Shop No.109, 1st Floor, Dimple Arcade, Aasha Nagar, Nr. Sai Dham, Thakur Complex Kandivali (E), 5476 Mumbai 400101 Tel: 022-40166323 - L72200MH1982 PLC 17 Email: [email protected] Cl-L7 Website:www.acirealty.co.in

Date: 03-09-2024

To, The Deputy Manager Fax No. 2272 2061/41/39/37

Corporate Relations Department, BSE Limited, P.J. Towers, Dalal Street, Mumbai 400001

Dear Sir/Ma'am,

Ref No: - Company Code No. — 517356

Sub: Submission of Notice and Annual Report of 42" Annual General Meeting

This is to inform you that 42" Annual General Meeting of the Company will be held on Friday, 27th September, 2024 at 11.00 a.m. at the Registered Office of the Company at 109, st Floor, Dimple Arcade Premises CHS ltd, Asha Nagar, Thakur Complex, Kandivali East, Mumbai 400 101, to transact the business as stated in the Notice dated 24™ August, 2024 convening the said AGM.

Further, Pursuant to Regulation 34(1) and Regulation 30(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and any amendments made thereunder, we are submitting herewith the Annual Report of the Company for the FY 2023-24 along with the Notice of AGM. The Annual Report for the financial year 2023-24 is also available on the, website of the Company i.e.www.acirealty.co.in.

Kindly take the same on your records and oblige.

Thanking you.

Yours faithfully,

For ACI INFOCOM LIMITED

(< slhad Clacnnd D

Kushal Chand Jain Managing Director DIN: 03545081

ACI INFO COM LIMITED (CIN: L72200MH1982PLC175476)

42 nd Annual Report 2023-24

BOARD OF DIRECTORS

Mr.Hemant Jain (DIN 06778764) Director Mrs.Krishna Kamalkishor Vyas (DIN 07444324) Director **Mr. Kalpesh Bhandari (DIN 03146496) Director *Mr. Amit Kumar (DIN 06393899) Director (* Appointed w.e.f. 26th August 2023) (**Resigned w.e.f 26th August 2023)

Mr.Kushal Chand Jain (DIN 03545081) Managing Director

BOARD COMMITTEE

Audit Committee	Nomination &	Stakeholder's	Share Transfer commitee
	Remuneration	Relationship
	Committee	commitee
Hemant Jain Chairman	Hemant Jain Chairman	Hemant Jain Chairman	Hemant Jain Chairman
**Kalpesh Bhandari	**Kalpesh Bhandari	**Kalpesh Bhandari	**Kalpesh Bhandari
*Amit Kumar	*Amit Kumar	*Amit Kumar	*Amit Kumar
Krishna Vyas	Krishna Vyas	Krishna Vyas	Krishna Vyas
Kushal Chand Jain		Kushal Chand Jain	Kushal Chand Jain
(* Appointed w.e.f. 26th August 2023)
(**Resigned w.e.f. 26th August 2023)

KEY MANAGERIAL PERSONNEL

Mr.Dilip Kumar Dhariwal Chief Financial Officer

M/s. Agarwal Jain & Gupta. Chartered Accountants M/s.Link Intime India Pvt. Ltd. 101Saurabh opposite to CRISIL House C101/247 ParkL.B.S.Marg Vikhroli(W)Mumbai Chakkala Andheri East Mumbai-400093 T.No.: 022-49186000 FaxNo.:02249186060 TEL:022-67413937E-mail:[email protected] Email–[email protected].

REGISTERED OFFICE BANKERS

109 Dimple Arcade, Asha Nagar, Thakur Complex HDFC Bank Limited Kandivali East Mumbai 401 101 (Thakur Complex Kandivali East Phone022-40166323 Branch Mumbai)

Mr. Kushal Chand Jain Chairman & Managing Director Ms. Sarika Mehta Company Secretary & Compliance Officer

AUDITOR REGISTRARS & SHARE TRANSFER AGENTS

Email:[email protected] Website:www.acirealty.co.in

Notice	2
Director's Report	9
Form MR3-Secretarial Audit Report	15
Details of Remuneration	18
Nomination & Remuneration Policy	19
Management Discussion & Analysis Report	24
Corporate Governance Report	26
Company Secretary's Certificate on Corporate Governance	35
CEO/CFO Certificate	37
Auditor's Report	38
Balance Sheet	47
Profit and Loss Account	48
Cash Flow Statement	49
Notes on Accounts	50

1

NOTICE

NOTICE is hereby given that the 42 nd Annual General Meeting of the Share holders of ACI INFOCOM LIMITED (CIN: L72200MH1982PLC175476) will be held on Friday 27 thSeptember 2024 at 11.00 A.M. IST at the registered Office at Shop No.109, Dimple Arcade, 1 stFloor, Thakur Complex W. Exp. Highway Kandivali East Mumbai – 400101 to transact the following business:

ORDINARY BUSINESS: -

1. To receive, consider, approve and adopt the Audited Financial statements of the Company comprising of Balance Sheet as at 31st March 2024 Profit and Loss Accounts (Statements of Profit and Loss) for the year ended on that date Cash Flow Statement and the Notes together with the Reports of the Board of Directors and Auditors there-on and in this connection to pass the following resolution as an Ordinary Resolution:

"RESOLVED THAT the audited financial statements of the Company and the reports of the Board of Directors and Auditors thereon for the financial year ended on 31st March, 2024 laid before this meeting be and/are here by considered and adopted."

2. To appoint a Director in place of Mr. Kushal Chand Jain (DIN 03545081) who retires by rotation under the applicable provisions of the Companies Act 2013 and being eligible offers himself for re-appointment and in this connection to pass the following resolution as an Ordinary Resolution:

"RESOLVED THAT Mr. Kushal Chand Jain (DIN 03545081), who retires by rotation be and is here by reappointed as a Director of the Company liable to retire by rotation."

By Order Of The Board Of Directors For ACI INFOCOM LIMITED

Kushal Chand Jain (Chairman &Managing Director) DIN:03545081

Registered Office: 109, Dimple Arcade, Asha Nagar, Thakur Complex, Kandivali East Mumbai 400 101 CIN: L72200MH1982PLC175476

Date: 24 th August 2024 Place: Mumbai

NOTES: -

• 1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THIS ANNUAL GENERAL MEETING(AGM) IS ENTITLED TO APPOINT A PROXY OR PROXIES TOATTEND AND VOTE, INSTEAD OF HIMSELF / HERSELF AND A PROXY NEED NOT BE A MEMBER OF THE COMPANY.
• 2. A person can act as proxy on behalf of members not exceeding 50 (fifty) and holding in aggregate not more than 10% of the total paid up capital of the Company. A member holding more than 10% of the total share capital of the Company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for any other person or shareholder.
• 3. Proxies to be valid must be lodged with the Company at its registered office not later than 48 hours before the commencement of the annual general meeting. A proxy so appointed shall not have any right to speak at the meeting blank proxy form is enclosed.
• 4. Corporate members are required to send a scanned copy (PDF/JPG Format) of its board or governing body resolution/ authorization etc. authorizing its representative to attend the AGM on its behalf and to

vote through remote e-voting to link Intime India Private Limited, Registrar and Transfer Agent of the Company bye-mail through its registered-mail address to [email protected].

• 5. Members may note that the notice and Annual Report 2023-2024 will also be available on the Company's website www.acirealty.co.in and website of the stock exchange i.e. BSE Limited viz. www.bseindia.com and on the website of NSDL viz .https://www.evoting.nsdl.com
• 6. The route map for venue of the meeting is annexed to this notice.
• 7. A statement pursuant to Section 102(1) of the Companies Act, 2013 relating to certain ordinary business and the special businesses to be transacted at the 42 nd AGM is annexed hereto. All documents referred to in the accompanying Notice and the Explanatory Statement shall be available for inspection electronically
• 8. The relevant details pursuant to Regulation 26 (4) and 36 (3) of the SEBI Listing Regulations and Secretarial Standards on General Meeting issued by the Institute of Company Secretaries of India in respect of Directors seeking appointment /re-appointment at this Meeting are provided in the "Annexure" to the Notice.
• 9. Members can contact the Company or Company's Registrars and Transfer Agents Link Intime India Private Limited for assistance in this regard. Members may also refer to Frequently Asked Questions ("FAQs") on Company's website www.acirealty.co.in
• 10.The Register of Members and Share Transfer Register of the Company will remain closed Saturday, 21th September, 2024 to Friday 27th September, 2024 (both days inclusive)..
• 11.The Members are requested to:
• 1) Intimate any change in their address to the Registrars and Transfer Agents Link Intime India Private Limited C-101,1st Floor 247 Park, Lal Bahadur Shastri Marg, Vikhroli (West), Mumbai-400083.
• 2) Quote their Folio No. /Client ID No. in their correspondence with the Company /Registrar and Share Transfer Agents.
• 3) Send their queries at least 10 days in advance so that there quired in formation can be made available at the meeting.
• 4) Intimate Registrar and Share Transfer Agents M/s. Link Intime India Private Limited for consolidation of their folio sin case they are having more than one folio.
• 12.To support the "Green Initiative for Paperless Communications" Members who have not yet registered their email ids are requested to register the same with their DPs in case the shares are held in electronic form and with Company's RTA incase the shares are held in physical form.
• 13.In case of joint holders, the Members whose name appears as the first holder in the order of name as per the Register of Members of the Company will been titled to vote at the AGM.
• 14.The Company has engaged the services of the National Securities Depository Limited ("NSDL") forfacilitating remote e-voting for the said meeting to be held on 27 th September 2024.The Shareholders are requested to follow the instructions mentioned in Note below.
• 15.The voting by Shareholders through the remote e-voting shall commence at 9.00 a.m. on Tuesday 24 thSeptember 2024 and shall close at 5.00 p.m. on Thursday 26 th September 2024. During this period Members holding shares either in physical form or in dematerialized form as on Friday 20 nd September 2024 i.e. cut-off date may cast their vote electronically. The remote e-voting module shall be disabled by NSDL for voting thereafter. Those Members who will be present in the Meeting and have not cast their vote on the Resolution through remote e-voting and are otherwise not barred from doing so shall be eligible to vote through e-voting system during the Meeting.
• 16.The Shareholders of the Company can opt only one mode for voting i.e., remote e-voting or e-voting during the meeting. Once the vote on the resolution is cast by an equity shareholder, he or she will not be allowed to change it subs equity.
• 17.The Shareholders of the Company attending the Meeting who have not cast their vote shall be entitled to exercise their vote during the Meeting. Equity shareholders who have cast their votes through remote evoting may attend the Meeting but shall not be entitled to cast their vote during the Meeting.
• 18.Voting rights shall be reckoned on the paid-up value of shares registered in the name of the Member /beneficial owner as on the cut-off date i.e .Friday 20 nd September 2024.
• 19.The Members whose names appear in the Register of Members / list of beneficial owners as on the cut-off

date i.e.Friday 20 nd September 2024 only shall be entitled to vote on the resolutions set out in thisNotice. Any person who is not a Member as on the cut-off date should treat this Notice for information purposes only.

• 20.Any person who acquires shares of the Company and become member of the Company after emailing ofthe notice and holding shares as of the cut-off date i.e. Friday 30th August 2024 may obtain the login ID and password by sending a request at email ID https://www.evoting.nsdl.com or RTA email ID [email protected]
• 21.However, if you are already registered with NSDL for remote e-voting then you can use your existing user ID and password for casting your vote. If you forgot your password you can reset your password by using "Forgot User Details /Password" option available on https://www.evitong.nsdl.com or contact at the following to ll free no.:1800-222-990.
• 22.Any queries/ grievances in relation to the voting bye- voting may be addressed to the Company Secretary of the Company through email at: [email protected] or may be addressed to NSDL at https://www.evitong.nsdl.com
• 23.The Board of Directors has appointed Sanjay Dholakia (Membership No. 2655 C.P. NO. 1798) of Sanjay Dholakia & Associates Practicing Company Secretaries as the Scrutinizer to scrutinize the voting during the AGM and remote -voting process in affair and transparent manner.
• 24.Instructions fore-Voting and joining the AGM are as follows:

A. VOTING THROUGH ELECTRONIC MEANS.

cut-off date may follow steps mentioned below under "Log in method for remotee-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode."

i) The details of the process and manner for remote -Voting are explained here in below:

How do I vote electronically using NSDL e-Voting system?

The way to vote electronically on NSDL e-Voting system consists of "Two Steps" which are mentioned below:

Step 1: Access to NSDL e-Voting system

A) Log in method for e- Voting and joining virtual meeting for Individual shareholders holding securities in demat mode

In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to accesse -Voting facility.

Log in method for Individual shareholders holding securities in demat mode is given below:

Type of shareholders

Log in Method

Individual Shareholders holding securities in demat mode with NSDL.

1.Existing I de AS user can visit thee-Services website of NSDL Viz .https://eservices.nsdl.com either on a Personal Computer or on a mobile.On the e Services home page click on the "Beneficial Owner" icon under "Login" which is available under 'ID e AS' section this will prompt you toenter your existing User ID and Password. After successful authentication you will be able to see e-Voting services under Value added services. Click on "Access to e-Voting" under e-Voting services and you will beable to see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting 2. If you are not registered for ID e AS e-Services option to register is available at https://eservices.nsdl.com. Select "Register Online for ID e AS Portal" or click a https://eservices.nsdl.com/ Secure Web/ Id e as Direct Reg. jsp

	1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched click on their on "Login" which is available under 'Shareholder/Member' section. A new screen will open. You will have toenter your User ID (i.e. your sixteen-digit demat account number hold with NSDL) Password/OTP and a Verification Code as shown on thescreen. After successful authentication you will be redirected to NSDLDepository site wherein you can see e-Voting page. Click on companyname or e-Voting service provider i.e. NSDL and you will be re directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. 2. Shareholders /Members can also download NSDL Mobile App "NSDL Speede" facility by scanning the QR code mentioned below for seamless voting experience.
Individual Shareholders	1. Existing users who have opted for Easi / Easiest they can login through their user id and password. Option will be made available to reach e-Voting page without any
holding securities in demat mode	further authentication. The URL for users to login to Easi / Easiest are https://web.cdslindia.com/myeasi/home/loginorwww.cdslindia.com and click on New
with CDSL	System Myeasi. 2. After successful login of Easi /Easiest the user will be also able to see the E Voting Menu.The Menu will have links of e-Voting service provider
	i.e. NSDL.Click onNSDL to cast your vote. 3. If the user is not registered for Easi/Easiest option to register is available at
	https://web.cdslindia.com/myeasi/Registration/EasiRegistration
	4. Alternatively the user can directly accesse -Voting page by providing demat Account Number and PAN No. from a link in www.cdslindia.comhome page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the demat Account. After successful authentication user will be provided links for the respective ESP i.e. NSDL where the e-Voting is in progress.
Individual Shareholders (holding securities in demat mode) login through their depository participants	You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. Up on logging in you will be able to see e-Voting option. Click on e-Voting option you will be redirected to NSDL/CDSL Depository site after successful authentication where in you can see e-Voting feature. Click on company name or e -Voting service provider i.e. NSDL and you will be redirected to e-Voting website ofNSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.

Important note: Members who are unable to retrieve User ID / Password are advised to use Forget User ID and Forget Password option available at above mentioned website.

Help desk for Individual Shareholders holding securities indematmode for any technical issues related to log in through Depository i. e. NSDL and CDSL.

Logintype	Helpdeskdetails

Individual Shareholders holding securities in demat mode with NSDL	Members facing any technical issue in login can contact NSDL help desk by sending a request at [email protected] or call at toll free no.:18001020990 and 1800224430
Individual Shareholders holding securities in demat mode with CDSL	Members facing any technical issue in log in can contact CDSL help desk by sending a request at help [email protected] or contact at 022-23058738 or 022-23058542-43

B) Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode.How to Log-into NSDL e- Voting website?

• 1. Visitthee -Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
• 1. Once the home page of e-Voting system is launched click on the icon "Login" which is available under 'Shareholder/Member' section.
• 1. A new screen will open. You will have to entery our User ID your Password /OTP and a Verification Code as shown on the screen.

Alternatively if you are registered for NSDL e services i.e. IDEAS you can log-in at https://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL e services after using your log-in credentials click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

1. Your User ID details are given below:

Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical	Your User ID is:
a) For Members who hold shares in demat account with NSDL.	8 Character DP ID followed by 8 Digit Client ID For example, if your DP ID is IN300 *** and Client ID is 12** then your user ID is IN300 12*.
b) For Members who hold shares in demat account with CDSL.	16 Digit Beneficiary ID For example if your Beneficiary ID is 12** then your user ID is 12**
c) For Members holding shares in Physical Form.	EVEN Number followed by Folio Number registered with the company for example if folio number is 001 and EVEN is 101456 then user ID is101456001

1. Password details for shareholder so there than Individual shareholders are given below:

2. a) If you are already registered for e-Voting then you can user your existing password tologinandcastyourvote.

3. b) If you are using NSDL e-Voting system for the first time you will need to retrieve the 'initial password' which was communicated to you. Once you retrieve your 'initial password' you need to enter the 'initial password' and the system will force you to change your password.
4. c) How to retrieve our 'initial password'?
5. (i) If your email ID is registered in your demat account or with the company your 'initial password' is communicated to youon youremail ID. Trace the email sent to you from NSDL from your mail box. Open the email and open the attachment i.e. a pdf file. Open the pdf file. The password to open the .pdf file is your 8-digit client ID for NSDL account last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The pdf file contains your 'User ID' and your 'initial password'.
6. (ii) If your email ID is not registered please follow steps mentioned below in process for those shareholders who see mail id s are not registered.
7. 1. If you are unable to retrieve or have not received the "Initial password" or have forgotten your password:

8. a) Click on "For got User Details /Password?" (If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.

9. b) Physical User Reset Password?" (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
10. c) If you are still unable to get the password by a fore said two options you can send a request at [email protected] mentioning your demat account number/folio number your PAN your name and your registered address etc.

11. d) Members can also use the OTP (One Time Password) based login for casting the votes on thee-Voting system of NSDL.

12. After entering your password tick on Agree to "Terms and Conditions" by selecting on the check box.

13. 1. Now you will have to click on "Login" button.
14. 1. After you click on the "Log in" button Home page of e-Voting will open.

Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting system. How to cast your vote electronically and join General Meeting on NSDL e-Voting system?

