towards 100% green energy during
FY26, reinforcing its commitment to
environmentally responsible and sustainable
operations. Towards this initiative, the Company
has entered into a long-term arrangement with
captive power generating units and has started
consuming green power from Q4FY26 onwards.
This initiative is expected to deliver significant
optimization in power consumption, improving
overall operational efficiency across
manufacturing facilities. The transition to
renewable energy is projected to enhance
profitability margins, with visible improvements in
operating performance from the upcoming
FY onwards.

The Company continues to focus on expanding its
product portfolio by leveraging its established
forging capabilities and engineering expertise.
During FY26, the Company strengthened its
presence in core product segments while pursuing
opportunities in emerging mobility solutions. The
Company also continued to enhance its market

reach through new product development, increased localization initiatives and deeper
engagement with domestic and international customers. The sustained demand from the
commercial vehicle, passenger vehicle, and industrial sectors, presents significant
opportunities for long-term growth.

Raw material prices, particularly steel, remained largely aligned with global market
trends during the year. In line with prevailing industry practices, variations in steel prices
were substantially passed through to customers. While steel prices witnessed relative
stability compared to the previous year, the Company's focus on operational efficiency,
value-added products and improved product mix supported overall business performance
and profitability during FY26.

Key Financial Ratios:

1. The Company is committed to providing a safe and healthy workplace through a strong
focus on accident prevention, risk management and continuous safety awareness. Regular
training, safety communications and periodic reviews help reinforce a culture of safety
across all operations.

2. The Company complies with all applicable environmental, health and safety regulations.
Its manufacturing facilities are equipped with adequate pollution control and effluent
treatment systems to minimise environmental impact and support sustainable operations.

3. The organisation is implementing ISO 14001 (Environmental Management System) and
ISO 45001 (Occupational Health & Safety Management System) to strengthen regulatory
compliance, reduce environmental and safety risks, enhance governance and align with
ESG expectations.

Human Resources and Industrial Relations

1. The Company continues to uphold its commitment to being a people-centric
organisation, recognizing employees as its most valuable asset. Strengthening human
capital remains a key strategic priority, with sustained focus on capability enhancement
and employee development to drive organisational excellence. The dedication and
contribution of the workforce have been instrumental in reinforcing the Company’s
strong position within the industry. As on 31 March 2026, the Company employed
4,816 personnel.

2. During the year, the Company further strengthened its talent management framework by
implementing structured career progression pathways aligned with organisational goals
and individual aspirations. Comprehensive onboarding practices, continuous learning
initiatives, and focused skill development programs have been designed to foster agility,
innovation, and adaptability across the workforce.

3. The Company’s human resource development initiatives continue to emphasize
employee well-being, workplace safety, transparent communication, and continuous
learning. The Company also remains committed to strengthening its recognition and
reward mechanisms while equipping employees with the skills and competencies
required to effectively meet evolving customer and business requirements.

4. The Company continues its tradition of celebrating Founder’s Day annually across all its
plants, fostering a sense of belonging and togetherness among employees and their
families. During FY26, Founder’s Day was celebrated with great enthusiasm, reflecting
the Company’s enduring culture of appreciation and recognition, including honouring
long-serving employees for their valuable contribution and commitment.

1. The Company is a leading manufacturer of automotive components. The automotive
components industry is cyclical in nature and remains sensitive to economic conditions,
industry demand, and regulatory changes.

2. Intense market competition and fluctuations in raw material prices continue to exert
pressure on operating margins.

3. A significant portion of the Company's revenue is derived from exports, making demand
susceptible to global economic conditions and international market trends.

4. Geopolitical uncertainties, including ongoing regional conflicts and trade disruptions,
may impact supply chains, costs and business sentiment.

5. Volatility in raw material prices, changes in interest rates and potential moderation in
demand remain key business risks.

6. Maintaining consistent product quality and delivery performance is critical to sustaining
customer confidence and long-term business relationships.

7. The Company mitigates these risks through diversification of its customer base across
geographies, continuous focus on operational efficiency, improved capacity utilisation
and prudent working capital management.

8. Risk Management Committee (RMC) has been formed effective 21 June 2021 and was
reconstituted twice in FY26 inducting additional Independent Directors.

