The Directors have pleasure in presenting the Forty Third (43^rd) Annual Report of the Company together with the Audited
Financial Statements for the year ended 31“ March, 2024.

1. FINANCIAL STATEMENTS & RESULTS

a. FINANCIAL RESULTS :

The Company's performance during the year ended 31^st March, 2024 as compared to the previous financial year, is
^{summarized below:} (Amount in Lacs)

b. OPERATIONS:

During the year under review, the Company did not undertake any business operations. The Company incurred a Net Loss
of INR (15.78) Lacs due to administrative and other fixed expenses

c. CHANGE IN NATURE OF BUSINESS:

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

d. REPORT ON PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE
COMPANIES:

The Company has one Wholly-owned Subsidiary Company viz. AHA Parks Limited which is an unlisted Public Company.
The performance and financial position of the subsidiary Company for the year ended 31“ March, 2024 is attached and
marked as Annexure I and forms part of this Report.

During the year under review, our Company did not have any Associate or Joint Venture Company.

No company has become or ceased as subsidiary, associate and joint venture, during the year under review.

e. DIVIDEND :

Considering the loss incurred in the current financial year and accumulated losses, our Directors have not recommended
any dividend for the financial year under review.

f. TRANSFER TO RESERVES:

In view of loss incurred during the year under review, our Directors have not recommended transfer of any amount to
reserves.

g. REVISION OF FINANCIAL STATEMENT:

During the year under review, there was no revision of the financial statements pertaining to previous financial years.

h. DEPOSITS:

The Company has not accepted or renewed any amount falling within the purview of provisions of Sections 73 and 74 of
the Companies Act, 2013 ('the Act') read with the Companies (Acceptance of Deposits) Rules, 2014 during the year under
review. Hence, the requirement for furnishing of details of deposits which are not in compliance with Chapter V of the Act
is not applicable.

i. DISCLOSURES UNDER SECTIONS 134(3)(1) OF THE COMPANIES ACT, 2013:

Except as disclosed elsewhere in this report, no material changes and commitments which could affect the Company's
financial position have occurred between the end of the financial year of the Company and date of this Report.

j. DISCLOSURES OF INTERNAL FINANCIAL CONTROLS:

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are
adequate. During the year under review, no material or serious observation has been received from the Internal Auditors of
the Company for inefficiency or inadequacy of such controls.

k. DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL:

No significant and material orders have been passed by any Regulator or Court or Tribunal which can have impact on the
going concern status and the Company's operations in future.

l. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

There were transactions entered by the Company which are falling under Section 188 of the Companies Act, 2013, with
related party(ies) as defined under Section 2(76) of the Companies Act, 2013 during the financial year under review. The
particulars of transactions entered by the Company with the related parties in Form AOC-2 is attached as Annexure II.
The Company has not entered in any contracts or arrangements with the related parties.

m. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS AND SECURITIES:

The particulars of loans given during the financial year under review along with the purposes for which such loans to be
utilized by the recipients thereof, has been furnished in Note No. 19 (b) and (c) of the financial statement.

The Company did not given guarantee, made investment or provided security during the financial year under review.

n. SHARE CAPITAL:

During the year under review, the Company has not issue any shares and hence, disclosures under Section 43(a)(ii),
Section 54(1)(d) and Section 62(1)(b) of the Companies Act, 2013 read with relevant rules are not required to be furnished.

n. DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013:

During the year under review, the Company did not issue any shares and hence, disclosures under Section 43(a)(ii), Section
54(1)(d) and Section 62(1)(b) of the Companies Act, 2013 read with relevant rules are not required to be furnished.

o. DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013:

During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased
directly by employees under a scheme pursuant to Section 67(3) of the Companies Act, 2013read with Rule 16(4) of
Companies (Share Capital and Debentures) Rules, 2014 and hence no details w.r.t. the same are furnished.

2. MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a) BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL:

The Board of the Company is duly constituted in accordance with the requirements of Section 149 of the Act. During the
year under review there were no changes in Board of Directors & Key Managerial Personnel except as mentioned below: -

1. Ms. Nirali Mehta was appointed as a Company Secretary & Compliance Officer with effect from August 07, 2023.

b) DECLARATIONS BY INDEPENDENT DIRECTORS:

The Company has received declarations from Independent Directors under Section 149(7) of the Companies Act, 2013
confirming their independence vis-a-vis the Company as provided under Section 149(6)of the Companies Act, 2013.

3. DISCLOSURES RELATED TO BOARD, COMMITTEES AND ITS POLICIES:

a. BOARD MEETINGS:

The Board of Directors met 5 (Five) times during the financial year ended 31^st March, 2024 in accordance with the

provisions of the Companies Act, 2013 and rules made there under.

b. DIRECTORS’ RESPONSIBILITY STATEMENT:

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the Company for

the year ended 31“ March, 2024, the Board of Directors hereby confirms that:

a. in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper
explanation relating to material departures, wherever applicable;

b. such accounting policies have been selected and applied consistently and the Directors made judgments and estimates
that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31 “ March,
2024 and of the loss of the Company for the year ended on that date;

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

d. the annual accounts of the Company have been prepared on a going concern basis;

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

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

c. AUDIT COMMITTEE:

The composition of the Audit Committee is in conformity with the provisions of the Section 177 of the Companies Act,

2013 as amended from time time.

