Share Wealth

Year End :2023-03

BOARD'S REPORT

Dear Shareholders,

The Board of Directors are pleased to present the Twenty First Annual Report of your Company, along with the Audited
Statement of Accounts for the Financial Year (FY) ended 31^st March 2023.

1. STATE OF COMPANY'S AFFAIRS FINANCIAL RESULTS

Particulars	Standalone		Consolidated
	2022-23	2021-22	2022-23	2021-22
Total Income	52,147	40,323	58,117	43,331
Total Operating Expenditure	32,947	20,143	36,382	20,463
Profit before Interest, depreciation, exceptional items and tax	19,200	20,180	21,735	22,868
Less: Depreciation	2,047	2,214	2,159	2,270
Less: Interest	18	26	21	24
Less: Exceptional item	-	2,043	-	2,043
Add / (Less): Share of loss of Associate	-	-	(498)	(127)
Profit after exceptional items and Share of Profit / (loss) of Associate but before tax	17,135	15,897	19,057	18,405
Less: Provision for tax	4,152	4,051	4,160	4,059
Profit after tax	12,983	11,846	14,897	14,345
Add/(Less) : Other Comprehensive Income (net of tax)	(69)	(276)	96	(283)
Total Comprehensive Income for the period (Comprising Profit and Other Comprehensive Income for the period)	12,914	11,570	14,993	14,062
Earnings per share (EPS)
i. Basic (?)	25.51	23.27	29.27	28.18
ii. Diluted (?)	25.51	23.27	29.27	28.18

For FY 2022-23, your Company's (Standalone) total income stood at ? 52,147 lakh as compared to ? 40,323 lakh in FY
2021-22. The operating income during the year under review was ? 44,922 lakh as against ? 32,978 lakh in FY 2021-22. Net
profit after tax in FY 2022-23 was ? 12,983 lakh as compared to ? 11,846 lakh in FY 2021-22.

In accordance with the provisions of the Income Tax Act, 1961, during the year Company has adopted concessional tax
regime u/s 115BAA of the Income Tax Act, 1961. Tax provision for FY 2022-23 has been made accordingly. The rate of
taxation was 22% as compared to 25% in previous year.

The net worth of the Company as at 31^st March 2023 stood at ? 1,59,570 lakh as compared to ? 1,55,530 lakh as at 31^st March
2022.

The Company had entered into an agreement with Tata Consultancy Services Ltd. (TCS), according to which the new
Commodity Derivative Platform (CDP) was to be developed, tested and delivered by TCS by 30^th September 2022.

Since the new platform is still under development, the Company considering the exigency to ensure continuity of the
existing commodity trading and clearing platform, continued with the services of the existing vendor, 63 Moons
Technologies Ltd, initially for a quarter ended December 2022 for ? 60 crore (plus applicable taxes). Accordingly, for the
quarter ended 31^st December 2022, MCX has incurred ? 40.20 crore (net of recoveries from MCXCCL, excluding applicable
taxes). Later these services were extended for another two quarters ending 30^th June 2023 for ? 81 crore per quarter (plus
applicable taxes) as per the minimum period of services offered by the vendor. Accordingly for the quarter ended 31^st
March 2023 and 30^th June 2023, MCX has incurred ? 54.27 crore (net of recoveries from MCXCCL excluding applicable taxes)
respectively. Further, the Company has decided to extend the support services being rendered by its existing software
vendor, 63 Moons Technologies Ltd. for six months, being the minimum period offered by the vendor, beginning from 01^st
July 2023 at a consideration of ? 125 crore (plus applicable taxes) per quarter.

CONSOLIDATED FINANCIAL STATEMENT

Your Company has, in accordance with Section 129(3) of the Companies Act, 2013, prepared the annual consolidated
financial statements, consolidating its financials with its wholly-owned subsidiary company, MCXCCL and the associate
companies, CCRL and IIBH (from 04^th May 2022 to 14^th July, 2022 and from 12^th August, 2022 to 31^st March, 2023). The annual
audited consolidated financial statements have been prepared in accordance with the requirements of Ind AS prescribed
under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder, as applicable, and other
accounting principles generally accepted in India and forms part of this Annual Report. A statement containing the salient
features of financial statements of the Company's subsidiaries, associates & joint ventures in Form AOC-1 is attached as
Annexure I to this Report.

TRADING PERFORMANCE

During FY 2022-23, the Average Daily Turnover (ADT) of commodity futures contracts stood at ? 23,514 crore vis-a-vis ?
26,178 crore in FY 2021-22, witnessing a decline of 10%. However, during the same period, the options ADT went up by
333% to ? 33,998 crore from ? 7,860 crore. The Average Realization Rate (ARR) for the futures remained unchanged at ? 2.07
per lakh (one side ADT) during the year. Overall traded Unique Client Codes for futures and options (UCC - PAN based)
during the period increased from 4.71 lakh to 6.22 lakh.

The total turnover of commodity futures traded on your Exchange declined by 11% to ? 60.43 lakh crore in FY 2022-23 as
against ? 67.54 lakh crore in FY 2021-22. In contrast, options turnover for the year went up by 331% to a record total
turnover of ? 87.37 lakh crore as against ? 20.28 lakh crore in the previous year. The futures in bullion, energy, metals and
agriculture registered a turnover of ? 28.20 lakh crore, ? 22.30 lakh crore, ? 9.50 lakh crore and ? 0.21 lakh crore, respectively,
as against ? 26.45 lakh crore, ? 24.02 lakh crore, ? 15.08 lakh crore and ? 1.12 lakh crore in the previous year. On the other
hand, options turnover in energy, bullion and metals recorded total of ? 81.92 lakh crore, ? 5.45 lakh crore and ? 0.01 lakh
crore, respectively, during FY 2022-23 vis-a-vis ? 17.69 lakh crore, ? 2.58 lakh crore and ? 0.006 lakh crore, in the previous
year.

In terms of metal delivery, a total of 83,746.5 metric tonnes (MT) of Base Metals were delivered through the exchange
mechanism during FY 2022-23 as against 81,499 metric tonnes in FY 2021-22. During FY 2022-23, your Company's market
share in commodity futures market stood at 96.8% as against 93.6% in the previous year. The volume of futures (in terms of
contracts) traded on the Exchange decreased by 11% in FY 2022-23, to 128.8 million lots, as compared to 144.9 million lots
in FY 2021-22. On the other hand, the volume of Options (in terms of contracts) traded increased by 323% in FY 2022-23, to
124.2 million lots, as compared to 29.3 million lots in FY 2021-22.

GLOBAL COMMODITY MARKET

After displaying significant increase during the calendar year (CY) 2021 following the reopening of the post-pandemic
world, global commodity prices showed mixed trends during much of CY 2022. Prices in Agricultural and Energy
commodities generally increased, while most Base Metal prices declined. Bullion prices remained relatively stable
compared to the previous year.

Gold prices experienced high volatility, reaching near all-time highs in the first quarter of CY 2022 due to the Russia-Ukraine
war, but dropped to two-year lows in the third quarter, due to a strong US dollar. Silver prices rose in the first quarter and
fell significantly in late September, but managed to recover and close the year with a 2.3% increase compared to CY 2021.
Among Base Metals, Copper, Aluminium, Zinc, and Lead prices declined by the close of CY 2022 after reaching record peaks
in March. Nickel prices surged by 44.8% due to concerns over potential export sanctions on Russian Nickel and increasing
demand due to global shift toward electric vehicles.

In the agricultural commodities segment, US soyabean, sugar, and wheat prices increased year-on-year by 14.7%, 7.7%, and
2.8% respectively, while US cotton prices dropped by 24.5% in CY 2022.

Energy prices reached multi-year highs in the first half of CY 2022 on the backdrop of increasing geopolitical tensions,
however they subsequently dropped as worries emerged about a potential economic recession in many countries.
Nevertheless, Brent and WTI crude oil prices saw increases of 11.1% and 7%, respectively on a year-on-year basis.
Meanwhile, global natural gas prices fell in the second half of CY 2022 due to warmer-than-expected weather, improved
energy efficiency, and changes in gas consumption behaviour. US natural gas prices were 20% higher in CY 2022 compared
to the previous year.

Global commodity derivatives markets experienced a decline in trading volumes across all segments in CY 2022. Precious
metals experienced the largest decrease, followed by Energy, Non-Precious Metals, and Agricultural commodities. Data
from the Futures Industry Association (FIA) showed that aggregate volumes in these segments decreased by
approximately 20% in CY 2022, compared to the previous year, reaching 6.6 billion contracts in the year. Precious Metals
trading volumes were down by around 26%, while Energy, Non-Precious Metals, and Agricultural commodities' trading
volumes declined by about 24%, 19%, and 15% respectively.

In the current CY 2023, macroeconomic signals emanating from the global economy show it in a gradual recovery phase,
though uncertainties persist due to the lingering impact of the Russia-Ukraine conflict and high levels of inflation. As a
result, global growth may remain subdued in the medium term, as per most estimates. The International Monetary Fund's
July 2023 update to its World Economic Outlook (WEO) report suggests that global growth is expected to reach 3.0% in
2023, down from 3.5% in 2022, and remain at 3.0% in 2024 too. Efforts to control inflation globally are anticipated to reduce
headline inflation from 7.3% to 4.7% in advanced economies (AEs) and from 9.8% to 8.6% among emerging market and
developing economies (EMDEs) in 2023, as per IMF's WEO released in April 2023. These ongoing trends are likely to impact
global commodity markets throughout the year.

Your Company's performance during the FY 2022-23 and outlook during FY 2023-24 may be analysed against this
backdrop.

2. SHARE CAPITAL

There has been no change in the share capital of your Company during the year under review. As on 31^st March 2023, the
paid-up share capital of your Company stood at ? 5,099.84 lakh comprising of 50998369 Equity shares of ? 10 each fully
paid.

Your Company has, during the year under review, neither issued any Equity shares with differential voting rights nor issued
any shares (including sweat equity shares) to its employees under any scheme.

3. IMPLEMENTATION OF CORPORATE ACTION

During the year under review, the Company has complied with the specified time limit for implementation of Corporate
Action.

4. TRANSFER TO RESERVES

For FY 2022-23, your Company does not propose to transfer any amount to the General Reserve.

5. SURPLUS IN PROFIT & LOSS ACCOUNT

An amount of ? 1,20,415 lakh (Previous Year ? 1,16,306 lakh) is proposed to be retained as surplus in the Profit and Loss
Account.

6. DIVIDEND

The Board of Directors of your Company in its meeting held on 20^th May 2023, have recommended a dividend of ? 19.09
(191%) per equity share on a face value of ? 10 per share for the Financial Year ended 31^st March 2023, subject to the
approval of shareholders at the ensuing Annual General Meeting.

