Dear Members,
Your Directors are pleased to present the 32 nd Annual Report on the business and
operation of the Company together with Audited Statement of Accounts for the financial
year ended March 31, 2026
FINANCIAL PERFORMANCE
The Audited Financial Statements of your Company as on March 31, 2026 are prepared in
accordance with the relevant applicable Indian Accounting Standards ("Ind AS")
and Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and the
provisions of the Companies Act, 2013("Act"):
The summarized financial highlights are depicted below:
| PARTICULARS |
Standalone |
Consolidated |
|
FY 2025-26 |
FY 2024-25 |
FY 2025-26 |
FY 2024-25 |
| Revenue from operations |
3273.68 |
3320.32 |
3280.44 |
3327.05 |
| Other Income |
121.42 |
99.64 |
110.06 |
100.32 |
| Total Income |
3395.10 |
3419.96 |
3390.50 |
3427.37 |
| Earnings Before Depreciation, Finance costs, Exceptional
Items and Tax |
622.36 |
599.33 |
614.01 |
606.08 |
| Less: Depreciation and amortization expenses |
33.91 |
27.65 |
35.19 |
28.31 |
| Less: Finance Costs |
22.00 |
28.57 |
22.11 |
28.65 |
| Profit before exceptional items and Tax |
566.45 |
543.11 |
556.71 |
549.12 |
| Less: Exceptional items |
- |
- |
- |
- |
| Profit Before Tax |
566.45 |
543.11 |
556.71 |
549.12 |
| Less: Tax expense (Net) |
141.03 |
139.47 |
141.61 |
139.88 |
| Profit After Tax |
425.42 |
403.64 |
415.10 |
409.24 |
| Other Comprehensive income for the year (net of tax) |
0.13 |
-0.27 |
0.13 |
-0.02 |
| Total Comprehensive income for the year |
425.55 |
403.37 |
415.23 |
409.22 |
23
STATE OF COMPANY'S AFFAIRS AND FINANCIAL PERFORMANCE
During the financial year 2025-26, Action Construction Equipment Limited
("ACE" or "the Company") continued to strengthen its position in the
construction and material handling equipment industry. The Company remained focused on
sustainable and profitable growth, operational efficiency, product innovation, technology
enhancement and strengthening its presence across domestic and international markets.
The brief highlights of the Company's standalone financial performance during FY
2025-26 are as under:
?– Revenue from Operations stood at ' 3,273.68 crore, as against ' 3,320.32
crore in the previous year, registering a decrease of 1.40%.
?– EBITDA, before Interest, Depreciation, Amortisation, Exceptional Items
and Tax, stood at ' 622.36 crore, as against ' 599.33 crore in the previous year,
registering an increase of 3.84%.
?– Profit Before Tax (PBT) stood at ' 566.45 crore, as against ' 543.11
crore in the previous year, registering an increase of 4.30%.
?– Profit After Tax (PAT) stood at ' 425.42 crore, as against '403.64 crore
in the previous year, registering an increase of 5.40%.
?– Earnings Per Share (EPS) for the year under review stood at ' 35.75.
Despite a marginal decline in revenue, the Company delivered improved profitability
during the year, supported by better operating efficiencies, favourable product mix and
continued focus on cost optimisation. The growth in EBITDA and PAT reflects the Company's
continued emphasis on profitable growth and operational excellence.
During the year, the Company continued to strengthen its product portfolio and
technology capabilities, with emphasis on safety, reliability, productivity and
customer-centric solutions. The
Company's diversified presence across construction, infrastructure, material handling
and allied sectors continues to provide a strong foundation for sustainable growth.
The Company has entered into for formation of a 50:50 Joint Venture with KATO WORKS
CO., LTD., Japan, for the Heavy Crane Business.
The Joint Venture is intended to leverage the complementary strengths and technological
capabilities of both partners and provide opportunities for technology enhancement,
localisation and expansion in domestic as well as international markets.
The Company remains well positioned to benefit from the continued growth in
infrastructure and industrial activities and will continue to focus on innovation,
operational excellence, market expansion and sustainable value creation for its
stakeholders.
CHANGE IN THE NATURE OF BUSINESS
There was no change in the nature of the business of the Company during the financial
year ended March 31, 2026.
AMOUNTS TRANSFERRED TO RESERVES
During the year under review, no amount was transferred to any of the reserves by the
Company.
Further the movement in reserve and surplus is provided in note no. 14 of standalone
financial statements and consolidated financial statements.
