Dear Shareholder's,
Your directors' have pleasure in presenting the 43rd Annual
Report on the business and operations of your company along with the Audited Financial
Statements for tire year ended 31st March 2025.

FINANCIAL HIGHLIGHTS
The Financial Results for tire year ended 31st March, 2025.

  

    
PARTICULARS
    
2024-25
    
2023-24 (Rs.)
  
  

    
Total Income
    
879.29
    
1982.24
  
  

    
Total Expense
    
479.27
    
1607.76
  
  

    
Profit / (Loss) before Taxation
    
400.02
    
374.47
  
  

    
Less: Provision for Taxation
    
-
    
-
  
  

    
Add/ (Less): Provision for Deferred Taxation
    
-
    
-
  
  

    
Less: Income Tax of earlier year
    
-
    
-
  
  

    
Net Profit/ (Loss) after Tax:
    
400.02
    
374.47
  

During tire year under review, tire Company earned a Net Profit of Rs.
400.02 Lakhs against a Net Profit of Rs. 374.47 Lakhs in the previous year.
There are adequate financial controls commensurate with the size of the
organization and with reference to the financial statements; there is no change in the
nature of business.

SHARE CAPITAL:
The paid-up Equity Share capital of Company as on March 31, 2025 was
Rs. 14,72,00,000. No additions or alterations were made during the year.

DIVIDEND:
The Board of Directors didn't declare any dividend for the financial
year 2024-2025.

DEPOSITS FROM PUBLIC:
During the period under review, your Company has neither accepted nor
renewed any deposits within the meaning of provisions of Chapter V - Acceptance of
Deposits by Companies of the Companies Act, 2013 read with Companies (Acceptance of
Deposits) Rules, 2014 ie. Public deposits.

PARTICULARS OF LOANS, GUARAN I LLS AND INVES TMENTS:
There has been no loan and guarantees given or made by the Company
under Section 186 of the Act, 2013 during the financial year 2024-25.

TRANSFER OF PROFITS TO RESERVES:
No amount was transferred to general reserve for the FY 2024-2025.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:
All the Related Party Transactions entered during the financial year
2024-25 were in the ordinary course of the business and on arm's length basis and the same
are reported in the Notes to the Financial Statements. All Related Party Transactions as
placed before the Audit Committee were also placed before the Board for review and
approval. A statement giving details of all related party transactions were placed before
the Audit Committee and the Board of Directors for their review, approval and noting on a
quarterly basis.
In line with the requirements of the Act and SEBI Listing Regulations,
the Company has formulated a Policy on Materiality of and dealing with related party
transactions ("RPT Policy"), which is available on the website of the Company.
No Material Related Party Transactions were entered during the year by
your Company. Accordingly, disclosures of Related Party Transactions as required under
Section 134(3) of the Act, in form AOC-2 is NOT applicable to the Company.

CORPORATE GOVERNANCE:
Your Company is committed to good corporate governance aligned with the
best corporate practices. A separate Report on Corporate Governance in Annexure-III along
with Auditor's Certificate on Compliance with the conditions of Corporate Governance is
provided as a part of this Annual Report, besides the Management Discussion and Analysis
Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
Management's Discussion and Analysis Report for the year under review,
as stipulated under 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.

BOARD POLICIES:
The Company has the following policies which are applicable as per the
Companies Act, 2013 and SEBI (LODR) Regulations, 2015 which are placed on the website of
the Company

www.mediaoneglobal.in.
i. Code of conduct for Board of Directors
ii. Code of conduct for Senior Management personnel
iii. Policy of Directors' Appointment and Remuneration
iv. Nomination & Remuneration Policy
v. Policy on Related Party Transactions
vi. Policy on sexual harassment of women at work place (Prevention,
Prohibition and redressal) Act, 2013
vii. Risk Management Policy
viii. Vigil Mechanism Policy
ix. Policy for determining Material Subsidiaries.

RISK MANAGEMENT POLICY:
Pursuant to Section 134 of the Companies Act, 2013, the Company has a
risk management p obey in place for identification of key risks to its business
objectives, impact assessment, risk analysis, risk evaluation, risk reporting and
disclosures, risk mitigation and monitoring, and integration with strategy and business
planning.
The Management identifies and controls risks through a properly defined
framework in terms of the aforesaid policy.

