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Dear Members,

The Board of Directors are pleased to present the Annual Report of your Company; Arihant Superstructures Limited (the "Company" or "ASL") along with the Audited (Stand-alone and Consolidated) Financial Statements for the Financial Year ended March 31, 2022.

FINANCIAL PERFORMANCE

The financial performance of the Company for the Financial Year ending on March 31, 2022 is summarised as below:

The Financial Statements have been prepared on accrual basis in accordance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended) and the provisions of the Companies Act, 2013.

The Financial Statements have been prepared on accrual and going concern basis under historical cost convention except for certain Financial Assets and Liabilities which have been measured at fair value (refer accounting policy regarding financial instruments). If no such transactions can be identified, an appropriate valuation model is used. Impairment losses of continuing operations, including impairment on inventories, are recognised.

The Financial Statements are presented in Indian Rupees ("INR") and all amounts are rounded to the nearest Lakhs, except as stated otherwise.

COMPANY PERFORMANCE OVERVIEW

During the year under review, the revenue from operations of the company, increased from Rs. 27,012.66 Lakhs in FY 2020-21 to Rs. 33,093.75 Lakhs in FY 2021-22 on a consolidated basis. The revenue from operations on a stand-alone basis, increased from Rs. 10,539.61 Lakhs in FY 2020-21 to Rs. 15,116.77 Lakhs in FY 2021-22.

The profit after tax for the FY 2021-22 on a stand-alone basis was Rs. 4001.25 Lakhs as against the profit after tax of Rs. 390.11 Lakhs for FY 2020-21. The profit after tax on a consolidated basis was Rs. 4137.59 Lakhs in FY 2021-22 as against the profit after tax of Rs. 1574.02 Lakhs for FY 2020-21. The increase in the consolidated profit after tax for FY 2021-22 was on account of the positive financial performance of the entire group.

Project: Arihant Aarohi

Residential project located at Kalyan Shil Road. Arihant Aarohi having over 2.5 acres area of land. Arihant Aarohi comprising elegant 1BHK & 2BHK. The project has internal & external amenities such as 2x2 vitri_edtillingin all rooms, UPVC sound resistant French windows, granite top kitchen platform, swimming pool, library, children?s play area, health club, gymnasium, landscape garden, indoor game room, power backups for lifts.

Project: Arihant Adita

Residential project is situated at Pal Road, Gangana, Jodhpur (Rajasthan) and is just 1 km from the National Highway. This is first of its type high rise Residential project in Jodhpur. The project will provide the people of Jodhpur all state-of-the-art facilities and amenities, in line with projects in Mumbai and other Metro cities.

Project consists of five phases which have 14 buildings equivalent to saleable area of 1.3 Mn sq.ft. The project has amenities such as swimming pool, badminton court, basketball court, kids play room, amphitheater, garden lawn, steam room, gymnasium, etc.

Project: Arihant Aangan

This is an Affordable Housing Project named as Arihant Aangan located at Jodhpur (Rajasthan). Its internal and external amenities like super quality velvet touch paint, POP finished AAC brick walls, branded CP, sanitary and electrical fittings, moulded panel doors and aluminium sliding window, vitri_ed flooring and designer wall tiles, lifts and beautiful entrance with grand club house.

Project: Arihant Ayati

Residential project named as "Arihant Ayati" is situated at Devnagar, Jodhpur (Rajasthan). This Project is stilt+17 storied Towers consisting Super Luxurious Flats having the internal and external amenities like3-burner gas hob & chimney in kitchen, UPVC sliding windows with tinted glass, high speed lifts, swimming pool, high health club with gymnasium & steam room, green concept at top terrace for cool temperature and external texture with pure acrylic paint etc.

Project: Arihant Anchal

This is an Affordable Housing Project named as "Arihant Anchal" located at Jodhpur (Rajasthan). Its internal and external amenities like super quality velvet touch paint, POP finished AAC brick walls, branded CP, sanitary and electrical fittings, moulded panel doors and aluminium sliding window, vitri_ed flooring and designer wall tiles, lifts and beautiful entrance with grand club house.

