Your directors have pleasure in presenting the 44^th Directors' Report of your Company
together with the Audited Statement of Accounts and the Report of Auditors of your company
for the financial year ended 31st March, 2025.

1. FINANCIAL HIGHLIGHTS AND STATE OF COMPANY'S AFFAIRS:
a) FINANCIAL RESULTS:

(Amount in Lakhs)

(b) (i) Highlights of the Company's Performance for the year ended

31st March, 2025 are as under:

During the year, the Company recorded a Total Revenue of Rs.
461.93 Lakhs (previous year Rs. 2,289.76 Lakhs). In the financial
year 2024-25, the Company has recorded a Loss of Rs. 39.98
Lakhs as compared to a Net Profit of Rs. 30.81 Lakhs in the previous
year.

(c) Segment-wise position of business and its operations:
(Amount in lakhs)

*Notes: Icon Realcon Private Limited ceases to be the subsidiary company
of our company on 30 December, 2023.

(d) Share Capital:

Authorized Share Capital:

The Authorized Share Capital as on 31st March, 2025 stood at Rs.
17,00,00,000/- (Rupees Seventeen Crores only) divided into 17000000
(One Crore Seventy Lakh) Equity Shares of Rs. 10/- (Rupees Ten Only)
each.

Paid Up Share Capital:

The company is having only 1 (One) class of share i:e, Equity Share and the
paid-up capital as on 31^st March, 2025 stood at Rs. 15,60,92,250/- (Rupees
Fifteen Crores Sixty Lakhs Ninety Two Thousand Two Hundred Fifty only)
divided into 15609225 (One Crore Fifty Six Lakh Nine Thousand Two
Hundred Twenty Five) equity shares of Rs. 10/- (Rupees Ten Only) each.

During the year under review there was no change reported in the
authorized and paid-up share capital of the company by the way of
issuance, re-classification or sub-division, reduction or change in voting
rights.

(e) Inter-Se Transfer between Promoters of the Company:

During the financial year, Mr. Naveen Narang, being the Promoter of the
Company has executed a gift deed dated 25^th March, 2025 and have
transferred 2400000 (Twenty Four Lakh) Equity Shares comprising of
15.38% of the paid up share capital of the company, to his Wife, Mrs. Mansi
Narang, also part of the Promoters of the company. The said transfer took
effect on 27^th March, 2025.

Mrs. Mansi Narang has submitted her report under Regulation 10(7) of SEBI
(Substantial Acquisition of Share and Takeovers) Regulations, 2011 to SEBI
along with the requisite fees thereof on 10^th April, 2025.

Both the Promoters, Mr. Naveen Narang and Mrs. Mansi Narang have duly
submitted their respective disclosures to the company and to BSE Limited
under Regulation 7(2) of SEBI (Prohibition of Insider Trading) Regulations,
2018 and Regulation 29(2) of SEBI (Substantial Acquisition of Shares and
Takeovers) Regulations, 2011.

The disclosures and reports as received from the promoters have been duly
submitted to the Stock Exchange by the company within the prescribed
timelines.

The said inter-se transfer was in compliance with SEBI (Substantial
Acquisition of Shares and Takeover) Regulation, 2011, SEBI (Prohibition of
Insider Trading) Regulations, 2018 and SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

The inter-se transfer disclosures and reports are also available on the
website of the company i:e, on www.maxheights.com and the website of BSE
Limited, where the company's shares are listed i:e, on www.bseindia.com.

(f) Transfer to Reserves in Terms of Section 134(3)(J) of The Companies
Act, 2013:

For the Financial Year ended 31^st March, 2025, the Company has not
proposed to carry any amount to the General Reserve Account.

(g) Dividend:

To conserve the funds for future prospects, the Board of Directors have not
recommended dividend on the equity shares of the Company.

(h) Transfer of Unclaimed Dividend to Investor Education And Protection
Fund

Since there was no unpaid/unclaimed Dividend declared and paid last year,
the provisions of Section 125 of the Companies Act, 2013 do not apply

(i) Sums Due to Micro, Small and Medium Enterprises

No amount for payment towards principal and interest was pending towards
Micro, Small & Medium Enterprises as on 31st March, 2025.

