Your directors are pleased to present the report on the business and operations of your Company ("the Company") for
the financial year ended March 31, 2025. This report is accompanied by the audited financial statements, which provide
a comprehensive overview of the Company's financial performance and position during the year. We trust that the
insights and information contained within these documents will offer a clear understanding of the Company's
achievements and strategic direction.

The Audited Financial Statements of your Company as on March 31, 2025, are prepared in accordance with the relevant
applicable Accounting Standards ("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").

Financial Performance:

During the year under review, your Company has met and exceeded expectations, delivering a robust performance
across all fronts. Revenue from operations witnessed a significant increase, rising from ^24,514.79 lakhs in the financial
year 2023-24 to ^31,809.27 lakhs in 2024-25 — a growth of 29.75%. This impressive performance was primarily driven
by enhanced manufacturing output, improved production efficiency, and the successful adoption of advanced
technologies.

The Company's growth momentum was supported by higher production volumes and operational efficiencies achieved
at the manufacturing facility. As a result, the Net Profit for the financial year 2024-25 stood at ^406.31 lakhs, as
compared to ^389.57 lakhs in the previous year, reflecting a 4.29% increase year-on-year.

These financial results reinforce the effectiveness of the Company's strategic direction and business model, placing it in
a strong position to pursue further growth and take on new challenges in the future.

Dividend:

Your Directors have recommended a dividend of Rs. 0.50 (Rupees fifty paisa only) per Equity Share of Rs. 10 each for FY
2024-25.

The dividend is subject to approval of shareholders at the ensuing Annual General Meeting ("AGM") and shall be
subject to deduction of tax at source. The dividend, if approved by the shareholders, would involve a cash outflow of
Rs. 34.04 Lakhs.

Unclaimed Dividends:

In terms of the Section 124 and 125 of the Act read with Investor Education and Protection Fund Authority (Accounting,
Auditing, Transfer and Refund) Rules, 2016 (IEPF Rules), the dividend amount that remains unclaimed for a period of
seven years or more is required to be transferred to the IEPF administered by the Central Government, along with the
corresponding shares to the demat account of IEPF Authority.

As required in terms of the Secretarial Standard on Dividend (SS-3), details of unpaid dividend account and due dates of
transfer to the IEPF is given below:

The shareholders may note that both the unclaimed dividend and corresponding shares transferred to the IEPF
Authority including all benefits accruing on such shares, if any, can be claimed back by them from IEPF Authority after
following the procedure (i.e. an application in E-form No. IEPF-5) prescribed in the IEPF Rules. Shareholders may refer
Rule 7 of the said IEPF Rules for refund of shares / dividend etc.

Transfer to General Reserve:

Your directors do not propose to transfer any amount to the Reserves for the financial year 2024-25. Instead, the total
amount of net profit will be carried forward to the Reserves & Surplus, as reflected in the Balance Sheet of your
Company.

Change in Nature of Business:

During the year, your Company has maintained its business operations and objectives without any changes. It continues
to operate in the same line of business as outlined in the main object of the Company.

Authorized Capital:

During the year under review, there was no change in the Authorized share capital of your Company.

The Authorized Share Capital of your Company is Rs. 8,00,00,000/- (Rupees Eight Crores Only) divided into 8000000
(Eighty Lakhs Only) Equity Shares of Rs. 10/- (Rupees Ten Only) each.

Issued. Subscribed & Paid-up Capital:

During the year under review, there were no changes in the Issued, Subscribed, and Paid-up share capital of the
Company.

The present Paid-up Capital of your Company is Rs. 6,80,78,000/-, divided into 68,07,800 Equity Shares of Rs. 10/- each.

Alteration of the Articles of Association of the company and Memorandum of Association:

During the year under review, there were no amendments or alterations made to the Memorandum of Association or
the Articles of Association of the Company. The existing charter documents of the Company remain unchanged and
continue to be in force.

Constitution of Board:

As on the date of this report, the Board comprises of the following Directors;

The composition of Board complies with the requirements of the Companies Act, 2013 ("Act"). Further, in pursuance of
Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the
Company is exempted from the requirement of having composition of Board as per Regulation 17 of Listing
Regulations.