DIVIDEND
The Board of Directors at its meeting held on May 20, 2026, has recommended dividend of
' 2.00 i.e. (100%) per equity share of the face value of ' 2 (Rupee Two) each as final
dividend for the financial year ended March 31, 2026. The payment of final dividend is
subject to the approval of the shareholders at the ensuing Annual General Meeting (AGM) of
the Company.
The record date for the purpose of determining the eligibility of shareholders for
payment of final dividend will be September 03, 2026.
DIVIDEND DISTRIBUTION POLICY
In compliance with the provisions of Regulation 43A of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, as amended, the Board of Directors of the
Company have adopted the Dividend Distribution Policy of the Company ("the
Policy"), the Policy inter alia, lays down various parameters for the
declaration/recommendation of dividend.
The policy is available on the Company's website at the following
https://www.ace-cranes.com/public/front/pdf/Dividend_ Distribution_Policy_ACE_2021.pdf
UNCLAIMED DIVIDENDS
Details of outstanding and unclaimed dividends previously declared and paid by your
Company are given under the Corporate Governance Report which forms part of this Annual
Report.
SHARE CAPITAL
During the year under review, there was no change in the Authorised and paid up share
capital of your Company. The authorised equity share capital of your Company is R 55.25
crores and the Paid up share capital is R 23.82 crores & during the year Company has
not issued any:
(a) Shares with differential rights;
(b) Sweat equity shares;
(c) Bonus shares;
(d) Debenture, bond or any other securities and
During the year, the company has not done any buy-back of equity shares.
EMPLOYEE STOCK OPTION SCHEME (ESOS)
Your Company grants share-based benefits to eligible employees with the objective of
attracting and retaining talent, encourage employees to align individual performance with
the Company objectives and to promote their active participation in the growth of the
Company through Action Construction Equipment Limited Employee Stock Option Scheme 2021 ("Scheme")
. The Scheme is in line with the SEBI (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021 ("SBEB & SE Regulations") and there were no material
changes to the scheme during the financial year 2025-26.
Other details pertaining to the ESOS are provided in Note No. 44 of the notes to
Accounts of Standalone Financial Statement of the Company,
The Scheme is being implemented in accordance with SEBI (SBEB & SE Regulation) and
the resolution passed by the Members. The Secretarial Auditors certificate would be
available during the Annual General Meeting for inspection by the members.
In terms of regulation 14 of the SBEB & SE Regulations, a statement giving complete
details, as at March 31, 2026, is available on the website of the Company at
https://www.ace-cranes.com.
LISTING OF SHARES
The equity shares of the Company are listed on the National Stock Exchange of India
Limited (NSE) and BSE Limited (BSE). The listing fee for the year 2026-27 has already been
paid to both the Stock Exchanges.
CREDIT RATING
ICRA Limited has reaffirmed the Long-Term Credit Rating [ICRA] AA (Stable) (pronounced
ICRA double A) with a stable outlook and Short-Term Credit Rating of [ICRA]A1+ (pronounced
ICRA A one plus) for the bank loan facilities. This indicates Company's sound financial
health and its ability to meet the financial obligations and outlook on the long-term
Rating is Stable.
MATERIAL CHANGES AND COMMITMENTS, IF ANY
No material changes and commitments affecting the financial position of the Company
occurred between the end of the financial year to which this financial statement relates
and the date of this report.
DISCLOSURES RELATING TO SUBSIDIARY COMPANY AND CONSOLIDATED FINANCIAL STATEMENTS
As per provisions of companies Act, 2013 read with rules made there under and
applicable accounting standards, list of subsidiaries of your Company is provided as part
of the notes to the consolidated financial statements.
As at March 31, 2026, the Company has following subsidiaries Companies/Firms/trust.
| S. No. |
Name of the Company/Firm/Trust |
Status |
Country |
Holding |
| 1. |
Crane Kraft India |
Wholly Owned |
India |
100% |
|
Private Limited |
Subsidiary |
|
|
| 2. |
Namo Metals |
Partnership Firm |
India |
90.00% |
| 3. |
ACE Emergency Response Service Trust |
Trust |
India |
100% |
| 4. |
Action Construction Equipment Limited Employees Welfare
Trust |
Trust |
India |
100% |
Notes :
1. During FY 2025-26, the Company entered into an Investment and Shareholders'
Agreement with Kato Works Co., Ltd. for formation of a joint venture in India, pursuant to
which ACE KATO Private Limited was incorporated on March 11, 2026. The initial capital of
the JV Company was infused by the Company on April 19, 2026, i.e. after the end of FY
2025-26. Accordingly, the Company has not considered ACE KATO Private Limited as a
subsidiary/joint venture for FY 2025-26. The JV Company is yet to commence its business
operations and its shareholding is proposed to be restructured to 50:50 between the
Company and Kato Works Co., Ltd.