(j) Material Changes and Commitments, if any, affecting the financial
position of the company which have occurred between the end of the
financial year of the company to which the financial statements relate
and the date of the report:

No material changes have occurred between the end of the financial year to
which the financial statements relates and the date of the report.

1. PUBLIC DEPOSITS:

During the year under review, your Company did not accept any deposits from the
public within the ambit of Section 73 of the Act and the Companies (Acceptance of
Deposits) Rules, 2014.

(a) CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL:

I. Changes in Directors as on the date of this report:

• Mr. Shubham Mittal (DIN: 09328174) has tendered his
resignation from the position of Independent Director of the
Company w,e.f. 15^th June, 2024 due to his health conditions.
Further, in his resignation letter, he has confirmed that there
is no other material reason other than those mentioned in
his resignation letter.

• On recommendation received from Nomination and
Remuneration Committee, the Board of Directors have
appointed Ms. Mandavi (DIN: 09289243) as Additional
Director-Independent w.e.f. 12^th September, 2024.

• On recommendation received from Nomination and
Remuneration Committee, the shareholders of the
company have appointed Ms. Mandavi (DIN: 09289243) as
Independent Director of the Company for a term of 5 (Five)
years commencing from 12^th September, 2024 till 11^th
September, 2029 via passing special resolution via postal
ballot dated 16^th November, 2024. ²

to dedicate the necessary time and energy to fulfill the
responsibilities entrusted to him. Further, in his resignation
letter, he has confirmed that there is no other material
reason other than those mentioned above.

• On recommendation received from Nomination and
Remuneration Committee, the shareholders of the
company have re-appointed Mr. Naveen Narang (DIN:
00095708) as Managing Director of the Company for a term
of 3 (Three) years commencing from 4^th February, 2025 till
3^rd February, 2028 via passing special resolution via postal
ballot dated 16^th November, 2024.

II. Changes in Key Managerial Personnel as on the date of this
report:

On recommendation received from Nomination and Remuneration
Committee, the shareholders of the company have re-appointed Mr.
Naveen Narang (DIN: 00095708) as Managing Director of the
Company for a term of 3 (Three) years commencing from 4^th
February, 2025 till 3^rd February, 2028 via passing special resolution
via postal ballot dated 16^th November, 2024.

(b) Retirement by rotation:

In terms of the provisions of Section 152(6) of the Act and the Articles of
Association of the Company, Mr. Naveen Narang (DIN: 00095708), retires
by rotation at the ensuing 44^th Annual General Meeting (“AGM”) of the
Company and, being eligible, offers himself for re-appointment. Your Board
has recommended his re-appointment.

(c) Code of conduct of Board of Directors and Senior Management:

The Company has formulated a Code of Conduct for Directors and Senior
Management Personnel. Further, the Board of Directors and Senior
Management Personnel have fully complied with the provisions of the Code
of Conduct of Board of Directors and Senior Management of the Company
during the Financial Year ended 31st March, 2025.

(d) Declaration of Independence by the Independent Directors:

A declaration has been received by the Independent Directors of your
Company confirming that they meet the criteria of Independence as
prescribed under Section 149(6) of the Act read with Rule 5 of the
Companies (Appointment and Qualification of Directors) Rules, 2014 and
Regulation 16(1 )(b) of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ("SEBI Listing Regulations").

The Independent Directors have complied with the Code for Independent
Directors as prescribed in Schedule IV to the Act.

Framework for Familiarization Programme for the Independent Directors
and the Familiarization Programmes imparted to independent directors are
made available on the website of the Company at weblink
http://www.maxheights.eom/Policies.aspx#.

(e) Key Managerial Personnel of the Company:

Pursuant to the provisions of Section 203 of the Act, the Key Managerial
Personnel of the Company as on the date of this report are Mr. Naveen
Narang (DIN: 00095708), Managing Director and Chief Financial Officer
and Ms. Sonali Mathur, Company Secretary and Compliance Officer of the
Company.