None of the Director of the Company is serving as a Whole-Time Director in any other Listed Company and the number
of their directorship is within the limits laid down under section 165 of the Companies Act, 2013.

During the year under review, there were no changes took place in constitution of the Board of Directors of the
Company.

A. Retirement by rotation and subsequent re-appointment:

Mr. Laxman Singh Rathore (DIN: 08218555), Non-Executive Director, is liable to retire by rotation at the ensuing Annual
General Meeting, pursuant to Section 152 and other applicable provisions, if any, of the Companies Act, 2013, read
with the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s)
or re-enactment(s) thereof for the time being in force), and being eligible have offered himself for re-appointment.

Appropriate business for his re-appointment is being placed for the approval of the shareholders of the Company at the
ensuing AGM. The brief resume of the Director and other related information has been detailed in the Notice
convening the ensuing AGM of the Company.

The relevant details, as required under Regulation 36 (3) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("SEBI Listing Regulations") and Secretarial Standard, of the person seeking re-appointment/
appointment as Director are also provided in Notes to the Notice convening the 20^th Annual General meeting.

Key Managerial Personnel:

During the financial year under review, there was no change in the Key Managerial Personnel of the Company.
However, changes occurred after the closure of the financial year 2024-25 and up to the date of this report, as detailed
below:

• Cessation:

Subsequent to the closure of the financial year 2024-25, Mrs. Ayushi Aditya Deodra (Membership No. 70433)
resigned from the position of Company Secretary and Compliance Officer of the Company with effect from May 29,
2025, due to personal reasons. She has confirmed that there were no other material reasons for her resignation.

• Appointment:

Following the above resignation, Ms. Diksha Jaiprakash Peswani (Membership No: A76634) was appointed as the
Company Secretary and Compliance Officer of the Company with effect from May 29, 2025.

As on the date of this report, the following individuals are designated as Key Managerial Personnel pursuant to Section
2(51) and Section 203 of the Companies Act, 2013:

• Mr. Narendra Singh Barhat - Chairman and Managing Director

• Mr. Ketankumar Harkantbhai Joshi - Whole Time Director & Chief Financial Officer (CFO)

• Ms. Diksha Jaiprakash Peswani - Company Secretary and Compliance Officer

Disclosure By Directors:

Your Directors have submitted notice of interest under Section 184(1) i.e. in Form MBP-1, intimation under Section
164(2) i.e. in Form DIR 8 and declaration as to compliance with the Code of Conduct of the Company.

Declaration From Independent Directors:

Your Company has received declarations from all the Independent Directors of your Company confirming that they
meet the criteria of independence as prescribed under Section 149(6) of the Act and Regulation 16(1) (b) of the SEBI
Listing Regulations and there has been no change in the circumstances which may affect their status as an Independent
Director.

The Independent Directors have also given declaration of compliance with Rules 6(1) and 6(2) of the Companies
(Appointment and Qualification of Directors) Rules, 2014, with respect to their name appearing in the data bank of
Independent Directors maintained by the Indian Institute of Corporate Affairs.

Board Meeting:

The Board of Directors of the Company meets at regular intervals to deliberate on business opportunities, policies,
strategies, and other key matters concerning the Company. In addition to scheduled meetings, the Board also convenes
additional meetings as and when necessary.

During the year under review, Board of Directors of the Company met 8(Eight) times i.e. on May 27, 2024, June 03,
2024, July 15, 2024, August 28, 2024, September 28, 2024, November 14, 2024, February 18, 2025 and March 10, 2025.

The Company has complied with the provisions of Section 173 of the Companies Act, 2013, and the time gap between
any two consecutive Board Meetings did not exceed 120 days, as required under the Act.

The details of attendance of each Director at the Board Meetings and Annual General Meeting are given below:

GENERAL MEETINGS:

During the year under review, the following General Meeting was held, the details of which is given as under:

Independent Directors:

In terms of Section 149 of the Companies Act, 2013 and rules made there under, the Company has 2 (Two) Non¬
Promoter Non-Executive Independent Directors in line with the act. The Company has received necessary declaration
from each Independent Director under Section 149 (7) of the Companies Act, 2013 that they meet the criteria of
independence laid down in Section 149 (6) of the Act.