9. RMC shall meet a minimum of twice a year.

10. The responsibilities of RMC include formulating risk management policy,
implementation of the policy, monitor and evaluate risks, devise appropriate
methodology, processes and systems.

M M FORGINGS - forging ahead with Manufacturing Excellence

Our goals in the coming months:

1. Drive aggressive sales growth by capturing emerging market opportunities,
strengthening customer relationships and improving market penetration across key
segments.

2. Utilising the production capacity of 1,45,000 Tons

3. Accelerate business expansion by actively pursuing new products, high-growth
customers and strategic market opportunities while relentlessly focusing on cost
leadership, productivity enhancement and operational excellence.

4. Diversify the product portfolio to expand the Company's Target Addressable Market and
strengthen revenue streams.

5. Implement robust cost transformation initiatives through process optimisation,
automation, robotics, energy efficiency measures and continuous productivity
improvement programmes to enhance competitiveness.

6. Strengthen managerial and operational capabilities through talent development and
leadership enhancement initiatives.

7. Accelerate the adoption of green energy solutions to reduce power costs, improve
sustainability and lower the Company's environmental footprint.

8. Undertake initiatives to minimise environmental impact through efficient resource
utilisation and sustainable manufacturing practices.

9. Proactively manage foreign exchange exposures and cash flows to minimise risks and
optimise financial performance.

10. Focus on reducing finance costs through prudent treasury management, increased use of
green energy initiatives and ongoing engagement with banks to secure competitive
financing terms and optimise interest costs.

Sources:

IMF World Economic Output, Global Trade Outlook and India GDP Growth Outlook, UNCTAD,
Organisation for Economic Co-operation and Development (OECD), ICRA Limited, CRISIL
Limited, NITI Aayog, World Bank, Association of Indian Forging Industry, Autocar Professional,
SIAM data, Act Research, Automotive Component Manufacturers Association of India.

7. INDIAN ACCOUNTING STANDARD (IND AS) IFRS CONVERGED
STANDARDS

Pursuant to the notification of the Companies (Indian Accounting Standard) Rules, 2015
by the Ministry of Corporate Affairs (MCA) on 16 February 2015, the Company has
adopted Indian Accounting standards (IND AS).

8. EXPENSES EXCEEDING 10 % OF THE TURNOVER:

Raw Material - ?632.47 crores (40.3%)

9. TRANSFER TO RESERVE

A sum of ?92.00 crores has been transferred to General Reserve.

10. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The Company has made advance to its Subsidiary Companies with outstanding as on
31 March 2026:

The loans were utilized by the subsidiaries for their principal business activities,
repayable at prevailing rates. The details of the investments made by the Company are
given in the notes to the financial statements.

11. DIRECTORS & KEY MANAGERIAL PERSONNEL

11.1. Directors' Appointment / Re-appointment:

Smt. Rama Sivaraman, holding DIN 07425519 was appointed as an Additional Director
(Non-Executive Independent Director) by the Board at their meeting through circular
resolution held on 21 March 2025 for a period of five years effective 31 March 2025.

The shareholders at their meeting through postal ballot dated 8 May 2025, had approved
the appointment of Smt. Rama Sivaraman as a Non-Executive Independent Director
(woman Independent Director) for a period of five years effective 31 March 2025.

There were no cessation or resignations of Directors during the year under review.

11.2. Resignation / Appointment of Chief Financial Officer (CFO):

Shri R. Venkatakrishnan, CFO of the Company, attained superannuation in May 2022
after serving as CFO since 01 April 2014. Considering his vast experience and continued
contribution, the Company continued to avail his services, as CFO, post his
superannuation. Due to age and health considerations and to devote more time to his
personal and family commitments, he has resigned from the position of CFO and Key
Managerial Personnel (“KMP”) of the Company effective 01 April 2026.

The Board at its meeting held on 01 April 2026 places on record its deep appreciation
for the valuable services rendered and significant contributions made by him during his
association with the Company.

Based on the recommendation of the Nomination and Remuneration Committee, the
Board at its meeting held on 01 April 2026 has appointed Shri. R. Raghunathan, a
Chartered Accountant and Cost Accountant, with strong expertise in financial planning
and analysis, treasury management, capital structuring, budgeting and corporate
governance as the CFO and KMP of the Company effective 01 April 2026.

