|
BOARDS' REPORT
The Members,
Mishra Dhatu Nigam Limited
Your Directors take great pleasure in presenting the 52nd Annual Board's
Report, highlighting the performance and achievements of your Company, together with the
Audited Financial Statements (Standalone & Consolidated) for the Financial Year (FY)
ended on March 31,2026.
1. SIGNIFICANT ACHIEVEMENTS:
? During FY 2025-26, Company achieved its highest ever revenue of Rs.1,20,862.59 Lakh,
achieving year- on-year (y-o-y) growth of 12.52% via-a-vis revenue of n,07,410.15 Lakh
achieved for FY 2024-25.
? The Company has achieved highest ever Value of Production (VoP) for the FY 2025-26
which stood at ^1,19,391.98 Lakh registering a (y-o-y) growth of 12.04 % vis-a-vis VoP of
Rs.1,06,562.38 Lakh recorded during the previous FY 2024-25
? The Earnings Before Interest, Taxes, Depreciation & Amortization (EBITDA) for FY
2025-26 stood at Rs.27,558.83 Lakh, registering a (y-o-y) growth of 10.69% vis-a-vis
EBITDA of Rs.24,896.79 Lakh recorded in FY 2024-25.
? Profit Before Tax (PBT) for FY 2025-26 stood at 18,409.40 Lakh, registering a (y-o-y)
growth of 17.98% vis-a-vis PBT of Rs.15,603.90 Lakh recorded in FY 2024-25. Likewise,
Profit After Tax (PAT) stood at Rs.13,078.62 Lakh in FY 2025-26, registering a (y-o-y)
growth of 18.82% vis-a-vis PAT of Rs.11,006.87 Lakh recorded in FY 2024-25.
2. HIGHLIGHTS OF OPERATIONS:
? During FY 2025-26, MIDHANI achieved the prestigious NADCAP accreditation for Heat
Treatment, a globally recognized quality certification for the aerospace and defence
industries. The certification validates the manufacturing processes and quality systems,
enabling global Original Equipment Manufacturers (OEMs) to directly source products from
MIDHANI. The certification is expected to open new opportunities for expanding business
with leading global aerospace and defence customers.
? MIDHANI secured 10 Airworthiness Certifications from CEMILAC (Centre for Military
Airworthiness and Certification) for critical aerospace-grade alloys during FY 2025-26.
These certifications qualify the Company's advanced superalloys and special steels for use
in military aviation and advanced aero-engine applications. The certification reinforces
MIDHANI's capability to develop and manufacture indigenously certified materials that meet
the stringent performance and reliability standards.
? To strengthen India's strategic materials ecosystem and ensure uninterrupted
availability of critical raw materials for Defence programmes, MIDHANI signed a Memorandum
ofUnderstanding with four key stakeholders for the establishment of a Metal Bank. The
initiative was aimed at mitigating global supply chain disruptions by creating strategic
reserves of critical alloying elements essential for the production of superalloys and
other advanced materials. This pioneering initiative is expected to enhance supply chain
resilience and ensure timely execution of strategically important national defence
projects.
? FY 2025-26 was a landmark year in Titanium production as MIDHANI recorded its
highest- ever production of approximately 750 tonnes, which was nearly double the previous
year's output. MIDHANI has significantly expanded its Titanium product portfolio with the
development and supply of Titanium alloy slabs for aircraft structures, Titanium and
superalloy rings for aero engines, Titanium shell forgings and dished head forgings for
naval applications, and India's largest Titanium casting.
? MIDHANI successfully supplied approximately 90 tonnes of indigenously developed
Armour Grade Steel for the construction of the Presidential Dias used during the 76th
Republic Day celebrations on 26th January 2026. The project was executed within
a highly challenging timeline to support prestigious national initiatives.
? In a proud national milestone, MIDHANI has successfully supplied Titanium for an
architectural application by designing, manufacturing and delivering 31 Titanium windows
for the Shri Ram Janmabhoomi Temple at Ayodhya. MIDHANI took up the assignment of this
prestigious project to demonstrate Company's technological excellence and to showcase the
versatility of Titanium beyond strategic sectors, establishing a new benchmark for the use
of advanced engineering materials in iconic national infrastructure.
3. FINANCIAL HIGHLIGHTS:
3.1 Your Company achieved a revenue of 71,20,862.59 Lakh for FY 2025-26 vis-a-vis
revenue of n,07,410.15 Lakh achieved for FY 2024-25 reflecting a Year-on- Year (Y-o-Y)
growth of 12.52%.
Company delivered a significant improvement in profitability, achieving an Operating
Profit of 714,608.66 Lakh for the FY 2025-26 registering a Y-o-Y growth of 16.76%
vis-a-vis Operating Profit of 712,511.75 Lakh achieved for FY 2024-25. This improvement
underscores the Company's focus on operational efficiency.
3.2 EBITDA for the FY 2025-26 stood at 727,558.83 Lakh and registered Y-o-Y growth of
10.69% against the EBITDA of 724,896.79 Lakh recorded during FY 2024-25. Value of
Production (VoP) for the FY 2025-26 stood at 71,19,391.98 Lakh against the VoP of
71,06,562.38 Lakh recorded during FY 2024-25.
3.3 Profit Before Tax (PBT) for FY 2025-26 stood at 718,409.40 Lakh registering a Y-o-Y
growth of 17.98% vis-a-vis PBT of 715,603.90 Lakh for FY 2024-25. Profit After Tax (PAT)
stood at 713,078.62 Lakh for the FY 2025-26 registering a Y-o-Y growth of 18.82%,
vis-a-vis 711,006.87 Lakh achieved for FY 2024-25.
3.4 Your Company achieved the following results during FY 2025-26:
|
|
(Figures in Rs. Lakh) |
Particulars |
FY 2025-26 |
FY 2024-25 |
Revenue from Operations |
1,20,862.59 |
1,07,410.15 |
Other Income |
3,800.74 |
3,092.15 |
Total income |
1,24,663.33 |
1,10,502.30 |
Less: Operating Expenditure |
97,104.5 |
85,605.51 |
Profit before Depreciation, Finance Costs, Exceptional items and Tax
Expense |
27,558.83 |
24,896.79 |
Less: Depreciation/ Amortization/ Impairment |
6,644.05 |
6,348.12 |
Profit before Finance Costs, Exceptional items and Tax Expense |
20,914.78 |
18,548.67 |
Less: Finance Costs |
2,505.38 |
2,944.77 |
Profit before Exceptional items and Tax Expense |
18,409.40 |
15,603.90 |
Add/(less): Exceptional items |
- |
- |
Profit before Tax Expense |
18,409.40 |
15,603.90 |
Less: Tax Expense (Current & Deferred) |
5,330.78 |
4,597.03 |
Profit /(loss)for the year (1) |
13,078.62 |
11,006.87 |
Other Comprehensive Income/(loss) (2) |
147.56 |
(97.90) |
Total Comprehensive Income (1+2) |
13,226.18 |
10,908.97 |
|
|
(Figures in Rs. Lakh) |
Particulars |
FY 2025-26 |
FY 2024-25 |
Ratios (Percentages unless otherwise provided) |
|
|
Profit Before Tax to Capital employed |
11.88 |
10.73 |
Profit Before Tax to Revenue from operations |
15.23 |
14.53 |
Profit After Tax to Net Worth |
8.54 |
7.78 |
Profit After Tax to Paid-up Share Capital |
69.81 |
58.75 |
Sales to Capital Employed |
77.98 |
73.89 |
Sales to Gross Block |
82.64 |
76.43 |
Per Capita Sales (Rs. in Lakh) |
159.02 |
136.65 |
4. DIVIDEND POLICY:
4.1 Your Company, being a Central Public Sector Enterprise (CPSE), the Guidelines on
Capital Restructuring issued by Department of Investment and Public Asset Management
(DIPAM) as amended from time to time are applicable. As per the DIPAM Guidelines, every
CPSE would pay a minimum annual Dividend of 30% of PAT or 4% of the Net- worth whichever
is higher subject to the limit, if any, under any extant legal provision.
4.2 The Company's dividend distribution policy is enclosed as "Annexure -
I" and also available on the Company's website viz. https://midhani-india.
in/policies/ .
4.3 The Directors have recommended a final dividend of Rs.1.25 per equity share of the
face value of Rs.10/- each i.e. @12.5% for FY 2025-26, Further, during the year under
review, the Board of Directors of the Company had in their Meeting held on March 13, 2026
declared interim Dividend of Rs.0.85 per equity share of the face value of Rs.10/- each
i.e. @ 8.50%. The proposed final dividend, will be payable to those shareholders whose
names appear in the Register of Members as on the 'Record Date' i.e. September 23, 2026.
