Directors Report of Mallcom (India) Ltd.

Mar 31, 2025

Your Directors are delighted to present the Board’s Report as part of the 41^st Annual Report of Mallcom (India) Ltd (''the Company’ or
''Mallcom’), together with the Audited Standalone and Consolidated Financial Statements and the Auditor’s Report for the financial year
ended 31^st March 2025.

FINANCIAL HIGHLIGHTS

The Company’s financial performance for the year under review along with previous year’s figures are given hereunder:

Financial Hiahliahts:

Particulars	Consolidated		Standalone
	31.03.2025	31.03.2024	31.03.2025	31.03.2024
Total Revenue	51,568.27	42,485.06	49,966.24	40,983.58
Profit Before Tax (PBT)	7,412.32	4,970.16	7519.87	4,837.73
Provision for Tax	1,668.83	1,338.58	1,655.37	1,294.42
Profit After Tax (PAT)	5,743.49	3,631.58	5,864.50	3,543.31
Other Comprehensive Income (Net of Tax)	54.42	(15.99)	50.43	3.64
Total Comprehensive Income for the period	5,797.91	3,615.59	5,914.93	3,546.95
Appropriations
Transfer to General Reserve	5500.00	3,350.00	5500.00	3,350.00
Dividend Distributed	18720	187.20	18720	187.20
Surplus carried to the next year’s account	717.70	606.99	461.00	233.26

OVERVIEW OF COMPANY PERFORMANCE

During the financial year 2024-25:

The Standalone Revenue of the Company increased to
H49,966.24 Lakhs from H40,983.58 Lakhs registering a growth of
21.92% over previous year.

The Consolidated Revenue of the company increased to
H51,568.27 Lakhs from H42,485.06 Lakhs registering a growth of
21.38% over previous year.

The Standalone and Consolidated profit after tax for the current
year was H5,864.50 Lakhs and H5,743.49 Lakhs respectively as
against H3,543.31 Lakhs and H3,631.58 Lakhs respectively for the
previous year.

SHARE CAPITAL

The paid-up Equity Share Capital as at March 31^st, 2025 was
H624.00 Lakh. During the year under review, the Company has not
issued shares with differential voting rights nor has granted any
stock options or sweat equity.

TRANSFER TO RESERVE

The Company has transferred an amount of H 5,500.00 lakh to the
General Reserve for the financial year ended March 31, 2025.

DIVIDEND

The Board of Directors at their meeting held on 19^th May 2025,
has recommended payment of H3/- (Rupees Three only) (30%)

per equity share of the face value of H10/- (Rupees Ten only) each
as final dividend for the financial year ended 31^st March 2025.
The payment of the final dividend is subject to the approval of
the shareholders at the ensuing Annual General Meeting (AGM)
of the Company. The dividend recommended by the Board, if
approved at the ensuing Annual General Meeting (AGM), will be
payable to those Members whose names appear in the Register
of Members as on the Record Date, which shall be specified in the
Notice of the AGM.

Total dividend of 30% for the financial year 2024-2025 would
absorb H187.20 Lakhs.

Due to amendments in the Income-tax Act, 1961 by the Finance
Act, 2020, dividends paid by the Company are taxable in the
hands of shareholders. Accordingly, the Company will deduct tax
at source before paying the final dividend.

TRANSFER OF UNCLAIMED DIVIDEND AND
SHARES TO INVESTOR EDUCATION AND
PROTECTION FUND (IEPF)

Pursuant to the provisions of Section 124(5) of the Companies
Act, 2013, any dividend that remains unpaid or unclaimed for a
period of seven years from the date of its transfer to the Unpaid
Dividend Account is required to be transferred to the Investor
Education and Protection Fund (IEPF), established by the Central
Government under Section 125 of the Act.

In compliance with the above, your Company has transferred
an amount of H30,660/- during the financial year 2024-25 to
the IEPF. This amount had remained unclaimed/unpaid with the
Company for a period of seven years following the declaration of
the Final Dividend for the financial year 2016-17.

Further, pursuant to the provisions of Section 124(6) of the
Companies Act, 2013, the Company also transferred a total of 506
equity shares, held by 6 shareholders, to the IEPF Authority These
shares were in respect of dividends that had not been claimed for
seven consecutive years or more.

However, the shareholders may re-claim those shares from the
IEPF Authority by complying with prescribed procedure and
filing the e-Form IEPF-5 online with MCA portal. The shareholder
claiming the shares should take a printout of the e-Form IEPF-5
and forward the same with all documents as mentioned in
the e-form to the NODAL Officer of the Company for onward
submission to the IEPF Authority along with verification report.
The name, address, and contact no of the NODAL Officer of the
company is given hereunder:

Name: Mr. Ajay Kumar Mall
Designation: Managing Director
Mallcom (India) Limited

Regd. Office: EN-12, Sector 5, Salt Lake, Kolkata - 700091, India
Contact No.: 033-40161000
E-mail: [e-mail]

MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE FINANCIAL POSITION OF THE
COMPANY.

No material changes and commitments affecting the financial
position of the Company occurred between the end of the
financial year to which these financial statements relate and the
date of this Report.

CHANGE IN NATURE OF BUSINESS

There has been no change in the nature of business of the
company. Your Company continues to be one of the leading
Personal Protective Equipment Manufacturer in the country

SUBSIDIARY COMPANIES

The Company has two wholly owned subsidiaries, namely
Mallcom VSFT Gloves Pvt. Ltd (MVSFT), and Mallcom Safety Pvt.
Ltd (MSPL). The Company regularly monitors the performance of
these companies.

The Consolidated Profit and Loss Account for the period
ended 31^st March 2025, includes the Profit and Loss Account
for the subsidiaries for the complete Financial Year ended 31^st
March 2025.

The Consolidated Financial Statements of the Company
including all subsidiaries duly audited by the statutory auditors
are presented in the Annual Report. The consolidated financial
statements have been prepared in strict compliance with
applicable Indian Accounting Standards and wherever applicable,
the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, as prescribed by the Securities and Exchange
Board of India.

A Report on Performance and Financial Position of each of the
Subsidiaries in Form AOC—1, is annexed herewith as Annexure -
A of this report. The annual accounts of the subsidiary companies
and the related detailed information shall be made available to
Shareholders of the Company upon request, and it shall also be
made available on the website of the Company at www.mallcom.
in.

The policy for determining material subsidiaries as approved may
be accessed from the Company website at www.mallcom.in.
under the “Codes & Policies” tab.

DIRECTORS AND KEY MANAGERIAL PERSONNEL
Composition

The board of directors of our company is duly constituted and
adheres to all requirements stipulated by the applicable laws,
listing regulations, and provisions outlined in the Articles of
Association. The composition of our board reflects the requisite
diversity, wisdom, expertise, and experience necessary to
effectively oversee and guide the operations of our company,
aligned with its scale and strategic objectives

Director retiring by rotation

Mr. Giriraj Mall (DIN: 01043022), retires by rotation at the ensuing
Annual General Meeting and being eligible, offers himself for re¬
appointment in accordance with the provisions of Section 152(6)
and other applicable provisions of the Companies Act, 2013.

Appointment / Re-appointment of Directors

During the financial year 2024-25, Ms. Mayuri Kaustubh Dhavale
(DIN: 02960956) and Ms. Srishty Mehra (DIN: 01268588) were
appointed as Independent Directors of the Company not liable
to retire by rotation, for a period of five (5) consecutive years with
effect from July 26, 2024, to July 25, 2029 (both days inclusive),
by means of passing Special Resolutions by the members at the
40^th Annual General Meeting of the Company held on September
19, 2024.

Based on the recommendation of the Nomination and
Remuneration Committee, the Board of Directors, at its meeting
held on May19, 2025, has re-appointed Mr. Giriraj Mall as Executive
Director of the Company for a further term of five years, with effect
from June 1,2025, to May 31,2030 (both days inclusive), subject to
the approval of the members of the Company.

Cessation of Directors

Mr. Ravindra Pratap Singh (DIN: 00240910) and Mrs. Barsha
Khattry (DIN: 01974874) ceased to be Independent Directors
of the Company upon the completion of their second term as
an Independent Director, and consequently also ceased to be
Directors of the Company with effect from the close of business
hours on August 27, 2024.

Key Managerial Personnel

There were no changes in the Key Managerial Personnel of your
Company during the financial year 2024-25.

Non-Disqualification of Directors

None of the Directors of the Company have incurred any
disqualification under Section 164(1) or Section 164(2) of the
Companies Act, 2013.

A Certificate of Non-Disqualification of Directors, pursuant
to Regulation 34(3) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 obtained from
Ms. Neha Poddar, Practicing Company Secretary has been
annexed as Annexure - D of this report.

DECLARATION BY INDEPENDENT DIRECTORS

During the financial year 2024-25, all Independent Directors of the
Company submitted declarations affirming their independence,
in compliance with the provisions of Section 149(6) read with
Section 149(7) of the Companies Act, 2013, and in accordance
with Regulations 16(1)(b) and 25(8) of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.

In the opinion of the Board, all Independent Directors meet the
criteria specified under the Companies Act, 2013, with respect
to integrity, expertise, experience (including proficiency), and are
independent of the management.

DIRECTORS’ RESPOSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the Board
of Directors, to the best of their knowledge and ability, confirm that:

a) In the preparation of the annual accounts for the year ended
March 31^st, 2025, the applicable accounting standards have
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 so as 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 of the company for the year.

c) 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) They have prepared the annual accounts on a going
concern basis.

e) They have laid down internal financial controls to be
followed by the company that are adequate and were
operating effectively.

f) They have devised proper systems to ensure compliance
with the provisions of the applicable laws and these are
adequate and are operating effectively.

COMMITTEES OF THE BOARD

Currently, the Board has four committees: Audit Committee,
Nomination and Remuneration Committee, Stakeholders
Relationship Committee and Corporate Social Responsibility
Committee. A detailed note on the composition of the Board and
its committees is provided in the Corporate Governance Report
section of this Report.

NUMBER OF MEETINGS OF THE BOARD OF
DIRECTORS

During the year under review, 5 (Five) meetings of the Board of
Directors were held. The details of the meetings of the Board of
Directors of the Company held and attended by the Directors
during the financial year 2024-25 are given in the Corporate
Governance Report which forms part of this Annual Report.

The maximum interval between any two meetings did not exceed
120 days, as prescribed by the Act.

The Company has complied with Secretarial Standards issued by
the Institute of Company Secretaries of India on Meetings of the
Board of Directors and General Meetings.

COMPANY’S POLICY ON DIRECTORS’
APPOINTMENT AND REMUNERATION

The Board of Directors in consonance with the recommendation
of the Nomination and Remuneration Committee (NRC) has
adopted a term of reference which, inter alia, deals with the
manner of selection of Director and Key Managerial Personnel of
the Company. The NRC recommends appointment of Director,
Chief Executive Officer and Manager based on their qualifications,
expertise, positive attributes, and independence in accordance
with prescribed provisions of the Companies Act, 2013 and rules
framed there under. The NRC is responsible for identifying and
recommending persons who are qualified to become directors
or part of senior management of the Company. Remuneration
Policy for the members of the Board and Executive Management
has been framed, the said policies earmark the principles of
remuneration and ensure a well-balanced and performance
related compensation package considering shareholders’
interest, industry practices and relevant corporate regulations in
India. The Nomination and Remuneration Policy of the Company
is available on the website of the Company at www.mallcom.in
under the “Codes & Policies” tab.

ANNUAL EVALUATION OF BOARD, ITS
COMMITTEES, AND INDIVIDUAL DIRECTORS

Annual evaluation of Board, its performance, Committees, and
individual Directors pursuant to applicable provisions of the
Companies Act, 2013 and applicable regulations of the Listing
Regulations, was carried out.

The performance of the Board was evaluated after seeking input
from all the Directors present in the meeting on the basis of criteria
such as the board composition and structure, effectiveness of
board processes, information, and functioning, etc.

The Board and Nomination & Remuneration Committee had
evaluated / reviewed the performance of individual Directors
on the basis of criteria such as the contribution of the individual
Director to the board and committee meetings like preparedness
on the issues to be discussed, meaningful and constructive
contribution and inputs in meetings, etc.

The Securities and Exchange Board of India vide circular SEBI /
HO /CFD /CMD/ CIR/ 2017/004 dated January 05, 2017, issued
a Guidance Note on Board Evaluation about various aspects
involved in the Board Evaluation process to benefit all stakeholders.
While evaluating the performance, the above guidance note was

considered. Performance evaluation of Independent Directors
was carried out by the entire board, excluding the Independent
Director being evaluated.

During the financial year 2024-25, the Independent Directors
met twice without the presence of Executive Directors and
management to review the performance of the Non-Independent
Directors and the overall effectiveness of the Board. The evaluation
included an assessment of the quality, quantity, and timeliness of
information flow between management and the Board.

The same was discussed in the board meeting that followed the
meeting of the Independent Directors, at which the performance
of the board, its committees, and individual Directors were also
discussed. The Directors expressed their satisfaction with the
evaluation process.

FAMILIARIZATION PROGRAM FOR
INDEPENDENT DIRECTORS

All Independent Directors are familiar with the operations
and functioning of the Company. The details of the training
and familiarization program are provided in the Corporate
Governance Report.

CODE OF CONDUCT

The Company’s code of conduct is grounded in the principle that
all business activities should uphold professionalism, honesty,
and integrity, thereby bolstering the Company’s reputation. The
Code mandates lawful and ethical conduct in all aspects of the
Company’s operations and interactions. The Company’s Policy
on Code of Conduct can be accessed on the Company’s website
at www.mallcom.in, located under the ''Codes & Policies’ section.