11.3. Retirement by Rotation

Smt. Sumita Vidyashankar, holding DIN 00059062 and Shri. Ramnath Nagarajan,
holding DIN 00081516 liable to retire by rotation, will retire by rotation and being
eligible for the appointment as a director, has offered themselves for re-appointment. The
subject is placed in the Notice of 80^th AGM for the approval of shareholders.

11.4. Independent Directors

In the AGM held on 11 August 2023, Shri. Shankar Athreya (DIN: 10153304) and
Shri. Hari Sankaran (DIN: 01734801) were appointed for the first term of five years as
Independent Director effective 11 August 2023 and 1 April 2024 respectively.
Shri. S. Krishnakumar (DIN: 09203779) and Shri. R. Subramanian (10480862) were
appointed by the Board of Directors at their meeting held on 10 February 2024, effective
8 March 2024 for a period of five years. The appointment was approved by the
Shareholders at the meeting held through Postal Ballot dated 21 March 2024.

Smt. Rama Sivaraman (DIN: 07425519) was appointed as an additional director
(non-executive Independent Director) by the Board of Directors for a period of
five years, effective 31 March 2025. The appointment was approved by the Shareholders
at their meeting held through Postal Ballot dated 8 May 2025. She was regularized as
NEID, effective 31 March 2025.

All Independent Directors hold office for a fixed term of five years and are not liable to
retire by rotation. As required under sub section (7) of Section 149 of the Companies
Act, 2013, all the Independent Directors have declared that they meet the criteria of
independence as provided under Section 149(6) of the Companies Act, 2013 and
Regulation 25 of the Listing Regulations.

During FY26, a separate meeting of Independent Directors was held on 06 August 2025,
without the participation of non-Independent Director for evaluating the performance of
non-Independent Director, the Chairman of the Board and the Board as a whole.
Independent Directors had expressed their satisfaction on the evaluation process and the
results thereof.

11.5. Change in Key Managerial Personnel (KMP)

As on 31 March 2026, Shri. Vidyashankar Krishnan, Chairman and Managing Director,
Shri. K. Venkatramanan, Joint Managing Director, Shri. R. Venkatakrishnan,
Chief Financial Officer (CFO) and Shri. Chandrasekar S, Company Secretary are KMPs
of the Company in terms of Section 2(51) of the Companies Act, 2013. There were no
changes in the KMP during the year under review.

Shri. R. Venkatakrishnan has resigned from the position of CFO effective 01 April 2026.
Shri. R. Raghunathan was appointed as a CFO effective 01 April 2026. The Board of
Directors at their meeting held on 01 April 2026 placed on record their appreciation for
the valuable and long service rendered by Shri. R. Venkatakrishnan as a CFO of the
Company.

12. NOMINATION AND REMUNERATION POLICY

In terms of provision of section 178 of the Companies Act, 2013 read with Rules
prescribed, a policy for the Directors, KMP and other employees has been adopted by
the Board of Directors of the Company, which analyses the criteria for determining
qualifications, positive attributes and independence of a Director.

The said policy is provided in Company’s website as below:

https://www.mmforgings.com/uploads/policies/NOMINATION AND REMUNERAT
ION POLICY.pdf

13. BOARD AND COMMITTEE MEETING DATES

During the Financial Year 2025-26, the Board met five times on 24 May 2025,
6 August 2025, 14 November 2025, 13 February 2026 and 25 March 2026. The details
of the meetings of Board and Committee Meetings are provided as part of Corporate
Governance Report prepared in terms of Listing Regulation in Annexure III of this
Report.

14. DETAILS OF RECOMMENDATIONS OF AUDIT COMMITTEE WHICH
WERE NOT ACCEPTED BY THE BOARD ALONG WITH REASONS

None

15. RISK MANAGEMENT

The Company has established a robust and integrated risk management framework,
which is periodically reviewed by the Risk Management Committee comprising
primarily of members of the Board. The framework enables the identification,
assessment, monitoring and mitigation of key risks that may impact the achievement of
the Company’s strategic and operational objectives.