The outgo on account of the proposed dividend of 191% (Previous Year 174%) to be paid by the Company aggregates to
approximately ? 9,736 lakh, being a payout of 75% of the profit after tax (PAT) for the year ended 31^st March 2023, as against
? 8,874 lakh during the previous year.

Your Directors have recommended the dividend based on the Company's performance and adequacy of existing cash/
cash equivalent at its disposal to provide for capital expenditure on technology development and new business initiatives.

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. For more clarity on deduction of tax, please refer para on 'Tax Deducted at Source
("TDS") on Dividend' as mentioned in the notes to the Notice of 21st AGM.

7. MEMORANDUM AND ARTICLES OF ASSOCIATION

During the year under review, the Memorandum of Association ('MOA') and Articles of Association ('AOA') of the Company
were amended with the approval of the shareholders at their 20^th Annual General Meeting held on 27^th September 2022.
Post receipt of approval of Shareholders, the Company has pre-published the MOA & AOA in the Gazette of Maharashtra
and the Gazette of India, inviting public comments. The amendments were then approved by the SEBI vide letter dated 23^rd
January 2023. Post receipt of approval from SEBI, the Company has published the amendments in the Gazette of
Maharashtra and the Gazette of India respectively. Thereafter, the amended MOA and AOA was filed with Registrar of
Companies.

8. INVESTOR RELATIONS

The Company continuously strives for excellence in its Investor Relations engagement with investors through physical,
video and audio meetings through structured conference-calls and periodic investor/analyst interactions participation in
investor conferences, quarterly earnings calls, and analyst meet from time to time. The Company's leadership team spent
significant time to interact with investors to communicate the strategic direction of the business in a number of investors
meets. No unpublished price sensitive information is discussed in these meetings. The Company ensures that critical
information about the Company is available to all the investors, by uploading all such information on the Company's
website.

9. MAJOR EVENTS OCCURRED DURING THE YEAR:

A. MATERIAL CHANGES FROM THE END OF THE FINANCIAL YEAR TILL THE DATE OF THIS REPORT

There are no material changes and commitments affecting the financial position of the Company which have occurred
between the end of the FY 2022-23 to which the financial statement relate and the date of this Report except to the extent
stated at point 1 above regarding technology expenses.

B. CHANGE IN THE NATURE OF BUSINESS:

During the year under review, there was no change in the nature of business of the Company.

10. INVESTOR EDUCATION AND PROTECTION FUND

TRANSFER OF UNCLAIMED DIVIDEND AND TRANSFER OF SHARES

Pursuant to the provisions of Section 124 of the Companies Act, 2013 ("the Act") read with Investor Education and
Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ("IEPF Rules"), and relevant circulars and
amendments thereto, the amount of dividend remaining unpaid or unclaimed for a period of seven years from the date of
transfer of such amount to Unpaid Dividend Account, is required to be transferred to the Investor Education and Protection
Fund ("IEPF"), constituted by the Central Government.

The Company had, accordingly transferred the following amount to IEPF during the year under review:

Sr. No	Type of Dividend	Dividend per share	Date of Declaration	Date of Transfer	Amount transferred
1.	Final Dividend for FY 2014-15	? 10/-	29th September 2015	17th November 2022	? 15,66,740/-

TRANSFER OF SHARES

Pursuant to the provisions of IEPF Rules, all equity shares in respect of which dividend has not been paid or claimed for last
seven consecutive years shall be transferred by the Company to the designated Demat Account of the IEPF Authority ("IEPF
Account") within a period of thirty days of such shares becoming due to be transferred.

Accordingly, 731 equity shares of ?10/- each on which the dividend remained unpaid or unclaimed for last seven
consecutive years with reference to the due date of 04^th December 2022, were transferred during the FY 2022-23 to the IEPF
Authority after following the prescribed procedure.

All equity shares in respect of which dividend has not been paid or claimed for last seven consecutive years shall be
transferred by the Company to IEPF Authority in accordance with provisions of the Act and IEPF Rules made thereunder.
Members who have not encashed any of their dividends, which have not been transferred to IEPF Authority, are advised to
claim their dividends.

Any Shareholder whose dividend/shares are transferred to IEPF can claim the shares by making an online application in
Form IEPF-5 (available on www.iepf.gov.in ).

DETAILS OF NODAL OFFICER:

Name: Manisha Thakur, Company Secretary and Compliance Officer
Email address: Manisha.Thakur@mcxindia.com

The Company has transferred the following unclaimed dividend amount and shares to IEPF as on 31^st March 2023:

Sr. No	Year	No. of shares transferred to IEPF	Category amount transferred to IEPF	Amount transferred to IEPF (in. ?)
1.	2011-12 - Interim	699	Unclaimed Dividend	6,98,328
2.	2011-12 - Final	143	Unclaimed Dividend	1,64,226
3.	2012-13 - Interim	254	Unclaimed Dividend	3,33,264
4.	2012-13 - Final	450	Unclaimed Dividend	5,01,060
5.	2013-14 - Interim	191	Unclaimed Dividend	3,21,797
6.	2013-14 - Final	797	Unclaimed Dividend	5,26,554
7.	2014-15- Final	731	Unclaimed Dividend	15,66,740
8.	-	-	IPO Refund	26,55,276
	Total	3265		67,67,245

Year wise amount of Unpaid/Unclaimed Dividend lying in the unpaid account upto 31^st March 2023, and the
corresponding shares, which are liable to be transferred to the IEPF, and the due dates for such transfer:

Sr. No	Date of declaration of Dividend	Number of Shareholders against whom Dividend is unpaid	Number of Shares against whom Dividend is unpaid	Amount Unpaid as on 31st March 2023	Due Date of transfer of Unpaid and Unclaimed Dividend to IEPF
1.	14th AGM Final 2015-16	3027	59112	? 3,84,228.00/-	24th November 2023
2.	15th AGM Final 2016-17	3146	53644	? 8,04,660.00/-	27th October 2024
3.	16th AGM Final 2017-18	3331	61521	? 10,45,857.00/-	05th November 2025
4.	17th AGM Final 2018-19	2661	52331	? 10,46,620.00/-	25th November 2026
5.	18th AGM Final 2019-20	3985	82643	? 24,00,105.00/-	05th November 2027
6.	19th AGM Final 2020-21	2192	43259	? 11,41,003.40/-	08th October 2028
7.	20th AGM Final 2021-22	1790	43028	? 70,7,196.20/-	01st December 2029

11. PUBLIC DEPOSITS

Your Company has not invited any deposits from the public, and as such, no amount of principal or interest related thereto
was outstanding as on 31^st March 2023.

12. PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR SECURITY PROVIDED UNDER
SECTION 186 OF THE COMPANIES ACT, 2013

The details of loans, guarantees and investments under the provisions of Section 186 of the Companies Act, 2013 read with
the Companies (Meetings of Board and its Powers) Rules, 2014, as on 31^st March 2023, are set out in Note 4 & 8 to the
Standalone Financial Statements of the Company.

The Company has not provided any guarantee or security to any person or entity and has not made any loans and advances
in the nature of loans to firms/companies in which Directors of the Company are interested.

13. MEETINGS OF THE BOARD

During the FY 2022-23, 13 (Thirteen) meetings of the Board of Directors were held. The details of meetings of the Board, are
provided in the Corporate Governance Report forming part of this Annual Report.

Separate meetings of the Public Interest Directors were held on 15^th June 2022, 26^th July 2022, 22^nd August 2022, 18^th
November 2022 and 14^th March 2023.

14. DIRECTORS

Your Company, being a recognized stock exchange and regulated by SEBI, is required to, inter alia, comply with the
provisions relating to constitution of the Company's Board of Directors as specified in the Companies Act, 2013, the
Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) Regulations, 2018 (hereinafter referred to as
the "SECC Regulations, 2018") and the SEBI (LODR) Regulations, 2015.

Your Company has a well-diversified Board comprising of Directors coming from various walks of life and having wide
range of experience, in the areas of management, technology, governance, risk management, capital market, leadership
and finance. A multi-faceted talent-pool enables leveraging multitude of thoughts, perspectives, knowledge base, skills
and industry experiences, to ensure effective corporate governance and sustained commercial success of the Company.

As on 31^st March 2023, the Board comprised of 11 (eleven) Directors, of which 6 (six) were Public Interest Directors
(PID)/Independent Directors, 4 (four) were Shareholder Directors/Non-Independent Directors and 1 (one) Managing
Director. Your Company had 1 (one) Woman Independent Director on the Board, in compliance with the SEBI (LODR)
Regulations, 2015.

A "Public Interest Director" under the SECC Regulations, 2018, means an Independent Director representing the interests of
investors in securities market and who is not having any association, directly or indirectly, which in the opinion of the
Board, is in conflict with his/her role, and accordingly such Directors are considered as Independent Directors for adhering
compliance with the provisions of the SEBI (LODR) Regulations, 2015 and the Companies Act, 2013.

As mandated, all the Public Interest Directors of your Company have been duly registered with the databank for
Independent Directors maintained by the Indian Institute of Corporate Affairs.

Your Company has received confirmations from all the Public Interest Directors to the effect that each of them meets the
criteria of independence, as prescribed under Regulation (16)(1)(b) of the SEBI (LODR) Regulations, 2015 and Section 149(6)
of the Companies Act, 2013. There has been no change in the circumstances affecting their status as Independent Directors
of the Company. The nomination/ appointment of Independent Directors/Public Interest Directors on the Board of your
Company is in accordance with the eligibility conditions prescribed by SEBI and is made with the approval of SEBI.

Further, all the Directors have confirmed that they are 'Fit and Proper,' in terms of the SECC Regulations, 2018. Your Company
has also obtained affirmation of adherence to Schedule IV of the Companies Act, 2013 and the Code of Conduct of your
Company in accordance with the SEBI (LODR) Regulations, 2015 from all the Directors, as applicable.

None of the Directors of the Company are disqualified for being appointed as Directors as specified in Section 164 (2) of the
Act read with Rule 14 of Companies (Appointment and Qualifications of Directors) Rules, 2014.

During the year under review, the tenure of Mr. Saurabh Chandra (DIN: 02726077), Public Interest Director/ Independent
Director of the Company was completed on 02^nd July 2022 pursuant to SECC Regulations, 2018. Further, the tenure of Ms.
Pravin Tripathi (DIN: 06913463) and Mr. Bhartendu Kumar Gairola (DIN: 02442205), Non-Executive Independent
Directors/Public Interest Directors of the Company was completed on 16^th September 2022 pursuant to SECC Regulations,
2018. In order to fill the resulting vacancies, with the approval of SEBI Mr. Ashutosh Vaidya (DIN: 06751825), Mr. Ved Prakash
Chaturvedi (DIN: 00030839) and Ms. Sonu Bhasin (DIN: 02872234) were appointed as a Non-Executive Independent
Directors/Public Interest Directors for a period of three years in terms of SECC Regulations, 2018 with effect from 17^th
September 2022.