4.4 The interim dividend and final dividend recommended cumulatively translates to 30%
of Profit After Tax (PAT) of FY 2025-26.
4.5 During the year under review, your Company sought exemption from DIPAM with respect
to payment of minimum dividend for FY 2025-26 in accordance with DIPAM Guidelines.
4.6 The performance of MIDHANI with respect to the Return on Investment in comparison
to the previous year is as under:
|
(Rs. in Lakh unless otherwise stated) |
S.No Parameters |
FY 2025-26 |
FY 2024-25 |
1. Dividend |
3,934.35 |
1,405.34 |
2. Profit After Tax (PAT) |
13,078.62 |
11,006.87 |
3. Net Worth* |
1,50,635.61 |
1,41,491.34 |
4. Dividend/PAT (%) |
30.08 |
12.77 |
5. PAT/Net Worth (%) |
8.68 |
7.78 |
6. Dividend/Net Worth (%) |
2.61 |
1 |
*Net worth is after considering Dividend for respective periods.
5. TRANSFER TO GENERAL RESERVE:
Your Company has transferred Rs. 9,800 Lakh to General
Reserve for the FY 2025-26.
6. Joint Venture/ Associate Company
6.1 Advanced Materials (Defence) Testing Foundation:
A Joint Venture Company i.e. Advanced Materials (Defence) Testing Foundation, (Section
8 Company) was incorporated on June 4, 2024 under Defence Testing Infrastructure Scheme
promulgated by Ministry of Defence. The Joint Venture Members comprise Mishra Dhatu Nigam
Limited, Hindustan Aeronautics Limited, Bharat Dynamics Limited, Yantra India Limited and
PTC Industries Limited, each holding 20% of paid-up share capital of the Company. The
Joint Venture Company will set up a Mechanical and Material Testing Facility at the
Lucknow node of the Uttar Pradesh Defence Industrial Corridor, with MIDHANI leading the
project. The project will be funded through a grant-in-aid of 75% of the project cost by
the Government of India, while the balance 25% will be contributed by the Joint Venture
members. Facility implementation related activities are on-going.
6.2 Utkarsha Aluminium Dhatu Nigam Limited:
Utkarsha Aluminium Dhatu Nigam Limited (UADNL), is a Joint Venture company of M/s
National Aluminium Company Limited (NALCO), a Navratna CPSE under Ministry of Mines and
M/s Mishra Dhatu Nigam Limited (MIDHANI), a Miniratna CPSE under the Ministry of Defence.
The Company was proposed for setting up a 60,000 TPA integrated facility for the
production of high-end aluminium alloy flat rolled products. The project was assessed
through detailed studies and reports and was found to be commercially non-viable.
Accordingly, it was recommended that the name of the Company be removed from the Register
of Companies in accordance with the applicable provisions of the Companies Act, 2013 and
the Promoters shall take an appropriate decision regarding the future course of action
with respect to UADNL.
7. PERFORMANCE AGAINST MoU:
For FY 2025-26, MIDHANI's MoU performance is expected to qualify for an overall 'Very
Good' rating, subject to evaluation and confirmation by Department of Public Enterprises
(DPE).
8. MODERNISATION, EXPANSION & UPGRADATION PROGRAM OF THE COMPANY:
8.1 Over the years, the Company's consistent focus on upgradation and modernization has
resulted in the establishment of additional facilities, expansion of production capacity,
and diversification of its product portfolio.
8.2 Projects undertaken/ proposed for Modernization, Expansion and Upgradation of
MIDHANI's production activities during the year ended on March 31,2026 are as under:
(i) Compacting Press for Titanium sponge:
Procurement of a 6000T capacity hydraulic compacting press is being planned for
compacting Titanium sponge with master alloys to produce Titanium electrodes which will be
utilized in both primary and secondary melting in the Vacuum Arc Re- melting (VAR)
furnace. The project scope also covers establishment of necessary auxiliary facilities
such as moulds, electrical and Programmable Logic Controller (PLC) systems, stacking
devices and plasma welding.
(ii) Aerospace Fasteners Facility: State-of- the-art Aerospace Fasteners
Facility was inaugurated and the facility will produce high- precision aerospace-grade
fasteners from steel, titanium, and superalloys. The facility is equipped with
cutting-edge technologies, including fully automated warm/hot head forging, thread
rolling, and fillet rolling machines.
(iii) Welding Electrode Plant: Augmented facilities at MIDHANI's Welding
Electrode Plant were inaugurated during the year The plant was augmented with a new
dedicated welding area, raw material storage, and a specialized dehumidifier room. These
enhancements prevent moisture-related defects (e.g., porosity, cracking), ensuring
manufacturing excellence for specialized low- alloy and stainless-steel welding
consumables used in strategic sectors.
(iv) Metal Bank: Metal Bank at MIDHANI serves as a strategic repository of
critical raw materials. The project for setting up a Metal Bank progressed significantly
during the year Modification of the existing shed was completed and the procurement
process for specialized flooring is underway. Construction activities for the Metal Bank
sheds are progressing as planned. Once set up the Metal Bank would contribute
significantly to operational efficiency, supply chain resilience and the nation's
objective of self-reliance in strategic materials.
9. LABOUR PRODUCTIVITY:
The value added per employee for year ended on March 31,2026 was Rs.90.57 Lakh,
vis-a-vis Rs.81.86 Lakh in the previous financial year
10. SALES AND OPERATIONAL EFFICIENCY:
As of March 31, 2026, MIDHANI's trade receivables, measured in terms of 'Number of Days
Sales,' increased to 167 days, compared to 139 days as on March 31, 2025. The rise in
receivable days is due to huge increase in sales in the month of March 2026. Additionally,
the higher share of dispatches made during the last quarter of the financial year
contributed to the elevated receivables position as of the reporting date.
11. DEVELOPMENT OF NEW PRODUCTS THROUGH R&D EFFORTS:
11.1 Research and Development (R&D) continues to be accorded high priority at
MIDHANI and serves as the cornerstone of the Company's product development activities. The
R&D function not only drives innovation but also contributes to product enhancement,
cost optimisation and marketing support, thereby aligning with the Company's broader
business objectives. Through continuous research and technological advancement, MIDHANI
develops new products, improves existing ones and strengthens its ability to address the
emerging requirements of the strategic sectors.
11.2 During FY 2025-26, the Company incurred an expenditure of Rs.2,215.23 Lakh towards
Research and Development. The R&D function at MIDHANI is responsible for the
development of new products and process technologies, continuous improvement of existing
products, and effective utilization of technical infrastructure and skilled manpower to
support critical manufacturing activities and strategic business objectives.
11.3 Some of the major R&D initiatives undertaken during the year are as below:
? Indigenous Product Developments:
Development of Superni 701A nickel based super alloys for Aero engine:
MIDHANI has successfully developed and certified SUPERNI 701A, a nickel- based
precipitation-hardening superalloy intended for demanding aeronautical applications with a
maximum service temperature of 816?C. Owing to its narrow hot-working window, the alloy
presented significant challenges during processing and forging. Despite these
complexities, MIDHANI has successfully established the manufacturing process and developed
certified forged bars up to 200 mm in diameter
Development of Nickel based superalloy cast alloy for single crystal blade of
aero-engine: MIDHANI has successfully developed and certified a Russian-origin cast
superalloy for the manufacture of single-crystal turbine blades, one of the most critical
components of aero engines. Remelt stock was produced using the 600 kg Vacuum Induction
Melting (VIM) furnace
and for the first time at MIDHANI, singlecrystal alloy remelt stock bars of 70 mm
diameter were successfully manufactured and qualified, meeting the stringent stress
rupture requirements at 1000?C.
Indigenised various nickel based super alloys for the aero engine:
MIDHANI has successfully indigenised and certified a range of nickel-based superalloys
for critical aero-engine applications. These alloys have been successfully manufactured
and supplied in various mill forms, including forged bars, rings, hot-rolled bars and
cold-rolled sheets. In the absence of established literature or processing guidelines,
MIDHANI successfully developed and optimized the melting, homogenization, forging, hot
rolling and cold rolling process parameters through extensive experimentation and process
validation. The indigenised products consistently met the stringent high-temperature
mechanical property requirements and ultrasonic testing (UT) acceptance criteria.