NOMINATION AND REMUNERATION POLICY:
Pursuant to Section 178(3) of the Companies Act, 2013, the Board of
Directors has framed a policy which lays down a framework in relation to remuneration of
Directors, Key Managerial Personnel and Senior Management of the company. The policy also
lays down the criteria for selection and appointment of Board Members. The policy and
details of Nomination and Remuneration is available on the website of the Company at
www.mediaoneglobal.in.
In accordance with the Nomination and Remuneration Policy, the
Nomination and Remuneration Committee has, inter aha, the following responsibilities:
The Committee had formulated the criteria for determining
qualifications, positive attributes, and independence of a director and is available in
the company website www.mediaoneglobal.in.
2. The Committee shall identify persons who are qualified to become
Director and persons who may be appointed in Key Managerial and Senior Management
positions in accordance with the criteria laid down in this policy.
3. Recommend to the Board, appointment, and removal of Director, KMP
and Senior Management Personnel.
4. The Board shall carry out evaluations of the performance of every
Director, KMP and Senior Management Personnel at regular intervals (yearly).
5. The remuneration/ compensation/ commission etc. to the Managerial
Personnel, KMP and Senior Management Personnel will be determined by the Committee and
recommended to the Board for approval. The remuneration/ compensation/ commission etc.
shall be subject to the prior/ post approval of the shareholders of the Company and
Central Government, wherever required.
6. Increments to the existing remuneration/ compensation structure may
be recommended by the Committee to the Board which should be within the slabs approved by
the Shareholders in the case of Managerial Personnel.
7. Where any insurance is taken by the Company on behalf of its
Managerial Personnel, Chief Financial Officer, the Company Secretary, and any other
employees for indemnifying them against any liability, the premium paid on such insurance
shall not be treated as part of the
remuneration payable to any such personnel. Provided that if such
person is proved to be guilty, the premium paid on such insurance shall be treated as part
of the remuneration.
8. The Non-Executive/ Independent Director has not been paid
remuneration by way of fees for attending meetings of the Board or Committee thereof.
9. Commission to Non-Executive/ Independent Directors If proposed may
be paid within the monetary Emit approved by shareholders, subject to the limit not
exceeding 1 % of the net profits of the Company computed as per the applicable provisions
of the Companies Act, 2013.

INTERNAL COMPLAINTS COMMITTEE:
The Company has zero tolerance for sexual harassment at workplace and
has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at
workplace in line with the provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and Rules framed thereunder. Internal
Complaints Committee ("ICC") is in place for all works and offices of the
Company to redress complaints received regarding sexual harassment. The policy on
Prohibition Prevention & Redressal of Sexual Harassment is available on the website of
the Company at www.mediaoneglobal.in.
During the Financial Year under review, no complaints with allegation
of sexual harassment were filed with the ICC.
Internal Complaint Committee Members:
1. Ms. Saraswathy Gopalan
2. Mr. Timothy Alfred Joseph Moses
The Committee met once in the financial year 2024-25. The Company is
committed to provide a safe and conducive work environment to its employees during the
financial year. Your directors state that during the financial year 2024-25, there were no
cases filed pursuant to the Sexual harassment of Women at workplace (Prevention and
Redressal) Act, 2013.

SUBSIDIARY/ JOINT VENTURES / ASSOCIATE COMPANIES
The Company has subsidiary named M/ S Mediaone Global UK Limited and no
associates and joint venture companies during the review period .
COMMISSION RECEIVED BY DIRECTOR FROM HOLDING OR SUBSIDIARY COMPANY:
None of the directors of the Company are in receipt of any remuneration
or commission from any Holding Company or Subsidiary Company under Section 197 (14) of the
Companies Act, 2013 during the financial year under review.

SIGNIFICANT AND MATERIAL ORDERS/ SHOW CAUSE NOTICE PASSED BY THE
REGULATORS OR COURTS:
There are no significant material orders passed by the Regulators /
Courts which would impact the going concern status of the Company and its future
operations except the following,
• The Company received Final judgement dated 16th June 2022
against the petition/Application No. E.O.C.C. No. 122/2017 from the court of additional
Chief Metropolitan Magistrate, Chennai.
• The Company received Final judgement dated 21st June 2022
against the petition/Application No. E.O.C.C. No. 123/2017 from the court of additional
Chief Metropolitan Magistrate, Chennai.
• The Company received order dated 28th July 2022 against the
petition/ Application No.
CA No.87 Sec.441 /RD(SR)/2022-23, CA No.88 Sec.441/RD(SR)/2022-23, CA
No.89 Sec.441/RD (SR)/2022-23, No.90 Sec.441/RD(SR)/2022-23 No.91
Sec.441/RD(SR)/2022-23, No.92 Sec.441/RD(SR)/2022-23, No.93 Sec.441
/RD(SR)/2022-23, No.94 Sec.441/RD(SR)/2022-23, No.96 Sec.441 /RD(SR)/2022-23, No.97
Sec.441/RD(SR)/2022-23
from Regional Director, Chennai for the application filed under section
441 of the Companies Act, 2013.
• Lifting of Companies status from "under liquidation
"to "active" for filing w.e.f 2102-2023 vide High Court of Madras order
copy dated 25th January 2023 directing Registrar of Companies to lift the liquidation
status.
• Initiation of Forensic Audit by Bombay Stock Exchange (BSE) for
the period 01.04.2016-31.03.2022. The Company is yet to receive the Final Order/findings
by the authority.

