Amir Chand Jagadish Kumar Exports Ltd Directors Report

Dear Members,

The Directors are pleased to present the 22 nd Annual Report of Amir Chand Jagdish Kumar (Exports) Limited (the Company), along with the summary of standalone and consolidated financial statements for the year ended March 31,2025.

1. OVERVIEW OF FINANCIAL PERFORMANCE

Key highlights of consolidated and standalone financial performance for the Financial Year ended March 31, 2025, are summarized as under:

(Rs. In Millions)

Particulars	Standalone		Consolidated
	2024-25	2023-24	2024-25	2023-24
Revenue from operations	17,125.40	13446.74	20,016.47	15495.24
Other Income	23.82	17.94	23.82	18.97
Earnings before Interest, Tax, Depreciation and Amortization (EBITDA)	1410.92	1010.73	1660.34	1115.61
Profit Before Depreciation, Exceptional Items and Tax	623.12	362.22	872.53	466.60
Less: Depreciation	69.99	73.34	70.25	73.37
Add: Exceptional Items	0	5.24	-	5.24
Profit before Tax(PBT)	553.13	294.12	802.28	398.47
Provision for Tax	149.80	73.55	194.05	90.76
Profit after Tax(PAT)	403.34	220.57	608.22	307.71
Earnings per share (Face Value of Rs. 10 each)
i) Basic (in Rs.)	4.93	2.70	7.46	3.79
ii) Diluted (in Rs.)	4.93	2.70	7.46	3.79

2. STATE OF COMPANYS AFFAIRS

The Key highlights of the consolidated performance are as under:

> Company s Gross Revenue from Operations kept to Rs. 20,016.47 Millions [March 31, 2024 Rs. 15,495.24 Millions).

> The company s export revenue has been decrease to Rs. 7660.65 Millions (March 31, 2024 Rs. 8240.01 Millions).

y Company is able to maintain its Earnings before Interest, Tax, Depreciation and Amortisation (EBITDA) to Rs. 1,660.34 Millions (March 31, 2024 Rs 1,115.61 Millions).

> Companys Profit before Tax (PBT) is increased to Rs. 802.28 Millions (March 31, 2024 Rs. 398.47 Millions).

> Company s Profit after Tax (PAT) is increased to Rs 608.22 Millions (March 31, 2024 Rs 307.71 Millions).

> Net Worth of the Company increased to Rs. 3,791.83 Millions (March 31,2024 Rs. 3,114.77 Millions).

> Basic EPS of the Company on a consolidated basis stood at Rs.7.46 (March 31, 2024 Rs. 3.79).

3. TRANSFER TO RESERVES

During the year under review, no amount was transferred to any of the reserves by the Company.

4. DIVIDEND

The Board of Directors of the Company has not recommended any final dividend or declared interim Dividend out of the profits of the financial year ended on March 31,2025.

5. CAPITAL STRUCTURE/SHARE CAPITAL

As on March 31, 2025, the authorized share capital stood at Rs 1200 Millions, whereas subscribed and paid-up share capital of the Company stood at Rs.820.41 Millions comprising 82,04,10,28 equity shares of Rs.10 each.

There has been followings changes during the financial year 2024-25:

a) Authorized share capital has been increased from Rs. 75 Millions (Seventy Five Millions) divided into 75,00,000 (Seventy Five Lakhs) equity shares to Rs. 1200 Millions (Twelve Hundred Millions Only), divided into 12,00,00,000 (Twelve Crore) Equity Shares, by the creation of additional authorized share capital of Rs. 1125 Millions (Eleven Hundred Twenty five Millions), divided into 11,25,00,000 (Eleven Crore Twenty Five Lacs) Equity Shares of Rs. 10/- (Rupees Ten only) Each, as on August 20, 2024.

b) Paid-up share capital of the Company has been increased from Rs. 54.38 Millions (Rupees Fifty-four Millions Three hundred Eighty thousand) to Rs. 820.41Millons (Rupees Eight Hundred Twenty Millions Four hundred ten thousand ), having Equity Shares of Rs. 10/- (Rupees Ten) Each, pursuant Private Placement dated August 24, 2024 and September 23, 2024 and Bonus issue dated September 11, 2024.

