Overview

During the financial year 2024-25, on a standalone basis, the
Company has recorded revenue from operations of C 1,093.51
Crores as against C 1,051.35 Crores in the previous year. Profit
after tax for the financial year 2024-25 stood at C271.71 Crores
as against C296.47 Crores in the previous year.

On a consolidated basis, revenue from operations stood at
C1,197.58 Crores during the financial year 2024-25 as against
C 1,051.35 Crores registering an increase of 14%. Profit after tax
for the financial year 2024-25 C264.77 Crores as against C300.28
Crores during financial year 2023-24, a decline of 12%.

The Pharma CDMO segment of the Company continue to be
the major portion of revenue from operations, accounting for
C736.9 Crores, representing 62% of the revenue from operations
on consolidated basis, during the year under review.

The growth in consolidated revenue from operations in FY2024-
25 was driven by strong momentum in the Pharma CDMO
segment, alongside the strategic addition of two high-growth
platforms—NJ Bio and Sapala Organics. Our Specialty Chemicals
business also returned to a growth trajectory, contributing 17%
to consolidated operational revenue during the year.

Adjusted EBITDA margins were 37% on a consolidated basis,
after one-time adjustments of C56.5 Crores, comprising an ESOP
charge of C15.1 Crores and others of C41.4 Crores relating to
expenses towards the legal, merger and acquisition expenses.

Scheme of Amalgamation for the merger of Casper
Pharma Private Limited with and into Suven
Pharmaceuticals Limited (name changed to Cohance
Lifesciences Limited w.e.f. May 7, 2025)

The Board of Directors of the Company at its meeting held on
February 29, 2024, approved the Scheme of Amalgamation
for the merger of Casper Pharma Private Limited ("Casper"
/ "Transferor Company"), a wholly-owned subsidiary
of the Company, with and into Suven Pharmaceuticals
Limited (name changed to Cohance Lifesciences Limited)
("Transferee Company").

Hon'ble National Company Law Tribunal, Mumbai Bench, vide
its order dated October 24, 2024 has sanctioned the Scheme
of Amalgamation for the merger of Casper with the Company.

Both the companies have filed the certified copy of the order
with the Registrar of Companies, Ministry of Corporate Affairs
("ROC"), on December 2, 2024. Therefore, as per the said
Scheme, the merger of Casper with the Company became
effective from January 1, 2025, i.e., first day of the month

immediately succeeding the month in which the said Order was
filed with the ROC.

The Appointed Date of the said Scheme has been Effective
Date, i.e. January 1,2025.

Scheme of Amalgamation for the merger of
Cohance Lifesciences Limited with and into Suven
Pharmaceuticals Limited (name changed to Cohance
Lifesciences Limited w.e.f. May 7, 2025)

The Board of Directors of the Company at its meeting
held on February 29, 2024, approved the Scheme of
Amalgamation for the merger of Cohance Lifesciences Limited
("Transferor Company") with and into Suven Pharmaceuticals
Limited (name changed to Cohance Lifesciences Limited)
("Transferee Company").

Hon'ble National Company Law Tribunal, Mumbai Bench, vide
its order dated March 27, 2025 has sanctioned the Scheme of
Amalgamation for the merger of the Transferor Company with
the Company.

The Transferee Company has received the requisite approval
from the Department of Pharmaceuticals, Ministry of Chemicals
and Fertilizers, Government of India vide letter dated April
22, 2025 (the "Approval Letter") under the Foreign Exchange
Management (Non-Debt Instruments) Rules, 2019, for the
potential increase of the aggregate foreign investment in the
Transferee Company above 74% subsequent to allotment
of shares under the Scheme of Amalgamation. The DOP has
approved, inter alia, for increase in aggregate foreign investment
of up to 100% in the Transferee Company from all source of
foreign investments, including foreign direct investments (FDI),
foreign portfolio investors (FPI), non-resident Indians (NRIs),
indirect foreign investments, etc. and any combination thereof.