COMMITTEES OF THE BOARD OF DIRECTORS

The Board has Four Committees that have been mandatorily
constituted in compliance with the requirements of the
Companies Act, 2013 and the Listings Regulations. The Board
has adopted charters setting forth the roles and responsibilities
of each of the Committees. The Board has constituted following
Committees to deal with matters and to monitor activities falling
within their respective terms of reference: As on 31^st March 2025,
the following 4 (Four) committees are as follows:

1. Audit Committee,

2. Nomination and Remuneration Committee,

3. Corporate Social Responsibility Committee and

4. Stakeholders Relationship Committee.

A detailed note on the composition of the Board and its
committees, including its terms of reference, is provided in the
Corporate Governance Report. The composition and terms
of reference of all the Committee(s) of the Board of Directors
of the Company is in line with the provisions of the Act and
Listing Regulations.

During the year, all recommendations made by the committees
were approved by the Board.

ANNUAL RETURN

In terms of provisions of Section 92(3) read with Section 134(3)
(a) of the Act, the draft Annual Return as on 31^st March 2025 is
available on the website of the Company at www.mallcom.in.

STATUTORY AUDITORS

The Report given by M/s. S. K. Singhania& Co, Chartered
Accountants, on the financial statements of the Company for the
financial year 2024-25 forms part of this Annual Report. There is
no qualification, reservation or adverse remark or disclaimer in
their Report. During the year under review, the Auditors did not
report any matter under Section 143 (12) of the Act.

DISCLOSURE ON MAINTENANCE OF COST
RECORDS

The Company made and maintained the Cost Records under
Section 148 of the Companies Act, 2013 for the Financial Year
2024-25.

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Companies Act,
2013 read with the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 and Regulation 24A of SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015, the Company had appointed M/s. Rakhi Dasgupta &
Associates, Company Secretaries in practice to undertake
the Secretarial Audit of the Company for the financial year
2024-25. The Secretarial Audit report forms part of this Report as
Annexure - B. The Secretarial Audit Report does not contain any
qualifications, reservation, and adverse remark.

A Secretarial Compliance Report for the financial year ended 31^st
March 2025 on compliance of all applicable SEBI Regulations
and circulars/ guidelines issued thereunder, was obtained from
M/s. Rakhi Dasgupta& Associates, Secretarial Auditors, and duly
submitted to the stock exchanges.

PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS BY THE COMPANY

The Particulars of Loans, Guarantees and Investments covered
under the provisions of Section 186 of the Companies Act, 2013
and Schedule V of the Securities and Exchange Board of India
(Listing Obligation and Disclosure Requirements] Regulation,
2015 are given in the notes to the Financial Statements.

RELATED PARTY TRANSACTIONS

All transactions entered with Related Parties for the year under
review were on arm’s length basis and in the ordinary course
of business and the provision of Section 188 of the Companies
Act, 2013 and the Rules made thereunder are not attracted.
Thus, disclosure in form AOC - 2 in terms of Section 131 of the
Companies Act, 2013, is not required. Further, there are no
material related party transactions during the year under review
with the Promoters, Directors, or Key Managerial Personnel. The
Company’s policy on Related Party Transaction is available on the
website of the Company at www.mallcom.in under the “Codes &
Policies” tab.

The details of related party disclosure under the relevant
accounting standard form part of the notes to the financial
statement provided in the Annual Report.

DEPOSIT

During the financial year under review, the company did not accept
any deposit covered under Section 73 of the Companies Act,
2013 read with Companies (Acceptance of Deposits) Rules, 2014.

CORPORATE SOCIAL RESPONSIBILITY

The Company had a net CSR obligation of H90.78 lakhs for the
financial year 2024-25 and spent H91.84 lakhs towards it during
the year. Additionally H87.13 lakhs was spent towards CSR shortfall
from previous years, totaling H178.97 lakhs. There was no unspent
amount as of 31 March 2025. The excess CSR expenditure of
H1.06 lakhs is eligible for set-off in the three succeeding financial
years. A summary of the CSR Policy and initiatives is provided in
Annexure - C, as per the Companies (CSR Policy) Rules, 2014.

The CSR Policy is available on the Company’s website at: www.
mallcom.in.

For further details pertaining to the CSR Committee, including its
composition and meetings held during the year, please refer to the
Corporate Governance Report, which forms an integral part of
this Annual Report.

MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

The Management’s Discussion and Analysis forms part of this
annual report and is annexed to this Report.

CORPORATE GOVERNANCE

The Company is committed to adopting good corporate
governance practices. The report on Corporate Governance
for the financial year ended March 31^st, 2025, as per Regulation
34(3) read with Schedule V of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 forms a part of this
Annual Report. The requisite Certificate from Practicing Company
Secretary for confirming the compliance with the conditions of
Corporate Governance is annexed to the Report.

RISK MANAGEMENT

Risk Management is a fundamental component of our corporate
strategy complementing our organizational capabilities with
business opportunities through robust planning and execution.
Our structured risk management system enables calibrated risk¬
taking, providing a comprehensive view of our business. Risks are
identified in a structured manner using a top-down to bottom-up
approach. A crucial element of sustainable value creation is our
ability to manage risks effectively and our willingness to undertake
them. In accordance with new regulatory requirements, we have
developed a Risk Management Policy to identify key risk areas,
monitor compliance, and assess effectiveness. We consistently
take appropriate actions as per this Policy to mitigate the
adverse impacts of various risks that could potentially affect our
performance. The Risk management policy of the company may
be accessed on the company’s website, www.mallcom.in, under
the “Codes & Policies” tab.

ADEQUACY OF INTERNAL FINANCIAL

CONTROLS WITH REFERENCE TO THE

FINANCIAL STATEMENTS

The Company has robust Internal Financial Controls Systems
in place commensurate with the size and nature of its business,
which facilitates orderly and efficient conduct of its business
including adherence to Company’s policies, safeguarding
of its assets, prevention and detection of frauds and errors,
accuracy and completeness of the accounting records and
timely preparation of reliable financial information. The internal
control system ensures compliance with all applicable laws and
regulations and facilitates the optimum utilization of available
resources and protects the interests of all stakeholders. The
internal control systems are monitored and evaluated by the
internal auditors and their audit reports are reviewed by the
Audit Committee of the Board at periodic intervals. The details
of the internal control system and adequacy are covered in the
Management Discussion and Analysis Report.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

In compliance with the provisions of Section 177(9) of the Act and
SEBI Listing Regulations, the Company has framed a Whistle
Blower Policy / Vigil Mechanism for Directors, employees, and
stakeholders for reporting genuine concerns about any instance
of any irregularity, unethical practice and/or misconduct. Besides,
as per the requirement of Clause 6 of Regulation 9A of SEBI
(Prohibition of Insider Trading) Regulations as amended by SEBI
(Prohibition of Insider Trading) (Amendment) Regulations, 2018,
the Company ensures to make employees aware of such Whistle
Blower Policy to report instances of leak of unpublished price
sensitive information. The Vigil Mechanism provides adequate
safeguards against victimization of Directors or employees or
any other person who avails the mechanism and provides direct
access to the Chairperson of the Audit Committee. The Whistle
Blower Policy may be accessed on the Company’s website www.
mallcom.in under the “Codes & Policies” tab.

HUMAN RESOURCES

The Company firmly believes that the quality of its employees
is fundamental to its success. Accordingly, it is dedicated
to providing them with the skills necessary to adapt to
technological advancements.

Throughout the year, the Company maintained positive industrial
relations with its workforce. Human Resource Development
initiatives were a major focus, with significant efforts directed
towards training and skill enhancement to prepare employees for
the complexities of the evolving work environment. The Company
regularly conducts workshops and seminars designed to foster
a harmonious work culture, uphold ethical standards, and drive
exceptional performance. Details pursuant to the provisions of
Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of
the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, are provided in Annexure E.

CREDIT RATING

During the year under review, ICRA Limited reaffirmed the
Company’s long-term rating of [ICRA]A (Stable) for its fund-
based working capital bank facilities.

DISCLOSURE UNDER THE SEXUAL
HARRASMENT OF WOMEN AT WORKPALCE
(PREVENTION, PROHIBITION AND REDRESSAL),
ACT, 2013.

At Your Company, we believe that every employee deserves to
work in a safe, respectful, and supportive environment. We aim
to build a workplace where our values are reflected in everyday
actions and where everyone feels welcomed and respected.

We are committed to preventing any form of sexual harassment
at the workplace. Employees are made aware of what sexual
harassment means and what steps they can take if they face or
witness such behavior. To support this, we have a clear policy in
place that explains how someone can report a concern and how
it will be handled.

An Internal Committee has been constituted in accordance with
the provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the Rules
framed thereunder. This Committee is responsible for addressing
any complaints received and ensures that all matters are handled
in a fair, impartial, and confidential manner.

As per the requirement of the Act, the Company has in place
a policy on prevention of sexual harassment of women which
provides for the protection of women employees at the workplace
and for prevention and redressal of complaints. The Policy may
be accessed on the Company’s website www.mallcom.in under
the “Codes & Policies” tab. Throughout the year, no complaints
were reported.

During the financial year 2024-25, no complaints pertaining
to sexual harassment were received. As part of its ongoing
commitment to a safe and inclusive workplace, the Company
conducted training sessions during the year to enhance employee
awareness and understanding of workplace harassment,
and to reinforce the importance of fostering a respectful
work environment.

In recognition of its employee-centric culture and practices, the
Company was also awarded the ''Great Place to Work’ certification
during FY 2024-25 — a significant achievement earned on its very
first attempt.

Details of Sexual Harassment Complaints (FY 2024¬
2025):

Particulars	Number of Complaints
Number of sexual harassment complaints received during the year	Nil
Number of sexual harassment complaints disposed of during the year	Nil
Number of cases pending for more than 90 days	Nil

STATEMENT ON COMPLIANCE WITH THE
MATERNITY BENEFIT ACT, 1961

The Company confirms that it complies with all provisions of the
Maternity Benefit Act, 1961. All eligible women employees are
provided maternity benefits as per the law.

CONSERVATION OF ENERGY, TECHNOLOGY
ASORPTION AND FOREIGN EXCHANGE

The information on conservation of energy technology absorption
and foreign exchange earnings and outgo stipulated under
Section 134(3)(m) of the Companies Act, 2013 read with Rule 8
of the Companies (Accounts] Rules, 2014, is annexed herewith as
Annexure — F.

SIGNIFICANT AND MATERIAL ORDER PASSED BY
THE REGULATORS OR COURTS OR TRIBUNALS
IMPACTING THE GOING CONCERN STATUS AND
COMPANY’S OPERATION IN FUTURE

There were no significant and material orders passed by the
Regulators or Courts or Tribunals during the year impacting the
going concern status and the operations of the Company in future.

LISTING

The equity shares of the Company continue to be listed at the
Bombay Stock Exchange (BSE) and National Stock Exchange
(NSE). The Company has paid the requisite listing fees to all the
Stock Exchanges for FY 2024-25.

GREEN INITIATIVES

As a responsible corporate citizen, the Company supports the
''Green Initiative’ undertaken by the Ministry of Corporate Affairs,
Government of India, enabling electronic delivery of documents
including the Annual Report etc. to Shareholders at their e-mail
address previously registered with the DPs and RTAs. To support
the ''Green Initiative’, Members who have not registered their email
addresses are requested to register the same with the Company’s
Registrar and Share Transfer Agent/Depositories for receiving all
communications, including Annual Report, Notices, Circulars, etc.,
from the Company electronically. Pursuant to the MCA Circulars
and SEBI Circulars, copies of the Notice of the 41^st AGM and the
Annual Report of the Company for the financial year ended 31^st
March 2025 including therein the Audited Financial Statements for
the year 2024-2025, are being sent only by email to the Members.

ACKNOWLEDGEMENT

Your Directors would like to sincerely thank all the dealers, agents,
suppliers, investors, bankers, and other business partners for
their continued support, cooperation, and valuable guidance.
They also thank the various departments of the State and
Central Governments for their ongoing support to the Company.
The trust and belief shown in the Company’s management is
truly appreciated.

Your Directors also thank all employees for their hard work,
dedication, and valuable contributions. Every member of the
Mallcom family plays an important role in the Company’s growth,
and their efforts are deeply valued.

For and behalf of the Board

Sd/- Sd/-

Ajay Kumar Mall Giriraj Mall

Date: August 4, 2025 Chairman, Managing Director & CEO Executive Director

Place: Kolkata DIN: 00470184 DIN: 01043022

---

Mar 31, 2024

Your directors are pleased to present the Fortieth Annual Report on the business and operation of the Company together with an Audited Statement of Accounts for the year ending March 31^st, 2024.

FINANCIAL HIGHLIGHTS Particulars	Consolidated		(H in Lakhs) Standalone
	31.03.2024	31.03.2023	31.03.2024	31.03.2023
Total Revenue	42,485.06	41,370.08	40,983.58	40,742.16
Profit Before Tax (PBT)	4,970.16	5,090.40	4,837.73	4,910.67
Provision for Tax	1,338.58	1,396.69	1,294.42	1,244.98
Profit After Tax (PAT)	3,631.58	3,693.71	3,543.31	3,665.69
Other Comprehensive Income (Net of Tax)	(15.99)	7.90	3.64	7.90
Total Comprehensive Income for the period	3,615.59	3,701.61	3,546.95	3,673.49
Appropriations
Transfer to General Reserve	3,350.00	3,525.00	3,350.00	3,525.00
Dividend Distributed	187.20	187.20	187.20	187.20
Surplus carried to the next year''s account	606.99	528.59	233.26	223.51

OVERVIEW OF COMPANY PERFORMANCE

During the financial year 2023-24:

• The Standalone Revenue of the Company increased to H 40,983.58 Lakhs from H 40,742.16 Lakhs registering a growth of 0.59% over previous year.

• The Consolidated Revenue of the company increased to H 42,485.06 Lakhs from H 41,370.08 Lakhs registering a growth of 2.70% over previous year.

• The Standalone and Consolidated profit after tax for the current year was H 3,543.31 Lakhs and H 3,631.58 Lakhs respectively as against H 3,665.69 Lakhs and H 3,693.71 Lakhs respectively for the previous year.

SHARE CAPITAL

The paid-up Equity Share Capital as at March 31^st, 2024 was H 624.00 Lakh. During the year under review, the Company has not issued shares with differential voting rights nor has granted any stock options or sweat equity.