2. During the year ended March 31, 2026, the Company's subsidiary ("SC Forma
SA") was liquidated and the Company received a net consideration of ' 1434 lakhs on
September 03, 2025.
In accordance with Section 129(3) of the Companies Act, 2013, Regulations 33 of SEBI
(Listing Obligations and Disclosure
Requirements) Regulations, 2015 and applicable Accounting Standards, the Company has
prepared consolidated financial statements of the Company and its subsidiaries, which form
part of the Annual Report. For details, please refer to the Consolidated Financial
Statements.
A statement containing the salient features of the financial statement/highlights of
performance of our subsidiaries in the prescribed Form AOC-1 is attached as Annexure-I
to this 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 accounts of its subsidiaries, are available at website of the company at
www.ace-cranes.com. These documents will also be available for inspection during business
hours at our registered office.
In terms of the Company's Policy on determining "Material Subsidiary", during
the financial year ended March 31, 2026, there is no material subsidiary of the Company
whose turnover or networth exceeds 10% of the consolidated turnover or networth of the
Company and its subsidiaries in the immediately preceding accounting year.
The Policy for determining material subsidiaries may be accessed on the Company's
website at the following link https://www.ace-
cranes.com/home/investor-policies-and-programme-codes
DIRECTORS AND KEY MANAGERIAL PERSONNEL
As at March 31, 2026, your Company's Board had eight members comprising of four
Executive Promoter Directors and four Independent Directors, including one Independent
Woman Director. The details of Board and Committee composition and other details are
available in the Corporate Governance Report, which forms part of this Annual Report.
In terms of the requirement of the Listing Regulations, the Board has identified core
skills, expertise, and competencies of the Directors in the context of your Company's
business for effective functioning. The key skills, expertise and core competencies of the
Board of Directors are detailed in the Corporate Governance Report, which forms part of
this Annual Report.
Appointment/Re-appointment
During the Financial Year 2025-26 on recommendation of Board of Director and Nomination
and Remuneration Committee, the shareholders of the Company at their 31 st Annual General
Meeting held on August 29, 2025, approved the re-appointments of Mr. Shriniwas Vashisht
and Dr. Jagan Nath Chamber as NonExecutive Independent Directors of the Company for a
further period of five years with effect from September 24, 2025 and November 06, 2025,
respectively.
Their re-appointments were in accordance with the applicable provisions of the
Companies Act, 2013 and the Listing Regulations and are in the best interest of the
Company.
Re-appointment of Directors retiring by rotation In accordance with the
provisions of Companies Act, 2013 (hereinafter referred as "the Act") and
Articles of Association of the Company, Mr. Sorab Agarwal (DIN:00057666), Whole-Time
Director of the Company will retire by rotation at the ensuing AGM and being eligible,
offers himself for re-appointment. Details related to his re-appointment as required to be
disclosed under Companies Act 2013/listing Regulations is given in the notice of 32 nd
AGM.
Pecuniary relationship or transactions with the Company
During the year under review, the Non-Executive Directors of the Company had no
pecuniary relationship or transactions with the Company, other than sitting fees and
reimbursement of expenses incurred by them in connection with of attending meetings of the
Board/ Committee(s) of the Company.
Declaration By Independent Directors
The Company has received declarations from all the Independent Directors of the Company
confirming that they meet with the criteria of independence as prescribed under
sub-section (6) of Section 149 of the Act and under Regulation 16(1)(b) of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred as
"the Listing Regulations").
In the opinion of Board of Directors of the Company, Independent Directors on the Board
of Company hold highest standards of integrity and are highly qualified, recognized and
respected individuals in their respective fields. It's an optimum mix of expertise
(including financial expertise), leadership and professionalism.
KEY MANAGERIAL PERSONNELS (KMP)
Pursuant to the provisions of Section 203 of the Companies Act, 2013 read with Rules
made thereunder following are designated as Key Managerial Personnel (KMP) of the Company:
?– Mr. Vijay Agarwal, Chairman & Managing Director;
?– Mrs. Mona Agarwal, Whole-Time Director;
?– Mr. Sorab Agarwal, Whole-Time Director;
?– Mrs. Surbhi Garg, Whole-Time Director;
?– Mr. Rajan Luthra, Chief Financial Officer (CFO); and
?– Mr. Anil Kumar, Company Secretary & Compliance Officer. NUMBER OF
BOARD MEETINGS
The Board met 5 (Five) times during the year under review. The intervening gap between
the 2 (Two) consecutive meetings did not exceed 120 days, as prescribed under the
Companies Act, 2013 and SEBI Listing Regulations. The details of Board meetings and the
attendance of the Directors are provided in the Corporate Governance Report, which forms
part of this Annual Report.
