Integrated Annual Report 2024-25 104 Annual Return Pursuant to section 134(3)(a) and section 92(3) of the Companies Act, 2013 read with Rule 12 of the Companies (Management and Administration) Rules, 2014, a copy of the Annual Return is placed on the website of the Company and can be accessed at the Web-link https://www.mahindra.com/ resources/FY25/AnnualReport.zip. O. POLICIES The details of the Key Policies adopted by the Company are mentioned at Annexure VIII to the Board’s Report. P. P ROCEEDINGS UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) There is one proceeding initiated / pending against your Company under the Insolvency and Bankruptcy Code, 2016 which does not materially impact the business of the Company. The Company is contesting the matter based on merits. Q. GENERAL Neither the Managing Director nor the Executive Director received any remuneration or commission from any of the subsidiaries of your Company. Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions / events on these items during the year under review: 1. Issue of equity shares with differential rights as to dividend, voting or otherwise. 2. Issue of Shares (including Sweat Equity Shares) to employees of the Company under any Scheme save and except Employees Stock Option Schemes (ESOS) referred to in this Report. 3. Significant or material orders passed by the Regulators or Courts or Tribunals which impact the going concern status and the Company’s operation in future. 4. Voting rights which are not directly exercised by the employees in respect of shares for the subscription/ purchase of which loan was given by the Company (as there is no scheme pursuant to which such persons can beneficially hold shares as envisaged under section 67(3)(c) of the Companies Act, 2013). 5. There has been no change in the nature of business of your Company. 6. The Company has not made any one-time settlement for loans taken from the Banks or Financial Institutions, and hence 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 is not applicable. 7. There was no revision of financial statements and Board’s Report of the Company during the year under review. For and on behalf of the Board ANAND G. MAHINDRA Chairman DIN: 00004695 Mumbai, 5th May, 2025
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