Project: Arihant Arshiya

Residential project named as "Arihant Arshiya" is situated at Khalapur, Khopoli. This project having 20 acres land area. Arihant Arshiya is apart stilt + 8 Storied Towers comprising elegant 1 RK, 1 BHK, 2 BHK fiats. The project is having internal & external amenities such as swimming pool, library, children play area, health club-gymnasium & steam room, landscape garden, indoor game room, temple, complex owned shuttle bus service.

Project: Arihant Aakarshan

Residential project named as "Arihant Aakarshan" is situated at Ghot, Taluka- Panvel, District- Raigad This project is going to be developed in two Phases having 6 buildings in Phase I comprising of elegant IBHK and 2BHK residential homes across buildings having ground plus 13 upper floors whereas the Phase II of elegant IBHK residential homes across buildings having ground plus 13 upper floors The project is having internal & external amenities 2 Clubhouses, Swimming Pools, Banquet Hall, Theatre, Gymnasiums, Indoor Games Room, Lounges, Amphitheatre, Covered Badminton Court, 15000 Sq. Ft. Party Lawn, Tennis Court, Tuition Classroom, Kids Creche Pet Garden, etc.

Project: Arihant Aaradhya

Residential project named as "Arihant Aaradhya" is situated at Bapgaon Village, Taluka- Bhiwandi, District- Thane. This project is going to be developed and shall comprise of 11 buildings having ground plus 14 upper floors having elegant IBHK and 2BHK residential homes. The project has got its approvals from the concerned statutory authorities in the last quarter of the financial year. The project is having internal & external amenities Clubhouse, Swimming Pools, Tuition Classroom, Kids Creche, Gymnasiums, Badminton Court, etc.

Project: Arihant Advika

Residential project located at prime location of Vashi, Navi Mumbai. The luxury project has 2 towers with 26 storey each. The project has spacious 2, 3, 4 BHK with podium amenities. The amenities offered are heated swimming pool, party lawn, open gym, jogging track, yoga deck, business centre, mini theatre, banquet hall, and kids play area. Also, the project boasts some top class infrastructure like thermostat bath fittings, Italian marble flooring and security system.

Project: Arihant Aspire

Residential project located at Panvel, Navi Mumbai. The project consists of 8 Buildings. Arihant Aspire a 42 storied towers comprising elegant studio and 2 BHK apartments. The project having internal & external amenities such as Laxmi Mataji Temple, intercom facility, velvet touch paint with POP in all rooms, elegant entrance lobby, 4 high speed lifts in each building, business lounge, landscapes garden, swimming pool with Kids pool, gymnasium with clubhouse, children?s play area, amphi theatre with party lawn, jogging track, meditation center, ample car parking, basketball court, external camera for security checks.

Project: Arihant Anmol

Residential project located at Jouveli Badlapur (E). Anmol project having 7 acres land area. The project has granite top kitchen platform swimming pool, library, children play area, health club-gymnasium & steam room, landscape garden, indoor game room, S. S. elevator, indoor game room & party hall.

Project: Arihant Amisha

Residential project named as "Arihant Amisha" situated at Wawanje Taloja, Panvel. This project having 7 acres land area. The project has various amenities such as temple, swimming pool, health club with gymnasium & steam room, Community hall, cum social activity centre &library, swimming pool, beautiful landscaped garden etc.

Project: Arihant Aloki

Residential project named as "Arihant Aloki" situated at Bhisegaon, Karjat (E). This project having 6 acres land area. Arihant Aloki comprising elegant 1 BHK & 2 BHK, 3 BHK fiats. The project has internal & external amenities such as 2 x 2 vitri_ed flooring in all rooms, granite top kitchen platform, lustre paint, aluminium powder coated sliding windows, children?s play area, community hall, health club- gymnasium & steam room, landscape garden, indoor game room.