• 1. After successful login at Step 1 you will be able to see all the companies "EVEN" in which you are holding shares and whose e voting cycle and General Meeting is in active status.
• 1. Select "EVEN" of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on "VC/OAVM" link placed under "Join General Meeting".
• 1. Now you are ready for e-Voting as the Voting page opens.
• 1. Cast your vote by selecting appropriate options i.e. assent or dissent verify / modify the number of shares for which you wish to cast your vote and click on "Submit" and also "Confirm" when prompted.
• 1. Upon confirmation the message "Vote cast successfully" will be displayed.
• 1. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
• 1. Once you confirm your vote on there solution you will not be allowed to modify your vote.

General Guidelines for shareholders

• 1. Institutional shareholders (i.e. other than individuals HUF NRI etc.) are required to send scanned copy (PDF/JPG Format) of there levant Board Resolution /Authority letter etc. With at tested specimen signature of the duly authorized signatory (I e s) who are authorized to vote to the Scrutinizer by email t[email protected]ith a copy marked to [email protected]
• 1. It is strongly recommended not to share your password with any other person and take ut most care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event you will need to go through the "Forgot User Details /Password?" or "Physical User Reset Password?" option available on www.evoting.nsdl.com to reset the password.
• 3. In case of any queries you may refer the Frequently Asked Questions (FAQs) for Shareholders and evoting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on toll free no.:18001020990 and 1800224430 or send a request at [email protected]

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:

• 1. In case shares are held in physical mode please provide Folio No. Name of shareholder scanned copy ofthe share certificate (front and back) PAN (self-attested scanned copy of PAN card) AADHAR (self-attested scanned copy of Aadhar Card) bye mail to [email protected]
• 1. In case shares are held in demat mode please provide DPID-CLID (16 digit DPID + CLID or 16 digitbeneficiary ID) Name client master or copy of Consolidated Account statement PAN (selfattested scanned copy of PAN card) AADHAR (self-attested scanned copy of Aadhar Card) to [email protected] If you are an Individual shareholders holding securities in demat mode you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.
• 1. Alternatively, shareholder /members may send a request to [email protected]or procuring user id

and password fore-voting by providing above mentioned documents.

1. In terms of SEBI circular dated December 9 2020 on e-Voting facility provided by Listed Companies Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

Annexure A

Details of Directors seeking re-appointment as per regulation 36(3) of SEBI (Listing Obligation and Disclosure Requirement) Regulations 2015 and Secretarial Standards -2 issued by the issued by the Institute of Company Secretaries of India at the for the coming Annual General Meeting:

NameoftheDirector	Mr.KushalChandJain
Age	74 Years
Nationality	Indian
Qualifications	SSC
Experience (including expertise in specific	Planning &Execution of Construction related work.
functionalarea) /Brief Resume	Financial Management and administration.
Date of First Appointment on the Board	07/06/2012
Number of shares held in the Company (singly or
31st March jointly as firstholder) as on 2024	Nil
Number of meetings of the Board attended during	4 (Four)
the financial year (2023-2024)
31st March Director ships of other Boards as on 2024	Nil
Chairmanship/ Membership of the Committee (s) of	Nil
the Board of Directors of other companies in which
31st March he/she is a Director as on 2024

THER OUT E MAPF OR VENUE OF THE MEETING ARE AS FOLLOWS:

By Order Of The Board of Directors For ACI INFO COM LIMITED

Kushal ChandJain

(Chairman & Managing Director) DIN:03545081 Regd Office: 109, 1 st Floor, Dimple Arcade, Asha Nagar, Thakur Complex Kandivali (East), Mumbai-400 101 CIN:L72200MH1982PLC175476

Date: 24th August 2024 Place: Mumbai

DIRECTORS' REPORT

[(Disclosure under Section 134 (3) of the Companies Act 2013)

(Read with Companies (Accounts) Rules2014}]

Dear Shareholders

Your Directors are presenting the 42 nd Annual Report of your Company and the Audited Financial Statements for the year ended 31stMarch2024.

1. Financial Summary or Highlights / Performance of the Company:

		(INR in Lacs)
Particulars	2023-24	2022-23
Revenue from Operations	50.00	0.00
Other Income	43.34	52.56
Profit before depreciations & tax	18.47	14.06
Less:depreciation	0.24	0.27
Profit before tax	18.23	13.79
Provision for taxation (incl. deferred tax)	9.37	3.67
Profit/ (Loss) for the year carried to Balance Sheet	8.86	10.12

2. Brief description of the Company's working during the year /state of Company's affair:

During the year under review the Company revenue from operations and other income stood at Rs.93.34 Lakhs as against Rs.52.56 Lakhs in the previous year. The Company has earned a Net Profit of Rs.8.86 Lakhs as compared to the Profit of Rs. 10.12 Lakhs during the previous accounting year. Your Directors are hopeful of much better results in future.

3. Dividend

The Board of Directors of your Company has not recommended any dividend for the Financial Year 2023- 24.

4. Reserves

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.

5. Change in the nature of business if any

There was no change in nature of business.

6. Share Capital

There was no change in the Company's share capital during the year under review. The Authorised Share Capital of the Company is Rs. 135000000/-. The Issued Subscribed and Paid-up Capital of the Company stood at Rs.110490900/-as on March 31,2024.

7. Material changes and commitments if any 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:

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.

8. Details of significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and Company's operations in future:

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.

9. Human Resource Development:

The Company recognizes that its people are the key to the success of the organization and in meeting its business objectives. The Human Resources functioned end favors to create a congenial work environment and synchronizes the working of all the departments of the organization to accomplish their respective objectives which in turn helps the Company to build and achieve its goals and strategies. Employee relations during the year remained cordial. The Company has 3 Three employee so nits' payroll as on March 31 ,2024.

10.Details of Subsidiary /Joint Ventures / Associate Companies:

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

11.Public Deposits:

During the period under review the Company had not accepted any fixed deposits with the meaning of Section 73 to 76 of the Companies Act 2013.

12.Extract of the Annual Return:

The Annual Return as on 31^{s t}March, 2024 is available on the Company's website at:www.acirealty.co.in

13.Conservation of energy technology absorption and foreign exchange earnings and out go.

A. CONSERVATION OF ENERGY:

i. The steps taken or impact on conservation of energy:

Though our operations are not energy- intensive efforts have been made to conserve energy by utilizing energy-efficient equipment.

ii. The steps taken by the Company for utilizing alternate sources of energy:

The Company is using electricity as the main source of energy and is currently not exploring any alternate source of energy. In future your Company will take steps to conserve energy and use alternative source of energy such as solar energy.

iii. The capital investment on energy conservation equipment's:

Your Company firmly believes that our planet is in dire need of energy resources and conservation is the best policy. Your Company has not made any investment on energy conservation equipment.

B. TECHNOLOGY ABSORPTION:

i. The efforts made towards technology absorption:

During the year the Company does not have any plant & machinery. Therefore, no technology absorption and research and development activity are carried out.

ii. The benefits derived like product improvement cost reduction product development or import substitution:

No such specific benefit derived during the year due to technology absorption.

iii. In case of imported technology (imported during the last three years reckoned from the beginning of the financial year):

No technology has been imported by the Company.

iv. The expenditure incurred on Research and Development: Nil

C. FOREIGNE XCHANGE EARNINGS AND OUT GO:

Foreign Exchange Earnings and Out go NIL NIL

Current Year Previous Year

14.Directors and Key Managerial Personnel:

A. Changes in Directors and Key Managerial Personnel

Mr. Kushal Chand Jain (DIN 03545081) Director who is liable to retire by rotation at the ensuing Annual General Meeting and being eligible seek re-appointment pursuant to Section 152 of the Companies Act 2013 and Regulation 36(3) of the SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015.

The following are the Key Managerial Personnel of the Company pursuant to Section 203 of the Companies Act2013:

Sr.N	Name of the Person	Designation
o.
1	Mr .Kushal Chand Jain	Managing Director
2	Mr. Dilip Kumar Dhariwal	Chief Financial Officer
3	Ms.SarikaMehta	Company Secretary

B. Annual evaluation of Board its Committees and individual Directors:

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 Act and SEBI Listing Regulation. The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the basis of criteria such as board composition and structure effectiveness of board process information and functioning etc. The performance of the committees was evaluated by the board after seeking inputs from committee members on the basis of criteria such as composition of committee's effectiveness of committee meetings etc. In separate meeting of independent Directors performance of the non-independent director's performance of the board as a whole and the Chairman was evaluated taking into account the views of the executive directors and nonexecutive directors. Performance evaluation of independent directors was done by the entire board excluding the independent director being evaluated.

Directors:

i. Independent Directors:

Pursuant to the provisions of section 149 of the act the independent directors have submitted declarations that each of them meets the criteria of independence as provided in Section 149(6) of the Act along with Rules framed there under and Regulation 16(1)(b) of the SEBI Listing Regulations. There has been no change in the circumstances affecting their status as independent directors of the company.

During the year under review the non-executive directors of the Company had no pecuniary relationship or transactions with the company other than sitting fees commission and reimbursement of expenses if any.

In accordance with the criteria suggested by the nomination and remuneration committee the performance of each independent director was evaluated by the entire Board of Directors (in the absence of the director getting evaluated) on various parameters like engagement leadership analysis decision making communication governance interest of stakeholders etc. the board was of the unanimous view that every independent Director was a reputed professional and brought his rich experience to the deliberations of the Board. The Board also appreciated the contribution made by all Independent Directors in guiding the management to achieving higher growth and continuance of each independent director on the board will be in the interest of the company.

ii. Non-Independent Directors:

The performance of all the non-independent directors was evaluated by the Independent Directors at their separate meeting further their performance was also evaluated by the Board of Directors. The various criteria considered for the purpose of evaluation included leadership engagement transparency analysis decision making function acknowledge governance stakeholders etc. The Board was of the unanimous view that all the non-independent directors were providing good business and people leadership.

iii. Declaration by an Independent Director (s) and re-appointment if any:

The Company have received declaration /confirmation from all the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed under sub-section (6) of Section 149 of the Companies Act 2013 and under SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 ("Listing Regulations") and that there is no change in the circumstances which may affect their status as Independent Director during the year under review. The Independent Directors have also confirmed that they have complied with Schedule IV of the Act and the Company's Code of Conduct. In the opinion of the Board the Independent Directors of the Company fulfill the conditions specified under the Act and Listing Regulations and are independent to the managements

15.Familiarization Programme for Directors:

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 o 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.

16. Details of Committee of the Board:

Currently the Board has 3 Committee's the Audit Committee, Nomination and Remuneration Committee, & Stakeholder's Relationship Committee. The Composition of various committees and compliances asper the applicable provisions of the Companies Act 2013 and the Rules there under and SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015 are as follows:

A. Audit Committee:

i. Constitution of Audit Committee:

The Audit Committee comprises of Mr. Hemant Kumar S. Jain Independent Director as the Chairman of the Committee Mr. Kushal Chand Jain Managing Director, Ms. Krishna Kamal Kishor Vyas, Mr. Kalpesh Bhandari (resigned w,e,f, 26.08.2023) and Mr. Amit Kumar Directors (appointed w,e,f. 26.08.2023 as the members of the Committee. The recommendations of the Audit Committee is always welcomed and accepted by the Board and all the major steps impacting the financials of the Company are under taken only after the consultation of the Audit Committee.

ii. Details of establishment of vigil mechanism for directors and employees:

The Company has established vigil mechanism pursuant to Section 177(9) of the Companies Act 2013 for Directors and Employees to report their concerns and has also taken steps to safe guard any person using this mechanism from victimization and in appropriate and exceptional cases; there is direct access to approach Mr. Hemant Kumar S. Jain Chairman of the Audit Committee.

B. Nomination and remuneration committee:

The Nomination and Remuneration Committee under Section 178 of the Companies Act 2013 comprises of Mr. Hemant kumar S. Jain Independent Director as the Chairman of the Committee, Ms. Krishna Kamal kishor Vyas Director, Mr. Kalpesh Bhandari (resigned w,e,f, 26.08.2023) and Mr. Amit Kumar Directors (appointed w,e,f. 26.08.2023) are the members of the Committee.

The Company has defined the policy on all Director's and key person's appointment and remuneration including criteria for determining qualifications positive attributes independence of a Director. The nomination & remuneration policy adopted by the Company has been posted on the Company's Website:www.acirealty.co.in

The Terms of reference of the Nomination and Remuneration Committee number and dates of meetings held attendance of the members of the Committee and more details on the Committee are given in the Corporate Governance Report which forms part of this Annual Report.

Name of the Directors	Directors' Position	Relationship with other	Salary & allowanc	Perquisite s(Rs.)	Sitting Fees(Rs.)
		Directors	es (Rs.)
Mr. Kushal Chand Jain	Managing Director	--	Rs.300000/-	Nil	Nil
(DIN 03545081)
Mr. Hemant kumar S Jain	Independent	--	Nil	Nil	Nil
(DIN 06778764)	Director
**Mr. Kalpesh Bhandari	Independent	--	Nil	Nil	Nil
(DIN 03146496)	Director
*Mr. Amit Kumar	Independent	--	Nil	Nil	Nil
(DIN06393899)	Director
Ms. Krishna Vyas	Independent	--	Nil	Nil	Nil
(DIN07444324)	Director
Mr. Dilip Dhariwal	CFO		Rs.480000/-	Nil	Nil
Ms. Sarika Mehta	Company	--	Rs.300000/-.	Nil	Nil
	secretary

Details of remunerations paid to the Directors and KMP during 2023-24 are given below

C. Stakeholder's Relationship Committee:

The Stakeholder's Relationship Committee comprises of Mr. Hemant kumar S Jain Independent Director as the Chairman of the Committee Mr. Kushal Chand Jain Managing Director Ms. Krishna Kamal kishor Vyas Director and Mr. Kalpesh Bhandari Director (resigned w,e,f, 26.08.2023) and Mr. Amit Kumar Directors (appointed w,e,f. 26.08.2023) are the members of the Committee. The role of the Committeeis to consider and resolve securities holders' complaint. The meetings of the Committee are held once in a quarter and the complaints are responded within the time frame provided.

17.Statutory Auditors:

M/s. Agrawal Jain & Gupta Chartered Accountants having ICAI Firm Registration No. 013538C statutory auditor of the Company were appointed for a period of five years at the 38th Annual General Meeting as Statutory Auditors till the conclusion of 43 rd Annual General Meeting as per Notification issued by MCA the Company need not place the resolution for ratification at the AGM and hence no resolution is placed before the AGM. The Auditors have confirmed that they are not disqualified from continuing as Auditors ofthe Company. There is no qualification reservation or adverse remark or disclaimer made by the Statutory Auditors in its report and therefore there are no further explanations to be provided for in this report.

18.Secretarial Auditor:

The Board of Directors have appointed M/s. Sindhu Nair & Associates Practicing Company Secretaries to conduct Secretarial Audit for the financial year 2023-24 as required under Section 204 of the Companies Act 2013 and the rules framed there under. The report of the Secretarial Auditors in Form MR-3 is enclosed as Annexure-1 to this report.

20.Board Meetings:

During the year under review Four (4) Board Meetings were convened and held. Detailed information on the meetings of the Board and all its Committees are included in the report on Corporate Governance which form spart of this Annual Report. The intervening gap between the meetings was within the period prescribed under the Companies Act 2013 and the listing regulations.

Sr. No	Type of Meeting	Date
1	Board Meeting	thMay 2023 10
2	Board Meeting	th August 14 2023
3	Board Meeting	26th August 2023
4	Board Meeting	09thNovember 2023
5	Board Meeting	24th January 2024

21.Particulars of loans guarantees or investments under section 186:

Details of Loans Guarantees and Investments covered under the provisions of Section 186 of the Companies Act 2013 are given in the notes to the Financial Statements.

22.Particulars of contracts or arrangements with Related Party:

All the related party transactions are entered on arm's length basis and are compliance with the applicable provisions of the Companies Act 2013 and listing regulation. There are no materially significant related party transactions made by the Company with Promoters Directors or Key Managerial Personnel etc. which may have potential conflict with the interest of the Company at Large. Hence no separate annexure in Form No. AOC -2 in terms of Section 134 of the Act read with Rule 8 of the Companies (Accounts) Rules 2014 is given. All related party transactions are presented to the Audit Committee and the Board if required for approval. Omnibus approval is obtained for the transactions which are for seen and repetitive in nature.

23.Directors'ResponsibilityStatement:

As stipulated under clause (c) of sub-section (3) of Section 134 of the Companies Act 2013 your Directors subscribe to the Directors Responsibility Statement and state that

• a) In preparation of the annual accounts the applicable accounting standards had been followed and there are no material departures from them;
• b) the Directors had selected such accounting policies and applied them consistently and 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 at the end of the financial year and of the profit/ loss of the Company for that period;
• c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act 2013 for safe guarding the assets of the Company and for preventing and detecting fraud and other irregularities;
• d) the Directors had prepared the annual accounts on a going concern basis;
• e) the Directors had laid down internal financial controls to be followed by the Company & that such internal financial controls are adequate and were operating effectively; and
• f) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

24.Managerial Remuneration:

(a) Details of the ratio of the remuneration of each director to the median employee's remuneration and other details as required Pursuant to Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 -are annexed as Annexure-2.

(b) The Company doesn't have any employee falling within the preview of Section 197 of the Companies Act 2013 read with Rule5 (2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 hence no such details to be provided.

25. Management Discussion and Analysis Report:

Management Discussion and Analysis Report for the financial year under review as stipulated under Regulation 34 read with part B of Schedule V of Listing Regulations entered into with the Stock Exchanges is set out in a separate section forming part of Director Report as Annexure-3.

26. Secretarial Standards

The Directors state that "the Board have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and that such systems are adequate and operating effectively

27.Corporate Governance:

At ACI it is imperative that our company affairs are managed in afair and transparent manner. This is vital togain and retain the trust of our stakeholders. As per the Regulation 27 of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations 2015 a separate section on Report on corporate governance practices followed by the Company together with a certificate from the Company's Auditors confirming compliance is annexed as a part of the Annual Report as Annexure-4.

28. Corporate Social Responsibility (CSR)

In line with the new provisions of the Companies Act 2013 and the rules framed there under with respect to the Corporate Social Responsibility (CSR) your company is not governed by the provisions of Section 135 of the Companies Act 2013 and Companies (Corporate Social Responsibility Policy) Rules 2014.So the Company is not required to formulate a policy on CSR and also has not constituted a CSR Committee.

29.Internal Financial Control System and their 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 welldefined budget monitoring process and other standard operating procedures

30.Risk Management Policy:

There is a continuous process for identifying evaluating and managing significant risks faced through a risk management process designed to identify the key risks facing business risks would include significant weakening in demand from core-end markets inflation uncertain ties and any adverse regulatory developments etc. During the year a risk analysis and assessment was conducted and no major risks were noticed.

