Submission of Annual Report for the Financial Year 2025-26 and Notice of 43rd Annual General Meeting. Pursuant to Regulation 34(1) and other applicable provisions of the Securities and ....

MFL India Limited (CIN: L63040DL1981PLC012730) Regd. Office: P-56, P Block, Pandav Nagar, Mayur Vihar Phase -1, East Delhi-110091 Website: www.mflindia.co.in Contact No +91-011-41425137 Date: 03/09/2026 The Dy. General Manager, Department of Corporate Services The Bombay Stock Exchange Limited, Phiroze Jeejeebhoy Towers Dalal Street, Mumbai 400001 Scrip Code No.: MFL INDIA LIMITED- EQ 526622(BSE) Dear Sir/Madam, Subject: Submission of Annual Report for the Financial Year 2025-26 and Notice of 43rd Annual General Meeting. Dear Sir/Madam, Pursuant to Regulation 34(1) and other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby submit the Annual Report of MFL India Limited for the Financial Year 2025-26, along with the Notice convening the 43rd Annual General Meeting of the Members of the Company. We wish to inform you that the aforesaid Annual Report and Notice of the 43rd Annual General Meeting were served/dispatched to the Members of the Company by the Registrar and Transfer Agent (RTA) on September 02, 2026. The 43rd Annual General Meeting of the Company is scheduled to be held on Tuesday, the 29th day of September, 2026 at 12:30 P.M. through VC/ OAVM. The Annual Report and Notice of the AGM are also being made available on the website of the Company, in accordance with the applicable provisions. You are requested to kindly take the above information on record. Thanking You. For MFL India Limited Name- Anil Thukral Designation- Managing Director DIN: 01168540 43rd ANNUAL REPORT 2025-26 MFL India Limited (CIN: L63040DL1981PLC012730) Regd. Office: P-56, P Block, Pandav Nagar, Mayur Vihar Phase -1, East Delhi-110091 Website: www.mflindia.co.in Contact No +91-011-41425137 CORPORATE INFORMATION CIN: L63040DL1981PLC012730 BOARD OF DIRECTORS Mr. Anil Thukral DIN: 01168540 (Managing Director) Mr. Jafar Ahamed DIN: 06447145 (Director) Ms. Meenakshi Aggarwal DIN: 06501558 (Director) Mr. Atul Kumar DIN: 07372955 (Director) Chief Financial Officer Mr. Khemraj Company Secretary Ms. Nupur Statutory Auditors M/s V.K. Sehgal & Associates Chartered Accountants Internal Auditors M/s APJ & Co. Chartered Accountants Secretarial Auditor M/s Priyanka Agarwal Company Secretaries Bankers ICICI Bank Limited Share Transfer Agents MUFG Intime India Pvt Ltd. Plot No. NH-2, C-1 Block Noble Heights 1st floor, LSC Near Savitri Market, Janakpuri New Delhi-110058 Tel-91-11-4140592-93-94, Fax-91-11-41410591 For Dematerialisation of Shares ISIN NO. INE244C01020 Registered Office: P-56, P Block, Pandav Nagar, Mayur Vihar Phase -1, East Delhi-110091 Email-mfldelhi81@gmail.com Website- www.mflindia.co.in Page 2 of 112 43rd ANNUAL REPORT 2025-26 MFL India Limited (CIN: L63040DL1981PLC012730) Regd. Office: P-56, P Block, Pandav Nagar, Mayur Vihar Phase -1, East Delhi-110091 Website: www.mflindia.co.in Contact No +91-011-41425137 S. No. CONTENTS PAGE No. 1. Notice of AGM 4-28 2. Directors’ Report 29-40 3. Management Discussion and Analysis Report 41-53 4. Secretarial Audit Report 54-57 5. Corporate Governance Report 58-74 6. Certificate on Non-Disqualification of Directors 75-75 7. Compliance Certificate on Corporate Governance 76-76 8. CFO Certificate 77-77 9. Declaration Regarding Compliance 78-78 10. Letter to Shareholders 79-79 11. Independent Auditors’ Report 80-91 12. Balance Sheet 92-94 13. Profit & Loss Account 95-96 14. Cash Flow Statement 97-98 15. Notes Forming Parts of Balance Sheet & Profit and Loss Accounts 99-112 Page 3 of 112 43rd ANNUAL REPORT 2025-26 MFL India Limited (CIN: L63040DL1981PLC012730) Regd. Office: P-56, P Block, Pandav Nagar, Mayur Vihar Phase -1, East Delhi-110091 Website: www.mflindia.co.in Contact No +91-011-41425137 NOTICE OF 43rd ANNUAL GENERAL MEETING