To

The Members

ANI Integrated Services Limited

Your Directors hereby take the pleasure of presenting the 13^thAnnual Report of your Company together with the Audited Financial Statement of the Companyfor the year ended March 31 2022.

1. FINANCE:

Financial statements and Results:

The Company's performance during the year ended March 31 2022 ascompared to the previous financial year is summarized below: (Rupees in lakhs)

OPERATIONS:

During the year under review the Company has reported to a profit ofRs 545.97 (In Lakhs) as compared to a profit of

Rs 464.68 (In Lakhs) in Standalone Basis; and the Company hasreported to a profit of Rs 517.58 (In Lakhs) as compared to a profit ofRs 429.52(In Lakhs) on Consolidated Basis;

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

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

DEPOSITS:

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

PARTICULARS OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES:

All transactions/contracts/arrangements entered into by the Companywith related party (ies) as defined under the provisions of Section 2(76) of the CompaniesAct 2013 during the financial year under review were in ordinary course of business andon an arm's length basis. Further none of these contracts / arrangements /transactions with related parties could be considered material in nature as per thethresholds given in Rule 15(3) of the Companies (Meetings of Board and its Powers) Rules2014 and hence no disclosure is required to be given in this regard. For the purpose ofcompliance AOC-2 is attached as "Annexure - V"

Further Related Party Transactions are placed on a quarterly basisbefore the Audit Committee and before the Board for approval. Prior omnibus approval ofthe Audit Committee is obtained for the transactions which are of a foreseeable andrepetitive nature.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNINGS AND OUTGO:

The particulars as required under the provisions of Section 134 (3) (m)of the Companies Act 2013 read with Rule 8 of the Companies (Accounts) Rules 2014 inrespect of conservation of energy technology absorption foreign exchange earnings andoutgo etc. are furnished in "Annexure - I" which forms part of thisReport.

TRANSFER TO RESERVES:

The Company has not transferred any amount to the Reserves for the yearended 31^st March 2022

PARTICULARS OF INVESTMENTS LOANS GUARANTEES AND SECURITIES

Details of the loans guarantees and investments covered under Section186 of the Act form part of the notes to the standalone financial statements of theCompany.

2. DIVIDEND:

The Board has decided not to declare any Dividend for the CurrentFinancial Year.

3. UNPAID DIVIDEND &IEPF:

The Company is not required to transfer any amount to the InvestorEducation & Protection Fund (IEPF) and have unclaimed dividend which remains to betransferred to Investor Education & Protection Fund (IEPF).

4. REPORT ON PERFORMANCE OF SUBSIDIARIES ASSOCIATES AND JOINTVENTURE COMPANIES:

The particulars as required under the provisions in respect to thedetails of subsidiary associate and joint venture company are furnished in "Annexure- II" which forms part of this Report.

5. EXTRACT OF ANNUAL RETURN:

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

The Annual return will be placed on the weblink of the company viz.https://www.aniintegratedservices.com/.

6. DISCLOSURES UNDER SECTION 134(3)(l) OF THE COMPANIESACT2013:

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

7. DISCLOSURE OF INTERNAL FINANCIAL CONTROLS:

The Internal Financial Controls with reference to Financial Statementsas designed and implemented by the Company are adequate. During the year under review nomaterial or serious observation has been received from the Statutory Auditors of theCompany for inefficiency or inadequacy of such controls.

The internal audit is carried out by a separate firm B. H. Bhatt &Associates Chartered Accountants Internal Auditor of the Company for the Financial Year2021-22 under review. The periodical audit reports including significant auditobservations and corrective actions there-on are presented to the Chairman of the AuditCommittee.

8. MATTERS RELATING TO BOARD OF DIRECTORS AND KEY MANAGERIALPERSONNEL OF THE COMPANY: CHANGES IN COMPOSITION OF BOARD OF DIRECTORS:

During the year under review there was no change in composition ofBoard of Directors of the Company.

RETIREMENT BY ROTATION:

Pursuant to the provisions of Section 152 of the Companies Act 2013Akshay Navin Korpe is liable to retire by rotation at the ensuing Annual General Meetingof the Company and being eligible offers himself for reappointment. The said Director isnot disqualified from being re-appointed as a Director of a Company as per the disclosurereceived from him pursuant to Section 164(2) of the Companies Act 2013.

