Your Directors are pleased to present the 43^rd Annual Report on the business and operations of the
Company together with the audited financial statements (standalone as well as consolidated) for the
financial year ended 31^st March, 2025.

1. FINANCIAL PEFORMANCE:

The Audited Financial Statements of your Company as on 31^st March, 2025, are prepared in
accordance with the relevant applicable Indian Accounting Standards ("Ind AS") and Regulation
33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("SEBI Listing Regulations") and the provisions of the Companies Act, 2013
("Act"). The summarized financial highlights are depicted below:

(Amount in Lakhs)

2. FINANCIAL HIGHLIGHTS:

During the year ended 31^st March 2025, Operational Revenue including other income was Rs.
138.77/- Lakhs as compared Rs. 93.34/- Lakhs in the previous year and Profit / (Loss) Before Tax
was Rs. (46.31)/- Lakhs as compare to Rs. 18.23/- in previous year while Net Profit / (Loss) for the
financial year ended 31^st March, 2025 was Rs. (53.16)/- Lakhs as compared to Rs. 8.86/- Lakhs in
previous year.

Your Company has taken several remedial steps to meet the challenges viz. measures in saving
cost at all front of operations, optimize use of available resources etc.

A detailed analysis on the operations of the Company during the year under review and outlook
for the current year is included in the Management Discussion and Analysis Report forming an
integral part of this Annual Report.

3. BUSINESS OPERATIONS:

The Company is engaged in the business of real estate development, construction, contracting,
building, town planning, infrastructure development, and estate development. Its activities
encompass a broad spectrum of projects including the planning, design, execution, and delivery
of high-quality real estate and infrastructure assets. The Company has undertaken and continues
to undertake projects such as residential layout schemes, slum rehabilitation and redevelopment
projects (SRA) in Mumbai, and other allied real estate development initiatives, which contribute
significantly to urban growth and housing solutions.

4. DIVIDEND

During the Financial yea 2024-25, the company has not declared any dividend on Equity Shares.

5. TRANSFER TO RESERVE

The whole profit after tax has been transferred to P&L surplus. There is no amount that has been
proposed to be carried to any other reserves.

6. DEPOSITS

There were no outstanding deposits within the meaning of Section 73 and 74 of the Act read with
rules made thereunder at the end of FY 2024-25 or the previous financial years. Your Company
did not accept any deposit during the year under review.

7. SHARE CAPITAL:

8. CORPORATE RESTRUCTURING:

i. Acquisition:

During the year under review, the company has not made any acquisition.

ii. Divestment:

During the year under review, the company has not made any disinvestment.

9. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The particulars of loans, guarantee and investments made during the year under review, are given
in the notes forming part of the financial statements.

10. CHANGE IN NATURE OF BUSINESS:

There was no change in nature of business.

11. DETAILS OF SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANIES

The Company does not have any Subsidiary Company /Joint Venture /Associate Company during
the year under review.

12. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

As of 31^st March, 2025, the Company's Board had six members comprising of two Executive
Directors, two Independent Directors and two Non-Executive Non-Independent Director including
one Woman Director. The details of Board and Committee composition, tenure of directors, and
other details are available in the Corporate Governance Report, which forms part of this Annual

Report. In terms of the requirement of the SEBI Listing Regulations, the Board has identified core
skills, expertise, and competencies of the Directors in the context of your Company's business for
effective functioning. The key skills, expertise and core competencies of the Board of Directors are
detailed in the Corporate Governance Report, which forms part of this Annual Report.

Appointment/ Cessation/ Change in Designation of Directors:

During the year under review, there are no Changes in the Board of Directors of the Company.
Further, after the Closure of financial year, the following changes has taken place:

1. Appointment of Mr. Pradeep Dhanuka, as the Additional Director w.e.f. 18^th July, 2025 and
eligible to re-appoint as Director in the ensuing Annual General Meeting.

2. Appointment of Mrs. Nidhi Dhanuka, as the Additional Director w.e.f. 18^th July, 2025 and
eligible to re-appoint as Director in the ensuing Annual General Meeting.

3. Resignation of Mr. Kushal Chand Jain, from the Post of Managing Director w.e.f. 05^th
September, 2025

4. Appointment of Mr. Pradeep Dhanuka, as the Managing Director of the company for the term
of five years subject to approval of Members in the ensuing Annual General Meeting.

