Annual Report of Vas Infrastructure Limited for the Financial Year 2025-26

VAS INFRASTRUCTURE LTD. CIN NO : L65100MH1994PLC076538 Regd. Off. : Madhav Niwas CHSL, Flat No. B-1B, 1st floor, Natakwala Lane, Opp S. V. Road Borivali (West), Mumbai - 400 092. Tel. : 022-2899 3092 / 0841 Fax : +91-22-2899 7806 Email : cs@vasinfrastructureltd.com # Website : www.vasinfrastructureltd.com September 02, 2026 The Listing Manager Bombay Stock Exchange Ltd, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai — 400 001 Company Scrip Code: 531574 Sub: Intimation pursuant to Regulation 30, 32 and 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Dear Sir/Ma’am, Pursuant to Regulation 30, 42 and 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith a copy of the Annual Report for the Financial Year 2025-26 together with the Notice Convening the 31° Annual General Meeting (AGM) of the Company. Further, please note the following details: uF Date & Time of AGM: The 31° Annual General Meeting of the Company will be held on Friday, September 25, 2026, at 12:30 p.m. through Video Conferencing (VC)/Other Audio-Visual Means (OAVM) in compliance with applicable circulars. Record Date: The Company has fixed Friday, September 18, 2026, as the Record Date for the purpose of determining eligibility of Members for e-voting. Book Closure: The Register of Members and Share Transfer Books of the Company shall remain closed from Saturday, September 19, 2026 to Friday, September 25, 2026 (both days inclusive). Annual Report Circulation: The Annual Report for FY 2025-26, along with the AGM Notice, has been sent electronically to those Members whose e-mail IDs are registered with the Registrar & Share Transfer Agent. Website Availability: The Annual Report is also available on the website of the Company at https://www.vasinfrastructureltd.com/ This is for the information of the Stock Exchanges and the Members. Yours Faithfully, For Vas Infrastructure Ltd (Status: Under CIRP) IP Reg. No. IBBi/IPA-001/ IP-P01409/ 21118-2019/ Bimal Kumar Agarwal Resolution Professional Regn.No. IBBI/IPA-001/IPP01409/2018-2019/12186 ANNUAL REPORT 2025-26 VAS INFRASTRUCTURE LTD. 1 | P age VAS INFRASTRUCTURE LTD. 31st ANNUAL REPORT 2025-26 Registered Office: Madhav Niwas CHSL, Flat No. B-1B,1st Floor, Natakwala Lane Opp. S. V. Road, Borivali (West), Mumbai 400092. CIN: L65100MH1994PLC076538 Email:Vasinfrastructureltd@yahoo.com Tel: 022 – 2899 3092 Website:www.vasinfrastructureltd.com SUSPENDED BOARD OF DIRECTORS: Mrs. Kirti Kishore Padave - Executive (Women) Director Mr. Dhrupchand R. Varma - Independent Director Mr. James Desai - Chief Financial Officer COMPANY SECRETARY: REGISTRAR & TRANSFER AGENTS Rucha Ranjan Pawar MUFG Intime India Pvt. Ltd. ACS- A55041 C-101, 247 Park, LBS Marg, Vikhroli Email: cs@vasinfrastructureltd@yahoo.com (West), Mumbai-400083. T ele: 022 – 2899 3092 Tel: 022-28515606 / 28515644 Email: rnt.helpdesk@in.mpms.mufg.com INTERNAL AUDITOR: BANKERS / FINANCIAL INSTITUTIONS Tambi and Jaipurkar, Canara Bank – Stressed Assets 410 Atlanta Estate, Off Western Express Highway, Management Branch Opp Westin Hotel, Goregaon (East), Mumbai – C-14, G-Block, Bandra Kurla Complex 400063 Bandra Complex Bandra (East) FRN: 115954W Mumbai- 400051 REGISTERED OFFICE: RESOLUTION PROFESSIONAL: Madhav Niwas CHSL, Flat No. B-1B,1st Floor, Resolution Professional Mr. Ashok Kumar Natakwala Lane Opp. S. V. Road, Golechha was appointed on March 11, Borivali (West), Mumbai 400092. 