TRANSFER TO RESERVE

The Company has transferred an amount of H 3350.00 Lakh to the General Reserve for the financial year ended March 31^st, 2024.

DIVIDEND

The Board of Directors at their meeting held on 28^th May 2024, has recommended payment of H 3/- (Rupees Three only) (30%) per equity share of the face value of H10/- (Rupees Ten only) each as final dividend for the financial year ended 31^st March 2024. The payment of the final dividend is subject

to the approval of the shareholders at the ensuing Annual General Meeting (AGM) of the Company. The dividend, if approved by the shareholders at the ensuing Annual General Meeting shall be paid to those shareholders whose names appear in the Register of Members as on Book Closure Date.

Total dividend of 30% for the financial year 2023-2024 would absorb H 187.20 Lakhs.

In view of the changes made under the Income-tax Act, 1961, by the Finance Act, 2020, dividends paid or distributed by the Company shall be taxable in the hands of the Shareholders. The Company shall, accordingly, make the payment of the final dividend after deduction of tax at source.

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND

Pursuant to the provision of Section 124(5) of the Companies Act, 2013, dividend which remains unpaid or unclaimed for a period of seven years from the date of its transfer to unpaid/ unclaimed dividend account is required to be transferred by the Company to Investor Education and Protection Fund (IEPF), established by the Central Government under the provisions of Section 125 of Companies Act, 2013.

Pursuant to the provisions of Section 124(5) of the Companies Act, 2013, your Company has transferred H 38,804/- during the year to the Investor Education and Protection Fund. This amount was lying unclaimed/ unpaid with the Company for a period of 7 (Seven) years after declaration of Final Dividend for the Financial Year ended 2015-16.

Mr. Ajay Kumar Mall, Managing Director, has been designated as the Nodal Officer for IEPF-related matters

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY.

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which these financial statements relate and the date of this Report.

CHANGE IN NATURE OF BUSINESS

There has been no change in the nature of business of the company. Your Company continues to be one of the leading Personal Protective Equipment Manufacturer in the country.

SUBSIDIARY COMPANIES

The Company has two wholly owned subsidiaries, namely Mallcom VSFT Gloves Pvt. Ltd. (MVSFT), and Mallcom Safety Pvt. Ltd. (MSPL). The Company regularly monitors the performance of these companies.

The Consolidated Profit and Loss Account for the period ended 31^st March 2024, includes the Profit and Loss Account for the subsidiaries for the complete Financial Year ended 31^st March 2024.

The Consolidated Financial Statements of the Company including all subsidiaries duly audited by the statutory auditors are presented in the Annual Report. The consolidated financial statements have been prepared in strict compliance with applicable Indian Accounting Standards and wherever applicable, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as prescribed by the Securities and Exchange Board of India.

A Report on Performance and Financial Position of each of the Subsidiaries in Form AOC—1, is annexed herewith as Annexure - A of this report. The annual accounts of the subsidiary companies and the related detailed information shall be made available to Shareholders of the Company upon request, and it shall also be made available on the website of the Company at www.mallcom.in.

The policy for determining material subsidiaries as approved may be accessed from the Company website at www.mallcom. in. under the "Codes & Policies” tab.

DIRECTORS AND KEY MANAGERIAL PERSONNEL Directors

The board of directors of our company is duly constituted and adheres to all requirements stipulated by the applicable laws, listing regulations, and provisions outlined in the Articles of Association. The composition of our board reflects the requisite diversity, wisdom, expertise, and experience necessary to effectively oversee and guide the operations of our company, aligned with its scale and strategic objectives

Retirement by Rotation

Mr. Arindam Bose (DIN: 05202786), retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment in accordance with the provisions

of Section 152(6) and other applicable provisions of the Companies Act, 2013.

Appointment of Directors

Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors at its Meeting held on July 26, 2024, inter alia, considered and approved, the appointment of:

1. Ms. Mayuri Kaustubh Dhavale (DIN: 02960956) as an Additional Director (Independent and Non-Executive) of the Company with effect from 26 July, 2024 to hold office up to the date of the ensuing Annual General Meeting of the Company and subject to approval of the Members at the said Annual General Meeting, to hold office as an Independent Director for a term of 5 (five) consecutive years commencing from 26^th July , 2024 to 25^th July, 2029 (both days inclusive);

2. Ms. Srishty Mehra (DIN: 01268588) as an Additional Director (Independent and Non-Executive) of the Company with effect from 26 July, 2024 to hold office up to the date of the ensuing Annual General Meeting of the Company and subject to approval of the Members at the said Annual General Meeting, to hold office as an Independent Director for a term of 5 (five) consecutive years commencing from 26^th July , 2024 to 25^th July, 2029 (both days inclusive).

Key Managerial Personnel

Cessation of Ms. Anushree Biswas (ACS: 40821) as Company Secretary and Compliance Officer of the Company with effect from the close of business hours on April 21, 2023.

Cessation of Mrs. Shalini Ojha (ACS: 48483) as Company Secretary cum Compliance Officer of the Company with effect from the close of business hours on January 20, 2024.

Appointment of Mr. Gaurav Raj (ACS: 71866) as Company Secretary & Compliance Officer of the Company with effect from February 12, 2024.

Non-Disqualification of Directors

The Company has received declarations from each of the Independent directors pursuant to Section 149(7) of the Companies Act, 2013, confirming their compliance with the criteria for independence as stipulated in Section 149(6) of the Companies Act, 2013 and Regulation 16( 1 )(b) of the Listing Regulations.

The Board is of the view that the Independent Directors of the Company possess the necessary qualifications, experience, and expertise in the domains of finance, people management, strategy, auditing, tax and risk advisory services, banking, financial services, and investments. Furthermore, they adhere to the highest standards of integrity.

The Independent Directors of the Company have registered themselves with the Indian Institute of Corporate Affairs, (''IICA'') as required under Rule 6 of Companies (Appointment and Qualification of Directors) Rules, 2014.

A Certificate of Non-Disqualification of Directors, pursuant to Regulation 34(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 obtained from M/s. Rakhi Dasgupta and Associates, Practicing Company Secretaries has been annexed as Annexure - D of this report.

DIRECTORS'' RESPOSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:

a) In the preparation of the annual accounts for the year ended March 31^st, 2024, the applicable accounting standards have 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 so as 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 of the company for the year.

c) 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) They have prepared the annual accounts on a going concern basis.

e) They have laid down internal financial controls to be followed by the company that are adequate and were operating effectively.

f) They have devised proper systems to ensure compliance with the provisions of the applicable laws and these are adequate and are operating effectively.

COMMITTEES OF THE BOARD

Currently, the Board has four committees: Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee and Corporate Social Responsibility Committee. A detailed note on the composition of the Board and its committees is provided in the Corporate Governance Report section of this Report.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

During the year under review, 6 (Six) meetings of the Board of Directors were held. The details of the meetings of the Board of Directors of the Company held and attended by the Directors during the financial year 2023-24 are given in the Corporate Governance Report which forms part of this Annual Report.

The maximum interval between any two meetings did not exceed 120 days, as prescribed by the Act.

The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings.

COMPANY''S POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION

The Board of Directors in consonance with the recommendation of the Nomination and Remuneration Committee (NRC) has adopted a term of reference which, inter alia, deals with the manner of selection of Director and Key Managerial Personnel of the Company. The NRC recommends appointment of Director, Chief Executive Officer and Manager based on their qualifications, expertise, positive attributes, and independence in accordance with prescribed provisions of the Companies Act, 2013 and rules framed there under. The NRC is responsible for identifying and recommending persons who are qualified to become directors or part of senior management of the Company. Remuneration Policy for the members of the Board and Executive Management has been framed, the said policies earmark the principles of remuneration and ensure a well-balanced and performance related compensation package considering shareholders'' interest, industry practices and relevant corporate regulations in India. The Nomination and Remuneration Policy of the Company is available on the website of the Company at www. mallcom.in under the "Codes & Policies” tab.

ANNUAL EVALUATION OF BOARD, ITS COMMITTEES, AND INDIVIDUAL DIRECTORS

Annual evaluation of Board, its performance, Committees, and individual Directors pursuant to applicable provisions of the Companies Act, 2013 and applicable regulations of the Listing Regulations, was carried out.

The performance of the Board was evaluated after seeking input from all the Directors present in the meeting on the basis of criteria such as the board composition and structure, effectiveness of board processes, information, and functioning, etc.

The Board and Nomination & Remuneration Committee had evaluated / reviewed the performance of individual Directors on the basis of criteria such as the contribution of the individual Director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.

The Securities and Exchange Board of India vide circular SEBI / HO /CFD /CMD/ CIR/ 2017/004 dated January 05, 2017, issued a Guidance Note on Board Evaluation about various aspects involved in the Board Evaluation process to benefit all stakeholders. While evaluating the performance, the above guidance note was considered. Performance evaluation of Independent Directors was carried out by the entire board, excluding the Independent Director being evaluated.

A meeting of the Independent Director for the FY 2023-2024 was held on February 12, 2024, to review the performance of the Non-Independent Directors and performance of the Board as a whole, on the parameters of effectiveness and to assess the quality, quantity and timeliness of the flow of information between the Management and the Board.

The same was discussed in the board meeting that followed the meeting of the Independent Directors, at which the performance of the board, its committees, and individual Directors were also discussed. The Directors expressed their satisfaction with the evaluation process.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declarations from each Independent Director pursuant to Section 149(7) of the Companies Act, 2013, stating that he/she meets the criteria for independence as defined in Section 149(6) of the Act and Regulation 16(1) (b) read with Regulation 25(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Board of Directors has duly considered and taken note of these declarations following a comprehensive assessment of their accuracy and reliability

FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS

All Independent Directors are familiar with the operations and functioning of the Company. The details of the training and familiarization program are provided in the Corporate Governance Report.

CODE OF CONDUCT

The Company''s code of conduct is grounded in the principle that all business activities should uphold professionalism, honesty, and integrity, thereby bolstering the Company''s reputation. The Code mandates lawful and ethical conduct in all aspects of the Company''s operations and interactions. The Company''s Policy on Code of Conduct can be accessed on the Company''s website at www.mallcom.in, located under the ''Codes & Policies'' section.

COMMITTEES OF THE BOARD OF DIRECTORS

The Board has Four Committees that have been mandatorily constituted in compliance with the requirements of the Companies Act, 2013 and the Listings Regulations. The Board has adopted charters setting forth the roles and responsibilities of each of the Committees. The Board has constituted following Committees to deal with matters and to monitor activities falling within their respective terms of reference: As on 31^st March 2024, the following 4 (Four) committees are as follows:

1. Audit Committee,

2. Nomination and Remuneration Committee,

3. Corporate Social Responsibility Committee and

4. Stakeholders Relationship Committee.

A detailed note on the composition of the Board and its committees, including its terms of reference, is provided in the Corporate Governance Report. The composition and terms of reference of all the Committee(s) of the Board of Directors of the Company is in line with the provisions of the Act and Listing Regulations.

During the year, all recommendations made by the committees were approved by the Board.

ANNUAL RETURN

The Annual Return of the Company as on 31^st March 2024 in Form MGT-7 in accordance with Section 92(3) of the Act read with the Companies (Management and Administration) Rules, 2014, is available on the website of the Company www.mallcom.in.

STATUTORY AUDITORS

The Report given by M/s. S. K. Singhania& Co, Chartered Accountants, on the financial statements of the Company for the financial year 2023-24 forms part of this Annual Report. There is no qualification, reservation or adverse remark or disclaimer in their Report. During the year under review, the Auditors did not report any matter under Section 143 (12) of the Act.

DISCLOSURE ON MAINTENANCE OF COST RECORDS

The Company made and maintained the Cost Records under Section 148 of the Companies Act, 2013 for the Financial Year 2023-24.

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company had appointed M/s. Rakhi Dasgupta & Associates, Company Secretaries in practice to undertake the Secretarial Audit of the Company for the financial year 2023-24. The Secretarial Audit report forms part of this Report as Annexure - B. The Secretarial Audit Report does not contain any qualifications, reservation, and adverse remark.

A Secretarial Compliance Report for the financial year ended 31^st March 2024 on compliance of all applicable SEBI Regulations and circulars/ guidelines issued thereunder, was obtained from M/s. Rakhi Dasgupta& Associates, Secretarial Auditors, and duly submitted to the stock exchanges.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY THE COMPANY

The Particulars of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 and Schedule V of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements] Regulation, 2015 are given in the notes to the Financial Statements.

RELATED PARTY TRANSACTIONS

All transactions entered with Related Parties for the year under review were on arm''s length basis and in the ordinary course of business and the provision of Section 188 of the

Companies Act, 2013 and the Rules made thereunder are not attracted. Thus, disclosure in form A0C—2 in terms of Section 131 of the Companies Act, 2013, is not required. Further, there are no material related party transactions during the year under review with the Promoters, Directors, or Key Managerial Personnel. The Company''s policy on Related Party Transaction is available on the website of the Company at www.mallcom.in under the "Codes & Policies” tab.

The details of related party disclosure under the relevant accounting standard form part of the notes to the financial statement provided in the Annual Report.

DEPOSIT

During the financial year under review, the company did not accept any deposit covered under Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014.

CORPORATE SOCIAL RESPONSIBILITY

In pursuance of the CSR obligation for the financial year 2023-2024, the company incurred CSR expenditures of H 15.71 lakh. The CSR initiatives of the Company were focused on key priorities including Livelihood enhancement projects, education promotion, poverty alleviation, Employment enhancing vocational skills and the promotion of Olympic sports alongside the training of sportspersons. The CSR Policy of the Company is available on the website of the Company under the heading "Codes & Policies" at www.mallcom.in.

The Company''s CSR statement and report on the CSR activities undertaken during the financial year ended 31^st March 2024, in accordance with Section 135 of the Act and Companies (Corporate Social Responsibility Policy) Rules, 2014 is set out in Annexure - C to this report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management''s Discussion and Analysis forms part of this annual report and is annexed to this Report.