(f) Attributes, qualifications and appointment of Directors:

The Nomination and Remuneration Committee has adopted the attributes
and qualifications as provided in Section 149(6) of the Act and Rule 5 of the
Companies (Appointment and Qualification of Directors) Rules, 2014, in
respect of Independent Directors. The Committee has also adopted the
same attributes and qualifications, to the extent applicable, in respect of
Non-Independent Directors.

All the Non-Executive Directors of the Company fulfill the fit and proper
criteria for appointment as Directors. Further, all Directors of the Company,
other than Independent Directors, are liable to retire by rotation. One-third of
the Directors who are liable to retire by rotation, retire every year and are
eligible for re-appointment.

(g) Remuneration Policy:

The Board, on the recommendation of the Nomination and Remuneration
Committee, approved the Remuneration Policy for the Directors, Key
Managerial Personnel and other employees of the Company, a copy of
which is enclosed as Annexure-I to this Report.

(h) Board Evaluation:

The Board of Directors has carried out an annual evaluation of its own
performance, Board committees and individual directors pursuant to the
provisions of the Act, SEBI Listing Regulations and the Guidance Note on
Board Evaluation issued by the Securities and Exchange Board of India on
January 5, 2017, as required in terms of Section 134(3)(p) of the Act. The
performance evaluation of the Board and individual Directors was based on
the criteria approved by the Nomination and Remuneration Committee. The
Directors expressed their satisfaction with the overall evaluation process.

A separate exercise was carried out to evaluate the performance of
individual Directors including the Chairperson of the Board, who were
evaluated on parameters such as level of engagement and contribution,
independence of judgment, safeguarding the interest of the Company and
its minority shareholders, etc by the Independent Directors at their separate
meeting held in the financial year 2024-25. The performance evaluation of
the Independent Directors was carried out by the entire Board. The
performance evaluation of the Chairman and the Non-Independent
Directors was carried out by the Independent Directors. The Directors
expressed their satisfaction with the evaluation process.

4. NUMBER OF BOARD MEETINGS:

Eight (8) Meetings of the Board were held during the financial year 2024-25. Details
of the same are available in the Corporate Governance Report section of the Annual
Report.

5. BOARD COMMITTEES AND MEETINGS:

Audit Committee:

Your Company has constituted Audit Committee, as per the applicable provisions of
Section 177 of the Companies Act, 2013 and also to comply with Regulation 18 of
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
applicable upon listing of the Company's Equity shares on BSE.

The audit committee meeting held 6 (Six) meetings during the year 2024-25. The
details of the meeting of the Audit Committee as on 31^st March, 2025 are mentioned
in the Corporate Governance Report.

Nomination and Remuneration Committee:

Your Company has constituted Nomination and Remuneration Committee, as per
the applicable provisions of Section 178(3) of the Companies Act, 2013 and also to
comply with Regulation 19 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 applicable upon listing of the Company's Equity
shares on BSE.

The nomination and remuneration committee meeting held 2 (Two) meetings during
the year 2024-25. The details of the meeting of the Nomination and Remuneration
Committee as on 31^st March, 2025 are mentioned in the Corporate Governance
Report.

Stakeholders Relationship Committee:

Your Company has constituted Stakeholders Relationship Committee, as per the
applicable provisions of Section 178(5) of the Companies Act, 2013 and also to
comply with Regulation 20 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 applicable upon listing of the Company's Equity
shares on BSE.

The stakeholders relationship committee meeting held 4 (Four) meetings during the
year 2024-25. The details of the meeting of the Stakeholders Relationship
Committee as on 31^st March, 2025 are mentioned in the Corporate Governance
Report.

As on the date of the Board's Report, the Committees consist of the following
members:

Details of the Committee Meetings are available in the Corporate Governance
Report section of the Annual Report.

