Your Directors hereby take the pleasure of presenting the 16^thAnnual Report of your Company together with the Audited Financial Statement of the Company for the year ended March 31, 2025.

1. FINANCE:

> FINANCIAL STATEMENTS AND RESULTS:

The Company's performance during the year ended March 31,2025, as compared to the previous financial year, is summarized below:

REVIEW OF PERFORMANCE:

During the year under review, the Company has reported to a profit of ' 683.84 (In Lakhs) as compared to a profit of ' 473.46 (In Lakhs) in Standalone Basis; and the Company has reported to a profit of ' 900.19 (In Lakhs) as compared to a profit of ' 565.57 (In Lakhs) on Consolidated Basis.

The Company continues to be engaged in the activities pertaining to Deputation of Manpower, Operations & Maintenance and Projects Consultancy.

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

SHARE CAPITAL:

The Authorized Share Capital of the Company was increased from ^ 10,00,00,000 (Rupees Ten Crores only) to ^ 14,00,00,000 (Rupees Fourteen Crores only) pursuant to the approval of the shareholders at the ExtraOrdinary General Meeting held on May 18, 2024."

Further, pursuant to the approval of the shareholders at the Extra-Ordinary General Meeting held on May 18, 2024, the Company has allotted 6,65,000 Equity Shares and 13,35,000 Equity Warrants.

The Board of Directors, by way of a circular resolution dated June 4, 2024, allotted 6,65,000 Equity Shares and 13,35,000 Equity Warrants, convertible into Equity Shares.

As on March 31, 2025 the subscribed and fully paid-up capital of the Company is 10,35,22,000 (Rupees Ten Crores Thirty-Five Lakhs Twenty-Two Thousand only) consisting of 1,03,52,200 (One Crore Three Lakhs Fifty-Two Thousand Two Hundred only) equity shares of Rs. 10 each (Rupees 10 each).

DEPOSITS:

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

PARTICULARS OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES:

All transactions / contracts / arrangements entered by the Company with related party (ies) as defined under the provisions of Section 2(76) of the Companies Act, 2013, during the financial year under review were in ordinary course of business and on an arm's length basis. Further, none of these contracts / arrangements / transactions with related parties could be considered material in nature as per the thresholds given in Rule 15(3) of the Companies (Meetings of Board and its Powers) Rules, 2014 and hence, no disclosure is required to be given in this regard.

Further, Related Party Transactions are placed on a quarterly basis before the Audit Committee and the Board for their approval. Prior omnibus approval of the Audit Committee is obtained for the transactions which are of a foreseeable and repetitive nature.

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

TRANSFER TO RESERVES:

The Company has not transferred any amount to the Reserves for the year ended March 31, 2025. PARTICULARS OF INVESTMENTS, LOANS, GUARANTEES AND SECURITIES:

Details of the loans, guarantees and investments covered under Section 186 of the Act, form part of the notes to the standalone Financial Statements of the Company.

2. DIVIDEND:

With a view to conserve reserves, the Board has decided not to declare any Dividend for the current Financial Year ended as on March 31, 2025.

3. UNPAID DIVIDEND & IEPF:

The Company was not required to transfer any amount to the Investor Education & Protection Fund (IEPF) during the year under review.

The details with respect to unclaimed dividend(s) which remains liable to be transferred to Investor Education & Protection Fund (IEPF) are tabled below:

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

The particulars as required under the provisions in respect to the details of Subsidiary, Associate and Joint Venture Company are furnished in "Annexure - II" which forms part of this Report.

5. EXTRACT OF ANNUAL RETURN:

As per the amendment in Rule 12 of Companies (Management and Administration) Rules, 2014, a Company shall not be required to attach the extract of annual return with the Board's Report in Form No. MGT-9, in case the web link of such annual return has been disclosed in the Board's report in accordance with sub section (3) of section 92 of the Companies Act, 2013.

The Annual return is placed on the weblink of the Company viz., https://aniintegratedservices.com/investors-financial-informati'on.php.

