Asit C Mehta Financial Services ltd Directors Report

Dear Members,

The Board is pleased to present the 42 nd Annual Report of the Company along with the Audited Financial Statements for the financial year ended March 31, 2026.

1. FINANCIAL RESULTS (standalone and consolidated) for financial year ended on March 31, 2026 is TheCompanysfinancial summarised as below:

( in Lakhs)

	Standalone		Consolidated
Particulars	2025-26	2024-25	2025-26	2024-25
Revenue from Operations	482.50	416.05	6,123.00	7,264.08
Other income	320.57	251.51	465.94	522.16
Total income	803.07	667.56	6,588.94	7,786.24
Total Expenses (Excluding Depreciation &	215.07	150.29	5,544.83	6,837.08
Finance Cost)
Profit / loss before Depreciation/ Finance	588.00	517.27	1,044.11	949.16
Cost and tax expenses
Less: Finance Cost	737.46	681.53	953.20	1,014.41
Less: Depreciation	115.41	117.40	243.03	209.07
Profit/(loss) before tax	(264.87)	(281.66)	(152.12)	(274.32)
Tax expense
Current Tax	-	-	-	-
Deferred Tax	-	-	7.49	1.92
MAT credit entitlement	-	-	-	-
Prior Period tax	0.54	0.06	0.50	0.06
Profit /(Loss)after Tax Carried to Balance	(265.41)	(281.72)	(160.11)	(276.30)
Sheet
Paid up Equity Share Capital	824.60	824.60	824.60	824.60
EPS (Equity Shares of 10/- each) Basic &	(3.22)	(3.42)	(1.94)	(3.35)
Diluted (in )

2. STATE OF COMPANYS AFFAIRS

Standalone:

On a standalone basis, your Companys gross earnings increased to 803.07 lakh from 667.56 lakh as compared to previous year. The year ended with a loss of 65.41 lakh as compared to loss of 281.72 lakh in the previous year.

The Company has let out its office premises on lease/ leave and license basis to Group Companies. The Company has earned a revenue of 482.50 lakh from its investment activities.

On a consolidated basis, the gross revenue decreased to 6,588.94 lakh as compared to 7,786.24 lakh in the previous year and loss at Rs. 160.11 lakh as against loss of 276.30 lakh in the previous year.

Pursuant to Section 136 of the Companies Act, 2013 (the Act), the audited financial statements, including the Consolidated Financial Statements (CFS) and related information of the Company and the separate financial statements of each of the subsidiary companies, are available on the Companys website at www.acmfsl.com Any member desirous of inspecting or obtaining copies of the audited financial statements, including the CFS, may write to the Company Secretary at cs@acm.co.in

3. SHARE CAPITAL

As on March 31, 2026, the Authorised Capital of the Company stands at 15,00,00,000 (Rupees Fifteen crore) and the Paid-Up capital of the Company stands at 8,24,60,120/- (Rupees Eight crore Twenty-four lakhs Sixty thousand one hundred and twenty) consisting of 82,46,012 (Eighty-Two lakhs Forty-Six thousand and Twelve) Equity Shares of 10/- (Rupees Ten Only) each.

As on March 31, 2026 the Company is having an outstanding debentures of following class:

- 66,88,535 (Sixty-Six Lakh eighty-eight Thousand Five Hundred and Thirty-Five), 4% unsecured Redeemable Non-Convertible Debentures of 10 (Rupees Ten Only) each.

- 717 (Seven Hundred and Seventeen), 10.5% Secured Redeemable Non-Convertible Debentures of 1,00,000 (Rupees One Lakh) each.

During FY 2025-26, there was no change in the Authorised and Paid-up Share Capital of the Company.

4. DETAILS OF MATERIAL CHANGES FROM THE END OF FINANCIAL YEAR TILL THE DATE OF THIS REPORT

There were no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year 2025-26 and the date of this report.

The Board of Directors, at its meeting held on May 14, 2026, approved the sale of the Mutual Fund Distribution Business of ACMIIL, the Material Subsidiary of the Company.

5. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of the provisions of Regulation 34 read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the Listing Regulations), the Detailed Business Overview / an analysis of the Business and Financial Results is given in the Management Discussion and Analysis, which forms part of this Annual Report.

6. DIVIDEND

Considering the losses suffered by the Company and with a view to conserve resources, the Board has not recommended any dividend for the financial year under review.

7. TRANSFER TO RESERVES

During the year under review, your Company has not proposed to transfer any amount to the reserve.