Mr. Ved Prakash Chaturvedi vide his letter dated 11^th August 2023 has tendered his resignation as Non-Executive-
Independent Director/Public Interest Director of the Company with effect from 11^th August 2023 for personal reasons. Mr.
Chaturvedi in his letter has also confirmed that there are no other material reasons for his resignation other than those
mentioned in the resignation letter.

Pursuant to Section 152 of the Companies Act, 2013 read with relevant rules framed thereunder Mr. Chengalath Jayaram
(DIN: 00012214), Shareholder Director/Non-Independent Director, was liable to retire by rotation at the 20^th Annual General
Meeting ("AGM") held on 27^th September 2022. However, Mr. Jayaram had communicated to the Company that he was not
seeking reappointment. Accordingly, Mr. Jayaram has retired from the position of Shareholder Director/Non-Independent
Director in the Company with effect from conclusion of 20^th AGM of the Company held on 27^th September 2022.

Further, shareholders of the Company at its 20^th Annual General Meeting held on 27^th September 2022 had approved
appointment of Mr. Arvind Kathpalia (DIN: 02630873) as a Shareholder Director/Non-Independent Director on the Board of
the Company, subject to approval of SEBI. Thereafter, with approval of SEBI vide letter dated 06^th December 2022 and
approval of the Board of Directors Mr. Kathpalia was appointed as Shareholder Director/Non-Independent Director with
effect from 06^th December 2022.

The Board of Directors places on record their earnest appreciation to the invaluable contribution, leadership and guidance
extended by Mr. Saurabh Chandra, Ms. Pravin Tripathi, Mr. Bhartendu Kumar Gairola, Mr. Chengalath Jayaram and Mr. Ved
Prakash Chaturvedi to the Board and the Management of the Company during their association.

In accordance with the provisions of the Companies Act, 2013, Mr. Hemang Raja (DIN: 00040769), Shareholder
Director/Non-Independent Director, who has been longest in office since his appointment, is liable to retire by rotation at
the ensuing AGM and being eligible, is seeking re-appointment. The Board recommends his re-appointment.

As Mr. Vivek Krishna Sinha would be superannuating from NABARD in October 2023, the Exchange received a letter dated
15^th June 2023, from NABARD, proposing the candidature of Ms. Suparna Tandon (DIN: 08429718), Chief General Manager,
NABARD in terms of Section 160 of the Companies Act, 2013, as a Shareholder Director i.e. Non-Independent Director on
the Board of MCX. Further, the appointment of Ms. Suparna Tandon (DIN: 08429718) as Non-Independent Director was
recommended by the Nomination and Remuneration Committee in its meeting dated 20^th July 2023, and approved in the
Board Meeting dated 29^th July 2023. Post approval by the shareholders, the appointment would be subject to approval of
SEBI. NABARD vide letter dated 19^th June 2023, informed that, Mr. Vivek Krishna Sinha shall continue as Shareholder
Director/Non-Independent Director till the completion of process of appointment of Ms. Suparna Tandon as Shareholder
Director/Non-Independent Director.

15. INDEPENDENT EXTERNAL EXPERT

During the year under review, the tenure of Prof. P S Dhekne as an Independent External Expert in the Standing Committee
on Technology (SCT) was completed on 11^th November 2022 pursuant to SECC Regulations, 2018. In view of the same, Mr.
Madhusudhan K M was appointed as an Independent External Expert in Standing Committee on Technology with effect
from 22^nd December 2022.

Further, the tenure of Mr. Suresh Gupta as an Independent External Expert in the Member Core Settlement Guarantee Fund
Committee (MCSGFC) and Regulatory Oversight Committee (ROC) was completed on 21^st August 2022 and 23^rd September
2022 respectively, pursuant to SECC Regulations 2018. In view of the same, Mr. S. Gopalan was appointed as an
Independent External Expert in MCSGFC with effect from 22^nd August 2022. Thereafter, Mr. S. Gopalan ceased to be an
Independent External Expert in MCSGFC with effect from 06^th February 2023 due to acceptance of full time employment
elsewhere with effect from 30^th January 2023. In view of the same, Mr. S V Krishnamohan was appointed as an Independent
External Expert in MCSGFC with effect from 21^st March 2023.

Pursuant to cessation of Mr. Suresh Gupta as an Independent External Expert in the ROC, Mr. R Anand was appointed as an
Independent External Expert in ROC with effect from 30^th July 2022.

The Independent External Experts are appointed for a period of three years, with further extension of three years subject
to performance evaluation.

16. KEY MANAGERIAL PERSONNEL (KMP)

The following employees became KMPs under the SECC Regulations, 2018 during FY 2022-23:

Sr. No.	Name	Last working day
1	Mr. Sanjay Golecha - Chief Regulatory Officer	30th June 2022
2	Mr. Ajay Puri - Company Secretary and Compliance Officer	06th December 2022

Mr. Abhishek Govilkar has been appointed the Vice President - Product Management Team (Agri) of the Company with
effect from 21^st June 2023.

As Mr. Sanjay Golecha, ceased to be the Chief Regulatory Officer ("CRO") of the Company with effect from 30^th June 2022.
Pending appointment of CRO, Mr. Himanshu Ashar, Vice President, Market Operations & Surveillance & Investigation was
assigned interim charge of the office of the CRO with effect from 01^st July 2022 until further orders.

Mr. Shashank Sathe, ceased to be the Chief Technology Officer ("CTO") of the Company with effect from 28^th April 2023.
Pending appointment of CTO, Dr. Rajendra Narayanan, Chief Digital Officer was assigned interim charge of CTO portfolio
w.e.f. 24^th April 2023 until further orders.

Dr. Ajit Phanse ceased to be the Vice President - Inspection and Audit with effect from 02^nd May 2023.

17. PERFORMANCE EVALUATION OF THE BOARD

Your Company has formulated a Policy for Performance Evaluation/Review in accordance with the provisions of the
Companies Act, 2013, SEBI (LODR) Regulations, 2015, SECC Regulations 2018, SEBI Circular dated 05^th January 2017
providing guidance to listed entities about various aspects involved in the Board Evaluation process ("SEBI Guidance Note")
and SEBI circular dated 05^th February 2019 on performance review of Public Interest Directors.

The Policy has been framed with an objective to ensure that Individual Directors of the Company and the Board as a whole,
work efficiently and effectively, for the benefit of the Company and its stakeholders.

Your Company has implemented a system of evaluating performance of the Board of Directors, its Committees and
Individual Directors, through peer evaluation, excluding the Director being evaluated, on the basis of a structured
questionnaire.

The criteria for performance evaluation, inter-alia, includes the following:

i. Internal Evaluation of Individual Director's Performance

Level of participation and contribution to the performance of Board/Committee(s) meetings, qualification &
experience, knowledge and competency, fulfilment and ability to function as a team, initiatives taken, adherence to
the rules/regulations, having independent views and judgement, providing guidance to senior management and
Board members, etc.

ii. External Evaluation of Individual Director's Performance

Pursuant to SECC Regulations, 2018 read with SEBI circular dated 05^th February 2019, the tenure of PIDs may be
extended by another 3 years, subject to performance evaluation, internal and external, both carrying equal weightage
Such PIDs shall be subject to:

iii. Evaluation of the Board as a Whole

Providing entrepreneurial leadership to the Company, having clear understanding of the Company's core business and
strategic direction, maintaining contact with management and external stakeholders, ensuring integrity of financial
controls and systems of risk management, making high quality decisions, monitoring performance of management,
maintaining high standards of integrity and probity, encouraging transparency, etc.

iv. Chairman's Performance Evaluation

Providing effective leadership, setting effective strategic agenda of the Board, encouraging active engagement by the
Board members, providing guidance and motivation to MD & CEO, impartiality in conducting discussions, establishing
effective communication with all stakeholders, etc.

v. Performance Evaluation of Board Committees

Sufficiency in the scope for addressing the objectives, effectiveness in performing the key responsibilities, adequacy
in composition and frequency of meetings, quality of relationship of the Committee with the Board and the
management, clarity of agenda discussed, discussion on critical issues, clarity of role and responsibilities, etc.

18. BUSINESS OPERATIONS

The Company is an affiliate member of the International Organisation of Securities Commissions (IOSCO), which is an
international body that brings together the world's securities regulators and is recognised as the global standard setter for
the securities sector. The Exchange is ranked world's 5^th largest Exchange by the number of commodity Options contracts
traded in CY 2022, improving from 6^th position last year. (Source: FIA Annual Volume trading statistics).

With an aim to seamlessly integrate with the global commodities ecosystem, MCX has forged strategic alliances with
leading international exchanges such as CME Group and London Metal Exchange (LME). The Exchange also signed
Memorandum of Understanding (MoUs) with renowned global exchanges viz. Dalian Commodity Exchange (DCE), Taiwan
Futures Exchange (TAIFEX), Zhengzhou Commodity Exchange (ZCE) and European Energy Exchange AG (EEX) to facilitate

cooperation in areas of sharing knowledge and expertise, education & training, etc. In April '22, MCX signed a consultancy
agreement with Chittagong Stock Exchange Limited (CSE) for setting up the first commodity derivatives platform of
Bangladesh. Under this agreement, MCX shall assist and provide consultancy services in the areas of products, clearing and
settlement, trading, warehousing, regulatory aspects, etc. The Exchange has also tied-up with various trade bodies,
industry associations and educational institutions across the country. These partnerships enable the Exchange to improve
trade practices, increase awareness, and facilitate overall growth and development of the commodity market.

Product Segment Highlights#

Bullion

In pursuit of the Atmanirbhar Bharat mission, your Company has embarked upon the path of recognizing domestic bullion
refiners for good delivery of Gold on Exchange platform.

MCX has recorded the delivery of 2116 kg of Indian refined Gold valued at ? 3961 crore via MCX empanelled domestic
refiners for delivery of Gold under the existing contract specifications of Gold Mini (100 grams) Futures contract during the
FY 2022-23.

The Bullion segment attained various landmarks during FY 2022-23:

The MCX Gold kg Options contract registered an average daily turnover of ? 1572 crore in FY 2022-23 up by 84% from ? 854
crore in FY 2021-22. It's highest turnover (post LES) of ? 16,713 crore was observed on 24^th March 2023.

After success of Gold Options with Gold (1 kg) Futures as underlying contract, MCX launched Gold Mini Options with Gold
Mini (100 gram) Futures as underlying on 25^th April 2022.

