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Action Construction Equipment Ltd. Directors Report
Search Company 
You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 14637.71 Cr. P/BV 6.87 Book Value (Rs.) 178.91
52 Week High/Low (Rs.) 1242/745 FV/ML 2/1 P/E(X) 35.26
Bookclosure 03/09/2026 EPS (Rs.) 34.86 Div Yield (%) 0.16
Year End :2026-03 

Your Directors are pleased to present the 32nd 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

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:

Ý 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%.

Ý 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%.

Ý Profit Before Tax (PBT) stood at ' 566.45 crore, as against ' 543.11
crore in the previous year, registering an increase of 4.30%.

Ý Profit After Tax (PAT) stood at ' 425.42 crore, as against '403.64
crore in the previous year, registering an increase of 5.40%.

Ý 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 CON¬
SOLIDATED 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

Status

Country

Holding

Company/Firm/Trust

1.

Crane Kraft India

Wholly Owned

India

100%

Private Limited

Subsidiary

2.

Namo Metals

Partnership Firm

India

90.00%

3.

ACE Emergency Re¬
sponse 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 31st Annual General Meeting
held on August 29, 2025, approved the re-appointments of
Mr. Shriniwas Vashisht and Dr. Jagan Nath Chamber as Non¬
Executive 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 32nd 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:

Ý Mr. Vijay Agarwal, Chairman & Managing Director;

Ý Mrs. Mona Agarwal, Whole-Time Director;

Ý Mr. Sorab Agarwal, Whole-Time Director;

Ý Mrs. Surbhi Garg, Whole-Time Director;

Ý Mr. Rajan Luthra, Chief Financial Officer (CFO); and

Ý 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 Non¬
Independent 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, 31st 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 33rd 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
31st 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 2026¬
27. 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 SEX¬
UAL 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 2025¬
26, 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 2025¬
26 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:

Ý Bestseller - Tower Cranes: The Company was recognised as the
Bestseller in Tower Cranes at the 13th Annual Equipment India
Awards, held in October 2025;

Ý Bestseller - Mobile Cranes: The Company was recognised as
the Bestseller in Mobile Cranes at the 13th Annual Equipment
India Awards, held in October 2025;

Ý 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;

Ý 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;

Ý 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;

Ý 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;

Ý 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;

Ý 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 LimitedSd/-

Place : Faridabad Vijay Agarwal

Date : July 20, 2026 Chairman & Managing Director


 
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