Independent Directors' Meeting
Pursuant to the requirements of Schedule IV of the Companies Act, 2013 and the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, separate Meeting of
the Independent Directors of the Company was held on February 03, 2026, without the
presence of Non-Independent Directors and members of the management, to review the
performance of NonIndependent Directors and the Board as a whole, the performance of the
Chairperson of the Company, taking into account the views of Executive Directors, and also
to assess the quality, quantity and timeliness of flow of information between the Company
management and the Board.
ANNUAL GENERAL MEETING
During the financial year 2025-26, 31 st Annual General Meeting of the Company was held
on August 29, 2025, at 12:00 noon through Video Conferencing ("VC")/Other Audio
Visual Means ("OAVM").
COMMITTEES OF THE BOARD
As required under the Companies Act, 2013 and the SEBI Listing Regulations, your
Company has constituted various Statutory Committees. Additionally, the Board has
constituted internal management committee of Directors named as "Committee of Board
of Directors (COB)" for taking the administrative decisions of the Company. As on
March 31, 2026 the Board has comprised the following committees/sub-committees.
(a) Audit Committee;
(b) Nomination and Remuneration Committee;
(c) Stakeholders Relationship Committee;
(d) Corporate Social Responsibility Committee;
(e) Risk Management Committee;
(f) Committee of Board of Directors (COB);
During the year, all recommendations made by the committees were approved by the Board.
A detailed note on the composition of the Board and its committees, including its terms of
reference is provided in the Corporate Governance Report forming part of this Annual
Report.
The composition and terms of reference of all the Committee(s) of the Board of
Directors of the Company are line with the provisions of the Act and Listing Regulations
& there were no changes in the composition of the committees
NOMINATION AND REMUNERATION POLICY
The Board of Directors has framed a policy which lays down a framework in relation to
remuneration and appointment of Directors, Key Managerial Personnel and Senior Management
of the Company. The Policy broadly lays down the guiding principles, philosophy and the
basis for payment of remuneration to Executive and Non-Executive Directors (by way of
sitting fees), Key Managerial Personnel, Senior Management and other employees. The policy
also provides the criteria for determining qualifications, positive attributes and
Independence of Director and criteria for appointment of Key Managerial Personnel / Senior
Management and performance evaluation. The above policy has been posted on the website of
the Company at the following link https://www.ace-
cranes.com/public/front/pdf/ACE_NR_Policy_%2001082026.pdf
BOARD DIVERSITY
Your Company recognizes and embraces the importance of a diverse board in its success.
The Board has adopted the Board Diversity Policy which sets out the approach to the
diversity of the Board of Directors. The said Policy is available on your Company's
website at the following link https://www.ace-cranes.com/home/
investor-policies-and-programme-codes
DISCLOSURE OF CERTAIN TYPE OF AGREEMENTS BINDING LISTED ENTITY
Pursuant to Regulation 30A(2) of SEBI Listing Regulations, there is no agreement
impacting the management or control of the Company or imposing any restrictions or create
any liability upon the Company.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the provisions of clause (c) of Sub-section (3) of Section 134 of the
Companies Act, 2013, your Directors hereby confirm that they:
(i) Have followed in the preparation of Annual Accounts for the financial year 2025-26,
the applicable Accounting Standards and no material departures have been made for the
same;
(ii) 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 profit of the
Company for the year ended on that date;
(iii) Had taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 2013 for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities;
(iv) Had prepared the annual accounts on a going concern basis;
(v) Have laid down internal financial controls to be followed by the Company and that
such internal financial controls are adequate and are operating effectively; and
(vi) Have devised proper systems to ensure compliance with the provisions of all
applicable laws and that such system is adequate and operating effectively.
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013 and Regulation 25 (3) of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended,
Independent Directors at their separate meeting, without participation of the
Non-Independent Directors and Management considered and evaluated the Board's performance
and performance of the Chairman and Non Independent Directors. The Independent Directors
at the said meeting have also assessed the quality, quantity and timeliness of flow of
information between the Company Management and the Board.
The Board of Directors has evaluated the performance of each of the Independent
Directors (without participation of the respective Director). The Board has carried out
the annual evaluation of its own performance and that of its Directors individually. The
evaluation criteria as approved by the Nomination and Remuneration Committee included
various aspects of the functioning of Board such as composition, process and procedures
including adequate and timely information, attendance, decision making, roles and
responsibilities etc.