The average daily turnover of Gold Mini Options with Gold Mini (100 gram) Futures as underlying during FY 2022-23 was ?
132 crore.

Gold Mini Options with Gold Mini (100 gram) Futures as underlying recorded the highest volume and turnover of 1290 kg
and ? 760 crore respectively on 27^th March 2023 and recorded the highest open interest of 836 kg on 09^th February 2023
during the FY 2022-23.

Similarly, MCX Silver Options contract registered an average daily turnover of ? 355 crore in FY 2022-23 up by 163% from ?
135 crore in FY 2021-22.

Further, the average daily turnover of Silver Mini Options with Silver Mini (5 kg) Futures as underlying during FY 2022-23
was ? 62 crore. The contract recorded it's highest volume and turnover of 58 MT and ? 386.45 crore respectively on 13^th
March 2023 and recorded the highest open interest of 35 MT on 31^st March 2023.

Continued success of new product design in Bullion:

Gold Petal Futures contract has seen delivery of 76.145 kg (76145 coins) since its launch in October 2019 till 31^st March 2023.

Similarly, Silver (1kg) Micro contract has seen successful delivery of 97503 kg from February 2020 series onwards till 31^st
March 2023 and Silver Mini (5 Kg) has seen successful delivery of 110160 kg from June 2020 series onwards till 31^st March
2023.

A product profile for Bullion has been hosted on the website of the Company to help investors understand the physical
market dynamics which influence the trading on the Exchange.

ENERGY SEGMENT PRODUCTS

The world witnessed strained global energy supply chains at the start of the Financial Year, which was triggered by war
between Russia and Ukraine. Energy markets and countries' policies for addressing market and trade vulnerabilities
observed a major transition. Russia's curtailment of natural gas to Europe and sanctions on imports of oil and gas from
Russia, created an intense change of focus in the overall international energy landscape.

The global energy crisis had implications on all countries, which led them to review their energy requirements and energy
mix to achieve energy security and self-sufficiency. Global economic uncertainty continued to be high and downside risks
became predominant, as most Asian and European countries were struggling to fight inflation effectively, despite
continued monetary tightening by central banks.

With global geopolitical and economic uncertainties intensifying, especially global inflation, the crucial role that oil & gas
industry plays in the global economy and national security, was only reinforced. Infact, the global energy trade also
witnessed changes in the commercial terms in the form of replacement of dollar denominated transactions with other
currencies.

On domestic front, India continued to be the third-largest consumer of crude oil in the world as of 2022. However, the
domestic oil imports saw a surge in Russian crude oil grade replacing most of OPEC origin grades that led to a reduction in
India's export bills. Further petroleum products were also the most exported commodities from India to various other
countries, amounting to around $86 billion during FY 23 (April 2022 to February 2023). The oil & gas sector is among the
eight core industries in India and also is closely linked to policies and fundamental dynamics of other economic sectors.

MCX Energy Contracts Overview

With our vision of catering to wider value chain participants in the energy complex, the Exchange launched mini futures
contracts, both crude oil and natural gas. The crude oil mini futures were launched on 03^rd March 2023 and natural gas mini
futures on 14^th March 2023.

Both the contracts garnered good interest and wide acceptance by market participants, clocking an Average Daily
Turnover (ADT) of ?191 Crores (since its launch till 31^st March 2023) in crude oil and an ADT of ?37 Crores (since its launch
till 31^st March 2023) in natural gas.

The MCX Crude oil futures contracts registered an ADT of ? 3,516 Crores in FY 2022-23. The MCX Natural gas futures
contracts registered an average daily turnover of ? 5,108 Crores in FY 2022-23, up by 6% from ?4,811 crores in FY 2021-22.

Phenomenal success has been witnessed in the options contracts. MCX Crude oil options registered an ADT of ?25,787
crores during FY 2022-23, compared to an ADT of ?6,590 crores during 2021-22, marking a remarkable increase of 291%.
Infact the Crude oil options contracts set a benchmark by registering highest turnover of ?1,24,952 crores on 15^th March
2023.

On similar lines, the MCX Natural gas options also saw incredible growth of 411%, after it clocked an ADT of ?5,963 crores
during FY 2022-23, as compared to ?1,168 crores in FY 2021-22. MCX Natural Gas Options contract registered its highest
turnover of ?25,283 crores on 22^nd November 2022.

In addition to this, the Exchange has launched Mini Contracts (Smaller denomination contracts) to bring back the lost retail

participation. Keeping intact the alignment of Trading unit and Delivery unit, 1 MT contracts of Aluminium, Lead and Zinc
were launched during the FY 2022-23.

Index Futures

The ADT during FY 2022-23 for index futures was ? 88 crore. The debacle of Nickel futures at London Metal Exchange had
adversely affected the MCX Nickel futures contract and consequently the MCX METLDEX® futures contracts. Applicability
of pre-expiry margins in ENRGDEX® futures also dented the performance of the contract. The Exchange has removed Nickel
futures contract from the index computation and is reaching out to market participants to solicit their participation for
revival of the contract. While, SEBI has issued the regulatory framework for Options on commodity indices on 24^th March
2022, the exchange shall consider launching the same post go-live of its new technology platform.

Market Participants

As on 31^st March 2023, the Company has a national reach with 548 members, having 50,228 Authorised Persons, operating
through several terminals connected through various available modes of connectivity (including Computer to Computer
Link (CTCL), Internet Based Trading and Wireless Trading) across 700 cities/towns across India. The unique traded client
codes (UCC - PAN based¹) which are of significant importance to Exchange, witnessed a rise from 4.7 lakh in FY 2021-22 to
6.22 lakh in FY 2022-23.

On the Institutional front, three Mutual Funds with four new schemes were registered for participation in FY 2022-23. More
over, five new Alternative Investment Funds and 2 PMS schemes were also on boarded during the said period. Additionally,
one more custodian received SEBI approval for commodity custodial services, taking total number of commodity segment
custodians to five in the ETCD space. In FY 2022-23, in the PCM category one more bank also received approval to function
as clearing member. In September 2022, SEBI issued guidelines allowing Foreign Portfolio Investors (FPIs) to participate in
cash settled non-agricultural commodity derivative contracts and indices. Accordingly, the exchange has issued a circular
paving the participation of FPIs.

19. REGULATORY DEVELOPMENTS- FY 2022-23

During the year under review, SEBI, has issued master circulars on PMLA guidelines, Stock brokers and Surveillance of
securities market. In order to strengthen investors' confidence in the securities market, SEBI has issued various circulars for
the benefit the investors at large, viz., strengthening of the Investor Grievance Redressal Mechanism, streamline the
process of handling of unpaid securities by TM/CM, framework to address the Technical Glitches occurred in the trading
systems of the stockbrokers, information to be displayed by stockbrokers on website, advisory on Cybersecurity best
practices by Regulated Entities, enhanced obligations and responsibilities on Qualified Stock Brokers (QSBs) and
settlement of running account of client's funds lying with Trading Member (TM).

In line with the above guidelines, the Regulator has issued guidelines informing the investors to prevent usage of
unregulated platforms (services and strategies marketed by higher return claims on investment) offering algorithmic
strategies for trading by stock broker. Further, after considering the non-participation by EFEs in ETCDs for more than three
years since the EFE framework came into force, SEBI has notified that the existing EFE route be discontinued and foreign
investors to participate in Indian ETCDs through the FPI route, subject to certain conditions.

SEBI has issued circular and acceded representation made by Stock Exchange to launch multiple contracts on same
commodity.

The important regulatory developments during FY 2022-23, primarily by SEBI, are as hereunder:

April 2022

I. SEBI has issued additional guidelines in pursuance of amendment to SEBI KYC Registration Agency (KRA)
Regulations, 2011. Further, validation of all KYC records (New and Existing) shall commence from 01^st July 2022.

II. SEBI has issued the risk management framework applicable to the Electronic Gold Receipt (EGR) segment on
the recognized Stock Exchange/s.

I. Mils are required to conduct System and Network Audit as per the framework. This is applicable for the audit to
be conducted by the MIIs for FY 2021-22 onwards.

II. Issued changes to the Framework to enable Verification of Upfront Collection of Margins from Clients in Cash
and Derivatives segments. It has been decided that the margin requirements to be considered for the intra-day
snapshots, in derivatives segments (including commodity derivatives), shall be calculated based on the fixed
Beginning of Day (BOD) margin parameters.

III. Modified the Cyber Security and Cyber Resilience framework of Stock Exchanges, Clearing Corporations and
Depositories in partial modification to Annexure A of SEBI circular dated 06^th July 2015, to the paragraph-
11,40, 41 and 42.

• All the ancillary systems used for accessing/communicating with critical systems either for operations or
maintenance should also be classified as critical system. The Board of the MII shall approve the list of
critical systems.

• MIIs should conduct VAPT at least once in a financial year. However, for the MIIs, whose systems have been
identified as "protected system" by National Critical Information Infrastructure Protection Centre (NCIIPC), VAPT
shall be conducted at least twice in a financial year. Any gaps/vulnerabilities detected shall be remedied on
immediate basis.

• MIIs should also perform vulnerability scanning and conduct penetration testing prior to the commissioning of
a new system which is a critical system or part of an existing critical system.

• Further, MIIs are mandated to conduct comprehensive cyber audit at least 2 times in a financial year.

IV. Decided to modify clause 4.25 of SEBI circular no. SEBI/HO/MIRSD/DPIEA/CIR/P/2020/115 dated 01^st July 2020
in order to provide equitable distribution of funds amongst investors.

June 2022

I. SEBI has issued circular to further strengthen the Investor Grievance Redressal Mechanism. SEBI has amended
Clause No. 4 (a) and (b) for Circular No. SEBI/HO/MIRSD/DOC/CIR/P/2020/226 dated 6^th November 2020.

• Clause 4(a) - For any dispute between the member and the client relating to or arising out of the transactions in
Stock Exchange, which is of civil nature, the complainant/ member shall first refer the complaint to the IGRC and/
or to arbitration mechanism provided by the Stock Exchange before resorting to other remedies available under
any other law. For the removal of doubts, it is clarified that the sole arbitrator or the panel of arbitrators, as the
case may be, appointed under the Stock Exchange arbitration mechanism may consider any claim relating to any
dispute between a stock broker and client arising out of the transactions in stock exchange, as per law, and shall
always be deemed to have the competence to rule on its jurisdiction. A complainant/member, who is not
satisfied with the recommendation of the IGRC shall avail the arbitration mechanism of the Stock Exchange for
settlement of complaints within three months from the date of IGRC recommendation.

• Clause 4(b) - The time period of three months mentioned in the previous sub-clause for filing arbitration shall
be applicable only for the cases where the IGRC recommendation is being challenged. For any arbitration
application received without going through IGRC mechanism, the above time period of three months shall not
apply, and for such cases the limitation period for filing arbitration shall be governed by the law of limitation, i.e.,
The Limitation Act, 1963.