Development of Superni 41 nickel based super alloys for turbine blade of Aero
engine: MIDHANI has successfully developed SUPERNI 41, a precipitation-hardenable
nickel-based superalloy containing Cobalt, Molybdenum, Titanium, Aluminium and Boron, for
high- temperature aerospace applications.
The alloy exhibits excellent mechanical strength at room temperature as well as
elevated temperatures up to 870?C, along with outstanding oxidation resistance up to
980?C. Owing to its extremely narrow processing window, the alloy presents significant
challenges during manufacturing and MIDHANI has successfully established the processing
parameters, developed blade bars, and supplied them for export applications. The developed
product achieved the stringent grain size requirement of ASTM No. 8 or finer
Development of Ti-5553 for Aeronautical application: Successfully developed
and established thermomechanical processing and heat treatment parameters for Titan 31
forged/hot-rolled flats and metastable beta Titanium alloy Ti-5553 forged products,
achieving the required mechanical properties in all three principal directions, thereby
meeting the stringent requirements for aeronautical applications.
Development of Ti-32B for Naval application: Successfully developed and
established specialized thermomechanical processing and open- die forging parameters for
Titan 32B, equivalent to PT-3B, for the manufacture of heat exchanger shells and domes
intended for strategic applications.
Development of BT 20 rings for Aeronautical application: Successfully
developed and certified BT-20 forged and ring-rolled rings for aeronautical applications.
The stringent quality requirements were achieved through an innovative process route,
ensuring compliance with demanding aerospace standards. This achievement significantly
strengthened indigenous manufacturing capabilities and reduced dependence on imported
materials for critical aeronautical applications.
? Process improvement:
Yield Improvement:
Yield improvements were achieved through process and design innovations. A design
modification enabled the casting of sticks directly from the distribution box to a round
turntable, resulting in a 15% increase in casting yield. In addition, enhanced process
efficiency in superalloy forging led to substantial raw material savings through higher
forging yields. Further, in certain areas the yield successfully improved from 25% to 50%,
contributing to improved productivity and cost efficiency.
Successfully optimized the melting, forging and heat treatment parameters for
SNI 80A blade bars, resulting in a uniform microstructure, enhanced mechanical properties,
and a significant improvement in process yield from 25% to 50%.
MIDHANI successfully qualified the Wide Plate Mill (WPM) for five aeronautical
steel grades thickness up to 100mm. Following qualifications, materials has been
successfully dispatched and this development would enhance product yield, reduce
dependency on the Forge Shop, Heat Treatment Shop, and Hot Rolling Mill. It would also
improve overall production efficiency through the WPM route.
Plant reverts were successfully qualified for use in five aeronautical steel
grades, resulting in significant cost savings on raw materials and a reduction in Work-In-
Progess (WIP) inventory.
? Artificial Intelligence (AI)
During FY 2025-26, MIDHANI implemented two Projects for Artificial Intelligence. One
project was for AI based Image analysis system for Predicting Alloy Microstructure' and
second project was for Prediction of Mechanical properties of Alloys based on Chemistry
& Microstructure using AI. These AI implementations are aimed at optimisation of
Internal processes enabling us to ensure product consistency with enhanced decision making
in production and quality functions. The AI projects were also exhibited at 'India AI
Impact Summit 2026'.
12. INTELLECTUAL PROPERTY:
The Company continued to develop new products to meet growing market demand, achieving
significant advancements in R&D activities. MIDHANI's products are unique, and to
safeguard against infringement, the Company has placed a strong emphasis on encouraging
the application of Intellectual Property Rights (IPRs). Recognizing the importance of IPR
in identifying potential patents, MIDHANI's R&D team, in collaboration with the
Training and Development department, also organizes in-person and online sessions to
educate employees on IPR awareness and its application during the development phase.
13. ENERGY CONSERVATION:
13.1 During FY 2025-26, the Company continued to focus on energy conservation through
efficient utilisation of resources and process optimisation. Operational practices such as
grouping materials with similar heat treatment cycles, optimising batch sizes and
scheduling continuous furnace operations were continued to improve furnace utilisation and
enhance the Capacity Utilisation Factor (CUF), resulting in more efficient use of LPG.
13.2 As part of ongoing efforts to improve energy efficiency and power quality, the
Company placed a purchase order for the procurement of a 3 MVAr Automatic Power Factor
Correction (APFC) Panel. The installation is expected to improve the power factor from the
present level of 0.95 to 0.99, building on the earlier improvement from 0.90 to 0.95
achieved through previous APFC installations. The project is scheduled for completion by
December 2026 and is expected to contribute to reduced energy costs and improved power
system performance.
13.3 Your company has also continued the phased replacement of over 40-year-old 11
kV/415 V distribution transformers with new high- efficiency transformers conforming to IS
1180 standards. During the year, two transformers were installed at the Bar and Wire Rod
Mill, and replacement of two 1.6 MVA transformers at the CRS Shop is planned as the next
phase. These replacements are expected to improve energy efficiency and reduce
distribution losses.
13.4 As part of the ongoing power system improvement program, your company has
initiated procurement for the replacement of the existing 11 kV paper-insulated
high-tension (HT) cable from MRSS to LBSS-2 with a new XLPE cable covering a length of
approximately 6 km. The replacement is expected to reduce distribution losses, improve the
reliability of the power distribution network and ensure more efficient power transmission
across the plant.
13.5 In efforts to increase the use of renewable energy, power supply commenced from
the 850 kWp rooftop solar power plant at the Wide Plate Mill (WPM) located at MDIHANI
plant. It was implemented under the RESCO model in association with NVVN Limited (NVVNL).
The project is expected to help in managing peak power demand and reducing energy costs.
13.6 During the year, the Company also approached Singareni Collieries Company Limited
(SCCL) for procurement of renewable (solar) energy. In addition, a 35 kWp rooftop solar
power plant was installed at BPDAV School under the Company's Corporate Social
Responsibility (CSR) initiative.
13.7 During the year under report there was an increase in specific consumption of LPG
and Electricity due to the ongoing project works.
The summary of consumption of Electricity and LPG for the FY 2025-26 vis-a-vis FY
2024-25 are as below: The summary of consumption of LPG:
Description |
Unit |
FY 2025-26 |
FY 2024-25 |
Annual consumption of LPG |
MT |
5,516.25 |
4,783.23 |
Specific consumption of LPG in Production |
MT (LPG)/ MT (Prod.) |
0.13 |
0.14 |
The summary of consumption of Electricity:
Description |
Unit |
FY 2025-26 |
FY 2024-25 |
Annual consumption of Electricity |
KWHr (in Crore) |
7.02 |
6.35 |
Specific consumption of Electricity in Production |
Kwh/T |
1,704.30 |
1,891.96 |
14. MARKETING & BUSINESS DEVELOPMENT:
14.1 During FY 2025-26, MIDHANI secured contracts worth Rs.1,81,726 Lakh. As of April
1, 2026 the value of open orders stood at Rs.2,29,000 Lakh. Considering the current order
book situation and expected new orders, the Company is well positioned for consistent
growth.
14.2 Company also expanded its customer base by adding 30 new customers during the year
and received orders for over 18 new grades catering to various strategic requirements.
14.3 The sector wise order booked during FY 2025-26 are as under:
|
(Rs. Lakh) |
Sector |
Total value of orders |
Defence |
1,04,556 |
Space |
45,740 |
Energy |
15,260 |
Others |
16,170 |
Total |
1,81,726 |
14.4 Sector-wise Performance: The total orders executed during FY 2025-26 were
Rs.1,20,862 Lakh and sector wise sales were as follows:
|
(Rs. Lakh) |
Sector |
Total value of supplies |
Defence |
86,753 |
Space |
10,670 |
Energy |
4,980 |
Others |
18,459 |
Total |
1,20,862 |
14.5 Business Development:
> During FY 2025-26, MIDHANI continued to strengthen its position as a leading
supplier of advanced metallurgical products for the strategic sectors. The Company
maintained a strong focus on product indigenisation, development of high-value alloys and
expansion of its manufacturing capabilities to meet the evolving requirements of strategic
customers. Backed by our integrated manufacturing facilities and in-house research
capabilities, MIDHANI continued to supply critical materials for several national
programmes while expanding its presence in new application areas.