Further, the Company has no other type of securities except equity shares forming part of Equity Share Capital of the Company.

However, after the closure of Financial Year 2024-25, the following transactions occurred w.r.t share capital of the Company:

a. Paid-up share capital of the Company has been increased from Rs. 820.4IMillons (Rupees Eight Hundred Twenty Millions Four Hundred Ten thousand) to Rs. 827.97 (Rupees Eight Hundred Twenty-seven Millions Nine Hundred Seventy Thousand), having Equity Shares of Rs. 10/- (Rupees Ten only)Each, pursuant private Placement on preferential basis dated August 20, 2025.

6. ANNUAL RETURN

The Annual Return for Financial Year 2024-25 in prescribed form MGT-7, pursuant to provisions of Section 92 of the Act read with the rules framed thereunder, is available on the website of the Company at www.aeroplanerice.com .

7. NUMBER OF MEETINGS OF THE BOARD

During the Financial Year under review, 7 (Seven) Board meetings were held, the details of which are appearing in this Report

8. BOARD & COMMITTEES OF BOARD, NUMBER OF MEETINGS HELD OF THE BOARD & BOARD COMMITTEES

Your Company is managed and controlled by a Board comprising an optimum blend of Executive and Non-Executive Professional Directors. The Chairman of the Board is a Managing Director.

As on March 31, 2025, the Board of Directors consists of total 6 Directors

s. No.	Name	Designation	Category
1.	Mr. Jagdish Kumar Suri	Chairman and Managing Director	Executive Director
2.	Mr. Rahul Suri	Whole Time Director	Executive Director
3.	Mrs. Ramnika Suri	Non Independent Director	Non-executive Director
4.	Mr. Yogendra Kumar Singhal	Independent Director	Non-executive Director
5.	Mr. Gauri Sankar	Independent Director	Non-executive Director
6.	Ms. Rajni	Independent Director	Non-executive Director

All the Directors possess requisite qualifications and experience in general corporate management, strategy, finance, banking, and other allied fields which enable them to contribute effectively to the Company in their capacity as Directors of the Company.

All the recommendations made by committees of the Board including the Audit Committee, Nomination & Remuneration Committee and Corporate Social Responsibility Committee were accepted by the Board.

A detailed update on the Board, its composition, number of Board and Committee meetings held during FY 2024-25 are provided as below:

A. BOARD OF DIRECTORS:

During the Financial Year 2024-25, the Company held 7 (Seven) Board meetings of the Board of Directors as per Section 173 of Companies Act, 2013. The provisions of Companies Act, 2013 were duly adhered to while conducting meetings and the time gap between two Board Meetings.

S. No.	Date of Meeting	Board Strength	No. of Directors Present
1.	09.07.2024	6	5
2.	26.07.2024	6	4
3.	17.08.2024	6	5
4.	27.08.2024	6	5
5.	13.09.2024	6	6
6	19.09.2024	6	6
7	28.12.2024	6	6

The attendance details of the Board Members are as follows:

S. No.	Name of the Director	Number of Meetings which director was entitled to attend	Number of Meetings Attended
1.	Mr. Jagdish Kumar Suri	7	7
2.	Mr. Rahul Suri	7	7
3.	Mrs. Ramnika Suri	7	7
4.	Mr. Yogendra Kumar Singhal	7	7
5.	Mr. Bhupinder Nayyar	1	1
6.	Mr. Yashpal Sachdev	4	0
7.	Mr. Gauri Sankar	6	5
8.	Ms. Rajni	3	3

B. AUDIT COMMITTEE

i. Composition of the Committee

As on March 31, 2025, the Audit Committee of the Company comprises of following Members:

S. No.	Name of Members	Designations
1	Mr. Gauri Sankar	Chairman
2	Ms. Rajni	Member
3	Mr. Rahul Suri	Member

ii. Meetings and Attendance

During the financial year 2024-25,4 (Four] meetings of Audit Committee were held. The details of Audit Committee Meetings held and attended by the Members are as follows:

S. No.	Date of Meeting	Committee Strength	No. of Committee Members Present
1.	09.07.2024	3	2
2.	27.08.2024	4	4
3.	19.09.2024	3	3
4.	28.12.2024	3	3

iii. The attendance details of the Audit Committee Members are as follows:

S. No.	Name of the Members	Number of Committee Meetings which Committee Member was entitled to attend	Number of Meetings Attended
1.	Mr. Yogendra Kumar Singhal	2	2
2.	Mr. Bhupinder Nayyar	1	0
3.	Mr. Jagdish Kumar Suri	2	2
4.	Ms. Rajni	2	2
5.	Mr. Rahul Suri	3	3
6.	Mr. Gauri Sankar	3	3

C. CORPORATE SOCIAL RESPONSIBILITIES (CSR) COMMITTEE MEETING

i. Composition of the Committee

As on March 31, 2025, the CSR Committee of the Company comprises of following Members:

s. No.	Name of Members	Designations
1	Mr. Rahul Suri	Chairman
2	Mrs. Ramnika Suri	Member
3	Mr. Yogendra Kumar Singhal	Member

ii. Meetings and Attendance

During the financial year 2024-25, 2 (Two) meeting of CSR Committee was held. The details of CSR Committee Meetings held and attended by the Members are as follows:

S. No.	Date of Meeting	Committee Strength	No. of Committee Members Present
1.	27.08.2024	3	3
2.	07.01.2025	3	3

iii. The attendance details of the CSR Committee Members are as follows:

S. No.	Name of the Director	Number of Committee Meetings which Committee Member was entitled to attend	Number of Meetings Attended
1.	Mr. Rahul Suri	2	2
2.	Mrs. Ramnika Suri	2	2
3.	Mr. Yogendra Kumar Singhal	2	2

D. NOMINATION & REMUNERATION COMMITTEE (NRC) MEETING

i. Composition of the Committee

As on March 31, 2025, the NRC Committee of the Company comprises of following Members

s. No.	Name of Members	Designations
1	Mr. Yogendra Kumar Singhal	Chairman
2	Mrs. Ramnika Suri	Member
3	Mr. Gauri Sankar	Member

ii. Meetings and Attendance

During the financial year 2024-25, 4 (Four) meeting of NRC were held. The details of NRC Meetings held and attended by the Members are as follows:

S. No.	Date of Meeting	Committee Strength	No. of Committee Members Present
1.	09.07.2024	4	3
2.	17.08.2024	3	2
3.	27.08.2024	3	3
4.	13.09.2024	3	3

iii. The attendance details of the NRC Members are as follows:

S. No.	Name of the Director	Number of Committee Meetings which Committee Member was entitled to attend	Number of Meetings Attended
1.	Mr. Bhupinder Nayyar	1	1
2.	Mr. Yashpal Sachdev	2	0
3.	Mr. Yogendra Kumar Singhal	4	4
4.	Mr. Jagdish Kumar Suri	2	2
5.	Mr. Gauri Sankar	2	2
6.	Mrs. Ramnika Suri	2	2

i. Meetings and Attendance

During the financial year 2024-25,1 (One) meeting of Independent Directors were held. The details of Independent Directors meeting are as follows:

s. No.	Date of Meeting	Strength of Meeting	No. of Independent Directors Present
1.	28.12.2024	3	3

ii. The attendance details of the Independent Directors are as follows:

S. No.	Name of the Director	Number of Committee Meetings which Committee Member was entitled to attend	Number of Meetings Attended
1 .	Mr. Gauri Sankar	1	1
2.	Mr. Yogendra Kumar Singhal	1	1
3.	Ms. Rajni	1	1