8. DEPOSITS

During the year under the review, your Company has not accepted any deposit from the public/members under Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

9. SUBSIDIARIES, ASSOCIATE AND JOINT VENTURE

During the year under the review, your Company had the following Subsidiary Companies within the meaning of Section 2 (87) of the Act: i. Asit C Mehta Investment Interrmediates Limited (ACMIIL)

ACMIIL is a material subsidiary engaged in providing a wide range of financial services including Broking, Research Analyst, and the distribution of Portfolio Management Services (PMS) and other financial products. It is a trusted name in the Indian financial services industry and a reputed corporate member of both the Bombay

Stock Exchange (BSE) and the National Stock Exchange of India (NSE). ACMIIL is also a registered Depository Participant (DP) with the Central Depository Services (India) Limited (CDSL).

Established in 1993, ACMIIL has grown into a prominent brand in the online trading space. Over the past 66 years, it has assisted about 2 lakh customers in building their wealth through well-structured investment portfolios.

ACMIIL offers a variety of financial products, including: iBasket: A professionally curated collection of stocks developed using scientific investment approach. iBasket aims to ensure capital safety by selecting companies with strong balance sheets, foster capital appreciation by identifying undervalued opportunities, leverage long-term growth trends through thematic investing, and uncover market inefficiencies by targeting under-the-radar sectors.

Portfolio Management Services (PMS): ACMIILs PMS offerings are managed by seasoned fund managers who tailor investment portfolios to meet individual financial goals. The investment strategy blends a scientific, data-driven approach with the value investing philosophies of renowned investors like Benjamin Graham and

Warren Buffett. This dual approach helps in managing portfolio risk while identifying fundamentally strong, undervalued stocks with long-term wealth creation potential. The focus is to deliver meaningful value to investors who place their trust. ii. Edgytal Fintech Investment Services Private Limited (Edgytal)

Edgytal, a Subsidiary of the Company is in the business of developing and maintaining Fintech platform to support distribution of marketable Securities. The revenue of Edgytal was 46.41 Lakhs, with a net profit of 5.92 Lakhs.

There are no Associate Companies or Joint Venture within the meaning of Section 2(6) of the Act as on March 31, 2026.

Pursuant to the provisions of Section 129 (3) of the Act, a separate statement containing salient features of financial statements of Subsidiary Companies in Form AOC-1 is appended as an Annexure - 1 to this Report.

10. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Appointment/Re-appointment of Directors:

The composition of the Board is in accordance with the provisions of Section 149 of the Act and Regulation 17 of the Listing Regulations. During the year under review, no changes took place in the composition of the Board of the Company.

Retirement by Rotation

In accordance with Section 152 of the Act and Articles of Association of the Company,

Ms. Madhu Lunawat (DIN: 06670573), Non-Executive Director of the Company, will retire by rotation at the ensuing Annual General Meeting (AGM) and being eligible, have offered herself for re-appointment. Based on the recommendation of the Nomination and Remuneration Committee (NRC), the Board recommends their re-appointment(s) for the approval of the Members of the Company.

The brief profile of Ms. Madhu Lunawat is included in the Notice of the AGM of the Company. The details of the

Directors along with the rationale for their proposed re-appointment, as mentioned above, are included in the Notice convening the 42 nd (Forty -Second) AGM of the Company.

Declaration by Independent Directors

Independent Directors of the Company have given their declarations to the Company under Section 149(7) of the Act and Regulation 25 (8) of the Listing Regulations, that they meet the criteria of independence as laid down under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations. The Independent Directors have also confirmed that they have complied with the Companys Code of Conduct & Ethics.

Key Managerial Personnel

Pursuant to the provisions of Section 203 of the Act, following are the Key Managerial Personnel of the Company as on March 31, 2026:

i. Mr. Binoy Dharod	Manager & Chief Financial Officer
ii. Mr. Ankit Kumar Jain	Company Secretary & Compliance Officer* (Appointed w.e.f. January 13, 2026)

*Mr. Puspraj Pandey, Company Secretary & Compliance Officer of the Company resigned w.e.f. November 27, 2025.

11. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Act, the Board, to the best of their knowledge, belief and ability and explanations obtained by them, confirm that: 1. in the preparation of the Annual financial Statements for the financial Year ended March 31, 2026, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;

2. 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 as at March 31, 2026 and of the loss of the Company for that period;

3. the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; 4. the Directors had prepared the annual accounts on a going concern basis; controls to be followed by the Company and that such internal 5. the Directorshadlaiddowninternalfinancial financial controls are adequate and operating effectively; and

6. 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.

