Dear Members,
The Directors present the Annual Report together with the audited
Balance Sheet and the Statement of Profit and Loss and other Financial Statements of M.K.
Exim (India) Limited for the year ended March 31, 2025.
 Company's Performance 
Your Company's performance during the year 2024-25 is summarized below:
 FINANCIAL RESULTS 
(Rs in Lakhs)

  

    
Particulars
    
Year ended March 31, 2025
    
Year ended March 31, 2024
  
  

    
Income from operations
    
9,494.93
    
9433.13
  
  

    
Profit before finance cost and Depreciation
    
2533.11
    
2146.41
  
  

    
Finance cost
    
9.76
    
24.57
  
  

    
Depreciation & amortization Expenses
    
62.46
    
57.97
  
  

    
Profit before tax
    
2,460.88
    
2063.87
  
  

    
Taxation
    
662.17
    
532.07
  
  

    
Profit after tax
    
1,798.71
    
1531.80
  
  

    
Balance brought forward from previous year
    
1637.07
    
1705.27
  
  

    
Less: Transfer to General Reserve
    
(2500.00)
    
(1600.00)
  
  

    
Disposable surplus available after
    adjustments
    
733.94
    
1637.07
  
  

    
Balance carried to balance sheet
    
733.94
    
1637.07
  
  

    
Earnings per share
    

    

  
  

    
-Basic
    
4.46
    
3.79
  
  

