AGI Infra Ltd Directors Report

Dear Members,

Your Directors have pleasure in presenting their 2 1 s t Annual Report on the business and operations of the Company and the accounts for the Financial Year ended March 31, 2026.

1. FINANCIAL SUMMARY OR HIGHLIGHTS/PERFORMANCE OF THE COMPANY (STANDALONE AND CONSOLIDATED)

The Boards Report shall be prepared based on the standalone financial statements of the company. (Rs. in lakhs)

	Standalone		Consolidated
Particulars	2025-26	2024-25	2025-26	2024-25
Gross Income	36221.94	33744.85	36223.98	33744.86
Profit Before Interest and Depreciation	13268.93	10511.55	13269.49	10511.03
Finance Charges	1491.36	1266.03	1491.36	1266.03
Depreciation	2181.22	1830.20	2181.22	1830.20
Net Profit Before Tax	9596.35	7415.32	9596.91	7414.80
Provision for Tax	110.88	748.38	110.88	748.38
Net Profit After Tax	9485.47	6666.94	9486.03	6666.42

2. BUSINESS PERFORMANCE

a) Revenue from operation Standalone:

Your Company has total income during the period under review was Rs. 36221.94 Lakhs as compared to Rs. 33744.85 Lakhs in the previous year, registering an increase of 7.34 % over the previous year.

Consolidated:

Your Company has total income during the period under review was Rs. 36223.98 Lakhs as compared to Rs. 33744.86 Lakhs in the previous year, registering an increase of 7.34% over the previous year.

b) Profits: Standalone:

The Profit before tax for the year 2025-26 was Rs. 9596.35 Lakhs as against Rs. 7415.32 Lakhs in the previous year. Profit after tax in the current year stood Rs. 9485.47 Lakhs as against Rs. 6666.94 Lakhs in the previous year. Consolidated: The Profit before tax for the year 2025-26 was Rs. 9596.91 Lakhs as against Rs. 7414.80 Lakhs in the previous year. Profit after tax for the year 2025-26 was Rs.9486.03 Lakhs as against Rs. 6666.42 Lakhs in the previous year.

3. DIVIDEND

The Directors are pleased to recommend a dividend of 20% i.e. 0.20 per equity share of 1 /- each during the financial year ended 31st March, 2026.The outflow on account of the dividend will be 2.50 Crores. The payment of final dividend is subject to the approval of the shareholders at the ensuing Annual General Meeting.

The dividend recommended is in accordance with the Companys Dividend Distribution Policy. The Policy, in terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations) is available on the Companys website on www.agiinfra.com (https://www.agiinfra.com/investor-details.phpRsslug=CodeAndPolicies)

4. RESERVES

The Company proposes to transfer an amount of Rs.16972.63 Lakhs to general reserves.

5. SHARE CAPITAL

The authorized Share Capital of the Company is Rs. 20, 00, 00,000/- (Rupees Twenty Crore) divided into 20,00,00,000 (Twenty Crore) Equity shares of Re. 1/- (Rupee One Only) each and paid up share capital of the Company is Rs.12, 49, 97, 388/-(Rupees Twelve Crore Forty-Nine Lakh Ninety-Seven Thousand Three Hundred Eighty-Eight Only) divided into 12, 49, 97, 388/-(Rupees Twelve Crore Forty Nine Lakh Ninety Seven Thousand Three Hundred Eighty Eight) Equity shares of Re. 1/- per Share.

The Company has sub-divided / split the equity share of the company of face value of Rs.5/- each into 5 shares of face value of Re.1/- each during the year by increasing the number of equity shares from 24433440 to 122167200 with the paid up share capital of the Company remaining same at Rs. 12,21,67,200 as on October 10, 2025.During the quarter ended March 31, 2026, pursuant to Qualified Institutional Placement (QIP) the Company has issued and allotted 28,30,188 equity shares of face value of Re.1/- to eligible Qualified Institutional Buyers (QIBs) at the issue price of Rs.265/- (including a premium of Rs.264/- per equity share) aggregating to Rs.7500 Lakhs. The issue was made in accordance with the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 due which the paid up capital has been increased from Rs. 12,21,67,200/- to Rs. 12, 49, 97, 388/-

During the year under review, the Company has neither issued bonus shares nor issued shares with differential voting rights nor granted stock options nor sweat equity and nor opted buy back of its own securities.