31.Disclosure as per Sexual Harassment of Women at Work place (Prevention Prohibition and Redressal) Act 2013:

Pursuant to Section 22 of the Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013 read with Rule 14 the internal authorized person under the said act has confirmed that no complaint/ case has been filed /pending with the Company during the year.

32.Other Disclosures /Reporting:

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

• a) Details relating to deposits covered under Chapter V of the Act.
• b) Issue of equity shares with differential rights as to dividend voting or otherwise.
• c) Issueofshares(includingsweatequityshares)toemployeesoftheCompanyunderanyscheme.
• d) Employee Stock Options Scheme
• e) Particulars of Employees. (no employee is in receipt of remuneration of Rs. 1.02 crore p.a. or Rs.8.50 lakhs p.m.)
• f) Details of payment of remuneration or commission to Managing Director or Joint Managing Director of the Company from any of its subsidiaries as the Company does not have any Subsidiaries /Joint Venture/ Associate Company.
• g) Maintenance of Cost Records- not applicable
• h) Voting rights which are not directly exercised by the employees in respect of shares for the subscription/ purchase of which loan was given by the Company (as there is no scheme pursuant to which such persons can beneficially hold shares as envisaged under section 67 (3) (c) of the Companies Act2013).
• i) There is no Corporate Insolvency Resolution Process initiated under the Insolvency and Bankruptcy Code 2016

33.Acknowledgement:

Your Directors wish to place on record their appreciation for the co-operation extended by all the employees Bankers Financial Institutions Various State and Central Government authorities and stakeholders

By Order of The Board of Directors For ACI INFO COM LIMITED

Kushal Chand Jain (Managing Director) DIN:03545081

Regd Office: 109, 1^{s t}Floor, Dimple Arcade, Thakur Complex Kandivali (East), Mumbai-400101 CIN: L72200MH1982PLC175476 Date: 24 th August 2024 Place: Mumbai

FORM NO. MR-3 SECRETARIAL AUDIT REPORT

For the financial year ended March 31, 2024

[Pursuant to section 204(1) of the Companies Act, 2013 and rule no. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,

The Members ACI INFOCOM LIMITED Shop No.109, 1st Floor, Dimple Arcade Premises CHS Ltd, Asha Nagar, Thakur Complex, Kandivali (East), Mumbai – 400 101

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by ACI INFOCOM LIMITED (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification of the Company's books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit of the Company, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on March 31, 2024, complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on March 31, 2024, according to the provisions of:

• i. The Companies Act, 2013 (the Act) and the rules made thereunder;
• ii. The Securities Contracts (Regulation) Act, 1956 ('SCRA') and the rules made thereunder;
• iii. The Depositories Act, 1996 and the Regulations and Byelaws framed thereunder;
• iv. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings; - (Not applicable to the Company during the Audit Period);
• v. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 ('SEBI Act'):

• a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

• b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

• c. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;
• d. The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014);
• e. The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
• f. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;
• g. The Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018
• h. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; (Not applicable to the Company during the Audit Period);
• i. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; (Not applicable to the Company during the Audit Period); and
• j. The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), 2015.

We have also examined compliance with the applicable clauses of Secretarial Standards with regard to Meeting of Board of Directors (SS-1) and General Meetings (SS-2) issued by The Institute of Company Secretaries of India.

During the period under review, the Company has complied with the applicable provisions of the Act, Rules, Regulations and Guidelines, as mentioned above.

We further report & confirm that the company has maintained Structured Digital Database in compliance with the Regulation 3(5) and 3(6) of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 for the financial year ended March 31, 2024.

We further report that:

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors/ Committees of Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.

Based on the representation given by the Management of the Company and as verified by us, it is observed that there are no such laws which are specifically applicable to the industry in which the Company operates.

Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

Majority decisions of the Board are carried out unanimously as recorded in the minutes of the meetings of the Board of Directors.

We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

This Report is to be read with our letter of even date which is annexed as Annexure I and forms an integral part of this Report.

For SINDHU NAIR & ASSOCIATES

(SINDHU G NAIR) Practicing Company secretary Proprietor (FCS- 7938, CP- 8046) UDIN: F007938F000966984

Place: Mumbai Date : 13-08-2024

ANNEXURE I TO SECRETARIAL AUDIT REPORT

To, The Members ACI INFOCOM LIMITED Shop No.109, 1st Floor, Dimple Arcade Premises CHS Ltd, Asha Nagar, Thakur Complex, Kandivali (East), Mumbai – 400 101

Our report of even date is to be read along with this letter.

• 1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.
• 1. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on test basis to ensure that the correct facts are reflected in secretarial records. We believe that the practices and processes we followed provide a reasonable basis for our opinion.
• 1. We have not verified the correctness and appropriateness of financial records and Books of Account of the Company.
• 1. Wherever required, we have obtained management representation about the compliance of laws, rules, regulations, norms and standards and happening of events.
• 1. The compliance of the provisions of the Corporate and other applicable laws, rules, regulations and norms is the responsibility of management. Our examination was limited to the verification of procedure on test basis.
• 1. Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

For SINDHU NAIR & ASSOCIATES

(SINDHU G NAIR) Practicing Company Secretary Proprietor (FCS- 7938, CP- 8046) UDIN: F007938F000966984

Place: Mumbai Date : 13-08-2024

Annexure-2 DETAILSOFREMUNERATION

Details pertaining to remuneration as required under Section 197(12) of the Companies Act, 2013 read with Rule5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules,2014

The percentage increase in remuneration of each Director during the Financial Year 2023-24, ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year 2023-24 and the comparison of remuneration of each Key Managerial Personnel (KMP) against the performance of the Company are as under

Sr.	Name of Director/	Remuneration	% Increase	Ratio of	Comparison of the
No	KMP and Designation	of	in	remuneration	Remuneration of
		Director/KMP	Remuneration	of each	the KMP
		for the	In the Financial	Director/to	Against the
		Financial year	Year2023-24	median	performance of the
		2023-24		remuneration of	Company
				employees
1.	Kushal Chand Jain	3,00,000	NIL	1:1	Refer Note Below
2	Dilip Kumar Dhariwal	4,80,000	NIL	1:1.60	Refer Note Below
3	Sarika Mehta	3,00,000	NIL	1.1	Refer Note Below

@The Independent Directors did not draw any remuneration during the financial year 2023-24.

i. The ratio of the remuneration of each director to the median remuneration of the employees of the company for the Financial Year:

The median remuneration of employees of the Company during the Financial Year was Rs.3,00,000/ and ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the Financial Year is provided in the above table.

ii. The percentage in crease in the median remuneration of employees in the Financial Year:

There was no increase made in the salaries of employees and managerial personnel for the financial year i.e.2023-24.

iii. The number of permanent employees on the rolls of Company:

There were 4 Four (Including KMP) permanent employees on the rolls of the Company as on March 31, 2024.

iv. Average percentile increases already made in the salaries of employees other than the managerial personnel inthe last Financial Year and its comparison with the percentile increase in the managerial remuneration and justification there of and point out if there are any exceptional circumstances for increase in the managerial remuneration:

The was no increase made in the salaries of employees and managerial personnel for the financial yeari.e.2023-24

• v. The key parameters for any variable component of remuneration availed by the Directors: NA
• vi. Affirmation that the remuneration is as per the remuneration policy of the company: Yes, the remuneration is as per the remuneration policy of the Company.

Annexure

Nomination& Remuneration Policy

I. OBJECTIVE:

The Nomination and Remuneration Committee (NRC or the Committee) has formulated the Nomination & Remuneration Policy in compliance with Section 178 of the Companies Act, 2013 read with the applicable rules there to and Regulation 19(4) read with Part D of Schedule II under the Listing Regulations, as amended from time to time. This policy is mainly focused on nomination and remuneration of Directors, Key Managerial Personnel and Senior Management.

The objective of the policy is to ensure that:

• the Board is being guided in relation to appointment and removal of Directors, Key Managerial Personnel (KMP) and Senior Management including Department head;
• the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate Directors of the quality required to run the company successfully;
• relationship of remuneration to performance is clear and meets appropriate performance bench marks; and
• remuneration to Directors, Key Managerial Personnel and senior management involves balance between fixed and incentive pay reflecting short and long-term performance objectives appropriate to the working of the company and its goals.

II. DEFINITIONS

Key definitions of terms used in this Policy areas follows:

• 1. Act means the Companies Act, 2013 and Rules framed the reunder, as amended from time to time.
• 2. Listing Regulations means SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015as amended from time to time.
• 3. Board means Board of Directors of the Company.
• 4. Directors mean Directors of the Company.
• 5. Key Managerial Personnel means
• i. Chief Executive Officer or the Managing Director or the Manager;
• ii. Whole-time director;
• iii. Chief Financial Officer;
• iv. Company Secretary; and
• v. such other officer as may be prescribed.

Senior Management means personnel of the company who are members of its core management team excluding the Board of Directors including Functional Heads.

III. ROLE OF COMMITTEE

1. Matters to be dealt with, per used and recommended to the Board by the Nomination and Remuneration Committee

The Committee shall:

• i. Periodically reviewing the size and composition of the Board to ensure that it is structured in such a manner which enables to take appropriate decision in the best interest of the company as a whole;
• ii. Formulate the criteria for determining qualifications, positive attributes and independence of a directorand recommending candidates to the Board as and when need arises keeping in view the Board structure and expertise/experience required;
• iii. Establish and on regular basis review the succession plan of the Board, KMPs and Senior Executives;
• iv. Identify persons who are qualified to become Director and persons who may be appointed in Key Managerial and Senior Management positions in accordance with the criteria laid down in this

policy;

• v. To formulate criteria for evaluation of Independent Directors and the Board;
• vi. Recommend to the Board performance criteria for the Directors, KMPs and Senior Management;
• vii. Recommend to the Board, appointment and removal of Director, KMP and Senior Management Personnel and their remuneration;
• viii. Help the Board to formulate and ensure the Board nomination process keeping in mind the diversity of gender, expertise, experience and Board structure;
• ix. Review and recommend to the Board:
• a) The Remuneration Policy for all employees including KMPs and Senior Management including various components of remuneration whether fix or variable, performance reward, retirement benefits,
• b) Remuneration of the Executive Directors and KMPs,
• c) Remuneration of non executive Directors including Chairman, as a whole and individually and sitting fees to be paid for attending the meeting of the Board and Committee thereof, and
• d) Equity based incentive Schemes,
• x. To retain, motivate and promote talent and to ensure long term sustainability of talented managerial persons and create competitive advantage; and
• xi. To carry out any other function as is mandated by the Board from time to time and / or enforced by any statutory notification, amendment or modification, as may be applicable;
• xii. Devising a policy on diversity of the Board of Directors;
• xiii. Aligning key executive and board remuneration with the longer term interests of the Company and its shareholders;
• xiv. Ensuring a transparent board nomination process with the diversity of thought, experience, knowledge, perspective and gender in the Board;
• xv. To carry out any other functions as authorized by the Board from time to time or as enforced by statutory/ regulatory authorities;
• xvi. To perform such other functions as may be necessary or appropriate for the performance of its duties;

2. Policy for appointment and removal of Director, KMP and Senior Management

i. Appointment criteria and qualifications

• a. The Committee shall identify and ascertain the integrity, qualification, expertise and experience of theperson for appointment as Director, KMP or at Senior Management level and recommend to the Board his / her appointment, as per Company's Policy.
• b. A person to be recommended to the Board should be a man with integrity, possess adequate qualification, expertise and experience for the position he / she is considered for appointment and industry in which Company operate. The Committee has discretion to decide whether qualification, expertise and experience possessed by a person is sufficient / satisfactory for the concerned position.
• c. A person, to be appointed as Director, should possess impeccable reputation for integrity, deep expertise and insights in sectors/areas relevant to the Company, ability to contribute to the Company'sgrowth, complementary skills in relation to the other Board members.
• d. The Company shall not appoint or continue the employment of any person as Managing Director and/or Whole-time Director who has attained the age of seventy years. Provided that the term of the person holding this position may be extended beyond the age of seventy years with the approval of shareholders by passing a special resolution based on the explanatory statement annexed to the notice for such motion indicating the justification for extension of appointment beyond seventy years.
• e. A whole-time KMP of the Company shall not hold office in more than one Company except in its Subsidiary Company at the same time. However, a whole-time KMP can be appointed as a Director inany Company with the permission of the Board of Directors of the Company.

ii. Term/Tenure

A Managing Director/Whole-time Director:

The Company shall appoint or re-appoint any person as its, Managing Director and CEO or

Executive/Whole-time Director for a term not exceeding five years at a time. No re-appointment shall be made earlier than one year before the expiry of term.

B. Independent Director:

• An Independent Director shall hold office for a term up to five consecutive years on the Board of the Company and will be eligible for re-appointment on passing of a special resolution by the Company and disclosure of such appointment in the Board's report.
• No Independent Director shall hold office for more than two consecutive terms, but such Independent Director shall be eligible for appointment after expiry of three years of ceasing to become an Independent Director.

Provided that an Independent Director shall not, during the said period of three years, be appointed in or be associated with the Company in any other capacity, either directly or indirectly

At the time of appointment of Independent Directors, it should be ensured that number of Boards on which such Independent Director serves is restricted to seven Listed Companies as an Independent Director and three Listed Companies as an Independent Director in case such person is serving as a Whole-time Director of a Listed Company or such other number as may be prescribed under the Act

iii. Evaluation

The Committee shall carry out evaluation of performance of every Director, KMP and Senior Management Personnel at regular interval (yearly) or at such intervals as may be considered necessary.

iv. Removal

The Committee may recommend to the Board, with reasons recorded in writing, removal of a Director, KMP or Senior Management Personnel subject to the provisions and compliance of the Act, rules and regulations and the policy of the Company.

v. Retirement

The Director, KMP and Senior Management Personnel shall retire as per the term of appointment, provisions of the Act, Listing Regulations and the Policies of the Company. The Board will have the discretion to retain the Director, KMP, Senior Management Personnel in the same position/remuneration or otherwise even after attaining the retirement age, for the benefit of the Company subject to compliance of provisions of the Act and Listing Regulations.

3. Policy relating to the Remuneration for the Managing Director, Whole-time Director, KMP andSenior Management Personnel.

i. General:

• a. The remuneration / compensation / commission / fees etc. to be paid to the Managing Director, Whole-time Director, other Directors, KMP and Senior Management Personnel will be determined by the Committee and recommended to the Board for approval which shall be subject to the prior/post approval of the shareholders of the Company or Central Government, wherever required.
• b. The remuneration and commission to be paid to the Managing Director, Whole-time Director shall be in accordance with the percentage / slabs / conditions laid down in the Articles of Association of the Company and as per the provisions of the Act.
• c. Increments to the existing remuneration/ compensation structure may be recommended by the Committee to the Board which should be within the slabs approved by the Shareholders in the case of Managing Director, Whole-time Director.
• d. Where any insurance is taken by the Company on behalf of its Managing Director, Whole-time Director, Chief Executive Officer, Chief Financial Officer, the Company Secretary and any

other employees for indemnifying them against any liability, the premium paid on such insurance shall not be treated as part of the remuneration.

ii. Remuneration to Managing Director/Whole-time Directors:

a) Fixed pay

The Managing Director/ Whole-time Director/ KMP and Senior Management Personnel shall be eligible for a monthly remuneration as may be approved by the Board on the recommendation of the Committee. The breakup of the pay scale and quantum of perquisites including, employer's contribution to P.F, pension scheme, medical expenses, club fees etc. shall be decided and approved by the Board on the recommendation of the Committee, subject to the approval of the shareholders or Central Government, wherever required.

B) Minimum Remuneration:

If, in any financial year, the Company has no profits or its profits are inadequate, the Company shall pay remuneration to its Managing Director, Whole-time Director in accordance with the provisions of Schedule V of the Act and if it is not able to comply with such provisions, with the previous approval of the Central Government.

C) Provisions for excess remuneration:

If any Managing Director, Whole-time Director draws or receives, directly or indirectly by way of remuneration any such sums in excess of the limits prescribed under the Act or without the approval of the shareholders or the Central Government, where required, he / she shall refund such sums to the Company and until such sum is refunded, hold it in trust for the Company. The Company shall not waive recovery of such sum refundable to it unless permitted by the shareholder or Central Government.

iii. Remuneration to Non- Executive / Independent Director:

a.Sitting Fees:

The Non- Executive / Independent Director may receive remuneration by way of fees for attending meetings of Board or Committee thereof provided that the amount of sitting fees shall be such as may be recommended by the Nomination and Remuneration Committee and approved by the Board of Directors. However, the amount of such fees shall not exceed Rs. 1 Lac per meeting of the Board or Committee attended by Director or such other amount as may be prescribed by the Central Government from time to time.

b. Remuneration / Commission:

All the remuneration of the Non-Executive / Independent Directors (excluding remuneration for attending meetings as prescribed under Section 197 (5) of the Companies Act, 2013) shall be subject to ceiling/ limits as provided under Companies Act, 2013 and rules made there under or any other enactment for the time being in force. The amount of such remuneration shall be such as may be recommended by the Nomination and Remuneration Committee and approved by the Board of Directors or shareholders, as the case may be.

c.Stock Options:

An Independent Director shall not be eligible to get Stock Options and also shall not be eligible to participate in any share-based payment schemes of the Company.

d. Remuneration for services of Professional Nature:

Any remuneration paid to Non- Executive Directors for services rendered which are of professional in nature shall not be considered as part of the remuneration for the purposes of clause (b) above if the following conditions are satisfied:

• i) The Services are rendered by such Director in his/her capacity as the professional; and
• ii) In the opinion of the Committee, the Director possesses the requisite qualification for the

practice of that profession.

iv. Remuneration to Key Managerial Personnel and Senior Management:

• a. The remuneration to Key Managerial Personnel and Senior Management shall consist of fixed pay and incentive pay, in compliance with the provisions of the Companies Act, 2013 and in accordance with the Company's Policy.
• b. The Nomination and Remuneration Committee or any other Committee to be constituted by the Company for the purpose of administering the Employee Stock Option/ Purchase Schemes, shall determine the stock options and other share-based payments to be made to Key Managerial Personnel andSenior Management.
• c. The Fixed pay shall include monthly remuneration, employer's contribution to Provident Fund, contribution to pension fund, pension schemes, etc. as decided from to time.
• d. The Incentive pay/performance linked pay shall be decided based on the extent of achievement of the individual target/objective or performance of the Key Managerial Personnel and Senior Management andperformance of the Company which will be decided annually or at such intervals as may be considered appropriate.