II. SEBI has issued circular in partial modification to Annexure -1 of its circular dated 03^rd December 2018 on
Cyber Security and Cyber resilience framework for Stock Brokers / Depository Participants for the paragraph-
11,41,42 and 44. ¹

• Stock Brokers / Depository Participants shall conduct VAPT at least once in a financial year. Any gaps/
vulnerabilities detected shall be remedied on immediate basis.

• Further, the Stock Brokers / Depository Participants are mandated to conduct comprehensive cyber audit at
least once in a financial year

III. SEBI has issued Circular on Naming / Tagging of demat accounts maintained by Stock Brokers which states the
stock brokers are required to maintain demat accounts only under the 5 categories proposed by SEBI.

S. No.	Demat Account Category	Purpose of Demat Account
1.	Proprietary Account	Hold Own Securities
2.	Pool account	Settlement Purpose
3.	Client Unpaid Securities Account	Hold Unpaid Securities of Clients
4.	Client Securities Margin Pledge Account	For Margin obligations to be given by way of Pledge / Re-pledge
5.	Client Securities under Margin Funding Account	Hold funded securities in respect of margin funding

V. SEBI has issued circular on Implementation of 'Execution of 'Demat Debit and Pledge Instruction' (DDPI) for
transfer of securities towards deliveries / settlement obligations and pledging / re-pledging of securities'. In view
of the representation received from Depositories and that the changes to the systems are still under process,
SEBI has extended the implementation date of the aforesaid circular to 01^st September 2022.

VI. SEBI has issued Circular for Modification in Cyber Security and Cyber resilience framework for Stock Brokers /
Depository Participants, which is in partial modification to SEBI circular dated 03^rd December 2018 that all
Cyber-attacks, threats, cyber-incidents and breaches experienced by Stock Brokers / Depositories Participants
shall be reported to Stock Exchanges / Depositories & also the said information shall be shared to SEBI through
the dedicated e-mail id: sbdp-cyberincidents@sebi.gov.in

July 2022

I. SEBI has issued circular to further strengthen the Investor Grievance Redressal Mechanism. SEBI has mandate
Stock Exchange including Commodity Derivatives Exchanges/Depositories to develop online web based
complaints redressal system of their own in line with SEBI SCORES platform which in turn enable investors to
lodge, follow up and track the status of the redressal of complaints at any point of time.

II. The GST Council has withdrawn exemption granted to services by SEBI and the same has been notified on 13^th
July 2022. Accordingly, the applicability of fees and other charges payable to SEBI shall be subject to GST at the
rate of 18% with effect from 18^th July 2022.

III. Department of Revenue-Ministry of Finance, Government of India, has notified 155 reporting entities as
sub-KUA to use Aadhaar authentication services of UIDAI under Prevention of Money-laundering Act, 2002.

IV. SEBI has considered the KRA's request for extension of the timeline for applicability of the said clauses 9 and 13
of SEBI circular on Guidelines in pursuance of amendment to SEBI KYC Registration Agency (KRA) Regulations,
2011, it has been decided that:

• KYC records of all existing clients (who have used Aadhaar as an OVD) shall be validated within a period of 180
days from 01^st November 2022.

• The validation of all KYC records (new and existing) shall commence from 01^st November 2022.

V. To avoid misuse of client's funds lying with Trading Member and to maintain efficacy while dealing in clients
funds, SEBI has strengthened the norms on Settlement of Running Account of Client's Funds lying with Trading
Member (TM). SEBI has prescribed the requirement of settlement of running account of funds of the client shall
be done by the TM after considering the End of the day (EOD) obligation of funds as on the date of settlement
across all the Exchanges.

I. SEBI has issued a circular to create awareness among registered entities of new cyber security risks and
challenges associated with cloud computing services. This cloud framework has been put in place to provide
baseline standards of security and for the legal and regulatory compliances by the RE. The major purpose of this
framework is to highlight the key risks, and mandatory control measures which REs need to put in place before
adopting cloud computing.

II. SEBI has issued a master circular on Surveillance of Securities Market. In order to ensure availability of
consolidated information contained in all the circulars pertaining to surveillance of securities market at one
place, the provisions of the relevant circulars have been consolidated in this Master Circular.

III. Extension in timeline for providing choice of nomination details for all existing eligible trading and demat
account holders, with regard to freezing of accounts shall come into force with effect from 30^th September 2023,
instead of 31^st March 2023.

April 2023

I. SEBI has issued circular addressing stockbrokers, clearing members through stock exchange to wound down the
bank guarantee created out of client's fund by 30^th September 2023. Further, no new bank guarantee shall be
created by stockbrokers, clearing members from 01^st May 2023. Pursuant to discussion with various stakeholders
and in order to safeguard the interest of investors, pledging client's funds which in turn issue Bank Guarantees
(BGs) is strictly debarred by SEBI.

II. The Government of India, Ministry of Finance has issued an order detailing the procedure for implementation of
Section 12A of the Weapons of Mass Destruction and their Delivery Systems (Prohibition of Unlawful Activities)
Act, 2005 ("WMD Act"), in consonance with order issued by Ministry of Finance (MOF), SEBI has issued circular
directing to comply with the procedure laid down in the said Order.

May 2023

I. SEBI directed MIIs to devise testing framework of all their IT systems for uninterrupted functioning of the
securities market.

II. SEBI has allowed stock exchanges to extend DMA facility to FPIs for participation in ETCDs subject to the
conditions stipulated in the circular.

III. In order to enable the users to have access to the provisions of the applicable circulars at one place, SEBI has
issued master circular for stock brokers for necessary compliances.

IV. Clearing corporation in Commodity Derivatives Segment may now align their core SGF in terms of SEBI circulars
dated 27^th August 2014 as well as 11^th July 2018 and excess contribution, if any, may be returned to the
contributing stakeholders on a pro-rata basis, after taking due approval from SEBI.

June 2023

I. In view to safeguard clients' funds placed with SBs/CMs, it has been decided to require the upstreaming of all
client funds received by SBs/CMs to the Clearing Corporations (CCs). As per the framework, no clients' funds shall
be retained by SBs/ CMs on End of Day (EoD) basis. The clients' funds shall all be upstreamed by SB/ CMs to CCs
only in the form of either cash, lien on FDR (subject to certain conditions enumerated), or pledge of units of
Mutual Fund Overnight Schemes (MFOS).

II. SEBI has issued Circular on amendment to Guidelines on Anti-Money Laundering (AML) Standards and
Combating the Financing of Terrorism (CFT) /Obligations of Securities Market Intermediaries under the
Prevention of Money-laundering Act, 2002 and Rules framed there under

III. SEBI has issued Circular on trading preferences by clients with formats, which clients would need to provide while
opening a trading account with a stock broker. The provisions of this circular shall come into force with effect
from 01^st August 2023.

SECC Regulations amendment on 28^th February 2023.

The Securities and Exchange Board of India (SEBI) vide Gazette Notification No. SEBI/LAD-NRO/GN/2023/124 dated

28^th February 2023 has amended Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations)

Regulations, 2018 which shall come into force on 28^th August 2023.

20. RISK MANAGEMENT AND RISK MANAGEMENT POLICY

Your Company has put in place an Enterprise Risk Management ("ERM") framework to enable and support achievement of
business objectives through identification, evaluation, mitigation and monitoring of risks applicable to your Company.

Your Company has a comprehensive Risk Management Policy for managing risks such as Financial, Operational,
Technology, Sectoral, Sustainability (particularly Environmental, Social and Governance related risks), Regulatory and
Compliance, Business, Credit, Market, People, Legal, Reputational, Subsidiary Risks and Black Swan events related risks.

The Company has a Risk Management Committee (RMC), which is constituted by Board of Directors for, inter-alia,
identification, measurement and monitoring the risk profile of the Exchange. As on 31^st March 2023, the RMC comprised of
three Public Interest Directors and an Independent External Expert. RMC periodically reviews the Risk Management Policy
and its implementation thereon, along with the comprehensive Risk Register. The Committee also periodically examines
and evaluates the Risk Management Information Systems (RMIS) covering the existing as well as emerging risks. The risks
pertaining to internal controls over financial reporting is reviewed by the Audit Committee. The Chief Risk Officer reviews
the Internal Audit Report(s) and suggests measures to improve the controls.

The matters relating to mitigation of risks in Technology, Information and Cyber Security, Business Continuity and Disaster
Recovery is overseen by the Standing Committee on Technology.

For details relating to 'Risks and Concerns' of your Company please refer the Management Discussion and Analysis section
forming part of this Annual Report.

21. INVESTOR PROTECTION FUND (IPF) AND INVESTOR SERVICE FUND (ISF)

Your Company has set up Multi Commodity Exchange Investor Protection Fund (IPF), to protect and safeguard the interest
of investors/clients, with respect to eligible/legitimate claims arising out of default of a member on the Exchange. The
interest income received on investment of surplus funds of IPF is used for imparting investor/client education, awareness,
undertaking research activities or such other programs as may be specified by SEBI from time-to-time.

Currently, the applicable IPF compensation limit is ? 25 lakhs per client, with no member-wise limit for SEBI-registered
members declared defaulter on or after 24^th January 2018. Further, the limits of ? 2 lakhs per investor per defaulter member
and ? 200 lakhs per defaulter member shall continue to be applicable for claims against members, declared defaulter prior
to 24^th January 2018 and for non-SEBI registered members. As on 31^st March 2023, the corpus of IPF (provisional) stood at ?
21,961.50 Lakhs

Your Company has also set up an Investor Service Fund (ISF) for providing, inter-alia basic minimum facilities at various
Investor Service Centres. The Company has set up 10 (Ten) Investor Service Centres across India till date. SEBI has permitted
the Exchanges to utilize the corpus of ISF for conducting various investor education and awareness programs, capacity
building programs and maintenance of all price ticker boards installed by the Exchanges, cost of training of arbitrators and
grievance redressal committee members, etc. In addition to above, the corpus may be utilized in any other manner as
prescribed/permitted by SEBI in the interest of investors from time-to-time.

Your Company has transferred 1% of the turnover fees charged from its members on a monthly basis to ISF. As on 31^st March
2023, the corpus of ISF stood at ? 988.66 lakhs.

In order to enhance literacy and to promote investor education and awareness in the commodity derivatives market, 1078
awareness programs (seminars/webinars) were conducted under the banner of ISF in FY 2022-23. Out of these
programs/webinars, over 61 programs were regional seminars/webinars conducted jointly with SEBI. In FY 2022-23, the
Exchange has conducted awareness programs across India, for investors, students, FPOs, hedgers, physical market
participants/stakeholders, micro small and medium enterprises (MSME's), corporates, etc. from the bullion industry, metal
industries, energy markets and agricultural sector including farmers, farmer producer organisations (FPO's).