The Risk Management Committee oversees major risks faced by the Company, including
strategic, financial, operational, market, information technology, legal, regulatory and
reputational risks and recommends appropriate mitigation measures wherever necessary.
The Board is of the opinion that adequate systems and processes are in place for effective
identification, evaluation, monitoring, and management of risks. The Audit Committee
is also regularly apprised of the Company’s risk assessment and mitigation initiatives.

16. RELATED PARTY TRANSACTION

The Company has formulated a policy on related party transactions and the same is
uploaded on the Company’s website:

https://www.mmforgings.com/uploads/policies/Policy on Related Party Transactions
2.pdf

There are no ‘Material’ contracts or arrangements or transactions at arm’s length basis.
There are no materially significant Related Party transactions made by the Company with
Promoters, Directors and Key Managerial Personnel which may have a potential conflict
with the interest of the Company at large. For related party transactions as per
Accounting Standards, refer Notes on Accounts.

17. CORPORATE SOCIAL RESPONSIBILITY

A Board Level Committee of Corporate Social Responsibility (CSR) has been
constituted and the Board has adopted a CSR Policy as recommended by the CSR
Committee. The thrust areas of CSR Policy are Eradicating Hunger and Poverty,
socio-economic development, relief and welfare, Women Empowerment, Education,
Combating Diseases and Social Business Projects. Annual report on CSR has been
provided as a part of Corporate Governance Report in Annexure III of this Report.

18. PARTICULARS OF EMPLOYEES

The information required under the rules prescribed, has been given in the annexure
appended hereto and forms part of this report.

19. PARTICULARS PURSUANT TO SECTION 197(12) AND THE RELEVANT
RULES

19.1. The ratio of remuneration of each Director to the median remuneration of the employees
and percentage of increase in remuneration of each Director in the financial year:

Note: For this purpose, sitting fees paid to the Directors have not been considered as
remuneration.

* Appointed effective 1 April 2025 as an Independent Director

19.2. Percentage increase in median remuneration of employees in the FY 2025-26 - 14.30%.

19.3. The number of permanent employees on the rolls of Company - 2,327.

19.4. Comparison of remuneration of each KMP against performance of Company.

* CMD - Chairman and Managing Director, CEO - Chief Executive Officer,

JMD - Joint Managing Director, WTD - Whole-Time Director
CFO - Chief Financial Officer; CS - Company Secretary

19.5. Average Increase in Remuneration for employees other than Directors and KMP is
27.43% and average Increase in Remuneration for KMP and Senior Management is
(29.33) %.

The revision in managerial remuneration is determined not solely on the Company’s
performance but is based on a combination of factors, including individual performance,
experience, skill sets, academic background, prevailing industry trends, macroeconomic
conditions, and future growth prospects. There are no exceptional circumstances for
increase in the managerial remuneration.

19.6. Key parameters for any variable remuneration of Directors:

Directors are being paid Commission. However, the overall managerial remuneration
payable is subject to the provisions of the Companies Act, 2013.

19.7. Variation in market cap/ net worth of Company:

19.8. Ratio of remuneration of highest paid Director to other employees who get remuneration
more than highest paid Director - NOT APPLICABLE.

19.9. Affirmation that the remuneration is as per the remuneration policy of the company:

It is hereby affirmed that the Remuneration paid is as per the remuneration policy of the
Company.

20. SIGNIFICANT MATERIAL ORDERS PASSED BY THE REGULATIONS OR
COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS
AND COMPANY’S OPERATIONS IN FUTURE

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

21. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE
FINANCIAL POSITION OF THE COMPANY WHICH HAS OCCURRED
SINCE 31.03.2026 TILL THE DATE OF THE REPORT

NIL

22. DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act, 2013 with
respect to Directors' Responsibility Statement, it is hereby stated that:

22.1. In the preparation of the annual accounts, the applicable accounting standards have been
followed, along with proper explanation relating to material departures;

22.2. 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 as at 31 March 2026 and of the profit or
loss of the Company for that period ended on that date;

22.3. The Directors have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies Act for
safeguarding the assets of the Company and for preventing and detecting fraud and other
irregularities;

22.4. The Directors have prepared the annual accounts on a going concern basis;

22.5. The Directors have laid down internal financial controls to be followed by the Company
and that such internal financial controls are adequate and were operating effectively;

22.6. The Directors have devised proper systems to ensure compliance with the provisions of
all applicable laws and that such systems were adequate and operating effectively.