4. Policy Review:

The Policy is framed based on the provisions of the Companies Act, 2013 and rules made there under and the requirement of Regulation 19(4) and Schedule II (Part D) of the Listing Regulations. In case of any subsequent changes in the provisions of the Act or any other Regulations which makes any of the provisions of this Policy inconsistent with the Act or any such Regulation, then the provisions of the Act or such Regulation would prevail over the Policy and the provisions in the Policy would be modified in due course to make it in consistent with theAct or such Regulation.

The Committee shall review the Policy as and when any changes are to be incorporated in the Policy due to changes in the Act or such Regulation or felt necessary by the Committee. Any changes in the Policy shall be recommended by the Committee to the Board and shall be effective on approval of the Board

IV. Implementation:

• The Committee may issue guidelines, procedures, formats, reporting mechanism and manuals in supplement and for better implementation of this policy as considered appropriate.
• The Committee may Delegate any of its powers to one or more of its members.

By Order Of The Board Of DirectorsFor ACI INFOCOM LIMITED

Kushal Chand Jain (Chairman &Managing Director)

Regd Office: 109, 1st Floor, Dimple Arcade Thakur Complex Kandivali (East), Mumbai - 400 101 CIN: L72200MH1982PLC175476

Date: 24th August 2024 Place: Mumbai

Annexure-3

MANAGEMENTDISCUSSIONANDANALYSIS

Industry structure and developments, opportunities and threats:

The real estate sector in India is comprised of 4 sub-sectors i.e. housing, retail, hospitality, and commercial. The growth of this sector is well complemented by the growth in the corporate environment and the demand for office space as well as urban and semi-urban accommodations. The construction industry ranks third among the 14 major sectors in terms of direct, indirect and induced effects in all sectors of the economy. There is a rapid increase in Indian infrastructure and construction industry in last decade. However, the outbreak of the Coronavirus (COVID-19) pandemic and subsequent lockdown restrictions weighed on the industry's output last year. The ongoing Coronavirus pandemic, beginning its impact from November 2021, had adversely affected economic activities and home buyer sentiment on the demand side, and led to stoppages and delays in construction activities and project completions, respectively, on the supply side. Therefore, the construction industry of the country suffered a significant deal during the year 2021.

Though, in the recent past, the industry witnessed a slowdown. But due to speedy urbanization , softening of interest rates on home loans, Reduction in stamp duty on registration of properties in various states, favorable government policies and initiatives like development of smart cities, Real Estate (Regulation and Development) Act, 2016 (RERA) etc. growth in real estate sector is expected to be on rise due to increase in urban housing and commercial space demand. This will create a great opportunity for the construction industry in affordable housing and commercial space.

ACI Infocom Ltd is all set to target the rising demand of affordable housing and commercial space in small- medium cities of India where the size of project in terms of capital investment are relatively low as compared to medium – big cities/ metros. This will give a steady and safe growth to the company. The company is also focusing on redevelopment projects, construction contracts and development projects.

The Company is having excellent team and network of contractors to support and achieve its vision.

Internal control and their adequacy:

ACI Infocom Ltd has an effective system of accounting and administrative controls supported by an internal audit system with proper and adequate system of internal check and controls to ensure safety and proper recording of all assets of the Company and their proper and authorised utilization.

As part of the effort to evaluate the effectiveness of the internal control systems, our Company's internal audit committee reviews all the control measures on a periodic basis and recommends improvements, wherever appropriate.

Outlook:

To drive the virtuous cycle of infrastructure investment and job creation, the Union Government has considerably increased the capital expenditure outlay to Rs. 10 Lakh Crore, which is 33% higher than the previous year. The increase in infrastructure spending, especially in tier II and tier III cities is anticipated to have a substantial effect on the Indian economy, generating new employment opportunities and stimulating growth.

. The industry's growth will also be supported by the government's focus on boosting local manufacturing

sector to become self-reliant and reduce dependency on imports. In addition, the government's targets to construct 10 million affordable houses by 2024 and increase the share of renewable energy in total installed power capacity to 60% by 2030 will support the industry's growth over the medium and long term. The industry's growth will also be supported by the government'splan to significantly increase the stock of affordable housing units for low and middle-income cohorts, under the 'Housing for All' program by 2022..

Overall, the demand conditions in India remain conducive to supporting economic activity. India faces the coming financial year with confidence imparted by underlying and overall macroeconomic stability, while being on the alert against geo-political and geo-economic risks.

RisksandConcerns:

Construction industry is highly risk prone, the industry is easily affected by various risks such as Construction risk, Design risk, Environmental risk, Financial risk, Sub-Contractors risk, Procurement risk, Legal risk etc. To overcome the challenging business environment, the Company has proactively undertaken the steps and mitigation procedures/plans are being formulated and monitored to reduce, if not totally eliminate, the risks associated with the above.

Discussion on financial performance with respect to operational performance, segment wise performance:

		(Rs.In lakhs)
Particulars	Financial year
	2024	2023
NetSales/Income	50.00	0.00
Constructioncost/Cost ofTechnicalcont.	0.00	0.00
EmployeeBenefit	11.06	16.90
Other expenditure	17.61	21.60
Other income	43.34	52.56
Finance cost	0.25	0.00
Depreciation	0.24	0.27
Profit before tax	18.23	13.79
Tax	9.37	3.67
Profit aftertax	8.36	10.12

During the year under review, the Company 'revenue from operations stood at Rs. 50.00 as against Rs. NIL in the previous year. The Company has earned a Net Profit before tax of Rs. 18.23 Lakhs as compared to the profit before tax of Rs. 13.79 Lakhs during the previous accounting year. The sale of Flats was under tremendous pressure due to poor demand but expected to be on rise in next fiscal.

Material developments in human resources / industrial relations front, including number of peopleemployed:

Our people are our most important asset and we value their talent, integrity and dedication. Our responsibilities towards our people, who are instrumental to our success with their devotion and relentless support covers a quantum part of the company strategy. We believe that training is essential to build skill sets in growing organization. The focus has been to create an environment where performance is rewarded, individuals are respected and associates get opportunities to realize their potential. As in the past, industrial relations continued to remain cordial in the Company. There was no strike or labour unrest during the period under review.

Annexure-4

CORPORATEGOVERNANCEREPORT

1. Company's Philosophy on Corporate Governance.

The Company believes that good Corporate Governance emerges from the application of the best and sound management practices and compliance with the law coupled with total adherence to highest norms of business ethics. The Company places great emphasis on values such as empowerment and integrity of its employees, safety of the employees & communities surrounding our plant and facilities, transparency in decision making process and fair & ethical dealings with all, pollution free clean environment and last but not the least, accountability to all the stakeholders. These practices are being followed since the inception and have contributed to the company's sustained growth. The ACI Infocom Limited is committed to good Corporate Governance in order to all stakeholders – Customers, suppliers, lenders, employees, the shareholders.

In accordance with Regulation 27 and 34 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, with the stock exchanges and best practices followed internationally on Corporate Governance, the details of compliance by the Company are as under

2. Board of Directors

The composition of the Board of your Company is in conformity with the Listing Regulations. The Directors take active part at the Board and Committee Meetings by providing valuable guidance and expert advice to the Board and the Management on various aspects of business, policy direction, governance, compliance, etc. and play critical role on strategic issues and add value in the decisionmaking process of the Board of Directors. The Board's actions and decisions are aligned with the Company's best interests.

The maximum tenure of Independent Directors is following the Companies Act, 2013 ("the Act") and the Listing Regulations. All the Independent Directors have confirmed that they meet the criteria as mentioned in Regulation 16(1)(b) of the Listing Regulations and Section 149(6) of the Act. The Independent Directors provide an annual confirmation that they meet the criteria of independence. Based on the confirmations/ disclosures received from the Independent Directors, the Board is of the opinion that the Independent Directors fulfill the conditions specified in the Listing Regulations and are Independent of the Management.

A declaration on confirmation of compliance of the Code of Conduct, signed by the Company's Chairman and Managing Director is published in this Report.

The Board of the Company comprises of Four Directors, out of which one is Executive Directors, and three are Independent Non-Executive Directors. The Non-Executive Directors of the Company are highly experienced professionals in their fields and in the corporate world. The Chairman of the Board is an Executive Director.

Category	No. of Directors	%
Executive Directors	1	25
Non- Executive Independent Directors	3	75
Total	4	100

A. The Composition of Directors on the Board of the Company is as under:

B. Core Skills / Expertise /Competencies Available with The Board

The Board comprises of qualified members who possess required skills, expertise and competencies thatallow them to make effective contributions to the Board and its Committees.

While all the Board members possess the skills identified, their area of core expertise is given below:

Category	Name of the Directors	Area of Expertise
Executive Directors	Mr.Kushal Chand Jain	Planning & Education of Construction
	Managing Director	related work. Financial Management and
	(DIN:03545081)	Administration.
Non-Executive and	Mr.Hemant KumarSJain	Financial Management
Independent	(DIN:06778764)
Directors	**Mr.Kalpesh Bhandari	Financial Management &Administration
	(DIN:03146496)
	*Mr. Amit Kumar	Financial Management & Administration
	(DIN:06393899)
	Ms.Krishna Kamal Kishor Vyas	Financial Management
	(DIN:07444324)

C. The Category of Directors on the Board of the Company is as under:

Name of the Director	Category	No. of other director ships@	No. of Committee which Director	Board in is
			Member	Chair man
Mr. Kushal Chand Jain (DIN 03545081)	Executive Director	4	N.A.	N.A.
Mr. Hemant Kumar S Jain	Non- Executive	NIL	N.A.	N.A.
(DIN 06778764)	Independent Director
**Mr. Kalpesh Bhandari	Non- Executive	NIL	N.A.	N.A.
(DIN 03146496)	Independent Director
*Mr. Amit Kumar	Non- Executive	2	N.A.	N.A.
(DIN:06393899)	Independent Director
Ms. Krishna Kamal Kishor Vyas	Non- Executive	1	4	NIL
(DIN 07444324)	Independent Director

* Appointed w.e.f. 26th August 2023

**Resigned w.e.f. 26th August 2023

None of the Directors of the Company holds membership of more than 10 Board Committees or Chairmanships of more than 5 Board Committees.

D. Disclosure of Relationships between Directors Inter-Se

None of the other directors are related to any directors on the Board.

E. Meeting of the Board of Directors during the Year

The Board of the Company met Five (5) times during the year ended 31stMarch 2024 on the following dates:

10th May 2023, 14th August 2023, 26th August 2023, 9 thNovember 2023 & 24th January 2024

The Board discussed the operating plans, performance of various units and various other information's,including those specified under Chapter II of Listing Regulation 4(2)(f) from time to time

F. Attendance of Directors at Board Meetings and at the last Annual General Meeting.

Name of the Director	Board Meetings	Board	Attendance atthe
	held during	Meeting	last AGM held on
	the tenure of the	Attended	29thSeptember,
	Director		2023
Mr. Kushal Chand Jain (DIN 03545081)	5	5	Present
Mr.Hemant Kumar S Jain (DIN 06778764)	5	5	Present
**Mr. Kalpesh Bhandari (DIN 03146496)	5	2	---------
*Mr Amit Kumar (DIN 06393899)	5	3	Present

Mrs. Krishna Kamal Kishor Vyas (DIN	5	5	Present
07444324)

* Appointed w.e.f. 26th August 2023 **Resigned w.e.f. 26th August 2023

During FY 2023-2024, one meeting of the Independent Directors was held. The Independent Directors, inter- alia, reviewed the performance of Non-Independent Director's Board as a whole and Chairman of the Company, taking in to account the views of Executive Directors and Non-Executive Directors.

G. Number ofshares and convertible instruments held by Non -Executive Directors

None of the Non-executive Directors during the year held any shares or convertible instruments

H. Familiarization Programs for Directors

The details of familiarization programs imparted to independent directors is available on website of the Company at http://www.acirealty.co.in/uploads/policies/FAMILIRISATION%20PROG.%20SR.pdf

I. Role of the Company Secretary in Overall Governance Process

Functions of the Company Secretary are discharged by the Company Secretary and Compliance Officer of the Company. The Company Secretary plays a key role in ensuring that the Board(including its Committees there of) procedures are followed and regularly reviewed. The Company Secretary ensures that all relevant information, details and documents are made available to the Directors and senior management for effective decision-making at the meetings.

The Company Secretary is primarily responsible to assist and advice the Board in the conduct of affairs of the Company, to ensure compliance with applicable statutory requirements, to provide guidance to the Directors and to facilitate convening of meetings.

The Company Secretary interfaces between the management and regulatory authorities for governance matters.

J. Criteria of Selection of Non-Executive Directors

The Company has framed a policy which states the criteria for selection of Non-Executive Directors of the Company. The same policy is also placed on the website of the Company https://www.acirealty.co.in/

K. Criteria for Selection/Appointment Of CEO, CFO & Managing Director

The Company has framed a policy which states the criteria for selection of CEO, CFO & Managing Director of the Company. The same policy is also placed on the website of the Companyhttps://www.acirealty.co.in/

L. Remuneration Policy for The Senior Management Employees Including CFO

The Company has framed a nomination and remuneration policy which states Remuneration Policy for the Senior Management Employees Including CFO of the Company. The same policy is also placed on the website of the Companyhttps://www.acirealty.co.in/

3. Audit Committee

• A. The following terms of reference stipulated by the Board of Directors to the Audit Committee cover all the matters specified under the Listing Regulations as well as the provisions of Section 177 of the Companies Act, 2013.
• 1. To oversee the financial reporting process.
• 1. To oversee the disclosures of financial information.
• 1. To recommend appointment / removal of statutory auditors and fixation of their fees.
• 1. To review the quarterly/half yearly financial results and annual financial statements with themanagement, internal auditor and the statutory auditor.
• 1. To consider the reports of the internal auditors and to discuss their findings with the management and tosuggest corrective actions wherever necessary.
• 1. To Review with the management, statutory auditors and the internal auditors the nature and scope ofaudits and the adequacy of internal control systems.
• 1. To Review major accounting policies and compliance with accounting standards and listing agreement entered into with the stock exchange and other legal requirements concerning financial statements.
• 1. To Look into the reasons for any substantial defaults in payment to the depositors, debenture holders,shareholders (in case of non-payment of declared dividend) and creditors, if any. To Review related party transactions of material nature, with promoters or the management and theirrelatives that may have potential conflict with the interests of the Company at large.
• 1. To investigate any matter covered under Section 177 of theCompanies Act, 2013.
• 10.To Review the financial and risk management policies

B. Meeting of Audit Committee During the Year

During the year ended 31stMarch 2024, Five Meetings of the Audit Committee were held on: 10th May 2023, 14th August 2023, 26th August 2023, 9 thNovember 2023 & 24th January 2024

C. The Composition of Audit Committee and the details of attendance of its meetings are as under:

Name of the Director	Designatio Category		Committee	Committee
	n		Meetings held	Meetings
			duringthe tenure	Attended
			of Director
			on the Committee
Mr. Hemant Kumar S Jain	Chairman/	Non-Executive	5	5
(DIN 06778764)	Member	Independent
		Director
**Mr. Kalpesh Bhandari	Member	Non- Executive
(DIN 03146496)		Independent Director	5	2
*Mr Amit Kumar	Member	Non- Executive
(DIN 06393899)		Independent Director	5	3
Ms. KrishnaKamal Kishore Vyas	Member	Non- Executive	5	5
(DIN 07444324)		Independent Director
Mr. Kushal Chand Jain	Member	Executive Director
(DIN03545081)			5	5

* Appointed w.e.f. 26th August 2023

**Resigned w.e.f. 26th August 2023

4. Nomination and Remuneration Committee.

The powers, role and terms of Nomination and Remuneration committee covers the areas as contained in Regulation 19 of the Listing Regulations and Section 178 of the Companies Act, 2013. The Committee comprises of Three Independent Non-Executive Directors and one Executive Director.

• A. The following terms of reference stipulated by the Board of Directors to the Audit Committee cover all the matters specified under the Listing Regulations as well as the provisions of Section 177 of the Companies Act, 2013.
• 1. Recommend to the Board the setup and composition of the Board and its Committees.
• 1. Recommend to the Board the appointment /re-appointment of Directors and Key Managerial Personnel.
• 1. Support the Board and Independent Directors in evaluation of the performance of the Board, its
• 1. Committees and individual Directors.
• 1. Recommend to the Board the Remuneration Policy for Directors, executive team or Key ManagerialPersonnel as well as the rest of employees.
• 1. Oversee familiarization programs for Directors.
• B. Meeting of Nomination & Remuneration Committee During the Year.

During the year ended 31stMarch 2024, One Meetings of the Nomination & Remuneration Committee were held on 26th August 2023 during this committee meeting all the committee members were present.

Name of the Director	Designatio	Category	Committee	Committ
	n		Meetings held	ee
			during the tenure	Meetings
			of Director	Attended
			on the Committee
Mr. Hemant Kumar S Jain	Chairman/	Non-Executive	1	1
(DIN 06778764)	Member	Independent Director
**Mr. Kalpesh Bhandari	Member	Non- Executive
(DIN 03146496)		Independent Director	----	---
*Mr Amit Kumar	Member	Non- Executive
(DIN 06393899)		Independent Director	1	1
Ms. Krishna Kamal Kishore	Member	Non- Executive	1	1
Vyas (DIN 07444324)		Independent Director

C. The Composition of Nomination & Remuneration and the details of attendance of its meetings are as under:

* Appointed w.e.f. 26th August 2023

**Resigned w.e.f. 26th August 2023

D. Performance Evaluation ofIndependent Directors

The Board evaluates the performance of Independent Director's every year. All the Independent Directors are eminent personalities having wide experience in the field of business, industry and administration. Their presenceon the Board is advantageous and fruitful in taking business decisions.

5. Remuneration of Directors:

A. All pecuniary relationship or transactions of the non-executive directors vis-à-vis the listed entity;

There is no pecuniary relationship or transactions of the non-executive directors with the Company.

B. Disclosures with respect to Remuneration

The remuneration of the employees consists of fixed pay i.e. Basic pay, Allowances, perquisites etc., which is related to Industry pattern, qualification, experience and responsibilities handled by the employee etc. The objectives of the remuneration policy are to motivate employees and recognize their contribution, reward merit and to attract and retain talent in the organization.