Details of Investor's grievances/ Complaints:

During the year under review, the Company did not receive any investor complaints.
There were no pending grievances as on 31^st March 2025. The Company remains
fully compliant with SEBI's SCORES platform and promptly addresses all
shareholder queries.

i. DIRECTORS' RESPONSIBILITY STATEMENT:

As required under Section 134(5) of the Act, your Board of Directors to the best of
their knowledge and ability confirm that:-

i. in the preparation of the Annual Accounts, the applicable accounting
standards have been followed and there are no material departures;

ii. they have selected such accounting policies and applied them consistently
and made judgments and estimates that are reasonable and prudents as to
give a true and fair view of the state of affairs of the Company at the end of
the financial year and of the profit of the Company for that period;

iii. they have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Act for
safeguarding the assets of the Company and for preventing and detecting
fraud and other irregularities;

iv. they have prepared the annual accounts on a going concern basis;

v. they have laid down internal financial controls to be followed by the
Company and such internal financial controls are adequate and operating
effectively;

vi. they have devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems are adequate and operating
effectively.

7. CHANGE IN NATURE OF BUSINESS:

There is no change in the nature of business of your Company during the year.

8. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES:

As on 31st March, 2025, your Company does not have any subsidiary/associate and

joint venture company.

9. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES:

The Company provides a gender friendly workplace. During the year under review,
there were no cases filed pursuant to Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.

Disclosures relating 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 are also provided in
Annexure-II.

PREVENTION OF SEXUAL HARASSMENT POLICY

The Company has in place a Prevention of Sexual Harassment policy in line with the
requirements of the Sexual Harassment of Women at the Workplace (Prevention,
Prohibition and Redressal) Act, 2013. During the year under review the
Committee/Management has not received any complaint related to Sexual
Harassment.

DISCLOSURE UNDER SECTION 22 OF THE SEXUAL HARASSMENT OF
WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL)
ACT, 2013

Your Company has zero tolerance towards any action on the part of any executive
which may fall under the ambit of 'Sexual Harassment' at workplace and is fully
committed to uphold and maintain the dignity of every woman executive working in
your Company. The Sexual Harassment Policy provides for protection against
sexual harassment of women at workplace and for prevention and redressal of such
complaints.

During the year under review, there were no complaints pending as on the beginning
of the financial year and no new complaints were filed during the financial year under
review. The following is a summary of complaints received and resolved during the
reporting period:

10. LISTING INFORMATION:

The Equity Shares of the Company are listed on BSE Limited (“BSE") and Calcutta
Stock Exchange Limited (“CSE”). However, the Application for delisting of the equity
shares of the Company from the CSE is pending with the Exchange.

The payment of listing fees for the year 2024-25 and 2025-26 has been made to
BSE Limited.

11. DEMATERIALIZATION OF SHARES:

The securities of the Company are admitted with NSDL and CDSL, the ISIN allotted
to the Company is INE393F01010.

12. REPORT ON CORPORATE GOVERNANCE:

The Company has complied with the Corporate Governance requirements as
specified in SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 and the Companies Act, 2013, the report on the same as stipulated in
Regulation 34 read with Schedule V of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015is enclosed as Annexure-III to the Board's
Report.

The Certificate issued by M/s. Chitranjan Agarwal & Associates., Chartered
Accountants in practice confirming the Compliance of conditions of Corporate
Governance as stipulated in Regulation 34(3) read with Schedule V of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015is enclosed
as Annexure-NI(d) to the Board's Report.

13. CORPORATE SOCIAL RESPONSIBILITY (CSR):

During the Financial Year 2024-25, the provisions of Section 135(1) of the Act read
with the Companies (Corporate Social Responsibility Policy) Rules, 2014 are not
applicable.

14. RISK MANAGEMENT:

The Board has approved the Risk Management Policy of the Company. The
Company's risk management framework is designed to address risks intrinsic to
operations, financials and compliances arising out of the overall strategy of the
Company. The Company manages monitors and reports on the principal risks and
uncertainties that can impact its ability to achieve its objectives. The responsibility
for management of risks vests with the Managers/officers responsible for the day-
to-day conduct of the affairs of the Company, which lead to identification of areas
where risk management processes, need to be strengthened. Annual update is
provided to the Board on the effectiveness of the Company's risk management
systems and policies.