23. ESTABLISHMENT OF VIGIL MECHANISM

The Company has in place a vigil mechanism pursuant to which a Whistle Blower Policy
has been in vogue. The Whistle Blower Policy covering all employees and Directors is
hosted on the Company’s website at

https://www.mmforgings.com/uploads/policies/Policy - Whistle Blower.pdf

A high-level Committee has been constituted to look into the complaints. The Committee
reports to the Audit Committee and the Board.

24. ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The Company has established adequate Internal Financial Controls with reference to the
Financial Statements, which were operating effectively during the year. The Board is
responsible for evaluating and ensuring the effectiveness of internal controls, including
financial, operational and compliance controls.

These controls facilitate the efficient and systematic conduct of operations, including
adherence to Company policies, safeguarding of assets, prevention and detection of fraud
and errors, accuracy and completeness of accounting records and timely preparation of
reliable financial information. During the year, the controls were reviewed and no
material weaknesses were observed.

The internal audit plan is aligned with the Company’s business objectives and is
periodically reviewed, overseen and approved by the Audit Committee.

25. CORPORATE GOVERNANCE REPORT

The guidelines evolved by SEBI were applicable to the Company. The Company is
committed to ethical management and excellence in performance. Details are provided
in Annexure III.

26. BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT (BRSR)

Pursuant to Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the top 1,000 listed entities based on market
Capitalisation, as on 31 March of every financial year, are required to include the
Business Responsibility and Sustainability Report (BRSR) as part of their Annual
Report.

As per SEBI requirement applicable upon initial applicability, it continues to provide the
BRSR disclosures for the financial year 2025-26, in accordance with the applicable
regulatory requirement to continue such reporting for a period of three years from the
date of initial applicability.

Accordingly, the BRSR, covering disclosures on the Company’s performance across
Environmental, Social and Governance (ESG) parameters for FY 2025-26, forms part
of this Annual Report as Annexure V. The Report includes disclosures aligned with the
nine principles of the National Guidelines on Responsible Business Conduct (NGRBC)
issued by the Ministry of Corporate Affairs.

27. ANNUAL RETURN

In terms of the requirement of Section 92(3) read with Section 134(3) of the Companies
Act, 2013, the Annual Return of the Company for the year ended 31 March 2025 and the
draft Annual Return of the Company for the year ended 31 March 2026 is available on
the Company’s website at the following link.

https://www.mmforgings.com/Investors/annual return

28. A STATEMENT INDICATING THE MANNER IN WHICH FORMAL ANNUAL
EVALUATION HAS BEEN MADE BY THE BOARD OF ITS OWN
PERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUAL
DIRECTORS

28.1. Nomination and Remuneration Committee had laid down the criteria and prescribed a
peer evaluation methodology by way of set of questionnaires to evaluate the performance
of individual Directors, Committee(s) of the Board, Chairman of the Board and the Board
as a whole. The Board subsequently carried out the performance evaluation as per the
methodology.

1. The evaluation of the Board’s performance as a collective entity was conducted based
on various criteria, including the adequacy of the Board’s composition and that of its
committees, the culture within the Board, execution capabilities, the diversity of
skills and experience, the sequence of meetings, decision-making processes, the
quality of information provided, the performance of specific duties, obligations, and
governance practices.

2. The assessment of the performance of each individual Director, including the
Chairman of the Board, was executed based on their commitment to their roles and
responsibilities, the degree of engagement and contribution, independence of
judgment, strategic and lateral thinking abilities, and their efforts in safeguarding the
interests of the Company and its minority shareholders, among other factors.

3. The performance evaluation of Senior Managerial Personnel was determined based
on their performance and achievement of business plans as approved by the Board
and management, their commitment towards roles and responsibility, leadership
quality, productivity, team management, etc.

28.2. Further, Independent Directors, at their meeting held on 14 November 2025 (without the
participation of non-Independent Director and personnel from management), had
considered and evaluated the Board’s performance on the whole, the performance of the
Chairman and other non-independent Directors.

28.3. There are no observations or pending actions on the Board evaluation. The Board
expressed its satisfaction with the evaluation process and results thereof.