Both the companies have filed the certified copy of the order
with the Registrar of Companies, Ministry of Corporate Affairs
("ROC"), on April 23, 2025. Therefore, the merger of Transferor
Company with the Company became effective from May 1,
2025, i.e., first day of the month immediately succeeding the
month in which the said Order was filed with the ROC, as per
the said Scheme.

The Effective Date and Appointed Date of the said Scheme for
the merger has been May 1,2025.

Change of name of the Company

Pursuant to the Scheme of Amalgamation for the merger
of Cohance Lifescience Limited with Suven Pharmaceuticals
Limited, the name of "Suven Pharmaceuticals Limited" has

been changed to "Cohance Lifesciences Limited", with effect
from May 7, 2025, consequent to approval of the Ministry of
Corporate Affairs, Government of India ("MCA") on May 7, 2025.

Acquisition of Sapala Organics Private Limited

The Company has acquired stake in Sapala Organics Private
Limited ("Sapala"), a Hyderabad based CDMO focused on
Oligo drugs and nucleic acid building blocks including
Phosphoramidites & Nucleosides, drug delivery compounds
(including GalNAc), Pseudouridine, amongst others.

The Company acquired 67.5% by way of secondary transfer from
Sapala's existing shareholders. This represents 51% of the share
capital of the Target on a fully diluted basis. After the financial
year 2026-27, the Company will acquire balance shareholding
through secondary purchase, such that, post consummation,
the Company will own 100% of the share capital of Sapala on
a fully diluted basis. The acquisition process was completed on
July 12, 2024.

Therefore, Sapala became a subsidiary of the Company with
effect from July 12, 2024.

Acquisition of NJ Bio, Inc.

The Company has acquired stake in NJ Bio, Inc. a Contract
Research, Development, and Manufacturing Organization
("CRDMO"), focused on 'antibody-drug conjugates' ("ADCs")
and 'XDC,' based in Princeton, New Jersey, USA and is amongst
the few CRDMOs in the high growth ADC and broader 'XDC'
(other conjugation-based therapies) space. The said acquisition
is intended to bring in deep know-how and end-to-end
capabilities across payload-linker synthesis, bioconjugation
and analytical services.

The Company has acquired 56% equity share capital of NJ Bio,
Inc., by a mix of primary infusion and secondary acquisition
and invested a total of USD 64.4 million, i.e. USD 49.4 million,
in aggregate, for the secondary acquisition of common equity
shares from certain existing shareholders and USD 15 million,
in aggregate, for the primary subscription of common equity
shares. The acquisition of 56% equity share capital of NJ Bio, Inc.
has been completed on December 20, 2024.

Therefore, NJ Bio, Inc. became a subsidiary of the Company with
effect from December 20, 2024.

NJ Bio, Inc. has two wholly owned subsidiaries (WOS), namely,
(i) NJBIO India Pharmaceutical Private Limited, and (ii) NJ
Biotherapeutics, LLC and consequently, post-acquisition both
the WOS became step-down WOS of the Company.

Dividend

The Board of Directors of the Company does not recommend a
dividend for the year ended March 31,2025.

In terms of Regulation 43A of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 ("SEBI Listing
Regulations"), the Dividend Distribution Policy, is available on
the Company's website and can be accessed at https://www.
suvenpharm.com/images/pdf/policies/dividend-distribution-
policy.pdf

Transfer to Reserves

The Board of Directors has not proposed to transfer any amount
to the general reserve for the year ended March 31,2025.

Share Capital

The paid-up equity share capital of the Company as on March
31, 2025 was C25.46 Crore divided into 25,45,64,956 equity
shares of C1/- each. During the year under review, there was
no change in the share capital and also the Company has not
issued any shares with differential voting rights.