ANNUAL EVAULATION OF BOARD OF DIRECTORS AND ITS COMMITTEES:

Pursuant to the provisions of the Companies Act the Board has carriedout annual performance evaluation of its own performance the directors individually aswell as the evaluation of the working of its Audit Nomination & Remuneration andStakeholder relationship Committees.

In a separate meeting of Independent Directors performance ofnon-independent directors performance of the Board as a whole and performance of theChairman was evaluated taking into account the views of Executive director. The same wasdiscussed in the meeting held on April 14 2022 at which the performance of the Board itscommittees and individual directors was also discussed. Performance evaluation ofindependent directors was done by the entire Board excluding the independent directorbeing evaluated.

DECLARATION BY INDEPENDENT DIRECTORS:

During the Financial Year under review declarations were received fromall Independent Directors of the Company that they satisfy the "criteria ofIndependence" as defined under Regulation 16(b) of SEBI (Listing Obligations and

Disclosure Requirements) Regulations 2015 read with the provisions ofSection 149(6) of the Companies Act 2013 the Schedules and Rules framed there under.

CHANGE IN KEY MANAGERIAL PERSONNEL:

During the year under review Mr. Umair Momin Company Secretary andCompliance Officer of the Company had resigned with effect from January 31 2022.

After Closure of Financial Year Ms. Sanjana Sarda is being appointed asCompany Secretary and Compliance officer of the company with effect from April 14 2022.

9. MATTERS RELATING TO MEETING OF BOARD OF DIRECTORS ANDCOMMITTEES OF BOARD: NUMBER OF BOARD MEETINGS:

The Board of Directors met 4(Four) times during the Financial Yearended March 31 2022 in accordance with the provisions of the Companies Act 2013 andrules made thereunder.

The Company has complied with the applicable Secretarial Standards inrespect of all the Board meetings.

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

• ATTENDANCE RECORD:

• PREAMBLE:

The Audit Committee of Directors was constituted pursuant to theprovisions of Section 177 of the Companies Act 2013 ("the Act"). TheComposition of the Audit Committee is in conformity with the provisions of the saidsection. Present.

• TERMS OF REFERENCE OF AUDIT COMMITTEE:

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

• COMPOSITION OF AUDIT COMMITTEE:

Audit Committee consists of following members:

There was no change in the composition of the Audit Committee duringthe financial year 2021-22.

• ATTENDANCE RECORD:

• PREAMBLE:

The Nomination and Remuneration Committee of Directors as constitutedby the Board of Directors of the Company in accordance with the requirements of Section178 of the Act.

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

• TERMS OF REFERENCE OF NOMINATION & REMUNERATIONCOMMITTEE:

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

• COMPOSITION OF NOMINATION & REMUNERATION COMMITTEE:

Nomination & Remuneration Committee consists of following members:

There was no change in the composition of the Nomination &Remuneration Committee during the financial year 2021-22.

• ATTENDANCE RECORD:

The salient features of the Remuneration Policy and changes therein areattached as Annexure A and the Remuneration Policy is available on Company‘s websiteand can be accessed via the link provided herein below:https://www.aniintegratedservices.com/

• PREAMBLE:

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

• TERMS OF REFERENCE OF STAKEHOLDER'S RELATIONSHIPCOMMITTEE:

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

• COMPOSITION OF STAKEHOLDER'S RELATIONSHIP COMMITTEE:

Before Dissolvement of Stakeholders Relationship Committee consists offollowing members:

• ATTENDANCE RECORD:

There was no requirement for meeting of members of the StakeholdersRelationship Committee during the Financial Year 2021-22.

• PREAMBLE:

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

• TERMS OF REFERENCE OF CORPORATE SOCIAL RESPONSIBILITYCOMMITTEE:

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

• COMPOSITION OF CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

Corporate Social Responsibility Committee consists of following members

There was no change in the composition of the Corporate SocialResponsibility Committee during the Financial Year 2021-22.