15. INTERNAL FINANCIAL CONTROLS AND INTERNAL AUDIT:

The Board has adopted policies and procedures for governance of orderly and
efficient conduct of its business including adherence to Company's policies,
safeguarding of its assets, the prevention and detection of frauds and errors, the
accuracy and completeness of the accounting records and the timely preparation of

reliable financial information and its disclosures. The Company's internal control
systems are commensurate with the nature of its business, the size and complexity
of its operations. The internal control and governance process are duly reviewed for
the adequacy and effectiveness through regular testing of key controls by
management and internal auditors. The Audit Committee reviews the internal audit
findings, provides guidance on internal controls and ensures that the internal audit
recommendations are implemented.

CHANGES IN THE INTERNAL AUDITOR DURING THE FINANCIAL YEAR 2024¬
25: There has been no change reported during the financial year.

The Internal Auditor had submitted her report for the half year ended on 30^th
September, 2024 and 31^st March, 2025 which was placed before the Audit
Committee and the Board in their duly convened meeting(s).

16. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:

The particulars of loans, guarantees and investments under Section 186 of the Act
have been disclosed in the Financial Statements and forms part of the Notes to the
Standalone Financial Statements provided in this Annual Report.

17. RELATED PARTY TRANSACTIONS:

The Company has not entered into any related party transaction during the financial
year 2024-25 as per Section 188 of Companies Act, 2013. Hence AOC-2 is not
applicable on the company.

The company has complied with Accounting Standards during the reporting period.

The Policy on materiality of related party transactions and dealing with related party
transactions as approved by the Board is available on the website of the Company at
web link http://www.maxheights.eom/Policies.aspx#.

18. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS /
COURT / TRIBUNALS:

During the year under review, no significant or material orders were passed by the
Regulators / Courts / Tribunals which would impact the going concern status of the
Company and its future operations.

Further, the company has received the Adjudication order from Adjudicating Officer
appointed by Securities and Exchange Board of India (“SEBI”) under Section 15-I of
Securities and Exchange Board of India Act, 1992, read with Rule 5 of SEBI
(Procedure for Holding Inquiry and Imposing Penalties) Rules, 1995 and under
Section 23-I of the Securities Contracts (Regulation) Act, 1956 read with Rule 5 of
the Securities Contracts (Regulations) (Procedure for Holding Inquiry and Imposing
Penalties) Rules, 2005, having AO Order No: Order/BM/GN/2024- 25/30529 dated
25th June, 2024 in the matter of Max Heights Infrastucture Limited.

Nature of the Order: Final Order imposing the penalty in the matter of Max Heights
Infrastucture Limited

Details of the order: The Show Cause Notice (“SCN”) was issued to the company
on 4th January, 2024 (inadvertently mentioned as 4th January, 2023) under Rule
4(1) of the Adjudication Rules and SCR Rules to show cause as to why an inquiry
should not be held against the company. The company has submitted its replies in
respect of the same.

On 26th June, 2024, the company has received the AO Order dated 25th June, 2024
under Section 15-I OF Securities and Exchange Board of India Act, 1992, read with
Rule 5 of SEBI (Procedure for Holding Inquiry and Imposing Penalties) Rules, 1995
and under Section 23-I of the Securities Contracts (Regulation) Act, 1956 read with
Rule 5 of the Securities Contracts (Regulations) (Procedure for Holding Inquiry and
Imposing Penalties) Rules, 2005 having AO Order No: Order/BM/GN/2024-
25/30529 dated 25th June, 2024 in the matter of Max Heights Infrastructure Limited
imposing a penalty of Rs. 9,00,000/- (Rupees Nine Lakhs Only) under Section
23(A)(a) of the SCR Act, 1956 and Section 15HB of SEBI Act, 1992.

19. EXTRACT OF ANNUAL RETURN:

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return
of the Company is available on the Company's website at
http://www.maxheights.com/AnnualReport.aspx.

20. STATUTORY AUDITORS AND AUDIT REPORT:

Pursuant to the provisions of Section 139 of the Act read with Companies (Audit and
Auditors) Rules, 2014, as amended from time to time, M/s. Chitranjan Agarwal &
Associates (FRN-029812N), Chartered Accountants were appointed as Statutory
Auditor of the Company for a period of 5 year in accordance with Section 139 of
Companies Act, 2013 from the conclusion of 41st Annual General Meeting to hold
the office till the conclusion of the 46th Annual General Meeting of the Company to
be held in year 2027 at such remuneration plus applicable taxes, as may be mutually
agreed between the said Auditors and Board of Directors of the Company.