12. MEETINGS OF THE BOARD AND ITS COMMITTEE Board Meetings

During the year under review, 5 (Five) meetings of the Board of Directors of the Company were convened. The maximum interval between any two meetings did not exceed 120 (One Hundred and Twenty) days, as prescribed in the Act and Listing Regulations. The Company followed the applicable Secretarial Standards in relation to the board meetings. The particulars of meetings held and attended by each Director are detailed in the Corporate Governance Report that forms part of this report.

Committees of the Board

Pursuant to Section 177 and 178 of the Act and the rules made thereunder and in accordance with Listing Regulations, the Board of Directors has constituted three Committees, viz. Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee. A comprehensive disclosure on the composition, terms of reference and number of Meetings held are included in the Report on Corporate Governance forming part of the Annual Report.

During the year under review, all the recommendations/ submissions made by the Audit Committee and other Committees of the Board were accepted by the Board.

Independent Directors Meeting

During the year under review, the meeting of Independent Directors was held on March 06, 2026 to review the performance of Board and to assess the quality, quantity and timeliness of the flow of information between the Management and the Board of the Company.

13. ANNUAL EVALUATION OF BOARDS PERFORMANCE, ITS COMMITTEES AND INDIVIDUAL DIRECTORS

Pursuant to the provisions of section 134(3)(p) of the Act and the Listing Regulations, the Board Members have carried out an annual performance evaluation of its own performance, the Directors individually as well as evaluation of its Committees.

The Board and Nomination and Remuneration Committee reviewed the performance of Individual Directors, the Board as a whole and Committees of the Board after taking into consideration feedback received from Directors and committee members. The evaluation was done on various parameters such as vision and strategy, participation, disclosures of interests, good governance, leadership skills, operations, business development, human resources development, corporate communication etc. The feedback received from Directors were then consolidated and placed before the Committee / Board for its evaluation. The Directors expressed their satisfaction with the evaluation process.

14. POLICY ON DIRECTORS APPOINTMENT, REMUNERATION AND OTHER DETAILS

The Board, based on the recommendation of Nomination and Remuneration Committee, has framed a Policy relating to appointment of Directors, payment of Managerial remuneration, Directors qualifications, positive attributes, Independence of Directors and other related matters as provided under Section 178 (3) of the Act. The details of this Policy is disclosed in the Corporate Governance Report which forms part of this Report. The weblink of the policy is as follows: https://izadmin.investmentz.com/ACMFSLFILE/Policies/Nomination%20Remuneration%20Policy.pdf

15. VIGIL MECHANISM AND WHISTLE BLOWER POLICY

Pursuant to the provisions of Section 177(9) of the Act read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 (as amended from time to time) and Regulation 22 of the Listing Regulations, the Company has framed Vigil Mechanism/Whistle Blower Policy to enable Directors and employees to report genuine concerns or grievances, significant deviations from key management policies and report any non-compliance and wrong practices, e.g., unethical behaviour, fraud, violation of law, inappropriate behaviour/conduct etc.

The functioning of the Vigil Mechanism is reviewed by the Audit Committee from time to time. None of the Directors or employees have been denied access to the Chairman of Audit Committee of the Board. The weblink of the policy is as follows: https://izadmin.investmentz.com/ACMFSLFILE/Policies/Whistle%20Blower%20Policy.pdf

16. AUDITORS i) Statutory Auditors and Auditors Report

Pursuant to the provisions of Section 139 of the Act read with the Companies (Accounts) Rules, 2014 (as amended from time to time), M/s. Manek & Associates, Chartered Accountants, was appointed as the Statutory Auditors of the Company by the Members at the 40th Annual General Meeting (AGM) of the Company held on Monday, September 30, 2024 for a term of 3 (Three) years commencing from the conclusion of 40 th AGM till the conclusion of 43 rd AGM of the Company.

The Audit Committee reviews independence and objectivity of the Auditors and effectiveness of the audit process.

The Reports given by M/s. Manek & Associates, Chartered Accountants on the standalone and consolidated financial statements of the Company for financial year adverse remarks. There were no instances of fraud reported by the auditors. The Notes to Accounts referred to in the Auditors Report are self-explanatory and, do not call for any further clarifications under Section 134(3)(f) of the Act.

ii) Internal Auditors

Pursuant to the provisions of Section 138 of the Act read with the Companies (Audit and Auditors) Rules, 2014 (as amended from time to time), M/s. MAKK & Associates (FRN 117246W), Chartered Accountants, was appointed as the Internal Auditors of the Company by the Board of Directors at their meeting held on May 23, 2025 to conduct internal audit for the financial year 2025-26.

The periodic reports of the said Internal Auditors are regularly placed before the Audit Committee along with the comments of the management on the action taken to correct any observed deficiencies on the working of the various departments.