Project: Arihant Clan Aalishan

Residential project named as "Arihant Clan Aalishan" is situated at Kharghar Annex, Navi Mumbai. This is the one of the tallest project of Navi Mumbai and is stilt + 53 Storied 3 Magni_cent Towers consisting 2 BHK, 3 BHK and 4 BHK Super Luxurious Flats having the internal and external amenities such as 800 mm x 800 mm vitri_ed tile flooring, modern kitchen with water puri_er, gas hob & chimney, granite top kitchen platform with double bowls ink and service-platform, bathroom with bath tub, basin counter, glass partition, premium quality CP fitting and branded sanitary ware, moulded panel main door and bathroom door, FRP doors for bath rooms, UPVC sound resistance French windows, Luster /velvet touch paint with POP on all walls, herbal boulevard & gen garden, land scape party area, pairidaeza, senior citizen garden, children?s outdoor play area, rain dance arena with water fountain, hi-tech gymnasium, swimming pool, unisex aroma spa with jacuzzi, mini theatre, aerobics, yoga and meditation centre, indoor sports club, badminton & squash court, children screech, library and business lounge.

Project: Arihant Anaika

Residential project named as "Arihant Anaika" is situated at Nr. Taloja Phase II, Navi Mumbai. Arihant Anaika is a stilt + 10 Storied Towers consisting of spacious 1 BHK and 2 BHK having the internal and external amenities such as 2 x 2 vitri_ed flooring tiles, POP on all walls, lustre paint on internal walls, granite top kitchen platform, premium quality bathroom, moulded panel main door & bed room doors, FRP doors for bathroom, mesmerizing elevation, elegant entrance lobby, beautiful landscape garden, swimming pool, health club with gymnasium, indoor games, children?s play area.

Project: Arihant Anshula

Residential project named as "Arihant Anshula" is situated at Nr. Taloja Phase II, Navi Mumbai. Arihant Anshula is a stilt + 4 Storied Towers consisting of 1 BHK, 2 BHK and 3 BHK fiats and it is the dated township concept having the internal and external amenities such as Elegant entrance lobby, Ample car parking for all, Swimming poll, Beautiful landscaped garden, Health club, with gymnasium & steam room, Indoor games room, party hall, Reputed make elevator in each wing, pure acrylic external paint, External camera for security checks.

IMPACT OF COVID-19

Standing by its core commitment, the Company is navigating through these unprecedented times by building stronger and deeper relationships with consumers and its partners. The Company is supporting various Government Initiatives and helping communities around to _ght the pandemic. Detailed information on the same has been included under the Management Discussion & Analysis report forming part of this Annual Report.

TRANSFER TO RESERVES

The Company does not propose to transfer any amount to General Reserves. However the Company has transferred entire profits to Reserve and Surplus.

DIVIDEND

The Board of Directors do not recommend any Final Dividend for the Financial Year 2021-22, with a view to conserve the financial resources of the company.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the provisions of the Companies Act, 2013, Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as "Listing Regulations") and applicable Accounting Standards, the Audited Consolidated Financial Statements of the Company for the financial year 2021-22, together with the Auditors? Report form part of this Annual Report.

ISSUE OF SHARES AND SECURITIES

(i) The Company had in its Extra-Ordinary General Meeting held on 2nd November 2021, increased the Authorized Share Capital of the Company from INR 75,00,00,000 (Rupees Seventy-Five Crores) to INR 125,00,00,000 (Rupees One Hundred and Twenty-Five Crores).

(ii) The Company has not allotted any shares during the Financial Year under review.

(iii) The Company has allotted 45,00,000 (Forty-Five Lacs) Senior, Secured, Unlisted, Unrated, Redeemable, Non-Convertible Debentures of face value Rs. 100/- each, amounting to INR 45,00,00,000 (Rupees Forty-Five Crores) to Indian Real Estate Investment Fund on a private placement basis after the completion of the Financial Year till the date of this report.

SUBSIDIARY COMPANIES

The Company has 4 (four) unlisted subsidiaries, the details of which are stated below:

A statement containing the salient features of financial statements of subsidiaries of the Company in the prescribed Form AOC–1 forms a part of Consolidated Financial Statements in compliance with Section 129 (3) and other applicable provisions, if any, of the Act read with Rules.