    
-Diluted
    
4.46
    
3.79
  

 OPERATIONAL REVIEW 
Your directors present the Operational Performance of your Company for
the Financial Year ended 31st March, 2025. During the year under review, the total revenue
of the Company has increased from Rs 9433.13 Lakhs to Rs 9494.93 Lakhs as compared to
previous year. The Company's division of distributorship of cosmetics (FMCG) products
contributed revenue Rs 7,885.53 Lakhs during the year. The profit after tax is Rs 1,798.71
Lakhs for the year 2024-25 under Report compared to Rs 1531.80 Lakhs for the Financial
Year ended 31st March, 2024 increased by 17%. Your directors are pleased to
inform the members that your Company focused on consolidating its operations. Your
directors would be able to take further strides and boost its overall operations.
 CHANGE IN NATURE OF BUSINESS, IF ANY 
The Company is engaged in business of export of fabrics and
distributorship of Cosmetics (FMCG) products consisting of personal care and personal
hygiene products of internationally reputed brands, PAN India.
During the Reporting period 2024-25 there is no change or addition in
the nature of business of the Company.
 DIVIDEND DECLARATION & TRANSFER TO RESERVES 
Your Company has always endeavored to retain a balance by providing an
appropriate return to the Shareholders while simultaneously retaining a reasonable portion
of the profits to maintain healthy financial leverage with a view to support and fund the
future expansion plans. M.K. Exim has a well-defined dividend policy which ensures the
availability of sufficient distributable income to its members as per Regulation 43(A) of
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The Board of Directors has not recommended any dividend for the
Financial Year ended March 31, 2025, in order to conserve the resources for future
business requirements and to strengthen the financial position of the Company. The Board
believes this approach is in the long-term interest of the Company and its stakeholders.
Rs 2500 Lakh has been transferred to General Reserve Account during the
year under review.
 SHARE CAPITAL 
The Paid-up Equity Share Capital of the Company as on 31st
March, 2025 was Rs 4036.73 Lakhs comprising of 4,03,67,250 Equity shares of face value Rs
10/- each. During the year under review, the Company has not issued shares with
differential voting rights nor has it granted any stock options or sweat equity. None of
the directors of the Company hold instruments convertible into equity shares during the
Financial Year ended 31st March, 2025.
There is no change in share Capital during the financial year ended
31st March, 2025.
FINANCE & ACCOUNTS
The Company prepares its Financial Statements in accordance with the
requirements of the Companies Act, 2013 (hereinafter referred as "the Act" or
"Act") and the Generally Accepted Accounting Principles (GAPP) as applicable in
India. The Financial Statements have been prepared on historical cost basis in conformity
with the Indian Accounting Standards ("IndAS"). The estimates and judgments
relating to the Financial Statements are made on a prudent basis so as to reflect in a
true and fair manner, the form and substance of transactions and reasonably present the
Company's state of affairs, profits and cash flows for the Financial Year ended 31st
March, 2025.
Cash and cash equivalents as at March 31, 2025 was Rs 410.84 Lakhs.
The Company continues to focus on judicious management of its working
capital, receivables, inventories and other working capital parameters under strict
monitoring.
 PERFORMANCE HIGHLIGHTS 
(a) Share Capital
The Authorized Share Capital of the Company is Rs 60,00,00,000/-
comprising of 6,00,00,000 equity shares of Rs 10/- each. The paid-up share Capital of the
Company is Rs 40,36,72,500/- comprising of 4,03,67,250 Equity shares of Rs 10/- each.
(b) Loan funds
During the year, the Secured Loan of the Company decreased from Rs
70.65 Lakhs to Rs 62.02 Lakhs.
(c) Sales
During the year, the turnover of the Company has increased from Rs
9,237.75 Lakhs to Rs 9,269.41 Lakhs.
 DEPOSITS 
During the Financial Year under review, the Company did not accept any
deposits covered under chapter V of the Companies Act, 2013 and Section 73 of the
Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014. No amount on
account of principal or interest on deposits from public was outstanding as on the date of
the balance sheet.
 PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS 
There were no Loans, Guarantees and Investments covered under Section
186 of the Companies Act, 2013. The detail of the investments made by Company is given in
the notes to the Financial Statements.
 MATERIAL CHANGES AND COMMITMENTS AFFECTING THE
FINANCIAL POSITION BETWEEN THE END OF FINANCIAL YEAR AND DATE OF THE REPORT 
There have been no material changes and commitments affecting the
financial position of the Company between the end of the year till the date of this
Report. There have been no changes, which affects the financial position of the Company.
As such there is no significant and material order by the
regulator/court/tribunal impacting the going concern status and the Company operation in
future.
 INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR
ADEQUACY 
The Company's internal controls are commensurate with its size and the
nature of its operations. These have been designed to provide reasonable assurance with
regard to recording and providing reliable financial and operational information,
complying with applicable statutes, safeguarding assets from unauthorized use, executing
transactions with proper authorization and ensuring compliance with corporate policies.
The Company has a well-defined delegation of power with authority limits for approving
contracts as well as expenditure. Processes for formulating and reviewing annual and
long-term business plans have been laid down.
M/s Ummed Jain & Co., the Statutory Auditors of the Company have