The performance of individual directors including the Chairman was evaluated on various
parameters such as industry knowledge & experience, vision, commitment, time devoted
etc. The evaluation of Independent Directors was based on aspects like participation &
contribution to the Board decisions, knowledge, experience and integrity etc.
STATUTORY AUDITORS
As per provisions of Section 139(1) of the Act, the Company has appointed M/s BSR &
Co. LLP, Chartered Accountants (Firm Regn. No. 101248W/W-100022) as Statutory Auditors of
the Company for a period of 5 (Five) years (April 01, 2022 to March 31, 2027 i.e. till the
conclusion of the 33 rd AGM to be held in the calendar year
2027, at the AGM of the Company held on September 20, 2022.
Representative of M/s B S R & Co. LLP, Statutory Auditors of your Company attended
the previous AGM of the Company held on August 29, 2025.
STATUTORY AUDITORS' REPORT
Statutory Auditors have expressed their unmodified opinion on the Standalone and
Consolidated Financial Statement and their reports do not contain any qualifications,
reservations, adverse remarks or disclaimers. The Notes to the financial statement
referred in the Auditor's Report are self-explanatory. The Auditor's Report is enclosed
with the financial statement forming part of this Annual Report.
SECRETARIAL AUDITORS
pursuant to the provisions of Regulation 24A & other applicable provisions of the
SEBI Listing Regulations and Section 204 of the Companies Act, 2013 read with Rule 9 of
the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s
Vasisht & Associates, Practising Company Secretaries, were appointed as the
Secretarial Auditors of the Company at the 31 st Annual General Meeting of the Company
held on August 29, 2025, for a term of 5 (Five) consecutive years, to hold office from
April 1, 2025 to March 31, 2030.
SECRETARIAL AUDIT REPORT
A Secretarial Audit Report for FY 2025-26 given by the Secretarial Auditors in Form No.
MR-3 is annexed with this Report as Annexure-II there are no qualifications,
reservations or adverse remarks made by Secretarial Auditors in their Report.
SECRETARIAL AUDIT OF MATERIAL UNLISTED INDIAN SUBSIDIARY
There is no material unlisted Indian subsidiary of the Company as on March 31, 2026 and
as such the requirement under Regulation 24A of the SEBI Listing Regulations regarding the
Secretarial Audit of material unlisted Indian subsidiary is not applicable to the Company
for FY 2025-26.
SECRETARIAL COMPLIANCE REPORT
Pursuant to regulation 24A of SEBI (Listing Obligations and Disclosure Requirements)
Regulations 2015, as amended, in addition to the secretarial audit, Annual Secretarial
Compliance Report given by M/s Vasisht & Associates, Company Secretaries on compliance
of all applicable SEBI Regulations and circulars/ guidelines issued thereunder is annexed
as Annexure-III .
COST AUDITORS
Pursuant to section 148 of the Companies Act, 2013, the Company is required to have the
audit of its cost records conducted by a Cost Accountant in practice.
Pursuant to the provisions of Section 141 read with Section 148 of the Companies Act,
2013 and Rules made thereunder, M/s Vandana Bansal & Associates, Cost Accountants
(Firm Registration
No. 100203) has been appointed as the Cost Auditors of the Company for the year ending
March 31, 2026.
The Cost Audit Report for financial year 2025-26 will be filed with the Ministry of
Corporate Affairs within stipulated time period.
Further, the Board of Directors has approved re-appointment of M/s Vandana Bansal &
Associates, Cost Accountants, as Cost Auditors of the Company at their meeting held on May
20, 2026 for FY 202627. A resolution seeking approval of the Shareholders for ratifying
the remuneration payable to the Cost Auditors for FY 2026-27 is provided in the Notice of
the ensuing Annual General Meeting.
INTERNAL AUDIT
The Board of Directors of the Company has appointed M/s Ernst & Young (EY) as
Internal Auditor of the Company, to audit the function and activities of the Company and
to review various operations of the Company; the Company continued to implement their
suggestions and recommendations to improve the control environment.
DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS OTHER THAN THOSE WHICH ARE
REPORTABLE TO THE CENTRAL GOVERNMENT
The Statutory Auditors, Secretarial Auditors, Cost Auditors & Internal Auditors of
the Company have not reported any frauds to the Audit Committee or to the Board of
Directors under Section 143 (12) of the Companies Act, 2013, including rules made there
under.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Details of the CSR Committee are provided in the Corporate Governance Report, which
forms part of this Annual Report. The CSR policy is available on the Company's website at
the following link https://www.ace-cranes.com/public/front/pdf/CSR%20Policy-
New%20Policy%202021.pdf The Annual Report on CSR activities is annexed and forms part of
this report as Annexure-IV. During the financial year, your Company has met its CSR
obligations in terms of Section 135 of the Act. Your Company has spent more than 2% of its
statutory CSR obligations.