F. RISK MANAGEMENT COMMITTEE MEETING i. Composition of the Committee

As on March 31, 2025, the Risk Management Committee of the Company comprises of following Members

S. No.	Name of Members	Designations
1	Mr. Rahul Suri	Chairman
2	Mr. Gauri Shankar	Member
3	Mr. Jagdish Kumar Suri	Member

E. INDEPENDENT DIRECTORS MEETING

ii. Meetings and Attendance

During the financial year 2024-25,1 (One) meeting of Risk Management Committee was held. The details of Risk Management Committee meeting are as follows:

s. No.	Date of Meeting	Strength of Meeting	No. of Independent Directors Present
1.	28.12.2024	3	3

iii. The attendance details of the Risk Management Committee members are as follows:

S. No.	Name of the Director	Number of Committee Meetings which Committee Member was entitled to attend	Number of Meetings Attended
1.	Mr. Rahul Suri	1	1
2.	Mr. Gauri Shankar	1	1
3.	Mr. Jagdish Kumar Suri	1	1

G. STAKEHOLDERS RELATIONSHIP COMMITTEE MEETING i. Composition of the Committee

As on March 31, 2025, the Stakeholders Relationship Committee of the Company comprises of following Members:

S. No.	Name of Members	Designations
1	Mrs. Ramnika Suri	Chairman
2	Ms. Rajni	Member
3	Mr. Rahul Suri	Member

ii. Meetings and Attendance

During the financial year 2024-25, 1 (One) meeting of Stakeholders Relationship Committee was held. The details of Stakeholders Relationship Committee meeting are as follows:

S. No.	Date of Meeting	Strength of Meeting	No. of Independent Directors Present
1.	28.12.2024	3	3

iii. The attendance details of the Stakeholders Relationship Committee members are as follows:

S. No.	Name of the Director	Number of Committee Meetings which Committee Member was entitled to attend	Number of Meetings Attended
1.	Mrs. Ramnika Suri	1	1
2.	Ms. Rajni	1	1
3.	Mr. Rahul Suri	1	1

9. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(3) (c) of the Act, the Board of Directors to the best of its knowledge and ability confirm that:

a. In preparation of the annual accounts, the applicable accounting standards have been followed with proper explanation relating to material departures;

b. They have 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 of the Company for that period.

c. They have taken proper and sufficient care 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. They have prepared the annual accounts on a going concern basis.

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

10. INDEPENDENT DIRECTORS DECLARATION

The Company has received declarations from all independent directors of the Company confirming that they meet the criteria of independence as prescribed under section 149 of the Companies Act, 2013, and provided declarations as required under Rule 6 of Companies (Appointment and Qualification of Directors) Rules, 2014.

The Independent Directors provide annual confirmation that they meet the criteria of independence. Based on the confirmations/disclosures received from the Independent Directors, the Board confirms the fulfillment of the conditions as specified under the Act.

In the Boards opinion, the Independent Directors are people of high repute, integrity and possess the relevant expertise and experience in their respective fields.

Further, there was two new independent director appointed on the Board during the year under review.

11. APPOINTMENT AND REMUNERATION POLICY

The Company has implemented the Appointment and Remuneration Policy pursuant to the provisions of Section 178 of the Companies Act, 2013.

The Company s remuneration policy is market-driven and aims at attracting and retaining high-performance talent The Managing Director and other Executive Directors are paid remuneration by way of salary, benefits, perquisites, allowances (fixed component). Annual compensation changes are decided after considering external benchmark data and overall business performance within the salary scale approved by the Board and Shareholders.

12. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Changes in the Composition of the Board of Directors during the year

During the financial year ended on March 31, 2025, the composition of Board of Directors and Key Managerial Personnel are as follows:

s. No.	DIN/PAN	Name of the Directors or Key Managerial Personnel	Designation	Date of Original Appointment	Date of Cessation
1.	00012690	Mr. Jagdish Kumar Suri	Managing Director	29.08.2003	Continuing
2.	00012654	Mr. Rahul Suri	Whole Time Director	29.08.2003	Continuing
3.	00012622	Mrs. Ramnika Suri	Non-Executive Director	29.08.2003	Continuing
4.	09636972	Mr. Yogendra Kumar Singhal	Independent Director	10.06.2022	Continuing
5.	06764026	Mr. Gauri Sankar	Independent Director	09.07.2024	Continuing
6.	10650061	Ms. Rajni	Independent Director	27.08.2024	Continuing
7.	AGBPV9103A	Mr. Anuj Verma	Chief Financial Officer	17.08.2024	Continuing

The following changes were occurred in the Board Composition and Key Managerial Personnel, during the financial year 2024-25:

i. Mr. Bhupinder Nayyar, Independent Director and Mr. Yashpal Sachdev, Non- Executive Director has resigned from their offices w.e.f. July 22, 2024 and August 31, 2024, respectively, due to other professional reasons;

ii. Designation of Mrs. Ramnika Suri, has been changed from Whole Time Director to Non-Executive Director w.e.f. July 31, 2024;

iii. Mr. Gauri Shankar and Ms. Rajni, has been appointed as an Independent Director of the Company, w.e.f. July 09, 2024 and August 27, 2024, respectively.

iv. Mr. Anuj Verma has been appointed as Chief Financial Officer w.e.f. August 17, 2024.

v. Ms. Nancy Gulati has been appointed as Company Secretary w.e.f. September 13, 2024. She has resigned from the post w.e.f March 31, 2025.

The following changes were occurred in KMP, after the closure of financial year 2024- 25and before signing of Board Report:

i) Ms. Sadhana Khurana has been appointed as Company Secretary and Compliance

Officer with effect from April 10,2025.

B. Retirement by Rotation

In accordance with the provision of Section 152 of the Companies Act, 2013 and Articles of Association of the Company, Mr. Jagdish Kumar Suri [DIN: 00012690), Director of the Company retires by rotation at the ensuing Annual General Meeting (AGM) and being eligible, offer themselves for re-appointment in the said ensuing AGM.

The brief resume of the above-named directors, their nature of expertise, details of directorships held in other companies, along with their shareholding in the Company, as stipulated under Secretarial Standard - 2, is appended as an annexure to the Notice of the ensuing AGM.

13. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF COMPANIES ACT, 2013

During the year, the company has not made any Investment, not provided guarantees, given security, or granted any loans and advances in the nature of loans except as provided in financial statement.

The details of investments are given in the Notes in 6A, 9A to the Standalone Financial Statements.

14. DETAILS RELATING TO DEPOSITS

The Company has neither accepted nor renewed matured deposits since incorporation and there were no deposits accepted by the Company as covered under Chapter V of the Act read with Rules made thereunder.

15. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During the FY 2024-25, all the contracts or arrangements or transactions entered into by the Company with the Related Parties were in compliance with the applicable provisions, rules, and regulations of the Companies Act, 2013. Further, contract or arrangements or transactions entered into by the Company with the Related Parties which could be material in nature are disclosed in Form AOC 2 annexed herewith as Annexure I to this report

The details of the related party transactions are set out in Note 38 to the Standalone financial statements forming part of this Annual Report.

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

Information relating to the Conservation of Energy, Technology Absorption, and Foreign Exchange Earnings and Outgo, required to be disclosed pursuant to Section 134(3)(m) of the Act read with the Companies (Accounts] Rules, 2014 is annexed as Annexure II and forms part of this Report

17. CHANGE IN THE NATURE OF BUSINESS

There is no change in the nature of the business of the Company during the year.

18. REPORT OF AUDITORS A. Statutory Auditor

In terms of the provisions of Section 139 of the Act, M/s. Pramod K. Sharma & Co., Chartered Accountants (Firm Registration no.: 007857C] were appointed as the Statutory Auditors of the Company in the 21 th Annual General Meeting held on September 20, 2024, for a period of five years i.e., till the conclusion of ensuing 26 th Annual General Meeting of the Company.