> The Company recorded its highest-ever turnover during the year, supported by
sustained demand across its core business segments. The order book remained robust at
approximately Rs.2,29,000 Lakh as on 1st April 2026, with the defence sector
continuing to constitute the major share of business. The Company also expanded its
Titanium product portfolio and strengthened its capabilities in aerospace materials
through the development and supply of advanced Titanium alloys, superalloys and
specialised steel products for critical applications.
> During the year, MIDHANI achieved several significant milestones that are expected
to support future business growth. Your Company secured NADCAP accreditation for Heat
Treatment, obtained 10 CEMILAC airworthiness certifications for aerospace- grade alloys,
and developed several new products including Titanium alloy rings, aircraft structural
components, naval forgings and single crystal superalloy materials for aero engines. These
developments have expanded the Company's capabilities in advanced materials and are
expected to support greater business opportunities across the aerospace and defence
sectors in India and abroad.
> As part of its long-term business strategy, MIDHANI initiated the establishment of
a Metal Bank in association with key stakeholders to ensure the availability of critical
raw materials required for strategic programmes. The initiative is aimed at mitigating
supply chain disruptions and strengthening the resilience of the domestic manufacturing
ecosystem. In addition, the Company continued to invest in capacity augmentation and
modernisation of downstream facilities to improve productivity, operational efficiency and
readiness for future business opportunities. Existing facilities, including Vacuum
Induction Melting and Vacuum Arc Remelting Furnaces, can meet the growing demand in these
areas, particularly from the aerospace sector
> The Company also continued its efforts to expand its global footprint. With
internationally recognised quality certifications and ongoing customer qualification
programmes, MIDHANI is well positioned to increase exports and strengthen business
relationships with global aerospace and defence Original Equipment Manufacturers (OEMs).
The management has also outlined plans for capital investment in advanced manufacturing
facilities to support future growth and cater to the increasing demand for specialised
alloys and strategic materials.
14.6 Information Technology (IT):
During the year, MIDHANI also strengthened its cyber security framework through
the revision of its Cyber Security Policy-2026. The Company completed an internal
Vulnerability Assessment and Penetration Testing (VAPT) audit of its IT infrastructure and
implemented the new on-premise NIC e-Office 7.x platform and migrated to the NIC-Zoho
corporate email system.
MIDHANI continued its digital transformation by implementing a range of online
applications to improve operational efficiency and facilitate ease of doing business. Key
initiatives included the ERP Enterprise Asset Management (EAM) module for equipment
maintenance work orders, online Route Card and Manufacturing Process Planning (MPP)
applications for process routing, and digital production log sheets for heat treatment
operations.
A contract labour management system incorporating biometric attendance and
online contract bill processing was implemented. Introduction of online disciplinary
inquiry and e-Measurement Book applications were made as part of Vigilance Awareness Week
2025. In addition, several QA 4.0 initiatives, including multiple production line
calibration, process control and linear interpolation modules, were implemented.
15. EXHIBITIONS/SEMINARS FOR PROMOTION OF COMPANY PRODUCTS/BRAND:
15.1 MIDHANI participated as an exhibitor at the National Defence Industries Conclave
(NDIC) held on 19th - 20th March 2026. The conclave, themed
"Advanced Manufacturing Technologies," brought together key stakeholders from
the defence and manufacturing sectors and provided a platform for showcasing the Company's
capabilities and engaging with industry participants.
15.2 MIDHANI participated in the India AI Impact
Summit 2026, held at Bharat Mandapam, New Delhi, on 19th - 20th
February 2026. During the summit, the Company showcased its AI-driven alloy development
project, which leverages historical laboratory data on alloy composition and
microstructure to predict the mechanical properties of alloys.
16. QUALITY MANAGEMENT ACTIVITIES:
16.1 During FY 2025-26, MIDHANI successfully completed the NABL audit of the Mechanical
Testing Lab, Metallography, and NDT sections with an enhanced scope of testing, including
high-temperature tensile, creep and stress rupture tests, alpha casing measurement, and
immersion ultrasonic testing (AMS 2154). The Company also commissioned an X-Ray
Diffraction (XRD) machine in the Metallography Laboratory, strengthening its capabilities
in retained austenite measurement and texture identification.
16.2 The Quality Department continued to support manufacturing and product
qualification activities by preparing and testing nearly 55,000 samples covering tensile,
creep, impact, fatigue and fracture toughness evaluations. To further strengthen
capabilities, a new immersion ultrasonic testing machine was procured and is currently
under installation.
16.3 During the year, the Company made significant progress in enhancing its
Non-Destructive Testing capabilities. As part of the ongoing efforts towards NADCAP
accreditation for the NDT section, team successfully acheived NAS 410 Level-II
certification in Ultrasonic Testing (UT), Magnetic Particle Testing (MPT) and Fluorescent
Penetrant Testing (FPT). The Company is targeting NADCAP accreditation for NDT section in
FY 2026-27.
16.4 The Quality Department was recognised with an Award for Excellence in Quality
Orientation by the World Quality Congress & Awards. As part of the Quality 4.0
initiative, an online test results
system was implemented, resulting in reduced turnaround time and melt cycle duration.
The Company also successfully completed the first audit cycle towards securing S-400
laboratory accreditation from GE Aerospace, and efforts are underway to achieve full
accreditation.
17. SUPPLY CHAIN MANAGEMENT
PERFORMANCE:
17.1 Vendor Meet:
To strengthen the MSME ecosystem in the strategic metals sector, MIDHANI
organised the "MSME Conclave for Promotion of Indigenisation in Defence - 2025"
on 16th May 2025 at its Corporate Office, Hyderabad. The conclave witnessed
active participation from MSME vendors and presentations on the SRIJAN Portal and Trade
Receivables Discounting System (TReDS) were also made to them. The conclave highlighted
MIDHANI's ongoing efforts to work closely with MSMEs in strengthening the domestic defence
manufacturing ecosystem.
As part of Vigilance Awareness Week 2025, MIDHANI organised a Vendor Meet on 1st
November 2025 exclusively for contractors providing manpower services. The meeting
provided a platform to address issues faced by the contractors, and the Company's bill and
payment processing system was explained to the participating vendors to enhance their
understanding and facilitate smoother processing.
MIDHANI also organised a Vendor Development Programme in association with the
National SC-ST Hub (NSSH), Hyderabad, with the objective of promoting vendor development,
encouraging greater participation of SC/ST entrepreneurs in the supply chain, and
strengthening collaboration with MSMEs.
17.2 Encouragement to Micro and Small-Scale Industries: MIDHANI continues to
encourage the growth of Micro and Small Enterprises
(MSEs) by procuring a wide range of goods and services from them. During FY 2025-26,
procurement from MSEs accounted for 53% of the total domestic procurement value,
reflecting the Company's continued support for the sector During the year, purchase orders
valued at T26.90 crore were also placed on women-owned MSEs, further promoting inclusive
participation in the Company's supply chain.
17.3 Integrity Pact (IP): In order to uphold transparency and integrity in all
our contracts, MIDHANI has implemented the practice of signing integrity pacts with the
respective bidders for high-value contracts. Shri Sunil Kumar Chourasia, IOFS(Retd) and
Shri T. Bal Raj, ITS (Retd) act as our Independent External Monitors (IEM) to ensure
compliance and adherence to ethical standards. During FY 202526, approximately 83.50 % of
the total value of contracts and Purchase Orders (POs) were covered under the Integrity
Pact, reaffirming our commitment to maintain integrity and accountability in our
operations.
17.4 Government e-Market Place (GeM): MIDHANI is putting all efforts for
procurement through the Government eMarket Place (GeM) platform. During FY 2025-26,
MIDHANI released purchase orders amounting to Rs. 25,460 Lakh through GeM portal.
18. RISK MANAGEMENT:
18.1 MIDHANI has a comprehensive Risk Management Policy that has been approved by the
Board. The identification and assessment of risks associated with various processes in
MIDHANI have been extensively discussed in the Internal Production Review Meetings. In
compliance with Regulation 21 of SEBI (Listing Obligations and Disclosure Requirements
Regulations, 2015), MIDHANI has constituted a Risk Management Committee.
18.2 As part of the Management Discussion and Analysis section of this Annual Report, a
detailed list of the identified risk elements faced by the Company are enumerated. This
ensures transparency and allows stakeholders to have a comprehensive understanding of the
risks involved in MIDHANI's operations. By actively managing and addressing these risks,
MIDHANI remains committed to safeguarding its interests, promoting sustainable growth, and
ensuring the long-term success of the organization.