CORPORATE GOVERNANCE

The Company is committed to adopting good corporate governance practices. The report on Corporate Governance for the financial year ended March 31^st, 2024, as per Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms a part of this Annual Report. The requisite Certificate from Practicing Company Secretary for confirming the compliance with the conditions of Corporate Governance is annexed to the Report.

RISK MANAGEMENT

Risk Management is a fundamental component of our corporate strategy, complementing our organizational capabilities with business opportunities through robust planning and execution. Our structured risk management system enables calibrated risk-taking, providing a

comprehensive view of our business. Risks are identified in a structured manner using a top-down to bottom-up approach. A crucial element of sustainable value creation is our ability to manage risks effectively and our willingness to undertake them. In accordance with new regulatory requirements, we have developed a Risk Management Policy to identify key risk areas, monitor compliance, and assess effectiveness. We consistently take appropriate actions as per this Policy to mitigate the adverse impacts of various risks that could potentially affect our performance. The Risk management policy of the company may be accessed on the company''s website, www.mallcom.in. under the "Codes & Policies" tab.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Company has robust Internal Financial Controls Systems in place commensurate with the size and nature of its business, which facilitates orderly and efficient conduct of its business including adherence to Company''s policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records and timely preparation of reliable financial information. The internal control system ensures compliance with all applicable laws and regulations and facilitates the optimum utilization of available resources and protects the interests of all stakeholders. The internal control systems are monitored and evaluated by the internal auditors and their audit reports are reviewed by the Audit Committee of the Board at periodic intervals. The details of the internal control system and adequacy are covered in the Management Discussion and Analysis Report.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

In compliance with the provisions of Section 177(9) of the Act and SEBI Listing Regulations, the Company has framed a Whistle Blower Policy / Vigil Mechanism for Directors, employees, and stakeholders for reporting genuine concerns about any instance of any irregularity, unethical practice and/ or misconduct. Besides, as per the requirement of Clause 6 of Regulation 9A of SEBI (Prohibition of Insider Trading) Regulations as amended by SEBI (Prohibition of Insider Trading) (Amendment) Regulations, 2018, the Company ensures to make employees aware of such Whistle Blower Policy to report instances of leak of unpublished price sensitive information. The Vigil Mechanism provides adequate safeguards against victimization of Directors or employees or any other person who avails the mechanism and provides direct access to the Chairperson of the Audit Committee. The Whistle Blower Policy may be accessed on the Company''s website www.mallcom.in under the "Codes & Policies" tab.

HUMAN RESOURCES

The Company firmly believes that the quality of its employees is fundamental to its success. Accordingly, it is dedicated to providing them with the skills necessary to adapt to technological advancements.

Throughout the year, the Company maintained positive industrial relations with its workforce. Human Resource Development initiatives were a major focus, with significant efforts directed towards training and skill enhancement to prepare employees for the complexities of the evolving work environment. The Company regularly conducts workshops and seminars designed to foster a harmonious work culture, uphold ethical standards, and drive exceptional performance. Details pursuant to the provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are provided in Annexure E.

CREDIT RATING

During the year under review, ICRA Limited reaffirmed the Company''s long-term rating of A for its Bank Facilities, with a Stable outlook on the long-term rating.

DISCLOSURE UNDER THE SEXUAL HARRASMENT OF WOMEN AT WORKPALCE (PREVENTION, PROHIBITION AND REDRESSAL), ACT, 2013.

As per the requirement of the Act, the Company has in place a policy on prevention of sexual harassment of women which provides for the protection of women employees at the workplace and for prevention and redressal of complaints. The Policy may be accessed on the Company''s website www. mallcom.in under the "Codes & Policies” tab. Throughout the year, no complaints were reported.

CONSERVATION OF ENERGY, TECHNOLOGY ASORPTION AND FOREIGN EXCHANGE

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts] Rules, 2014, is annexed herewith as Annexure — F.

SIGNIFICANT AND MATERIAL ORDER PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY''S OPERATION IN FUTURE

There were no significant and material orders passed by the Regulators or Courts or Tribunals during the year impacting the going concern status and the operations of the Company in future.

LISTING

The equity shares of the Company continue to be listed at the Bombay Stock Exchange (BSE) and National Stock Exchange (NSE). The Company has paid the requisite listing fees to all the Stock Exchanges for FY 2023-24.

GREEN INITIATIVES

As a responsible corporate citizen, the Company supports the ''Green Initiative'' undertaken by the Ministry of Corporate Affairs, Government of India, enabling electronic delivery of documents including the Annual Report etc. to Shareholders at their e-mail address previously registered with the DPs and RTAs. To support the ''Green Initiative'', Members who have not registered their email addresses are requested to register the same with the Company''s Registrar and Share Transfer Agent/Depositories for receiving all communications, including Annual Report, Notices, Circulars, etc., from the Company electronically. Pursuant to the MCA Circulars and SEBI Circulars, copies of the Notice of the 40^th AGM and the Annual Report of the Company for the financial year ended 31^st March 2024 including therein the Audited Financial Statements for the year 2023-2024, are being sent only by email to the Members.

ACKNOWLEDGEMENT

Your directors gratefully acknowledge the support, cooperation, and valuable guidance extended by the dealers, agents, suppliers, investors, bankers and other associates. Their trust in the management is deeply appreciated.

Your directors also express sincere appreciation to employees at all levels for their hard work, dedication, and ongoing contributions to the Company

---

Mar 31, 2018

Dear Members,

The Directors are pleased to present the Thirty-Fourth Annual Report on the business and operation of the Company together with Audited Statement of Accounts for the year ending March 31st, 2018.

(Rs. in Lakhs)

Particulars	Consolidated		Standalone
	March 31, 2018	March 31, 2017	March 31, 2018	March 31, 2017
Total Revenue	24,876.52	25,911.49	24,910.98	26,110.96
Profit Before Tax (PBT)	1,354.11	1,516.09	1,496.48	1,405.22
Provision for Tax	509.60	525.16	513.99	476.94
Profit After Tax (PAT]	844.54	1,007.67	982.49	928.28
Other Compreensive Income (Net of Tax)	3.07	4.34	3.07	4.34
Total Comprehensive Income for the period	847.59	1,011.84	985.56	932.62
Balance brought forward from previous year	(392.15)	(473.78)	10.31	7.90
Profit available for Appropriations	842.50	1,011.84	982.49	932.62
Appropriations
Transfer to General Reserve	825.00	780.00	825.00	780.00
Proposed Dividend	-	124.80	-	124.80
Tax on Proposed Dividend	-	25.41	-	25.41
Surplus carried to the next year''s account	(374.65)	(392.15)	165.76	10.31

The above figures are extracted from financial statements as per Ind AS, the company has followed the guidance as prescribed in Ind AS 101, first time adoption w.e.f. 01.04.2017 as the transition date and IGAAP as the previous GAAP

OVERVIEW OF COMPANY PERFORMANCE

Over the last couple of years Mallcom has shifted its focus to improve its profitability, introduce newer and better products in the market, and build a universal brand for superior quality products.

During the year under consideration, the company with its continuing focus on strengthening its front end operations, has achieved standalone income of Rs. 24,910.98 Lakhs and profit after tax of Rs.982.49 Lakhs as against Rs.26,110.96 Lakhs and v 928.28 Lakhs respectively for the previous year. The Consolidated Income and Profit after tax of the company for the year '' 24,876.52 Lakhs and Rs.844.54 Lakhs as against v 25,911.49 Lakhs and Rs.1,007.67 Lakhs respectively for the previous year

SHARE CAPITAL

The paid up Equity Share Capital as at March 31st 2018 was Rs.624.00 Lakhs. During the year under review, the Company has not issued shares with differential voting rights nor has granted any stock options or sweat equity.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY.

There have been no material changes and commitments, if any, affecting the financial position of the Company which has occurred between the end of the financial year of the Company to which the financial relate.

CHANGE IN NATURE OF BUSINESS

There has been no change in the nature of business of the company. Mallcom continues to be one of the leading Personal Protective Equipment company in the country.

DIVIDEND

Your Board has recommended dividend of Rs.2.00 per share for the financial year ended March 31st, 2018 as against Rs.2.00 per share (i.e. 20% on an equity share of Rs.10/- each) for the previous financial year ended March 31st, 2017. The dividend if approved by the shareholders at the ensuing annual general meeting shall be paid to those shareholders, whose name appear in the register of members as on book closure date. Total dividend of 20% for the year 2017-18 would absorbed Rs.124.80 Lakhs exclusive of dividend tax.

TRANSFER TO RESERVE

During the year under review, your Company has transferred an amount of Rs.825.00 Lakh to the General Reserves for the financial years ended on 31st March, 2018

TRANSFER OF UNPAID AND UNCLAIMED AMOUNT TO IEPF

Pursuant to the provision of Section 124(5) of the Companies Act, 2013, dividend which remains unpaid or unclaimed for a period of seven years from the date of its transfer to unpaid dividend/unclaimed amount is required to be transferred by the Company to Investor Education and Protection Fund (IEPF), established by the Central Government under the provisions of Section 125 of Companies Act, 2013.

During the year under review the unclaimed dividend for the financial year 2009-10 has been transferred to IEPF within its respective due date.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management''s Discussion and Analysis forms part of this annual report and is annexed to this Report.

CORPORATE GOVERNANCE

The Company is committed to adopt good corporate governance practices. The report on Corporate Governance for the financial year ended March 31st 2018, as per Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms a part of this Annual Report. The requisite Certificate for confirming the compliance with the conditions of Corporate Governance is annexed to this Report.

SUBSIDIARY COMPANIES

The Company has two subsidiary companies namely Mallcom VSFT Gloves Pvt. Ltd. and Mallcom Safety Pvt. Ltd. The Company regularly monitors the performance of such companies. The Company shall make available the annual accounts of the subsidiary companies to any member of the Company who may be interested in obtaining the same.

The annual accounts of the subsidiary companies will also be kept open for inspection at the registered office of the Company. Further, the annual accounts of the subsidiaries are also available on the website of the Company www.mallcom.in. The consolidated financial statement presented by the Company includes the financial results of its subsidiary companies.

Pursuant to the provision of Section 129(3] of the Companies Act, 2013, a statement containing salient features of financial statement of the aforesaid Subsidiaries, in Form AOC —1, is annexed herewith as Annexure - A of this report.

The policy for determining material subsidiaries as approved may be accessed from the Company website at the www.mallcom.in.

EXTRACT OF ANNUAL RETURN

An extract of Annual Return in Form MGT— 9 in compliance with Section 92 of the Companies Act, 2013 read with applicable Rules made there under is annexed herewith as Annexure—B. The extract of Annual Return may be accessed from the Company website at the www.mallcom.in.

AUDITORS

STATUTORY AUDITORS

Pursuant to Section 139 of the Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014 the members of the Company in its 32^nd Annual General Meeting approved the appointment of M/s. S. K. Singhania & Co, Chartered Accountants (Firm Registration No. 302206E), as the Statutory Auditors of the Company to hold office until the conclusion of 36^th AGM of the Company.

The Report given by M/s. S. K. Singhania & Co, Chartered Accountants on the financial statements of the Company for the year 2018 is forming part of this Annual Report. There has been no qualification, reservation or adverse remark or disclaimer in their Report. During the year under review, the Auditors had not reported any matter under Section 143 (12) of the Act, therefore no detail is required to be disclosed under Section 134 (3)(ca) of the Act.

The Auditors'' Report does not contain any qualification, reservation or adverse remark.

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies [Appointment and Remuneration of Managerial Personnel] Rules, 2014, the Board had appointed Ms. Anju Agarwal, Practicising Company Secretary to undertake the Secretarial Audit of the Company for the financial year 2017- 18. The Secretarial Audit report is given as Annexure - C forming part of this Report.

The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

CORPORATE SOCIAL RESPONSIBILITY

Pursuant to Section 135 of Companies Act, 2013 read with rules made there under, the directors of Mallcom have constituted a Corporate Social Responsibility Committee. As part of its initiative under Corporate Social Responsibility the company has contributed for the purpose of scheme as provided in CSR Policy.

The CSR Policy may be accessed on the Company website at www.mallcom.in and further details about the initiatives taken by the Company on CSR during the year under review have been appended in Annexure D to this Report.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has a Whistle Blower Policy to report genuine concerns or grievances. The Whistle Blower Policy has been posted on the website of the Company www.mallcom.in.

RISK MANAGEMENT

Risk Management has always been an integral part of the corporate strategy which complements the organizations capabilities with business opportunities, robust planning and execution. A key factor in sustainable value is the risk that the company is willing to take and its ability to manage them effectively. In line with new regulatory requirements, the Company has formally framed a Risk Management Policy to identify the key risk areas, monitor and report compliance and effectiveness Appropriate actions pursuant to the Policy from time to time are taken to mitigate adverse impact of various Risks which may adversely affect the performance of the Company.

COMPANY''S POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

The Board of Directors in consonance with the recommendation of Nomination and Remuneration Committee (NRC] has adopted a terms of reference which, interalia, deals with the manner of selection of Director and the Key Managerial Personnel of the Company. The NRC recommends appointment of Director, Chief Executive Officer and Manager based on their qualifications, expertise, positive attributes and independence in accordance with prescribed provisions of the Companies Act, 2013 and rules framed there under. The NRC is responsible for identifying and recommending persons who are qualified to become directors or part of senior management of the Company. Remuneration Policy for the members of the Board and Executive Management has been framed, the said policies earmark the principles of remuneration and ensure a well balanced and performance related compensation package taking into account shareholders'' interest, industry practices and relevant corporate regulations in India.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with the provisions of Section 152 of the Companies Act, 2013 read with the Articles of Association of the company, Ajay Kumar Mall (DIN: 00470184), Director of the company retires by rotation at the forthcoming Annual General Meeting and being eligible offers himself for re-appointment. The Board recommend his re-appointment for the consideration of the Members of the Company at the ensuing Annual General Meeting. All Independent directors have given declaration that they meet the criteria of independence as laid down under section 149(6) of the Companies Act, 2013 and Regulation 16(b) of SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015. During the year under review, there is no change in the Board of Directors of the Company.