Declaration from Independent Directors:

The Company has received declarations from all the Independent Directors of the Company
confirming that they meet the criteria of independence as prescribed under Section 149(6) of the
Act and Regulation 16(1) (b) of the SEBI Listing Regulations and there has been no change in the
circumstances which may affect their status as an Independent Director. The Independent
Directors have also given declaration of compliance with Rules 6(1) and 6(2) of the Companies
(Appointment and Qualification of Directors) Rules, 2014, with respect to their name appearing in
the data bank of Independent Directors maintained by the Indian Institute of Corporate Affairs.

Key Managerial Personnel:

During the period under review, the following are Key Managerial Personnel ("KMPs") of the
Company as per Sections 2(51) and 203 of the Act:

1. Mr. Dilip Kumar Dhariwal, Chief Financial Officer resigned on 05^th September, 2025

2. Mr. Pradeep Dhanuka, Chief Financial Officer, w.e.f. 05^th September, 2025

3. Mr. Kushal Chand Jain, Managing Director resigned on 05^th September, 2025

4. Ms. Sarika Mehta, Company Secretary & Compliance officer

13. NUMBER OF MEETINGS OF THE BOARD:

The Board met 04 (Four) times during the year under review. The intervening gap between the
meetings did not exceed 120 days, as prescribed under the Act and SEBI Listing Regulations. The
details of board meetings and the attendance of the Directors are provided in the Corporate
Governance Report, which forms part of this Annual Report.

14. COMMITTEES OF BOARD:

As required under the Act and the SEBI Listing Regulations, the Company has constituted various
Statutory Committees. As on 31^st March, 2025, the Board has constituted the following
committees:

• Audit Committee

• Nomination and Remuneration Committee

• Stakeholders Relationship Committee

Details of composition, terms of reference and number of meetings held for respective
Committees are given in the Report on Corporate Governance, which forms a part of this Annual
Report.

15. INDEPENDENT DIRECTORS' MEETING:

The Independent Directors met on 14^th November, 2024 without the attendance of Non¬
Independent Directors and members of the management. The Independent Directors reviewed
the performance of Non-Independent Directors, the Committees and the Board as a whole along
with the performance of the Chairman of your Company, taking into account the views of
Executive Directors and Non-Executive Directors and assessed the quality, quantity and timeliness
of flow of information between the management and the Board that is necessary for the Board to
effectively and reasonably perform their duties.

16. BOARD EVALUATION:

The Board adopted a formal mechanism for evaluating its performance and as well as that of its
committees and individual Directors, including the Chairman of the Board. The exercise was
carried out through a structured evaluation process covering various aspects of the Board's
functioning such as composition of the Board and committees, experience and competencies,
performance of specific duties and obligations, contribution at the meetings and otherwise,
independent judgment, governance issues etc. At the Board meeting that followed the above
mentioned meeting of the Independent Directors, the performance of the Board, its Committees,
and individual directors was also discussed. Performance evaluation of independent directors was
done by the entire Board, excluding the independent director being evaluated.

17. BOARD FAMILIARISATION AND TRAINING PROGRAMME:

The Members of the Board of the Company are afforded many opportunities to familiarize
themselves with the Company its Management and its operations. The Directors are provided with
all the documents to enable them to have a better understanding of the Company its various
operations and the industry in which it operates in addition to regular presentation on technical
operations marketing and exports and financial statements. In addition to the above Directors are
periodically advised about the changes effected in the Corporate Law Listing Regulations with
regard to their role's rights and responsibilities as Directors of the company. The same is available
on the website of the company.

All the Independent Directors of the Company are made aware of their roles and responsibilities
at the time of their appointment through a formal letter of appointment which also stipulates
various terms and conditions of their engagement

Executive Directors and Senior Management provide an overview of the operations and familiarize
the new Independent and Non-Executive Directors on matters related of the Company's values
and commitments. They are also introduced to the organization structure constitution of various
committee's board procedures risk management strategies etc.

18. DIRECTORS' RESPONSIBILITY STATEMENT

Based on the framework of internal financial controls and compliance systems established and
maintained by the Company, work performed by the internal, statutory and secretarial auditors
including audit of internal financial controls over financial reporting by the statutory auditors and
the reviews performed by Management and the relevant Board Committees, including the Audit
Committee, the Board is of the opinion that the Company's internal financial controls were adequate
and effective during the financial year 2024-25.