The Committee is authorized, inter alia to deal with the matters related to remuneration by way of salary, perquisites, benefits etc. for the Executive Directors of the Company and set guidelines for salary, performance pay and perquisites to other senior employees.

The details of Remuneration paid / payable to the Directors for the year ended March 31, 2024 are as follows:

Name of the Director	Position	Sitting	Salary &	Total
		Fees	Perquisites (Fixed)
Mr. Kushal Chand Jain	Executive &	NIL	300000	300000
(DIN03545081))	Managing Director
**Mr. Kalpesh Bhandari	Non- Executive
(DIN 03146496)	Independent	NIL	NIL	NIL
	Director
*Mr Amit Kumar	Non- Executive	NIL	NIL	NIL
(DIN 06393899)	Independent
	Director
Ms. Krishna Kamal Kishore	Non- Executive	NIL	NIL	NIL
Vyas (DIN 07444324)	Independent Director
Mr. Hemant Kumar S.Jain	Non- Executive	NIL	NIL	NIL
(DIN 06778764	Independent
	Director
TOTAL		NIL	300000	300000

6. Stakeholders' Relationship Committee

The functions of Stakeholder's Relationship Committee include redressal of investor's complaints related to share transfers, non-receipt of Annual Reports, dividend payment, issue of duplicate share certificates etc. Mr. Hemant Kumar S. Jain is Chairman of Stakeholders Relationship Committee.

As required by Securities and Exchange Board of India (SEBI), Ms. Sarika Mehta, Company Secretary and Compliance Officer of the Company, is the Compliance Officer and for any clarification/complaint, the shareholders may contact Ms. Sarika Mehta, Company Secretary and Compliance Officer of the Company at https://www.acirealty.co.in/investor-relations.php

A. Meeting of Stakeholders' Relationship Committee During the Year

During the year ended 31stMarch 2024, Five Meetings of the Stakeholders relationship Committee were held on 10th May 2023, 14th August 2023, 26th August 2023, 9th November 2023 & 24th January 2024

B. The composition of Stakeholders' Relationship Committee is as under:

Name of the Director	Designation	Category	Committee Meetings held duringthe tenure of Director on the Committee	Committe eMeetings Attended
Mr. Hemant Kumar S Jain (DIN 06778764)	Chairman/M ember	Non-Executive Independent Director	5	5
**Mr. Kalpesh Bhandari (DIN 03146496)	Member	Non- Executive Independent Director	5	2
*Mr Amit Kumar (DIN 06393899)	Member	Non- Executive Independent Director	5	3
Ms. KrishnaKamal Kishore Vyas (DIN 07444324)	Member	Non- Executive Independent Director	5	5
Mr. Kushal Chand Jain (DIN03545081)	Member	Executive Director	5	5

* Appointed w.e.f. 26th August 2023

**Resign ed w.e.f 26th August 2023

C. The details of the complaints and other correspondence received and attended to during the yearended on 31st March 2024 are given hereunder:

Nature of Complaints	Received	Attended to	Pending
Non Receipt of Share Certificate(s) –Transfer	NIL	NIL	NIL
Non Receipt of Rejected DRF	NIL	NIL	NIL
Non Receipt of Bonus Certificate(s)	NIL	NIL	NIL
Total	NIL	NIL	NIL

The Company has received zero complaint through SEBI Complaints Redress System (SCORES) for thefinancial year ended as on 31st March, 2024.

7. Share Transfer Committee

The Board has delegated the powers of approving the transfer / transmission of shares to the Share Transfer Committee. The Committee is vested with the requisite powers & authority to specically look into share transfer, transmission, rematerialization and dematerialization of shares.

A. Meeting of Share Transfer Committee During the Year

During the year ended 31stMarch 2024, Two Meetings of the Share Transfer Committee were held on 9th November 2023 & 24th January 2024

B. The composition of Stakeholders' Relationship Committee is as under:

Name of the Director	Designation	Category	Committee Meetings held duringthe tenure of Director on the Committee	Committe eMeetings Attended
Mr. Hemant Kumar S Jain (DIN 06778764)	Chairman/M ember	Non-Executive Independent Director	2	2

**Mr. Kalpesh Bhandari (DIN 03146496)	Member	Non- Executive Independent Director	2	Nil
*Mr Amit Kumar	Member	Non- Executive	2	2
(DIN 06393899)		Independent Director
Ms. KrishnaKamal Kishore Vyas (DIN 07444324)	Member	Non- Executive Independent Director	2	2
Mr. Kushal Chand Jain	Member	Executive Director
(DIN03545081)			2	2

* Appointed w.e.f. 26th August 2023 ,**Resign ed w.e.f 26th August 2023

8. General Body Meetings

A. The venue and time of the Annual General Meetings held during the last three years are as follows:

Year	Date	Venue	Time	Special
				Resolution
2020-21	th September, 29	Meeting was held through OAVM	12.30 P.M.	Yes
	2021	throughNSDL platform
2021-22	29th September	Shop No.117, 1st Floor, V-Mall,	12.30 P.M.	NIL
	2022	Off. W.E.Highway, Nr. Sai
		Hospital, ThakurComplex, Kandivali
		(East), Mumbai 400101
2022-23	29th September	Shop No.109, 1st Floor, Dimple	2.30 P.M	Yes
	2023	Arcade Asha Nagar, Thakur Complex,
		Kandivali (East), Mumbai 400101

All the Resolutions set out in the Notices were passed by the Shareholders

• B. During the year under review, the Company has not passed any Special Resolution through postal ballot as per the provisions of the Companies Act, 2013 and the rules framed there under.
• C. At this meeting also there are no ordinary or Special Resolution that require to be passed by way of Postal Ballot.

9. Means of Communication:

Quarterly, Half yearly and Annual Financial Results of the Company are communicated to the Stock Exchange immediately after the same are considered by the Board and are published in the all India editions of (i) Financial Express (English) (ii) Mumbai Mitra– Marathi Edition. The results and official news releases of the Company are also made available on the Company's website i.e. www.acirealty.co.in

A	AGM date, time and venue:	th September 2024 Friday 27 at 11.00 A.M.at Shop
		No.109, 1st Floor,Dimple Arcade, Asha Nagar, Nr.
		Sai Dham Temple,Thakur Complex,Kandivali East
		Mumbai – 400101
B	Financial Year	st April 31st March 1 2023 to 2024
C	Listing on Stock Exchanges	BSE Limited - P.J.Towers, Dalal Street,
		Mumbai 400001
D	The Company has paid listing fees for	the year 2024-25 stock exchanges.
E	Stock Code:	BSE- 517356
F	Date of Book Closure	rd September th Saturday 21 2024 to Friday 27
		September 2024
G	Dividend Payment Date	No Dividend has been recommended by the
		Board of Directors of the Company for theyear.

10. General Shareholder's Information:

H	Performance in comparison to	As against a rise of 24.85% (in BSE Sensex during Broad -basedindices such at BSE Sensex
		the year (58991.52:73651.35), the price of equity
		shares of the Company has increased by 142.11%.
		(0.76:1.84)
I	Registrar and Transfer Agents	stFloor, Link Intime India Private LimitedC-101, 1 247
		Park, Lal Bahadur Shastri Marg, Vikhroli (West),
		Mumbai- 400083 Tel: 022-25963838 Fax: 022-
		25946969 E-mail: [email protected]
J	Address of Correspondence	109, 1st Floor,Dimple Arcade, Asha Nagar, Nr. Sai
		Dham Temple,Thakur Complex,Kandivali East
		Mumbai – 400101 Tel: 022-40166323
		E-Mail: [email protected]
		Site: www.acirealty.co.in
K	Commodity price risk or foreign	Not applicable
	exchange risk
	and hedging activities
L	Plant Locations	Not applicable
M	Outstanding GDRs/ADRs/warrants	Not applicable
	or any convertible instruments, conversion date and likely impact on
	equity
N	list of all credit ratings obtained by	Not applicable
	the entity along with any revisions
	thereto during the relevant financial
	year, for all debt instruments of such entity or any fixed deposit
	programme or any scheme or
	proposal of the listed entity involving
	mobilization of funds, whether in
	India or abroad

O. Market Price Data:

Monthly High and Low quotations along with the volume of shares traded at BSE Ltd during the year ended 31st March 2024:

		BSE
Month &Year	High	Low	Volume
April 2023	1.00	0.76	4629681
May 2023	0.90	0.79	3333323
June 2023	0.90	0.79	4190928
July 2023	1.36	0.77	11055847
August 2023	1.90	1.03	19900987
September 2023	1.62	1.17	13007364
October 2023	1.29	1.13	5409378
November 2023	1.54	1.16	9254486
December 2023	1.39	1.25	5807937
January 2024	1.87	1.34	14413051
February 2024	2.23	1.46	15920729
March 2024	2.39	1.84	6259370

P. Share Transfer System

Physical shares sent for transfer are duly transferred within 15 days of receipt of the documents, if they

are complete in all respects. Shares under objection are returned within 7 working days. Share transfers in physical form can be lodged with Link Intime India Private Limited, Registrar & Transfer Agents (RTA) at the above-mentioned address. The Stakeholders' Relationship Committee reviews the share transfers approved by the RTA,Company Secretary who have been delegated with requisite authority. All requests for dematerialization of sharesare processed and confirmed to the depositories, NSDL and CDSL, within 15 days. The Members holding shares in electronic mode should address all their correspondence to their respective Depository Participant (DP) regarding change of address, change of bank mandate and nomination. The Company obtains from a Company Secretary in Practice half-yearly certificate of compliance with the share transfer formalities as required under Regulation 40 of the Listing Regulations and files a copy of the said certificate with Stock Exchanges

Q. Dematerialisation of Shares and liquidity

The Company shares are traded compulsorily in dematerialized form. As on March 31, 2024 the details of the shares of the Company held in physical and demat form are given below:

	No. of Shares	% to the Capital
Shares held in Physical Form	4132080	3.74
Shares held in Demat Form	106358820	96.26
TOTAL	110490900	100.00

ISIN No. of the Company's Equity Shares in Demat Form: I NE167B01025 Depository Connectivity: NSDL and CDSL

No. of	As on 31.03.2024				As on 31.03.2023
Equity Shares Held	No. of share holder	% of Share holders	No. of Shares	% of Share holding	No. of share holders	% of Share holders	No. of Shares	% of Share holding
1-500	51602	76.5847	5533912	5.0085	30951	69.5810	3745540	3.3899
501-1000	7740	11.4873	6823835	6.1759	6047	13.5943	5361979	4.8529
1001-2000	3826	5.6783	5976864	5.4094	3287	7.3895	5145893	4.6573
2001-3000	1224	1.8166	3204353	2.9001	1090	2.4504	2856024	2.5848
3001-4000	522	0.7747	1892270	1.7126	505	1.1353	1822324	1.6493
4001-5000	788	1.1695	3834880	3.4708	723	1.6254	3496298	3.1643
5001-10000	888	1.3179	6962236	6.3012	929	2.0885	7219217	6.5338
10001-and Above	789	1.1710	76262550	69.0216	950	2.1357	80843625	73.1677
Total	66379	100.0000	110490900	100.0000	44482	100.0000	110490900	100.0000

R. Distribution of Share Holdings:

11. Other Disclosures

OTHER DISCLOSURES:

• A. Transactions with related parties, as per requirements of Accounting Standard 18, are disclosed in notes to accounts annexed to the financial statements.
• B. The Company has established vigil mechanism pursuant to Section 177(9) of the Companies Act, 2013 and as per under regulation 22 of SEBI Listing Regulations for Directors and Employees to report their concerns and has also taken steps to safeguard any person using this mechanism from victimization and in appropriate and exceptional cases; there is direct access to approach Mr.

Hemant Kumar S. Jain, Chairman of the Audit Committee.

• C. The Company has implemented the mandatory requirements of Corporate Governance as set out in the Listing Regulations. In respect of compliance with the non-mandatory requirements, the internal auditor reports directly to the Audit Committee as well as Board.
• D. The Company has Obtained Certificate from Practicing Company Secretary, confirming that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as directors of companies by the SEBI, Ministry of Corporate Affairs, or any such other Statutory Authority, as stipulated under Regulation 34(3) of the Listing Regulations, is attached to this Report.
• E. The Members of Board and senior management personnel have affirmed compliance with the Code of conduct applicable to them during the year ended March 31, 2024.
• F. There are no pecuniary relationships or transactions of Non-Executive Directors vis-à-vis the Company which has potential conflict with the interests of the Company at large.
• G. Compliance Certificate as required under Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 obtained from Practicing Company Secretary, certifying the Compliance by the Company with the provisions of Corporate Governance of the Listing Regulations is given as an Annexure– 5 to this Report.

AUDITORS CERTIFICATE REGARDING COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE

To, The Members ACI INFOCOM LIMITED Shop No.109, 1st Floor, Dimple Arcade Premises CHS Ltd, Asha Nagar, Thakur Complex, Kandivali (East), Mumbai – 400 101

We have examined the compliance of conditions of Corporate Governance by ACI INFOCOM LIMITED (the "Company"), for the year ended 31st March 2024, as stipulated in regulations Part C of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited to the review of the procedures and implementation thereof adopted by the Company for ensuring compliance with the conditions of the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us and the representations made by the Director and Management, we certify that the Company has complied with the conditions of Corporate Governance.

We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the Management has conducted the affairs of the Company.

For SINDHU NAIR & ASSOCIATES

(SINDHU G NAIR) Practicing Company secretary Proprietor (FCS- 7938, CP- 8046) UDIN: F007938F000967171 Place: Mumbai Date : 13-08-2024

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

(Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

To, The Members of ACI INFOCOM LIMITED Shop No.109, 1st Floor, Dimple Arcade Premises CHS Ltd, Asha Nagar, Thakur Complex, Kandivali (East), Mumbai – 400 101

I have examined the relevant registers, records, forms, returns and disclosures received from the Directors of ACI INFOCOM LIMITED having CIN L72200MH1982PLC175476 and having registered office at Shop No.109, 1st Floor, Dimple Arcade Premises CHS Ltd, Asha Nagar, Thakur Complex, Kandivali (East), Mumbai – 400 101, (hereinafter referred to as 'the Company'), produced before me by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In my opinion and to the best of my information and according to the verifications (including Directors Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to me by the Company and its officers, I hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on 31stMarch, 2024, have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs or any such other Statutory Authority.

Sr.	Name of Director	DIN	Date of Appointment in the
No.			Company
1.	Kushal Chand Jain (Managing Director)	03545081	07/06/2012
2.	Hemantkumar S Jain (Director)	06778764	03/01/2014
3.	Krishna Kamalkishor Vyas (Director)	07444324	29/06/2020
4.	Amit Kumar (Director)	06393899	26/08/2023

Ensuring the eligibility of for the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For SINDHU NAIR & ASSOCIATES

(SINDHU G NAIR) Practicing Company secretary Proprietor (FCS- 7938, CP- 8046) UDIN: F007938F000967028

Place: Mumbai Date : 13-08-2024

CEO / CFO CERTIFICATE UNDER PART B OF SCHEDULE II OF SEBI (LISTING OBLIGATIONSAND DISCLOSURES REQUIREMENTS) REGULATIONS 2015.

To,

The Board of Directors ACI Infocom Limited

• 1. I have reviewed the financial statements and the cash flow statement of ACI Infocom Limited for the periodended 31st March, 2024 and to the best of our knowledge and belief:
• (i) these statements do not contain any materially untrue statement or omit any material fact or contain statementsthat might be misleading;
• (ii) these statements together present a true and fair view of the Company's affairs and are in compliance with existing accounting standards, applicable laws and regulations.
• 1. There are, to the best of my knowledge and belief, no transactions entered into by the Company during the year which are fraudulent, illegal or vocative of the Company's Code of Conduct.
• 1. I accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated the effectiveness of Company's internal control systems pertaining to financial reporting. I have not come across any reportable deficiencies in the design or operation of such internal controls.
• 1. I have indicated to the Auditors and the Audit Committee:
• (i) that there are no significant changes in internal control over financial reporting during the year;
• (ii) that there are no significant changes in accounting policies during the year; and
• (iii) that there are no instances of significant fraud of which I have become aware.

Yours sincerely

Dilip Kumar Dhariwal Chief Financial Officer

Date: 24thAugust 2024 Place: Mumbai

DECLARATION REGARDING CODE OF CONDUCT UNDER REGULATION 26(3) SEBI (LISTING OBLIGATIONS AND DISCLOSURES REQUIREMENTS) REGULATIONS 2015

A Code of Conduct for the Directors and Senior Management Personnel has already been approved by the Board of Directors of the Company. As stipulated under the provisions of regulations 17(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, all the Directors and the designated personnel in the Senior Management of the Company have affirmed compliance with the said code for the period ended 31stMarch204.