19. HUMAN RESOURCE DEVELOPMENT:
19.1 Human Resource Development continued to receive focused attention during FY
2025-26 as the Company remained committed to building a competent, motivated and
future-ready workforce. The HRD function supported the Company's business objectives by
strengthening employee capabilities and fostering a culture of continuous learning and
professional development.
19.2 During the year, HRD initiatives covered employee training and development,
performance management, career progression, leadership development and succession
planning. These initiatives were aimed at enhancing employee competencies, encouraging
continuous improvement and preparing the workforce to meet the evolving requirements of
the Company.
19.3 The HRD function remained focused on creating a skilled and motivated workforce,
while fostering a culture of learning, collaboration and continuous improvement. Employee
learning and development continued to be an important focus area during the year Training
programmes were organised to enhance technical, managerial and behavioural competencies,
enabling employees to keep pace with changing business requirements and emerging
technologies.
19.4 Manpower Position:
As on 31st March 2026, the Company's manpower strength comprised 499
Non-Executives, 8 Non-Unionised Supervisors and 253 Executives, as against 510
Non-Executives, 15 Non-Unionised Supervisors and 261 Executives as on 31st
March 2025.
19.5 The total manpower strength under permanent category of your Company as on March
31, 2026 is as under:
Particulars |
Non Executives |
Non Unionized Supervisors |
Executives |
Total |
Male |
460 |
5 |
218 |
683 |
Female |
39 |
3 |
35 |
77 |
Total |
499 |
8 |
253 |
760 |
Statement showing the representation of SC/ST/OBC/PH and their recruitment etc., is
enclosed as Annexure - II'. Note: Excluding Directors
Representation of SC/ST/OBC among Non-Executives:
SC |
ST |
OBC |
Others |
Total |
98 |
43 |
228 |
130 |
499 |
19.6 Employee Welfare Initiatives:
The various employee welfare initiative taken during FY 202526 are as below:
As part of its employee welfare initiatives, the Company continued to recognize
academic excellence among the children of employees belonging to SC, ST and OBC
categories.
Monetary awards are presented to meritorious students, including cash awards to the
highest scorers in each category and to students securing 75% and above marks in the Class
X Board examination or equivalent. Merit scholarships of Rs.6,000 and Rs.3,000 per annum
are awarded to the wards of employees studying in Classes I to X who secure first and
second rank, respectively, in the final examinations of the preceding academic year. The
Company also continued to extend scholarships to the children of employees pursuing
Graduation in Metallurgical Engineering, in accordance with the approved scheme, at the
rate of Rs.1,000 per month for the duration of the course.
The Company continued to provide PostRetirement Medical Benefits to eligible
retired employees through a Group Insurance Policy. Under the scheme, the Company bears
85% of the insurance premium, while the remaining 15% is contributed by the retired
employee.
Brahm Prakash D.A.V School, located in the MIDHANI Township, continued to
provide education to the children of employees with emphasis on their overall development
through academics, sports, cultural activities and other co-curricular programmes. Company
also continued to provide financial assistance towards the education of employees'
children studying in the school by reimbursing Rs.500 per month per child, subject to a
maximum of two children for NEX's, in accordance with the approved scheme.
MIDHANI continues to discharge its social obligations by maintaining a small
Township consisting of 87 quarters to cater to the housing needs of the employees working
especially in essential services of the company.
19.7 Women Empowerment:
The Company continued to provide a conducive work environment that enables women
employees to contribute effectively across various functions, including production,
maintenance, materials management, marketing, finance, human resources and other support
services. Their continued participation across operational and administrative areas
reflects the Company's commitment to equal opportunity and inclusive growth.
The Company also continued to extend all statutory welfare measures and
facilities for the well-being of its women employees. The Company has complied with the
applicable provisions relating to maternity benefits as prescribed under the Maternity
Benefit Act, 1961.
Creche:
The Company continues to provide a fully operational Creche facility for the children
of its employees, offering a safe, secure and child-friendly environment. The facility is
equipped with appropriate play materials and is managed under the supervision of trained
women staff to ensure the care and well-being of children during working hours. To support
employees availing the Creche facility, the Company also provides flexible working hours
to eligible women employees, in accordance with the applicable policy.
International Women's Day was celebrated at MIDHANI to recognise the
contributions of women employees across the organization. The celebration reflected the
Company's continued commitment to fostering an inclusive and supportive workplace for
women.
19.8 Industrial relations: The industrial relations continued to be peaceful and
cordial during the year under report. The management continues to receive maximum support
and cooperation from the employees as in the past.
19.9 Environment Management:
MIDHANI continues to maintain a green and eco-friendly campus through dedicated
landscaping and plantation efforts. More than 50% of the Company's land is under green
cover, providing a natural habitat for a variety of flora and fauna. The premises support
diverse species of birds, squirrels, peacocks and rabbits, reflecting the Company's
commitment to environmental conservation and biodiversity.
20. DIRECTORS, EMPLOYEES AND RELATED DISCLOSURES:
In accordance with Ministry of Corporate Affairs notification no. GSR 463(E) dated June
05, 2015, MIDHANI is exempt from provisions of Section 197 of the Companies Act, 2013 and
rules thereof.
21. TRAINING & DEVELOPMENT:
21.1 During FY 2025-26, the Training & Development Department achieved 3,814
man-days of training through a combination of 27 internal and 45 external training
programmes. A total of 1,526 employees, comprising Executives, NonUnionised Supervisors,
Non-Executives, Fixed Term Contract employees and Casual employees, participated in these
programmes.
21.2 Training Department also organised 10 plant visits, benefiting 291 participants,
facilitated internships/project work for 28 students, and conducted skill development
training for 39 apprentices, all of whom successfully completed their apprenticeship
during the year
22. STATUTORY & SOCIAL OBLIGATIONS:
22.1 CORPORATE SOCIAL RESPONSIBILITY:
The Corporate Social Responsibility and Sustainable Development Policy of
MIDHANI in line with the Companies Act 2013 was approved by the Board of MIDHANI. The
policy is available at https://midhani- india.in/ policies/ .
For the year under review MIDHANI has incurred expenditure of T332.29 Lakh
towards CSR as against the mandatory requirement of T325.67 Lakh. In terms of Rule 7(3) of
'The Companies (Corporate Social Responsibility Policy) Rules', 2014 the excess CSR amount
of T6.62 Lakh spent during FY 2025-26 is to be set off against the requirement of Section
135(5) of the Companies Act, 2013 up to immediate succeeding three financial years.
The Company has prepared an annual report on its CSR activities, in compliance
with the Companies (Corporate Social Responsibility Policy) Rules, 2014. The report can be
accessed at https://midhaniindia.in/csr/ and forms part of Annual Report as Annexure -
III. Details about the composition of the Corporate Social Responsibility and
Sustainable Development Committee of MIDHANI can be found in the "Report on Corporate
Governance," which is included in this Annual Report.
The CSR activities undertaken by our Company during the reporting year encompass
the following areas:
(i) Promotion of Health Care and Sanitation;
(ii) Promotion of Education;
(iii) Skill Development and;
(iv) Others
(i) Promotion of Health Care and Sanitation:
(a) Promotion of Health care:
i) MIDHANI has sponsored the activities of MIDHANI Primary Health Care Centre (MPHCC)
which is providing medical services to the needy patients by extending Outpatient
consultation, Eye Camps, Cardiac and Orthopedic Camps. An expenditure of T114.62 lakh was
incurred, and outstation medical camps were also conducted to extend the services to
people in remote areas.
ii) Sponsored T4.99 Lakh for procurement of medical equipment Blood Cell Counter and
Blood Bank Refrigerator
iii) Sponsored an Ambulance to Dharmabharathi Charitable Trust, Keralam with a budget
of Rs.10 Lakh.
iv) Sponsored T97.96 Lakh for the treatment of patients with severe burns.
(b) Sanitation: An amount of Rs.12.87 Lakh was incurred towards sponsorship for
renovation of washrooms in BPDAV school. Further, Public Toilet near MIDHANI is also being
maintained under CSR.
(ii) Promotion of Education:
(a) Free Education for children belonging to SC/ST/OBC category whose parents fall in
lower income group are being given admission in to Nursery/LKG/UKG. The entire fees is
borne by MIDHANI till they complete 10th Class. During the year Company has
sponsored free education to 60 children at an expenditure of Rs.13.45 lakh.
(iii) Skill Development:
(a) Every year MIDHANI is inducting apprentices to help students have exposure to the
real time environment and gain knowledge from experienced professionals. As part of the
stipend paid to the apprentices, an amount of Rs.1.35 lakh is accounted under CSR as per
the guidelines.