Accordingly, pursuant to Section 134(3)(c) and 134(5) of the Companies Act, 2013, the Board of
Directors, to the best of their knowledge and ability, confirm that-

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

ii. they have selected such 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 financial year and of the profit of
the Company for the year;

iii. 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;

iv. they have prepared the annual accounts on a going concern basis;

v. 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;

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

19. INTERNAL FINANCIAL CONTROL SYSTEMS AND ADEQUACY

Adequate internal controls systems and checks are in place commensurate with the size of the
Company and the nature of its business. The management exercises financial control on the
operations through a well-defined budget monitoring process and other standard operating
procedures.

20. CORPORATE SOCIAL RESPONSIBILITY

During the FY 2024-25, Corporate Social Responsibility is not applicable to the company.

21. MANAGEMENT DISCUSSION & ANALYSIS REPORT

The Management Discussion and Analysis of financial condition, including the results of
operations of the Company for the year under review as required under Regulation 34(2)(e) of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is provided as a
"Annexure A".

22. CORPORATE GOVERNANCE

The report on Corporate Governance as stipulated under the SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015 forms an integral part of this report and is provided as a
"Annexure B".

A certificate from M/s. Sindhu Nair & Associates, Practicing Company Secretary regarding
compliance on conditions of corporate governance as stipulated in the Listing Regulations is also
appended to the report on Corporate Governance.

23. ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, a copy of the Annual Return as
on 31^st March, 2025 is available on the Company's website www.acirealty.co.in

24. RELATED PARTY TRANSACTIONS

In accordance with the relevant provisions of the Act and rules framed thereunder and Regulation
23 of the SEBI Listing Regulations, the Company has in place a Related Party Transaction ("RPT")
Policy. All related party transactions ("RPT") entered into during the financial year 2024-25 were
in accordance with the Company's RPT Policy and on an arms' length basis and in the ordinary
course of business.

All RPTs are placed before the Audit Committee and the Board for approvals Pursuant to the
provisions of Regulation 23 of the SEBI Listing Regulations, company has filed half yearly reports
to the stock exchanges, for the related party transactions.

None of the transactions with related parties fall under the scope of Section 188(1) of the Act.
Accordingly, the disclosure of related party transactions as required under Section 134(3)(h) of
the Act in Form AOC-2 is not applicable to the Company for FY 2025 and hence, does not form
part of this report.

25. STATUTORY AUDITORS & AUDITORS' REPORT:

M/s. Agrawal Jain & Gupta, Chartered Accountants (ICAI Firm Registration No. 013538C), were
appointed as the Statutory Auditors of the Company for a period of five years at the 38th Annual
General Meeting, to hold office till the conclusion of the 43 rd Annual General Meeting. Their term
of appointment has been completed.

Board of Directors, based on the recommendation of the Audit Committee, has proposed the
appointment of M/s. Mittal & Associates., Chartered Accountants, Mumbai as the Statutory
Auditors of the Company, to hold office from the conclusion of the ensuing Annual General
Meeting for a term of five consecutive years, i.e., from the financial year 2025-26 up to the
conclusion of the Annual General Meeting to be held for the financial year 2030-31.

The Notes to the financial statements referred in the Auditors' Report are self-explanatory. The
Auditors' Report is enclosed with the financial statements forming part of this Annual Report.

26. SECRETARIAL AUDITORS & AUDITORS' REPORT:

Pursuant to the provisions of Section 204 of the Act, read with the rules made thereunder, the
Board Re-appointed M/s. Sindhu Nair & Associates, Practicing Company Secretary, to undertake
the Secretarial Audit of your Company for FY 2024-25. The Secretarial Audit Report for the year
under review is provided as Annexure-C of this report.

Further, pursuant to amended Regulation 24A of SEBI Listing Regulations, and subject to your
approval being sought as the ensuing AGM M/s. Nishant Bajaj & Associates, Practicing Company
Secretary, (C. P. No. 21538); (Peer Reviewed Firm- 2582/2022) has been appointed as a Secretarial
Auditor to undertake the Secretarial Audit of your Company for the first term of five consecutive
financial years from FY 2025-26 till FY 2029.30. M/s. Nishant Bajaj & Associates, Practicing
Company Secretary, has confirmed that he is not disqualified to be appointed as a Secretarial
Auditor and is eligible to hold office as Secretarial Auditor of your Company.