Statutory Auditors Report

The Auditors Report on the Standalone Financial Statements and Consolidated Financial Statements of the Company does not contain any qualified opinion for 2024- 25.

Further, during the year under review, the Auditors had not reported any fraud matter under Section 143 [12) of the Companies Act, 2013.

B. Secretarial Auditor

The Board had appointed M/s. PWR Associates, Practicing Company Secretaries, to conduct its Secretarial Audit for the financial year ended March 31, 2025. The Secretarial Auditors pursuant to Section 204 of the Companies Act, 2013 and rules made thereunder, have submitted their report, confirming compliance by the Company with all provisions of applicable corporate laws. The same is provided in the Annexure III to this report

There was no observation/ qualification reported by the Secretarial Auditor for the period under review.

C. Cost Auditor

The Company does not fall within the purview of section 148 of the Companies Act, 2013 and hence, it is not required to appoint a cost auditor for the financial year 2024- 2025.

19. DISCLOSURES AS MAINTENANCE OF COST RECORDS UNDER SUB-SECTION (1) OF SECTION 148 OF THE COMPANIES ACT, 2013

The Company does not fall under the preview of section 148 of the Companies Act, 2013, and hence it is not required to maintain any cost records and accordingly such accounts and records are not made and maintained by the company.

20. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

Disclosure of remuneration of employees covered under rule 5(2) of the companies (Appointment and Remuneration of Managerial Personnel) rules, 2014.

None of the employee of your Company, who was employed throughout the financial year, was in receipt of remuneration in aggregate of Rupees One Crore and Two Lakhs or more or if employed for the part of the financial year was in receipt of remuneration of Rupees Eight Lakh & Fifty Thousand or more per month.

21. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS:

The Company has adequate internal financial control systems in place. The control systems are regularly reviewed by the external auditors and their reports are presented to the Audit Committee.

The Company has an Internal Audit Charter specifying mission, scope of work, independence, accountability, responsibility and authority of Internal Audit Department.

The internal audit reports are reported to Audit Committee along with management response.

22. RISK MANAGEMENT

The Board Members were informed about risk assessment and minimization procedures after which the Board formally adopted steps for implementing and monitoring the Risk Management for the Company.

The main objective of it is to ensure sustainable business growth with stability and to promote a pro-active approach in reporting, evaluating and resolving risks associated with the business. In order to achieve the key objective, it establishes a structured and disciplined approach to Risk Management, in order to guide decisions on risk related issues.

In today s challenging and competitive environment, strategies for mitigating inherent risks in accomplishing the growth plans of the Company are imperative. The common risks inter alia are: Regulations, competition, Business risk, Technology obsolescence, Investments, retention of talent and expansion of facilities.

Business risk, inter-alia, further includes financial risk, political risk, fidelity risk, legal risk etc.

As a matter of policy, these risks are assessed and steps as appropriate are taken to mitigate the same.

23. CORPORATE SOCIAL RESPONSIBILITY (CSR) REPORT

In compliance with Section 135 of the Act, the Company has undertaken Corporate Social Responsibility ( CSR ) activities, projects, and programs, excluding activities undertaken in pursuance of its normal course of business.

CSR is an integral part of the social performance of the Company. In our Company, CSR is the commitment of the Company to contribute towards inclusive growth. The Company has adopted an integrated sustainability CSR Policy, representing the social and environmental aspects.

The Annual Report on CSR containing the composition of the CSR Committee, salient features of the CSR Policy, details of activities, and other information as required under Companies (Corporate Social Responsibility Policy) Rules, 2014, is provided in Annexure IV attached to this Report.