audited the Financial Statements included in this Annual Report and have issued an
attestation Report on our internal control over Financial Reporting (as defined in Section
143 of Companies Act, 2013).
The Internal Audit is entrusted to M/s R. Attar & Company,
Chartered Accountants. The Audit Committee reviews the adequacy and effectiveness of the
internal control systems and suggests improvements, wherever required.
 CORPORATE SOCIAL RESPONSIBILITY 
The brief outline of the Corporate Social Responsibility (CSR) Policy
of the Company and the initiatives undertaken by the Company on CSR activities during the
year in the format prescribed in the Companies (CSR Policy) Rules, 2014 are set out in
Annexure-E of this Report.
The Company complies with the provisions of Section 135 of the
Companies Act, 2013, has framed, and implemented a CSR Policy, which is available on the
website of the Company at www.mkexim.com.
The CSR Committee of the Company comprises of four directors including
three Independent Directors. The detailed composition and terms of reference of the
Committee can be referred in the Corporate Governance Report annexed to this Annual
Report.
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
FOREIGN EXCHANGE EARNINGS AND OUTGO 
 A. CONSERVATION OF ENERGY 
i. The Company has committed to conserve energy, improve energy
efficiency through reduction of wastage and optimum utilization.
ii. Steps taken for utilizing alternate sources of energy: Nil
iii. Capital investment on energy conservation: Nil
 B. TECHNOLOGY ABSORPTION 
The Company has no technology agreement and the issue of technology
absorption does not arise.
C. FOREIGN EXCHANGE EARNINGS AND OUTGO Foreign exchange earnings: Rs
1383.88 Lakhs Foreign Exchange out go: NIL
 INDUSTRIAL RELATIONS 
During the year under review, your Company enjoyed cordial relationship
with workers and employees at all levels.
 DIRECTORS & KEY MANAGERIAL PERSONNEL 
In terms of the first proviso to Section 196(3)(a) of the Companies
Act, 2013, Company may continue the employment of a Whole-Time Director who has attained
the age of 70 years by seeking members approval by way of a Special Resolution and by
justifying such appointment in the explanatory statement.
 Directors 
As per the provisions of Section 152 of the Companies Act, 2013 and
Articles of Association of the Company, Mr. Murli Wadhumal Dialani being longest in the
office shall retire at the ensuing Annual General Meeting and being eligible for
re-appointment, offers himself for re-appointment.
In terms of the provision of Section 149 of the Companies Act, 2013 and
Regulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, a Company shall have atleast one Woman Director on the Board of the
Company. Your Company has Mrs. Lajwanti Murlidhar Dialani as Whole-time Director on the
Board of the Company, who is presently the Executive Director of your Company.
Mr. Manish Murlidhar Dialani (DIN: 05201121), was re-appointed as a
Managing Director (MD) of the Company in the AGM held on 21.09.2024 for a further period
of Five (5) years commencing from 28th September, 2024 till 27th September,
2029 (both days inclusive), liable to retire by rotation, as recommended by the Nomination
and Remuneration Committee and approved by the Board of Directors ('Board').
Also, Mr. Murli Wadhumal Dialani (DIN: 08267828), was re-appointed as a
Whole-time Director, designated as an Executive Director of the Company in the AGM held on
21.09.2024 for a period of 5 (five) years commencing from 28th September, 2024
till 27th September, 2029 (both days inclusive), liable to retire by rotation, as
recommended by the Nomination and Remuneration Committee and approved by the Board of
Directors ('Board').
As per the provisions of Section 149(10) of the Companies Act, 2013,
Independent Directors can be re-appointed for a second term of five consecutive years on
passing of special resolution by shareholders of the Company and disclosure shall be made
of such appointment in its Board's Report. Accordingly, in terms of Sections 149(10) and
149(11) of the Companies Act, 2013, in the Annual General meeting held on 05th September,
2023, the Company has taken approval from its members for re-appointment of Mrs. Priya
Murlidhar Makhija as Independent Director of the Company for second term of five years,
w.e.f. 11th April, 2024.
All Independent Directors have given declarations that they meet the
criteria of Independence as laid down under Section 149(6) of the Companies Act, 2013 and
Regulation 16(1)(b) read with Regulation 25 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015. There has been no change in the circumstances
affecting their status as independent directors of the Company. The terms and conditions
of the Independent Directors are incorporated on the website of the Company. During the
year under review, the non-executive independent directors of the Company had no pecuniary
relationship or transactions with the Company, other than sitting fees, commission and
reimbursement of expenses, if any.
Brief resume of the Directors proposed to be appointed/re-appointed,
the nature of their expertise in specific functional areas and the names of the companies
in which they hold the directorship and Chairmanship/Membership of Board Committees etc.
are provided in the Notice to Members and Report on Corporate Governance forming part of
this Annual Report and their re-appointments are appropriate and in the best interest of
the Company.
None of the Directors of your Company are disqualified as per
provisions of Section 164(2) of the Companies Act, 2013. The Directors of the Company have
made necessary disclosures as required under various provisions of the Companies Act,
2013.
Appointment and Resignation of the Key Managerial Personnel
Pursuant to the provisions of Section 203 of the Companies Act, 2013,
the Key Managerial Personnel of the Company are given below:

  

    
S. No. Name
    
Designation
  
  

    
1 Mr. Murli Wadhumal Dialani
    
Chairman and Whole Time Director
  
  

    
2 Mr. Manish Murlidhar Dialani
    
Managing Director
  
  

    
3 Mrs. Lajwanti Murlidhar Dialani
    
Whole Time Director
  
  

    
4 Mr. Azad Kumar Tripathi
    
Chief Financial Officer
  
  

    
5 Mr. Babu Lal Sharma*
    
Company Secretary
  
  

    
6 Mrs. Bhavna Giamalani**
    
Company Secretary
  

* Mr. Babu Lal Sharma resigned w.e.f. January 14, 2025.
** Mrs. Bhavna Giamalani appointed w.e.f. April 11, 2025 as Company
Secretary and Compliance Officer of the Company. Changes in Composition of Board of
Directors after Financial Year ended 31st March, 2025
There has been no change in the composition of Board of Directors after
Financial Year ended on 31st March, 2025.
CORPORATE GOVERNANCE REPORT
Our Corporate Governance Report for Financial Year 2024-25 forms part
of this Annual Report. The requisite certificate from the Practicing Company Secretary
confirming compliance with the conditions of Corporate Governance as stipulated under
Regulation 34 read with Para E of Schedule V of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is annexed to the Corporate Governance Report.
 ANNUAL EVALUATION OF BOARD, ITS COMMITTEES AND
INDIVIDUAL DIRECTORS 
Pursuant to the applicable provisions of the Act and the Listing
Regulations, the Board has carried out an annual evaluation of its own performance and
that of the Directors as well as the evaluation of the working of its committees.
The NRC has defined the evaluation criteria, procedure and time
schedule for the Performance Evaluation process for the Board, its Committees and
Directors.
The Board's functioning was evaluated on various aspects, including
inter alia structure of the Board, including qualifications, experience and competence of
Directors, diversity in Board and process of appointment; Meetings of the Board, including
regularity and frequency, agenda, discussion and dissent, recording of minutes and
dissemination of information; functions of the Board, including strategy and performance
evaluation, corporate culture and values, governance and compliance, evaluation of risks,
grievance redressed for investors, stakeholder value and responsibility, conflict of
interest, review of Board evaluation and facilitating Independent Directors to perform
their role effectively; evaluation of management's performance and feedback, independence
of management from the Board, access of Board and management to each other, succession
plan and professional development; degree of fulfillment of key responsibilities,
establishment and delineation of responsibilities to Committees, effectiveness of Board
processes, information and functioning and quality of relationship between the Board and
management.
Directors were evaluated on aspects such as qualifications, prior
experience, knowledge and competence, fulfillment of functions, ability to function as a
team, initiative, availability and attendance, commitment, contribution, integrity,
independence and guidance/ support to management outside Board/ Committee Meetings. In
addition, the Chairman was also evaluated on key aspects of his role, including
effectiveness of leadership and ability to steer meetings, impartiality, ability to keep
shareholders' interests in mind and effectiveness as Chairman.
Areas on which the Committees of the Board were assessed included
mandate and composition; effectiveness of the Committee; structure of the Committee;
regularity and frequency of meetings, agenda, discussion and dissent, recording of minutes
and dissemination of information; independence of the Committee from the Board;
contribution to decisions of the Board; effectiveness of meetings and quality of
relationship of the Committee with the Board and management.
The performance evaluation of the Independent Directors was carried out
by the entire Board, excluding the Director being evaluated. The performance evaluation of
the Chairman and the Non-Independent Directors was carried out by the Independent
Directors who also reviewed the performance of the Board as a whole. The NRC also reviewed
the performance of the Board, its committees and of the Directors.
The Chairman of the Board provided feedback to the Directors on an
individual basis, as appropriate. Significant highlights, learning and action points with
respect to the evaluation were presented to the Board. The Board of Directors expressed
satisfaction of the evaluation process adopted by the Company.
 BAORD MEETINGS AND MEETINGS OF MEMBERS 
The Board met 6 (Six) times during the Financial Year 2024-25 under
review. For details of meetings of the Board, please refer to the Corporate Governance
Report, which is a part of this Annual Report.
 COMMITTEES OF THE BOARD 
Currently, the Board has Four Committees: The Audit Committee, the
Nomination and Remuneration Committee, the Stakeholders Relationship Committee and the