NOTICE is hereby given that 43rd Annual General Meeting of the members of MFL India Limited will be held on Tuesday, the 29th day of September, 2026 at 12:30 P.M. through VC/ OAVM to transact the following businesses: ORDINARY BUSINESS: ITEM NO. 1 To consider and adopt the Audited Financial Statement including Cash Flow Statements of the Company for the Financial Year ended on March 31, 2026, along with the reports of the Board of Directors and Auditors Report thereon. ITEM NO. 2 To appoint a director in place of Mr. Anil Thukral (DIN: 01168540) who retires by rotation and being eligible, offers himself for re-appointment. SPECIAL BUSINESS: ITEM NO: 3 APPOINTMENT OF SECRETARIAL AUDITOR To consider and if thought fit, pass, the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 204 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”), read with Rule 9 of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014, (including any statutory modification(s) or re- enactment(s) thereof, for the time being in force), and Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, and based on the recommendation of the Audit Committee and the approval of the Board of Directors of the Company, consent of the members of the Company be and is hereby accorded for appointment of Ms. Shubhani Gupta, Company Secretaries (Membership No. A-60015 and Certificate of Practice No. 27924) as the Secretarial Auditor of the Company for a period of five (5) years, commencing from April 01, 2026, until March 31, 2031, to conduct a Secretarial Audit of the Company and to furnish the Secretarial Audit Report at such fees, plus applicable taxes and other out-of-pocket expenses as may be mutually agreed upon between the Board of Directors of the Company based on the recommendation(s) of the Audit Committee and the Secretarial Auditor.” RESOLVED FURTHER THAT the Board of Directors be and are hereby authorized to take such steps and do all such acts, deeds, matters, and things as may be considered necessary, proper, and expedient to give effect to this Resolution.” Item No: 4 MATERIAL RELATED PARTY TRANSACTION(S) OF THE COMPANY WITH ARTHA LOGISTICS PRIVATE LIMITED. To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: Page 4 of 112 43rd ANNUAL REPORT 2025-26 MFL India Limited (CIN: L63040DL1981PLC012730) Regd. Office: P-56, P Block, Pandav Nagar, Mayur Vihar Phase -1, East Delhi-110091 Website: www.mflindia.co.in Contact No +91-011-41425137 “RESOLVED THAT pursuant to the provisions of Regulations 2(1)(zc), 23(4) and other applicable Regulations, if any, of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’), as amended from time to time, Section 2(76) and other applicable provisions of the Companies Act, 2013 (‘Act’) read with the Rules framed thereunder [including any statutory modification(s) or re-enactment(s) thereof for the time being in force],other applicable laws/statutory provisions, if any, the Company’s Policy on Related Party Transactions as well as subject to such approval(s), consent(s) and/or permission(s), as may be required and based on the recommendation of the Audit Committee, consent of the Members of the Company be and is hereby accorded to the Material Related Party Transaction(s) / Contract(s) / Arrangement(s) / Agreement(s) entered into / proposed to be entered into (whether by way of an individual transaction or transactions taken together or a series of transactions or otherwise), as mentioned in detail in the Explanatory Statement annexed herewith, of the Company with Artha Logistics Private Limited on such terms and conditions as may be mutually agreed between MFL India Limited and Artha Logistics Private Limited for an aggregate value not exceeding INR 6 crore during the financial year 2026-27 as well as the material transactions for vehicle hiring and any other transactions b [Showing first 8,000 characters — download PDF for full document]