CODE OF CONDUCT

The Company''s Code of Conduct is based on the principle that business should be conducted in a professional manner with honesty and integrity and thereby enhancing the reputation of the Company. The Code ensures lawful and ethical conduct in all affairs and dealings of the Company.

BOARD EVALUATION

As per the provisions of the Companies Act, 2013 and SEBI (Listing Obligation and Disclosure Requirements] Regulations 2015, the formal annual evaluation was carried out for the Board''s own performance, its committee & Individual directors. The manner and detail in which evaluation was carried out is stated in the Corporate Governance Report which is annexed and forms a part of this report.

MEETINGS

The Board met four times during the year, the details of which are given in the Corporate Governance Report. The intervening gap between the Meeting was within the period prescribed under the Companies Act, 2013 and the SEBI (Listing Obligation and Disclosure Requirements] Regulation, 2015.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY THE COMPANY

The Particulars of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 and Schedule V of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements] Regulation, 2015 are given in the notes to the Financial Statements.

RELATED PARTY TRANSACTIONS

AH transactions entered into with the Related Parties for the year under review were on arm''s length basis and in the ordinary course of business and the provision of Section 188 of the Companies Act, 2013 and the Rules made thereunder are not attracted. Thus, disclosure in form A0C—2 in terms of Section 131 of the Companies Act, 2013 is not required. Further, there are no material related party transactions during the year under review with the Promoters, Directors or Key Managerial Personnel.

The Company has formulated a policy on dealing with Related Party transaction. The Policy is disclosed on the website of the Company www.mallcom.in.

The details of related party disclosure from part of the notes to the financial statement provided in the annual report.

PARTICULARS OF EMPLOYEES

Your Company has no employee of the category as specified in Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Disclosure pertaining to remuneration and other details as required under Section 197 (12] of the Companies Act, 2013 read with Rules 5 (1] of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in Annexure — E.

CREDIT RATING

During the year under review, the ^ company has assigned Long "Term Debt Rating of Fitch "IND BIBB” with stable outlook and Short Term Rating of Fitch "IND A3 ” for its Working Capital Bank borrowings.

DISCLOSURE UNDER SECTION 22 OF THE SEXUAL HARRASMENT OF WOMEN AT WORKPALCE (PREVENTION, PROHIBITION AND REDRESSAL), ACT, 2013.

The Company''s policy on prevention of sexual harassment of women provides for the protection of women employees at the workplace and for prevention and redressal of such complaints. There were no complaints pending for the redressal at the beginning of the year and no complaints received during the financial year

DEPOSIT

During the financial year under review, the company did not accept any deposit covered under Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits] Rules, 2014.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The details of the internal control system and adequacy are covered in Management Discussion and Analysis Report.

DIRECTORS'' RESPOSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:

a) In the preparation of the annual accounts for the year ended March 31st 2018 the applicable accounting standards have 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 reason able and prudent so as 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 of the company for the year;

c) The directors 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) They have prepared the annual accounts on a going concern basis;

e) They have laid down internal financial controls to be followed by the company that are adequate and were operating effectively.

f) They have devised proper systems to ensure compliance with the provisions of the applicable laws and these are adequate and are operating effectively.

CONSERVATION OF ENERGY, TECHNOLOGY ASORPTION AND FOREIGN EXCHANGE

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3](m] of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts] Rules, 2014, is annexed herewith as Annexure — F.

SIGNIFICANT AND MATERIAL ORDER PASSED BY THE REGULATION

There were no significant and material order passed by the Regulators or Courts or Tribunal during the year impacting the going concern status and the operations of the Company in future.

ACKNOWLEDGEMENT

The Board wishes to place on record their sincere appreciation to all the employees of the organisation for their hard work, dedication, and commitment towards the company''s performance. Mallcom also wishes to place on record its gratitude for the valuable assistance and co—operation extended to the Company by the Central Government, State Governments, banks, institutions, investors and customers.

Date: May 30, 2018 For and on behalf of the Board

Place : Kolkata

Ajay Kumar Mall

Managing Director & CEO

(DIN:00470184)

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Mar 31, 2016

DEAR MEMBERS.

The Directors have pleasure in presenting before you Thirty-Second Annual Report of the Company together with Audited Statement of Accounts For the year ended March 31.2016

FINANCIAL RESULTS

Your Company''s performance during the year ended March 31. 2016 is summarized below:

(Rupees In Lakhs)

Gross Sales	27.567 19	26.490.71
Other Income	13.31	37.21
Total Revenue	27.535.50	26.527.92
Less&: Total Expenditure	26.393.78	25,653.46
Gross Profit (Before Depreciation & Finance Cost)	1839.68	1625.95
Less: Finance Cost	221.59	335.69
Depreciation	426.36	415. B0
Earnings before Tax (EBTI	1.191.73	374.46
Less: Income Tax ::
-Current	433.66	330.00
-Deferred	H 0,351	-
Income Tax for Earlier Years	-	18.05
Profit after Tax [PAT]	763 42	513.46
Add: Balance b/f from previous year	9.14	8.34
Balance available for appropriation	772.56	521.80
Dividend Recommended	124.80	93.60
Dividend Tax	25.41	19.05
Transfer to General Reserve	614.45	400.00
Profit & Loss Account balance carried lo Balance sheet	7.90	S.15
Key Ratios
Earnings per Share (Rs,)	13.23	6.23
Dividend per share (Rs.)	2-00	1.50
Current Ratio	1.21:1	1.18:1
Debt-Equity Ratio	O.0B:1	0.92:1

DIVIDEND

Your Directors are pleased to recommend dividend of Rs. 2.00 per share (20%) for the financial year ended March 31, 2016. The dividend if approved by the shareholders will be paid to all the equity shareholders, whose names appear in the Register of Members as on September 08, 2016. Total dividend of 20% For the year 2015-16 & would absorb Rs.150.21 Lakh inclusive of dividend tax.

In terms of the Companies Act. any unclaimed or unpaid Dividend relating to the financial year 2di ?-11. is due For remittance in August, 201& to the Investor Education and Protection Fund established by the Central Government.

PERFORMANCE OF THE COM PA MY

Due to the sluggish overseas demand and world economy facing recession or low growth the export sector as a whole was badly affected during the year under review registering negative growth, your company however despite all the odds was able to maiming the growth momentum and had registered 4% growth in Turnover. The Standalone Gross Income and profit! after tax of the company for the year was Rs 27.585.50 Lakh & Rs. 763.42 Lakh as against Rs. 26,527.92 Lakh & Rs.513.46 Lakh respectively for the previous year. The Consolidated Gross Income of the company for the year under review was Rs. 27.646..71 Lakh as against Rs.26.8S7.10 Lakh for the previous year resulting in a growth of 2.93% The Consolidated profit after tan. of the company, for the year was Rs. 938.44 Lakh as against Rs.678.44 Lakh for the previous year.

The Increase m profitability was mainly due lo various cost cutting measures undertaken along with reduced finance cost, belter working capital management and enhanced liquidity.

FINANCIAL POSITION Share -Capital

The subscribed, issued and paid-up capital of the company remained al 62,40,000 equity shares of Rs.10/- each implying a fully paid up capital of Rs.624.00 Lakh as on March 31. 2016.

Reserves and Surplus

The Reserve and surplus balance for the company during the fiscal under review has gone up from Rs. 4427 18 Lakh lo Rs. 5.040.39 Lakh with a further transfer of Rs. 614.45 Lakh to General Reserve.

Secured and Unsecured Loans:

The Company had a secured loan of Fs. 5.DD3.42 Lakh and there is no unsecured loan during the Fiscal 2016.

The Fixed Assets (Including Capital work-in-progress) as at March 31. 2015 were Rs. 3.075.53 Lakh as compared to Rs. 2,603.79 Lakh in the previous year.

Current Assets

The current assets of the Company as on March 31. 2016 were Rs. 10.574.36 Lakh as against Rs 10.536 98 Lakh in the previous year. Inventory Level was al Rs. 4,344.34 Lakh, which has increased by Rs. 612.-82 Lakh over previous year''s level of Rs. 4.331.52 Lakh. Debtors outstanding as on March 31. 2016 were Rs. 3,334.20 Lakh as against Rs, 2.874.02 Lakh for previous year i.e. an increase of Rs. 450,18 Lakh over the previous year.

MANAGEMENT DISCUSSSON AND ANALYSIS REPORT

The Management''s Discussion and Analysis forms part of this annual report and is annexed to this Report.

CORPORATE GOVERNSNCE

The report on Corporals Governance for the financial year ended March 31. 2016. as per regulation 34(31 read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements! Regulations. 2015 forms a part of this Annual Report. The requisite Certificate from the confirming compliance with the conditions of Corporate Governance :5 annexed to this Report.

SUBSIDIARY COMPANIES

A report on the performance and the financial position of subsidiary companies as per Companies Act, 2013 forms part of the consolidated financial statement During the year subsidiary company ''Trencher Online Services Pvt. Ltd.'' (Formerly : Mallcorn Safety Equipment Pvt. Ltd.). ceased to be subsidiary of Maltcom kidia Ltd. due to sale Of investment.

The Consolidated Financial Statements are prepared for your Company in accordance with the applicable accounting standards issued by the Institute of Chartered Accountants of India and the same together with Auditor''s Report thereon form part of the Annual Report.

A separate section on the performance and financial position of each of the subsidiaries companies in Form AOC-1 is part of the report. It is included in the consolidated financial statement.

EXTRACT OF ANNUAL RETURN

Extract of Annual Return in Form MGT- 9 as per provisions of Companies Act. 2013 and rules thereto of the Company is annexed herewith as Annexure-A.

AUDITORS

Statutory Auditors

M/s S. K. Singhania & Co.. Chartered Accountants who are the Statutory Auditors of the Company, holds office up to the conclusion of the forthcoming Annual General Meeting (AGM) and is eligible for re- appointment. Pursuant to the provisions of Section 139 of the Companies Act. 2013 read with the Companies (Audit and Auditor) Rules. 2014, it is proposed to appoint Mt% S. K, Singhania & Co., as Statutory Auditors of the Company from the conclusion of the forthcoming AGM up to the conclusion of the 36th AGM to be held in 2020. subject to ratification of their appointment at every AGM. A certificate from them has been received to the effect that their re-appointment, if made, would be within the prescribe limit.

There is no Audit qualification for the year under review.

Secretarial Auditors

The Board had appointed Mrs. Anju Agarwal. Company Secretary in Whole-time Practice, to carryout Secretarial Audit under the provisions of Section 204 of the Companies Act, 2013 for the financial year 2016. The report of the Secretarial Auditor is annexed to this report as Annexure B. The report does not contain any qualification.

Internal Auditors

Mrs. Anjali G. Worah. Chartered Accountant performs the duties of internal auditor of the Company and their report is reviewed by the audit committee from time to time.

CORPORATE SOCIAL RESPONSIBILITY

The Company has constituted a Corporate Social Responsibility (CSR) Committee in accordance with Section 135 of the Companies Act. 2013. The role of the Committee is to review the CSR Policy, indicate activities to tie undertaken by the Company towards CSR and formulate a transparent monitoring mechanism to ensure implementation of projects and activities undertaken by the Company towards CSR.

The CSR Policy of the Company and further details about the initiatives taken by the Company on Corporate Social Responsibility during the year under review have been appended in Annexure C to this Report.

VIGIL MECHANISM 1 WHISTLE BLOWER POLICY

Fraud and corruption-free work culture has been the core of the Company. In View Of the potential risk Of fraud, corruption and unethical behavior consequent to rapid growth and geographical spread of operations, which could adversely impact the Company''s business operations, performance and reputation, the Company has put an even greater emphasis to address these risks. To meet the objective Whistle Slower policy has been laid down which is available on the company website: www.maltcom.in.

RISK MANAGEMENT

Risk management has always been an integral part o^f (he corporate strategy which complements the organizations capabilities with business opportunities, robust planning and execution A key factor in determining a Company''s capacity to create sustainable value is the risks that the company is willing to lake and its ability to manage them effectively. In line with new regulatory requirements, the Company has formally framed a Risk Management Policy to identify the key risk areas, monitor and report compliance and effectiveness Appropriate actions pursuant to the Policy from time lo time are taken to mitigate adverse impact of various Risks which may adversely affect the performance of the Company.

COMPANY S POLICY QM DIRECTORS. APPQUMENT AND REMUNERATION

The Board of Directors in consonance with the recommendation of Nomination and Remuneration Committee (NRC) has adopted a terms of reference which, interalia. deals with the manner of selection of Directors and the Key Managerial Personnel of the Company. The NRC recommends appointment of Director. Chief Executive Officer and Manager based on their qualifications, expertise, positive attributes and independence in accordance with prescribed provisions of (he Companies Act. 2013 and rules framed there under The NRC. is responsible for identifying and recommending persons who are qualified to become directors or part of senior management of the Company.

Remuneration Policy for (he members of the Board and Executive Management has been framed, (he said policies earmark the principles of remuneration and ensure a well balanced and performance related compensation package taking into account shareholders'' interest, industry practices and relevant corporate regulations in India.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with the provisions of Companies Act. 2013 read with (be Articles of Association of the company. Shri Ajay Kumar Malt (DIN: 00470134). Managing Director retires by rotation and being eligible offers himself for re-appointment.

At the 30th Annual General Meeting of the company held on 26th August, 2014 the company had appointed the existing independent directors Shri R.P.Singh (DIKI 00240010) and Dr. Barsha Khattry IDIN 01974374) as independent directors under the companies Act, 2013.

All independent directors have given declaration that they meet the criteria of independence as laid down under section 149(6] of the Companies Act, 2013 and the Listing regulations.

The familiarization programme aims to provide independent Directors with the Personal Protective Equipment industry scenario, the social-economic environment in which the Company operates, the business model, the operation and financial performance of the Company, significant developments so as to enable them to lake well informed decision in a timely manner. The familiarization programme also seeks to update the Directors on the roles, responsibilities, rights and duties under the Act and other statute.