CORPORATE GOVERNANCE REPORT
Your Company is committed to maintain highest standards of corporate governance
practices. The Corporate Governance Report, as stipulated by SEBI Listing Regulations,
forms part of this Annual Report along with the required certificate from a Practicing
Company Secretary, regarding compliance of the conditions of corporate governance.
MANAGEMENT DISCUSSION AND ANALYSIS
Management Discussion and Analysis for the year as stipulated under Schedule V of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended is
separately given and forms part of this Annual Report and provides a more detailed
analysis on the performance of individual businesses and their outlook.
CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All transactions with related parties are placed before the Audit Committee and Board
for its approval. An omnibus approval from Audit Committee is obtained at the beginning
for the financial year for the related party transactions which are repetitive in nature.
All transactions with related parties entered into during the year under review were at
arm's length basis and in the ordinary course of business and in accordance with the
provisions of the Act and the rules made thereunder, the SEBI Listing Regulations and
Company's Policy on Related Party Transactions.
During the year, your company has not entered into any transactions with related
parties which could be considered material in terms of Section 188 of the Act.
Further, the prescribed details of related party transactions of the Company in Form
No. AOC-2, in terms of section 134 of the Act read with Rule 8 of the Company (Accounts)
Rules, 2014 is given as Annexure-V to this report.
The Policy on materiality of related party transactions and dealing with related party
transactions may be accessed on the Company's website at link
https://www.ace-cranes.com/home/investor- policies-and-programme-codes
Your Directors draw attention of the members to note 33 in the notes to accounts in the
Standalone Financial Statements and to note 34 in the notes to accounts in the
Consolidated Financial Statements which sets out related party disclosures.
Pursuant to the provisions of Regulation 23 of the SEBI Listing Regulations, your
Company has filed half yearly reports to the stock exchanges, for the related party
transactions.
DISCLOSURE ON AUDIT COMMITTEE
The Audit Committee as on March 31, 2026 comprises of the following Directors: Mr.
Avinash Parkash Gandhi (Chairman), Mr. Vijay Agarwal, Mr. Shriniwas Vashisht, and Dr.
Jagan Nath Chamber as Members. For more details kindly refer to the section 'Committees of
the Board-Audit Committee', in the Corporate Governance Report, which forms part of this
Annual Report.
All recommendations of Audit Committee were accepted by the Board of Directors.
RISK MANAGEMENT
The Company has constituted a Risk Management Committee in Compliance with the
requirements of Regulation 21 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. The details of this Committee and its terms of reference
are set out in the Corporate Governance Report, which forms part of this Annual Report.
The Company has also formulated the Risk Management Policy, to identify risks and
minimize their adverse impact on business and strives to create transparency which in turn
enhances the Company's competitive advantage.
According to the aforesaid business risk policy, the Company has identified the
business risks associated with its operations and an action plan for its mitigation of the
same is put in place. The business risks and its mitigation have been dealt with in the
Management Discussion and Analysis Section of this Annual Report.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has established an adequate and effective internal control framework
commensurate with its size, scale and complexity of operations. The internal control
systems and procedures are designed to provide reasonable assurance regarding the orderly
and efficient conduct of business operations, reliability of financial reporting,
safeguarding of assets, prevention and detection of frauds and errors, appropriate
authorisation and recording of transactions, compliance with applicable laws and
regulations, and adherence to the Company's policies and procedures.
The internal control framework is supported by clearly defined policies, processes,
delegation of authority and monitoring mechanisms across key business and functional
areas. The Company continuously reviews and strengthens its internal controls to ensure
that they remain relevant and effective in line with the evolving scale and complexity of
its operations.
During the year, such controls were tested and no reportable material weakness in the
design or operation was observed.
WHISTLE BLOWER POLICY/ VIGIL MECHANISM
Your Company has adopted a whistle blower policy and has established the necessary
vigil mechanism for Directors and employees in confirmation with Section 177 of the Act
and Regulation 22 of SEBI Listing Regulations, to facilitate reporting of the genuine
concerns about unethical or improper activity, without fear of retaliation.
The vigil mechanism of your Company provides for adequate safeguards against
victimization of whistle blowers who avail of the
mechanism and also provides for direct access to the Chairman of the Audit Committee in
exceptional cases.
No person has been denied access to the Chairman of the Audit Committee. The Whistle
Blower Policy is available on Company's website at
https://www.ace-cranes.com/public/front/pdf/5-Whistle- Blower-Policy.pdf
COMPLIANCE WITH 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
(ICSI) and that such systems are adequate and operating effectively.