27. INTERNAL AUDITORS & AUDITORS' REPORT:

The Board, upon the recommendation of the Audit Committee, has appointed Mr. Pradeep Gupta,
Chartered Accountant, as the Internal Auditor of the Company for financial year 2024-2025.

The observations made in the Internal Auditors' Report are self-explanatory and therefore do not
call for any further comments.

28. COST AUDITORS:

The Company is not required to keep cost records or appoint cost auditors.

29. PARTICULARS OF EMPLOYEES AND MANAGERIAL REMUNERATION

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the
Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 are provided in the Annual Report and is marked as "Annexure
D" to this Report.

30. SEXUAL HARASSMENT POLICY

As required under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 and Rules framed thereunder, the Company has implemented a policy on
prevention, prohibition and redressal of sexual harassment at workplace. This has been widely

communicated internally. Your Company has constituted 'Internal Complaints Committee' to
redress complaints relating to sexual harassment at its workplaces. The Company has not received
any complaints relating to sexual harassment during financial year 2024-25.

i. Number of Complaints filed during the financial year - NIL

ii. Number of complaints disposed of during the financial year - NIL

iii. Number of complaints pending as on end of the financial year - NIL

31. MATERNITY BENEFITS COMPLIANCES:

The Company has complied with the applicable provisions of the Maternity Benefit Act, 1961 and
the rules made thereunder. The Company has ensured that all eligible women employees are
provided with maternity benefits and other entitlements as prescribed under the Act. The
Company remains committed to providing a safe, supportive, and inclusive work environment for
its women employees.

32. VIGIL MECHANISM/ WHISTLE BLOWER POLICY

Your Company has in place a vigil mechanism for directors and employees to report concerns
about unethical behavior, actual or suspected fraud or violation of your Company's Code of
Conduct.

Under the vigil mechanism of the Company, which also incorporates a Whistle Blower Policy in
terms of Regulation 22 of the SEBI Listing Regulations, protected disclosures can be made by a
whistle blower through an e-mail, or dedicated telephone line or a letter to the Chairman of the
Audit Committee. Adequate safeguards are provided against victimization to those who avail of
the vigil mechanism.

The Whistle Blower Policy is available on the Company's website at the www.acirealty.co.in

33. LISTING ON STOCK EXCHANGE

The Company shares are listed on the BSE Ltd and the Company has paid the listing fees for the
Financial Year 2024-25. The shares of the Company are traded at The BSE Ltd having Nation-wide
terminals.

34. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND
OUTGO ETC.

Conservation of Energy:

The Board has nothing to report under this. However, the company is taking adequate steps to
see that the energy used by the company is the minimum under the given circumstance.
Technology Absorption:

The Board has nothing to report under the head technology absorption.

Foreign Exchange Earnings and Outgo:

During the year, the total foreign exchange used was NIL (previous year Nil) and the total foreign
exchange earned was NIL (previous year Nil).

35. RISK MANAGEMENT POLICY:

The Company has put in place Risk Management Policy compatible with the type and size of
operations and risk perception. The said policy is drawn up based on the guidelines of SEBI and
stock exchanges issued in this regard.

36. CYBER SECURITY:

In view of increased cyber-attack scenarios, the cyber security maturity is reviewed periodically
and the processes, technology controls are being enhanced in-line with the threat scenarios. Your
Company's technology environment is enabled with real time security monitoring with requisite
controls at various layers starting from end user machines to network, application and the data.
During the year under review, your Company did not face any incidents or breaches or loss of data
breach in cyber security.

37. CODE OF CONDUCT:

The Company has adopted a Code of Conduct ("Code") to regulate, monitor and report trading in
Company's shares by Company's designated persons and their immediate relatives as per the
requirements under the Securities and Exchange Board of India (Prohibition of Insider Trading)
Regulations, 2015. The Code, inter alia, lays down the procedures to be followed by designated
persons while trading/ dealing in Company's shares and sharing Unpublished Price Sensitive
Information ("UPSI").

The Code covers Company's obligation to maintain a digital database, mechanism for prevention
of insider trading and handling of UPSI, and the process to familiarize with the sensitivity of UPSI.
Further, it also includes code for practices and procedures for fair disclosure of unpublished price
sensitive information. The employees undergo a mandatory training/ certification on this Code to
sensitize themselves and strengthen their awareness.