6. UTILISATION OF ISSUE PROCEEDS

During the quarter ended March 31, 2026, pursuant to Qualified Institutional Placement (QIP) the Company has issued and allotted 28,30,188 equity shares of face value of Re.1/- to eligible Qualified Institutional Buyers (QIBs) at the issue price of Rs.265/- (including a premium of Rs.264/- per equity share) aggregating to Rs.7500 Lakhs. The total amount was utilized by the quarter ended 31.03.2026 is as given below: (Amount in Lakhs)

Objects of the issue as per Placement document	Amount to be Utilized as per Placement document	Amount Utilisation upto March 31,2026	unutilisation Amount upto March 31,2026
Investment in Construction of ongoing projects	5600	4850	750
General corporate purposes	1825	850	975
Issue Related Expense	75	75	0

7. Board of Directors

During the period under review, the Board has appointed Mrs. Nandini Kwatra as an Additional Director w.e.f 30.03.2026 who was regularized through Postal Ballot process ended on June 26, 2026 and there were no other changes to the Board of Directors of your Company. Pursuant to the provisions of section 149 and 184 of the Companies Act, 2013 and under Regulation 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Independent Directors of the Company have submitted a declaration that each of them meets the criteria of Independence as prescribed in section 149(6) of the Companies Act, 2013 and SEBI Regulations and there has been no change in the circumstances which may have affect their status as Independent Director during the year .

In accordance with the provisions of section 152 of the Companies Act, 2013, Mr. Sukhdev Singh Khinda, Managing Director and Mr. Anuj Rai Bansal, Non- Executive Director are liable to retire by rotation at the ensuring Annual General Meeting and being eligible, offer herself for re-appointment. The brief detail required to be disclosed in accordance with Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards is included in the notice of the ensuing Annual General Meeting forming part of this Annual Report.

In terms of requirements of the Listing Regulations, the Board has identified core skills, expertise, and competencies of the Directors in the context of the Companys businesses for effective functioning which are detailed in the Corporate Governance Report.

Key Managerial Personnel

The following are the Key Managerial Personnel of the Company:

4. Mr. Balvinder Singh Sandha	Chief Financial Officer
5. Ms. Aarti Mahajan	Company Secretary and Compliance Officer

8. BOARD MEETINGS

The Board of Directors of the Company met 14 (Fourteen) times during the financial year 2025-26 i.e. May 29,2025, June 10, 2025, August 04, 2025, August 14, 2025, August 28, 2025, September 17, 2025, October 23, 2025, November 14, 2025, January 03, 2026, February 09, 2026, March 02, 2026, March 09, 2026, March 10, 2026 and March 30, 2026. The Details of above mentioned Board Meetings are also provided in Corporate Governance Report annexed herewith. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

9. COMMITTEES OF THE BOARD

The Board of Directors have following committees:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholder Relationship Committee

4. Corporate Social Responsibility Committee

5. Risk Management Committee

The details of the Committees along with their composition, number of meetings and attendance at the meetings are provided in the Corporate Governance Report forming part of this Annual Report FY 2024-25.

10. AUDIT COMMITTEE

The Company has constituted an Audit Committee in terms of the requirements of the Act and Regulation 18 of the Listing Regulations. The Audit Committee comprises of four Directors viz. Mr. Mohit Saluja as the Chairman of the Committee, and Mr. Amrik Singh Chawla, Mr. Sukhdev Singh Khinda and Mrs. Nandini Kwatra as the members of the Committee .

11. BOARD EVALUATION

Pursuant to the applicable provisions of the Act and the Listing Regulations, The Board has carried out an Annual Evaluation of its own performance, performance of the Directors and the working of its Committees on the evaluation criteria defined by Nomination and Remuneration Committee (NRC) of performance process evaluation process of the Board, its Committees and Directors.