Corporate Social Responsibility Committee. The majority of the members of these committees
are Independent and NonExecutive Director.
 Audit Committee: 
Your Company has an Audit Committee to meet the requirements of the
Companies Act, 2013 and Regulation 18 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
Details of the Audit Committee are given under the Corporate Governance
Report. There are no recommendations of the Audit Committee which were not accepted by the
Board.
 Nomination and Remuneration Committee: 
Your Company has in place a duly constituted Nomination and
Remuneration Committee to meet the requirements of the Companies Act, 2013 and Regulation
19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Details of the Nomination and Remuneration Committee are given under the Corporate
Governance Report.
The Board has framed (i) Policy on Board Diversity; and (ii) Nomination
& Remuneration Policy which lays down a framework in relation to the remuneration of
Directors, Key Managerial Personnel and Senior Management of the Company. This policy also
lays down criteria for selection and appointment of Board Members. This Policy is placed
on the website link of the Company at www.mkexim.com.
Corporate Social Responsibility Committee:
The Corporate Social Responsibility (CSR) Committee has been
constituted by the Board in compliance with the requirements of Section 135 of the Act.
The Board has adopted the CSR Policy as formulated and recommended by the Committee. The
CSR Policy is available on the website of the Company at the web link: www.mkexim.com.
 Stakeholders Relationship Committee: 
Your Company has in place a duly constituted Stakeholders Relationship
Committee to meet the requirements of Section 178 (5) of the Companies Act, 2013 and
Regulation 20 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015. Details of the Stakeholders Relationship Committee are given under the Corporate
Governance Report.
A detailed note on the composition of the Board and other committees is
provided in the Corporate Governance Report Section of this Annual Report.
 SEPARATE MEETING OF INDEPENDENT DIRECTORS 
During the year, all Independent Directors convened a separate meeting
without the presence of Non-Independent Directors and members of the management as per
provisions of Clause VII of Schedule IV to the Companies Act, 2013. In that meeting of
Independent Directors, Company's Financial Statements, Company's compliance with relevant
laws and regulations and performance of Non-Independent Directors, Chairman and the Board
as a whole were reviewed and evaluated.
 DIRECTORS' RESPONSIBILITY STATEMENT 
Based on the framework of internal financial controls and compliance
systems established and maintained by the Company, the work performed by the internal,
statutory and secretarial auditors and external consultants, including the audit of
internal financial controls over financial Reporting by the statutory auditors and the
reviews performed by management and the relevant Board committees, including the Audit
Committee, the Board is of the opinion that the Company's internal financial controls were
adequate and effective during Financial Year 2024-25.
To the best of knowledge and belief and according to the information
and explanation obtained by them, your directors make the following statement in terms of
Section 134(3) (c) of the Companies Act 2013:
a) that in preparation of the Annual Accounts for the year ended 31st
March, 2025 the applicable accounting standards have been followed and that there were no
material departures;
b) that they have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and prudent so as to
give a true and fair view of the state of affairs of the Company as at 31st March, 2025
and of the profit of the Company for the year ended on that date;
c) that they have taken proper and sufficient care for the maintenance
of adequate accounting records in accordance with the provisions of the Companies Act,
2013 for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities;
d) that the annual accounts have been prepared on a going concern
basis;
e) that proper internal financial controls were laid down and that such
internal financial controls were adequate and were operating effectively;
f) that they have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and operating
effectively;
g) that the increasing emphasis on the role of the Board in overseeing
management's performance and integrity of Financial Reporting. TRANSFER TO INVESTOR
EDUCATION AND PROTECTION FUND (IEPF)
The Company had declared dividend in the AGM held on 21.09.204 for FY
2023-24. During the Financial Year 2024-25, the Company has transferred the amount of Rs.
1,99,635 on 10-10-2024 into IEPF fund being dividend related to the shares already held in
IEPF fund, as benefit accruing on Shares Transferred to IEPF.
 SUBSIDIARY/JOINT VENTURE/ASSOCIATE COMPANIES 
M/s Kolba Farm Fab Private Limited is an Associate Company of M.K. Exim