BOARD EVALUATION

During the year, the Board adopted a Formal mechanism for evaluating its performance and effectiveness as well as that of its Committees and individual Directors, including the Chairman of the Board. For Board and its Committees, the exercise as carried out through a structured evaluation process covering various aspects of the Boards functioning such as composition of the Board & committees, experience & competencies, performance of specific duties & obligations, governance issues etc. In case of evaluation of the individual Directors, one to one meeting of each Director with the Chairman of the Board and the Chairman of the Nomination & Remuneration Committee was held.

The Directors were satisfied with the evaluation results, which reflected the overall engagement and effectiveness of the board and its Committees.

MEETINGS

During the year Seven Board Meetings and one independent directors'' meeting was held. The Details of which are given in Corporate Governance Report. The provisions of Companies Act. 2013 and listing regulations were adhered to while considering the t:me gap between two meetings.

PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS

Particulars of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act. 2013 and Schedule V of the Securities and Exchange Board of India Listing Obligation and Disclosure Requirement) Regulations. 2015 are given m the notes to the Financial Statements.

RELATED PARTY TRANSACTIONS

All transactions entered into with the Related Parties in terms of Section 2(76) and Section 1BB of the Companies Act. 2013 read with Regulation 2 (zc) and Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements! Regulations. 2015 during the financial year were in the ordinary course of business and on arm''s length basis and do not attract the provisions of Section 138 of the Companies Act, 2013. There were no Material Related Party transactions during the year. Thus disclosure in Form AOC-2 is not required,

PARTICULARS OF EMPLOYEES

Your Company has no employee of the category as specified in Rule 512) of the Companies (Appointment and Remuneration to Managerial Personnel) Rules. 2014. Disclosure pertaining to remuneration and other details as required under Section 197(121 of the Companies Act, 2013 read with Rules 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,2014 are provided in Annexure - D,

DISCLOSURE UNDER SECTION 22 OFTHE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION. PROHIBITION AND REDRESSAL), ACT. 2013

The Company''s policy on prevention af sexual harassment of women provides for the protection of women employees at the workplace and for prevention and redressal of such complaints. During the year under review, no complaints were reported to the Board.

MATERIAL CHANGES AMD COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There have been no material changes and commitments, if any, affecting the financial position of the Company which has occurred between the end of the financial year of the Company to which the financial relate.

DEPOSIT

The Company has not accepted any deposits from the public/members under Section 73 of the Companies Act. 2013 read with Companies (Acceptance of Deposits) Rules, 2013-during the year.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Details of the same are provided in the Management Discussion and Analysis Report attached as annexed to this Report,

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act. 2013. Directors of your Company hereby stale and confirm that:

a) in the preparation of the annual accounts for the year ended 31st March. 2016. the applicable accounting standards have 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 so as to give a true and fair view of the state of affairs of the company al the end of the financial year and of the profit of the company for the same period:

c) the directors 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 far 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 be followed by the company that are adequate and were operating effectively.

f) they have devised proper systems to en sure compliance with the provisions of all applicable laws and these are adequate and are operating effectively.

CONSERVATION OF ENERGY TECHNOLD GY ABSORPTION AND FOREIGN EXCHANGE

The information on conservation of energy, technology absorption and foreign exchange earnings, and outgo stipulated under Section 134(3)(m) of the Companies Act. 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed herewith as Annexure- E.

AWARD

- Mallcom was conferred with the prestigious '' Export Excellence Award" in the Eastern Region for the second consecutive year 2013-14 with a Gold Trophy in April, 201 £ from The Federation of Indian Export Organizations Eastern Region.

- Mallcom also received Prestigious Leather Export Award for 2014-15'' in February. 201 & for its excellent export performance.

- Confederation oF Indian Industry recognizes Mallcom through ENCON awards 2D14-15 for Excellence in Energy Conservation.

ACKNOWLEDGEMENT

The Directors take this opportunity to express their deep sense of gratitude to the banks, Central and stale governments and their departments and the local authorities for their continued guidance and support, Special mention also needs to be made for the continued support and co-operation received by us from all the associates, Suppliers, Customers and Dealers who played very important and active role in overall performance of your company. We would also like to place on record our sincere appreciation for the commitment, dedication and hard work put in by every member of the Mallcom family To them goes (he credit for all of the Company''s achievements, And to you our Shareholders, we are deeply grateful for (he confidence and faith that you have always reposed in us.

Dated . 30th May. 2016 For and behalf of the Board

Regd. Office:

EN-12. Sector-V. Salt Lake Cily

Mallcom (India) Lid. A K. Mall

Kolkata-700 091 Managing Director

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Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting before you Thirty-first Annual Report of the Company together with Audited Statement of Accounts for the year ended 31st March, 2015.

FINANCIAL RESULTS

Your Company's performance during the year ended 31st March, 2015 is summarized below:

(Rupees in Lakhs)

Particulars 31-March-2015 31-March-2014

Gross Sales 26,490.71 21,813.30

Other Income 37.21 19.03

Total Revenue 26,527.92 21,832.33

Less: Total Expenditure 25,653.46 21,154.00

Gross Profit (Before Depreciation & Finance Cost) 1,625.95 1,338.43

Less: Finance Cost 335.69 383.55

Depreciation 415.80 276.55

Earnings before Tax [EBT] 874.46 678.33

Less: Income Tax

*Current 330.00 194.67

*Income Tax for Earlier Years 18.05 23.40

*Deferred 12.96 10.12

Profit after Tax [PAT] 513.46 450.14

Add: Profit b/f from previous year 8.34 7.71

521.80 457.84

Appropriation

Dividend Recommended 93.60 93.60

Dividend Tax 19.06 15.91

Transfer to General Reserve 400.00 340.00

Profit & Loss Account balance carried to Balance sheet 9.15 8.34

Key Ratios

Earning per Share (Rs.) 8.23 7.21

Dividend per share (Rs.) 1.50 1.50

Current Ratio 1.18:1 1.33:1

Debt-Equity Ratio 0.92:1 1.27:1

DIVIDEND

Your Directors are pleased to recommend dividend of Rs.1.50 per share (15%) for the financial year ended 31st March, 2015. The dividend if approved by the shareholders will be paid to all the equity shareholders, whose names appear in the Register of Members as on, 4th September, 2015. Total dividend of 15% for the year 2014-15 would absorb Rs. 112.66 Lakh inclusive of dividend tax.

PERFORMANCE OF THE COMPANY

The Company has been able to achieve a significant turnover growth of 21.44% during the current year.

The Standalone Gross Income and Profit After Tax of the company for the year was Rs. 26,527.92 Lakh & Rs. 513.46 Lakh as against Rs. 21,832.33 Lakh and Rs. 450.14 Lakh respectively for the previous year.

The Consolidated Gross Income of the company for the year under review was Rs. 26,887.10 Lakh as against Rs. 22,248.67 Lakh for the previous year resulting in a growth of 20.84 % The Consolidated profit after tax, of the company, for the year was Rs. 678.21 Lakh as against Rs. 492.85 Lakh for the previous year.

The increase in Gross Income was mainly contributed by increase in export & domestic turnover by 21.35% and 26.33% respectively.

FINANCIAL POSITION Share Capital

The subscribed, issued and paid-up capital of the company remained at 62,40,000 equity shares of Rs.10/- each implying a fully paid up capital of Rs.624.00 Lakh as on 31st March 2015.

Reserve and Surplus

The Reserve and surplus balance for the company during the fiscal under review has gone up from Rs.4,104.38 Lakh to Rs.4,427.18 Lakh with a further transfer of Rs.400.00 Lakh to General Reserve.

SECURED LOANS

During the Fiscal 2015, the Company had an secured loan for a sum of Rs. 4,528.48 Lakhs as short term borrowing.

UNSECURED LOANS

During the Fiscal 2015, the company had an unsecured loan for a sum of Rs. 159.14 Lakh as long term borrowing.

FIXED ASSETS

The Gross Fixed Assets (including Capital work-in- progress) as at 31st March, 2015 were Rs.5,484.01 Lakh as compared to Rs. 5,152.28 Lakh in the previous year.

CURRENT ASSETS

The current assets of the Company as on 31st March, 2015 were Rs. 10,536.97 Lakh as against Rs. 11,054.40 Lakh in the previous year. Inventory level was at Rs.4331.52 Lakh, which has increase by Rs. 263.05 Lakh over previous year's level of Rs. 4068.47 Lakh. Debtors outstanding as on 31st March, 2015 were Rs. 2,874.01 Lakh as against Rs. 3,385.57 Lakh for previous year i.e. an increase of Rs.511.56 Lakh over the previous year.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As required under Clause 49 of the Listing Agreements with Stock Exchanges, the Management Discussion and Analysis Report is enclosed as a part of this report.

CORPORATE GOVERNANCE

Your Company has taken adequate steps to adhere to all the stipulations laid down in Clause 49 of the Listing Agreement. A Report on Corporate Governance is appended along with a certificate from the Practicing Company Secretary confirming the compliance with the conditions of Corporate Governance as stipulated under Clause 49 of the listing agreement.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements are prepared by your Company in accordance with the applicable accounting standards issued by the Institute of Chartered Accountants of India and the same together with Auditor's Report thereon form part of the Annual Report.

SUBSIDIARY COMPANIES

Your Company has three subsidiaries as on date. Further there has been no material change in the nature of business of the subsidiaries. A report on the performance and the financial position of subsidiary companies as per Companies Act, 2013 forms part of the consolidated financial statement and hence not repeated here for the sake of brevity. There are no associate companies within the meening of Section-2(6) of the Companies Act, 2013.

NEW BRAND IDENTITY

With our feet firmly on ground and balanced mind, we have set our vision to further expand our branded products in the established market along with the growing Indian sub- continent market. With a new mission ahead, we chose a new brand identity for us that reflects the multitude of opportunities that we would want to harness in the personal protective equipment market globally.

The new brand takes the inspiration from century old Chinese puzzle - Tangram - The seven boards of skill. It is a dissection puzzle consisting of seven flat shapes, called tans, which are put together to form shapes. The objective of puzzle is to make specific shape using all seven pieces, without overlapping. This solution provides symbolic representations of immense opportunities that we, at Mallcom, would imbibe to make our products smart and provide effective solutions to our clients.

AUDITORS AND AUDITORS' REPORT Statutory Auditors

M/s Doshi, Chatterjee, Bagri & Co., Chartered Accountants have been appointed as Statutory Auditors of the company at the last Annual General Meeting held on 28th August, 2014 for a period of five years subject to ratification by members at every consequent Annual General Meeting. They have confirmed their eligibility to the effect that their re-appointment, if made, would be within the prescribed limits under the Act and that they are not disqualified for re-appointment.

Explanation to the qualification and other matters in Auditors' Report

The Company has already been making contribution towards the gratuity liability as per the actuarial valuation arranged by the managers to gratuity fund. The company plans to obtain the actuarial valuation report for both gratuity and leave encasement benefits in line with AS - 15 and the required contribution will be made during the current year to make good of shortfall if any.

Beside the above the Auditors Report on the Accounts of the Company for the year under review is self-explanatory and requires no comment.

Cost Auditor

M/s. S Chhaparia & Associates, Cost Accountants were appointed as Cost Auditors for auditing the cost accounts of your Company for the year ended 31st March, 2015 by the Board of Directors.

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 Company has appointed Rashmi Agarwal & Associates Company Secretaries to undertake the secretarial audit of the Company. The Secretarial Audit Report for the financial year ended March 31, 2015 is annexed herewith as Annexure-A.

Secretarial Auditors Report of the Company for the year under review is self-explanatory and requires no comment.

Internal Auditors

Mrs. Anjali G. Worah, Chartered Accountant performs the duties of internal auditors of the company and their report is reviewed by the audit committee from time to time.

CORPORATE SOCIAL RESPONSIBILITY

Even though the provisions of Companies Act, 2013 regarding Corporate Social Responsibility are not attracted to the company yet the Company has been, over the years, pursuing as part of its corporate philosophy, an unwritten CSR policy for welfare and aspirations of the community.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

In order to ensure that the activities of the Company and its employees are conducted in a fair and transparent manner by adoption of highest standards of professionalism, honesty, integrity and ethical behavior the company has adopted a vigil mechanism policy. This policy may be accessed on the company website.

COMPANY'S POLICY ON DIRECTORS, APPOINTMENT AND REMUNERATION

The Board of Directors in consonance with the recommendation of Nomination and Remuneration Committee (NRC) has adopted a terms of reference which, interalia, deals with the manner of selection of Directors and the Key Managerial Personnel of the Company. The NRC recommends appointment of Director/appointment or re- appointment of Manager and Chief Executive Officer based on their qualifications, expertise, positive attributes and independence in accordance with prescribed provisions of the Companies Act, 2013 and rules framed there under. The NRC, in addition to ensuring diversity of race and gender, also considers the impact the appointee would have on Board's balance of professional experience, background, view points, skills and areas of expertise.

The Board of Directors in consonance with the recommendation of Nomination and Remuneration Committee has also adopted the Remuneration Policy for the members of the Board and Executive Management. The said policy earmark the principles of remuneration and ensures a well balanced and performance related compensation package taking into account shareholders' interest, industry practices and relevant corporate regulations in India.

RISK MANAGEMENT

During the year, your Directors have constituted a Risk Management Committee which has been entrusted with the responsibility to assist the Board in overseeing all the risks that the organization faces. A Risk Management Policy was approved by the Committee and the same may be accessed on the company website.

The Company manages monitors and reports on the principal risks and uncertainties that can impact its ability to achieve its strategic objectives.

DIRECTORS

At the 30th Annual General Meeting of the company held on 28th August, 2014 the company had appointed the existing independent directors Shri R.P.Singh (DIN 00240910) and Dr. Barsha Khattry (DIN 01974874) as independent directors under the companies Act, 2013.