POLICY ON PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE
The Company has laid down sexual harassment policy pursuant to provision of Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and
Rules made thereunder. The objective of this policy is to provide protection against
sexual harassment of women at workplace and for the prevention and redressal of complaints
of sexual harassment and for matters connected therewith. The Company has zero tolerance
on sexual harassment at workplace. During the financial year 202526, no complaint was
received under this policy.
RESEARCH AND DEVELOPMENT
Your Company continues to invest in a comprehensive Research & Development
(R&D) program to develop a unique source of sustainable competitive advantage and
build future readiness by leveraging contemporary advances in several relevant areas of
science and technology and blending the same with classical concepts of product
development.
The Company has dedicated R&D center at Jajru Road, Faridabad and at Dudhola Link
Road, Dudhola Village, Palwal. Both these centers have accreditations from the Ministry of
Science and Technology, Govt. of India. Both the centers continuously carries out research
and development for developing new products and also focus on the quality of products,
making them more economical, cost-effective and user-friendly.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE
There was no significant and material order passed by any regulatory authority or
courts or tribunals impacting the going concern status and Company's operations in future.
PARTICULARS OF REMUNERATION OF DIRECTORS/ KMP/EM- PLOYEES
In terms of provisions of Section 197(12) of the Act, read with the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing
the names and other
particulars of the employees drawing remuneration in excess of the prescribed limits
are available with the Company Secretary. In terms of the first proviso to Section 136(1)
of the Act, the Annual Report excluding the aforesaid information is being sent to the
members of the Company. Any member interested in obtaining such particulars may write to
the Company Secretary of the Company and the same will be furnished on request.
Disclosures pertaining to remuneration and other details as required under Section 197(12)
of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is enclosed as Annexure-VI and forms an integral
part of this Report.
PUBLIC DEPOSITS
During the year under review, the Company has not accepted any public deposits under
Chapter V of the Companies Act, 2013 and as such, no amount on account of principal or
interest on public deposits was outstanding as of March 31, 2026.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES
ACT, 2013.
Particulars of loans, guarantees and investments under Section 186 of the Companies
Act, 2013 as at the end of the financial year 202526 are provided in the notes to
standalone financial statements.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND
OUTGO
Information pursuant to conservation of energy, technology absorption and foreign
exchange earnings and outgo, as required to be disclosed under the Companies Act, 2013 is
annexed as Annexure-VII and forms a part of this report.
ANNUAL RETURN
The extracts of the Annual Return of the Company in Form MGT-9, as they stood on the
close of the financial year, i.e. March 31, 2026, is available on the website of the
Company at the following weblink: https://www.ace-cranes.com/home/mgt-7, Further, a copy
of the Annual Return of the Company containing the particulars prescribed under section 92
of the Companies Act, 2013, in Form MGT-7, as they stood on the close of the financial
year i.e. March 31, 2025 is uploaded on the website of the Company and link for the same
is https://www.ace-cranes.com/home/mgt-7.
Further, pursuant to Section 92 of the Companies Act, 2013, Annual Return of the
Company for FY 2025-26 in Form MGT-7, containing the particulars prescribed under the said
section, will be uploaded on the website of the Company after filling with the MCA within
the stipulated timeline as mentioned in the Act.
INVESTORS EDUCATION AND PROTECTION FUND (IEPF)
In accordance with the applicable provisions of Companies Act, 2013 read with Investor
Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016
("IEPF Rules"), all unclaimed dividends are required to be transferred by
the Company to the IEPF, after completion of seven (7) years.
Further, according to IEPF Rules, the shares on which dividend has not been claimed by
the shareholders for seven (7) consecutive years or more shall be transferred to the demat
account of the IEPF Authority.
The details relating to amount of dividend transferred to the IEPF authority and
corresponding shares on which dividends were unclaimed for seven (7) consecutive years,
are provided in the Corporate Governance Report section of this Annual Report.