Some major awareness initiatives in FY 2022-23 undertaken were as follows:

i. World Investor Week (WIW) was celebrated from 10^th October 2022 - 16^th October 2022 throughout India under
the aegis of SEBI & IOSCO.

• Total 88 awareness programs were conducted across India during WIW, which had over 4500 participants.

• Total 367 participants took part in various contests in WIW 2022. Out of 367 participants, 292 participants took
part in the Quiz contest, 75 participated in the crossword contest.

• Successfully carried out Commodity Caravan, which toured in different locations of Maharashtra. The Commodity
Caravan began on 10th October, 2022 from Mumbai and Completed its journey on 16^th October, 2022.

• On the last day i.e. on 16^th October 2022, the Commodity Walkathon was conducted under MCX IPF. The Walkathon
emphasized that just as we care for our health we should also care for our Investments. Exercising caution while
investing & trading is the need of an hour for investors.

ii. Awareness programs across commodities were conducted with several prominent Institutes, State and National
Universities, Trade Associations and Chambers of Commerce under the aegis of ISF.

Awareness through Media channels:

The objective of MCX IPF is to spread mass awareness and educate commodity market stakeholders. During FY 2022-23, a
number of investor awareness activities were carried out in partnership with various media across digital, electronic and
print modes.

Various investor awareness media activities carried out during FY 22-23:

• 'A Monk Who Trades' Investor Awareness Comic Series was published in newspapers.

• Short Investor Awareness Videos were played on TV channels, were run as YouTube ads, were run across various
websites & languages.

• Investor Awareness messages were broadcast on radio stations in regional languages.

• Investor Awareness Camps were conducted on-ground across India and aired on TV channels.

• Special investor awareness activities were carried out during the World Investor Week 2022.

• Investor Awareness Ads were displayed at airports and were run on various social media platforms.

• Quiz cards are posted everyday on social media.

The 'Monk Who Trades' is a flagship series of MCX IPF created to spread investor awareness among investors. The Monk Who
Trades comic series was also translated into vernacular languages for a wider reach across print and digital platforms.
Further, these were also developed into animated videos with voice overs and uploaded on the MCX website.

Other Initiatives:

• MCX IPF successfully organized the 5th edition of 'MCX-IPF COMQUEST' - 2023, its premier, National-level
Commodity Market Educational Quiz for students. This year, more than 6500 individual students, from across
India participated in the competition, making it the largest number amongst all previously held editions.

• The Commodity Insights Yearbook 2022: - a collection of useful educational resources on commodity markets-
was launched last year during World Investor Week (WIW) in collaboration with the National Institute of Securities
Markets (NISM)

• Training sessions for GRC Members & Arbitrators along with NCDEX and NISM were organized on 23^rd February
2023 & 09^th March 2023 respectively.

22. TRAINING AND EDUCATION

Your Company continues to reach out to various academic institutions to enhance knowledge about commodity
derivatives, commodity eco-system and role of exchange traded derivatives market in facilitating derivatives trading for
price risk management and price discovery.

To achieve the said objectives, your Company during FY 2022-23:

i. Facilitated 635 registrations for the MCX Certified Commodity Professional (MCCP), MCX Certified Index
Professional (MCIP) MCX Certified Commodity Options Professional (MCOP) examination;

ii. Launched Joint Certification Programmes (JCP) with various academic institutions;

iii. Conducted customized training programmes & awareness sessions on workings & operations of a commodity
exchange & related ecosystem for staff, regulators, members & bankers in association with Chittagong
Commodity Exchange (CSE) to assist them in gaining knowledge to set up a commodity exchange in Bangladesh
at CSE.

iv. Conducted several awareness programmes on multiple aspects of commodity derivatives for over 40 B-Schools,
Colleges, academic bodies, etc.

v. Successfully concluded the Vth edition of MCX-IPF COMQUEST All India commodity quiz which saw a record
number of participation from both the academic institutions and their students.

23. WAREHOUSING

Consequent to the transfer of clearing and settlement division of the Exchange to Multi Commodity Exchange Clearing
Corporation Ltd. (MCXCCL) w.e.f. 01^st September 2018, physical deliveries of the commodities traded on the Exchange
platform are effected through MCXCCL.

MCXCCL ensures that the members of MCX and their constituents are provided with warehousing arrangements and
associated facilities like testing etc. Those willing to store goods and give delivery on the Exchange platform get these
facilities for commodities traded on MCX in Bullion, Metals and Agricultural segments. To facilitate this, MCXCCL verifies
and accredits warehouses and vaults across various delivery centres. It operates only with electronic receipts of goods
stored in MCXCCL accredited warehouses/vaults on a highly efficient digital platform. In order to keep a check on
compliance, correct the deficiencies and enhance market confidence, MCXCCL has an elaborate warehouse and vault
inspection activity in place.

MCXCCL has a wide network of warehouses/vaults for delivery of commodities traded on MCX platform. This provides
confidence to members to trade on MCX. As on 31^st March 2023, MCXCCL has entered into agreements with six Warehouse
Service Provider (WSPs) for facilitating physical deliveries in agricultural commodities and base metals. As on at 31^st March
2023, MCXCCL is operating from 33 accredited warehouses of which 18 warehouses are registered with Warehousing
Development and Regulatory Authority (WDRA). The remaining 15 warehouses for metals do not require WDRA
registration.

Further, MCXCCL has entered into agreements with 4 Vault Service Provider (VSPs) for facilitating physical deliveries in
bullion. There are 25 accredited vaults of these agencies located at different delivery centres.

24. SUBSIDIARY

Multi Commodity Exchange Clearing Corporation Limited (MCXCCL)

MCXCCL, a wholly-owned subsidiary of your Company, was set up as a separate clearing house for providing Clearing and
Settlement services to the Company. MCXCCL performs risk management of the trades executed, collects margin from the
members, effects pay-in and pay-out and oversees delivery and settlement processes. SEBI has granted renewal of
recognition to MCXCCL for a period of three years commencing from 31^st July 2019 and ending on 31^st July 2022. SEBI vide
its letter dated 19^th May 2022, granted renewal of recognition to MCXCCL, to act as a Clearing Corporation for a period of
further three years commencing on 31^st July 2022 and ending on 30^th July 2025, subject to complying with all rules,
regulations, guidelines and other instructions as may be issued by SEBI from time to time.

Risk management being an important function for a clearing corporation, MCXCCL has a well-defined Risk Management
Framework and Risk Management Policy in place. This works at various levels across the enterprise to form a strategic
defence cover for the company. MCXCCL has constituted a Risk Management Committee, which periodically monitors and
reviews Risk Management plan and the implementation of SEBI norms on Risk Management and recommends to the Board
any modifications to the Risk Management Policy.

MCXCCL is recognized as a Qualifying Central Counterparty (QCCP) by SEBI. This enables the participants to apply lower risk
weightage towards their exposures to MCXCCL as per Basel II capital adequacy framework. It has membership of CCP12,
the renowned global association of Central Counterparties and membership of Asia-Pacific Central Securities Depository
Group (ACG).

During the year under review, there was no change in the Authorized, Issued and Paid-up Share Capital of MCXCCL. As on
31^st March 2023, Authorized Share Capital of MCXCCL stood at ? 30,000 lakh and issued and paid-up share capital stood at
? 23,999 lakh. The net worth as at 31^st March 2023 was ? 44,164 lakh.

Core Settlement Guarantee Fund (Core SGF)

SEBI vide circular no. SEBI/HO/CDMRD/DRMP/CIR/2018/111 dated 11^th July 2018, issued norms related to computation of
SGF requirement and standardized stress testing for credit risk in commodity derivatives. The total Core SGF as on 31^st
March 2023 stood at ? 58,976 lakh, of which ? 11,115 lakh has been contributed by MCX, ? 32,217 lakh has been
contributed by MCXCCL and ? 15,644 lakh has accrued from penalties, interest and other accruals.

25. ASSOCIATES

CDSL Commodity Repository Limited (CCRL)

Your Company entered into a Shares Sale/Purchase and Shareholders Agreement with Central Depository Services Limited
(CDSL) and CDSL Commodity Repository Ltd. (CCRL) effective 18^th May 2018, for setting up and operationalization of a new
repository under the Warehousing (Development and Regulation) Act, 2007. Pursuant to Section 2(6) of the Companies
Act, 2013, CCRL became an associate company of MCX w.e.f. 04^th June 2018, consequent to investment of ? 1,200 lakh
comprising of 12,000,000 equity shares of ? 10 each, equivalent to 24% stake in CCRL.

India International Bullion Holding IFSC Ltd. (IIBH)

MCX, National Stock Exchange of India, National Securities Depository Limited, Central Depository Services Limited and
BSE's subsidiaries India INX International Exchange and India International Clearing Corporation have joined hands for
setting up of Market Infrastructure Institutions (MIIs) comprising of International Bullion Exchange, Clearing Corporation
and Depository Company at Gujarat International Finance Tec-City (GIFT) via a Holding Company i.e. India International
Bullion Holding IFSC Limited (IIBH), as per the Regulations issued by International Financial Services Authority (IFSCA).

This move is in line with the government's objective to make India a price-setter in bullion trade through GIFT International
Finance Service Centre. It will help in efficient price discovery in domestic market given the fact that India is the second

largest consumer of Gold. The Exchange would present an opportunity for all stakeholders including MCX to expand their
scope of business.

Accordingly, MCX, along with all other consortium partners, contributed ? 3,000 lakh each comprising of 30,00,00,000
equity shares of ? 1 each equivalent to 20% stake in IIBH as on 31^st March, 2023.

The Hon'ble Prime Minister Prime Minister inaugurated the operations of the said Company in July, 2022. A total of 705 kg
of gold has been traded on the Exchange, out of which 702 kg has been imported into the country by 'Qualified Jewellers'.
Further, 161.2 kg is imported under the India-UAE CEPA (Comprehensive Economic Partnership Agreement) Tariff Rate
Quota (TRQ).

During the year under review, there were no companies which have become or have ceased to be the joint venture of your
Company.

Further, the Managing Director & CEO of your Company does not receive any remuneration or commission from its
subsidiary.

A report on the performance and financial position/salient features of the subsidiary and associate companies as per the
Companies Act, 2013 is provided as Annexure I.

In accordance with Section 136(1) of the Companies Act, 2013, the financial statements including consolidated financial
statements and all other documents required to be attached thereto and audited annual accounts of MCXCCL, the
subsidiary company, are available on our website at the weblink https://www.mcxindia.com/investor-relations.

