Your Directors have pleasure in presenting the 32nd Annual Report together with the Audited Financial Statement for the year
ended on 31st March, 2025.

1. Financial Results: [Amount in Lacs]

The operating results of the Company for the year ended on 31st March, 2025 are briefly indicated below:

DIVIDEND:

The Board of Director have recommended a Dividend of Rs. 0.50 (Rupees Fifty Paisa) per equity share (5%) of Rs. 10/- (Rupees
Ten Only) each, for the F.Y. ended 31st March, 2025, subject to approval of members at the ensuing 32nd Annual General Meeting
(AGM) of the Company.

TRANSFER TO RESERVES:

The Company has not transferred any amount to reserves during the year under review.

STATE OF THE AFFAIRS OF THE COMPANY & FUTURE PROSPECTS:

Total revenue from Operations of the Company for fiscal year 2025 stood at Rs. 12,869.20 Lakhs as compared to
Rs. 11,569.70 Lakhs for fiscal year 2024, showing an increment of 11.23 %; however, the Company was able to continue earning
profit before tax by reaching profits of Rs. 753.89 Lakhs compared to Rs. 101.38 Lakhs in the previous financial year.

Further the Company is confident to have better future performance.

MATERIAL CHANGES AND COMMITMENTS, IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY FROM
THE CONCLUSION OF THE FINANCIAL YEAR TILL THE END OF THIS REPORT:

There has been no other material changes and commitments, which affect the financial position of the Company which have
occurred between the end of the financial year of the Company and the date of this report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

The information pertaining to conservation of energy, technology absorption, Foreign exchange Earnings and outgo as required
under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in
Annexure A which is attached to this report.

MANAGEMENT DISCUSSIONS AND ANALYSIS REPORT:

A report on Management Discussion and Analysis (“MDA”) is annexed to this report as Annexure B, inter-alia deals adequately
with the operations and also current and future outlook of the Company.

SHARE CAPITAL

The paid-up Equity Share Capital as at 31st March, 2025 stood at Rs. 20,52,07,230/- consisting of 2,05,20,723 equity shares of
Rs. 10/- each.

During the year under review, the Company has not:

• Issued any shares with differential voting rights

• Granted any stock options

• Issued any sweat equity.

None of the Directors of the Company held any instruments
convertible into equity shares of the Company as on 31st
March, 2025.

PUBLIC DEPOSITS:

The Company has not accepted or renewed any deposits
from public falling within the purview of Section 73 of
Companies Act, 2013 and the Companies (Acceptance of
Deposits) Rules, 2014.

LOAN FROM DIRECTOR:

The company has not taken any loan from Directors of the
Company during the financial year 2024-25.

CORPORATE GOVERNANCE REPORT:

In terms of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, a Report on "Corporate
Governance” is attached as an Annexure C and forms part of
this report.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

• The Composition of Board is in compliance with
requirement of the provisions of the Companies Act,
2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

• In terms of the provision of Section 149 of the
Companies Act, 2013 and Regulation 17(1) of the
SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, a Company shall
have at least one-woman director on the board of the
Company. Your company has Smt. Archana K. Amin
as Director on the board since 01/04/2009, who is
presently the Whole-Time Director of your Company.

• Pursuant to the provisions of Section 152 and other
applicable provisions if any, of the Companies Act,
2013, Shri Archit K. Amin (DIN: 01681638), Whole
Time Director of the Company is liable to retire by
rotation at the forthcoming Annual General Meeting
and he being eligible offers himself for re¬
appointment.

• The changes in the composition of the Board of
Directors and Key Managerial Personnel (KMP)
during the year and subsequent to its closure are as
under:

1. The member of the Company approved the
re-appointment of Shri Shreeraj V Desai as
Independent Director of the Company for
the period of 5 years w.e.f. 13th February,
2025 to 12th February 2030.

2. Smt. Purvi Mitna was appointed as
Company Secretary and Compliance Officer
of the Company w.e.f. 29th June 2024.

3. Smt. Purvi Mitna has resigned from the post
of Company Secretary and Compliance
Officer of the Company w.e.f. 14th
September, 2024.

4. Shri Pruthvik R. Soni was appointed as
Company Secretary and Compliance
Officer of the Company w.e.f. 1st October,

2024.

5. Shri Ajay P. Patel has resigned from the post
of Chief Financial Officer of the Company
w.e.f. 28th February, 2025.

6. Shri Ajay P. Patel was appointed as Chief
Financial Officer of the Company w.e.f. 23rd
May, 2024.

7. Shri Ajay P. Patel has resigned from the post
of Chief Financial Officer of the Company
w.e.f. 30th June, 2025.

8. Shri Anilkumar G. Patel has been appointed
as Chief Financial Officer of the Company
w.e.f. 1st July, 2025.

9. Shri Pruthvik R. Soni has resigned as
Company Secretary and Compliance
Officer of the Company w.e.f. 31st July,

2025.