Further, all the Independent Directors of the Company have registered themselves in the Independent Director Data
Bank. In the opinion of the Board, all our Independent Directors possess requisite qualifications, experience, and
expertise including the Proficiency and hold high standards of integrity for the purpose of Rule 8(5) of the Companies
(Accounts) Rules, 2014.

A separate meeting of Independent Directors was held on March 10, 2025 to review the performance of Non¬
Independent Directors and Board as whole and performance of Chairperson of the Company including assessment of
quality, quantity and timeliness of flow of information between Company management and Board.

Change In Registered Office:

During the year, there was no change in Registered Office of the Company. The Registered Office of the Company is
situated at E-24, 25, 26, G.I.D.C. Manjusar, Ta. Savli, Vadodara-391 775.

Performance Evaluation:

Your Board of Directors have carried out an annual evaluation of its own performance, board committees and
individual directors pursuant to the provisions of the Companies Act, 2013 and Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015 in the following manners;

Ý The performance of the board was evaluated by the board, after seeking inputs from all the directors, on the
basis of the criteria such as the board composition and structure, effectiveness of board processes,
information and functioning etc.

Ý The performance of the committees was evaluated by the board after seeking inputs from the committee
members on the basis of the criteria such as the composition of committees, effectiveness of committee
meetings, etc.

Ý The board and the nomination and remuneration committee reviewed the performance of the individual
directors on the basis of the criteria such as the contribution of the individual director to the board and
committee meetings like preparedness on the issues to be discussed, meaningful and constructive
contribution and inputs in meetings, etc.

Ý In addition, the chairman was also evaluated on the key aspects of his role.

Separate meeting of independent directors was held to evaluate the performance of non-independent directors,
performance of the board as a whole and performance of the chairman, taking into account the views of executive
directors and non-executive directors. Performance evaluation of independent directors was done by the entire board,
excluding the independent director being evaluated.

Pursuant to section 134(5) of the Companies Act, 2013, the board of directors, to the best of their knowledge and
ability, confirm that:

a) In preparation of annual accounts for the year ended March 31, 2025, the applicable accounting standards
have been followed and that no material departures have been made from the same;

b) The Directors 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 at the end of the financial year and of the profit or loss of the Company for the year;

c) The Directors 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;

d) The Directors had prepared the annual accounts for the year ended March 31, 2025 on going concern basis.

e) The Directors had laid down the internal financial controls to be followed by the Company and that such
Internal Financial Controls are adequate and were operating effectively; and

f) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws
and that such systems were adequate and operating effectively.

Your Board of Directors, in line with the requirement of the act, has formed various committees, details of which are
given hereunder.

A. Audit Committee:

Your Company has formed audit committee in line with the provisions Section 177 of the Companies Act, 2013. Audit
Committee meeting is generally held for the purpose of recommending the quarterly, half yearly and yearly financial
result. Additional meeting is held for the purpose of reviewing the specific item included in terms of reference of the
Committee.

During the year under review, Audit Committee met 4 (Four) times viz on May 27, 2024; August 28, 2024; November
14, 2024 and March 10, 2025.

The composition of the Committee and the details of meetings attended by its members are given below:

The Statutory Auditors of the Company are invited in the meeting of the Committee wherever requires as well as
Company Secretary and Chief Financial Officer of the Company are regular invitees at the Meeting.

Recommendations of Audit Committee, wherever/whenever given, have been accepted by the Board of Directors.

Post Financial Year Update:

Following the closure of the financial year 2024-25, the Board of Directors, at their meeting held on July 04, 2025,
reconstituted the Audit Committee; Mr. Laxman Singh Rathore was appointed as the Chairperson of the Committee in
place of Ms. Rashmi, and Ms. Rashmi Kamlesh Otavani will continue to serve as a Member of the Committee.

Vigil Mechanism:

The Company has established a vigil mechanism and accordingly framed a Whistle Blower Policy. The policy enables the
employees to report to the management instances of unethical behavior actual or suspected fraud or violation of
Company's Code of Conduct.