26. MANAGEMENT DISCUSSION AND ANALYSIS STATEMENT

Management Discussion and Analysis Statement, as stipulated under the SEBI (LODR) Regulations, 2015, forms a part of this
Annual Report.

27. COMMITMENT TO QUALITY

Your Company continues its journey of delivering value to all its stakeholders through investments in quality programs.
Your Company has been enabling excellence in product and service delivery through compliance of robust processes,
quality management system, customer centricity and risk mitigation. Your Company has adopted several external
benchmarks and certifications to validate the processes and controls implemented across the Exchange.

Your Company resolves to maintain its pre-eminent position in the Commodity space, hence is proactively investing
towards building robust and scalable platform like Commodity Derivatives Platform to support its future business growth
and regulatory compliance.

Despite the FY 2022-23 being full of unprecedented challenges, your Company was successful in upholding its
commitment towards compliance with and adherence to international best practices as laid out in ISO standards such as
ISO 27001:2013 (Information Security Management System), ISO 22301:2019 (Business Continuity Management Systems)
& ISO 9001:2015 (Quality Management Systems). Your Company successfully re-certified on all aforementioned standards.
As a part of its commitment to our subscribers, trading members, and the partner ecosystem, your Company also
undertook proactive audits to strengthen its core processes, cyber security posture and adherence to regulator guidelines,
as they came into effect. Your Company is happy to report that despite issues posed by the pandemic, the organisation has
successfully evolved to adapt to the new-normal, and that all security incidents were contained to have a zero effect on the
trading platform, or systems of our subscribers and trading partners.

It is the constant endeavour of your Company to hire and retain the top talent. The Company has invested in senior
leadership resources and also strengthened the middle management layer.

28. RESEARCH AND DEVELOPMENT

Your Company regularly undertakes research for developing new products against the backdrop of evolving market needs,
changing policy and regulatory landscape and global best practices. Following research in market demand and after
receiving regulatory approvals, your Company launched mini contracts in Base Metals (Aluminium, Zinc and Lead), Crude
Oil and Natural Gas, as well as Options on Gold Mini during the year FY 2022-23. Such product-based research were carried
out on other commodities and variants of existing derivative contracts, on which the Exchange shall launch products at
opportune times and after receiving due regulatory approvals.

In accordance with SEBI guidelines on utilisation of IPF interest income on research activities, your Company undertook
four research studies during the year FY2022-23 on various themes connected to commodity derivatives market. The
studies were 'Suspension of Commodity Derivative Contracts and Impact on Price Discovery undertaken by IIM Ahmedabad;
'Regulatory Landscape in Equity Derivatives versus Commodity Derivatives Markets in India’, undertaken by IIM Lucknow;

‘Facilitating institutional participation in India's commodity derivatives market’; undertaken by IIM Jammu and ‘Evaluating
Risk Management Tools in Indian Commodity Derivatives Market, undertaken by Acies Consulting. The reports of the
studies have been widely publicised through the Exchange's website and social media accounts. Besides, the findings of
the studies are also being disseminated through articles published in the print media and also awareness events.

Further, two research studies have been initiated during the FY 2023-24, which include ‘Analyzing Costs and Benefits of
Flexibility in Contract Design on Development of Commodity Derivatives Market, being undertaken by NIT Rourkela and
‘Hedging of Price Risks in Base Metals, being undertaken by ICFAI Business School.

To spread awareness and promote research in commodity markets and its ecosystem, the 'CommodityInsights Yearbook
2022' was published during the FY 2022-23 in partnership with the National Institute of Securities Markets (NISM), an
institution established by SEBI. The same was released by Mr. G.P. Garg, Executive Director, SEBI, at an event held to mark
World Investor Week 2022. This annual publication aims at dissemination of comprehensive knowledge on the commodity
market ecosystem for the benefit of all stakeholders including market participants, financial institutions, policymakers,
analysts, producers, traders, consumers, industry observers, academicians, etc. The 2022 edition of the Yearbook focussed
on the Energy segment. Like in earlier years, the Yearbook, together with relevant data in user-friendly spreadsheets, was
made available for free download on the Exchange's website to ensure maximum dissemination. Copies of the Yearbook
were also widely circulated among academicians, libraries, and other stakeholders mentioned above.

29. ENVIRONMENTAL RESPONSIBILITY

Your Company has very low impact on environment. Your Company is governed by effective Environmental Policy, and it
always strives to ensure that any of its activity has a low or no impact on the Environment. It uses the resources such as
electricity in an effective manner and follow strict schedule in all its operations. All the equipment's have long usable life to
reduce waste generation. Your Company creates adequate awareness amongst its employees and vendors to adopt
environmental conservation practices as an ongoing basis in all their processes. Your Company has environmental impact
plan and accordingly checks and monitors the harmful effects to the environment.

Your Company has E-waste policy for safe disposal of E-waste through approved e-recyclers in eco-friendly manner. Your
Company has adopted many conservation measures such as tap aerators, rainwater harvesting, cold fogging and password
enabled printers to reduce wastage and other harmful effects to the environment.

Your Company monitors environmental pollution through stack emission monitoring, Noise Pollution test, Indoor air
quality and ambient air quality.

30. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has constituted a CSR Committee in accordance with Section 135 of the Act.

Embedded in the vision and mission of your Company, CSR has always been considered as an opportunity to serve the
nation and to bring a perceptible change in the lives of the people. Focused on the community priorities, your Company
regularly aligns its strategy, by constantly expanding its CSR outreach for the inclusive growth and development of the
society. The Company has been an active citizen and proactively working on causes of nation building.

The CSR allocation for FY 2022-23 was ? 300 lakhs. Your Company has made specific allocations towards:

- Support to improve the medical and infrastructure facilities for children affected with Multiple Disabilities and
Vision Impairment (MDVI) as well as support customized learning needs program of the MDVI children.

- Support to provide free transportation facility to the Mentally Retarded children who reside in the rural areas

- Support to improve the infrastructure and supply of medical equipment's to Hospital which focus in providing
medical facilities to persons from disadvantaged background.

The interventions during the year epitomize the conviction of your Company to serve and empower the needy
communities and to contribute towards the development of the nation. Going forward, your Company aims to further
strengthen its initiatives and continue to serve the society at large.

The brief of the CSR activities undertaken during the year have been provided in the Annual Report on CSR activities
forming part of this Report as Annexure II.

The CSR Policy formulated in accordance with the Companies Act, 2013 (as amended from time to time), guides the
Company's CSR approach to sub serve the well-being of the society at large. The CSR Policy and initiatives adopted by the
Company on CSR are available at the web link https://www.mcxindia.com/about-us/csr.

31. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (BRSR)

The Business Responsibility and Sustainability Report (BRSR) of the Company for the Financial Year 2022-23, as required
under Regulation 34(2)(f) of the SEBI (LODR) Regulations, 2015, is a part of this Annual Report and also available on the
website of the Company at www.mcxindia.com. The BRSR provides insights on the initiatives taken by the Company from
an environmental, social and governance perspective. The Company regularly carries out several initiatives that contribute
to the sustainability and well-being of the environment and the communities in which it operates. The Company also
recognises the importance of sustainability and is committed to conserve the ecological integrity of its locations through
responsible business practices. Sustainability is thus a core agenda for the Company.

32. ETHICS AND GOVERNANCE POLICIES

Your Company adheres to high ethical standards to ensure integrity, transparency, independence and accountability in
dealing with all stakeholders. Accordingly, your Company has adopted various codes and policies to carry out the duties in
an ethical manner. Some of these codes/policies framed and implemented by your Company are the Code of Conduct and
Code of Ethics, Code of Conduct for Prevention of Insider Trading, Code of Practices and Procedures for Fair Disclosures of
Unpublished Price Sensitive Information, Whistle Blower Policy/Vigil Mechanism, Policy on Related Party Transactions,
Policy for determining Material Subsidiaries, Corporate Social Responsibility Policy, Risk Management Policy, Nomination
and Remuneration Policy, Policy for Appointment of Independent External Persons on Committees of the Board, Board
Diversity Policy, etc.

33. BOARD COMMITTEES

There are various Board constituted Committees as stipulated under the Act and SEBI (LODR) Regulations, 2015 namely
Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Risk Management
Committee and Corporate Social Responsibility Committee. Brief details pertaining to composition, terms of reference,
meetings held and attendance thereat of these Committees during the year have been enumerated in Corporate
Governance Report forming part of this Annual Report.

Additionally, Company being an Exchange, has also constituted other Regulatory Committees as stipulated under SECC
Regulations, 2018.

AUDIT COMMITTEE

A detailed note on the composition, terms of reference etc of Audit Committee is covered under the Corporate Governance
Report. During the year under review, all the recommendations made by the Audit Committee were accepted by the Board.

34. STATUTORY AUDITORS AND THEIR REPORT

The shareholders, at their 18^th Annual General Meeting (AGM) held on 31^st August 2020 have appointed M/s Shah Gupta &
Co., Chartered Accountants (Firm Registration No. 109574W) for another term of 5 (five) consecutive years to hold office
from the conclusion of the 18^th AGM until the conclusion of the 23^rd AGM of the Company, at a remuneration of ?15 lakh
(Rupees Fifteen lakh) for the FY 2020-21, plus reimbursement of out-of-pocket expenses and applicable taxes, with an
escalation of upto 10% once in two years. The Audit Committee and Board in its meeting held on 04^th February 2023,
considered, and recommended an increase of 6% in the statutory audit fees of M/s Shah Gupta & Co. for the FY 2022-23 &
FY 2023-24 amounting to ? 15,90,000/- for each year (plus reimbursement of out-of-pocket expenses and applicable taxes).

The Report given by the Auditor on Financial Statements of the Company forms part of the Annual Report. There is no
qualification, reservation or adverse remark made by the Auditor in their report.

35. SECRETARIAL AUDITORS AND THEIR REPORT

M/s. AVS & Associates, Practicing Company Secretaries, were appointed as the Secretarial Auditors by the Board to conduct
the secretarial audit of the Company for the FY 2022-23. Further, M/s Mayekar & Associates, Practicing Company
Secretaries, were appointed as the Secretarial Auditors by the Board of MCXCCL to conduct their secretarial audit for the FY
2022-23.

In accordance with Section 204(1) of the Companies Act, 2013 and Regulation 24A of SEBI (LODR) Regulations, 2015 the
Secretarial Audit Reports of the Company and MCXCCL for the Financial Year ended 31^st March 2023 are annexed as
Annexure IV to this Report.

The observations along with Management response as stated in the report are as follows:

1. One day delay has been noticed w.r.t. the transfer of the final dividend amount declared in the 20^th AGM to the
separate bank account opened for that purpose. However, the dividend has been paid to the shareholders within the
timeline prescribed under the Companies Act, 2013;

The Management hereby clarifies that to regularise the same, the Company has filed a Compounding Application
with Registrar of Companies in the month of May 2023 under Section 441 of the Companies Act, 2013.