The composition of the audit committee as on 31^st March, 2024 was as under:

During the year under review, the Board of Directors of the Company had accepted all the recommendations of the
Committee.

d. NOMINATION AND REMUNERATION COMMITTEE:

The composition of the committee as on 31^st March, 2024 was as under:

The Board has in accordance with the provisions of Section 178(3) of the Companies Act, 2013, formulated the policy
setting out the criteria for determining qualifications, positive attributes, independence of a Director and policy relating to
remuneration for Directors, Key Managerial Personnel and other employees. The extract of the Policy approved and
adopted by the Board is appended as Annexure III to this Report.

e. VIGIL MECHANISM POLICY FOR THE DIRECTORS AND EMPLOYEES:

The Board of Directors of the Company have pursuant to the provisions of Section 177(9) of the Companies Act, 2013 read

with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, framed a 'Vigil Mechanism Policy' for
Directors and employees of the Company to provide a mechanism which ensures adequate safeguards to employees and
Directors from any victimization on raising of concerns of any violations of legal or regulatory requirements, incorrect or
misrepresentation of any, financial statements and reports, etc.

The employees of the Company have the right/option to report their concern/grievance to the Chairmperson of the Audit
Committee.

The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations.

f. RISK MANAGEMENT POLICY:

The development and implementation of risk management policy has been covered in the management discussion and
analysis, which forms part of this Report.

g. ANNUAL EVALUATION OF DIRECTORS / COMMITTEE AND BOARD:

The Board of Directors has carried out an annual evaluation of its own performance, board committees and individual
directors pursuant to the provisions of the Companies Act, 2013.

The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the basis of the
criteria such as the Board composition and structure, effectiveness of board processes, information and functioning, etc.

The performance of the Committees was evaluated by the Board after seeking inputs from the committee members on the
basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

The Board and the Nomination and Remuneration Committee reviewed the performance of the individual directors on the
basis of the criteria as laid down by the Nomination and Remuneration Committee.

In a separate meeting of the Independent Directors, the performance of Non-Independent Directors, the Board as a whole
and of the Chairman was evaluated, taking into account the views of Executive Director and Non-Executive Directors.

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

h. INTERNAL CONTROL SYSTEMS:

Adequate internal control systems commensurate with the nature of the Company's business and size and complexity of its
operations are in place and have been operating satisfactorily. Internal control systems comprising of policies and
procedures are designed to ensure reliability of financial reporting, timely feedback on achievement of operational and
strategic goals, compliance with policies, procedure, applicable laws and regulations and that all assets and resources are
acquired economically, used efficiently and adequately protected.

i. DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013 AND OTHER
DISCLOSURES AS PER RULE 5 OF COMPANIES (APPOINTMENT & REMUNERATION OF

. MANAGERIAL PERSONNEL) RULES, 2014:

During the year under review, Directors and Key Managerial Personnel were not paid any remuneration and hence no
details are required to be furnished in accordance with the provisions of Section 197(12) of the Companies Act, 2013 read
with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

j. PAYMENT OF REMUNERATION / COMMISSION TO DIRECTORS FROM HOLDING OR

. SUBSIDIARY COMPANIES:

Mrs. Kalpana Morakhia who was designated as the Managing Director w.e.f September 29, 2021 is in receipt of
remuneration from the Holding Company.

4. AUDITORS AND REPORTS:

The matters related to Auditors and their Reports are as under:

a. STATUTORY AUDITORS:

Pursuant to the provisions of Section 139 of the Companies Act, 2013, the shareholders of the Company at the 41st Annual
General Meeting appointed M/s. Kanu Doshi & Associates LLP, Chartered Accountants, (Firm Registration No.
104746W/W100096) as the Statutory Auditors of the Company to hold office for a period of five years commencing from
the conclusion of 41st Annual General Meeting up-to the conclusion of 46th Annual General Meeting of the Company.

They have confirmed that they are not disqualified from continuing as Auditors of the Company.

b. OBSERVATIONS OF STATUTORY AUDITORS ON ACCOUNTS FOR THE YEAR ENDED MARCH 31,

. 2024:

The observations / emphasis of matter made by the Statutory Auditors in their report for the financial year ended March 31,
2024 read with the explanatory notes therein are self-explanatory and therefore, do not call for any further explanation or
comments from the Board under Section 134(3) of the Companies Act, 2013.

c. SECRETARIAL AUDIT REPORT FOR THE YEAR ENDED 31^st MARCH, 2024:

M/s. Rai Parihar & Co., Company Secretaries were appointed as the Secretarial Auditors of the Company for the
FY 2023 - 24. However, M/s. Rai Parihar & Co., Company Secretaries tendered their resignation as the Secretarial Auditors
of the Company. The Board, appointed M/s. Prateek Maheshwari & Associates, Practicing Company Secretary as the
Secretarial Auditors of the Company to conduct the secretarial audit for the FY 2023-24.