Further the mechanism adopted by the Company encourages the Whistle Blower to report genuine concerns or
grievances and provide for adequate safe guards against victimization of the Whistle Blower who avails of such
mechanism and also provides for direct access to the Chairman of the Audit Committee in exceptional cases.

The functioning of vigil mechanism is reviewed by the Audit Committee from time to time. None of the Whistle blowers
has been denied access to the Audit Committee of the Board. The Whistle Blower Policy of the Company is available on
the website of the Company, https://www.aristobiotech.com/investors/policies.

B. Stakeholder’s Grievance & Relationship Committee:

Your Board of Directors have constituted Stakeholder's Grievance & Relationship Committee mainly to focus on the
redressal of Shareholders' / Investors' Grievances, if any, like Transfer / Transmission / Demat of Shares; Loss of Share

Certificates; Non-receipt of Annual Report; Dividend Warrants; etc. The Stakeholders Relationship Committee shall
report to the Board on a quarterly basis regarding the status of redressal of complaints received from the shareholders
of the Company.

During the year under review, Stakeholder's Grievance & Relationship Committee met 4 (Four) time i.e. on May 27,
2024; August 28, 2024; November 14, 2024 and March 10, 2025.

The composition of the Committee and the details of meetings attended by its members are given below:

The Company Secretary of the company present in all meetings of Stakeholder's Grievance & Relationship Committee
held during the year.

Also, during the year, the Company had not received any complaints from the Shareholders. There was no complaint
pending as on March 31, 2025.

C. Nomination and Remuneration Committee:

Your Board of Directors have formed Nomination and Remuneration committee in line with the provisions of Section
178 of the Companies Act, 2013.

Nomination and Remuneration Committee meetings are generally held for identifying the persons who are qualified to
become Directors and may be appointed in senior management and recommending their appointments and removal.

During the year under review, Nomination and Remuneration Committee met 2 (Two) times, viz on August 28, 2024
and March 10, 2025.

The composition of the Committee and the details of meetings attended by its members are given below:

Nomination and Remuneration Policy:

Nomination and Remuneration Policy in the Company is designed to create a high-performance culture. It enables the
Company to attract motivated and retained manpower in competitive market, and to harmonize the aspirations of
human resources consistent with the goals of the Company. The Company pays remuneration by way of salary,
benefits, perquisites and allowances to its Executive Directors and Key Managerial Personnel. Annual increments are
decided by the Nomination and Remuneration Committee within the salary scale approved by the members and are
effective from April 1, of each year.

The Nomination and Remuneration Policy, as adopted by the Board of Directors, is placed on the website of the
Company at https://www.aristobiotech.com/investors/policies

Remuneration of Director:

The details of remuneration paid during the financial year 2024-25 to directors of the Company is provided in Form
MGT-7 available at website of the Company, i.e. https://www.aristobiotech.com/investors.

Public Deposit:

Your company has not accepted any deposits from the public. Hence, the directives issued by the Reserve Bank of India
& the Provision of Section 73 to 76 of the Company Act, 2013 or any other relevant provisions of the Act and the Rules
there under are not applicable.

Particulars Of Loans. Guarantees, Investments & Security:

Details of Loans, Guarantees, Investments and Security covered under the provisions of Section 186 of the Companies
Act, 2013 are given in the notes to the Financial Statement.

Annual Return:

Pursuant to Section 134(3)(a) of the Act, the draft annual return as on March 31, 2025 prepared in accordance with
Section 92(3) of the Act is made available on the website of your Company and can be accessed using the
https://www.aristobiotech.com/investors.

Subsidiaries Associates and Joint Venture of the Company:

As on March 31, 2025 Your Company does not have any Subsidiary, Associate and Joint Venture Company.

Transactions with Related Parties:

All Related Party Transactions entered into by the Company during the financial year under review were in the Ordinary
Course of Business and on an Arm's Length basis, in compliance with the applicable provisions of the Companies Act,
2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, to the extent applicable to SME
listed entities.

There were no materially significant Related Party Transactions:

• Exceeding 10% of the annual consolidated turnover of the Company, or

• Involving brand usage or royalty payments exceeding 5% of the annual consolidated turnover,

that may have a potential conflict with the interest of the Company at large.