In accordance with Section 136 of the Act, the audited financial statements, including the CFS and related information of the Company and the financial statements of each of the subsidiary companies, are available on our website. The necessary disclosures in respect of the material subsidiaries are displayed under the Corporate Governance website of the company.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board of Directors comprise of eminent and experienced professionals in the Industry. The current composition of the Board of Directors are as follows:

Changes in the composition of the Board of Directors

Mrs. Chandra Iyengar (DIN: 02821294) was appointed as the Independent Woman Director of the Company by the Shareholders at Annual General Meeting of the Company held on 28th August, 2021 with effect from 21st October 2020 for a period of 5 years by passing a Special Resolution.

The Board had approved the continuation of Mr. Virendra Kumar Mital (DIN: 00376830), as a Director beyond the age of 75 years, in its meeting held on 6th May, 2022. Mr. Virendra Kumar Mital (DIN: 00376830) will be completing 75 years of age on 29th April, 2023, his term shall end on 23rd May, 2023. The Board recommends his appointment as Special Resolution in the ensuing Annual General Meeting.

Pursuant to the completion of 1st term of Mr. Raj Narain Bhardwaj (DIN: 01571764) as an Independent Director on 12th August 2022, the Board had approved the appointment of Mr. Raj Narain Bhardwaj (DIN: 01571764) as an Additional Independent Director of the Company with effect from 13th August 2022 for a period of 5 years subject to the approval of the shareholders by means of Special Resolution. In the opinion of the Board, Mr. Raj Narain Bhardwaj fulfils the conditions specified in the Companies Act, 2013 and rules made thereunder and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, for his appointment as an Independent Director of the Company and he is independent of the management. Considering Mr. Raj Narain Bhardwaj?s knowledge and experience, the Board of Directors is of the opinion that it would be in the interest of the Company to re-appoint him as an Independent Director for a period of five years with effect from 13th August, 2022.

Mr. Parth Chhajer (DIN: 06646333) was appointed as an Additional Whole time Director by the Board in it?s meeting dated 23rd July 2022 for a period of 5 years subject to the approval of the shareholders by means of Special Resolution. The Board recommends the said appointment.

Mr. Parth Chhajer (DIN: 06646333) holds office in terms of Section 161(1) of the Companies Act, 2013, till the date of this Annual General Meeting.

The above appointment is recommended by the Nomination

& Remuneration Committee of the Board, in line with the Nomination & Remuneration Policy of the Company. The details of the Directors, including their terms and remuneration as required under the Companies Act, 2013 and Secretarial Standards are attached to the AGM Notice. The Board recommends the appointment of the Mr. Parth Chhajer (DIN: 06646333) as the Whole Time Director of the Company.

Mr. Nimish Shah retires by rotation at this AGM and being eligible has offered himself for re-appointment. The Board recommends the same.

There are no changes in the composition of Board of Directors except as mentioned above.

Declaration of Independent Directors

The Company has received the following declarations from all the Independent Directors confirming that:

They meet the criteria of independence as prescribed under the provisions of the Act, read with the Schedules and Rules issued thereunder, as well as of Regulation 16 of the Listing Regulations.

In terms of Rule 6(3) of the Companies (Appointment and

Qualification of Directors) Rules, 2014, they have registered themselves with the Independent Director?s database maintained by the Indian Institute of Corporate Affairs, Manesar.

In terms of Regulation 25(8) of the Listing Regulations, they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties.

In terms of Regulation 25(9) of the Listing Regulations, the Board of Directors has ensured the veracity of the disclosures made under Regulation 25(8) of the Listing Regulations by the Independent Directors of the Company.

Certificate on Disqualification of Directors

In terms of the provisions of Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has obtained a Certificate from a Practicing Company Secretary in respect of the non-disqualification of the Directors. This certificate forms a part of this report.

Key Managerial Personnel

The Key Managerial Personnel of the Company, as on the date of this Report are as follows:

* Mr. Deepak Lohia had resigned from the position of the Chief Financial Officer of the Company w.e.f. 19th March, 2022 and on the recommendation of the Normination and Remuneration Committee, he was appointed as the Chief Financial Officer w.e.f. 6th May, 2022.