Secretarial Audit Report issued by M/s. Prateek Maheshwari & Associates, Company Secretaries, in Form MR-3 for the
financial year 2023-24 is marked as Annexure IV and forms part of this Report.

The observations made by the Secretarial Auditors in their report for the Financial Year ended March 31,2024 read with the
explanatory notes therein are as follows:

a) The Company has not complied with Regulation 46 of LODR with respect to the maintenance of a functional website.
Management reply

The Company has initiated the steps to comply with the applicable provisions.

b) The Company has defaulted in SDD Compliances under SEBI (Prohibition of Insider Trading Regulations), 2015.
Management reply

The Company has installed necessary software as per the requirements and update the records in the said system

d. FRAUD REPORTING:

During the year under review, there were no instances of material or serious fraud falling under Rule 13(1) of the
Companies (Audit and Auditors) Rules, 2014, by officers or employees reported by the Statutory Auditors or Secretarial
Auditors of the Company during the course of the audit.

5. OTHER DISCLOSURES:

Other disclosures as per provisions of Section 134 of the Companies Act, 2013 read with rule 8 of the Companies
(Accounts) Rules, 2014 are furnished as under:

a. EXTRACT OF ANNUAL RETURN:

The Annual Return in Form MGT-7 for the financial year ended 31“ March, 2024 made under the provisions of Section
92(3) of the act read with Companies (Management and Administration) Rules, 2014 is available on Company's website at
www.idreamfilminfra.com

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

The particulars as required under the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the
Companies (Accounts) Rules, 2014 in respect of conservation of energy and technology absorption have not been
furnished considering the nature of activities undertaken by the Company during the year under review.

During the year under review, the Company has neither earned nor used any foreign exchange.

c. STAKEHOLDERS’ RELATIONSHIP COMMITTEE:

The Company was not required to separately constitute a Stakeholders' Relationship Committee.

d. CORPORATE SOCIAL RESPONSIBILITY POLICY:

The provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social responsibility
policy) Rules, 2014 were not applicable to the Company during the Financial Year 2023-24 and accordingly compliances

with respect to the same were not applicable to the Company during the year under review.

e. COST AUDITORS:

The Central Government of India has not specified the maintenance of Cost Records under Section 148(1) of the
Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014.

f. DISCLOSURES UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace and has also
established an Internal Complaints Committee, as stipulated by The Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and Rules thereunder. During the year under review, no complaints in
relation to such harassment at workplace have been reported.

g. CORPORATE GOVERNANCE:

The Company has not paid any remuneration to its managerial personnel as per Section II of Schedule V of the Companies
Act, 2013.

h. MANAGEMENT DISCUSSION AND ANALYSIS:

Pursuant to Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015,
Management Discussion and Analysis Report is marked as Annexure V and forms part of this Report.

I. SECRETARIAL STANDARDS:

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards
issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively.

j. GENERAL:

The Directors states that, no disclosure or reporting is required in respect of the following items as there were no
transactions pertaining to the same during the year under review:

1. Issue of equity shares with differential rights as to dividend, voting or otherwise;

2. Issue of shares (including sweat equity shares) to employees of the Company under any scheme;

3. Neither the Managing Director nor the Whole-time Director of the Company received any remuneration or commission
from any of its subsidiaries.

4. Application made or proceeding pending under the Insolvency and Bankruptcy Code, 2016.

5. Difference between amount of valuation done at the time of one-time settlement and the valuation done while taking
loan from the Banks or Financial Institutions.

6. ACKNOWLEDGMENTS AND APPRECIATION:

Your Directors take this opportunity to thank the customers, shareholders, suppliers, bankers, business partners/associates,
financial institutions and Central and State Governments for their consistent support and encouragement to the Company.

In addition, your Directors also placed on record their sincere appreciation of the commitment and hard work put in by the
Registrar & Share Transfer Agent, all the suppliers, sub-contractors, consultants, clients and employees of the Company.

For and on behalf of the Board

Kalpana Morakhia Amola Paresh Patel

Managing Director Director

DIN: 00336451 DIN: 06963695

Date : September 4, 2024
Place: Mumbai

Registered Office:

Flat No B-4501 & B-4601, Lodha Bellissimo,

Lodha Pavilion, Apollo Mill Compound,

Mahalaxmi, Mumbai 400 011
CIN: L51900MH1981PLC025354
Tel.: 022 6740 0900 Fax: 022 6740 0988
Email: mca@ahaholdings.co.in
Website: www.idreamfilminfra.com