Accordingly, the disclosure of particulars of contracts or arrangements with related parties in Form AOC-2, as required
under Section 134(3)(h) of the Companies Act, 2013, is not applicable.

The Company has a mechanism in place to obtain prior omnibus approval of the Audit Committee for transactions
which are repetitive and of a foreseen nature. All such related party transactions entered into under omnibus approval
are reviewed and placed before the Audit Committee and the Board on a quarterly basis.

The details of the related party transactions for the Financial Year 2024-25 are provided in the notes to the financial
statements, which form an integral part of this Annual Report.

The Company's Policy on Related Party Transactions, as approved by the Board of Directors, is available on the
Company's website and can be accessed at: https://www.aristobiotech.com/investors/policies.

Material Changes and Commitment:

There were no material changes or commitments that have occurred during the financial Year or between the end of
the financial year on March 31, 2025 and the date of this Report that would affect the financial position of the
Company.

Particular of Employees:

The ratio of the remuneration of each director to the median of employees' remuneration as per Section 197(12) of the
Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 is annexed to this Report as "Annexure-A".

Sexual Harassment of Women at Workplace:

The Company has always fostered a safe and inclusive work environment for all employees. In compliance with the
Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, the Company has
constituted an Internal Complaints Committee (ICC) at all its workplace locations.

The Company has adopted a Prevention of Sexual Harassment Policy that ensures protection against sexual harassment
and provides a framework for addressing complaints in a gender-neutral and confidential manner.

During the year under review,

a. Number of complaints filed during the financial year - NIL

b. Number of complaints disposed of during the financial year - NIL

c. Number of complaints pending as on end of the financial year - NIL

The Policy is available on the Company's website at: https://www.aristobiotech.com/investors/policies.

Compliance to the provisions relating to the Maternity Benefits Act. 1961

The company is in Compliance with the Maternity Benefit Act, 1961. However, no maternity benefit was claimed during
the year.

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

No such instances occurred during the financial year.

Risk Management:

A well-defined risk management mechanism covering the risk mapping and trend analysis, risk exposure, potential
impact \and risk mitigation process is in place. The objective of the mechanism is to minimize the impact of risks
identified and taking advance actions to mitigate it. The mechanism works on the principles of probability of occurrence
and impact, if triggered. A detailed exercise is being carried out to identify, evaluate, monitor and manage both
business and non-business risks.

Energy Conservation. Technology Absorption and Foreign Exchange Earnings and Outgo:

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated
under Section 134(3) (m) of the Act read with rule 8 of The Companies (Accounts) Rules, 2014, as amended from time
to time is annexed to this Report as "Annexure - B".

Compliance With the Provisions of Secretarial Standard 1 And Secretarial Standard 2:

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 and that such systems are adequate and operating
effectively. During the year under review, the Company has complied with the applicable Secretarial Standards issued
by the Institute of Company Secretaries of India, New Delhi.

Internal Financial Control Systems and Their Adequacy:

The Company has an effective internal control system, which ensures that all the assets of the Company are
safeguarded and protected against any loss from unauthorized use or disposition.

The Internal Auditors of the Company carry out review of the internal control systems and procedures. The internal
audit reports are reviewed by Audit Committee.

The Company has also put in place adequate internal financial controls with reference to the financial statements
commensurate with the size and nature of operations of the Company. During the year, such controls were tested and
no material discrepancy or weakness in the Company's internal controls over financial reporting was observed.

Corporate Governance:

Integrity and transparency are key factors to our corporate governance practices to ensure that we achieve and will
retain the trust of our stakeholders at all times. Corporate governance is about maximizing shareholder value legally,
ethically and sustainably. Our Board exercises its fiduciary responsibilities in the widest sense of the term. Our
disclosures seek to attain the best practices in international corporate governance. We also endeavor to enhance long¬
term shareholder value and respect minority rights in all our business decisions.

As our company has been listed on EMERGE Platform of National Stock Exchange of India Limited, by virtue of
Regulation 15 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 the compliance with the
corporate Governance provisions as specified in regulation 17 to 27 and Clause (b) to (i) of sub regulation (2) of
Regulation 46 and Para C D and E of Schedule V are not applicable to the company. Hence Corporate Governance
Report does not form a part of this Board Report, though we are committed for the best corporate governance
practices.