Mr. Govind Rao has resigned from the post of the Company Secretary and Compliance Officer w.e.f. 5th July, 2022.

MEETINGS OF BOARD OF DIRECTORS

The Board of Directors, during Financial Year 2021-22 met 5 (Five) times. The Board of Directors meets at regular intervals to discuss the business and compliance matters of the Company. The details of the Meetings of the Board of Directors and the Committees of the Board of Directors and their respective constitution are stated in the Corporate Governance Report attached which forms a part of this Board?s Report.

The Board has constituted the following Mandatory and Non-mandatory Committees of the Board of Directors:

The Company Secretary of the Company is the Secretary to each of these Committees.

During the year under review, all the recommendations made by the Audit Committee were approved by the Board of Directors. Separate Meeting of Independent Directors is conducted during every year, in terms of the requirements of Schedule IV to the Companies Act, 2013 and Regulation 25 (3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Further, the Board of Directors have adopted various policies on the functioning and running of the Board of Directors as mandated by the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and which are also available on the website of the Company at www.asl.net.in.

VIGIL MECHANISM

The Company has a robust vigil mechanism through its Whistle Blower Policy approved and adopted by Board of Directors of the Company in compliance with the provisions of Section 177 (10) of the Act and Regulation 22 of the Listing Regulations.

The Policy also provides protection to the directors, employees and business associates who report unethical practices and irregularities. Any incidents that are reported are investigated and suitable action is taken in line with the Whistle Blower Policy. The Whistle Blower Policy of the Company can be accessed at website of the Company at www.asl.net.in

NOMINATION AND REMUNERATION POLICY

The salient features of the Nomination and Remuneration Policy of the Company are set out in the Corporate Governance Report which forms part of this Annual Report. The said Policy of the Company, inter alia, provides that the Nomination and Remuneration Committee shall formulate the criteria for appointment & re-appointment of Directors on the Board of the Company and persons holding Senior Management positions in the Company, including their remuneration, evaluation and other matters as provided under Section 178 of the Act and Listing Regulations. The copy of the Policy can be found under the Investors section on http://www.asl.net.in.

REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL, SENIOR MANAGEMENT AND EMPLOYEES

The remuneration paid to the Directors and Key Managerial PersonnelisinaccordancewiththeNominationandRemuneration Policy formulated in accordance with Section 178 of the Act and Regulation 19 of the Listing Regulations and within the Statutory limits under the Companies Act, 2013.

The information required under Section 197 of the Act read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of Directors/employees of the Company is set out in Annexure – I to this Report.

PERFORMANCE EVALUATION

The Nomination and Remuneration Policy of the Company empowers the Nomination and Remuneration Committee to formulate a process for effective evaluation of the performance of Individual Directors, Committees of the Board and the Board as a whole.

The Board formally assesses its own performance based on parameters which, inter alia, include performance of the Board on deciding long term strategy, rating the composition and mix of Board members, discharging of governance and fiduciary duties, handling critical and dissenting suggestions, etc.

The parameters for the performance evaluation of the Directors include contribution made at the Board meeting, attendance, instances of sharing best and next practices, domain knowledge, vision, strategy, engagement with senior management, etc. The Chairperson(s) of the respective Committees based on feedback received from the Committee members on the outcome of performance evaluation exercise of the Committee, shares a report to the Board.

The Independent Directors at their separate meeting review the performance of: non-independent directors and the Board as a whole, Chairperson of the Company after taking into account the views of Executive Director and non-executive directors, the quality, quantity and timeliness of flow of information between the Company management and the Board that is necessary for the Board to effectively and reasonably perform their duties. Based on the outcome of the performance evaluation exercise, areas have been identified for the Board to engage itself with and the same would be acted upon. The details of the evaluation process are set out in the Corporate Governance Report which forms a part of this Annual Report.