All independent directors have given declaration that they meet the criteria of independence as laid down under section 149(6) of the Companies Act, 2013 and clause 49 of listing agreement.

In accordance with the provisions of Companies Act, 2013 read with the Articles of Association of the company, Shri Giriraj Mall (DIN: 01043022), Non-Executive Director retires by rotation and being eligible offers himself for re- appointment.

BOARD EVALUATION

Pursuant to the provisions of Companies Act, 2013 and clause 49 of the Listing Agreement, the Board has carried out annual performance evaluation of its own performance, the directors individually as well the evaluation of the working of its Audit, Nomination &Remuneration and Stakeholder committee. The manner in which the evaluation has been carried out has been explained in Corporate Governance Report.

MEETINGS

During the year Seven Board Meetings and one independent directors' meeting was held. The Details of which are given in Corporate Governance Report. The provisions of Companies Act, 2013 and listing agreement were adhered to while considering the time gap between two meetings.

EXTRACT OF ANNUAL RETURN

Extract of Annual Return of the Company is annexed herewith as Annexure-B.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

RELATED PARTY TRANSACTIONS

All related party transactions that were entered into during the financial year were on an arm's length basis and in the ordinary course of business. The requirement of giving particulars of contracts/arrangement made with related parties, in Form AOC-2 are not applicable for the year under review.

PARTICULARS OF EMPLOYEES

The information required under section 197 of the Act read with Rule 5 of the Companies (Appointment and Remunera- tion of Managerial Personnel) Rules, 2014 in respect of employees of the Company, will be provided upon request. In terms of Section 136 of the Act, the reports and accounts are being sent to the members and others entitled thereto, excluding the information on employees' particulars which is available for inspection by the members at the Regis- tered office of the company during business hours on work- ing days of the company up to the date of ensuing Annual General Meeting. If any member is interested in inspecting the same, such member may write to the company secre- tary in advance.

No employee of the Company was in receipt of the remu- neration which exceeds the limits as prescribed under sec- tion 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Mana- gerial Personnel) Rules, 2014.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, Directors of your Company hereby state and confirm that:

a) in the preparation of the annual accounts for the year ended 31st March, 2015, the applicable accounting standards have 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 so as 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 of the company for the same period;

c) the directors 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) they have prepared the annual accounts on a going concern basis;

e) they have laid down internal financial controls in the company that are adequate and were operating effectively.

f) they have devised proper systems to ensure compliance with the provisions of all applicable laws and these are adequate and are operating effectively.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 is annexed herewith as a separate annexure.

ACKNOWLEDGEMENT

The company has been very well supported from all quarters and therefore your directors wish to place on record their sincere appreciation for the support and co-operation received from Employees, Dealers, Suppliers, Central and State Governments, Bankers and others associated with the Company.

Your Directors wish to thank the banks, financial institutions, shareholders and business associates for their continued support and cooperation.

Date: 30th May, 2015 For and behalf of the Board

Reg. Office: A. K. Mall

Mallcom Towers Chairman & Managing Director

EN-12, Sector-V

Salt Lake City

Kolkata-700091

---

Mar 31, 2014

To The Members

The Directors are please to present the Thirtieth (30th) Annual Report and the Audited Accounts of your Company for the financial year ended 31st March, 2014.

1. FINANCIAL RESULTS

Your Company's performance during the year ended 31st March, 2014 is summarized below:

(Rupees in Lakhs)

31-March-2014 31-March-2013

Gross Sales 21,813.30 16,141.20

Other Income 19.03 29.74

Total Revenue 21,832.33 16,170.95

Less: Total Expenditure 21,154.00 15,664.25

Gross Profit (before Depreciation & Finance Cost) 1,338.43 1,089.71

Depreciation 276.55 284.52

Less: Finance Cost 383.55 298.49

Earning before Tax [EBT] 678.33 506.70

Less: Income Tax

-Current 194.67 149.25

-Deferred 10.12 7.15

-Income Tax for Earlier Years 23.40 -

Profit after Tax [PAT] 450.14 350.30

Add: Profit b/f from previous year 7.71 15.01

457.84 365.31

Appropriation

Dividend Recommended 93.60 74.88

Dividend Tax 15.91 12.73

Transfer to General Reserve 340.00 270.00

Profit & Loss Account balance carried to Balance sheet 8.34 7.71

Key Ratios

Earning per Share (Rs.) 7.21 5.61

Dividend per share (Rs.) 1.50 1.20

Current Ratio 1.33:1 1.23:1

Debt-Equity Ratio 1.27:1 1.03:1

2. DIVIDEND

Your Directors are pleased to recommend dividend of Rs.1.50 per share (15%) for the financial year ended 31st March, 2014. The dividend if approved by the shareholders will be paid to all the equity shareholders, whose names appear in the Register of Members as on 22nd or 23rd August, 2014 (as applicable). Total dividend of 15% for the year 2013-14 would absorb Rs.109.51 Lakh inclusive of dividend tax.

3. PERFORMANCE OF THE COMPANY

The Company has been able to achieve a significant turnover growth of 35.14%. The Company was also able to improve upon the profitability of its operations by continuously developing the new product-mix and optimization of its various facilities achieving better results over previous year.

The Standalone Gross Income & profit after tax of the company for the year was Rs. 21,832.33 Lakh & Rs. 450.14 Lakh as against Rs. 16,170.95 Lakh & Rs. 350.30 Lakh respectively for the previous year.

The Consolidated Gross Income of the company for the year under review was Rs.22,248.67 Lakh as against Rs. 16,631.38 Lakh for the previous year resulting in a growth of 33.77% The Consolidated profit after tax, of the company, for the year was Rs.492.85 Lakh as against Rs.392.89 Lakh for the previous year.

The increase in Gross Income was mainly contributed by increase in export & domestic turnover by 33.29% and 36.17% respectively.

FINANCIAL POSITION

i) Share Capital:

The subscribed, issued and paid-up capital of the company remained at 6,240,000 equity shares of Rs.10/- each implying a fully paid up capital of Rs.624.00 Lakh as on 31st March, 2014.

ii) Reserve and Surplus:

The Reserve and surplus balance for the company during the fiscal under review has gone up from Rs. 3,763.75 Lakh to Rs. 4,104.38 Lakh with a further transfer of Rs.340.00 Lakh to General Reserve.

iii) Secured Loans:

During the Fiscal 2014, the borrowing of the company under secured loan has gone up from Rs.4,332.07 Lakh to Rs. 4,913.71 Lakh.

iv) Unsecured Loans:

During the Fiscal 2014, the company had an unsecured loan for a sum of Rs.1,091.99 Lakh as long term borrowing.

v) Fixed Assets:

The Gross Fixed Assets (Including Capital work-in- progress) as at 31st March, 2014 were Rs.5,152.28 Lakh as compared to Rs.4,953.46 Lakh in the previous year.

v) Current Assets:

The current assets of the Company as on 31st March, 2014 were Rs.11,054.40 Lakh as against Rs. 8,094.07 Lakh in the previous year. Inventory level was at Rs.4,068.47 Lakh, which has increase by Rs.1,522.43 Lakh over previous year's level of Rs. 2,540.44 Lakh. Debtors outstanding as on 31st March, 2014 were Rs.3,385.57 Lakh as against Rs. 3,058.12 Lakh for previous year i.e. an increase of Rs.270.49 Lakh over the previous year.

SUBSIDIARY COMPANIES

As per Section 212 of the Companies Act, 1956, we are required to attach the, Balance Sheet, Statement of Profit and Loss and other documents of our subsidiaries. The Ministry of Corporate Affairs, Government of India vide its Circular No. 2/2011 dated February 8, 2011, has provided an exemption to companies from complying with Section 212, provided such companies publish the audited consolidated financial statements in the Annual Report. Accordingly, the Annual Report 2013-14 does not contain the financial statements of our subsidiaries. Please refer statement pursuant to Section 212 of the Companies Act, 1956 for the summary financial performance of our subsidiaries. These documents will be available for inspection by any shareholder at the Registered Office of the Company, on any working day during business hours.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements are prepared by your Company in accordance with the applicable accounting standards issued by the Institute of Chartered Accountants of India and the same together with Auditor's Report thereon form part of the Annual Report.

DIRECTORS

Mr. Giriraj Kumar Mall, Director of the Company retires by rotation at the forthcoming Annual General Meeting, pursuant to the provisions of Article 115 of the Article of Association of the Company and being eligible, offers himself for reappointment.

AUDITORS

The Board has recommended the appointment of M/s Doshi, Chatterjee, Bagri & Co., Chartered Accountants as an auditor of the company for a period of five years, subject to ratification by members at every Annual General Meeting, for whom the company has received a notice u/s 140 of the Companies Act, 2013 from member seeking their appointment. Messrs Doshi, Chatterjee, Bagri & Co., Chartered Accountants, have confirmed their eligibility for appointment under Section 139 of the Companies Act, 2013.

AUDITORS' REPORT

The Auditors' Report on the Accounts of the Company for the year under review is self-explanatory and requires no comment.

COST AUDITORS

Pursuant to Order from the Ministry of Corporate Affairs, S Chhaparia & Associates, Cost Accountants, have been appointed as Cost Auditors for the financial year 2013-14. They are required to submit the report to the Central Government within 180 days from the end of the accounting year.

PARTICULARS OF EMPLOYEES

Your Directors wish to place on record their appreciation for the continued support and dedication from each member of the "Mallcom" family who has wholeheartedly contributed to the success achieved in improving efficiency and reducing costs. The highly trained, motivated and productive work-team has indeed been a core competency of your Company. No disclosure is required under section 217 (2A) of the Companies Act, 1956.

CORPORATE GOVERNANCE

Your Company believes in and practices highest code of corporate governance in maintaining transparency in its disclosure norms, simultaneously creating value and wealth for its shareholders, thereby enhancing its accountability to all its stakeholders.

A separate report on the Corporate Governance, along with the requisite certificate from the Auditors of the Company is annexed herewith as part of this Annual Report.

OUR SOCIAL RESPONSIBILITY

Corporate Social Responsibility is the continuing commitment by the business to behave ethically and contribute to economic development while improving the quality of life of the workforce and their families as well as of the local community and society at large.

As a part of its policy for corporate social responsibility, the Company is associated with charitable and social activities and thereby playing a pro-active role in the socio- economic growth. In structuring its efforts to the various aspects of Corporate Social Responsibilities, the Company takes account guidelines and statements issued by stakeholders and other regulatory bodies.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors, based on the representations received from the Operating Management, hereby confirm that: -

i. In the preparation of the annual accounts, the applicable accounting standards read with requirements set out under Schedule VI to the Companies Act, 1956, have been followed and there are no material departures from the same;

ii. Appropriate accounting policies have been selected and applied consistently, and judgments and estimates have been made that are reasonably prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2014 and of the profit of the Company for the said period;

iii. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956. Adequate systems and controls for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities have been ensured;

iv. The annual accounts have been prepared on a going concern basis;

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE

Every Effort is made to optimize the energy cost while carrying out the manufacturing operations, thus conservation of energy continues to remain our area of thrust. The particulars prescribed under Section 217(1)(e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, are annexed hereto and form part of this Report.

ACKNOWLEDGEMENT

The Directors appreciate and value the assistance, co- operation and support extended to your company by the various central and state Government agencies, foreign collaborators, customers, bankers and other business associates.

For and behalf of the Board

A. K. Mall

Date: May 30, 2014 Chairman & Managing Director

Reg. Office:

Mallcom Towers

EN-12, Sector-V

Salt Lake City

Kolkata-700091

---

Mar 31, 2013

Dear Members,

The Directors submit the Twenty-Ninth Annual Report and the Audited Accounts of your Company for the financial year ended 31st March, 2013.

1. FINANCIAL RESULTS

Your Company's performance during the year ended 31st March, 2013 is summarized below:

(Rupees in Lakhs)

31-March-2013 31-March-2012

Total Income 16,170.95 13,663.67

Earnings before Interest Depreciation and Tax [EBIDT] 1089.71 939.93

Less: Finance Cost 298.49 205.35

Depreciation 284.52 307.53

Earnings before Tax [EBT] 506.70 427.05

Less: Income Tax

* Current 149.25 115.26

* Deferred 7.15 5.16

* Fringe Benefit Tax — —

* Income Tax for Earlier Years — 24.09

Profit after Tax [PAT][Before adjustment for MAT] 350.30 282.54

Add: Adjustment for MAT Credit receivable - 64.04

Profit after Tax 350.30 346.59

Add: Profit b/f from previous year 15.01 15.09

350.30 361.68

Appropriation

Dividend Recommended 74.88 74.88

Dividend Tax 12.73 11.79

Transfer to General Reserve 270.00 260.00

Profit & Loss Account balance carried to Balance sheet 7.71 15.01

Key Ratios

Earning per Share (Rs.) 5.61 5.55

Dividend per share (Rs.) 1.20 1.20

Current Ratio 1.25:1 1.23:1

Debt-Equity Ratio 0.89:1 0.85:1

2. DIVIDEND

Your Directors are pleased to recommend dividend of Rs.1.20 per share (12%) for the financial year ended 31st March, 2013. The dividend if approved by the shareholders will be paid to all the equity shareholders, whose names appear in the Register of Members as on 16th September, 2013. Total dividend of 12% for the year 2012-13 would absorb Rs.87.61Lakh inclusive of dividend tax.

3. PERFORMANCE OF THE COMPANY

During the year under review the GDP Growth has declined from 6.5% to 5% as a whole and in growth in manufacturing and export sector has been well below the expectations. The company however despite the odds both in domestic market as well as international markets facing slowdown has been able to come out with decent performance achieving a turnover growth of 18.35%. The Company was also able to improve upon the profitability of its operations by continuously developing the new product- mix and optimization of its various facilities achieving better results over previous year.

The Standalone Gross Income & profit after tax of the company for the year was Rs. 16,170.94 Lakh & Rs.350.30 Lakh as against Rs. 13,663.67 Lakh & Rs.346.59 Lakh respectively for the previous year.