However, pursuant to the Scheme of Amalgamation for the
merger of Cohance Lifesciences Limited ("Transferor Company")
with and into Suven Pharmaceuticals Limited (name changed
to Cohance Lifesciences Limited) ("Transferee Company"), the
Company has allotted 12,80,02,184 equity shares of C1/- each
on May 9, 2025 to the shareholders of the Transferor Company.
The Company has received listing and trading approvals for
the aforesaid shares from the National Stock Exchange of India
Limited (NSE) and BSE Limited (BSE). Consequent to the above
allotment, the paid-up equity share capital has been increased
to C38.26 Crore divided into 38,25,67,140 equity shares
of C1/- each.

Public deposits

The Company has not accepted any deposits covered under
Chapter V of the Companies Act, 2013 (the "Act").

Subsidiary and Associates

The Company has following subsidiary and associate
companies:

a) Cohance Lifesciences, Inc (formerly, Suven Pharma, Inc) in
New Jersey, USA, is the wholly owned subsidiary ("WOS")
of the Company.

b) Sapala Organics Private Limited in India - became
subsidiary of the Company on July 12, 2024;

c) NJ Bio, Inc. in New Jersey, USA, - became subsidiary of the
Company on December 20, 2024;

d) NJBIO India Pharmaceutical Private Limited in India
- a WOS of NJ Bio, Inc. became step-down WOS on
December 20, 2024;

e) NJ Biotherapeutics, LLC in New Jersey, USA, - a WOS of NJ
Bio, Inc. became step-down WOS on December 20, 2024;

f) Aruka Bio Inc. in New Jersey, USA is an Associate Company
of NJ Bio, Inc. and therefore, is a step-down associate
company of the Company.

Section 129(3) of the Act, states that where the Company has
one or more subsidiaries or associate companies, it shall, in
addition to its financial statements, prepare a consolidated
financial statements of the Company and of all subsidiaries and
associate companies and also attach along with its financial
statements, a separate statement containing the salient
features of the financial statements of its subsidiaries and
associates. Hence, the consolidated financial statements of
the Company and all its subsidiaries and associates, prepared
in accordance with Ind AS 110 as specified in the Companies
(Indian Accounting Standards) Rules, 2015, forms part of the
Annual Report. Further, a statement containing the salient
features of the financial statements of the Company's subsidiary
and associate companies in the prescribed Form AOC-1, is
attached as Annexure - A to this Board's Report. The AOC-1
also provides details of the performance and financial position
of each subsidiary and associate companies.

In accordance with Section 136 of the Act, the audited financial
statements and related information of the Company and its
subsidiaries, wherever applicable, are available on Company's
website at https://suvenpharm.com/financial-info. These are
available for inspection during business hours at the Corporate
Office of the Company.

Change in the nature of business, if any

During the year, there was no change in the nature of business
of the Company. Further there was no significant change in
the nature of business carried on by its subsidiaries. Further,
information on the Company's business outlook and state of
affairs is discussed in detail in the Management Discussion &
Analysis section forms part of this Annual Report.

Material changes and commitments affecting the
financial position of the Company

The merger of erstwhile Cohance Lifesciences Limited with
and into Suven Pharmaceuticals Limited (name changed to

Cohance Lifesciences Limited) has been effective from May
1, 2025, as detailed in earlier paragraphs. There have been no
material changes and commitments 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 this report.

Significant/ material orders passed by courts/
regulators/ tribunals

The merger of erstwhile Cohance Lifesciences Limited with
and into Suven Pharmaceuticals Limited (name changed to
Cohance Lifesciences Limited) has been effective from May 1,
2025, as detailed in earlier paragraphs. During the year under
review, there were no significant or material orders passed
by the courts or regulators or tribunals impacting the going
concern status and operations of the Company in the future.