The Board of Directors, based on the recommendation of the Audit Committee, has appointed M/s. M K P S & Associates LLP (FRN: W101061), Chartered Accountants, as the Internal Auditors of the Company for the financial year 2026 27 to conduct the internal audit of the Companys operations. iii) Secretarial Auditor and Secretarial Auditors Report

Pursuant to the provisions of Section 204 and other applicable provisions of the Act, read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of Listing Regulations, (as amended from time to time), M/s. Hemanshu Kapadia & Associates, Practicing Company Secretary (FCS No.: 3477, C. P. No.: 2285) was appointed as the Secretarial Auditor of the Company at the 41st Annual General Meeting of the Company held on September 29, 2025 for a term of Five (5) years commencing from the financial year 2025-26 upto the financial year 2029-30.

The Reports given by M/s. Hemanshu Kapadia & Associates, Practicing Company Secretary for financial year 2025-26 do not contain any qualification, reservation or adverse remarks and are self-explanatory and do not call for any further clarifications under the Act. Secretarial Auditor for the financial year 2025 26, is annexed to this Report as Annexure 2.

Pursuant to the provisions of Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Secretarial Audit Report of ACMIIL, the Material Subsidiary of the Company, received from its Secretarial Auditor for the financial year 2025 26, is annexed to this Report asAnnexure 3.

17. COST AUDIT

Pursuant to the provisions of Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, the Company is not required to maintain cost records and conduct cost audit.

18. INTERNAL FINANCIAL CONTROL

The Company has established and maintained adequate Internal Financial Controls commensurate with the size and nature of its operations. These controls are designed to provide reasonable assurance regarding the reliability of financial reporting, safeguarding of assets, prevention and detection of fraud and errors, accuracy and completeness of accounting records, and the timely preparation of financial statements in ccordance with applicable accounting standards.

Please refer to the paragraph on Internal Control Systems and their Adequacy in the Management Discussion & Analysis section.

19. RISK MANAGEMENT

The provisions of Regulation 21 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, relating to the constitution of a Risk Management Committee are not applicable to the Company. Nevertheless, the Company has put in place a Risk Management Policy to identify, assess and mitigate risks that may affect its business and operations.

Further details on the Companys risk management framework and the implementation of the Risk Management Policy are provided in the Management Discussion and Analysis Report, which forms part of this Annual Report.

20. CORPORATE SOCIAL RESPONSIBILITY

The provisions of Section 135 of the Act regarding Corporate Social Responsibility are not applicable to the Company.

21. SECRETARIAL STANDARDS

The Company has followed the applicable Secretarial Standards (SS) i.e. SS-1 and SS-2, issued by the Institute of Company Secretaries of India, relating to Meetings of the Board of Directors and General Meetings, respectively.

22. BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT

The provisions of the Listing Regulations w.r.t. the Business Responsibility & Sustainability Report are not applicable to the Company.

23. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Particulars of Loans given, guarantees provided and investments made are provided in the financial statements forming the part of this Annual Report.

24. RELATED PARTY TRANSACTIONS

All related party transactions that were entered during the financial year were on arms length basis and in the ordinary course of the business. There were no materially significant related party transactions made by the Company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with interest of the Company at large.

All Related Party Transactions were placed before the Audit Committee & Board for their approval whenever applicable and prior omnibus approval for ordinary business transactions which are of repetitive nature is also obtained from the Audit Committee and accordingly the required disclosures were made to the Committee on quarterly basis.

The disclosure of the Related Party Transactions as required under Section 134(3)(h) of the Act in AOC-2 is not applicable to the Company for financial year ended March 31, 2026 and not attached herewith.

25. CORPORATE GOVERNANCE

Your Company believes in adopting best practices of corporate governance, which form the core values of the

Company. These guiding principles are also articulated through the Companys code of Business Conduct, Corporate

Governance Guidelines and disclosed policy.

As per Regulation 34 read with Schedule V of the Listing Regulations, a separate section on corporate governance practices followed by your Company, together with a certificate from Practising Company Secretary on compliance with corporate governance norms under the Listing Regulations, forms part this Annual Report.

26. CODE FOR PREVENTION OF INSIDER TRADING

Your Company adopted a Code of Conduct to regulate, monitor and report trading by designated persons and their immediate relatives as per the requirements under the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015. The Code, inter alia, lays down the procedures to be followed by designated persons while trading/ dealing in Companys shares and sharing Unpublished Price Sensitive Information (UPSI).

The Company reviewed and complied with Regulation 9 (A) of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.