10. Shri Chirag Chouhan has been appointed as
Company Secretary and Compliance
Officer of the Company w.e.f. 1st August,
2025.

• The Key Managerial Personnel (KMP) in the

Company as per Section 2(51) and 203 of the

Companies Act, 2013 as on date are as under:

1. Shri Kandarp Amin - Chairman and Whole
Time Director

2. Smt. Archana Amin - Whole Time Director

3. Shri Archit Amin - Whole Time Director

4. Shri Anilkumar G. Patel - Chief Financial
Officer

5. Shri Chirag Chouhan - Whole Time
Company Secretary and Compliance
Officer

None of the Directors of the Company is disqualified

for being appointed as Director as specified in

Section 164 (2) of the Companies Act, 2013.

DISCLOSURE ABOUT RECEIPT OF ANY COMMISSION
BY MD/WTD FROM A COMPANY AND ALSO RECEIVING
COMMISSION / REMUNERATION FROM ITS HOLDING
OR SUBSIDIARY PURSUANT TO SECTION 197(14) OF
THE ACT.

The Whole Time Directors are not receiving any commission/
remuneration from Subsidiary Company as the Company

does not have any subsidiary company. The Company does
not have any holding company.

ANNUAL RETURN:

Pursuant to Section 92 of the Act read with the applicable
Rules, the Annual Return for the year ended 31st March 2025
will be accessed on the Company's website at
https://architorg.com/.

NAME OF THE COMPANIES WHICH HAVE BECOME /
CEASED TO BE SUBSIDIARIES, JOINT VENTURES,
ASSOCIATE COMPANY:

The Company does not have any subsidiary, joint Ventures
and Associate Company during the financial year under
review.

DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134(5) of the
Companies Act, 2013 with respect to the Directors'
responsibility Statement, the Directors' confirms that:

1. In the preparation of the annual accounts, the
applicable accounting standards have been followed
along with proper explanations relating to material
departures, if any;

2. They have selected such appropriate accounting
policies and applied them consistently and made
judgments and estimates that were reasonable and
prudent so as to give a true and fair view of the state
of affairs of the Company at the end of the financial
year on 31st March, 2025 and of the profit of the
Company for the year under review.

3. They have taken proper and sufficient care for the
maintenance of adequate accounting records in
accordance with the provisions of the Companies
Act, 2013 for safeguarding the assets of the
Company and for preventing and detecting fraud and
other irregularities;

4. They have prepared the accounts for the period
ended on 31st March, 2025 on a going concern
basis.

5. They have laid down laid down internal financial
controls to be followed by the Company and that
such internal financial controls are adequate and
operating effectively; and

6. They have devised proper systems to ensure
compliance with the provisions of all applicable laws
and that such systems were adequate and operating
effectively.

NUMBER OF BOARD MEETINGS:

During the year the Board of Directors duly met Nine (9) times.
The details of the Board Meetings are provided in the
Corporate Governance Report which is been annexed as
Annexure C to the Report.

INSURANCE:

The properties and assets of the Company are adequately
insured.

DECLARATION BY INDEPENDENT DIRECTORS:

Pursuant to the provisions of Section 134 of the Companies
Act, 2013 with respect to the declaration given by the
Independent Directors of the Company under Section 149 (6)
of the Companies Act, 2013, the Board hereby confirms that
all the Independent Directors have given declarations and
further confirms that they meet the criteria of Independence
as per the provisions of Section149(6) and Regulation 25 of
the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and they are independent to the
Management of the Company.

PERFORMANCE EVALUATION OF THE BOARD
COMMITTEES AND INDEPENDENT DIRECTORS:

Pursuant to the provisions of the Companies Act, 2013 and
Rules framed thereunder read with Regulation 17 and
Regulation 25 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 formal annual evaluation is
to be made by the Board of its own performance and that of its
Committees and Individual Directors. The Board after taking
into consideration the criteria of evaluation laid down by the
Nomination and Remuneration Committee in its policy such
as Board Composition, level of involvement, performance of
duties, attendance etc. had evaluated its own performance,
the performance of its committees and Independent Directors
(excluding the Director being evaluated).

The performance evaluation of the Chairman and the Non¬
Independent Directors was carried out by the Independent
Directors at their separate meeting held on 1st April, 2024.
The Directors expressed their satisfaction with the evaluation
process.