6. DISCLOSURES UNDER SECTION 134(3)(l) OF THE COMPANIES ACT, 2013:

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

7. DISCLOSURE OF INTERNAL FINANCIAL CONTROLS:

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

The internal audit was carried out by an independent firm, M/s. Shah Valera & Associates LLP, Internal Auditor of the Company for the Financial year 2024-25 under review. The periodical audit reports, including significant audit observations and corrective actions there-on, are presented to the Chairperson of the Audit Committee.

8. MATTERS RELATING TO THE BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL OF THE COMPANY:

> APPOINTMENT:

Mr. Shrikant Venkatrao Jainapur (DIN: 05147303) was appointed as Non - Executive Independent Director of the Company for a period of five years with effect from April 17, 2024.

The said Director is not disqualified from being re-appointed as a Director of a Company as per the disclosure received from him pursuant to Section 164(2) of the Companies Act, 2013.

> RESIGNATION:

Mr. Anil Lingayat (DIN: 07974940) resigned from the post of Non - Executive Independent Director of the Company with effect from close of working hours of August 13, 2024, due to preoccupations and other personal reasons.

> CHANGE IN DESIGNATION:

Mr. Kedar Navin Korpe (DIN: 03017048) designation was changed from Whole-time Director to Managing Director of the Company effect from November 29, 2024.

> CHANGE(S) IN KEY MANAGERIAL PERSONNEL:

During the year under review, there were no changes in the composition of the Key Managerial Personnel of the Company.

> RETIREMENT BY ROTATION:

Mrs. Anita Navin Korpe (Non- Executive Director) who was liable to retire by rotation was reappointed as a Director at the Annual General Meeting of the Company held on September 11, 2024.

Pursuant to the provisions of Section 152 of the Companies Act, 2013, Mr. Kedar Navin Korpe (Executive Director) is liable to retire by rotation at the ensuing Annual General Meeting of the Company and, being eligible, offers himself for re-appointment.

The said Director is not disqualified from being re-appointed as a Director of a Company as per the disclosure received from him pursuant to Section 164(2) of the Companies Act, 2013.

> DECLARATION BY INDEPENDENT DIRECTORS:

The Company has complied with the definition of 'Independence' as prescribed under Section 149(6) of the Companies Act, 2013, read with Schedule IV (Code of Independent Directors) and in accordance with Regulation 16(1)(b) and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.

All Independent Directors have submitted declarations confirming that they meet the criteria of independence and have disclosed their Directorships and Committee memberships as required under applicable laws.

Further, the Independent Directors have affirmed that they are not aware of any circumstances or relationships that could compromise their ability to discharge their duties independently and objectively.

9. MATTERS RELATING TO MEETING OF BOARD OF DIRECTORS AND COMMITTEES OF BOARD:

> NUMBER OF BOARD MEETINGS:

The Board of Directors met 7 (seven) times during the Financial year ended March 31, 2025, in accordance with the provisions of the Companies Act, 2013 and rules made thereunder.

The Company has complied with the applicable Secretarial Standards in respect of all the Board Meetings.

Also, the intervening gap between any two Meetings was within the period prescribed by the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

> AUDIT COMMITTEE:

• PREAMBLE:

The Audit Committee was constituted pursuant to the provisions of Section 177 of the Companies Act, 2013 ("the Act"). The Composition of the Audit Committee is in conformity with the provisions of the said section.

• TERMS OF REFERENCE OF AUDIT COMMITTEE:

The scope and terms of reference of the Audit Committee have been framed in accordance with the Act.

• COMPOSITION OF AUDIT COMMITTEE:

Audit Committee consists of following members:

Mr. Anil Lingayat (DIN: 07974940), who was a member of the Nomination & Remuneration Committee resigned from the post of Non - Executive Independent Director with effect from close of working hours of August 13, 2024.

> NOMINATION AND REMUNERATION POLICY:

• PREAMBLE:

The Nomination and Remuneration Committee of Directors as constituted by the Board of Directors of the Company in accordance with the requirements of Section 178 of the Act.