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

All new independent directors inducted into the Board are familiarized with the operations and functioning of the Company. The details of the training and familiarization program are provided in the Corporate Governance report and website of the Company at www.asl.net.in.

DIRECTORS? RESPONSIBILITY STATEMENT

In terms of Section 134 (5) of the Companies Act, 2013, the Directors would like to state that: (a) In the preparation of the Annual Accounts, the applicable Accounting Standards had been followed and that no material departures have been made from the same.

(b) Such Accounting Policies have been selected 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, 2022 and of the profit of the Company for that period;

(c) 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

(d) The Annual Accounts of the Company have been prepared on a going concern basis.

(e) Internal Financial Controls have been laid down to be by the Company and that such internal Financial Controls are adequate and were operating effectively.

(f) Proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

RELATED PARTY TRANSACTIONS

All contracts/arrangements/transactions entered into by the Company during the year under review with Related Parties were in ordinary course of business and on arm?s length basis in terms of provisions of the Act. The Company?s Policy on dealing with and Materiality of Related Party Transactions is available on the website of the Company at www.asl.net.in All transactions with related parties were reviewed and approved by the Audit Committee and are in accordance with the Policy on dealing with and materiality of Related Party Transactions and the Related Party Framework, formulated and adopted by the Company. During the year under review, the Related Policy Framework was suitably amended to give effect to the changes in the relevant provisions of law.

There are no materially significant related party transactions that may have potential conflict with interest of the Company at large. The details of the related party transactions as per Indian Accounting Standards (IND AS) - 24 are set out in Notes to the Standalone Financial Statements of the Company. The company also obtains suitable approval of the members for the materially significant related party transactions, in line with Regulation 24 of the Listing Regulations.

Theapprovalofthemateriallysignificantrelatedpartytransactions for Financial Year 2022-23 is sought at the forthcoming Annual General Meeting of the Company. The same is recommended by the Audit Committee and the Board of Directors.

The Company in terms of Regulation 23 of the Listing Regulations submits within 30 days from the date of publication of its standalone and consolidated financial results for the half year, disclosures of related party transactions on a consolidated basis, in the format specified in the relevant accounting standards to the stock exchanges.

The said disclosures can be accessed on the website of the Company at www.asl.net.in. Form AOC - 2 pursuant to Section 134 (3) (h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is set out in the Annexure – III to this report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has constituted the Corporate Social Responsibility (CSR) Committee of the Board in accordance with the provisions of Section 135 of the Companies Act, 2013, read with the Companies (Corporate Social Responsibilities) Rules, 2014, as amended. During the year, the said policy has been reviewed by the Board of Directors of the Company.

For FY 2021-22, the CSR liability of the Company was Rs. 3,16,728/- (Rupees Three Lakhs Sixteen Thousand Seven Hundred Twenty Eight Only). However, the Company has undertaken a CSR spend of Rs. 12,00,000/- (Rupees Twelve Lakhs only). The Board has approved carrying forward the excess CSR spend undertaken by the Company. The details of CSR spend is attached in the CSR report attached as Annexure IV.

The CSR policy of the company is displayed on the website of the company on www.asl.net.in. The company is committed to undertaking its CSR responsibility and initiatives in letter and spirit and will undertake to spend towards effective causes in line with the CSR policy of the company.

The Company?s CSR Policy statement and annual report on the CSR activities undertaken during the financial year ended 31st March, 2022, in accordance with Section 135 of the Act and Companies (Corporate Social Responsibility Policy) Rules, 2014 (including any statutory modification(s) or re- enactment(s) thereof for the time being in force) is set out in Annexure – IV to this report.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of Companies Act, 2013, the Annual return as on March 31, 2022 is available on the website of the company on www.asl.net.in

AUDITORS AND AUDITORS? REPORT Statutory Auditors and their Report

The Company has appointed M/s Kailash Chand Jain & Co,

Chartered Accountants (Firm Regn No. 112318W) as the Statutory Auditors for a period of 5 years, in their 35th AGM held on September 28, 2018. They hold office till the AGM to be held in 2023. The Board has received a consent and letter from the Statutory Auditors, stating their eligibility to conduct the Statutory Audit for the Financial Year 2022-23. The Board of Directors have revised the remuneration of M/s Kailash Chand Jain & Co, during the Financial Year 2022-23. The details of the remuneration paid to the Statutory Auditors in Financial Year 2021-22 are provided in the Financial Statements.