In the opinion of the Board, all the Independent Directors
possess requisite qualifications, experience, expertise
including Proficiency and hold high standards of integrity for
the purpose of Rule 8(5)(iiia) of the Companies (Accounts)
Rules, 2014.

POLICY ON DIRECTORS’ APPOINTMENT AND POLICY
ON REMUNERATION:

Pursuant to the requirements of the Companies Act, 2013, the
policy on appointment of Board Members and policy on
remuneration of the Directors, KMPs and other employees is
attached as Annexure D to this report.

SECRETARIAL AUDIT REPORT:

M/s. Chetan Patel & Associates, Practicing Company
Secretaries, was appointed as Secretarial Auditor of the
Company to conduct secretarial audit for the financial year
2024-25 pursuant to the provisions of Section 204 of the
Companies Act, 2013. The Annual Secretarial Compliance
Report and Secretarial Audit Report submitted by them is
attached as Annexure E to this report. There are no
comments / adverse remarks in the said report.

CONTRACTS OR AGREEMENTS WITH RELATED
PARTIES:

Pursuant to the provisions of the Companies Act, 2013 and
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2013 all the contracts and arrangements with
related parties entered by the Company during the financial
year were in ordinary course of Business and on arms' length
basis. Details of the transactions are as mentioned in
Annexure F.

During the year the Company has not entered into any
materially significant related party transactions which may
have potential conflict with the interest of the Company at
large. Suitable disclosures as required are provided in Ind
AS-24 which is forming the part of the notes to financial
Statement.

The policy on Related Party Transactions has been uploaded
on the website i.e. https://www.architorg.com/
investorrelations/Related%20Party%20transactions.pdf.

DISCLOSURE UNDER RULE 5 OF THE COMPANIES
(APPOINTMENT AND REMUNERATION OF
MANAGERIAL PERSONNEL) RULES, 2014:

Details pertaining to remuneration and other details as
required under Section 197(12) of the Companies Act, 2013
and the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is attached as Annexure
G of this report.

The statement containing particulars of employees as
required under section 197 of the Companies Act, 2013 read
with Rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, will be
provided upon request. In terms of Section 136 of the
Companies Act, 2013, the Report and accounts are being
sent to the members and others entitled thereto, excluding
the information on employees' particulars which is available
for inspection by members at the registered office of the
Company during business hours on working days of the
Company up to the ensuing Annual General Meeting. If any
member is interested in obtaining a copy thereof, such
member may write to the Company Secretary in this regard at
share@architorg.com.

INTERNAL FINANCIAL CONTROL AND THEIR
ADEQUACY:

The Company has adopted internal control system
considering the nature of its business and the size and
complexity of operations. The Board has adopted the policies
and procedures for ensuring the orderly and efficient conduct
of its business, including adherence to the Company's
policies, the safeguarding of its assets, the prevention and
detection of frauds and errors, the accuracy and
completeness of the accounting records and the timely
preparation of reliable financial disclosures etc. The
management is taking further steps to strengthen the internal
control system.

CHANGE IN THE NATURE OF BUSINESS

There is no change in the nature of business of the Company
during financial year under review.

RISK MANAGEMENT POLICY:

The Company has formulated the Risk Management Policy in
order to safeguard the organization from various risks
through timely actions. It is designed to mitigate the risk in
order to minimize the impact of the risk on the Business. The
Management is regularly reviewing the risk and is taking
appropriate steps to mitigate the risk.

In the opinion of the Board there has been no identification of
element of risk that may threaten the existence of the
Company.

PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS UNDER SECTION 186 OF THE
COMPANIES ACT, 2013:

The details of loan provided and investments made, if any are
as mentioned in the notes to accounts. The Company has not
provided any guarantee or security falling under purview of
Section 186 of the Companies Act, 2013 during the financial
year under review.

The Loans granted have been utilized by Company for their
business purpose.

STATUTORY AUDITORS:

In terms of the provisions of section 139 of the Companies
Act, 2013, the Company had appointed M/s. G. K. Choksi &
Co., Chartered Accountants, (Firm Reg. no. 101895W) as
statutory auditor of the Company for the period of 5 (five) year
in the 29th Annual general Meeting.

The Statutory Auditors' Report on the financial statements of
the Company for the financial year ended on 31st March,
2025, there is no Qualified/Adverse Opinion from Statutory
Auditor during the financial year under review.

During the financial year under review, auditors of the
company has not reported any fraud under sub-section (12)
of section 143 of the Companies Act, 2013.

COMMENT OF BOARD ON AUDITORS’ OBSERVATIONS:

There are no qualified/adverse remarks in the Auditors'
report, so no comments are required.