REPORTING OF FRAUDS BY AUDITORS:
The statutory auditors have reported no instances of fraud under
Section 143(12) of the Companies Act, 2013 during this year.

AUDITORS:
STATUTORY AUDITORS:
M/ s. Vivekanandan & Associates, Chartered Accountant, (Firm
Registration Number: 005268S) were appointed as statutory auditor of the company for the
term of five years in the 39th Annual General Meeting held on 28th August 2021 and they
continue to be the Auditors till 44th Annual General Meeting.

COMMENT ON STATUTORY AUDITOR'S REPORT:
There are no material qualifications, reservations, remarks or
disclaimers made by M/S. Vivekanandan & Associates, Statutory Auditors, in their audit
report.

SECRETARIAL AUDITOR:
Pursuant to the requirements of Section 204(1) of the Companies Act,
2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014, Mrs. N. Srividhya, Practicing Company Secretary (Membership No. CP 14058) was
appointed to conduct the Secretarial Audit for the financial year 2024-2025.
The Secretarial Audit report as received from the Secretarial Auditor
is annexed to this report as Annexure I.

QUALIFICATION IN SECRETARIAL AUDIT REPORT:
The following explanations are given by your directors in respect of
qualifications made by the secretarial auditor of the Company in the secretarial audit
report as under,
1. Company will take due action of complying with secretarial
standards, LODR, FEMA regulations and website of the company.
2. The Company is yet to receive the Forensic Audit Report.

COST AUDITORS:
Pursuant to notification of Companies (Cost Records and Audit) Rules,
2014 read with Companies (Cost Records and Audit) Amendment rules, 2014, the Company does
not fall under the purview of Cost Audit.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:
The Board consists of 3 Non-Executive Independent directors and 3 KMP
including a managing director, company secretary

During the financial year- under review, No changes were
occurred in the Board of Directors and Mr. M. Srinivas Kumar designated as Key Managerial
Personnel of the Company held the position of Chief financial Officer', stepped down from
the position on 08th July 2025.
DIRECTOR'S RE-APPOINTMENT:
Mr. Suryaraj Kumar (DIN:00714694) who retires from office by rotation
and being eligible offers himself for reappointment.

BOARD EVALUATION:
Pursuant to the provision of the Companies Act, 2013, a structured
questionnaire was prepared after taking into consideration of the various aspects of the
Board's functioning, the composition of the Board and its committees, culture, execution
and performance of specific duties, obligations, and governance.
The board and the committee were evaluated on various criteria as
stated below:
1. Composition of the Board and Committee.
2. Understanding of the Company and its business by the Board.
3. Availability of information to the board and committee.
4. Effective Conduct of Board and Committee Meetings.
6. Monitoring by the Board management effectiveness in implementing
strategies, managing risks and achieving the goals.
The Board also carried out the evaluation of directors and chairman
based on following criteria:
1. Attendance of meetings.
2. Understanding and knowledge of the entity.
3. Maintaining Confidentiality of board discussion.
4. Contribution to the board by active participation.
5. Maintaining independent judgment in the decisions of the Board

NUMBER OF MEETINGS OF THE BOARD AND BOARD'S COMMITTEE:
The Board meets at regular intervals to discuss and decide on business
strategies/ policies and review the financial performance of the Company. The Board
Meetings are pre-scheduled, and a tentative annual calendar of the Board is circulated to
the Directors well in advance to facilitate the Directors to plan their schedules.