• TERMS OF REFERENCE OF NOMINATION & REMUNERATION COMMITTEE:

The scope and terms of reference of the Nomination & Remuneration Committee have been framed in accordance with the Act.

Mr. Anil Lingayat (DIN : 07974940), who was a member of the Nomination & Remuneration Committee resigned from the post of Non - Executive Independent Director with effect from close of working hours of August 13, 2024.

> NOMINATION AND REMUNERATION POLICY:

The Board has in accordance with the provisions of sub-section (3) of Section 178 of the Companies Act, 2013, formulated the policy settng out the criteria for determining qualifications, positive attributes, independence of a Director and policy relating to remuneration for Directors, Key Managerial Personnel, and other employees.

The Remuneration Policy is available on Company's website and can be accessed via the link provided herein below:https://aniintegratedservices.com/investors-policies.php

> STAKEHOLDERS RELATIONSHIP COMMITTEE:

• PREAMBLE:

Pursuant to Section 178 (5) of the Companies Act, 2013, the Board of Directors of the Company has constituted the Stakeholder's Relationship Committee.

• TERMS OF REFERENCE OF STAKEHOLDER'S RELATIONSHIP COMMITTEE:

The scope and terms of reference of the Stakeholder's Relationship Committee have been framed in accordance with the Act.

• COMPOSITION OF STAKEHOLDER'S RELATIONSHIP COMMITTEE:

Stakeholders Relationship Committee consists of following members:

Mr. Anil Lingayat (DIN: 07974940), who was a member of the Stakeholders Relationship Committee resigned from the post of Non - Executive Independent Director with effect from close of working hours of August 13, 2024.

Mr. Shrikant Venkatrao Jainapur, (DIN: 05147303) was appointed as Non - Executive Independent Director of the Company for a period of five years with effect from April 17, 2024. He was inducted as a member of the Stakeholders Relationship Committee.

> CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

• PREAMBLE:

As per the provisions of Section 135 of the Act read with Companies (Corporate Social Responsibility Policy) Rules, 2014, the Board of Directors has constituted a Corporate Social Responsibility (CSR) Committee.

• TERMS OF REFERENCE OF CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

The scope and terms of reference of the Corporate Social Responsibility Committee have been framed in accordance with the Act.

• COMPOSITION OF CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

Corporate Social Responsibility Committee consists of following members:

Mr. Anil Lingayat (DIN : 07974940), who was a member of the Corporate Social Responsibility Committee resigned from the post of Non - Executive Independent Director with effect from close of working hours of August 13, 2024.

A Meeting of the Corporate Social Responsibility (CSR) Committee was held on March 24, 2025, wherein the Committee reviewed and discussed the Company's CSR initiatives for the Financial year ended March 31, 2025. During the Meeting, it was noted that the Company had identified a suitable avenue for undertaking CSR activities in alignment with the areas specified under Schedule VII of the Companies Act, 2013. Accordingly, the Company contributed a sum of ^10,00,000/- (Rupees Ten Lakhs Only) as a donation to Maatr Care Foundation, a charitable organization duly registered under Section 12AA and Section 80G of the Income Tax Act, 1961, eligible to receive CSR contributions

10. VIGIL MECHANISM / WHISTLE BLOWER:

Pursuant to the provisions of Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, the Board of Directors have adopted a "Whistle Blower Policy" to provide a framework for Directors and employees to report genuine concerns.

The Policy is designed to ensure adequate safeguards against victimization of individuals who raise concerns regarding potential violations of legal or regulatory requirements, misrepresentation of Financial Statements or other unethical conduct. Employees have the option to report their concerns directly to the Chairperson of the Board. The Company remains committed to maintaining the highest standards of ethical, moral and legal business conduct.

The Whistle Blower Policy is available on Company's website and can be accessed via the link provided herein below: https://aniintegratedservices.com/investors-policies.php

11. RISK MANAGEMENT POLICY:

The Board of Directors has formulated a Risk Management Policy and accompanying guidelines to identify, assess and mitigate risks that could adversely impact the Company's business operations. The Policy provides a structured and proactive approach to manage uncertainties and incorporate risk considerations into decision making processes across all business divisions and corporate functions. Key business risks and their mitigation strategies are integrated into the Company's annual and strategic business planning, as well as periodic management reviews.