(b) Sponsored 174 sewing machines for Women and Self-help groups at Jharkhand with an
expenditure of Rs.7.24 Lakh.
The Annual Report on CSR forms part as Annexure -III of this Annual
Report.
22.2 DISCLOSURE UNDER SEXUAL HARRASEMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013:
Company has provided a safe and harassment free workplace for every individual
working in the company and for women in particular There is an Internal Complaints
Committee (ICC) which is responsible for Redressal of complaints related to sexual
harassment and follows the guidelines provided in the policy.
During the year under review the Internal Complaints Committee (ICC) has not
received any complaint pertaining to sexual harassment.
22.3 CONTRIBUTION TO EXCHEQUER:
During FY 2025-26, your Company contributed an amount of Rs.30,359.69 Lakh in
the form of Dividend, Duties and Taxes vis-avis Rs.30,800.00 Lakh during FY 2024-25.
22.4 COPY OF ANNUL RETURN:
The Annual Return as provided under subsection (3) of Section 92 of The
Companies Act 2013 is available at website of the Company at
https://midhani-india.in/annual-return/.
22.5 REPORT ON CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO:
The Report on conservation of Energy, Technology Absorption and foreign exchange
earnings and outgo forms part of Annual Report as Annexure - IV.
22.6 BUSINESS RESPONSIBILITY REPORT:
As per the requirements of Regulation 34 of SEBI Listing Regulations, the
Business Responsibility and Sustainability Report (BRSR) forms part of Annual Report as Annexure-V.
This report highlights the various initiatives undertaken by the Company in terms of
environmental sustainability, social responsibility, and governance practices. We
encourage you to review this report for a comprehensive understanding of our commitment to
responsible business practices.
22.7 IMPLEMENTATION OF RIGHT TO INFORMATION (RTI) ACT 2005:
MIDHANI, as a Public Authority under the RTI Act 2005, has appointed a Nodal
officer, Appellate Authority, and Central Public Information Officer (CPIO) to ensure
compliance with the RTI Act 2005. The Company promptly provides information requested by
citizens within the specified time frame. MIDHANI also fulfills its obligation of Suo Motu
disclosures under Section 4(1)(b) of the RTI Act by displaying information on its official
website.
During FY 2025-26, 61 RTI applications were received and 62 applications were
disposed of, including those from the previous period. As on March 31,2026, 1 RTI
application was yet to be replied. Additionally, 8 RTI appeals were raised during FY
2025-26 and 6 RTI appeals were disposed within the stipulated time in the said period.
MIDHANI submits quarterly returns to the authorities in accordance with the regulations.
22.8 RAJBHASHA IMPLEMENTATION:
In compliance with the directives of the Government of India, the Official
Language Act, 1963, and the Official Language Rules, 1976 made thereunder along with
subsequent instructions issued by the Government of India for the promotion of Hindi in
official work, MIDHANI has adhered to the policies without any deviation. The company has
consistently demonstrated commitment towards the progressive use of Hindi in its
day-to-day operations.
During the year, the Company continued its efforts to promote the use of Hindi
in official work by holding four quarterly meetings of the Official Language
Implementation Committee under the chairmanship of the Chairman & Managing Director
During the year, the Company organised eight Hindi Awareness Workshops, benefiting around
163 employees, to promote the use of Hindi in official work. Under the Hindi Teaching
Scheme, 40 employees also received formal training in the Hindi language, further
strengthening their ability to carry out official work in Hindi.
As part of the Ministry of Home Affairs' directives, MIDHANI celebrated
"Hindi Month" from 18th September 2025 to 19th October
2025 and also started monthly Hindi Competition. The event aimed to propagate the use of
Hindi on a larger scale across the organization. In recognition of its efforts in
implementing the Official Language Policy during FY 2024-25, MIDHANI was awarded the 'Best
E-House Journal Award' for its Rajbhasha e-House Journal "Sankalp" (awarded on
29th May 2025).
22.9 RELATED PARTY TRANSACTION:
Disclosure of related party transactions as per Ind AS- 24, issued by the
Institute of Chartered Accountants of India, is provided at note no. 40 of the Notes
forming part of Annual Accounts for FY 2025-26.
All contracts /arrangements /transactions entered into by the Company with
related parties during the year under review, were in ordinary course of business of the
Company and on 'arms' length terms. The related party transactions were placed before the
Audit Committee for review and/or approval.
During the year, the Company did not enter into any contract /arrangement
/transaction with related party, which could be considered material in accordance with the
Company's 'Policy on Materiality of and dealing with Related Party Transactions' and
accordingly, the disclosure of related party transactions in Form AOC-2 is not applicable.
The aforesaid Policy is available on the Company's website at
https://midhani-india.in/policies/ .
23. VIGILANCE ACTIVITIES:
23.1 The Vigilance Department of the Company is led by Ms. Spurthi Reddy, an IRS
officer, serving as the Chief Vigilance Officer (CVO). As CVO, Ms. Spurthi Reddy guides
the Chairman & Managing Director (C&MD) on all vigilance-related matters and acts
as a liaison between the organization and the Central Vigilance Commission (CVC).
Preventive vigilance continued to be a key focus area during FY 2025-26.
23.2 During FY 2025-26, the Vigilance Department continued its preventive vigilance
efforts through regular examination of procurement contracts, case files and key
processes, along with periodic and surprise inspections. Eight Chief Technical Examination
(CTE) type inspections covering procurement, civil works and utilisation of equipment were
carried out, and recommendations were submitted to the Management for necessary action.
The Vigilance Department also undertook measures to review and standardise rules and
procedures across the organisation with the objective of improving transparency, ensuring
consistency in decisionmaking and reducing the scope for discretionary practices in
day-to-day operations.
23.3 Structured meetings between the Chairman & Managing Director and the Chief
Vigilance Officer were also held periodically to review vigilance-related matters and
strengthen the vigilance framework. Vigilance Department suggested twelve systemic
improvements and good practices covering Human Resources, Civil, Security, Stores
Management, and Procurement & Contracts. These recommendations were considered by the
Management.
23.4 Vigilance Awareness Week 2025 was observed from 27th October to 2nd
November 2025 on sthe theme "Vigilance: Our Shared Responsibility" as prescribed
by the Central Vigilance Commission (CVC).
24. VIGIL MECHANISM:
24.1 MIDHANI invites reporting of unfair, unethical activities, if any in the company
from the employees. In this regard, a Whistle blower policy has been put in place. The
Whistleblower Policy was first adopted by the Board of Directors at its 206th
Meeting on January 23, 2013. It was later amended as the Whistleblower Policy - 2018 to
align with the Public Interest Disclosure and Protection of Informers Resolution, 2004
(PIDPI).
24.2 The Audit Committee periodically reviews the functioning of the Vigil Mechanism,
including the surveillance system and any whistle-blower complaints received, to ensure
transparency and accountability in the organization.
24.3 The Whistleblower Policy - 2018 serves as MIDHANI's Vigil Mechanism, providing a
structured platform for individuals to report unfair or unethical practices that may
affect the organization. The policy ensures confidentiality and protection against
retaliation for whistleblowers, thereby promoting transparency and accountability.
24.4 The policy is readily accessible on the company's website. at
https://midhani-india. in/department vigilance/role-functions- ofvigilance- department/ .
25. AWARDS AND RECOGNITION:
MIDHANI Quality Circle Team has won the prestigious Gold Award at the 50th
International Convention on Quality Control Circles (ICQCC) 2025, held in Taipei, Taiwan,
from 3rd to 6th November 2025 for the project titled 'Innovation in
Casting of Liquid Metal in Cylindrical Moulds'.
Dr S.V.S. Narayana Murty, Chairman & Managing Director, MIDHANI, was
felicitated by Hon'ble Minister for State, Ministry of Agriculture and Farmers Welfare
Shri Bhagirath Choudhary at the Government Achievements & Rising PSEs Expo-2025, held
in New Delhi on 23rd June 2025. The recognition was conferred in appreciation
of MIDHANI's outstanding contributions to innovation in specialized materials and advanced
manufacturing for critical sectors such as Aerospace and Defence.
At the Chapter Convention on Quality Concepts CCQC - 2025 held from 22nd
- 23rd September 2025 organized by Quality Circle Forum of India, Hyderabad
Chapter, MIDHANI team was bestowed with the prestigious Quality Movement Award. 'Team
Agniveer' of MIDHANI also clinched the Gold Award in the Quality Circle category.