The Companys obligation to maintain in Structured Digital Database, mechanism for prevention of insider trading and handling of UPSI, and the process to familiarize with the sensitivity of UPSI.

Further, it also includes code for practices and procedures for fair disclosure of unpublished price sensitive information which has been made available on the Companys website at: https://izadmin.investmentz.com/ACMFSLFILE/Code_of_conduct/Code_of_Fair_Disclosure_and_Conduct2318.pdf

27. INFORMATION REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013 (POSH Act)

Your Company follows a gender-neutral approach in handling complaints of sexual harassment. Since the number of employees does not exceed limit prescribed under POSH Act, the provision of constitution of Internal Complaints Committee (ICC) to consider and address sexual harassment complaints in accordance with the POSH Act is not applicable. The status of complaints received under the POSH Act is as under:

Sr. No. Particulars	Status
(a) number of complaints of sexual harassment received in the year	Nil
(b) number of complaints disposed off during the year	Nil
(c) number of cases pending for more than ninety days	Nil

28. PARTICULARS OF EMPLOYEES

Disclosure pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to the Report as

Annexure - 4.

29. HUMAN RESOURCES

Please refer to the paragraph on Human Resources in the Management Discussion & Analysis section for detailed analysis forming a part of this Annual Report.

30. PARTICULARS REGARDING CONSERVATION OF ENERGY AND RESEARCH AND DEVELOPMENT AND TECHNOLOGY ABSORPTION

The information required under section 134(3)(m) of the Companies Act, 2013 read with rule 8 of the Companies (Accounts) Rules, 2014 is given below: a. Conservation of energy

The Company operates in the financial services sector, which inherently requires minimal energy consumption.

As a result, disclosures for below points are not applicable: a) the steps taken or impact on conservation of energy b) the steps taken by the company for utilising alternate sources of energy c) the capital investment on energy conservation equipments b. Technology absorption

The Company operates in the financial services sector, where the scope for technology absorption is limited due to the nature of its operations. Accordingly, disclosures for below points are not applicable: i. the efforts made towards technology absorption ii. derived like product improvement, cost reduction, product development or import the benefits substitution iii. in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)- a) the details of technology imported; b) the year of import; c) whether the technology been fully absorbed; d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and iv. The expenditure incurred on Research and Development: NA c. Foreign Exchange Earnings and Outgo

There were no foreign exchange earnings and outgo during the current financial year.

31. ANNUAL RETURN

The Annual Return of your Company as provided under Section 92(3) and 134(3)(a) of the Act, for financial year 2025 -26 is available on the website of the Company at https://izadmin.investmentz.com/ACMFSLFILE/AnnualReport/2025-2026/Draft%20Annual_Return_2025-2026.pdf General Information

a. There has been no change in the nature of business of the Company.

b. There were no frauds reported by the Auditors under Sub section (12) of Section 143 of the Companies (Amendment) Act, 2015, to the Audit Committee, Board of Directors or Central Government, Independent Directors.

c. There are no proceedings initiated/ pending against your Company under the Insolvency and Bankruptcy Code, 2016 which materially impact the business of the Company.

d. There was no instance of one-time settlement with any Bank or Financial Institution.

e. During the year under review, no significant material orders were passed by the Regulators or Courts or Tribunals impacting the going concern status and the Companys operations.

f. No employee stock options were granted to the Directors/ employees of the Company during Financial Year ended March 31, 2026. g. 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.

h. There has been no Issue of equity shares with differential rights as to dividend, voting or otherwise,

i. There has been no Issue of shares (including sweat equity shares) to employees of the Company under any scheme, j. The Company is committed to adopting best human Resource practice and confirms compliance with applicable provisions of the Maternity Benefit Act, 1961, as and when applicable.

ACKNOWLEDGMENT AND APPRECIATION

The Board of Directors expresses sincere gratitude to the Securities and Exchange Board of India, BSE Limited, National Stock Exchange of India Limited, the Ministry of Corporate Affairs, and other regulatory authorities for their continued support during the year.

We also thank our clients, stakeholders, and partners for their trust and confidence, which is integral to our success.

Further, the Board acknowledges the dedication and efforts of all employees of the Company and its subsidiaries whose commitment has been instrumental in driving profitable growth and achieving strategic objectives during the Financial

Year 2025-26.

We look forward to their continued support as we advance towards future goals, maintaining the highest standards of corporate governance, compliance, and transparency in line with SEBI Listing Regulations.

For and on behalf of the Board of Directors

Deena A. Mehta	Madhu Lunawat
Director	Director
(DIN: 00168992)	(DIN: 06670573)

Mumbai, August 07, 2026