12. CORPORATE GOVERNANCE REPORT:

The corporate governance provisions specified under Regulations 17, 17A, 18, 19, 20, 21, 22, 24, 24A, 25, 26, 26A, 27 and clauses (b) to (i) and (t) of sub-regulation (2) of regulation 46 and para C , D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), are not applicable to the Company. Notwithstanding this, the Company remains committed to upholding the highest standards of corporate governance and continually endeavors to adopt and implement best governance practices in its operations and overall administration.

13. ANNUAL EVALUATION OF DIRECTORS, COMMITTEE AND BOARD:

In accordance with the provisions of the Companies Act, 2013, the Board has conducted the annual performance evaluation of the Board as a whole, its Committees-namely, the Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, and Corporate Social Responsibility Committee as well as individual Directors, including the Chairperson of the Board.

The evaluation was carried out through a structured feedback mechanism, which involved a survey completed by each Director. The survey assessed various aspects of Board functioning, such as the composition and effectiveness of the Board and its Committees, domain expertise, competencies and governance practices. A separate evaluation exercise was undertaken to assess the performance of individual Directors, including the Chairperson, based on parameters such as attendance, active participation and contribution at Board and Committee Meetings.

A separate Meeting of the Independent Directors was held, where the performance of Non - Independent Directors, the Board as a whole, and the Chairperson was evaluated, taking into consideration the input of the Executive Director. The outcomes of these evaluations were subsequently discussed at the Board Meeting, including the performance of the Board, its Committees, and individual Directors. The performance evaluation of Independent Directors was conducted by the entire Board, excluding the Director being evaluated.

14. AUDITORS:

> APPOINTMENT:

At the Annual General Meeting held on September 26, 2022, the members approved the re-appointment of M/s. Shah & Modi, Chartered Accountants (Firm Registration No. 112426W), as the Statutory Auditors of the Company, to hold office from the conclusion of the 13^thAnnual General Meeting until the conclusion of the 18^thAnnual General Meeting, on such remuneration as may be determined by the Board of Directors, in addition to reimbursement of out-of-pocket expenses incurred for the purpose of audit.

The Company has received a certificate from the Statutory Auditors confirming that their re-appointment is in accordance with the limits prescribed under the Companies Act, 2013.

> AUDITORS REPORT:

The observations, qualifications or disclaimers, if any, made by M/s. Shah & Modi, Chartered Accountants, in their report for the financial year ended March 31, 2025, read together with the explanatory notes forming part of the Financial Statements are self-explanatory and do not require any further comments or explanations from the Board under Section 134(3) of the Companies Act, 2013.

> REPORTING OF FRAUDS BY STATUTORY AUDITORS UNDER SECTION 143 (12):

During the year under review, there were no instances of fraud reported by the Statutory Auditors of the Company under Section 143(12) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014.

> MAINTENANCE OF COST RECORDS:

Pursuant to the provisions of Section 148 of the Companies Act, 2013, read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company is not required to maintain cost records as specified under the said Rules.

Provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, mandates to obtain Secretarial Audit Report from Practicing Company Secretary M/s. Prajot Vaidya & Associates, Practicing Company Secretaries had been appointed to issue Secretarial Audit Report for the Financial Year 2024-25.

Secretarial Audit Report issued by M/s. Prajot Vaidya & Associates, Practicing Company Secretaries in Form MR-3 for the Financial Year 2024-25 forms part to this report as an "Annexure - III"., observations if any:

Further, in view of the recent amendment to the Listing Regulations, it is proposed to appoint CS Prajot Vaidya & Co., Practicing Company Secretaries as the Secretarial Auditors of the Company for the term of five (5) consecutive years commencing from the financial year 2025-26 till the conclusion of the 21^st Annual General Meeting to be held for the financial year 2029-30. The proposal for the said appointment is being placed for the approval of the Members at the ensuing Annual General Meeting.

15. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Pursuant to Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis report is annexed hereto and marked as "Annexure - IV".

16. OTHER DISCLOSURES:

> DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL:

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

> DIRECTORS' RESPONSIBILITY STATEMENT:

In terms of Section 134(5) of the Companies Act, 2013, in relation to the Audited Financial Statements of the Company for the year ended March31, 2025 the Board of Directors hereby confirms that:

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

b) such accounting policies have been selected and applied consistently and the Directors made judgement 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 March 31, 2025 and of the profit and loss of the Company for that year;

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

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

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

f) that the Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively.

> DISCLOSURE UNDER SECTION 43(a)(ii) OF THE COMPANIES ACT, 2013:

The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

> DISCLOSURE UNDER SECTION 54(1)(d) OF THE COMPANIES ACT, 2013:

The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

> DISCLOSURE UNDER SECTION 62(1)(b) OF THE COMPANIES ACT, 2013:

The Company has not issued any equity shares under Employees Stock Option Scheme during the year under review and hence no information as per provisions of Section 62(1)(b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

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

During the year under review, there were no instances where the Company failed to exercise voting rights in respect of shares acquired directly by employees under a scheme pursuant to Section 67(3) of the Companies Act, 2013, read with Rule 16(4) of the Companies (Share Capital and Debentures) Rules, 2014.

> DISCLOSURE OF PROCEEDINGS PENDING, OR APPLICATION MADE UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016:

During year under review, no application was filed under the Insolvency and Bankruptcy Code, 2016 (IBC) by any financial creditor, operational creditor or by the Company itself before the National Company Law Tribunal (NCLT) for initiation of the Corporate Insolvency Resolution Process.

> DISCLOSURE OF REASON FOR DIFFERENCE BETWEEN VALUATION DONE AT THE TIME OF TAKING LOAN FROM BANK AND AT THE TIME OF ONE SETTLEMENT WITH BANK:

During the year under review, the Company did not enter into any one-time settlement arrangement with any Bank or Financial Institution.

> COMPLIANCE WITH THE PROVISIONS OF SECRETARIAL STANDARDS:

The Companyhas complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) in respect of Meetings of the Board of Directors and General Meetings.

> POLICY ON SEXUAL HARASSMENT AT WORKPLACE:

During the Financial Year 2024-25, the Board adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace, in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules framed thereunder. In compliance with the said Act, the Company has duly constituted an Internal Complaints Committee (ICC) to address any complaints related to sexual harassment.

The Committee confirmed that the Company has maintained a zero-tolerance stance towards sexual harassment and no complaints were received during the Financial Year 2024-25.

The Company has complied with all applicable provisions relating to the constitution and functioning of the Internal Complaints Committee under the said Act.

> DISCLOSURE UNDER RULE 8 OF COMPANIES (ACCOUNTS) RULES, 2014:

During the year under review, the Company was in compliance with respect to the provisions relating to the Maternity Benefits Act, 1961.

> MAINTENANCE OF STATUTORY BOOKS AND REGISTERS:

Pursuant to the special resolution passed by the Members at the 9th Annual General Meeting held on August 2, 2018, the Company has resolved to maintain the Register of Members and Index of Members at the premises of M/s. Bigshare Services Private Limited, located at 1st Floor, Bharat Tin Work Building, Opposite Vasant Oasis, Makwana Road, Marol, Andheri (E), Mumbai - 400059.

> LOANS FROM DIRECTORS OR DIRECTOR'S RELATIVES:

During the financial year under review, the Company did not borrow any funds from its Directors or their relatives.

17. DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013 AND OTHER DISCLOSURES AS PER RULE 5 OF COMPANIES (APPOINTMENT & REMUNERATION) RULES, 2014:

The disclosures as per Rule 5 of Companies (Appointment & Remuneration) Rules, 2014 have been marked as "Annexure- VII"

18. APPRECIATION:

The Board of Directors expresses its sincere gratitude to the Company's customers, shareholders, suppliers, bankers, business partners and associates, financial institutions and the Central and State Government authorities for their continued support and encouragement."