MIDHANI Primary Health Care Center (MPHCC), managed by the MPHCC Trust, received
the prestigious Gold Award in the PSU & Healthcare category at the CSR Times Awards,
held on 15th July, 2025.
26. COMPANY PERFORMANCE AND FUTURE OUTLOOK:
The Annual Report includes Management Discussion and Analysis, providing a
comprehensive analysis of the Company's financial performance, operations, and future
outlook.
27. CORPORATE GOVERNANCE:
27.1 The Company adheres to the principles and philosophy of Corporate Governance,
ensuring good decision-making practices in line with current standards and guidelines from
the Department of Public Enterprises. A comprehensive Code of Business Conduct and Ethics
is in place which is applicable to all Board Members and Senior Management. A certificate
from the Chairman and Managing Director affirming compliance with Code of Business Conduct
and Ethics for Board and Senior Management forms part of Annual Report as Annexure - VI.
27.2 The Annual Report includes a comprehensive report on Corporate Governance,
providing detailed information on the Company's adherence to guidelines issued by the
Department of Public Enterprises (DPE) and SEBI Listing Regulations. A certificate
confirming compliance with these guidelines, signed by a practicing Company Secretary,
forms part of Annual Report as Annexure - VII.
27.3 In line with the Revised Grading norms for CPSEs, your Company has achieved a
perfect score of 100% for the FY 2025-26 in terms of compliance with the Guidelines on
Corporate Governance issued by the Department of Public Enterprises (DPE).
28. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:
28.1 MIDHANI has implemented a robust framework for internal controls, which is
designed to align with the company's size and operations. This internal control system is
further strengthened by a comprehensive program of internal audits and management reviews.
The internal audit function, supported by external audit firms, conducts thorough and
risk-focused audits to assess the effectiveness of the internal control structure and its
functions on a regular basis. This ensures the integrity and reliability of the company's
operations.
28.2 The Company has implemented robust internal financial controls in accordance with
the requirements of the Companies Act, 2013. These controls are implemented at various
levels within the organization to ensure compliance with internal control requirements,
regulatory compliance, and accurate recording of financial and operational information.
The internal financial controls are designed to safeguard assets, prevent fraud, maintain
financial accuracy, and promote operational efficiency.
28.3 The Company engaged the services of external audit firm Sagar & Associates to
conduct the internal audit during the year, with a focus on assessing the adequacy of
systems and controls. The audit reports prepared by Sagar & Associates were thoroughly
reviewed by the Audit Committee. Additionally, the inhouse Internal Audit team conducted
regular audits of specific processes. The findings and recommendations from these audits,
along with the corrective actions initiated, were discussed with the Management and
reviewed by the Audit Committee. The Audit Committee also assessed the adequacy and
effectiveness of internal controls in place.
28.4 No instances of fraud were reported to the Audit Committee by the Auditors in
accordance with Section 143(12) of the Companies Act, 2013 and the rules prescribed.
Therefore, no disclosure is required under Section 134(3)(ca) of the Companies Act, 2013.
29. BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL:
29.1 The Board of your Company at the beginning of FY 2025-26 comprised of Four (4)
Directors i.e. Two (2) Functional Directors, One (1) Government Nominee Director and One
(1) Independent Director, all eminent personalities with vast experience from diverse
fields.
29.2 As on date of this Report, the Company has six (6) Directors i.e. Three (3)
Functional Directors, One (1) Govt. Nominee Director and Two (2) Independent Directors.
29.3 During the year under review and as on date of report, the following changes in
composition of Board of Directors/KMP was observed:
The tenure of Smt. V.T. Rema (DIN: 09561611) ended w.e.f. April 5, 2025 as
Independent Director on the Board MIDHANI.
Department of Defence Production, Ministry of Defence vide letter No. 5/1 (1)/
2022/ D (NS) dated April 15, 2025 conveyed the appointment of Dr S.V.S. Narayana Murty as
Chairman and Managing Director of the Company on immediate absorption basis with effect
from date of assumption of charge of the post till the date of his superannuation i.e.
31.12.2029 or until further order by MoD (whichever is earlier). In view of above, Dr
S.V.S. Narayana Murty (DIN: 11065319) assumed charge as Chairman & Managing Director
of the Company on April 28, 2025.
Department of Defence Production, Ministry of Defence vide letter No.
11(70)/2021/ Misc./D(NS) dated April 18, 2025 conveyed the re-appointment of Smt. V. T.
Rema (DIN: 09561611) on the Board of MIDHANI as Independent Director for a period of one-
year w.e.f. April 18, 2025 or until further order by MoD (whichever is earlier).
Department of Defence Production, Ministry of Defence vide letter No.
11(70)/2021/ Misc./D(NS) dated April 18, 2025 conveyed the appointment of Shri Ajay Kumar
Chauhan (DIN: 09394953) and Ms. Aruna Sarap (DIN: 09583629) on the Board of MIDHANI as
Independent Director for a period of one- year w.e.f. April 18, 2025 or until further
order by MoD (whichever is earlier).
The tenure of Shri Gowri Sankara Rao Naramsetti (DIN: 08925899) as Director
(Finance) & CFO of MIDHANI ended on May 31, 2025. The tenure of Shri T. Muthukumar
(DIN: 09636771) as Director (Production & Marketing) of MIDHANI ended on June 30,
2025.
Department of Defence Production, Ministry of Defence vide letter No. F.No. 5/1
(1)/ 2024/ D (NS) dated July 17, 2025 conveyed the appointment of Smt. Madhubala Kalluri -
General Manager (Finance & Accounts, MIDHANI) as Director (Finance) ofthe Company with
effect from date of assumption of charge of the post till the date of her superannuation
i.e. 31.08.2027 or until further order by MoD (whichever is earlier). Smt. Madhubala
Kalluri (DIN: 11202794) assumed charge as Director (Finance) of the Company on July 21,
2025. She was designated as Chief Financial Officer (CFO) of MIDHANI w.e.f. August 13,
2025.
Department of Defence Production, Ministry of Defence vide letter No. F.No. 5/1
(2)/ 2024/D(NS) dated October 3, 2025 conveyed the appointment of Shri Padavittan Babu-
General Manager (Technical Services, MIDHANI) as Director (Production & Marketing) of
the Company for a period of five years with effect from date of assumption of charge of
the post or until further order by MoD (whichever is earlier). Shri P. Babu (DIN:
11233808) assumed charge as Director (Production & Marketing) of the Company on
October 7, 2025.
Department of Defence Production vide 8(29)/2026-D (Coord/DDP) dated June 5,
2026 conveyed the appointment of Shri Prakash Rajpurohit (DIN: 06895578), JS (Defence
Industries Production), MoD, as Government Nominee Director on the Board of MIDHANI w.e.f.
June 5, 2025.
Department of Defence Production vide Letter No. 11(70)/2021/Misc./D(NS) dated
August 21, 2026 conveyed the appointment of Shri Sameer Mundra (DIN: 00078727) as
Independent Director of the Company for a period three years or until further orders
issued by Ministry of Defence, whichever is the earliest.
Department of Defence Production vide Letter No. 11(70)/2021/Misc./D(NS) dated
August 21, 2026 conveyed the appointment of Shri Pugazhendhy Arumugam (DIN: 11912614) as
Independent Director of the Company for a period three years or until further orders
issued by Ministry of Defence, whichever is the earliest. The letter also specified that
in case on non-availability of DIN, the appointment would be effective from date of
allotment of DIN. Accordingly, Shri Pugazhendhy Arumugam obtained his DIN: 11912614 on
August 25, 2026 and his appointment as Independent Director got effective from August 25,
2026, till August 24, 2029.
29.4 The Members of Company at their 51st Annual General Meeting held on
September 30, 2025 approved the following:
a) Appointment of Dr S.V.S. Narayana Murty (DIN: 11065319) as Chariman & Managing
Director of the Company.
b) Re-appointment of Smt. V. T. Rema (DIN: 09561611) as Independent Director of the
Company
c) Appointment of Shri Ajay Kumar Chauhan (DIN: 09394953 on the Board of MIDHANI as
Independent Director of the Company.
d) Appointment of Ms. Aruna Sarap (DIN: 09583629) on the Board of MIDHANI as
Independent Director of the Company.
e) Appointment of Smt. Madhubala Kalluri (DIN: 11202794) as Director (Finance) of the
Company.