The Statutory Auditors? Report being self-explanatory, do not require any reply from the Board of Directors of the Company.

Secretarial Auditors and their Report

The Company has appointed M/s D A Kamat & Co, Company Secretaries as the Secretarial Auditors of the Company for FY 2021-22 under the provisions of Section 204 of the Companies Act, 2013. The Secretarial Auditors Report for Financial Year 2021-22 is attached as Annexure – V to this Report.

The Secretarial Compliance Report for the financial year ended March 31, 2022, in relation to compliance of all applicable SEBI Regulations/circulars/ guidelines issued thereunder, pursuant to requirement of Regulation 24A of Listing Regulations is available on the website of the Company.

The observations made by the Secretarial Auditors of the Company and management reply thereto is mentioned hereunder:

Cost Auditors

The Company is not required to appoint any Cost Auditors or maintain cost records for the Company during the year under review.

Internal Auditors

The Board had appointed M/s Anjani Goyal & Co. Chartered Accountants as the Internal Auditors for FY 2022-23. The Board has appointed M/s Anjani Goyal & Co, Chartered Accountants as the Internal Auditors for Financial Year 2021-22. The remarks of the Internal Auditors Report are placed before the Audit Committee and Board of Directors for their review and process improvement.

INTERNAL FINANCIAL CONTROLS

The Management continuously reviews the Internal Control Systems and procedures for the efficient conduct of the Company?s business. The Company adheres to the prescribed guidelines with respect to the transactions, Financial Reporting and ensures that all its assets are safeguarded and protected against losses. The Internal Auditor of the Company conducts the Audit on regular basis and the Audit Committee actively reviews Internal Audit Reports and effectiveness of Internal Control Systems.

Internal Control Systems are implemented to safeguard the Company?s assets from loss or damage, to keep constant check on the cost structure, to prevent revenue leakages, to provide adequate Financial and Accounting Controls and implement Accounting Standards.

RISK MANAGEMENT POLICY

The Board of Directors in their meeting held on June 27, 2020, have constituted a Risk Management Committee consisting of the heads of finance, administration and operations of the company. The same is chaired by an Independent Director. The Risk Management Committee of the Company has been entrusted by the Board with the responsibility of reviewing the risk management process in the Company and ensuring that the risks are brought within acceptable limits.

Mitigation plans to significant risks are well integrated with functional and business plans and are reviewed on a regular basis by the senior leadership. The Company endeavours to continually sharpen its Risk Management systems and processes in line with a rapidly changing business environment. The Company, through its risk management process, aims to contain the risks within its risk appetite.

There are no risks which in the opinion of the Board threaten the existence of the Company. However, some of the risks which may pose challenges are set out in the Management Discussion and Analysis which forms part of this Annual Report.

The Board of Directors of the Company, on the recommendation of the Risk Management Committee has developed risk management policy for the Company to articulate the Company?s approach to address the uncertainties in its endeavour to achieve its stated and implicit objectives and the same is available at the website of the Company at www.asl.net.in.

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

The information required to be furnished pursuant to Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8 (3) of Companies (Accounts) Rules, 2014 is enclosed as Annexure-VI and forms part of this Report.

CORPORATE GOVERNANCE REPORT

In compliance with Regulation 34 of the Listing Regulations, a separate report on Corporate Governance along with a certificate from the Auditors on its compliance is attached to this Report. The same is attached to this Report as Annexure – VII .

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis as stipulated under the Listing Regulations is presented in a separate section forming part of this Annual Report.

POLICY ON PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

As per the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (hereinafter referred to as "Prevention of Sexual Harassment Act"), the Company has formulated a Policy on Prevention of Sexual Harassment at Workplace for prevention, prohibition and redressal of sexual harassment at workplace and an Internal Complaints Committee has also been set up to redress any such complaints received.