Corporate Social Responsibility (CSR):

During the year under review, Provisions pertaining to Corporate Social Responsibility of Section 135 of the Companies
Act, 2013 are not applicable to the Company.

Management Discussion and Analysis Report:

In terms of Regulation 34, and Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 a
review of the performance of the Company, for the year under review, Management Discussion and Analysis Report, is
presented in a separate section forming part of this Annual Report as "Annexure C".

Statutory Auditor and their Report:

Pursuant to the provisions of Section 139 of the Act read with rules made thereunder, as amended from time to time,
M/s. Prakash Chandra Jain & Co., Chartered Accountants (FRN: 002438C), were appointed as Statutory Auditors to hold
office until the conclusion of this Annual General Meeting (AGM).

M/s. Prakash Chandra Jain & Co., Chartered Accountants (FRN: 002438C), proposed to be re-appointed as Statutory
Auditors of your Company at forthcoming Annual General Meeting, for the second term of four consecutive years for a
term till the conclusion of Annual General Meeting to be held in the calendar year 2029.

Considering their performance and based on the Board's recommendation, the firm has been reappointed for a further
period of four financial years, commencing from FY 2025-26 and continuing until the conclusion of the AGM to be held
in FY 2028-29.

The Notes to the financial statements referred in the Auditors Report are self-explanatory and therefore do not call for
any comments under Section 134 of the Companies Act, 2013. The Auditors' Report is enclosed with the financial
statements in this Annual Report. There has been no qualification, reservation, adverse remark or disclaimer given by
the Auditors in their Report.

Internal Auditor:

In accordance with the provisions of Section 138 of the Companies Act, 2013, the Board of Directors had appointed M/s
D.C. Parikh & Co., Chartered Accountants (Firm Reg. No. 107537W), Vadodara, as the Internal Auditor of the Company
for the financial year 2024-25.

They have conducted periodic internal audits of various operational and financial functions and submitted their reports
to the Audit Committee and the Board. Their observations and recommendations have helped strengthen the internal
control systems and ensure compliance.

Maintenance of Cost Record:

Pursuant to the provisions of the Companies Act, 2013 and rules thereof, the Board of Directors of your Company, have
appointed M/s. YS THAKAR & CO, Cost Accountants (Firm Registration No.: 000318), as the Cost Auditor of the
Company to audit the cost records of the Company for the financial year 2024-25.

Pursuant to the provisions of the Companies Act, 2013 and rules thereof, the Board of Directors of your Company, in
their meeting held on August 28, 2024, on the recommendation of the Audit Committee, have appointed M/s. YS
THAKAR & CO, Cost Accountants (Firm Registration No.: 000318) as the Cost Auditor of the Company to audit the cost
records of the Company for the financial year 2024-25. M/s. YS THAKAR & CO, have confirmed that they are free from
disqualification specified under Section 141(3) and proviso to Section 148(3) read with Section 141(4) of the Act and
that their appointment meets the requirements of Section 141(3) (g) of the Act. They have further confirmed their
independent status and an arm's length relationship with the Company. Further, as per Section 148 of the Companies
Act, 2013, the remuneration payable to the Cost Auditor is required to be ratified at the ensuing Annual General
Meeting.

Your Company has maintained cost accounts and records in accordance with provisions of Section 148 of the
Companies Act, 2013 and rules thereof.

Secretarial Auditor and their Revort:

In compliance with the provisions of Section 204 of the Companies Act, 2013, read with the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. SCS & Co. LLP, Practicing
Company Secretaries, Ahmedabad, as the Secretarial Auditor to carry out the Secretarial Audit for the financial year
2024-25.

The Secretarial Audit Report is annexed as "Annexure - D" to this Board Report.

There have been few common annotations reported by the above Secretarial Auditors in their Report with respect to:

Further, Few ROC forms have been filed delayed with additional fees by the company for the financial year 2024-25.