29.5 Smt. Madhubala Kalluri, Director (Finance) (DIN: 11202794) would retire by
rotation at the ensuing Annual General Meeting (AGM) and being eligible has offered
herself for reappointment.
29.6 The Notice of the 52nd Annual General Meeting (AGM) provides a brief
resume, expertise, directorship details in other companies, and shareholding information
of the Director(s) proposed for appointment/re-appointment at the AGM, in accordance with
Secretarial Standard-2 and Regulation 36 of the SEBI Listing Regulations.
29.7 Performance Evaluation: Being a Government Company, the appointment/
re-appointment of Independent Directors is done by the President of India through the
Administrative Ministry. The evaluation of Independent Directors' performance and their
compliance with the Independence criteria specified in the SEBI Listing Regulations is
conducted by the Government of India through its internal processes.
30. REMUNERATION POLICY:
30.1 MIDHANI is a Government of India owned Public Sector Enterprise under the
administrative control of the Ministry of Defence. The Directors of the Company are
appointed by the President of India and their remuneration is determined in accordance
with the Guidelines issued by DPE. As per Article 67 of MIDHANI's Articles of Association,
the President of India is Competent Authority for appointing Directors and deciding their
remuneration. Given that these appointments are made by the President of India, the
evaluation of the performance of these appointees is also conducted by the Government of
India.
30.2 The terms and condition of payment of sitting fees to Independent Directors and
Govt.
Nominee Director is available on the Company's website at
https://midhani-india.in/policies/ .
30.3 Further, provisions of Section 178(2), (3) and (4) are not applicable on Company
vide Ministry of Corporate Affairs notification dated June 5, 2015.
31. DECLARATION AND MEETING OF INDEPENDENT DIRECTORS:
31.1 The Independent Directors of the Company have affirmed their compliance with the
independence criteria outlined in both the Companies Act, 2013 and SEBI Listing
Regulations. Additionally, they have fulfilled the requirements specified in Rule 6,
Sub-rule 1 & 2 of the Companies (Appointment and Qualifications of Directors) Rules,
2014.
31.2 The Independent Directors have provided confirmation of their adherence to the
"Code of Business Conduct and Ethics for Board Members and Senior Management" of
the Company.
31.3 During FY 2025-26, one (1) meeting of the Independent Directors was conducted on
January 30, 2026, in accordance with the provisions of the Companies Act, 2013, and SEBI
Listing Regulations.
32. DIRECTORS' RESPONSIBILITY STATEMENT:
32.1 Pursuant to Section 134(5) of the Companies Act, 2013, your Directors state that:
a. in the preparation of the Annual Accounts for the financial year ended March 31,
2026, the applicable Indian Accounting Standards (Ind AS) have been followed along with
proper explanations on the material departures;
b. the Directors have such Accounting Policies have been selected and applied
consistently and judgments and estimate have been made; that were 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 i.e. March 31, 2026; and of the Profit of the Company for the year
ending on March 31,2026;
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, as amended
from time to time, for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
d. the Directors have prepared the accounts for the financial year ended on March 31,
2026 on a 'going concern' basis;
e. the Directors have laid down proper internal financial controls in place and that
such internal controls are adequate and are operating effectively; and
f. the Directors have devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems are adequate and operating effectively.
33. AUDITORS:
33.1 Statutory Auditors: Comptroller and Auditor General (C&AG) of India
appointed M/s Anjaneyulu & Co, Chartered Accountants, Hyderabad, [Firm Registration
No. 000180S] as Statutory Auditors of the Company for conducting audit of accounts for the
year ended March 31, 2026. The Report of Statutory Auditors on the Financial Statements
for the financial year ended on March 31, 2026, is an unmodified opinion i.e., it does not
contain any qualification, reservation or adverse remark.
33.2 Cost Auditor: Your Company is required to maintain cost records as
specified by Central Government under section 148(1) of the Companies Act, 2013. Your
Company appointed BVR & Associates, Cost Accountants, Hyderabad, [Firm Registration No
000453] as Cost Auditors for the FY 2025- 26 in terms of Section 148 of Companies Act,
2013, read with the Companies (Cost Records and Audit) Rules, 2014.
33.3 Secretarial Auditor: The shareholders of the Company at their Annual
General Meeting held on September 30, 2025, have appointed Hanumanta Raju & Co,
Company Secretaries Hyderabad as Secretarial Auditor of the
Company, to hold office for 5 (five) consecutive years from the conclusion of the 51st
Annual General Meeting held in calendar year 2025, until conclusion of the 56th
Annual General Meeting to be held in the calendar year 2030. The Secretarial Audit Report
forms part of Annual Report as Annexure - VIII along with management's reply to the
observations therein.
33.4 Internal Auditor: Your Company engaged Sagar & Associates. [Firm
Registration No.003510S] to conduct Internal Audit for FY 2025-26.
34. COMMENTS OF COMPTROLLER & AUDITOR GENERAL OF INDIA:
The 'Nil' Comments certificate on the Accounts issued by the Comptroller and Auditor
General of India for the year ended March 31, 2026 is placed in Annual Report after
Statutory Auditors Report.
35. DISCLOSURES UNDER COMPANIES ACT, 2013:
35.1 Borrowings and Debt Servicing: During the year under review, your Company
has met all its obligations towards repayment of principal and interest on loans availed.
35.2 Particulars of loans given, investments made, guarantees/securities given:
The details of investments made and loans/ guarantees/securities given, as applicable,
are given in Notes No. 6, 7 and 14 of the Annual Financial Statements.
35.3 Board Meetings: During the financial year ended on March 31, 2026, the
Board met nine (9) times on April 25, 2025, May 28, 2025, June 30, 2025, August 13, 2025,
September 30, 2025, November 13, 2025, December 12, 2025, February 12, 2026 and March 13,
2026. For further details of these meetings, Members may please refer 'Report on Corporate
Governance' which forms part of this Annual Report.
35.4 Board Committees: For details regarding Board Committee's, Members may
please refer 'Report on Corporate Governance' which forms part of this Annual Report.
35.5 Secretarial Standards: Your Directors state that the Secretarial Standards
i.e. SS-1 and SS-2, relating to 'Meetings of the Board of Directors' and 'General
Meetings', respectively have been duly followed by the Company.
36. GENERAL AFFIRMATIONS AND DISCLOSURES:
36.1 Your Directors' state that no disclosure is required in respect of the following
matters, as there were no transactions/ events in relation thereto, during the year under
review:
a) Details relating to deposits covered under Chapter V of the Companies Act, 2013.
b) Issue of equity shares with differential rights as to dividend, voting or otherwise.
c) Issue of shares (including sweat equity shares) to employees of the Company under
any scheme of the Company.
36.2 Your Directors further state that:
a) there was no change in the share capital of the Company during the year under
review.
b) no material changes/commitments of the Company have occurred after the end of the FY
2025-26 and till the date of this report, which affect the financial position of your
Company.
c) no significant or material orders were passed by the Regulators or Courts or
Tribunals which impact the 'going concern' status and Company's operations in future.
d) during the year, no corporate insolvency resolution process was initiated under the
Insolvency and Bankruptcy Code, 2016, either by or against the Company, before National
Company Law Tribunal or other court(s).
e) the Company has complied with the provisions relating to the constitution of
Internal Complaints Committees under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.
37. ACKNOWLEDGEMENT:
37.1 The Board of Directors wishes to extend its deepest gratitude for the unwavering
support and cooperation received from various Government agencies. We acknowledge the
Ministry of Defence, establishments under DRDO, and other Central and State Government
agencies for their invaluable assistance.
37.2 The Board also sincerely appreciates the continuous support from our customers,
vendors, bankers, the C&AG, statutory and internal auditors, the Chairperson of the
Audit Committee, the Chairpersons of other sub-committees of the Board, as well as our
advisers, consultants, and stakeholders. Your guidance and partnership have been
instrumental to our progress throughout the year
37.3 The Board extends its sincere gratitude to all employees of the Company for their
outstanding contributions and unwavering cooperation. Your dedication and hard work have
been key to our collective achievements.
37.4 Lastly, the Board extends its profound gratitude to our shareholders and investors
for their steadfast trust and confidence in the Company. We look forward to your continued
support, which will undoubtedly drive the Company towards even greater success in the
future.
|
For and on behalf of the Board of Directors |
|
Dr. S.V.S. Narayana Murty |
|
Sd/- |
|
Chairman & Managing Director |
|
DIN: 11065319 |
Place: Hyderabad |
|
Date : August 28, 2026 |
|
|