2. SEBI vide order dated 28^th February2023 imposed a penalty of ' 6 Lakhs on the Company for (i) Not having
systems in place for verification of Sikkim-based clients who are exempted from submission of PAN, and (ii) As
purported, the fine imposed on the trading members for submission of incorrect KYC details in the UCC System
of the Company by the MD & CEO of MCX instead of the Member and Core Settlement Guarantee Fund
Committee by way of formulating a policy as per SEBI Circulars dated 16^th September 2016 and 10^th January 2019
respectively. Subsequently, the Company has paid the said penalty to SEBI on 12^th April 2023.

The Management hereby clarifies that the Company has paid the penalty of ' 6,00,000/- on 12^th April 2023 as
levied by SEBI. A special audit was carried out with regard to the above through E&Y LLP and they did not find
any malafide intent on part of the management. The Company abides by applicable SEBI Regulations.

36. INTERNAL AUDITOR

Internal Audit for the year ended 31^st March 2023, was conducted by M/s Sarda & Pareek LLP, Chartered Accountants.
Internal Audit report at periodic intervals were placed before the Audit Committee. Further, the Board of Directors had
approved the extension of internal audit service of M/s Sarda & Pareek, LLP, Chartered Accountants for FY 2023 - 24.

37. COST RECORDS AND COST AUDIT

Maintenance of cost records and requirement of Cost Audit as prescribed under the provisions of Section 148(1) of the Act,
are not applicable for the business activities carried out by the Company.

38. COMPLIANCE WITH SECRETARIAL STANDARDS

During the year under review, except to extent stated herein, the Company has complied with all the applicable provisions
of the Secretarial Standards issued by Institute of Company Secretaries of India on Meetings of the Board of Directors (SS-1)
and General Meetings (SS-2).

39. ANNUAL RETURN

Pursuant to Section 92(3) of the Companies Act, 2013, the Annual Return for FY 2022-23 is available at the web link
https://www.mcxindia.com/investor-relations

40. INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY

Your Company has maintained adequate internal financial controls over financial reporting, which are constantly assessed
and strengthened with new/revised standard operating procedures. The Board has adopted policies and procedures for
ensuring the orderly and efficient conduct of its business, including adherence to the Company's policies, safeguarding of
its assets, prevention and detection of fraud, error reporting mechanisms, accuracy and completeness of the accounting
records and timely preparation of reliable financial disclosures.

The Company's internal control system is commensurate with its size, scale and complexities of its operations. The Audit
Committee of the Board actively reviews the adequacy and effectiveness of the internal control systems and suggests
improvements to strengthen the same. The Audit Committee of the Board and Statutory Auditors are periodically apprised
of the internal audit findings and corrective actions taken. Audit plays a key role in providing assurance to the Board of
Directors on the effectiveness of internal controls and the veracity of the financial statements. Such internal financial
controls over financial reporting were operating effectively as of 31^st March 2023.

41. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143 OTHER
THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

No fraud has been reported by the Auditors to the Audit Committee or the Board.

42. LEGAL UPDATE
Crude Oil Matters:

On 20^th April 2020, the prices of the Crude Oil Futures Contract traded on NYMEX, that was due to expire on the next day

i.e. 21^st April 2020, fell into negative territory i.e. negative 37.63 $ (Thirty Seven Point Sixty Three Dollars Only) due to the
deepest fall in demand on account of the unprecedented COVID-19 pandemic. As Crude Oil Futures settled on the
Exchange platform as per NYMEX, by the Circular dated 21^st April 2020, issued by MCXCCL, the Due Date Rate of Crude Oil
Futures contract expiring on 20^th April 2020 was fixed at a negative value viz. ? (-) 2884/- resulting in multiple Writ Petitions
being filed against MCX and MCXCCL in various High Courts. It was inter-alia prayed to quash and set aside the Impugned
Circular 21^st April 2020.

MCX had filed a Transfer petition before the Hon'ble Supreme Court, inter-alia among other grounds that none of the
Courts have territorial jurisdiction over the matter and therefore all the Writs ought to be transferred to Mumbai (before
Hon'ble Bombay High Court). SEBI also had filed a separate Transfer Petition before the Supreme Court seeking transfer of
the Writ Petitions.

Pursuant to the transfer petition of SEBI, the Hon'ble Supreme Court inter-alia vide its order dated 24^th July 2020 stayed the
proceedings of all the Writ Petitions filed before various High Courts till the final disposal of the matter and tagged the
petition of SEBI with the Company's petition. The Transfer petitions were listed for hearing and final disposal on

01^st September 2022. The Hon'ble Supreme Court has inter-alia directed to transfer all the writ petitions filed before various
High Courts to Hon'ble Bombay High Court which are pending in the Bombay High Court now. In two other Writs, SEBI has
in January 2023 filed transfer petition before the Supreme Court which shall be heard in due course.

Compounding of offences:

Dividend for FY 2021 - 2022 was deposited in separate Bank account, after one day delay, however, dividend was paid to
shareholders within regulatory timelines. In view of the same, the Company has filed an application for Compounding of
Offences on May 2023.

43. HUMAN RESOURCE DEVELOPMENT

HR plays an instrumental role in securing the future success of the organization. In doing so, HR by its long term vision of
working in partnership to create an environment where employees can thrive and are enabled to deliver sustainable
organizational performance.

As on 31^st March 2023, the Exchange had 378 employees (includes confirmed employees and trainees/management
trainees).

HR principles & priorities have ensured that exchange seeks to retain, develop and continue to attract people with the
requisite skills to help shape a better organization and foster employees engagement and motivation throughout the
implementation process. Structured 'Internal Job Posting' provides opportunities to deserving employees to be considered
for lateral & hierarchical career growth within the organization .

Additionally, Exchange undertakes various staff welfare activities to improve productivity by bringing unity such as the
"Annual Employee Event", designed to have enhanced interpersonal relationship and team work. As a new initiative,
Exchange has rewarded employee's children for their exceptional efforts in passing 10^th and 12^th standard examination with
fiying colors.

44. DISCLOSURES PERTAINING TO THE SEXUAL HARASSMENT OF WOMEN AT THE WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013

Your Company continues to have in place an Anti-Sexual Harassment Policy and is complied with the provisions relating to
the constitution of Internal Complaints Committee under "The Sexual Harassment of Women at the Workplace (Prevention,
Prohibition & Redressal) Act, 2013"

No complaint was received during the FY 2022- 23 in relation thereto.

45. EMPLOYEE STOCK OPTION SCHEME

The stock options granted to the employees of the Company, operate under the "Employee Stock Option Scheme 2008
(ESOP 2008)" of the Company, formulated in accordance with the SEBI (Employee Stock Option Scheme and Employee
Stock Purchase Scheme) Guidelines 1999, which was approved by the shareholders at the Extraordinary General Meeting
held on 27^th February 2008. MCX ESOP Trust constituted by the Company is responsible for administration and
implementation of the scheme under the directions of the Nomination and Remuneration Committee. There has been no
change in the Scheme during the year ended 31^st March 2023.

There were no grants pending for vesting as at 31^st March 2023. No new grants were made during FY 2022-23.

The relevant disclosures required under the SEBI Regulations for the year ended 31^st March 2023 are available on the
website of the Company at https://www.mcxindia.com/investor-relations/corporate-governance.

46. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS/OUTGO

The disclosures to be made under Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8 (3) of the Companies
(Accounts) Rules, 2014, are explained as under:

47. CORPORATE GOVERNANCE

Your Company is committed to good corporate governance aligned with the best corporate practices. The report on
Corporate Governance, as stipulated under Regulation 34(3) read with Schedule V of the SEBI (LODR) Regulations, 2015 and
the certificate from a Practicing Company Secretary, regarding compliance of conditions of corporate governance, forms
part of this Annual Report. The report on Corporate Governance also contains disclosures as required under the Companies
Act, 2013.

48. RESOURCES COMMITTED TOWARDS STRENGTHENING REGULATORY FUNCTIONS AND TOWARDS ENSURING
COMPLIANCE WITH APPLICABLE REGULATORY REQUIREMENTS

The disclosure pertaining to resources committed towards strengthening regulatory functions and ensuring compliance
with regulatory requirements, backed by an activity based accounting, in terms of Regulation 33 of the SECC Regulations,
2018, is as under.

The Company has dedicated resources to manage the regulatory functions given in the table below. There are 131
resources in these functions at various designations as on 31^st March 2023. The total cost incurred by the Exchange towards
these functions in FY 2022-23 was ? 16.06/- crore.

Department	Count
Inspection & Audit	34
Investor Protection Fund	3
Investor Services Department	19
Market Operations	22
Membership	20
Regulatory Compliance	4
Secretarial & Compliance	6
Surveillance & Investigation	23
Grand Total	131

49. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement of Section 134 of the Companies Act, 2013, your Directors confirm that:

a) in the preparation of the annual accounts for the year ended 31^st March 2023, the applicable accounting
standards have been followed and there are no material departures from the same;

b) they have selected such accounting policies and applied them consistently and made judgements and estimates
that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31^st
March 2023 and of the profit of the Company for the year ended on that date;

c) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud
and other irregularities;

d) they have prepared the annual accounts on a 'going concern' basis;

e) they have laid down internal financial controls to be followed by the Company and that such internal financial
controls are adequate and are operating effectively; and

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

50. THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE
FINANCIAL YEAR.

During the year under review, no application has been made under the Insolvency and Bankruptcy Code. Hence, the
requirement to disclose the details of application made or any proceeding pending under the Insolvency and Bankruptcy
Code, 2016 (31 of 2016) along with their status as at the end of the financial year is not applicable.

51. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONETIME
SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS
ALONG WITH THE REASONS THEREOF.

The requirement to disclose the details of difference between amount of the valuation done at the time of onetime
settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons
thereof, is not applicable.

52. ACKNOWLEDGMENTS

The Board of Directors wishes to place on record their sincere gratitude for the valuable guidance and continued support
extended by the Government of India, Ministry of Finance, SEBI, RBI, Stock Exchanges, Ministry of Corporate Affairs, other
government authorities, Banks, trading members, shareholders, members of various committees, auditors and other
stakeholders. The Directors would also like to take this opportunity to express their appreciation for the dedicated efforts
of the employees of the Company.

For and on behalf of the Board of Directors

Dr. Harsh Kumar Bhanwala P S Reddy

Chairman MD & CEO

(DIN: 06417704) (DIN: 01064530)

Mumbai Mumbai

29^th July 2023 29^th July 2023