(India) Limited. The salient features of the Financial Statements of the Associate Company
is given in Form AOC-1 in Annexure "A".
 CONSOLIDATED FINANCIAL STATEMENTS 
The consolidated Financial Statements of the Company are prepared in
accordance with the relevant accounting standards issued by the Institute of Chartered
Accountants of India and form an integral part of this Report.
Pursuant to Section 129(3) of the Act and the relevant rules made
thereunder, a statement containing salient features of the Financial Statements of the
Associate Company is given in Form AOC-1 and forms an integral part of this Report as
Annexure "A".
 PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH
RELATED PARTIES 
In line with the requirements of the Act and the Listing Regulations,
the Company has formulated a Policy on Related Party Transactions and the same can be
accessed using the following link www.mkexim.com.
During the year, the Company has not entered into any materially
significant transaction, which may have potential conflict of interest in the Company. All
the related party transactions entered during the year were in ordinary course of business
and at arm's length basis.
During the year under review, the Audit Committee of Directors approved
all transactions entered into with related parties. Certain transactions, which were
repetitive in nature, were approved through omnibus route.
There were material transactions of the Company with its related
parties at arm's length basis, therefore, the disclosure of Related Party Transactions as
required under Section 134(3)(h) of the Act in Form AOC-2 is annexed herewith as
Annexure-B.
 FAMILIARIZATION PROGRAMME 
The details of the Familiarization Programme undertaken, has been
provided in the Corporate Governance Report.
 CODE OF CONDUCT 
As provided under Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, we hereby declare that all the
Members of the Board and Senior Management Personnel of the Company have affirmed
Compliance with the Code of Conduct for Board and Senior Management Personnel of the
Company during the Financial Year ended 31st March, 2025.
 POLICY ON DIRECTOR'S
APPOINTMENT/REMUNERATION/DETERMINING QUALIFICATIONS/POSITIVE ATTRIBUTES ETC. 
The Nomination and Remuneration Committee (NRC) has been mandated to
oversee and develop competency requirements for the Board based on the industry
requirements and business strategy of the Company. The NRC reviews and evaluates the
profiles of potential candidates for appointment of Directors and meets them prior to
making recommendations of their nomination to the Board. Specific requirements for the
position, including expert knowledge expected, are communicated to the appointee.
Company has constituted Nomination and Remuneration Committee and on
the recommendation of the NRC, the Board has adopted and framed a Remuneration Policy for
the Directors, Key Managerial Personnel and other employees pursuant to the applicable
Compliance with Section 178 of the Companies Act, 2013 read with rules thereunder and of
the SEBI (LODR) Regulations, 2015. The remuneration determined for Executive/ Independent
Directors is subject to the recommendation of the NRC and approval of the Board of
Directors. The said policy is of the Company on director's appointment and remuneration,
including the criteria for determining qualification, positive attribute, independence of
a directors and other matters as required under sub section (3) of Section 178 of the
Companies Act, 2013 is available on our website at www.mkexim.com.
The Executive Directors are not paid sitting fees. However, the
Non-Executive Directors are entitled to sitting fees for attending the Board / Committee
Meetings.
It is affirmed that the remuneration paid to Directors, Key Managerial
Personnel and all other employees are in accordance with the Remuneration Policy of the
Company. The Company's Policy on Directors' Appointment and Remuneration and other matters
provided in Section 178(3) of the Companies Act, 2013 and Regulation 19 of the Listing
Regulations have been disclosed in the Corporate Governance Report, which forms part of
the Annual Report.
 AUDITORS 
i) Statutory Auditors
The Board of Directors of the Company at their meeting held on 05th
March, 2024, appointed M/s Ummed Jain & Co., Chartered Accountants, Jaipur (FRN:
119250W), a peer reviewed firm, as Statutory Auditors of the Company to fill the casual
vacancy arising due to resignation of previous Statutory Auditors M/s Rishabh Agrawal
& Associates, Chartered Accountants (FRN: 018142C), and further approved by the
members through postal ballot on 02nd May, 2024.
M/s Ummed Jain & Co., Chartered Accountants were appointed as
Statutory Auditors of the Company for the Financial Year 2023-24 and to hold the office of
Statutory Auditors upto the date of the last Annual General Meeting of the Company held on
21st September, 2024.
Further, on the basis of recommendations of the Audit Committee, your