38. DISCLOSURE WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE ACCOUNT

The Company does not have any of its securities lying in demat/unclaimed suspense account
arising out of public/bonus/right issues as at 31^st March, 2025. Hence, the particulars relating to
aggregate number of shareholders and the outstanding securities in suspense account and other
related matters does not arise.

39. RAISING OF FUNDS BY ISSUANCE OF CONVERTIBLE WARRANTS ON PREFERENTIAL BASIS:

During the period under the review, company does not raised any funds by issuing convertible
warrants on preferential basis.

40. MATERIAL CHANGES AND COMMITMENTS

There have no material changes and commitments affecting the financial position of the Company
which have occurred between the end of the Financial Year of the Company to which the Financial
Statements relate and the date of the report.

41. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant and material orders passed by the Regulators/ Courts which would impact
the going concern status of the Company and its future operations.

42. COMPLIANCE OF ACCOUNTING STANDARDS:

As per requirements of the SEBI Listing Regulations and applicable Accounting Standards, your
Company has made proper disclosures in the Financial Statements. The applicable Accounting
Standards have been duly adopted pursuant to the provisions of Sections 129 and 133 of the Act.

43. COMPLIANCE OF SECRETARIAL STANDARDS

During the year under review, your Company has complied with all the applicable provisions of
Secretarial Standard-1 and Secretarial Standard-2 issued by the Institute of Company Secretaries
of India.

44. DISCLOSURE RELATED TO FUND RECEIVED FROM DIRECTOR AND ITS RELATIVE:

The Company has not received funds from its Directors and their relatives during the year under
review. Such funds, being exempted under Rule 2(viii) of the Companies (Acceptance of Deposits)

Rules, 2014, do not fall within the ambit of deposits. Accordingly, the Company has not required
to obtained necessary declarations from the Directors and their relatives confirming that the funds
provided are out of their own sources and not borrowed.

45. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND
BANKRUPTCY CODE, 2016

During the year under review, there were no application made or proceedings pending in the name
of the company under the Insolvency and Bankruptcy Code, 2016.

46. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT IN ONE TIME SETTLEMENT AND
VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS

During the year under review, there has been no one time settlement of Loans taken from Banks
and Financial Institutions.

47. REPORTING OF FRAUDS:

There was no instance of fraud during the year under review, which required the Statutory
Auditors to report to the audit committee and/or board under Section 143(12) of Act and Rules
framed thereunder.

48. AUDIT TRAIL APPLICABILITY (AUDIT AND AUDITORS) RULES 2014 - RULE 11 OF THE COMPANIES
ACT, 2013:

The Company has used accounting software for maintaining its books of account for the Financial
Year ended 31^st March, 2025 which has a feature of recording audit trail (edit log) facility and the
same has operated throughout the Year for all relevant transactions recorded in the Software.
Further during the course of our audit we did not come across any instance of audit Trail feature
being tampered with.

49. APPOINTMENT OF DESIGNATED PERSON (MANAGEMENT AND ADMINISTRATON) RULES 2014-
RULE 9 OF THE COMPANIES ACT, 2013:

In Accordance with Rule 9 of the Appointment of Designated Person (Management and
Administration) Rules 2014, it is essential for the Company to designate a responsible individual
for ensuring compliance with statutory obligations.

The Company Secretary of the company has appointed by the Board of Director as the Designated
Person under this rules.

50. APPRECIATION

Your Directors take this opportunity to convey their deep sense of gratitude for valuable
assistance and Co-operation extended to the Company by all valued customers and bankers of
the Company.

Your Directors also wish to place on record their sincere appreciation for the valued contribution,
unstinted efforts by the employees at all levels which contributed, in no small measure, to the
progress and the high performance of the Company during the year under review.

By Order the Board of Directors,

Date: 05^nd September, 2025

Place: Mumbai Sd/-

Registered Office: Sarika Mehta

Aci Info Com Limited Complany Secretary & Compliance Officer

CIN: L72200MH1982PLC175476

109, Dimple Arcade, Asha Nagar, Thakur

Complex, Kandivali East Mumbai 400 101

Tel. No. 022-40166323

Email address: compliance@acirealty.co.in
Website: www.acirealty.co.in