Board of Directors and Key Managerial Personnel
Changes in Directorship

During the year under review, following changes occurred in
the directorship of the Company:

a. Mr. Vaidheesh Annaswamy (DIN: 01444303) has resigned
from his position as Director and Executive Chairman of
the Company effective on September 19 2024, as he has
decided to move to an advisory role, given the stage
of his career.

b. Mr. Vivek Sharma (DIN: 08559495) has been appointed as
Director and Executive Chairman of the Company, for a
period of five (5) years with effect from September 20, 2024.

c. Mr. Jai Shankar Krishana (DIN: 01519264), appointed as an
Independent Director of the Company, for a term of five
(5) consecutive years, with effect from November 12, 2024.

d. Mr. Vinod Padikkal (DIN: 07765484), appointed as a Non¬
Executive and Non-Independent Director of the Company,
with effect from November 12, 2024. His period of office is
liable to retire by rotation.

The appointment of above directors have been approved by
the members of the Company through postal ballot process on
December 18, 2024.

Retirement by Rotation

During the year, the members of the Company at its Annual
General Meeting ("AGM") held on August 9, 2024, approved
the re-appointment of Mr. Pankaj Patwari, a director retire by
rotation, designated as Non-Executive Director of the Company.

Dr. V Prasada Raju (DIN: 07267366), Managing Director, is liable
to retire by rotation at the forthcoming 7^th AGM and being

eligible for re-appointment. The brief profile of the director
seeking re-appointment at the ensuing AGM will be placed in
the Notice convening ensuing AGM of the Company forms part
of this Annual Report.

Changes in Key Managerial Personnel (KMP)

During the year under review, following changes occurred in
the KMP of the Company:

a. Mr. Vaidheesh Annaswamy (DIN: 01444303) has resigned
from his position as Director and Executive Chairman of
the Company effect on September 19, 2024.

b. Mr. Vivek Sharma (DIN: 08559495) has been appointed as
Director and Executive Chairman of the Company, for a
period of five years with effect from September 20, 2024.

c. Mr. Hanumantha Rao Kokkonda has retired as the
Company Secretary and Compliance Officer of the
Company effective from August 10, 2024.

d. Mr. Kundan Kumar Jha has been appointed as the
Company Secretary, Compliance Officer and Head-Legal,
effective from September 3, 2024.

The Company has the following Key Managerial Personnel in
terms of Section 2(51) and Section 203 of the Act as on the date
of this report:

Declaration by Independent Directors

All independent directors of the Company have given
declarations under Section 149(7) of the Companies Act, 2013
confirming that they meet the criteria of independence as
provided in Section 149(6) of the Act and is in compliance with
Rule 6(3) of the Companies (Appointment and Qualifications
of Directors) Rules, 2014 and Regulation 16(1)(b) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015 ("SEBI Listing Regulations").

In the opinion of the Board, the Independent Directors
possess the integrity, expertise, and experience, including
the proficiency, required to be Independent Directors of the

Company. They fulfill the conditions of independence as
specified in the Act and the SEBI Listing Regulations and are
independent of management. They have also complied with
the Code for Independent Directors as prescribed in Schedule
IV of the Companies Act, 2013.

Number of meetings of the Board and Audit Committee

During the year under review, nine (9) Board meetings and
seven (7) Audit Committee meetings were held. The intervening
gap between the meetings was within the period prescribed
under the Act and the SEBI Listing Regulations.

The details of these meetings are given in the Corporate
Governance Report, which forms part of this Annual Report.
Apart from Board meetings, Board Strategy sessions were also
held to discuss the strategy matters.

Separate meeting of Independent Directors

In terms of requirements under Schedule IV of the Act and
Regulation 25(3) of the SEBI Listing Regulations, separate
meetings of the Independent Directors was held on March
27, 2025. Further details are mentioned in the Corporate
Governance Report forming part of this Annual Report.

Committees of the Board

The Board has the following Committees, as on March 31,2025:

a. Audit Committee;

b. Stakeholders' Relationship Committee;

c. Nomination and Remuneration Committee;

d. Corporate Social Responsibility Committee;

e. Risk Management Committee; and

f. Investment, Banking and Authorisations Committee.