ForACIINFOCOMLIMITED

Kushal Chand Jain Chairman & Managing Director DIN03545081

Regd Office: ShopNo.109,1stFloor, Dimple Arcade premises CHS Ltd Asha Nagar, Thakur Complex, Kandivali (East),Mumbai–400101

INDEPENDENT AUDITOR'S REPORT

To the Members of ACI INFOCOM LIMITED

Opinion

We have audited the financial statements of ACI INFOCOM LIMITED ("the Company"), which comprise the balance sheet as at 31st March 2024, and the statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity, the Statement of Cash Flows and notes to the standalone Ind AS financial statements, for the year ended on that date, and a summary of the significant accounting policies and other explanatory information (hereinafter referred to as "the standalone financial statements").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements, give the information required by the Companies Act, 2013("the Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standard prescribed under section 133 of the act read with Companies (Indian Accounting Standards) Rules, 2015 as amended, ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the company as at 31 March, 2024 and its profits, total comprehensive income, its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Accounting Standards (AS) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

S. No.	Key Audit Matter	Auditor's Response
1.	Tax litigations–Provisions and Contingencies	In conjunction with our tax specialists, we have evaluated Management's judgments with respect to such tax matters in order to assess the
	The Company has indirect tax litigations. The Company periodically reviews its tax positions, which include reviews by the external tax consultant and tax counsels appointed by the Company. Where the amount of tax liabilities is uncertain, the Company recognizes accruals/contingent liability that reflect Management's best estimate of the outcome based on the facts. Thus, there is a risk that accruals/contingent liability for tax is not accounted properly. How the matter was addressed in our audit in conjunction with our tax specialists, we have evaluated Management's judgments with respect to such tax matters in order to assess the adequacy of the tax provisions and contingent liability.	adequacy of the tax provisions and contingent liability.
	Refer note 32 to the Ind AS Financial Statements

2.	Loans & Advances, Deposits etc.	Our audit procedure included considering the
	The value of loans and Advances, Deposits as at 31st March 2024 is significant and there is a high	appropriateness of the company's accounting policies for impairment of financial assets and assessing compliance with Ind AS 109.
	degree of complexity and judgement involved for the company in the estimating individual and collective credit impairment provisions and write offs against these loans.	For loans which are assessed for impairment on a portfolio basis we performed particularly the following procedures:
	The Company's impairment provision for receivables from financing business is based on the expected credit loss approach laid down under Ind	- We understood the methodology and policy laid down for loans given by the company.
	AS 109. Under this approach, the such as; calculation of past default rates applying macro economic factors to arrive at forward looking	We have verified the existence of recovery process plant in the event of default.
	probability of default; and significant assumption regarding the probability of various scenarios and discounting rates for different industries considering individual borrower profile.	We have verified the historical trends of repayment of principal amount of loan and repayment of interest.
	In view of the high degree of estimation involved in the process of calculation impairment provision	We tested the reliability of the key data inputs and related management controls.
	and considering its significance to the overall Ind AS financial statement, whereby any error or omission in estimation may give rise to a material	We have assessed the assumptions made by the company in making provision considering forward looking information.
	misstatement of Ind AS financial statements, it is considered as a key audit matter. Refer Note 8 & 11 to the Ind AS financial statements.
3.	Loans & Advances, Deposits etc. The value of loans and Advances, Deposits as at 31st March 2024 is significant.	As per RBI Press Release 1998-99/1269 dated 08th April 1999 read with RBI Notification DNBS (PD) C.C. No. 81 / 03.05.002/ 2006-07 dated 19th October 2006 has prescribed:
		The company will be treated as a non-banking financial company (NBFC) if its financial assets are more than 50 per cent of its total assets (netted off
		by intangible assets) and income from financial assets is more than 50 per cent of the gross income. Both these tests are required to be
		satisfied as the determinant factor for principal business of a company.

Information other than the financial statements and auditors' report thereon

The Company's board of directors is responsible for the preparation of the other information. The other information comprises the information included in the Board's Report including Annexures to Board's Report but does not include the financial statements and our auditor's report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting

principles generally accepted in India, including the Accounting Standards (AS) specified under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the 'Annexure A', a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

2. As required by Section 143 (3) of the Act, we report that:

a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement of Changes in Equity and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid financial statements comply with the Accounting Standards (AS) specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e) On the basis of the written representations received from the directors as on 31st March, 2024 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2024 from being appointed as a director in terms of Section 164 (2) of the Act.

f) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in 'Annexure B'.

g) With respect to the matter to be included in the Auditor's Report under section 197(16), In our opinion and according to the information and explanations given to us, the remuneration paid by the Company to its directors during the current year is in accordance with the provisions of section 197 of the Act. The remuneration paid to any director is not in excess of the limit laid down under section 197 of the Act. The Ministry of Corporate Affairs has not prescribed other details under section 197(16) which are required to be commented upon by us.

h) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i.The Company does not have any pending litigations which would impact its financial position.

ii.The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

iii.There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

iv. (a) The management has represented that, to the best of it's knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(b) The management has represented, that, to the best of its knowledge and belief, no funds have been received by the company from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

(c) Based on such audit procedures that have been considered reasonable and appropriate in the

circumstances, nothing has come to our notice that has caused us to believe that the representations under subclause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material mis-statement.

v. No dividend have been declared or paid during the year by the company.

For Agrawal Jain & Gupta Chartered Accountants

Firm Reg. No. 013538C

CA Sarwan Kumar Prajapati Partner Membership No. 199969 UDIN: 23 I99969BGTBRX4907 Date: 28th May, 2024 Place: Mumbai

The Annexure referred to in paragraph 1 of Our Report on "Other Legal and Regulatory Requirements".

We report that:

(i) (a) (A) The company is maintaining proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment;

(B) The company is maintaining proper records showing full particulars of intangible assets;

(b) As explained to us, Property, Plant and Equipment have been physically verified by the management at reasonable intervals; no material discrepancies were noticed on such verification;

(c) The title deeds of all the immovable properties (other than properties where the company is the lessee and the lease agreements are duly executed in favour of the lessee) disclosed in the financial statementsare held in the name of the company.

(d) The company has not revalued its Property, Plant and Equipment (including Right of Use assets) or intangible assets or both during the year.

(e) As explained to us, no proceedings have been initiated or are pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

(ii) (a) As explained to us, physical verification of inventory has been conducted at reasonable intervals by the management. In our opinion, the coverage and procedure of such verification by the management is appropriate. No discrepancy of 10% or more in the aggregate for each class of inventory were noticed on physical verification of stocks by the management as compared to book records.

(b) The company has not been sanctioned working capital limits in excess of five crore rupees, in aggregate, from banks or financial institutions on the basis of security of current assets during any point of time of the year hence clause (ii)(b) is not applicable to the company.

(iii) (a) During the year the company has not made investments in, nor provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties.

(b) According to the information and explanations given to us, the investments made, guarantees provided, security given and the terms and conditions of the grant of all loans and advances in the nature of loans and guarantees provided are not prima facie prejudicial

to the company's interest;

(c) There is no stipulation of schedule of repayment of principal and payment of interest and therefore we are unable to comment on the regularity of repayment of principal & payment of interest.

(d) Since the term of arrangement do not stipulate any repayment schedule, we are unable to comment whether the amount is overdue or not.

(e) No loan or advance in the nature of loan granted which has fallen due during the year, has been renewed or extended or fresh loans granted to settle the over dues of existing loans given to the same parties.

(f) The company has not granted any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment.

(iv) In respect of loans, investments, guarantees, and security, provisions of section 185 and 186 of the Companies Act, 2013 have been complied with except non-charging of interest on the loan.

(v) The company has not accepted any deposits or amounts which are deemed to be deposits covered under sections 73 to 76 of the Companies Act, 2013.

(vi) As per information & explanation given by the management, maintenance of cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act is not applicable to the company.

(vii) (a) According to the records made available to us, company is regular in depositing undisputed statutory dues including Goods and Services Tax, provident fund, employees' state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues to the appropriate authorities. According to the information and explanation given to us there were no outstanding statutory dues as on 31st of March, 2024 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there is no statutory dues referred to in sub-clause (a) that have not been deposited on account of any dispute except following:

Name of the Statute	Nature of the Dues	Amount (Rs.)	Period to which the amount relates	Forum where Dispute is pending
Custom Act 1962	Custom Duty	6,27,764/-	1984-85	The matter is pending before Competent Authority.
The Income Tax Act, 1961	Income Tax	24,720/-	2015	Income Tax Authority
The Income Tax Act, 1961	Income Tax	6,665/-	2020	Income Tax Authority

(viii) According to the information and explanations given by the management, no transactions not recorded in the books of account have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.

(ix) (a) In our opinion and according to the information and explanations given by the management, we are of the opinion that the company has not taken any loans or other borrowings from any lender therefore, Clause (ix)(a) is not applicable to company.

(b) According to the information and explanations given by the management, the company is not Applicable.

(c) In our opinion and according to the information and explanations given by the management, Clause (ix)(b) is not applicable to company.

(d) In our opinion and according to the information and explanations given by the management, company has not raised short term funds therefore clause (ix) (d) not applicable to company.

(e) In our opinion and according to the information and explanations given by the management, the company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries, associates or joint ventures,

(f) In our opinion and according to the information and explanations given by the management, the company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate companies.

(x) (a) The company has not raised any money by way of initial public offer or further public offer (including debt instruments) during the year.

(b) The company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) during the year.

(xi) (a) According to the information and explanations given by the management, no fraud by the company or any fraud on the company has been noticed or reported during the year;

(b) No report under sub-section (12) of section 143 of the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government;

(c) According to the information and explanations given to us by the management, no whistle-blower complaints had been received by the company

(xii) The company is not a Nidhi Company. Therefore, clause xii is not applicable on the company.

(xiii) According to the information and explanations given to us, all transactions with the related parties are in compliance with sections 177 and 188 of Companies Act, where applicable and the details have been disclosed in the financial statements.

(xiv) In our opinion and based on our examination, the company does not have an internal audit system.

(xv) On the basis of the information and explanations given to us, in our opinion during the year the company has not entered into any non-cash transactions with directors or persons connected with him.

(xvi) (a) In our Opinion and based on our examination, the Company is required to be registered under section 45-IA of the Reserve Bank of India Act, 1934 (2 of 1934).

(b) In our Opinion and based on our examination, the Company has not conducted any Non-Banking Financial or Housing Finance activities without a valid Certificate of Registration (CoR) from the Reserve Bank of India as per the Reserve Bank of India Act, 1934,

(c) In our Opinion and based on our examination, the Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India.

(d) According to the information and explanations given by the management, the Group does not have any CIC as part of the Group.

(xvii) Based on our examination, the company has not incurred cash losses in the financial year and in the immediately preceding financial year.

(xviii) There has been no resignation of the statutory auditors during the year.

(xix) On the information obtained from the management and audit procedures performed and on the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the

financial statements, the auditor's knowledge of the Board of Directors and management plans, we are of the opinion that no material uncertainty exists as on the date of the audit report that company is capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date;

(xx) Based on our examination, the provision of section 135 are not applicable on the company. Hence this clause is not applicable on the company.

(xxi) The company is not required to prepare Consolidate financial statement hence clause is not applicable.

For Agrawal Jain & Gupta

ICAI Registration No.: 013538C

Sarwan Kumar Prajapati

(Partner) Membership No.: 199969 UDIN: 24199969BKAKKT6408 Date: 28th May 2024

Annexure 'B'

Report on Internal Financial Controls with reference to financial statements Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal financial controls over financial reporting of ACI INFOCOM LIMITED ("the Company") as of March 31, 2024 in conjunction with our audit of the financial statements of the Company for the year ended on that date.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31,2024, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to 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 information, as required under the Companies Act, 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit

to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company's internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that

• 1. pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
• 1. provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
• 1. provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

For Agrawal Jain & Gupta

ICAI Registration No.: 013538C

Sarwan Kumar Prajapati

(Partner) Membership No.: 199969 UDIN: 24199969BKAKKT6408 Date: 28th May 2024

CIN : L72200MH1982PLC175476

Balance Sheet As At March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

	Note	As at	As at
Particulars	No.	March 31, 2024	March 31, 2023
ASSETS
A) Non-current assets
a) Property, Plant and Equipment	2	1.84	2.08
b) Financial Assets
i) Investments	3	942.40	556.99
ii) Others Financial Assets
c) Deferred Tax Assets	4	50.87	57.33
Total Non -current assets		995.12	616.40
B) Current assets
a) Inventories	5	-	45.95
b) Financial Assets
i) Trade receivables	6	-	-
ii) Cash and cash equivalents	7	2.43	2.40
iii) Loans	8	92.79	143.23
iv) Others Financial Assets	9	-	-
c) Income Tax Assets (net)	10	15.36	18.65
d) Other current assets	11	592.07	892.65
Total Current assets		702.65	1,102.89
Total Assets		1,697.77	1,719.29
EQUITY AND LIABILITIES
EQUITY
a) Equity Share Capital	12	1,104.91	1,104.91
b) Other Equity	13	585.07	576.21
Total Equity		1,689.98	1,681.12
LIABILITIES
A) Non-current liabilities
a) Financial Liabilities
i) Other financial liabilities		-	-
Total Non-current liabilities		-	-
B) Current liabilities
a) Financial Liabilities	14	4.05	7.69
i) Trade payables ii) Other financial liabilities	15	0.84	0.74
b) Other Current Liabilities	16	2.91	29.74
Total Current liabilities		7.79	38.17
Total Equity and Liabilities		1,697.77	1,719.29
Significant Accounting Policies and Notes to Accounts 1 to 36
In terms of our report of even date		For and on behalf of the Board of Directors
For Agarwal Jain & Gupta		ACI INFOCOM LIMITED
Chartered Accountants
Firm Reg. No. : 013538C

Sarwan Kumar Prajapati Kushal Chand Jain Hemantkumar S.Jain

Partner Managing Director Director M.No. 199969 DIN-03545081 DIN- 06778764 UDIN:24199969BKAKKT6408

Date:28th May 2024

Dilip Kumar Dhariwal Sarika Mehta Place : Mumbai CFO Company Secretary

CIN : L72200MH1982PLC175476

Statement of Profit & Loss For the Year Ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

Particulars	Note	Year Ended	Year Ended
	No.	March 31, 2024	March 31, 2023
Income
Income From Operations	17	50.00	-
Other Income and Other Gains/(Losses)	18	43.34	52.56
Total Income		93.34	52.56
Expenditure
Construction cost	19	-	-
Cost of Technical sub-contractors	20	-	-
Purchases of stock-in-trade	21	-	-
Changes in inventories of finished goods, Stock - in -Trade and
work - in - progress	22	45.95	-
Employee benefits expenses	23	11.06	16.90
Finance costs	24	0.25	0.00
Depreciation and amortisation expenses	2	0.24	0.27
Other expenses	25	17.61	21.60
Total expenses		75.12	38.77
Profit before tax		18.23	13.79
Tax expense:	26
(1) Current tax		4.72	2.18
(2) Deferred tax		4.65	1.49
Total tax expenses		9.37	3.67
Profit for the year		8.86	10.12
Other Comprehensive Income
Items that will not be reclassified to profit or loss		-	-
Items that will be reclassified to profit or loss		-	-
Other Comprehensive Income for the Year		-	-
Total Comprehensive Income for the year		8.86	10.12
Earnings per equity share: (in Rs)
Equity shares of Par value of Rs. 1 /-each	27
Basic		0.01	0.01
Diluted		0.01	0.01

Significant Accounting Policies and Notes to Accounts 1 to 36

In terms of our report of even date For and on behalf of the Board of Directors ACI INFOCOM LIMITED

For Agarwal Jain & Gupta Chartered Accountants Firm Reg. No. : 013538C

Sarwan Kumar Prajapati Hemantkumar S.Jain Partner Director M.No. 199969 DIN-03545081 DIN- 06778764 UDIN:24199969BKAKKT6408

Date:28th May 2024

Kushal Chand Jain Managing Director

Place : Mumbai CFO Company Secretary Dilip Kumar Dhariwal

Sarika Mehta

CIN : L72200MH1982PLC175476

Statement of Cash flows for the year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

Particulars	As at	As at
	31.03.2024	31.03.2023
Operating activities
Profit Before Tax	18.23	13.79
Adjustments to reconcile profit before tax to net cash inflow
Depn	0.24	0.27
Interest income	43.27	52.46
Interest on IT Refund	-	-
Income on investment in partnership firm	0.07	0.11
Working capital adjustments :-	61.81	66.63
(Increase) / Decrease in Trade and Other Receivables	-	1.36
(Increase) / Decrease in Inventories	45.95	-
(Increase) / Decrease in Other Current Financial Assets	-	-
(Increase) / Decrease in Loan	50.44	17.89
(Increase) / Decrease in Income Tax (Assets)	3.29	4.39
(Increase) / Decrease in Other Current Assets	300.60	(351.31)
Increase / (Decrease) in Trade and Other Payables	(3.66)	(0.09)
Increase / (Decrease) in Other Financial Liabilities		0.05
Increase / (Decrease) in Other Current Liabilities	(26.74)	2.09
Cash generated from operations	432	(259)
Direct taxes paid (Net of Refunds)	(2.90)	(0.86)
Net cash flow from operating activities	429	(260)
Investing activities
Capital withdrawal from Partnership firm	(385.42)	313
Income/Loss on investment in partnership firm	(0.07)	(0.11)
Interest received	(43.27)	(52.46)
Purchase of Fixed Assets	-	(0.68)
Net cash flow used in investing activities	(429)	259.40
Financing activities
Proceeds form Borrowings	-	-
Interest paid	-	-
Net cash flow from financing activities	-	-
Increase in cash and cash equivalents	0.02	(0.44)
Cash and cash equivalents at the beginning of the year	2.40	2.84
Cash and cash equivalents at the end of the year	2.43	2.40
Particulars	As at	As at
	31.03.2024	31.03.2023
Cash in Hand	2.25	1.44
Bank Balances
- In Current Accounts	0.18	0.97
	2.43	2.40

For Agarwal Jain & Gupta ACI INFOCOM LIMITED Chartered Accountants Firm Reg. No. : 013538C

Sarwan Kumar Prajapati Kushal Chand Jain Hemantkumar S.Jain Partner Managing Director Director M.No. 199969 DIN - 03545081 DIN- 06778764 UDIN:24199969BKAKKT6408

Date:28th May 2024

In terms of our report of even date For and on behalf of the Board of Directors

Dilip Kumar Dhariwal Sarika Mehta Place : Mumbai CFO Company Secretary

(CIN:L72200MH1982PLC175476) Accompanying notes to the financial statements for the Year ended March 31, 2024

Note 1.

1. Corporation Information

ACI INFOCOM LIMITED ('the Company') is in business of Construction and IT business Activities. The Company is a public limited company incorporated in India and has its registered office at Mumbai, Maharashtra, India. The Company has its primary listing in BSE Ltd

Summary of significant accounting policies

1.1 Basis of preparation & presentation of financial statements

The financial statements of the company have been prepared under historical cost convention on the accrual basis of accounting, are in accordance with the applicable requirements of the Companies Act 2013 and comply in all material aspects with the Indian Accounting Standards (hereinafter referred as to 'Ind. AS') as notified by ministry of corporate affairs in pursuant to section 133 of Companies Act, 2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules 2016.

The accounting policies have been consistently applied unless otherwise stated. All assets and liabilities have been classified as current or non-current as per the Company's normal operating cycle and other criteria set out in the Division II of Schedule III to the Act 2013. The Company considers 12 months to be its normal operating cycle for the purpose of current or non-current classification of assets and liabilities.

1.2 Summary of significant accounting policies

a. Use of estimates

The preparation of financial statements in conformity with Indian Accounting Standards requires the management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities, at the end of the reporting period. Although these estimates are based on the management's best knowledge of current events and actions, uncertainty about these assumptions and estimates could result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.

b. Property Plant & Equipment's

Tangible assets

Property, Plant and Equipment is stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Cost comprises of purchase price inclusive of taxes etc. up to the date the asset is ready for its intended use. Depreciation is provided under the written down value method at the rates and in the manner prescribed under Schedule II to the Companies Act, 2013.

