ACI Infocom Ltd

Demat/remat status

• Securities for dematerialisation were confirmed to depositories and listed on stock exchanges.
• Physical certificates for dematerialisation were mutilated, cancelled, and owner updated in records.
• No demat/remat requests were received during the period.

ACI Infocom Ltd trading window closed from October 01, 2026 till 48 hours after declaration of unaudited Financial Results for the quarter ended September 30, 2026.

Resolutions

• Special: Alter objects and adopt new MOA; 71 in favour, 5 against.
• Special: Adopt new Articles of Association; 71 in favour, 5 against.
• Ordinary: Increase authorized share capital and amend MOA/AOA; 71 in favour, 5 against.
• Special: Issue up to 3,20,00,000 equity shares on preferential basis to promoter group; 71 in favour, 5 against.
• Special: Issue up to 29,48,00,000 fully convertible warrants to promoter group and public; 71 in favour, 5 against.

AGM details

• Date and time: 9 September 2026, 2:00 PM.
• Mode: VC/OAVM; deemed venue in Mumbai.
• Quorum: 54 members present.
• Meeting concluded at 2:16 PM IST.
• Chairperson: Sanjay Natvarlal Mandavia (Whole-time Director).
• Scrutinizer appointed for e-voting: Vivek Rawal.
• Remote e-voting window: 6–8 September 2026.

Resolutions considered

• Resolution 1 (Special): Alter objects and adopt a new Memorandum of Association.
• Resolution 2 (Special): Adopt new Articles of Association replacing existing ones.
• Resolution 3 (Ordinary): Increase authorized share capital; amend Capital Clause in MOA/AOA.
• Resolution 4 (Special): Issue up to 3.2 crore equity shares to promoter group.
• Resolution 5 (Special): Issue up to 29.48 crore fully convertible warrants to promoter group and public.

AGM notice access and email update

• AGM 44th scheduled for 30 Sep 2026 at 3:30 PM IST via VC/OAVM.
• Shareholders without registered emails will receive AGM and Annual Report access link.
• Weblink and exact path for Annual Report 2025-26 provided on investor-relations page.
• Cut-off date for non-registered emails is 28 Aug 2026.
• Please update email addresses with depositories/DPs to receive notices and support Green Initiative.

Financial snapshot FY2025-26

• Revenue from operations: nil; total income ₹54.38 Lakhs; PBT & PAT ₹-185.41 Lakhs.
• EPS: ₹-0.168 (basic and diluted) for FY2025-26.
• Net loss for the year ₹185.41 Lakhs, vs ₹53.16 Lakhs in the prior year.

Capital structure & liquidity

• Paid-up equity capital: ₹11.05 Crore; authorized capital proposed to rise to ₹50 Crore.
• Post-year preferential issue: up to 3.20 Crore shares at ₹1.53 each.
• Cash & cash equivalents ₹35.67 Lakhs; no borrowings.
• Post-year approvals: EGM on 9 Sep 2026; capital raise subject to shareholder approval.
• FY2025-26: no change in issued capital; no rights issue or buybacks.

Board and governance changes

• Sanjay Mandavia appointed Executive Director on 21 Feb 2026.
• Nidhi Dhanuka appointed Non-Executive Director on 18 Jul 2025.
• Navneet Kumar appointed Non-Executive Independent Director on 24 Apr 2026.
• Resignations: Kushal Jain and Dilip Dhariwal on 5 Sep 2025.
• Resignations: Krishna Vyas and Hemant Jain on 14 Aug 2026.
• Secretarial Auditor transition: Nishant Bajaj & Associates resigned Aug 27, 2026; D Maurya appointed.

Related party transactions

• RPT policy in place; all related party transactions arm's length; half-yearly stock exchange filings.
• Inter-corporate loan to Sanjog Developers; closing balance ₹327.44 Lakhs.
• Related party remuneration: Kushal Jain ₹2.01 Lakh; Sarika Mehta ₹2.00 Lakh; Dilip Dhariwal ₹2.52 Lakh.
• Unsecured loan of up to ₹2 Crores from Mr. Sanjay Mandavia approved; not a deposit.

Audit, risk and internal controls

• Secretarial audit: Nishant Bajaj resigned; M/s D Maurya appointed Aug 27, 2026.
• Internal audit: Divya Sarraf 2025-26; JVJ & Co. appointed 2026-27.
• No fraud reported; no significant litigation per auditor's report.
• Internal financial controls adequate and operating effectively.

Strategy and operations

• Alter MOA Main Object to include aviation; EGM Sept 9, 2026.
• Aviation/defence focus; redevelopment in real estate; growth in EPC.
• Outlook: infra capex expansion may boost demand; gov't focus on affordable housing.
• Risks: construction, design, environmental, and manpower cost pressures.

Dividend, ESG and disclosures

• Dividend for 2025-26: not declared.
• CSR not applicable; governance disclosures and cyber security updates noted.
• SCORES complaints: none; governance disclosures on company website.

Internal Auditor Appointment

• JVJ & Co appointed Internal Auditor for FY 2026-27, effective Aug 27, 2026.
• Profile: Mumbai-based CA firm offering internal audit and ICFR services.

Secretarial Auditor Resignation

• Nishant Bajaj & Associates resigned as Secretarial Auditor, effective close of business hours Aug 27, 2026.
• Reason: pre-occupation with other professional commitments.
• No disputes or pending issues reported.
• Company to appoint another eligible Practicing Company Secretary as Secretarial Auditor replacement.

Secretarial Auditor Appointment

• M/s. D Maurya and Associates appointed Secretarial Auditor for five consecutive years.
• Term: Apr 1, 2026 to Mar 31, 2031.
• Profile: Practising Company Secretaries led by CS Dhirendra Maurya with governance/compliance expertise.