The consolidated Gross Income of the company for the year under review was Rs.16, 631.38 Lakh as against Rs.14, 084.57 Lakh for the previous year resulting in a growth of 18.08% The Consolidated profit after tax, of the company, for the year was Rs.392.89 Lakh as against Rs. 380.05 Lakh for the previous year.

The increase in Gross Income was mainly contributed by increase in export & domestic turnover.

The Standalone change in Gross Income and Profit after Tax during the last 5 years has been summarized below:

FINANCIAL POSITION

i) Share Capital:

The subscribed, issued and paid-up capital of the company remained at 62,40,000 equity shares of Rs.10/- each implying a fully paid up capital of Rs.624.00 Lakh as on 31st March, 2013.

ii) Reserve and Surplus:

The Reserve and surplus balance for the company during the fiscal under review has gone up from Rs.3501.27 Lakh to Rs. 3763.75 Lakh with a further transfer of Rs.270.00 Lakh to General Reserve.

iii) Secured Loans:

During the Fiscal 2013, the borrowing of the company under secured loan has gone up from Rs.3340.25 Lakh to Rs.3691.37 Lakh resulting in increase of debt equity ratio from 0.85:1 to 0.89:1.

iv) Unsecured Loans:

During the Fiscal 2013, the company had an unsecured loan for a sum of Rs.208.25 Lakh as short term borrowing as against Rs. 181.50 Lakh received during previous year.

v) Fixed Assets:

The Gross Fixed Assets (Including Capital work-in- progress) as at 31st March, 2013 were Rs.4953.46 Lakh as compared to Rs. 4791.97 Lakh in the previous year.

vi) Current Assets:

The current assets of the Company as on 31st March, 2013 were Rs.7453.37 Lakh as against Rs.6051.03 Lakh in the previous year. Inventory level was at Rs.2877.68 Lakh, which has increase by Rs.22.53 Lakh over previous year's level of Rs. 2855.15 Lakh. Debtors outstanding as on 31st March 2013 were Rs.2417.42 Lakh as against Rs.1046.18 Lakh for previous year i.e. an increase of Rs.1371.24 Lakh over the previous year.

SUBSIDIARY COMPANIES

As per Section 212 of the Companies Act, 1956, we are required to attach the, Balance Sheet, Statement of Profit and Loss and other documents of our subsidiaries. The Ministry of Corporate Affairs, Government of India vide its Circular No. 2/2011 dated February 8, 2011, has provided an exemption to companies from complying with Section 212, provided such companies publish the audited consolidated financial statements in the Annual Report. Accordingly, the Annual Report 2012-13 does not contain the financial statements of our subsidiaries. Please refer statement pursuant to Section 212 of the Companies Act, 1956 for the summary financial performance of our subsidiaries. These documents will be available for inspection by any shareholder at the Registered Office of the Company, on any working day during business hours. A statement pursuant to sec 212 (1)(c) and 212(8) of the companies Act 1956 is annexed herewith as Annexure A.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements are prepared by your Company in accordance with the applicable accounting standards issued by the Institute of Chartered Accountants of India and the same together with Auditor's Report thereon form part of the Annual Report.

DIRECTORS

Mr. Naresh Pachisia, Director of the Company retires by rotation at the forthcoming Annual General Meeting, pursuant to the provisions of Article 115 of the Article of Association of the Company and being eligible, offers himself for reappointment.

AUDITORS

The current Statutory Auditors, Messrs Jain Seth & Co., Chartered Accountants, retire at the ensuing Annual General Meeting and having confirmed their eligibility for reappointment under Section 224 (1-B) of the Companies Act, 1956, they have offered themselves there for.

AUDITORS' REPORT

The Auditors' Report on the Accounts of the Company for the year under review is self-explanatory and requires no comment.

COST AUDITORS

Pursuant to Order from the Ministry of Corporate Affairs, S Chhaparia & Associates, Cost Accountants, have been appointed as Cost Auditors for the financial year 2012-13. They are required to submit the report to the Central Government within 180 days from the end of the accounting year.

PARTICULARS OF EMPLOYEES

Your Directors wish to place on record their appreciation for the continued support and dedication from each member of the "Mallcom" family who has wholeheartedly contributed to the success achieved in improving efficiency and reducing costs. The highly trained, motivated and productive work-team has indeed been a core competency of your Company. No disclosure is required under section 217 (2A) of the Companies Act, 1956.

CORPORATE GOVERNANCE

Your Company believes in and practices highest code of corporate governance in maintaining transparency in its disclosure norms, simultaneously creating value and wealth for its shareholders, thereby enhancing its accountability to all its stakeholders.

A separate report on the Corporate Governance, along with the requisite certificate from the Auditors of the Company is annexed herewith as part of this Annual Report.

OUR SOCIAL RESPONSIBILITY

Corporate Social Responsibility is the continuing commitment by the business to behave ethically and contribute to economic development while improving the quality of life of the workforce and their families as well as of the local community and society at large.

As a part of its policy for corporate social responsibility, the Company is associated with charitable and social activities and thereby playing a pro-active role in the socio- economic growth. In structuring its efforts to the various aspects of Corporate Social Responsibilities, the Company takes account guidelines and statements issued by stakeholders and other regulatory bodies.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors, based on the representations received from the Operating Management, hereby confirm that: -

i. In the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures;

ii. Appropriate accounting policies have been selected and applied consistently, and judgments and estimates have been made that are reasonably prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2013 and of the profit of the Company for the said period;

iii. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956. Adequate systems and controls for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities have been ensured;

iv. The annual accounts have been prepared on a going concern basis;

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE

Every Effort is made to optimize the energy cost while carrying out the manufacturing operations, thus conservation of energy continues to remain our area of thrust. The particulars prescribed under Section 217(1)(e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, are annexed hereto and form part of this Report.

ACKNOWLEDGEMENT

The Directors appreciate and value the assistance, co- operation and support extended to your company by the various central and state Government agencies, foreign collaborators, customers, bankers and other business associates.

For and behalf of the Board A. K. Mall Date: 22nd June, 2013 Chairman & Managing Director

Reg. Office:

Mallcom Towers

EN-12, Sector-V

Salt Lake City

Kolkata-700091

---

Mar 31, 2012

Dear Members,

The Directors submit the Twenty-Eighth Annual Report and the Audited Accounts of your Company for the financial year ended 31st March, 2012.

1. FINANCIAL RESULTS

Your Company's performance during the year ended 31st March 2012 is summarized below:

(Rs. in Lakh)

31 March 31 March 2012 2011

Total Income 13,663.67 11,997.57

Earnings before Interest Depreciation and Tax [EBIDT] 939.93 1,245.01

Less: Finance Cost 205.35 125.79

Depreciation 307.53 297.95

Earnings before Tax [EBT] 427.05 821.27

Less: Income Tax

- Current 115.26 143.80

- Deferred 5.16 2.53

- Fringe Benefit Tax - -

- Income Tax for Earlier Years 24.09 11.96

Profit after Tax [PAT][Before adjustment for MAT] 282.54 662.98

Add: Adjustment for MAT Credit receivable 64.04 -

Profit after Tax 346.59 662.98

Add: Profit b/f from previous year 15.09 11.26

361.68 674.24

Appropriation

Dividend Recommended 74.88 93.60

Dividend Tax 11.79 15.55

Transfer to General Reserve 260.00 550.00

Profit & Loss Account balance carried to Balance sheet 15.01 15.09

Key Ratios

Earning per Share (Rs.) 5.55 10.62

Dividend per share (Rs.) 1.20 1.50

Current Ratio 1.23:1 1.23:1

Debt-Equity Ratio 0.85:1 0.77:1

2. DIVIDEND

Your Directors are pleased to recommend dividend of Rs.1.20 per share (12 %) for the financial year ended 31st March, 2012. The dividend if approved by the shareholders will be paid to all the equity shareholders, whose names appear in the Register of Members as on 21st August, 2012. Total dividend of 12% for the year 2011-12 would absorb Rs. 87.03 Lakh inclusive of dividend tax.

3. PERFORMANCE OF THE COMPANY

During the year under review the GDP Growth as a whole and in particular growth in manufacturing and export sector has been well below the expectations. The company however despite the odds both in domestic market as well as international markets facing slowdown has been able to come out with decent performance achieving a turnover growth of 19.33%. The Company was also able to improve upon the profitability of it's operations by continuously developing the new product-mix and optimization of it's various facilities achieving better results over previous year.

The Standalone Gross Income & profit after tax of the company for the year was Rs.13663.67 Lakh & Rs.346.59 Lakh as against Rs. 11997.57 Lakh & Rs. 662.98 Lakh respectively for the previous year.

The consolidated Gross Income of the company for the year under review was Rs.14084.57 Lakh as against Rs.12436.92 Lakh for the previous year resulting in a growth of 13.25% The Consolidated profit after tax, of the company, for the year was Rs.380.04 Lakh as against Rs.687.79 Lakh for the previous year.

The increase in Gross Income was mainly contributed by increase in export & domestic turnover by 18.16% & 36.61% respectively.

FINANCIAL POSITION

i) Share Capital:

The subscribed, issued and paid-up capital of the company remained at 62,40,000 equity shares of Rs.10/- each implying a fully paid up capital of Rs.624.00 Lakh as on 31st March 2012.

ii) Reserve and Surplus:

The Reserve and surplus balance for the company during the fiscal under review has gone up from Rs. 3247.20 Lakh to Rs.3501.27 Lakh with a further transfer of Rs.260.00 Lakh to General Reserve.

iii) Secured Loans:

During the Fiscal 2012, the borrowing of the company under secured loan has gone up from Rs. 2849.29 Lakh to Rs.3340.25 Lakh resulting in increase of debt equity ratio from 0.77:1 to 0.85:1.

iv) Unsecured Loans:

During the Fiscal 2012, the company had an unsecured loan for a sum of Rs.181.50 Lakh as short term borrowing as against Rs.147.25 Lakh received during previous year.

v) Fixed Assets:

The Gross Fixed Assets (Including Capital work-in- progress) as at 31st March, 2012 were Rs.4791.96 Lakh as compared to Rs. 4329.57 Lakh in the previous year.

v) Current Assets:

The current assets of the Company as on 31st March, 2012 were Rs.6051.03 Lakh as against Rs. 6118.71 Lakh in the previous year. Inventory level was at Rs.2855.15 Lakh, which was lower by Rs.520.31 Lakh over previous year's level of Rs.3375.46 Lakh. Debtors outstanding as on 31st March 2012 were Rs.1046.18 Lakh as against Rs.1250.04 Lakh for previous year i.e. a decrease of Rs.203.86 Lakh over the previous year.

SUBSIDIARY COMPANIES

The Annual Report of its' subsidiary Mallcom Safety Pvt. Ltd. for the year ended 31st March, 2012 is enclosed separately and form an integral part of the Annual Report of Mallcom (India) Ltd.

Pursuant to the requirements of the clause 32 of the Listing Agreement, the details of Loans/ Advances made to and Investment made in Subsidiary have been furnished in Schedules forming part of the Accounts.

A statement pursuant to Section 212 of the companies Act, 1956, relating to the company's interest in the Subsidiary Companies is provided separately.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements are prepared by your Company in accordance with the applicable accounting standards issued by the Institute of Chartered Accountants of India and the same together with Auditor's Report thereon form part of the Annual Report.

DIRECTORS

Mr. Giriraj Mall, Director of the Company retires by rotation at the forthcoming Annual General Meeting, pursuant to the provisions of Article 115 of the Article of Association of the Company and being eligible, offers himself for reappointment.

AUDITORS

The current Statutory Auditors, Messrs Jain Seth & Co., Chartered Accountants, retire at the ensuing Annual General Meeting and having confirmed their eligibility for reappointment under Section 224 (1-B) of the Companies Act, 1956, they have offered themselves there for.

AUDITORS' REPORT

The Auditors' Report on the Accounts of the Company for the year under review is self-explanatory and requires no comment.

PARTICULARS OF EMPLOYEES

Your Directors wish to place on record their appreciation for the continued support and dedication from each member of the "Mallcom" family who has wholeheartedly contributed to the success achieved in improving efficiency and reducing costs. The highly trained, motivated and productive work- team has indeed been a core competency of your Company. No disclosure is required under section 217 (2A) of the Companies Act, 1956.

CORPORATE GOVERNANCE

Your Company believes in and practices highest code of corporate governance in maintaining transparency in its disclosure norms, simultaneously creating value and wealth for its shareholders, thereby enhancing its accountability to all its stakeholders.

A separate report on the Corporate Governance, along with the requisite certificate from the Auditors of the Company is annexed herewith as part of this Annual Report.

OUR SOCIAL RESPONSIBILITY

Corporate Social Responsibility is the continuing commitment by the business to behave ethically and contribute to economic development while improving the quality of life of the workforce and their families as well as of the local community and society at large.

As a part of its policy for corporate social responsibility, the Company is associated with charitable and social activities and thereby playing a pro-active role in the socio- economic growth. In structuring its efforts to the various aspects of Corporate Social Responsibilities, the Company takes account guidelines and statements issued by stakeholders and other regulatory bodies.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors, based on the representations received from the Operating Management, hereby confirm that: -

i. In the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures;

ii. Appropriate accounting policies have been selected and applied consistently, and judgments and estimates have been made that are reasonably prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2012 and of the profit of the Company for the said period;

iii. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956. Adequate systems and controls for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities have been ensured;

iv. The annual accounts have been prepared on a going concern basis;

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE Every effort is made to optimize the energy cost while carrying out the manufacturing operations, thus conservation of energy continues to remain our area of thrust. The particulars prescribed under Section 217(1)(e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, are annexed hereto and form part of this Report.

ACKNOWLEDGEMENT

The Directors appreciate and value the assistance, co- operation and support extended to your company by the various central and state Government agencies, foreign collaborators, customers, bankers and other business associates.

For and behalf of the Board A. K. Mall Chairman & Managing Director

Date: May 30, 2012 Reg. Office: Mallcom Towers EN-12, Sector-V Salt Lake City Kolkata-700091