  

    
Meeting
    
No. of Meetings during the Financial Year
    2023-24
    
Date of the Meeting
  
  

    
Board Meeting
    
7
    
28 May 2024
  
  

    

    

    
22 July 2024
  
  

    

    

    
13 August 2024
  
  

    

    

    
17 October 2024
  
  

    

    

    
11 November 2024
  
  

    

    

    
17 January 2025
  
  

    

    

    
01 February 2025
  
  

    
Audit Committee
    
4
    
28 May 2024
  
  

    

    

    
13 August 2024
  
  

    

    

    
11 November 2024
  
  

    

    

    
01 February 2025
  
  

    
Nomination & Remuneration
    
1
    
28 May 2024
  
  

    
Committee
    

    
22 July 2024
  
  

    

    

    
17 January 2025
  
  

    
Independent Director's Meeting
    
1
    
02 February 2025
  

The interval between two Board Meetings was well within the maximum
period mentioned under section 173 of the Companies Act, 2013, and SEBI Listing
(Disclosures and Obligations Requirements) Regulations, 2015.

Audit committee
• Mr. Timothy Alfred Joseph Moses -Chairperson
• Mr. Suryaraj Kumar -Member
• Ms. Saraswathy Gopalan -Member
• Mr. Saiprasad Kuragayala -Member
• Mr. Vijay Kumar Swami- Member

Nomination Remuneration committee
• Mr. Timothy Alfred Joseph Moses -Chairperson
• Ms. Saraswathy Gopalan - Independent Director
• Mr. Saiprasad Kuragayala - Independent Director
• Mr. Suryaraj Kumar -Member
• Mr. Vijay Kumar Swami- Member

Stakeholders Relationship committee
• Mr. Timothy Alfred Joseph Moses -Chairperson
• Ms. Saraswathy Gopalan - Independent Director
• Mr. Suryaraj Kumar -Member.

SEPARATE MEETING OF THE INDEPENDENT DIRECTORS:
As required under Clause VII of Schedule IV of the Companies Act, 2013,
the Independent Directors held a Meeting on 2nd February 2025, without the
attendance of Non-Independent Directors and members of Management.

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS:
The familiarization program is to update the Directors on the roles,
responsibilities, rights and duties under the Act and other statutes and about the overall
functioning and performance of the Company. The policy and details of familiarization
program is available on the website of the Company at www.mediaoneglobal.in.

INDEPENDENT DIRECTOR'S DECLARATION:
All Independent Directors have given declarations that they meet the
Criteria of independence laid down under Section 149 sub section (6) of the Companies Act,
2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure
requirements) Regulations, 2015 in respect of financial year ended 31st March, 2025, which
has been relied on by the Company and placed at the Board Meeting.

SECRETARIAL STANDARDS:
In terms of Section 118(10) of the Act, the Company states that the
applicable Secretarial Standards i.e., SS-1 and SS-2, issued by the Institute of Company
Secretaries of India, relating to Meetings of Board of Directors and General Meetings
respectively, have been duly complied with however improvements in certain areas are being
made.

WHISTLE BLOWER POLICY/ VIGIL MECHANISM:
Pursuant to Section 177(9) of the Companies Act, 2013, your Company has
established a Vigil Mechanism policy for directors and employees to report concerns about
unethical behaviours, actual or suspected fraud, violations of Code of Conduct of the
Company etc. The mechanism also provides for adequate safeguards against the victimization
of employees who avail themselves of the mechanism and also provides for direct access by
the Whistle Blower to the
Audit Committee. It is affirmed that during the Financial Year 2023-24,
no employee has been denied access to the Audit Committee. The vigil mechanism policy is
also available on the Company's website www.mediaoneglobal.in.

INTERNAL FINANCE CONTROL SYSTEM AND THEIR ADEQUACY:
The Company has formulated a Framework on Internal Financial Controls
in accordance with Rule 8 (5) (viii) of Companies (Accounts) Rules, 2014, the Company has
adequate internal control systems to monitor business processes, financial reporting and
compliance with applicable regulations and they are operating effectively.
The systems are periodically reviewed by the Audit Committee of the
Board for identification of deficiencies and necessary time-bound actions are taken to
improve efficiency at all the levels. The Committee also reviews the observations forming
part of internal auditors' report, key issues and areas of improvement, significant
processes and accounting policies.

CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT:
The Board of Directors has adopted a policy and procedure on Code of
Conduct for the Board Members and employees of the Company in accordance with the SEBI
(Prohibition of Insiders Trading) Regulations, 2015. This Code helps the Company to
maintain the Standard of Business Ethics and ensure compliance with the legal requirements
of the Company.
The Code is aimed at preventing any wrong doing and promoting ethical
conduct at the Board and by employees. The Compliance Officer is responsible to ensure
adherence to the Code by all concerned.
The Code lays down the standard of Conduct which is expected to be
followed by the Directors and the designated employees in their business dealings and in
particular on matters relating to integrity in the workplace, in business practices and in
dealing with stakeholders.
All the Board Members and the Senior Management Personnel have
confirmed Compliance with the Code.