Board at their meeting held on 26th August, 2024 recommended appointment of M/s Ummed Jain
& Co., Chartered Accountants, Jaipur (FRN: 119250W), as Statutory Auditors of the
Company for a period of 5 (five) years to audit the books of account from FY 2024-25 to FY
2028-29 and to hold office until the conclusion of the AGM to be held in the calendar year
2029. The members of the Company also approved their appointment by passing the Ordinary
Resolution in the 32nd AGM of the Company held in the Financial Year 2024-25 on 21st
September, 2024.
The Statutory Auditors have confirmed that they are eligible and are
not disqualified from continuing as Statutory Auditors of the Company.
As required under Regulation 33 of the SEBI (LODR) Regulations, 2015,
the Statutory Auditors holds a valid certificate issued by the Peer Review Board of the
Institute of Chartered Accountants of India.
The Auditors' Report for the Financial Year 2024-25 does not contain
any qualification, reservation or adverse remark. These Reports are selfexplanatory and do
not require any comments thereon. The Report is enclosed with the Financial Statements in
this Annual Report.
ii) Branch Auditors
The Company is having a Branch Office at Mumbai, Maharashtra. The
Company appointed M/s Vora Vora & Associates, Chartered Accountants (FRN: 140953W) as
Branch Auditors for audit of accounts of the Mumbai Branch for the Financial Year 2023-24
at their Board Meeting held on 02nd December, 2023 to fill casual vacancy caused due to
resignation of M/s M S Joshi & Company and further approved by the members by way of
postal ballot on 04th January, 2024. The appointment of M/s Vora Vora & Associates,
Chartered Accountants (FRN: 140953W) as Branch Auditors was valid upto 32nd
Annual General Meeting held on 21st September, 2024.
Further, on the basis of recommendation of the Audit Committee, your
Board at their meeting held on 26th August, 2024 recommended appointment of M/s Vora Vora
& Associates, Chartered Accountants (FRN: 140953W) as Branch Auditors of the Company
for a period of 5(five) years to audit the books of accounts from FY 2024-25 to FY 2028-29
and to hold office until the conclusion of the AGM to be held in the calendar year 2029.
The members of the Company also approved their appointment by passing the Ordinary
Resolution in the 32nd AGM of the Company held in the Financial Year 2024-25.
iii) Internal Auditors
The Board on the recommendation of the Audit Committee appointed M/s.
R. Attar & Company, Chartered Accountants as the Internal Auditors of the Company.
iv) Secretarial Auditors
Pursuant to the provisions of Section 204 of the Companies Act, 2013
and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
Board of Directors of the Company had appointed M/s Anshu Parikh & Associates,
Proprietor Anshu Parikh, Practicing Company Secretary to undertake the Secretarial Audit
of the Company for the Financial Year ended on 31st March, 2025.
The Secretarial Auditors' Report is enclosed as Annexure-D to the
Board's Report.
Further, in respect of the remarks mentioned in Secretarial Audit
report, the Company clarifies respectively:
(i) The Company had filed the voting results of AGM dated 21.09.2024 in
PDF format within prescribed time to Stock Exchange. Inadvertently, there was delay in
filing voting results in XBRL format to BSE and the Company has deposited delay penal fees
to BSE.
(ii) The Notice of the Board Meeting given to BSE did not mention the
consideration of dividend as one of the matters to be considered by the Board. However, as
per SEBI LODR, after conclusion of the Board Meeting, the Financial Results and the
recommendation of the Board for dividend for the Financial Year ended 31st
March, 2024 was intimated to the BSE within 30 minutes.
The Company has taken necessary corrective actions and reinforced its
internal controls to ensure timely regulatory submissions going forward. We value our
stakeholders' trust and remain fully committed to best practices in corporate governance.
 REPORTING OF FRAUDS BY AUDITORS 
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 the Company by its officers
or employees, the details of which would need to be mentioned in the Board's Report.
 COST RECORDS 
The Company is not required to maintain Cost Record as specified by the
Central Government under Section 148(1) of the Companies Act, 2013. The provisions of the
Companies (Cost Records and Audit) Rules, 2014 are not applicable to the Company's
operations.
 CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS 
A certificate from M/s Anshu Parikh & Associates, Proprietor Anshu
Parikh, (Membership No.: 9785, COP No.: 10686), Practicing Company Secretary to the effect
that none of the Directors of the Company have been debarred or disqualified from being
appointed or continuing as Directors of the Company by the Board/Ministry of Corporate
Affairs or any such statutory authority is attached at the end of this Report.