2024 SECRETARIAL AUDITORS: STATUTORY AUDITORS: Pranay Mandhana & Associates, M/s. Satya Prakash Natani Company Secretary, 117 Central Avenue Road, CA. Satya Prakash Natani (DISA,FAFD) Gitanjali Talkies Square, Nagpur – 440 018 Peer Reviewed Firm505, Mem No. 60165 Goyal Trade Centre Sona Cinema, CP No. 23399 Shantivan Borivali East, Mumbai 400066 2 | P age INDEX Sr. No. Contents Page No. 1 Notice of AGM and Explanatory Statement 04 2 Director's Report 19 3 Management Discussion & Analysis 31 4 Certificate on Corporate Governanc e 35 5 CFO Certificate 47 6 Secretarial Audit Report 48 Certificate of Non-Disqualification of 7 53 Directors 8 Corporate Governance Report 55 9 Statutory Audit Report 10 Financials of the Company 72 3 | P age NOTICE Notice is hereby given that the THIRTY FIRST (31ST) ANNUAL GENERAL MEETING of the members of VAS INFRASTRUCTURE LIMITED in the presence of Resolution Professional will be held on Friday, September 25, 2026, at 12.30 p.m. through Video Conferencing (VC) facility (Deemed Venue) at Jwala Estate, Pushp Vinod-2, A Wing, 2nd Floor, Soniwadi, Near Kora Kendra, Off S.V. Road, Borivali (West), Mumbai 400 092 to transact the following business: Background Pursuant to order. C.P. (IB)/314/MB/2023 dated March 11, 2024, of the Hon’ble National Company Law Tribunal - Mumbai Bench (“NCLT Order”), Corporate Insolvency Resolution Process (“CIRP”) has been initiated against the Company in accordance with the provisions of the Insolvency and Bankruptcy Code, 2016, (“Code”) and related rules and regulations issued thereunder with effect from March 11, 2024 (Corporate Insolvency Resolution Process commencement date). Pursuant to the Insolvency Commencement Order and in line with the provisions of the Code, the powers of Board of Directors of the Company stand suspended and powers are vested in Resolution Professional, Ashok Kumar Golechha, Registration No. IBBI/IPA-002/IP-N000932/2019-2020/12973. Hence this meeting is being convened by the Resolution Professional only to the limited extent of discharging the powers of the Board of Directors of the Company which are conferred upon Resolution Professional during the continuance of the CIRP as per the provisions of IBC. Further, pursuant to Section 17 of the IBC, the powers of the Board of Directors shall remain suspended during the continuance of the CIRP ORDINARY BUSINESS 1. To receive, consider and adopt the Audited Financial Statements, Cash Flow Statements of the company including the Balance Sheet as at 31st March, 2026, and the Statement of Profit and Loss Account for the year ended on that date along with the Report of the Board of Directors/ and Auditors thereon. 2. To appoint M/s Pranay Mandhana and Associates as Secretarial Auditors of the Company: To consider and, if thought fit, to pass the following resolution, with or without modifications as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 204 and other applicable provisions, if any, of the Companies Act, 2013, read with the rules made thereunder, and subject to such approvals as may be required, M/s. Pranay Mandhana and Associates, Company Secretaries, Nagpur, bearing Membership No. A60165 and Certificate of Practice No. 23399, be and is hereby appointed as the Secretarial Auditor of the Company for a term of One consecutive financial year commencing from the Financial Year 2026-27, on such remuneration as may be determined by the Resolution Professional/appropriate committee of the Company in consultation with the Secretarial Auditor. RESOLVED FURTHER THAT the Resolution Professional of the Company be and is hereby authorised to do all such acts, deeds, matters and things as may be necessary, expedient or incidental to give effect to the aforesaid resolution, including filing of the necessary forms, 4 | P age returns and documents with the Registrar of Companies and other statutory authorities, as may be required. RESOLVED FURTHER THAT a certified true copy of this resolution be filed with the Registrar of Companies, Mumbai, Maharashtra, in the prescribed Form MGT-14, under the signature of the Resolution Professional, and that the Resolution Professional be and is hereby authorised to certify and submit the same.” By Order of the Resolution Professional For Vas Infrastructure Ltd. Place: Mumbai Rucha Rajan Pawar Date: August 11, 2026 Company Secretary & Compliance Officer ACS No: A55041 5 | P age NOTES I. Pursuant to the General Circular Nos. 14/2020 dated April 8, [Showing first 8,000 characters — download PDF for full document]