Reply by Management: The Company has taken note of the observations of the Practicing Company Secretary
regarding delays in entering certain Unpublished Price Sensitive Information (UPSI) into the Structured Digital Database
(SDD) and instances of incorrect flow of information for some entries. The management has since strengthened the
internal control framework to ensure timely and accurate recording of UPSI in the SDD, along with establishing a clear
accountability mechanism to avoid recurrence of such lapses.

With respect to the delays in filing certain ROC forms for the financial year 2024-25, the management clarifies that
these were procedural in nature and have since been duly filed with payment of applicable additional fees. The
Company is committed to adhering to all statutory timelines and has implemented improved monitoring systems to
ensure timely compliance going forward.

Reporting of Fraud:

During the year under review, the Statutory Auditors and Secretarial Auditor of your Company have not reported any
instances of fraud committed in your Company by Company's officers or employees, to the Audit Committee, as
required under Section 143(12) of the Act.

Significant/Material Orders passed by the Regulators:

There are no other significant/material orders passed by the Regulators, Courts, Tribunals, Statutory and quasi-judicial
body impacting the going concern status of the Company and its operations in future.

The details of litigation on tax and other relevant matters are disclosed in the Auditors' Report and Financial
Statements which forms part of this Annual Report.

Corporate Insolvency Resolution Process Initiated Under the Insolvency and Bankruptcy
Code. 2016 (IBC):

During the period under review no corporate insolvency resolution process is initiated against the company under the
Insolvency and Bankruptcy Code, 2016 (IBC).

Website:

Your Company has its fully functional website www.aristobiotech.com which has been designed to exhibit all the
relevant details about the Company. The site carries a comprehensive database of information of the Company
including the Financial Results of your Company, Shareholding Pattern, details of Board Committees, Corporate
Policies/ Codes, business activities and current affairs of your Company.

All the mandatory information and disclosures as per the requirements of the Companies Act, 2013, Companies Rules,
2014 and as per Regulation 46 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and also the
non-mandatory information of Investors' interest / knowledge has been duly presented on the website of the
Company.

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 Securities and
Exchange Board of India (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 the Company's website at https://www.aristobiotech.com/investors

The employees are required to undergo a mandatory training/ certification on this Code to sensitize themselves and
strengthen their awareness.

General Disclosure:

Your Directors state that the Company has made disclosures in this report for the items prescribed in section 134 (3) of
the Act and Rule 8 of The Companies (Accounts) Rules, 2014 and other applicable provisions of the act and listing
regulations, to the extent the transactions took place on those items during the year.

Your directors further 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;

(i) Issue of Equity Shares with differential rights as to dividend, voting or otherwise;

(ii) Issue of shares (including sweat equity shares) to employees of the Company under any scheme save and ESOS;

(iii) Annual Report and other compliances on Corporate Social Responsibility;

(iv) There is no revision in the Board Report or Financial Statement;

(v) No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going
concern status and Company's operations in future;

(vi) Information on subsidiary, associate and joint venture companies.

(vii) 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

Appreciations and Acknowledgement:

Your directors wish to place on record their sincere appreciation for significant contributions made by the employees at
all levels through their dedication, hard work and commitment during the year under review.

Your Board places on record its appreciation for the support and co-operation your Company has been receiving from
its suppliers, distributors, retailers, business partners and others associated with it as its trading partners. Your
Company looks upon them as partners in its progress and has shared with them the rewards of growth. It will be your
Company's endeavor to build and nurture strong links with the trade based on mutuality of benefits, respect for and co¬
operation with each other, consistent with consumer interests.

Your directors also take this opportunity to thank all Shareholders, Clients, Vendors, Banks, Government and Regulatory
Authorities and Stock Exchanges, for their continued support.

For and on behalf of Board of Directors Registered office:

Aristo Bio-Tech and Lifescience Limited E-24/25/26, G.I.D.C., Ta. Savli,

CIN: L01100GJ2005PLC127397 Manjusar, Vadodara-391775,Gujarat

Narendra Singh Barhat Ketankumar Harkantbhai Joshi

Place: Vadodara Chairman and Managing Director Who le T i me Director & CFO

Date: August 14, 2025 DIN: 00310306 DIN: 02089127