Intangible assets

Intangible assets are stated at cost, net of accumulated depreciation and impairment of losses, if any. Depreciation is provided under written down value method at the rate and in the manner prescribed under Schedule II to the companies Act, 2013. Currently company does not hold any intangible assets.

c. Depreciation/amortization

Tangible assets

Depreciation on fixed assets is calculated on a written down value method at based on the useful lives estimated by the management, or those prescribed under the Schedule II of the Companies Act, 2013.

Property, Plant & Equipment's	Life of Assets
Office Equipment's	5 Years
Motor Car	6 Years
Furniture & Fixtures	10 Years
Computers	3 Years
Air Conditioner	5 Years
Office At Vadgadi	30 Years
Residential Flat	30 Years

Depreciation method, useful life and residual value are reviewed periodically. Leasehold land and improvements are amortised on the basis of duration and other terms of lease. The carrying amount of PPE is reviewed periodically for impairment based on internal / external factors. An impairment loss is recognised wherever the carrying amount of assets exceeds its recoverable amount. The recoverable amount is the greater of the asset's net selling price and value in use.

De-recognition

PPE are de-recognized either when they have been disposed of or when they are permanently withdrawn from use and no future economic benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognized in the Statement of Profit and Loss in the period of de-recognition.

Intangible assets

Depreciation on Intangible assets is calculated on a written down value method at based on the useful lives estimated by the management, or those prescribed under the Schedule II of the Companies Act, 2013.

d. Borrowing costs

Borrowing cost includes interest, amortization of ancillary costs incurred in connection with the arrangement of borrowings and exchange differences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the interest cost. Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the respective asset. All other borrowing costs are expensed in the period they occur.

e. Investments

Investments are classified as current investments and long-term investments as per information and explanation given by the management.

On initial recognition, all investments are measured at cost. The cost comprises purchase price and directly attributable acquisition charges such as brokerage, fees and duties.

Current investments are carried in the financial statements at cost or FMV whichever is lower and Long-term investments are carried at FMV. FMV of Long-term Investment is determined by the management from the latest audited report of the Investment companies if it is not listed in Stock-Exchange of India. On disposal of an investment, the difference between it carrying amount and net disposal proceeds is charged or credited to the statement of profit and loss. Investments transfer to holding company at cost gain or loss on said investment book by holding company.

f. Revenue recognition

Revenue is recognized to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured.

Interest

Interest income is recognized on a time proportion basis taking into account the amount outstanding and the applicable interest rate. Interest income is included under the head "other income" in the statement of profit and loss.

Dividend Income

Revenue is recognized when the Company's right to receive the payment is established, which is generally when shareholders approve the dividend.

Other Income

Other incomes are accounted on accrual basis, except interest on delayed payment by debtors and liquidated damages which are accounted on acceptance of the Company's claim.

g. Inventories

Inventories comprise of traded goods, stores and spares are valued at cost or at net realisable value whichever is lower. Cost of traded goods, stores and spares is determined on weighted average basis. Stores

and spares, which do not meet the definition of property, plant and equipment, are accounted as inventories. Net realizable value is the estimated selling price in the ordinary course of business and estimated costs necessary to make the sale.

The Company has valued its construction materials and consumables at lower of cost or net realisable value. The construction materials and consumables purchased for construction work, issued to construction are treated as consumed.

h. Accounting for taxes on income

Tax expense comprises of current and deferred tax. Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income Tax Act, 1961. Current and deferred tax shall be recognized as income and expenses and included in profit and loss for the period, except to the extent that the tax arises from (a) a transaction or event which is recognized in the same or a different period, outside profit or loss, either in other comprehensive Income or directly in equity or (b) a business combination. Deferred taxes recognized in respect of temporary differences between the carrying amount of assets and liabilities for financial reporting purpose and corresponding amounts used for taxation purpose except to the extent it relates to business combination or to an item which is recognized directly in equity and in other comprehensive Income.

Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date. Deferred tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the assets can be utilized. A deferred tax asset shall be recognized for the carry-forward of unused tax losses and unused tax credits to the extent that it is probable that future taxable profit will be available against which the unused tax losses and unused tax credits can be utilized. Deferred tax assets are reviewed at each reporting date and Reduced to the extent that it is no longer probable that the related tax benefit will be Realize. . A deferred tax liability is recognized based on the expected manner of realization or settlement of carrying amount of assets and liabilities

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set-off current tax assets against current tax liabilities and the deferred tax assets and deferred taxes relate to the same taxable entity and the same taxation authority.

Minimum alternate tax (MAT) paid in a period is charged to the statement of profit and loss as current tax. The Group recognizes MAT credit available as an asset only to the extent that there is convincing evidence that the Group will pay normal income tax during the specified period, i.e., the period for which MAT credit is allowed to be carried forward. In the period in which the company recognizes MAT credit as an asset in accordance with the Guidance Note on Accounting for Credit Available in respect of Minimum Alternative Tax under the Income-tax Act, 1961, the said asset is created by way of credit to the statement of profit and loss and shown as "MAT Credit Entitlement." The Group reviews the "MAT credit entitlement" asset at each reporting date and writes down the asset to the extent the Group does not have convincing evidence that it will pay normal tax during the specified period.

i. Provision

A provision is recognized when the company has a present obligation as a result of past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are not discounted to their present value and are determined based on the best estimate required to settle the obligation at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates. Where the company expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognized as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the statement of profit and loss net of any reimbursement.

j. Cash and cash equivalents.

Cash and cash equivalents for the purposes of cash flow statement comprise cash at bank and in hand and short-term investments with an original maturity of three months or less.

k. Measurement of EBITDA

As permitted by the Guidance Note on the Revised Schedule of the Companies Act, 2013, the company has elected to present earnings before interest, tax, depreciation and amortization (EBITDA) as a separate line item on the face of the statement of profit and loss. The company measures EBITDA on the basis of profit / (loss) from continuing operations. In its measurement, the company does not include depreciation and amortization expense, finance costs and tax expenses.

CIN : L72200MH1982PLC175476

Notes to financial statements for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

Note 2: Property, Plant & Equipment	(Amount in Lakhs )
Particulars	Land	Computer	Total
Year Ended March 31, 2022
Gross Carrying Amount
Opening Gross Carrying Amount	1.64	0.08	1.72
Additions	-	0.68	0.68
Disposals	-	-	-
Transfers	-	-	-
Closing Gross Carrying Amount	1.64	0.76	2.40
Accumulated Depreciation
Opening Accumulated Depreciation	-	0.05	0.05
Depreciation charge during the year	-	0.27	0.27
Disposals	-		-
Closing Accumulated Depreciation	-	0.32	0.32
Net Carrying Amount	1.64	0.44	2.08
Year Ended March 31, 2023
Gross Carrying Amount
Opening Gross Carrying Amount	1.64	0.76	2.40
Additions			-
Disposals Transfers			-
			-
Closing Gross Carrying Amount	1.64	0.76	2.40
Accumulated Depreciation and Impairment
Opening Accumulated Depreciation	-	0	0
Depreciation charge during the year			-
Disposals			-
Closing Accumulated Depreciation and
Impairment	-	0	0
Net Carrying Amount	1.64	0.44	2.08
Year Ended March 31, 2024
Gross Carrying Amount
Opening Gross Carrying Amount	1.64	0.44	2.08
Additions			-
Disposals			-
Transfers			-
Closing Gross Carrying Amount	1.64	0.44	2.08
Accumulated Depreciation and Impairment
Opening Accumulated Depreciation
Depreciation charge during the year		0.24	0.24
Disposals			-
Closing Accumulated Depreciation and
Impairment	-	0.24	0.24
Net Carrying Amount	1.64	0.20	1.84

CIN : L72200MH1982PLC175476

Notes forming part to the Financial Statement for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

Note 3 : Investments

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
at fair Profit Investment in other instruments value through or loss
(Unquoted)
Investment In Property-Advance Investment In Firms	19.58	19.58
Partnership Sanjog Investment in Developers	922.83	537.41
(Share of Profit/ (Loss) during the year of Rs.9818 (-6465) and
Capital Account Balance as on 31st March is Rs.9,22,82,998 (Rs.
5,37,41,125/) respectively)
Total	942.40	556.99

Detail of Investment in Partnership Firm

Name of the Partners	Share of profit ( In %)
	Year Ended	Year Ended
Particulars	March 31, 2024	March 31, 2023
ACI Infocom Ltd	70.00	70.00
Lalit Parasmal Nahata	15.00	15.00
Sohanraj Praveen Balar	15.00	15.00

Aggregate amount of

a) Aggregate amount of quoted investments as per books		-
b) of Quoted Market value investments		-
c) Aggregate amount of unquoted investments as per books	922.83	537.41
d) amount of of Aggregate impairment in value investment		-

Note 4: Deferred Tax Assets (Net)

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
On of Account Depreciation	(872.06)	(872.06)
Brought forward Loss	886.81	891.45
Deferred Total Tax Assets	14.75	19.40
MAT Credit	36.12	37.93
Total Deferred Tax Assets	50.87	57.33

CIN : L72200MH1982PLC175476

Notes forming part to the Financial Statement for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

Note 5: Inventories

Particulars	Year Ended 31, 2024 March	Year Ended 31, 2023 March
Constructed flats -Project at Pali	-	45.95
Total	-	45.95

Note 6: Trade Receivables

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Trade Receivables
(Unsecured and considered good, unless otherwise stated)
- Considered Good
- Unsecured, considered good
- Considered Doubtful
Less : Allowance for doubtful
Other Trade receivables
- Considered Good
Unsecured, considered good		-
- Considered Doubtful
Total	-	-
Current Portion		-
Non - Current Portion		-

	Outstanding for following periods					Total
Particulars	Less than 6 Months	6 months - 1 Year	1-2 Years	2-3 Years	More than 3 Years
Current FY 2023-24
(i) Undisputed Trade Receivable - Considered Good	-	-	-	-	-	-
(ii) Undisputed Trade Receivables - which have significant increase in credit risk	-	-	-	-	-	-
(iii) Undisputed Trade Receivable - Credit Impaired	-	-	-	-	-	-
(iv) Disputed Trade Receivable - Considered Good	-	-	-	-	-	-
(v) Disputed Trade Receivables - which have significant increase in credit risk	-	-	-	-	-	-
(vi) Disputed Trade Receivable - Credit Impaired	-	-	-	-	-	-

Previous FY 2022-23
(i) Undisputed Trade Receivable - Considered Good	-	-	-	-	-	-
(ii) Undisputed Trade Receivables - which have significant increase in credit risk	-	-	-	-	-	-
(iii) Undisputed Trade Receivable - Credit Impaired	-	-	-	-	-	-
(iv) Disputed Trade Receivable - Considered Good	-	-	-	-	-	-
(v) Disputed Trade Receivables - which have significant increase in credit risk	-	-	-	-	-	-
(vi) Disputed Trade Receivable - Credit Impaired	-	-	-	-	-	-

CIN : L72200MH1982PLC175476

Notes forming part to the Financial Statement for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

Note 7: Cash & Cash Equivalents

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
- Current Balance with Banks Accounts	0.18	0.97
Cash on Hand	2.25	1.44
Total Cash & Cash Equivalents	2.43	2.40

Note 8: Loans

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Unsecured considered good-
Inter-corporate Loan	51.52	101.96
Other Loan	41.27	41.27
Total	92.79	143.23

Note 9: Other Current Financial Assets

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Deposits		-
Total		-

Note 10: Income Tax Assets (Net)

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Advance Tax & TDS (Net of Provisions)	15.36	18.65
Total	15.36	18.65

Note 11: Other Current Assets

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Unsecured, considered good
Deposits	10.82	262.83
Advances reoverable in cash or kind	571.73	622.62
Less: Provision for Impairment
Prepaid Expenses	0.18	0.14
Balances with government authorities -GST	9.34	7.07
Total	592.07	892.65

CIN : L72200MH1982PLC175476

Notes forming part to the Financial Statement for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

Note 12A: Equity Share Capital

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Authorised
13,50,00,000 Equity Shares of Rs 1 each	135,000,000	135,000,000
Total	135,000,000	135,000,000
Issued, Subscribed and Fully Paid Up
11,04,90,900 Equity Shares of Rs 1 each fully paid up	1,104.91	1,104.91
Total	1,104.91	1,104.91

c) Details of Shareholders holding more than 5% shares in the company:

	Equity Shares
Name of the Shareholder	As on March 31, 2024		As on March 31, 2023		As on March 31, 2022
	No. of Shares	% of Holding	No. of	Shares held % of Holding	No. of	Shares held % of Holding
	held
Pujya Guruwar Solar India Pvt Ltd (Formally known as Prog Dychem Pvt Ltd)	25,279,116	22.88%	25,279,116	22.88%	25,279,116	22.88%

Terms & Conditions attached to equity shares:

The Company has only one class of equity shares having per value of Rs 1/- per share. Each holder of equity shares having par value of Rs 1/- per equity share is entitled to one vote per equity share. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

b) Reconciliation of the equity shares outstanding at the beginning and at the end of the reporting period :

	Equity Shares
Particulars	As on March 31, 2024		As on March 31, 2023			As on March 31, 2022
	Number	Rs	Number	Rs	Number	Rs
Shares outstanding at the beginning of the year	110,490,900	110,490,900	110,490,900	110,490,900	110,490,900	110,490,900
Shares Issued during the year	-	-	-	-	-	-
Shares bought back during the year	-	-	-	-	-	-
Shares outstanding at the end of the year	110,490,900	110,490,900	110,490,900	110,490,900	110,490,900	110,490,900

Shares held by promoters at the end of the year 31st March 2024
Promoter Name	No. of Shares**	% of total shares**	% Change during the year***
Prog Dye Chem Private Limited	25,279,116	22.88%	0.00%
Total	25,279,116	22.88%	0.00%

** Details shall be given separately for each class of shares

*** percentage change shall be computed with respect to the number at the beginning of the year or if issued during the year for the first time then with respect to the date of issue.]

Shares held by promoters at the end of the year 31st March 2023
Promoter Name	No. of Shares**	% of total shares**	% Change during the year***
Prog Dye Chem Private Limited	25,279,116	22.88%	0.00%
Total	25,279,116	22.88%	0.00%

CIN : L72200MH1982PLC175476

Notes forming part to the Financial Statement for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

Note 13: Other Equity

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Retained Earnings	(212.16)	(221.02)
General Reserve	192.91	192.91
Securities Premium	604.34	604.34
Closing Balance	585.09	576.23
i) Retained Earnings Balance as at the beginning of the year	(221.02)	(231.13)
Add- Profit for the current year Less -Previous Year Tax impect	8.86 -	10.12 -
Net surplus in the statement of profit and loss account	(212.16)	(221.02)
ii) General Reserve Balance as per last financial statements Add-Addition during the year Less-Utilized during the year Closing Balance	192.91 - - 192.91	192.91 - - 192.91
iii) Security Premium Balance as per last financial statements Add-Addition on issue of fresh equity Less-Utilized during the year Closing Balance	604.34 - - 604.34	604.34 - - 604.34
Total Nature and Purpose of Reserves: Securities Premium Securities Premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the	585.09	576.23
provisions of the Act.

General Reserve

General Reserve represents appropriation of retained earnings and are available for distribution to shareholders Retained Earnings

Retained Earnings represents surplus/accumulated earnings of the Company and are available for distribution to shareholders

Note 14: Trade Payables

	Outstanding for following periods
Particulars	Less than 1 Year	1-2 Years	2-3 Years	More than 3 Years	Total
Current Year 2023-24
(i) MSME	0.54				0.54
(ii) Others	2.65	0.86			3.51
(iii) Disputed Dues - MSME					-
(iv) Disputed Dues - Others	3.19	0.86	-	-	4.05

Previous Year 2022-23	Less than 1 Year	1-2 Years	2-3 Years	More than 3 Years	Total
(i) MSME	7.67				7.67
(ii) Others					-
(iii) Disputed Dues - MSME					-
(iv) Disputed Dues - Others	7.67	-	-	-	7.67

CIN : L72200MH1982PLC175476

Notes forming part to the Financial Statement for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Due to Micro, Small & Medium enterprises	0.54	7.69
Others	3.51	-
Total	4.05	7.69

Note 15: Other Financial Liabilities (Current)

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Other Liabilities	0.02	-
Statutory Dues Payable	0.82	0.74
Total	0.84	0.74

Note 16: Other Current Liabilities

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Advance from Customers	-	27.00
Audit fee Payable	-	0.54
Current tax provision	2.91	2.20
Total	2.91	29.74

Note 17: Revenue from Operations

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Sale of products-
Sale of Flats	50.00	-
Total Revenue from Operations	50.00	-

Note 18: Other Income and Other Gains/(Losses)

Particulars	Year Ended	Year Ended
	March 31, 2024	March 31, 2023
Interest on Short-term loans and advances	43.27	52.33
Interest on IT Refund	-	0.13
Profit/loss from Partnership Firm	0.07	0.11
Total	43.34	52.56

Note 19 : Construction cost

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Cost related to Construction	-	-
Total	-	-

CIN : L72200MH1982PLC175476

Notes forming part to the Financial Statement for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

Note 20 : Cost of Technical sub-contractors

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Cost of Technical sub-contractors	-	-
Total	-	-

Note 21 : Purchases of stock-in-trade

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
IT Products	-	-
Total	-	-

Note 22: Changes in inventories of finished goods, Stock - in -Trade and work - in - progress

	Year Ended	Year Ended
Particulars	March 31, 2024	March 31, 2023
Opening Balance
Construction WIP	-	-
Constructed flats	45.95	45.95
Total Opening Balance	45.95	45.95
Closing Balance
Construction WIP
Constructed flats		45.95
Total Closing Balance	-	45.95
Total Changes in inventories of finished goods,Stock-in -Trade and work
in-progress	45.95	-

Note 23: Employee Benefit Expense

Particulars	Year Ended	Year Ended
	March 31, 2024	March 31, 2023
Salaries and Bonus	8.06	13.90
Director's Remuneration	3.00	3.00
Total	11.06	16.90

Note 24: Finance Cost

Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023
Interest on delay Payment of Statutory Dues	0.25	0.00
Total	0.25	0.00

CIN : L72200MH1982PLC175476

Notes forming part to the Financial Statement for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

Note 25: Other Expenses

Particulars	Year Ended	Year Ended
	March 31, 2024	March 31, 2023
Statutory Audit Fees	0.60	0.70
News Paper Publishing Exp.	1.14	1.12
Postage	0.11	-
Electricity Charges	0.21	0.22
Legal and Professional fees	1.87	1.28
Listing & Custodian fees	7.61	4.97
Office Expenses	0.10	1.23
Printing And Stationary	0.67	0.73
RTA Service Charge	1.31	0.91
Donation	0.25	-
Rent	2.93	1.68
Computer Maintance Exp.	0.25	-
ROC Charges	0.04	0.07
Other expenses	0.18	7.18
Telephone Expenses	0.07	0.07
Travelling & Conveyance	0.20	0.39
Web Site Expenses	0.06	0.10
Miscellaneous Expenses	0.02	0.94
Total	17.61	21.60

2 7 Earnings Per Share (EPS)

Basic EPS amounts are calculated b y dividing the profit/(loss) for the period attributable t o equity holders by the weighted average number of equity shares outstanding during the Period. Diluted EPS amounts are calculated b y dividing the profit/(loss) attributable t o equity holders b y the weighted average number o f equity shares outstanding during the period plus the weighted average number o f equity shares that would b e issued o n conversion o f all the dilutive potential equity shares into equity shares.