The Company is committed to provide a safe and conducive work environment to all of its employees and associates. The Company periodically conducts sessions for employees across the organization to build awareness about the Policy and the provisions of Prevention of Sexual Harassment Act.

No complaints of sexual harassment were received during the financial year 2021-22 by the Company.

INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

In accordance with the applicable provisions of Companies Act, 2013 (hereinafter referred to as "the Act") read with Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016 (hereinafter referred to as the "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 during the FY 2021-22 and corresponding shares on which dividends were unclaimed for seven (7) consecutive years, are provided in the General Shareholders Information section of Corporate Governance report forming part of this Annual Report.

The Company is under process of transfer the unpaid dividend amount and underlying shares to IEPF Account.

CODE OF CONDUCT AND INSIDER TRADING REGULATIONS

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all Employees in the course of day to day business operations of the Company.

The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated Employees in their business dealings and in particular on matters relating to integrity in the work place, in business practices and in dealing with Stakeholders.

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated Employees of the Company. The Code requires pre-clearance for dealing in the Company?s Shares and prohibits the purchase or sale of Company Shares by the Directors and the designated Employees while in possession of Unpublished Price Sensitive Information in relation to the Company and during the period when the trading window is closed. The Board is responsible for implementation of the Code.

All Directors and the designated Employees have confirmed compliance with the Code, except for the instances as reported to the Stock Exchanges in this regard.

EMPLOYEES:

Disclosure 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 annexed to the Report as Annexure - I.

The employees form an integral part of the success of any Company. The Company on a group level employed 265 employees during the year. During the year under review there were 48 male and 28 female employees in the company Arihant Superstructures Ltd whereas in subsidiaries such as Aashiyana, Abode and Vatika there were 49 male and 10 females, 31 male and 5 females and 66 male and 43 female employees respectively for the FY 2021-22.

OTHER DISCLOSURES:

(a) There are no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year 2021-22 and the date of this report.

(b) During the year under the review, there was no change in the nature of business of the Company.

(c) During the year under review, the Company has not accepted any deposit within the meaning of Sections 73 and 74 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014. (d) The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings. (e) The details of the Investments made, Loans given, guarantees and securities on loans given during Financial Year 2021-22 are stated in Note 05 and 06 to the Standalone Financial Statements of the Company respectively.

(f) The company has taken loan from the Directors or their relatives during the year under review. Details of the same are mentioned in the Financial Statement. Further the Company has taken the disclosure from the directors regarding the same.

(g) There are no significant material orders passed by the Regulators or Courts or Tribunals impacting the going concern status of the Company and its operations in future. (h) The Managing Director of the Company has not received any remuneration or commission from any of the subsidiary companies.

(i) None of the Auditors of the Company have reported any fraud as specified under the second proviso of Section 143 (12) of the Act.

(j) The Company does not have any scheme or provision of money for the purchase of its own shares by employees/ Directors or by trustees for the benefit of employees/ Directors.

(k) The Company has not issued equity shares with differential rights as to dividend, voting or otherwise.

(l) The Company has not issued any sweat equity shares to its directors or employees; and

(m) There was no revision of financial statements and Boards report of the Company during the year under review.

(n) During the year under review, there is no proceeding pending under the Insolvency and Bankruptcy Code, 2016. M/s Teenmurti Constructions Private Limited (Operational Creditor) had filed a case under IBC, 2016 against the company in 2018, however, the matter has been disposed-o_.

(o) There was no instance of any one time settlement from the banks or financial institutions.

(p) There was no change in the business of the Company during the year under review.

(q) The Company has not failed to implement any corporate actions during the year.

(r) There was no revision in the Financial Statements of the Company.

(s) The Company securities were not suspended during the financial year.

APPRECIATION

The Board of Directors place on record sincere gratitude and appreciation for all the employees at all levels for their hard work, solidarity, cooperation and dedication during the year. The Board conveys its appreciation for its customers, shareholders, suppliers as well as vendors, bankers, business associates, regulatory and government authorities for their continued support.