29. FAMILIARISATION OF PROGRAMME ARRANGED FOR INDEPENDENT
DIRECTORS

29.1. The Company has put in place a structured Familiarisation Programme for Independent
Directors with an aim to familiarise them with the Company, its business operations,
industry environment, products, manufacturing facilities, business model and significant
developments relating to the Company.

29.2. At the time of appointment / re-appointment, Independent Directors are issued a formal
letter of appointment setting out, inter alia, their roles, duties, responsibilities, rights,
obligations and expected standards of conduct in accordance with the applicable
provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

29.3. Independent Directors are also familiarised with the Company’s governance framework,
Board and Committee structure, internal policies, codes, compliance framework and
various business processes and procedures.

29.4. Periodic presentations are made before the Board and its Committees on the Company’s
business performance, operational and financial performance, business strategies,
industry trends, opportunities, risks and other significant matters concerning the
Company.

29.5. The Directors are regularly updated on important developments concerning the
Company, including key business initiatives, press releases, statutory and regulatory
amendments, notifications, circulars and changes in applicable laws affecting the
Company’s operations and governance.

29.6. The Independent Directors are provided opportunities to interact with the Senior
Management Personnel during Board / Committee meetings and otherwise, enabling
them to gain deeper insights into the Company’s strategy, operations, manufacturing
processes, product and service offerings, markets, financial performance, human
resources, technology initiatives, quality systems, internal controls, risk management
framework and sustainability practices.

29.7. The Board members, including Independent Directors, have unrestricted access to all
information relating to the Company and are encouraged to seek clarifications and obtain
such information and explanations from the Management and Company Secretary as
may be necessary for the effective discharge of their duties.

29.8. The Familiarisation Programme also includes updates on corporate governance
practices, regulatory developments, emerging business risks, cyber security, ESG
initiatives and changes in the economic and industry landscape relevant to the
Company’s business.

29.9. The details of familiarisation programme are available on the Company’s website at the
link given below:

https://www.mmforgings.com/uploads/Familiarisation programme/Familiarisation Programm
e for ID2.pdf

30. AUDITORS

30.1. Statutory Auditors

The Company at its 76^th Annual General Meeting (AGM) held on 4 July 2022 has
appointed M/s. G Ramesh Kumar & Co., Chartered Accountants, as Statutory Auditors
of the Company to hold office for the first term of 5 years from the conclusion of
76^th AGM till the conclusion of 81^st AGM, at such remuneration in addition to applicable
taxes, out of pocket expenses, travelling and other expenses as may be mutually agreed
between the Board of Directors of the Company and the Auditors.

The Statutory Auditors will continue to hold office for the fifth year in their first term of
five consecutive years, from the conclusion of this AGM. The Auditors' Report for the
financial year 2025-26 does not contain any qualification, reservation or adverse remark
and the same is attached with the annual financial statements.

30.2. Secretarial Auditor

Pursuant to provisions of Section 204 of the Companies Act, 2013 read with Rules, and
as per amended Regulation 24A of Listing Regulation, Shri. V. Shankar, Practicing
Company Secretary (C.P. No. 12974) was appointed as the Secretarial Auditor of the
Company for a period of five years effective FY26 at the AGM held on 6 August 2025.

The Secretarial Audit of your Company is conducted annually in accordance with the
provisions of the Companies Act, 2013 and applicable SEBI regulations. The Secretarial
Auditor provides an independent assessment of compliance with corporate laws,
governance standards and regulatory requirements. The Secretarial Audit Report for the
Financial Year 2025-26 given by Shri. V. Shankar is attached to this Report.

The Secretarial Audit Report does not contain any qualification, reservations or adverse
remarks. The Company had received required declarations/ consents from the Secretarial
Auditor confirming that they have been Peer Reviewed and are eligible to continue as a
Secretarial Auditors for the FY27.

30.3. Cost Auditor

Pursuant to the provisions contained in Rule 14 of the Companies (Audit and Auditors)
Rules, 2014, Shri. S. Hariharan (CP No. 20864) has been appointed as Cost Auditor for
the financial year 2026-27.

The Company has also received a certificate from the Cost Auditor certifying his
independence and arm’s length relationship with the Company. The report of the Cost
Auditor shall be filed with the Central Government in accordance with the rules framed
thereunder.