The Board functioning was evaluated on various aspects including inter-alia the structure of the Board, meeting of the Board, functions of the Board, degree of fulfilment of key responsibilities, establishment and delineation of responsibilities of various Committees, effectiveness of Board process, information and functioning.

The Committees of the Board were assessed on the degree of fulfilment of key responsibilities, adequacy of Committee composition and effectiveness of Meetings. The Directors were evaluated on aspects such as attendance, contribution at Board/Committee Meetings and guidance/ support to the Management outside Board/ Committee Meetings.

The performance assessment of Non-Independent Directors, Board as a whole and the Chairman were evaluated in a separate meeting of Independent Directors. The same was also discussed in the meetings of NRC and the Board. Performance evaluation of Independent Directors was done by the entire Board, excluding the Independent Director being evaluated.

12. DECLARATION BY AN INDEPENDENT DIRECTOR(S) AND RE- APPOINTMENT, IF ANY

All independent directors give their declaration that they meet the criteria of independence as provided in subsection ( 6 ) of Section 149 of the Companies Act, 2013 and Regulation 16(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

13. CONSOLIDATED ACCOUNTS

Pursuant to the provisions of Section 129 of the Companies Act, 2013 and the Companies (Accounts) Rules, 2014, the consolidated financial statements of the Company and its subsidiaries have been prepared in the same form and manner as mandated by Schedule III of the Companies Act, 2013 and shall be laid before the forthcoming

Annual General Meeting (AGM) of the Company.

The consolidated financial statements of the Company have also been prepared in accordance with relevant accounting standards issued by the Ministry of Corporate Affairs forming part of this Annual Report. In accordance with Section 136 of the Companies Act, 2013, the audited financial statements, including the consolidated financial statements and related information of the Company and audited accounts of each of its subsidiaries are available on the Companys website at www.agiinfra.com.

14. AUDITORS AND AUDITORS REPORT

In terms of the provisions of section 139 of the Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014, M/s. R.S Kalra and Associates, Chartered Accountants (Firm Registration No. 007744N), have been appointed as Statutory Auditors of the Company to hold office from the conclusion of 17th Annual General Meeting till the conclusion of 22nd Annual General Meeting.

In accordance with the amendment to the provisions of Section 139 by the Companies Amendment Act 2017, notified on May 7, 2018, by the Ministry of Corporate Affairs, the appointment of Statutory Auditors is not required to be ratified by the Members at every Annual General Meeting. Hence the resolution seeking ratification of the Members for continuance of their appointment at this AGM is not being sought.

The Auditors report for the financial year ended 31.03.2026 issued by M/s. R.S Kalra and Associates, Chartered Accountants does not have any qualification, reservation, adverse remark or disclaimer by the statutory auditors. Notes to Accounts and Auditors remarks in their report are self-explanatory and do not call for any further comments.

15. SECRETARIAL AUDITOR

In consonance with the provisions of section 204 of the Companies Act, 2013 read with Rule 9 of Companies, (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Regulation 24A of SEBI (LODR) Regulations, 2015 and other applicable provisions, M/s M.L Arora & Associates, Practicing Company Secretaries, Ludhiana (M.No.F1226 and CP.No. 2646) Practicing Company Secretaries have been re-appointed as Secretarial Auditors of the Company in the last AGM, for a further period of 5 years i.e. from the Financial Year 2025-26 to Financial Year 2029-30.

The Secretarial Audit Report for the financial year ended 31st March, 2026 in relation to compliance of Section 204 of the Companies Act, 2013 and all applicable SEBI Regulations / circulars / guidelines issued thereunder, pursuant to requirement of Regulation 24A of Listing Regulations is set out in Annexure D to this report.

16. COST AUDITOR

Pursuant to the provisions of Section 148 of the Companies Act, 2013, read with notifications/ circulars issued by the Ministry of Corporate Affairs from time to time and as per the recommendation of the Audit Committee, the Board of Directors at their meeting held on May 20, 2026 appointed M/s Khushwinder Kumar & Co, Cost Accountants (Registration No.100123), as the Cost Auditors of the Company for Financial Year 2026-27. The Cost Audit Report for the financial year ended 31st March, 2026 due to be filed with the Ministry of Corporate Affairs on or before the September 2026 and the cost audit report for the Financial Year ended 31 st March, 2025 was filed with MCA.

17. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

As per the provision of Section 138 of the Companies Act, 2013 and the rules made their under, the Board appointed M/s. Ashwani Kant & Associates Chartered Accountant, Jalandhar as Internal Auditor of the Company, to check the internal controls and functioning of the activities and recommend ways of improvement. Internal Audit is carried out on quarterly basis; the report is placed in the Audit Committee Meeting and Board meeting for consideration and directions. The internal financial controls with reference to financial statements as designed and implemented by the Company. During the year under review, no material or serious observation is received from the Internal Auditor of the Company for inefficiency and in adequacy of such controls.

18. VIGIL MECHANISM

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for directors and employees to report genuine concerns of fraud & misconduct in the company has been established. The Vigil

Mechanism Policy has been uploaded on the website of the Company at www.agiinfra.com under Investors relations/Vigil Mechanism Policy link. Further, the Company has not received any protected disclosure as per the vigil policy framed by the board.

19. EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013 read with the rules made thereunder, the Annual Return of the Company has been disclosed on the website of the Company and web link thereto is https://www.agiinfra.com

20. REPORTING OF FRAUD

There is no instance of fraud during the year under review, which is required the Statutory Auditor to report to the Audit Committee and/or Board of Directors under section 143(12) of the Companies Act, 2013 and the rules framed thereunder.

21. 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 has been no material change and commitment, affecting the financial performance of the Company which occurred between the end of the financial year of the Company to which the financial statements relate and the date of this Report. The Company has sub-divided / split the equity share of the company of face value of Rs.5/- each into 5 shares of face value of Re.1/- each during the year by increasing the number of equity shares from 24433440 to 122167200 with the paid up share capital of the Company remaining same at Rs. 12,21,67,200 as on October 10, 2025

During the quarter ended March 31, 2026, pursuant to Qualified Institutional Placement (QIP) the Company has issued and allotted 28,30,188 equity shares of face value of Re.1/- to eligible Qualified Institutional Buyers (QIBs) at the issue price of Rs.265/- (including a premium of Rs.264/- per equity share) aggregating to Rs.7500 Lakhs. The issue was made in accordance with the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 due which the paid up capital has been increased from Rs. 12,21,67,200/- to Rs. 12, 49, 97, 388/-

22. ACCEPTANCE OF DEPOSITS

All the deposits have been accepted as per the provisions of the Companies Act. The Company had no unclaimed / unpaid deposits on 31.03.2026.

23. PARTICULARS OF LOAN, GUARANTEE OR INVESTMENTS

Details of Loan, Guarantees and investments covered under the provisions of section 186 of the Companies Act, 2013 are given in the notes to Financial Statements forming part of the Annual Report.

24. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All related party transactions that were entered into during the financial year 2025-26 were on an arms length basis and in the ordinary course of business and were in compliance with the applicable provisions of the Companies Act, 2013 and the Listing Regulations. None of the transactions with related parties fall under the scope of Section 188(1) of the Act. There is no material related party transactions made by the Company during the year under review.

All such transactions are placed before the Audit Committee for review/approval. The Audit Committee grants omnibus approval for the transactions that are in the ordinary course of the business and repetitive in nature. All related party transactions are placed before the Audit Committee on a quarterly basis. As good governance practice, the same are also placed before the Board for seeking their approval and approved by the Board.

The policy on related party transactions, as formulated by the Board is available on the Companys website at https://www.agiinfra.com . The AOC-2 is attached as Annexure B to the Directors Report.

25. LISTING WITH STOCK EXCHANGES:

The Equity shares of the Company are already listed on the BSE Ltd & on National Stock Exchange of India Limited (NSE).

26. CORPORATE GOVERNANCE

The Company is committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements set out by SEBI. The report on Corporate Governance as stipulated under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of the Annual Report.

27. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

The Business Responsibility and Sustainability Reporting as required under Regulation 34(2) of the SEBI (Listing

Obligations and Disclosure Requirements) Regulations, 2015 does not apply to your company for the financial year 2025-26

28. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has a Corporate Social Responsibility (CSR) Policy in place and the same can be accessed at http://www.agiinfra.com. The details about committee composition and terms of reference of committee are given in Corporate Governance Report and forms integral part of this report. A CSR Report on activities undertaken by the Company and amount spent on them is attached as ANNEXURE E to this report.

29. ANNUAL SECRETARIAL COMPLIANCE REPORT

The Company has filed Annual Secretarial Report under Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 within its due date issued by M/s M.L Arora & Associates, Practicing Company Secretaries, Ludhiana for the year ended March 31, 2026 by confirming Compliance of SEBI Regulations/guidelines/ circulars issued thereunder and applicable to the Company. No adverse comment has been made in the said report by Practicing Company Secretaries for the Company. This report is self-explanatory and not require any further comments.

30. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES

The company has one wholly subsidiary named AGI Cold Chain Private Limited which was incorporated on June 23, 2016 and its main objectives are

1. To carry on the business of set up the Chain cold storage and carrying on the business of storing, trading, dealing, distributing of vegetables, fruits and dry fruits etc.

2. To carrying on business of leasing or renting the Cold chain facility. The Wholly Subsidiary Company has a net loss of Rs.29,868/- during the financial year 2025-26. The company does not have any joint venture companies or associates companies during the period under review. Also, there was no company which has ceased to become the subsidiaries/joint ventures/ associate company. The company has one more subsidiary named WORLDNEXT REALTY LLP which was incorporated on2021 and its main objectives are to carry on the business of construction and development of real estate business. The holding company has acquired 60% share in business since 12 th March 2026.The Subsidiary has raised of net profit of Rs.2,15,208.55 out of which the Company AGI Infra Limited share in profit was Rs.129125.13 during the period 2025-26. The AOC-1 is attached as Annexure A to the Directors Report.

There has been no material change in the nature of business of the Subsidiaries. As required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended to date, the Consolidated Financial Statements of the Company and its subsidiaries are attached and have been prepared in accordance with the relevant Indian Accounting Standard(s) as prescribed under the Companies Act, 2013.

In pursuance to the general circular issued by the Ministry of Corporate Affairs, the Balance Sheet, Profit & Loss Account and other documents of the subsidiary companies are not being annexed to the Balance Sheet of the Company. A statement containing the requisite financial details of the Companys subsidiaries for the financial year ended 31st March, 2026 is annexed to the consolidated results forming part of the Annual Report.

31. MANAGERIAL REMUNERATION AND PARTICULARS OF EMPLOYEES

Details of Managerial remuneration required pursuant to Section 197 and Rule 5 of the Companies Appointment and Remuneration of Managerial Personnel rule, 2014 is annexed as Annexure-C

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

As the Company is engaged in the development of Group Housing, the Electricity is the only mode of energy which is purchased from Punjab State Electricity Board and generated through own power generators. Every effort is made to use the most economic mode of supply which saves considerable power. a. Flats are so designed which have ample source of natural light which minimizes the consumption of electricity. b. Installed A/C drives in the lifts, c. Use LED lighting in the common area as well as in flats. d. Install sub-meters to check energy uses at different level.

Keeping in view the cost of electricity accelerating every year the company has set up a roof top solar power generation in the project developed by the Company. It saves a huge amount on account of electric consumption. It is an Inexhaustible and renewable source of energy. Other than these measures many more measures are being taken like provision of dual plumbing which saves considerable ground water and electricity.

33. FOREIGN EXCHANGE EARNINGS AND OUTGO

During the year, the total foreign exchange out go was Rs.NIL. Sometimes payments against sale of flats to NRI Customers are received through Banking Channel which is credited to their accounts by getting converted into Indian Rupees on the same date which is equivalent to Rs.1,28,15,736/-

34. Management Discussion and Analysis Report

The Management Discussion and Analysis Report as required under regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is presented in the separate section forming part of this Annual Report.