CORPORATE SOCIAL RESPONSIBILITY (CSR):
As per the provision of Section 135 of the Companies Act, 2013, all
companies having a net worth of Rs.500crore or more, or a turnover of Rs.l,000crore or
more or a net profit of Rs.5crore or more during any financial year are required to
constitute a CSR committee and our Company does not meet the criteria as mentioned above,
hence the Company has not constituted any Corporate Social Responsibility Committee; and
has not developed and implemented any Corporate Social Responsibility initiatives and the
provisions of Section 135 of the Companies Act, 2013 are not applicable to the Company.

EXTRACT OF ANNUAL RETURN:
The Annual Return in accordance with Section 92(3) of the Companies
Act, 2013 read with the Companies (Management and Administration) Rules, 2014, is
available on company's website and can be accessed - www.mediaoneglobal.in.

PARTICULARS OF EMPLOYEES:
There are employees falling within the provisions of Section 197(12) of
the Companies Act, 2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, details of which are forming part of
Financial Statement.

DISCLOSURE REQUIREMENTS:
The Company has devised proper systems to ensure compliance with the
provisions of all applicable Secretarial Standards issued by the Institute of Company
Secretaries of India and is of the view that such systems are adequate and operating
effectively.

RELATED PARTY TRANSACTIONS:
There are related party transactions during the financial year under
review under section 188 of the Companies Act 2013.

MAJOR THINGS HAPPENED DURING THE YEAR WHICH MADE THE IMPACT ON THE
OVERALL WORKINGS OF THE COMPANY & THE MAJOR ACTIONS TAKEN BY THE COMPANY IN THAT
RESPECT, SUCH AS COVID-19 PANDEMIC:
Nil

DIRECTORS' RESPONSIBILITIES STATEMENT:
As required under Section 134(3)(C) of the Companies Act, 2013 the
Directors hereby state and confirm that they have:
• In the preparation of the annual accounts for the year ended
31st March 2025, the
applicable accounting standards had been followed along with proper
explanation relating to material departures.
b) They have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and prudent, to give a
true and fair view of the state of affairs of the Company at the end of the Financial Year
and of the profit and loss of the Company for the year ended on that date.
c) They 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.
d) They have prepared the annual accounts on a going concern basis.
e) They have laid down internal financial controls to he followed by
the company and that such internal financial controls are adequate and operating
effectively.
f) They have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems are adequate and operating
effectively.
During the year under review, there were no frauds reported by the
Auditors on the employees or officers of the Company under section 143(10) of the
Companies Act, 2013.

THE CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO:
. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION:
The Particulars prescribed by Section 134(3)(m) of the Act read with
Rule 8(3) of the Companies (Accounts) Rules, 2014, relating to Conservation of Energy,
Technology Absorption was not applicable to Company.

. FOREIGN EXCHANGE EARNINGS AND OUTGO:

  

    
FOREIGN EXCHSNGE EARNINGS AND OUTGO
    
2024-2025
    
2023-2024
  
  

    
Earning in Foreign Exchange
    
3,54,00,000
    
13,59,46,988
  
  

    
Expenditure in Foreign Exchange
    
Nil
    
3,24,29,138
  
  

    
CIF Value of imports -Raw Material -Calcium Carbide
    
NA
    
NA
  


DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE
INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE FINANCIAL YEAR UNDER REVIEW:
There were no applications made nor any proceeding pending under the
insolvency and bankruptcy code, 2016 during the year.

THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE
TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR
FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF:
During the year under review there was no instance of one-time
settlement with any Bank or Financial Institution.

LISTING FEES:
The Company confirms that it has paid the annual listing fees for the
year 2024-25 to the Bombay Stock Exchange.

ACKNOWLEDGEMENT:
Your directors take this opportunity to express their sincere gratitude
to the encouragement, assistance, cooperation, and support given by the Central
Government, the Government of Tamil Nadu during the year. They also wish to convey their
gratitude to all the customers, Auditors, suppliers, dealers, and all those associated
with the company for their continued patronage during the year.
Your directors also wish to place on record their appreciation for the
hard work and unstinting efforts put in by the employees at all levels. The directors are
thankful to the esteemed

CAUTIONARY STATEMENT:
The statements contained in the Board's Report and Management
Discussion and Analysis Report contain certain statements relating to the future and
therefore are forward looking within the meaning of applicable securities, laws and
regulations. Various factors such as economic conditions, changes in government
regulations, tax regime, other statues, market forces and other associated and incidental
factors may however lead to variation.