The recommendations made by the Board committees,
including the Audit Committee, were accepted by the Board.
The details of the above Committees are given in the Corporate
Governance Report forming part of this Annual Report.

Directors Responsibility Statement

In terms of Section 134(5) of the Act, the Directors of the
Company state that:

a. The applicable accounting standards have been
followed in preparing the Annual Accounts and there
were no material departures;

b. Such accounting policies have been selected and
applied consistently and judgments and estimates
made when required that are reasonable and prudent
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;

c. Proper and sufficient care has been taken 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 have prepared the Annual Accounts on a
going concern basis;

e. Proper internal financial controls were in place to be
followed by the Company, and the financial controls
were adequate and were operating effectively;

f. Proper systems devised to ensure compliance with the
provisions of all applicable laws and that such systems
are adequate and operating effectively.

Board Evaluation

Pursuant to the provisions of the Act and as per the SEBI
Listing Regulations, the Board has carried out performance
evaluation of its own performance, the directors (including
Chairman) individually as well as the evaluation of the
working of its committees.

The outcome of performance evaluation was reviewed by
the Board and found to be satisfactory. Further, details of
Board evaluation are given in the Corporate Governance
Report forming part of this Annual Report.

Policy on directors' appointment and remuneration

The Board consists of an appropriate mix of executive,
non-executive and independent directors to maintain the
independence of the Board. As of March 31,2025, the Board has
ten (10) members, consisting of two (2) Executive Directors,
three (3) Non-Executive and Non-Independent Directors and
five (5) Independent Directors. One Independent Director
and one Non-Executive Director on the Board are women
directors. The details of Board and committee composition,
tenure of directors, areas of expertise and other details are
given in the Corporate Governance Report that forms part of
this Annual Report.

Appointment of directors on the Board are based on a
combination of criteria that includes ethics, personal
and professional stature, domain expertise, diversity and
qualifications required for the position. For appointment of an
Independent Director, the independence criteria defined in
Section 149(6) of the Act, and Regulation 16(1)(b) of the SEBI
Listing Regulations are also considered.

Our executive compensation supports attracting talented
individuals from within and across industries drawing from
a diverse pool of global talent as well as motivating and
encouraging continuity of relevant leaders who advance
our critical business objectives and promote the creation
of shareholders' value over the long-term. The executive
compensation is divided into three principal components,
i.e. base salary, short term performance pay and long¬
term incentives. Competitive market for executives and
compensation levels of the comparable companies are taken
into account before making decisions with respect to each
element of compensation.

Executive compensation is reviewed annually and is based
on Company's performance and individual performance.
Pay practices in similar size of companies at similar role are
also considered while reviewing compensation annually.
Benchmarking of remuneration are also being done to
ascertain competitiveness of the remuneration for the similar
role in peer companies.

The policy of the Company on directors' appointment and
remuneration, as required under Section 178(3) of the Act,
is available on the website of the Company at https://www.
suvenpharm.com/images/pdf/policies/Remuneration_Policy.
pdf.

Conservation of energy, technology absorption,
foreign exchange earnings and outgo

The information on conservation of energy, technology
absorption, foreign exchange earnings and outgo stipulated
under Section 134(3)(m) of the Act, read with Rule 8 of the
Companies (Accounts) Rules, 2014, forms part of the Boards
report as "Annexure - B."

Corporate Social Responsibility

In compliance with Section 135 of the Act, read with the
Companies (Corporate Social Responsibility Policy) Rules
2014, the Corporate Social Responsibility ("CSR") Committee
of the Board of Directors of the Company looks after the CSR
activities of the Company. The CSR Committee is comprised of
Mr. Vivek Sharma, as Chairperson, Mr. KG Ananthakrishnan and
Ms. Matangi Gowrishankar, as members of the Committee. The
Board has adopted a CSR policy, based on the recommendation
of the said Committee, that provides guiding principles for
selection, implementation and monitoring of the CSR activities
and formulation of the annual action plan. The focus areas for
CSR activities primarily in education, healthcare, livelihood
and environment. During the year, the Committee monitored
the CSR activities undertaken by the Company including the

expenditure incurred thereon. The CSR Policy, Committee
Composition and CSR programs details are available on the
Company's website at https://www.com/csr/

The Annual Report on CSR Activities forms part of the Boards
Report and annexed as Annexure - C.