The auditor has not reported any qualification/observation in his audit report.

21. EXPLANATION BY BOARD ON EVERY QUALIFICATION, RESERVATION OR
ADVERSE REMARK BY THE STATUTORY AUDITOR:

The Audit Report issued by M/s Chitranjan Agarwal & Associates, Statutory Auditors
of the Company is self-explanatory and do not call for any further clarification or
comment by the Board.

22. COST RECORDS:

The Company is not required to maintain cost records in terms of Section 148 of the
Act read with the Companies (Cost and Audit) Rules, 2014.

23. SECRETARIAL AUDITOR & SECRETARIAL AUDIT REPORT:

Pursuant to the provisions of Section 204 of the Act read with the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
Company has appointed M/s Shailendra Roy & Associates (M.NO: 25823; CoP:
11738), Practicing Company Secretary, to undertake the Secretarial Audit of the
Company, for the Financial Year 2024-25. The Secretarial Audit Report issued by
Mr. Shailendra Kumar Roy, Practicing Company Secretary, in MR-3 is provided
under Annexure-IV to this Report.

The Report issued by the Secretarial Auditor is self-explanatory and do not call for
any further clarification.

24. EXPLANATION BY BOARD ON EVERY QUALIFICATION, RESERVATION OR
ADVERSE REMARK BY THE SECRETARIAL AUDITOR:

The Audit Report issued by M/s Shailendra Roy & Associates, Secretarial Auditor of
the Company is self-explanatory and do not call for any further clarification or
comment by the Board.

25. FRAUD REPORTED BY THE AUDITOR UNDER SECTION 143(12) OF
COMPANIES ACT, 2013:

The Statutory Auditor of the Company have not reported any matter under Section
143(12) of the Companies Act, 2013.

26. MANAGEMENT DISCUSSIONAND ANALYSIS REPORT:

Management Discussion and Analysis Report for the year under review, as
stipulated under Regulation34(2) read with Schedule V of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing
Regulations'), is presented in a separate section forming a part of the Annual Report.

27. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION:
CONSERVATION OF ENERGY:

Steps taken on conservation of energy and impact thereof: Efforts to conserve
electricity by operating only necessary lights, fittings and fixtures were made during
the financial year 2024-25.

Steps taken by the Company for utilizing alternate sources of energy: NIL
Capital investment on energy conservation equipment: NIL.

TECHNOLOGY ABSORPTION:

(I) Efforts, in brief, made towards technology absorption and benefits
derived as a result of the above efforts, e.g. product improvement, cost
reduction, product development, import substitution, etc: NIL

(II) No technology was/is imported during the last 3 years reckoned from
the beginning of the Financial Year,

(III) Expenditure incurred on research and development - NIL

28. FOREIGN EXCHANGE EARNINGS AND OUTGO:

There were no foreign exchange earnings or outflow during the Financial Year 2024¬
25.

29. ESTABLISHMENT OF VIGIL MECHANISM:

Your Company is deeply committed to highest standards of ethical, moral and legal
business conduct. It ensures that it provide a respectful work environment, not only

for all our employees, but for all our external partners too. Accordingly, the Board of
Directors have formulated Whistle Blower Policy which is in compliance with the
provisions of Section177(10) of the Companies Act, 2013 and Regulation 22 of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Company has an Ethics Helpline for the employees (both permanent and
contractual), directors, vendors, suppliers and other stakeholders. The helpline will
serve as an avenue for the Reporters to 'blow the whistle' in case they come across
any unethical or fraudulent activity happening in the organization.

The Company has taken special attention and greater emphasis on whistle blower
activities where initiatives such as campaigns, posters at prominent locations,
awareness sessions etc. were taken to encourage the employees to speak-up
about any wrong doing activities and bring the same to the notice of the
Management through whistle blower activities. The complaints under whistle blower
are processed by professionals to assure collection of accurate information and
protection of the information confidentiality. The reportable matters are disclosed to
Audit Committee. No personnel have been denied access to the Audit Committee.