• ATTENDANCE RECORD:

• EXPENDITURE PERTAINING TO CORPORATE SOCIAL REPOSIBILITYFOR THE FINANCIAL YEAR 2021-22:

The meeting of CSR Committee was held on February 14 2022. It wasdiscussed in the meeting that the Company initiated the CSR activities and found the goodavenue to make said expenditure during the Financial Year ended on March 31 2022 as peractivities mentioned in Schedule VII of Companies Act 2013. Thus the company has spentRs 500000/- as a CSR activity by giving contribution to "ANVI MEDICAL ANDEDUCATIONAL FOUNDATION on 28^th March 2022. Report on CSR activity is annexedhereto and marked as "Annexure - VII".

10. VIGIL MECHANISM / WHISTLE BLOWER:

The Board of Directors of the Company has pursuant to the provisionsof Section 177(9) of the Companies Act 2013 read with Rule 7 of the Companies (Meetingsof Board and its Powers) Rules 2014 framed "Vigil Mechanism Policy" forDirectors and employees of the Company to provide a mechanism which ensures adequatesafeguards to employees and Directors from any victimization on raising of concerns of anyviolations of legal or regulatory requirements incorrect or misrepresentation of anyfinancial statements and eports etc.

The employees of the Company have the right/option to report theirconcern/grievance to the Chairman of the Board of Directors.

The Company is committed to adhere to the highest standards of ethicalmoral and legal conduct of business operations.

11. RISK MANAGEMENT POLICY:

The Board of Directors of the Company has designed Risk ManagementPolicy and Guidelines to avoid events situations or circumstances which may lead tonegative consequences on the Company's businesses and define a structured approachto manage uncertainty and to make use of these in their decision making pertaining to allbusiness divisions and corporate functions. Key business risks and their mitigation areconsidered in the annual/ strategic business plans and in periodic management reviews.

12. CORPORATE GOVERNANCE REPORT:

The company being SME Listed is not required to disclose corporategovernance report for the financial year 2021-

22 as a part of Annual report pursuant to the provisions of Regulation15 of SEBI (Listing obligations and disclosure requirements) 2015.

13. ANNUAL EVALUATION OF DIRECTORS COMMITTEE AND BOARD:

Pursuant to the provisions of the Companies Act 2013 the Board hascarried out an annual performance evaluation of its own performance and of the directorsindividually as well as the evaluation of all the committees i.e. Audit Nomination andRemuneration Stakeholders Relationship.

The Board adopted a formal evaluation mechanism for evaluating itsperformance and as well as that of its committees and individual directors including theChairman of the Board. The exercise was carried out by feedback survey from each directorscovering Board functioning such as composition of Board and its Committees experience andcompetencies governance issues etc. Separate Exercise was carried out to evaluate theperformance of individual directors including the Chairman of the Board who were evaluatedon parameters such as attendance contribution at the meeting etc.

In a separate meeting of Independent Directors performance ofnon-independent directors performance of the Board as a whole and performance of theChairman was evaluated taking into account the views of Executive director.

The same was discussed in the Board meeting at which the performance ofthe Board its Committees and Individual Directors was also discussed. Performanceevaluation of independent directors was done by the entire Board excluding theindependent director being evaluated.

APPOINTMENT:

At the 8^th Annual General Meeting held on 30^thSeptember 2017 the Members approved appointment of M/s.

Shah & Modi Chartered Accountants (Firm Registration No.112426W)to hold office from the conclusion of the 8^th Annual General Meeting until theconclusion of the 13^th Annual General Meeting on such remuneration as may befixed by the Board apart from reimbursement of out-of-pocket expenses as may be incurredby them for the purpose of audit.

M/s Shah & Modi Chartered Accountants (Firm RegistrationNo.112426W) Chartered Accountants being eligible for reappointment in ensuing AnnualGeneral Meeting for a period of five years i.e. up to the Annual General Meeting untilthe conclusion of the 18^th Annual General Meeting on such remuneration as maybe fixed by the Board apart from reimbursement of out-of-pocket expenses as may beincurred by them for the purpose of audit.

The Company has received a certificate from the statutory auditors tothe effect that their re-appointment if made would be within the limits prescribed.