The following reflects the income and share data used in the basic and diluted EPS computations:

Particulars	As at 31st March	As at 31st March
	2024	2023
Profit/ (Loss) attributable to Equity shareholders (in
Rs.)	8.86	10.12
Weighted average number of Equity shareholders
for basic and diluted EPS	110,490,900	110,490,900
Basic and diluted earnings per share (in Rs.)	0.008	0.009

2 8 Related party transactions

(A) Related parties where control exists Name of related parties and description of relationship with whom transactions have taken

1. Associates Company

Pujya Guruwar Solar India Pvt Ltd ( Formally known as Prog Dychem Pvt Ltd) Sanjog Developers

CIN : L72200MH1982PLC175476

Notes forming part to the Financial Statement for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

(Amount in Lkhs)

2. Other related party in which directors are interested

GGF Industries Private Limited

Gemme Infra Projects Private Limited Milton Infra Projects Private Limited Pujya Guruwar Solar India Private Limited Swadeshi Industries And Leasing Ltd

3. Key managerial personnel

Krishna Kamalkishore Vyas, Director Sarika Mehta, CS Dilip Kumar Dhariwal, CFO Kushal Chand Jain, Managing Director Hemant Jain, Director Kalpesh Bhandari, Director

Details of transactions with related parties:

Sr. No.	Particulars	As at 31st March 2024	As at 31st March 2023
1	Loan taken
	Pujya Guruwar Solar India Pvt Ltd	14.10	19.15
2	Loan repaid/Given
	Pujya Guruwar Solar India Pvt Ltd	16.10	36.50
3	Remuneration
	Shri Kushal Chand Jain	3.00	3.00
	CS Sarika Mehta	3.00	3.00
	Dilip Kumar Dhariwal	4.80	4.80
4	Reimbursement of expenses (paid)
	Dilip Kumar Dhariwal	-	0.09
5	Net Capital Introduced in Partnership firm
	Sanjog Developer	385.35	-
6	Profit/(Loss) from Partnership Firm
	Sanjog Developer	0.07	0.57

Details of closing balances of related parties (Amount in Lkhs)

Sr. No.	Particulars	As at 31st March 2024	As at 31st March 2023
	Closing balance
1	Inter Corporate Loans
	Sanjog Developers	922.83	537.41
	Pujya Guruwar Solar India Pvt Ltd	-	2.00
2	Other payables
	CS Sarika Mehta	0.78	0.96
	Dilip Kumar Dhariwal	0.28	0.37

Note: Related party relationships as per Ind AS 24 have been identified by the management had relied upon by the auditors. All the transactions are carried at arm's length price

Closing balances are presented net of taxes.

Terms and conditions of transactions with related parties

The transactions with related parties are in the ordinary course of business and are on terms equivalent to those that prevail in arm's length transactions. Outstanding balances at the Period-end are unsecured and settlement occurs in cash. For the period ended 31 March 2024, the Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken each financial year through examining the financial position of the related parties and the market in which the related parties operate.

CIN : L72200MH1982PLC175476

Notes forming part to the Financial Statement for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

Note 29: Details of micro enterprises and small enterprises as defined under the Micro, Small and Medium Enterprises Development (MSMED) Act, 2006:

The Company did not have any transactions with Small Scale Industrial ('SME's') Undertakings during the year ended March 31, 2024 and hence there are no amounts due to such undertakings. The identification of SME's undertakings is based on the management's knowledge of their status..

The Company has not received any information from "suppliers" regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures, if any, relating to amount unpaid as at the year ended together with interest paid / payable as required under the said Act have not been furnished..

Note 30:Capital Commitments

There are no capital commitments outstanding as at 31 March 2024.

Note 31:Contingent Liabitilities as at 31 March 2024

Demand of Rs 6.28 + Interest under Custom Act 1962 relating to FY 1984-85. The matter is pending before competent authority.

Particulars	As at March 31
	2024	2023
Other money for which the Company is contingently liable
Custom Duty	6.28	6.28
- Disputed income tax matters (including interest up to the date of demand, if any)
TDS	2.80
Assessment Year 2015	-	0.25
Assessment Year 2020	-	0.07
Total:	9.07	6.59
*Various old open charges are shown in MCA Poral still not closed.

Note 32: Employee Benefits - Retirement benefits

Defined Contribution Plan:

An entity is not participating in any employer defined benefit plan that does not prepare plan valuations on an Ind AS 19 basis. Company not having employee who served from more than 5 years.

Note 33: Financial instruments - fair value measurements

Some of the Company's financial assets and financial liabilities are measured at fair value at the end of each reporting period. The following table gives information about how the fair values of these financial assets and financial liabilities are determined (in particular the valuation techniques and inputs used).

Fair value hierarchy

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities.

Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.

Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

(a) Categories of financial instruments

	Carrying value	Carrying value
Particulars	As at	As at
	31 March 2024	31 March 2023
Financial assets
Measured at amortised cost
Trade receivables	-	-
Inventory	-	45.95
Other financial assets	700.22	1,054.53
Cash and cash equivalents	2.43	2.40
Total	702.65	1,102.89
Financial liabilities
Measured at fair value through profit or loss	-	-
Measured at amortised cost
Borrowings	-	-
Trade payables	4.05	7.69
Other financial liabilities	3.74	30.48
Total	7.79	38.17

CIN : L72200MH1982PLC175476

Notes forming part to the Financial Statement for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

The Company has assessed that trade receivables, cash and cash equivalents, other financial assets, trade payables and other financial liabilities approximate their carrying amounts largely due to the short term nature of the instruments. Long term Borrowings are evaluated based on parameters such as interest rate and risk characteristic of financial project. Based on the evaluation, no impact has been identified.

Note 34: Financial risk management objectives and policies

The Company's principal financial liabilities comprise of borrowings, trade payables, other payables and other financial liabilities. The main purpose of these financial liabilities is to finance the Company's operations. The Company's principal financial assets include trade and other receivables, other financial assets and cash and cash equivalents that arise directly from its operations.

The Company's activities expose it to market risk, liquidity risk, credit risk and interest rate risk.

(A) Market Risk

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments, including investments and deposits, payables and borrowings.

The Company's overall risk management focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Company.

The sources of risks which the Company is exposed to and their management is given below:

Risk	Exposure arising	Measurement	Management
	from
Interest rate risk	Long term borrowings at variable rates	Sensitivity analysis, interest rate movements	Interest rate swaps and loan
			takeover for long termborrowings
			diversification
Credit risk	Trade receivables, derivative financial	Ageing analysis, credit rating	Credit monitoring, credit limit and
	instruments		credit worthiness monitoring o f
			the counter parties
Liquidity risk	Borrowings and other financial liabilities	Rolling cash flow forecasts	Borrowing facilities diversification

Details relating to the risks are provided here below:

(i) Foreign currency risk

Foreign exchange risk is the risk of impact related to fair value or future cash flows of an exposure in foreign currency, which fluctuate due to changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates to import of modules, wherever required.

The Company regularly evaluates exchange rate exposure arising from foreign currency transactions. The Company follows the established risk management policies. It uses derivative instruments like forward covers/swap to hedge exposure to foreign currency risk.

When a derivative is entered into for the purpose of hedge, the Company negotiates the terms of those derivatives to match the terms of the foreign currency exposure.

(ii) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in prevailing market interest rates. The Company's exposure to the risk due to changes in interest rates relates primarily to the Company's borrowings with floating interest rates. Interest rate sensitivity has been calculated assuming the borrowings outstanding at the reporting date have been outstanding for the entire reporting period. The Company constantly monitors the credit markets and revisits its financing strategies to achieve an optimal maturity profile and financing cost.

(iii) Credit risk

Credit risk arises when a customer or counterparty does not meet its obligations under a customer contract or financial instrument, leading to a financial loss. The Company is exposed to credit risk from its operating activities primarily trade receivables and from its financing/investing activities, including deposits with banks and foreign exchange transactions.

The carrying amount of financial assets represents the maximum credit risk exposure.

a. Trade receivables

The Company has already evaluated the credit worthiness of its customers and did not find any credit risk related to trade receivables. As per simplified approach, the Company makes provision of expected credit losses on trade receivables using a provision matrix on the basis of its historical credit loss experience to mitigate the risk of default in payments and makes appropriate provision at each reporting date wherever outstanding is for longer period and involves higher risk. Total trade receivables as on 31 March 2024 is NIL.

CIN : L72200MH1982PLC175476

Notes forming part to the Financial Statement for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

(b). Cash and cash equivalents and bank deposits

Credit risk on cash and cash equivalents, deposits, is generally low as the Company has transacted with reputed banks.

(c) Liquidity risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at reasonable price. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of credit facilities to meet obligations when due. The management is responsible for managing liquidity, funding as well as settlement. Further the management monitors the Company's liquidity position through rolling forecasts on the basis of expected cash flows.

The table below provides details of financial liabilities further, based on contractual undiscounted payments.

Particulars	Upto 1 year	1 to 3 years	3 to 5 years	Above 5 years	Total
Borrowings*	-	-	-	-	-
Trade payables	3.19	0.86	-	-	4.05
Other financial liabilities	3.74	-	-	-	3.74
Total	6.93	0.86	-	-	7.79

*The maturity profile of borrowings is as per the actual cash flows.

(D) Capital management

The Company's objectives when managing capital are to safeguard the Company's ability to continue as a going concern in order to provide maximum returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.

For the purposes of the Company's capital management, capital includes issued capital, securities premium and all other equity reserves attributable to the equity holders.

The Company monitors capital using debt to equity ratio, which is net debt divided by total equity. The Company includes within net debt, interest bearing loan and borrowings, less cash and cash equivalents, excluding discontinued operations.

Gearing Ratio-There is no Debts in the company as on 31.03.2024 and 31.03.2023 .Thus ,Gearing Ratio is Nil as on 31.03.2024 and 31.03.2023.

Particulars	Numerator	Denominator	Unit	MARCH 31, 2024	MARCH 31, 2023	% Change	Reasons
Current Ratio	Current Assets	Current Liabilities	Times	90.21	28.90	212.18%	Ratio higher due to decrease in loans and advances compared to previous period
Debt-Equity Ratio	Total Debt	Shareholder's Equity	Times	NA	NA		NA Company not having any debt.
Debt Service Coverage Ratio	Profit After Tax+Depreciation+Finance Cost Unrealised Gain on Investment+Deferred Tax+ loss on sale of fixed assets	Total actual Interest + Principle Repayment of Long Term Borrowing + Principle Lease Payment	Times	NA	NA		NA Company not having any debt.
Return on Equity Ratio	Profit After Tax	Shareholder's Equity Average	Times	0.01	0.01	-12.95%
Inventory Turnover Ratio	Cost of Good Sold	Inventories Average	Times	0.01	0.01		NA cost of operations in PY was NIL
Trade Receivables Turnover Ratio	Revenue from Operations	Trade Receivables (Average)	Times	NA	NA		NA company not having any trade recivables.
Trade Payables Turnover Ratio	Direct expenses	Trade Payables (Average)	Times	NA	NA	NA	company not having direct expenses.
Net Capital Turnover Ratio	Revenue from Operations	Working Capital	Times	0.07	NA		NA Revenue from operations in PY was NIL
Net Profit Ratio	Profit After Tax	Revenue from Operations	%	0.18	NA		NA Revenue from operations in PY was NIL
Return on Capital employed	Earning Before Interest and Taxes	Tangible Net Worth + Total Debt + Deferred Tax Liability	%	0.01	0.01	30.04%	Loss in Current Year
Return on Investment	Interest Income	Investment	%	NA	NA	NA

Note 35: Key Ratios

CIN : L72200MH1982PLC175476

Notes forming part to the Financial Statement for the Year ended March 31, 2024

(All amounts are in Lakhs, unless otherwise stated)

Note: 36 Other statutory information

• a) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.
• b) As per the information and explanations to us The Company do not have any transactions with companies struck off.
• c) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial Period.
• d) The Company has not entered into any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the Period in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961)
• e) The Company has not been declared wilful defaulter by any bank or financial institution or other lender
• f) The Company does not have any Intangible Assets, thus, disclosures relating to revaluation of Intangible Assets is not applicable.
• g) The Company has not revalued its property, Plant and Equipment (including Right of use Assets), thus valuation by a registered valuer as defined under rule 2 of the Companies (Registered Valuers and Valuation) Rules, 2017 is not applicable.
• h) The Company has not advanced or loaned or invested funds to any other person or entity, including foreign entities (Intermediaries) with the understanding that the intermediary shall:

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (ultimate beneficiaries) or

(ii) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.

• i) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the company shall:
• (i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding Party (ultimate beneficiaries) or
• (ii) provide any guarantee, security or the like on behalf of the ultimate beneficiaries
• j) Company has complied with the number of layers prescribed under clause (87) of section 2.
• k) Registration of charges or satisfaction with Registrar of Companies: Where any charges or satisfaction yet to be registered with Registrar of Companies beyond the statutory period, details and reasons thereof shall be disclosed.

The accompanying notes are an integral part of these standalone financial statements

For Agarwal Jain & Gupta ACI INFOCOM LIMITED Chartered Accountants Firm Reg. No. : 013538C

Sarwan Kumar Prajapati Kushal Chand Jain Hemantkumar S.Jain Partner Managing Director Director M.No. 199969 DIN-03545081 DIN- 06778764 UDIN:24199969BKAKKT6408

Place : Mumbai CFO Company Secretary Date:28th May 2024

In terms of our report of even date For and on behalf of the Board of Directors

Dilip Kumar Dhariwal Sarika Mehta

FORM MGT-11

PROXYFORM

[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management

and Administration) Rules, 2014]

CIN		L72200MH1982PLC175476
Name of the company ACI INFOCOM LTD
Registered office		Shop 109,1st Floor, Dimple Arcade Premises CHS LtdAsha Nagar, Thakur
		Complex, Kandivali East Mumbai - 400101
Name of the member (s)
Registered address
E-mail Id
Folio No/ Client Id			DP ID
		I/We, being the member (s) of ……………………. shares of the above named company, hereby appoint
Name
Address
E-mail Id			Signature
OR FAILING HIM
Name
Address
E-mail Id			Signature
OR FAILING HIM
Name
Address
E-mail Id			Signature

As my/our proxy to attend and vote (on a poll) forme/us and on my/our behalf at the 42 nd Annual General Meeting of the Company, to be held on Friday 27 th September,2024 at 11.00 A.M. at Shop 109, 1st Floor, Dimple Arcade Premises CHS Ltd Asha Nagar, Thakur Complex, Kandivali East Mumbai – 400101 and at any adjournment there of in respect of such resolutions as a re indicated below:

Sr No.	Resolution	For	Against
	Ordinary Business
1.	To consider and adopt the Audited Financial Statements and Cash Flow Statement of the Company for the financial year ended March 31, 2024 and the Reports of the Board of Directors and the Auditors thereon.
2.	To appoint a Director in place of Mr.Kushal Chand Jain (DIN 03545081), who retires by rotation and is eligible for re-appointment.

Signed this_______________________day of_______ ,2024

Affix Revenue Stamp

Signature of Shareholder: Signature of Proxy holder(s):

Note: This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company, not less than 48 hours before the commencement of the Meeting

Form No. MGT-12 Polling Paper

[Pursuant to section 109(5) of the Companies Act, 2013 and rule 21(1)(c) of the Companies (Management and Administration) Rules, 2014]

CIN			L72200MH1982PLC175476
Name of the Company		ACI INFOCOM LTD
Registered Office		Shop 109,1st Floor, Dimple Arcade Premises CHS Ltd, Asha Nagar, Thakur Complex, Kandivali East Mumbai – 400101
			BALLOT PAPER
Sr.	Particulars		Details
No.
1.	Name of the First Name Shareholder
	/proxy/Authorised Representative
2.	Postal Address
3. Registered folio No. /Client Id NO.
4.	Class of Share

Class of the Meeting	ndAnnual General Meeting 42
Time of the Meeting	11.00 A.M.
Day & Date of the Meeting	Friday, 27th September 2024
Venue of the Meeting	Shop 109,1st Floor, Dimple Arcade Premises CHS Ltd, Asha Nagar, Thakur Complex, Kandivali East Mumbai - 400101

I hereby exercise my vote in respect of Ordinary/ Special resolution enumerated below by recording my assent or dissent to the said resolution in the following manner:

Sr.	Item No.	Number of	Assent	Dissent
No.		Shares
1	To consider and adopt the Audited Financial Statements and Cash Flow Statement of the Company for the financial year ended March 31, 2024 and the Reports of the Board of Directors and the Auditors thereon.
2	To appoint a Director in place of Mr.Kushal Chand Jain (DIN 03545081), who retires by rotation and is eligible for re appointment.

__________________________________________________ (Signature of the shareholder/proxy/Authorised Representative)

ATTENDANCESLIP

(To be handed over at the entrance of the Meeting Hall)

(42 nd Annual General Meeting- 27 th September,2024)

I hereby record my presence at the 42 nd ANNUAL GENERAL MEETING of the company held at Shop 109,1st Floor, Dimple Arcade Premises CHS Ltd Asha Nagar, Thakur Complex, Kandivali East Mumbai – 400101 on Friday, 27th September, 2024 at 11.00 A.M.

Full name of Member (IN BLOCK LETTERS): ____________________________

Reg. Folio No./ Demat ID: _________________________

No. of shares held: ________________________

Full name of Proxy (IN BLOCK LETTERS): ______________________

Member's/Proxy Signature

_______________

Book-Post

If Undelivered, Please Return To:

ACIINFOCOMLIMITED Regd.Office: 109,Dimple Arcade, 1stFloor Asha Nagar, Thakur Complex, Kandivali (East)Mumbai– 400101,Maharashtra