24. ANNUAL PERFORMANCE EVALUATION OF THE BOARD

In compliance with the provisions of the Companies Act, 2013, the Nomination and Remuneration Committee has approved the process, format, attributes, and criteria for the performance evaluation of the Board, Board Committees and Individual Directors including the Managing Director. The process provides that the performance evaluation shall be carried out on an annual basis. During the year, the Directors had completed the evaluation process, which included evaluation of the Board as a whole, the Board Committees and individual Directors including the Managing Director.

The Directors actively participated in the evaluation process.

25. PERFORMANCE AND FINANCIAL POSITION OF SUBSIDIARIES, ASSOCIATE AND JOINT VENTURES

The Company has an only one wholly owned subsidiary company, viz., M/s. ACJK Foods Private Limited.

There hasn t been any material change in the nature of the business of the subsidiary during the financial year 2024-25.

A statement containing salient features of the financial statements of the Subsidiary Companies and Associate Company is given in form AOC-1 and annexed as Annexure V to this Report.

The Company does not have any material listed subsidiary company.

Further, there is no Associate Company within the meaning of Section 2(6) of the Companies Act, 2013, and rules made thereunder.

26. 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 THIS REPORT

There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this report except, that the company is preparing itself to be listed and for the same Draft Red Herring Prospectus has been filed by the Company to the respective Stock Exchanges ie. National Stock Exchange and Bombay Stock Exchange on 27 th day of June 2025.

27. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATION IN FUTURE

No significant and material orders were passed by the regulators or courts or tribunals which affect the going concern status and future operation of the Company.

28. ESTABLISHMENT OF VIGIL MECHANISM:

The Company has adopted a Whistle Blower Policy, to provide a formal mechanism to the Directors and employees of the Company to report their concerns about unethical behavior, actual or suspected fraud or violation of the Companys Code of Conduct or ethics policy. The Policy provides for adequate safeguards against the victimization of employees who avail of the mechanism and provides for direct access to the Chairman of the Audit Committee. It is affirmed that no personnel of the Company has been denied access to the Audit Committee.

29. POLICY ON PREVENTION, PROHIBITION, AND REDRESSAL OF SEXUAL HARASSMENT AT THE WORKPLACE

The Company has zero tolerance for sexual harassment at the workplace and has 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 there under. The Policy aims to provide protection to employees at the workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working environment, where employees feel secure. The Company has also constituted an Internal Complaints Committee (ICC) to inquire into complaints of sexual harassment and recommend appropriate action.

During the Financial Year under review: -

The Company has scheduled trainings for educating employees and management on steps to avoid sexual harassment of women at the workplace, at various intervals, during the reporting period.

30. MATERNITY BENEFIT PROVIDED BY THE COMPANY UNDER MATERNITY BENEFIT ACT 1961

The Company declares that it has duly complied with the provisions of the Maternity Benefit Act, 1961. All eligible women employees have been extended the statutory benefits prescribed under the Act, including paid maternity leave, continuity of salary and service during the leave period, and post-maternity support such as nursing breaks and flexible return-to-work options, as applicable. The Company remains committed to fostering an inclusive and supportive work environment that upholds the rights and welfare of its women employees in accordance with applicable laws.

31. SECRETARIAL STANDARDS

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

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

During the financial year under review, there were NO application/s made or proceeding were pending in the name of the company under the Insolvency and Bankruptcy Code, 2016.

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

During the Financial year under review, there was NO one time settlement of Loans taken from Banks and Financial institutions.

- Total number of sexual harassment complaints received during the financial year	: NIL
- Number of complaints resolved	NIL
- Number of cases pending for more than 90 days	: NIL

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation of the unstinted support and co-operation given by the banks and financial institutions. Your Directors would further like to record their appreciation of the efforts by the employees of the Company and wish to express their gratitude to the Members for their continued trust and support

For and on behalf of the Board of Directors Amir Chand Jagdish Kumar (Exports) Limited

Date: September 05,2025 Place: Delhi

Jagdish Kumar Suri	Rahul Suri
Managing Director	Whole-time Director
DIN:00012690	DIN: 00012654