35. Human Resources and Industrial Relations

The Company takes pride in the commitment, competence and dedication of its employees in all areas of the business. The Company has a structured induction process at all locations and management development programs to upgrade skills of managers. Objective appraisal systems based on key result areas (KRAs) are in place for senior management staff. The Company is committed to nurturing, enhancing and retaining its top talent through superior learning and organizational development. This is a part of our Corporate HR function and is a critical pillar to support the organizations growth and its sustainability in the long run.

36. RISK MANAGEMENT POLICY

The Company has a Risk Management Policy with the objective to formalise the process of identification of potential risk and adopt appropriate risk mitigation measures through a risk management structure. The Risk Management Policy is a step taken by the Company towards strengthening the existing controls. The Companys business is significantly dependent on agricultural produce, which is highly seasonal and this is a major element of risk which may impact the purchasing power of our consumers .The Risk Management Policy is available at https://www.agiinfra.com/investor-details.phpRsslug=CodeAndPolicies

37. TRANSFER TO INVESTOR EDUCATION & PROTECTION FUND (IEPF)

Pursuant to the applicable provisions of the Companies Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (IEPF Rules), the Company has transferred during the FY 2025-26 Rs.35001/- as unpaid / unclaimed final dividend for FY 2017-18 to Investor Education & Protection Fund (IEPF).

38. PREVENTION OF INSIDER TRADING:

On December 31, 2018, Securities and Exchange Board of India amended the Prohibition of Insider Trading Regulations, 2015, prescribing various new requirements with effect from April 1, 2019. In line with the amendments, your Company has adopted an amended Code of Conduct to regulate, monitor and report trading by Designated Persons and their Immediate Relatives under the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015. This Code of Conduct also includes code of practices and procedures for fair disclosure of unpublished price sensitive information which has been made available on the Companys website at www.agiinfra.com.

39. OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

In accordance with Sexual Harassment of Women at Work place (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed their under, the Company has framed and adopted the policy for Prevention of Sexual Harassment at Workplace. The Company has also set up an Internal Complaint Committee (the Committee) for redressal of grievance(s) / complaint(s) (if any) under the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The summary of sexual harassment complaints received and disposed of during the year 2025-26:

Number of complaints pending at the beginning of the year: NIL

Number of complaints received during the year: NIL

Number of complaints disposed of during the year: Not Applicable

Number of cases pending at the end of the year: Not Applicable

40. DISCLOSURE REGARDING COMPLIANCE W.R.T THE MATERNITY BENEFITS ACT 1961

The Company hereby states that it was Compliant with Maternity Benefits Act, 1961 during the Financial Year 2024-25.

41. COMPLIANCE WITH SECRETARIAL STANDARDS

During the year under review, the Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

42. PROCEEDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE (IBC), 2016

The Board hereby declares that there is not any Application made or any proceeding pending under the Insolvency and Bankruptcy Code (IBC), 2016 during the year. Therefore, status at the end of the financial year of such cases or proceedings is Nil.

43. VALUATION OF SHARES FOR ONE TIME SETTLEMENT (OTS)

The Company has not undertaken or availed any One Time Settlement (OTS) with the Bank during the financial year. Therefore, the difference between the amounts of the valuation executed at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof, does not arise.

44. CAUTIONARY STATEMENT

Statement in this Managements Discussion and Analysis detailing the Companys objectives, projections, estimates, expectations or predictions are forward looking statements within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to the Companys operations include global and Indian demand-supply conditions, finished goods prices, cyclical demand and pricing in the Companys principal markets, changes in Government regulations, tax regimes, economic developments in India and other factors such as litigation and labor negotiations.

45. ACKNOWLEDGEMENTS

Your Directors takes this opportunity to thank all Government Authorities, Bankers, Shareholders, Customers, Investors and other stakeholders for their assistance and co-operation to the Company. Your Directors express their deep sense of appreciation and gratitude towards all employees and staff of the company and wish the management all the best for further growth and prosperity.

For and on behalf of the Board of Directors	For and on behalf of the Board of Directors
AGI INFRA LIMITED	AGI INFRA LIMITED
Sd/-	Sd/-
Sukhdev Singh Khinda	Salwinderjit Kaur
Managing Director	Whole Time Director
DIN: 01202727	DIN: 00798804

Place: Jalandhar
Date: -05.09.2026