INTERNAL AUDITOR

M/s. S. N. Shah & Associates, Chartered Accountants,
Ahmedabad has been appointed as Internal Auditors of the
Company. Internal Auditors are appointed by the Board of
Directors of the Company on a yearly basis, based on the
recommendation of the Audit Committee. The Internal Auditor
reports their findings on the Internal Audit of the Company, to
the Audit Committee on a yearly basis. The scope of internal
audit is approved by the Audit Committee.

COST AUDITOR

Your Company has appointed Rajendra Patel & Associates,
Cost Accountants, Ahmedabad as Cost Auditor of your
Company to audit the cost records for the financial year 2025¬
26. As per Section 148 read with Companies (Audit and
Auditors) Rules, 2014 and other applicable provisions, if any,
of the Companies Act, 2013, subject to the ratification by the

members at the ensuing Annual General Meeting, at
remuneration of Rs. 75,000 (Rupees Seventy Five Thousand
Only) p.a. excluding GST (if applicable) and out of pocket
expenses, if any.

MAINTENANCE OF COST RECORDS:

The Directors of the Company to the best of their knowledge
and belief state that the Company has maintained adequate
Cost records as required to be maintained by the Company
under the provisions of Section 148 of the Companies Act,
2013 read with the relevant Rules framed thereunder.

DISCLOSURE OF AUDIT COMMITTEE:

The Audit Committee of the Company as on 31st March, 2025
consists of following Directors as its members:

1. Shri Nikul J. Patel - Chairman

2. Shri Shreeraj V. Desai - Member

3. Shri Bhavin G. Shah - Member

VIGIL MECHANISM:

Pursuant to provisions of Section 177(9) of the Companies
Act, 2013 and Rule 7 of the Companies (Meetings of Board
and its Powers) Rules, 2014 read with SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Board of Directors had approved the Policy on Vigil
Mechanism/ Whistle Blower Policy. Through this policy
Directors, Employees or business associates may report the
unethical behavior, malpractices, wrongful conduct, frauds,
violations of the Company's code etc. to the Chairman of the
Audit Committee.

The vigil mechanism / whistle blower policy is also available
on the website of the Company www.architorg.com.

COMPOSITION OF INTERNAL COMPLAINTS
COMMITTEE UNDER THE SEXUAL HARASSMENT OF
WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013:

The Company has complied with the provision relating to
constitution of Internal Complaints Committee under the
Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013. Further, no case has
been received under the said act during the year.

COMPLIANCE OF THE PROVISIONS RELATING TO THE
MATERNITY BENEFIT ACT 1961.

The Company has complied with the provisions of the
Maternity Benefit Act, 1961, including all applicable
amendments and rules framed thereunder. The Company is
committed to ensuring a safe, inclusive, and supportive
workplace for women employees. All eligible women
employees are provided with maternity benefits as prescribed
under the Maternity Benefit Act, 1961, including paid
maternity leave, nursing breaks, and protection from
dismissal during maternity leave. The Company also ensures
that no discrimination is made in recruitment or service
conditions on the grounds of maternity. Necessary internal
systems and HR policies are in place to uphold the spirit and
letter of the legislation.

During the year under review, no women employees availed

maternity leave. The Company also provides flexible working
arrangements and nursing breaks to support employees in
balancing work and family responsibilities

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURTS OR TRIBUNALS:

The Company has not received any significant or material
orders passed by any regulatory authority, court or tribunal
which shall affect the going concern status of the Company's
operations as on date of this report.

INDUSTRIAL RELATIONS:

The Company has maintained cordial relations with the
employees of the Company throughout the year. The
Directors wishes to place on record sincere appreciation for
the services rendered by the employees of the Company
during the year.

COMPLAINCE OF SECRETARIAL STANDARAD:

The Company has complied with the applicable secretarial
standards issued by the Institute of Company Secretaries of
India.

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

There are no proceedings initiated/ pending against the
Company under the Insolvency and Bankruptcy Code, 2016.

The details of difference between amount of the valuation
done at the time of one time settlement and the valuation
done while taking loan from the Banks or Financial Institutions
along with the reasons thereof: Not Applicable

ACKNOWLEDGEMENT:

The Board is thankful to its bankers for their continued support
and assistance, which has played important role in progress
of the Company.

Your Directors places on records the contribution of
employees of the Company at all levels and other business
associates for their commitment, dedication and respective
contribution to the Company's operations during the year
under review.

BY ORDER OF THE BOARD
FOR ARCHIT ORGANOSYS LIMITED.

(KANDARP K.AMIN)

Pl_ace' Ah_med_ab_ad Chairman & Whole Time Director

Date: 13th August, 2025 ^DIN:000389⁷²