Particulars of Employees

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, are attached as Annexure - D to the
Board's Report.

In terms of Section 197(12) of the Act, read with Rule 5(2)
and 5(3) of 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 limits set out in the said rules forms
part of the Annual Report. However, considering the provisions
of Section 136 of the Act, the Annual Report, excluding the
aforesaid information, is being sent to the members of the
Company and others entitled thereto. The said information is
available for inspection at the registered office of the Company
or through electronic mode, during business hours on working
days up to the date of the forthcoming 7^th AGM, by members.
Any member interested in obtaining a copy thereof may write
to the Company Secretary in this regard.

Particulars of loans, guarantees or investments

Details of investments/ loans/ guarantees/ securities provided
are given in the note no. 16 to the standalone financial
statement, form part of this Annual Report. Apart from this,
the Company did not give any loans, investments, guarantees,
or securities during the year under the provisions of Section
186 of the Act.

Related Party Transactions

All contracts, arrangements and transactions entered by the
Company with related parties during the financial year 2024¬
25 were in the ordinary course of business and on an arm's
length basis.

During the year, the Company did not enter into any
transaction, contract or arrangement with related parties, that
could be considered material in accordance with Section 188 of
the Act, the SEBI Listing Regulations and the Company's Policy
on Related Party Transactions. Accordingly, the disclosure of
related party transactions in Form AOC-2 is not applicable.
Details of the related party transactions as per IND AS24 have

been provided in note no. 35 of the standalone financial
statements forms part of this Annual Report.

In terms with the requirements of the Act and the SEBI Listing
Regulations, during the year under review, the Board has
reviewed and amended the Policy on Materiality of Related
Party Transactions and Dealing with Related Party Transactions.
The policy is available on the website of the Company at https://
www.suvenpharm.com/pdf/Investors/corporategovernance/
policies/Policy%20on%20materiality%20of%20RPT%20
and%20dealing%20with%20RPT.pdf. The Policy intends
to ensure that proper identification of related parties and
the related party transactions, it's reporting, approval and
disclosures.

All related party transactions and subsequent modifications are
placed before the Audit Committee for review and approval.
Prior approval is obtained for the transactions with related
party transactions as and when required.

Internal financial control systems and their adequacy

The Company has laid down set of standards which enables to
implement internal financial control across the organization and
ensure that the same are adequate and operating effectively:
(1) to provide reasonable assurances that: transactions are
executed in conformity with generally accepted accounting
principles/ standards or any other criteria applicable to such
statements, (2) to maintain accountability for assets; access
to assets is permitted only in accordance with management's
general or specific authorization and the maintenance of
records that are in reasonable detail accurately and fairly reflect
the transactions and dispositions of the assets of the company;
and (3) Provide reasonable assurance regarding prevention or
timely detection of unauthorized acquisition, use or disposition
of the assets that could have a material effect on the financial
statements. The Audit Committee of the Board reviews the
reports submitted by the independent internal auditors and
monitors the functioning of the system.

Enterprise Risk Management

The Risk Management Committee of the Board of Directors
of the Company has been entrusted with the responsibility
of overseeing various organizational risks. The Corporate
Governance Report, which forms part of this Report, contains
the details of the Risk Management Committee of the Company.
The Risk Management Committee assesses the adequacy of
mitigation plans to address such risks. The Board also approved
a risk management policy to serve as guidance for addressing
the various risks and their mitigation. In addition, the Company
periodically conducts safety and preventive audits in plants

and ensures that necessary safeguards are in place to protect
the interest of the Company against all the probable risks
associated with the Company.