The details of the Policy on Vigil Mechanism and Whistle Blower Policy, as approved
by the Board have been stated in the Report on Corporate Governance available on
the website of the Company at weblink http://www.maxheights.eom/Policies.aspx#.

30. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER
THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) AND THEIR
STATUS:

There is no application made or any proceeding pending under the Insolvency and
Bankruptcy Code, 2016 (31 of 2016) during the year.

31. PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading with
a view to regulate 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. As on
31st March, 2025, the Board of Directors and the designated employees have
confirmed compliance with the code. Further, the Company has set up its in-house
SDD Interface for entering the Unpublished Price Sensitive Information as and
when discussed among the Designated persons.

32. FINANCIAL YEAR:

The Company follows the financial year commence from 1^st April and ends on 31^st
March of subsequent year.

33. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE
AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE
WHILE TAKING LOANS FROM THE BANKS OR FINANCIAL INSTITUTION
ALONGWITH THE REASONS THEREOF:

There are no such events occurred during the period from 1^st April, 2024 to 31^st
March, 2025, thus no valuation is carried out for the one-time settlement with the
Banks or Financial Institutions.

34. COMPLIANCE WITH SECRETARIAL STANDARDS:

During the year under review, the Company has complied with the applicable
Secretarial Standards issued by the Institute of Company Secretaries of India.

35. DETAILS OF ISSUE OF EMPLOYEE STOCK OPTION SCHEME AND SWEAT
EQUITY SHARES OR ISSUE OF SHARES HAVING DIFFERENTIAL VOTING
RIGHTS

The same is not applicable on the company.

36. VOLUNTARY REVISION OF FINANCIAL STATEMENTS OR BOARD'S REPORT

The same is not applicable on the company.

37. MATERNITY BENEFIT AFFIRMATIONS UNDER THE MATERNITY BENEFIT
ACT, 1961

The Company has complied with the provisions of Maternity Benefits Act, 1961
including all applicable amendments and rules framed thereunder. The company is
committed to ensure a safe, inclusive and supportive workplace for women
employees. All eligible women employees are provided with maternity benefits as
prescribed under the Maternity Benefits Act, 1961 including paid maternity leave,
nursing breaks, and protection from dismissal during maternity leave.

The company also ensures that no discrimination is made in recruitment or service
conditions on the grounds of maternity. Necessary internal systems and HR policies
are in place to uphold the spirit and letter of the legislation.

38. GENDER WISE COMPOSITION OF EMPLOYEES

In alignment with the provisions of diversity, equity and inclusion (DEI), the company
discloses below the gender composition of its workplace as on 31st March, 2025:

Male Employees: 3
Female Employees: 1
Transgender Employees: NIL

This disclosure reinforces the Company's efforts to promote an inclusive culture and
equal opportunity for all individual, regardless of gender.

39. ACKNOWLEDGEMENT:

Your directors would like to express their sincere appreciation for the assistance and
co-operation received from the financial institutions, banks, Government
authorities, customers, vendors and shareholders during the year under review.

Your directors also wish to place on record their deep sense of appreciation for the
committed services by the Company's executives, staff and workers.

By Order of Board of Directors
For Max Heights Infrastucture Limited

Sd/- Sd/-

Naveen Narang Mansi Narang

Managing Director and CFO Director

DIN: 00095708 DIN: 07089546

Max Heights Infrastucture Limited D_at_e: 12^th A_ug_ust, 2025

Regd. Off.: SD-65, Pitampura, New Delhi-110034 Pl_ace: Delhi

CIN: L67120DL1981PLC179487

E-Mail ID: maxinfra1981@gmail.com. cs@maxheights.com

1

Notes: Icon Realcon Private Limited ceases to be the subsidiary company of our company on
30^th December, 2023.

2

Mr. Sanyam Tuteja (DIN: 08139915) has tendered his
resignation from the position of Independent Director of the
Company w,e.f. 7^th February, 2025 due to his personal
circumstances. Due to his commitments with other
company(s) where he is a member, he found himself unable