31. EXPLANATION TO AUDITOR’S REMARK

There are no qualifications, reservations or adverse remarks or disclaimers made by the
Statutory Auditors and Company Secretary in practice in their reports respectively. The
Statutory Auditors have not reported any incident of fraud to the Audit Committee of the
Company in the year under review.

32. SAFETY

Employees have been encouraged to adhere to safety in all their activities in and out of
the Company premises. Safety training at all levels have been provided by the Company.

33. PERFORMANCE OF SUBSIDIARIES

33.1. D V S Industries Private Limited

The Company has fully acquired D V S Industries Private Limited (D V S) in the year
2018. D V S becomes a wholly-owned subsidiary of the Company. It has its factory
located in Pantnagar, Uttarakhand. D V S Industries is well equipped with precision
equipment, in-house tool room inspection facilities, well trained personnel, etc., during

the financial year under review. During the year under review, D V S has achieved a
turnover of ?101.47 crores and the EBITDA stood at ?5.50 crores.

The Company has filed the necessary application with the Hon’ble National Company
Law Tribunal (NCLT), Chennai for amalgamation of DVS Industries with the Company.
The matter has been heard and is awaiting pronouncement of the order with NCLT.

33.2. Suvarchas Vidyut Private Limited

Suvarchas Vidyut Private Limited (SVPL) was incorporated as a wholly owned
subsidiary of the Company on 31 March 2022. SVPL is engaged in the manufacturing
of electrical and electronic components and subassemblies for industrial, consumer and
automotive applications. During the year under review, SVPL have registered sales of
?2.75 crores with a loss of ?(0.96) crores.

33.3. Abhinava Rizel Private Limited

Abhinava Rizel Private Limited (ARPL) was incorporated on 11 May 2022. As a part of
a transformation strategy, with an intention to develop and to become a leading player in
the growing electric vehicle (EV) segment, M M Forgings Limited (MMF) had acquired
a 88% stake in ARPL on 1 September 2022 by investing ?15.84 crores in its equity,
thereby becomes a holding Company of ARPL.

APRL is engaged in the business of design, manufacturing of parts / components for
EV electric power train, electric motors and electric controllers’ / drives gearbox etc.,
used in automotive, industrial, marine, aerospace etc., The Company is in the process of
completing sampling and testing of motors intended for two-wheelers and
three-wheelers, and anticipates commencement of production in FY 2026-27.

34. DEPOSITS

The Company does not have any deposits nor accepts any fresh deposits.

35. ENERGY, TECHNOLOGY & FOREIGN EXCHANGE

Disclosures as per requirements of Section 134 (3) of the Companies Act, 2013, read
with the Companies (Accounts) Rules, 2014 with respect to Energy Conservation,
Technology Absorption, Research & Development and Foreign Exchange Earnings /
Outgo are given in Annexure I.

36. PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT OF WOMEN
AT WORKPLACE

During the year under review, pursuant to the new legislation, “Prevention, Prohibition
and Redressal of Sexual Harassment of Women at Workplace Act, 2013” introduced by
the Government of India, which came into effect from 9 December 2013, the Company
has framed a Policy on Prevention of Sexual Harassment at workplace. There were no
cases reported during the year under review under the said Policy.

Disclosures in relation to the Sexual Harassment of Women in workplace:

37. INSOLVENCY AND BANKRUPTCY CODE

There was no application made or any proceedings pending during the year under the
Insolvency and Bankruptcy code. There were no instances during the year, which
required the banks and the financial institutions to deal with the Company for the
one-time settlement for the loans, if any provided.

38. ACKNOWLEDGEMENT

Your directors would like to express their gratitude for the cooperation and continued
assistance received from DBS Bank, State Bank of India, HDFC Bank, Federal Bank,
ICICI Bank, RBL Bank Limited, Export-Import Bank of India, Standard Chartered Bank,
City Union Bank, YES Bank Limited and South Indian Bank. The directors would like
to express their appreciation for the exceptional services provided by the Company's
employees. The accomplishments attained would not have been feasible without their
remarkable dedication and divine grace. Most importantly, the Directors extend their
thanks to the shareholders for their unwavering trust in the management.

For and on behalf of the Board

VIDYASHANKAR KRISHNAN
Place: Chennai Chairman and Managing Director

Date: 27 May 2026 (DIN: 00081441)