AWARDS AND RECOGNITIONS
During the financial year 2025-26, the Company continued to strengthen its position in
the construction and material handling equipment industry and received several prestigious
awards and recognitions. The key achievements during the year are set out below:
?– Bestseller - Tower Cranes: The Company was recognised as the Bestseller
in Tower Cranes at the 13 th Annual Equipment India Awards, held in October 2025;
?– Bestseller - Mobile Cranes: The Company was recognised as the Bestseller
in Mobile Cranes at the 13 th Annual Equipment India Awards, held in October 2025;
?– Hurun India Rich List 2025: Mr. Vijay Agarwal, Chairman & Managing
Director of the Company, was featured in the Hurun India Rich List 2025, published in
October 2025;
?– Dun & Bradstreet - India's Top Value Creator 2025: The Company was
recognised among India's Top Value Creators 2025 in the Engineering Projects / Capital
Goods category by Dun & Bradstreet, in November 2025;
?– Lifetime Achievement Award: Mr. Vijay Agarwal, Chairman & Managing
Director of the Company, was honoured with the Lifetime Achievement Award at the Equipment
Times Yellow Dot Awards, held during EXCON 2025 in December 2025;
?– Earthmoving Equipment Application Award: The Company's ACE Phantom 444
Backhoe Loader received the Earthmoving Equipment Application Award at the Yellow Dot
Awards, held during EXCON, Bengaluru, in December 2025;
?– 2025 Barclays Private Clients Hurun India Leadership Award: The Agarwal
Family was honoured with the "2025 Barclays Private Clients Hurun India Leadership
Award" in December 2025;
?– Great Place To Work® Certification: The Company was certified as a
Great Place To Work® in January 2026, recognising its continued efforts towards
building a positive, inclusive and high-performing workplace culture.
These awards and recognitions reflect the Company's continued focus on product
excellence, innovation, customer satisfaction, industry leadership and people-centric
practices, and reinforce its commitment to creating sustainable value for all its
stakeholders.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
Pursuant to the provision of Regulation 34(2)(f) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Business Responsibility and Sustainability
Report (BRSR) for the financial year 2025-26 is annexed as Annexure-VIII and forms
part of this report.
CYBER SECURITY
In view of increased cyber-attack scenarios, the cyber security maturity is reviewed
periodically and the processes, technology controls are being enhanced in-line with the
threat scenarios.
Your Company's technology environment is enabled with real time security monitoring
with requisite controls at various layers starting from end user machines to network,
servers, application and the data.
MATERNITY BENEFIT
During the year under review, the Company has complied with the provisions of Maternity
Benefit Act, 1961 and no complaint has been received in this regard from any employee.
COMPLIANCE BY LARGE CORPORATE
Your Company does not fall under the category of large corporate, as defined by SEBI
vide its Circular No. SEBI/HO/ DDHS/DDHS- RACPOD1/P/CIR/2023/172 dated October 19, 2023,
accordingly no disclosure is required in this regard.
CODE FOR PREVENTION OF INSIDER TRADING
Your Company has adopted a Code of Conduct ("Code") to regulate, monitor and
report trading in Company's shares by Company's designated persons and their immediate
relatives as per the requirements under the SEBI (Prohibition of Insider Trading)
Regulations, 2015. The Code, inter alia, lays down the procedures to be followed by
designated persons while trading/ dealing in Company's shares and sharing Unpublished
Price Sensitive Information ("UPSI"). The Code covers Company's obligation to
maintain a 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 your Company's website at the
following link https:// www.ace-cranes.com/public/front/pdf/11-CODE-OF-BUSINESS-
CONDUCT-AND-ETHICS.pdf
OTHER INFORMATION
Your Directors state that no disclosure or reporting is required in
respect of the following items as there were no transactions on these items during the
year under review or said items are not applicable to the Company:
1. The Managing Director and the Whole Time Directors has not received any remuneration
or commission from any of its subsidiaries.
2. During the year under review, the company has not done any buy back of equity
shares.
3. The Disclosure pertaining to explanation for any deviation or variation in
connection with certain terms of a public issue, right issue, preferential issue etc. is
not applicable to the Company.
4. No application has been made under the Insolvency and Bankruptcy Code; hence the
requirement to disclose the details of application made or any proceeding pending under
the Insolvency and Bankruptcy Code, 2016 during the Financial Year 2025-26 along with
their status as at the end of the financial year is not applicable to the Company
5. The requirement to disclose the details of difference between amount of the
valuation done 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, is not
applicable.
6. During the year under review, there is no revision of financial statements and
Directors' Report of your Company.
7. No political contribution made during the year under review. ACKNOWLEDGEMENT
The Board places on record its appreciation for the support and continued co-operation
extended by all the customers, vendors, dealers, bankers, regulators and business
associates. The Board places on record its appreciation to all the employees for their
dedicated and committed services. Your Directors deeply acknowledge the continued trust
and confidence that the shareholders place in the management and is confident that with
their continued support, the Company will achieve its objectives and emerge stronger in
the coming years.
For Action Construction Equipment Limited
|
Sd/- |
| Place: Faridabad |
Vijay Agarwal |
| Date : July 20, 2026 |
Chairman & Managing Director |