AUDITORS REPORT:

The observations / qualifications / disclaimers made by the M/s Shah& Modi Chartered Accountants in their report for the financial year ended 31 ^stMarch 2022 read with the explanatory notes therein are self-explanatory and therefore donot call for any further explanation or comments from the Board under Section 134 (3) ofthe Companies Act 2013.

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

There were no incidences of reporting of frauds by Statutory Auditorsof the Company under Section 143 (12) of the Act read with Companies (Accounts) Rules2014.

MAINTENANCE OF COST RECORDS:

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

SECRETARIAL AUDIT FOR THE YEAR ENDED MARCH 31 2022:

Provisions of Section 204 read with Section 134(3) of the CompaniesAct 2013 mandates to obtain Secretarial Audit Report from Practicing Company Secretary.M/s. MMJB& Associates LLP Practicing Company Secretaries had been appointed to issueSecretarial Audit Report for the Financial Year 2021-22.

Secretarial Audit Report issued by M/s. MMJB& Associates LLPPracticing Company Secretaries in Form MR-3 for the Financial Year 2021-22 forms part tothis report as an "Annexure – III" observations if any

15. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Pursuant to Schedule V of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 the Management Discussion and Analysis report is annexedhereto and marked as "Annexure - IV".

DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL:

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

DIRECTORS' RESPONSIBILITY STATEMENT:

In terms of Section 134(5) of the Companies Act 2013 in relation tothe audited financial statements of the Company for the year ended March 31 2022 theBoard of Directors hereby confirms that:

a) in the preparation of the annual accounts the applicable accountingstandards had been followed along with proper explanation relating to material departures;

b) such accounting policies have been selected and applied consistentlyand the Directors made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the

Company as at March 31 2022 and of the profit/loss of the Company forthat year;

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

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

e) proper systems have been devised to ensure compliance with theprovisions of all applicable laws and that such systems were adequate and operatingeffectively;

f) That the directors had laid down internal financial controls to befollowed by the Company and that such internal financial controls are adequate andoperating effectively.

DISCLOSURE UNDER SECTION 43(A)(II) OF THE COMPANIES ACT 2013:

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

DISCLOSURE UNDER SECTION 54(1)(D) OF THE COMPANIES ACT 2013:

The Company has not issued any sweat equity shares during the yearunder review and hence no information as per provisions of Section 54(1)(d) of the Actread with Rule 8(13) of the Companies (Share Capital and Debenture) Rules 2014 isfurnished.

DISCLOSURE UNDER SECTION 62(1)(B) OF THE COMPANIES ACT 2013:

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

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

During the year under review there were no instances of non-exercisingof voting rights in respect of shares purchased directly by employees under a schemepursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital andDebentures) Rules 2014 is furnished.

POLICY ON SEXUAL HARASSMENT AT WORKPLACE:

DuringtheFinancialYear2021 22the Board adopted Sexual HarassmentPolicy and constituted Internal Complaint Committee for prevention and prohibition ofSexual Harassment of woman at workplace. The Committee noted the fact that the Company hasreceived zero tolerance towards sexual harassment at the workplace during the FinancialYear 2021-22.

Further the Company had also adopted a policy on preventionprohibition and redressal of sexual harassment at workplace in line with the provisions ofthe Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act2013 and the Rules thereunder.

The Company has complied with provisions relating to constitution ofInternal Complain Committee under Sexual Harassment of woman at workplace (preventionprohibition and Redressal) Act 2013.

MAINTENANCE OF STATUTORY BOOKS AND REGISTERS:

The Company pursuant to the special resolution passed by members of theCompany in its 9^th Annual General Meeting of the Company held on 2ndAugust2018 resolved to keep and maintain Register of Members and Index of Members at thepremises of M/s. Bigshare Services Private Limited located at 1^st FloorBharat Tin Work Building Opp. Vasant Oasis Makwana Road Marol Andheri (E)Mumbai-400059.

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

The disclosures as per Rule 5 of Companies (Appointment &Remuneration) Rules 2014 have been marked as

18. APPRECIATION:

Your directors take this opportunity to thank the customersshareholders suppliers bankers business partners/ associates financial institutionsand Central and State Governments for their consistent support and encouragement to theCompany.

FOR ANI INTEGRATED SERVICES LIMITED