 EXTRACT OF ANNUAL RETURN 
In accordance with Section 134(3)(a) of the Companies Act, 2013, the
Annual Return of the Company is available on our website www.mkexim.com. RISK MANAGEMENT
Your Company has an elaborate Risk Management Framework, which is
designed to enable risks to be identified, assessed and mitigated appropriately. On the
basis of risk assessment criteria of the Company has been entrusted with the
responsibility to assist the Board in overseeing and approving the Company's enterprise
wide risk management framework; and overseeing that all the risks that the organization
faces such as financial, credit, market, liquidity, security, property, IT, legal,
regulatory, reputational and other risks have been identified and assessed and there is an
adequate risk management infrastructure in place, capable of addressing those risks.
The Audit Committee of the Board evaluating risks management policy of
the Company on quarterly basis. A Risk Management Policy is available on our website
www.mkexim.com.
 MANAGEMENT DISCUSSION AND ANALYSIS REPORT 
Management's Discussion and Analysis Report for the year under review,
as stipulated under Regulation 34(2) of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing
Regulations") is presented in a separate section forming part of the Annual Report.
 PARTICULARS OF EMPLOYEES 
Disclosures pertaining to remuneration and other details as required
under Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014. Particulars of
employee's remuneration, as required under Section 197(12) of the Companies Act, 2013,
read with Rule5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, forms a part of this Report. Considering first proviso to Section
136(1) of the Companies Act, 2013, the Annual Report, excluding the said information, was
sent to the members of the Company and others entitled thereto. The said information is
available for inspection at the Registered Office of the Company during working hours up
to the date of ensuing Annual General Meeting. Any member interested in obtaining such
information may write to the Company Secretary in this regard.
The statement containing information as required under the provisions
of Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is given in Annexure - C and forms part
of this Report.
 DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013 
The Company has in place an Anti-Sexual Harassment 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 to redress complaints received regarding sexual harassment. All employees (permanent,
contractual, temporary, trainees) are covered under this policy. The following is a
summary of sexual harassment complaints received and disposed-off during the year 2024-25:
• Number of complaints received: Nil
• Number of complaints disposed-off: Nil
• Number of complaints pending: Nil 
CEO AND CFO CERTIFICATION
Pursuant to the Regulation 17(8) of the Listing Regulations, the Chief
Executive Officer (CEO) and Chief Financial Officer (CFO) certification is attached with
the Annual Report.
 COMPLIANCE WITH SECRETARIAL STANDARDS AND INDIAN
ACCOUNTING STANDARDS 
The Board of Directors affirms that during the Financial Year 2024-25,
the Company has complied with the applicable Secretarial Standards issued by the Institute
of Company Secretaries of India and approved by the Central Government under Section
118(10) of the Companies Act, 2013. In the preparation of the Financial Statements, the
Company has also applied the Indian Accounting Standards (Ind AS) specified under Section
133 of the Companies Act, 2013, read with Companies (Indian Accounting Standards) Rules,
2015.
 LISTING FEES 
The Equity Shares of the Company are listed with Bombay Stock Exchange
Ltd (BSE), which has nationwide trading terminals. The Annual Listing Fee for the year
2025-26 was paid within the scheduled time to BSE.
 ENVIRONMENT AND SAFETY 
The Company's operations do not pose any environment hazards and are
conducted in such a manner that safety of all concerned and compliances with environmental
regulations are ensured.
 TRANSFER OF SHARES 
As notified under Regulation 40(1) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, except in case of transmission or
transposition of securities, requests for effecting transfer of securities shall not be
processed unless the securities are held in the dematerialized form with a depository.
 ACKNOWLEDGEMENT 
The Board of Directors would like to express their sincere appreciation
for the assistance and co-operation received from the Financial Institutions, Banks,
Government Authorities, Customers, Vendors and Members during the year under review. The
Boards of Directors also wish to place on record its deep sense of appreciation for the
committed services by the Company's executives, staff and workers.

  

    

    
By order of the Board
  
  

    

    
Murli Wadhumal Dialani
  
  

    
Place: Jaipur
    
Chairman
  
  

    
Date: 18.08.2025
    
DIN: 08267828