Vigil Mechanism/ Whistle-Blower Policy

The Company promotes ethical behavior in all its business
activities. Towards this, the Company has adopted a policy on
Whistle Blower mechanism to deal with instance of fraud and
mismanagement, if any. The details of the Whistle Blower Policy
is explained in the Corporate Governance Report and also posted
on the website of the Company at https://www.suvenpharm.
com/images/pdf/policies/whistle-blower-policy.pdf

Employee Stock Option Scheme

The members of the Company through postal ballot process
on February 13, 2024 has approved Employee Stock Option
Plan (ESOP) 2023 to grant share-based incentives to eligible
employees of the Company and its subsidiaries under the
ESOP 2023. In terms of the scheme, 1,25,00,000 options can
be granted to the eligible employees of the Company and its
subsidiaries. During the year under review, no stock options
have been granted. There is no other change in the said plan
during the year.

The Schemes is in compliance with the SEBI (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021. The
details of Company's stock option Scheme as required under
Regulation 14 of the SEBI (Share Based Employee Benefits and
Sweat Equity) Regulations, 2021, is available on the Company's
website at https://suvenpharm.com/SuvenESOP2023Policy.pdf

The compliance certificate confirming that the Employee Stock
Option Plan 2023 is in compliance of the applicable provisions
of the SEBI (Share Based Employee Benefits and Sweat
Equity) Regulations, 2021, has been received from M/s DVM &
Associates LLP, Company Secretaries, Secretarial Auditors of the
Company for the year under review.

The options details also form part of note 61 of the notes to
accounts of the standalone financial statements.

Statutory Auditors and Audit Report

Pursuant to the provisions of Section 139 of the Act and the
Rules framed thereunder the Company at its 6^th AGM held
on August 9, 2024 has appointed M/s. Walker Chandiok & Co
LLP, Chartered Accountants (Firm Registration No. 001076N/
N500013) as the statutory auditors of the Company for a period
of 5 years from the conclusion of 6^th AGM till the conclusion of
the 11^th AGM to be held in the year 2029.

There is no qualification, reservation, adverse remark or
disclaimer by the Statutory Auditors in their report. The Auditors
report is enclosed with the financial statements and forms part
of this Annual Report. During the year, there were no instances
of frauds reported by Auditors under Section 143(12) of the Act.

Secretarial Auditors and 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 Secretarial Audit Report
received from M/s. DVM & Associates LLP, practicing Company
Secretaries, Secretarial Auditor of the Company for the financial
year 2024-25 forms part of this Annual Report and marked
as Annexure - E to the Board's Report The Secretarial Audit
Report does not contain any qualification, reservation, adverse
remark or disclaimer.

Secretarial standards

The Company complies with the applicable Secretarial
Standards issued by the Institute of Company Secretaries
of India.

Cost Audit

During the year under review, in terms of Section 148 of the
Act read with the Cost (Records and Audit) Rules, 2014, as
amended from time to time, the requirement for Cost Audit is
not applicable to the Company, based on the export turnover
criteria prescribed under said Cost Audit Rules. However, the
Company is maintaining such accounts and record as specified
by the Central Government and as applicable to the Company
under Section 148(1) of the Act read with said Cost Audit Rules.

Annual Return

The Annual Return of the Company as on March 31, 2025, in
terms of the provisions of Section 92(3) read with Section 134(3)
(a) of the Act is available on the Company's website and can be
accessed at https://www.suvenpharm.com/financial-info/

Corporate Governance

A detailed Report on Corporate Governance in compliance
with the provisions of SEBI Listing Regulations together with
a certificate received from the practicing Company Secretary
confirming the compliance of conditions of corporate
governance, is presented in a separate section forming part of
this Annual Report.

Management's Discussion and Analysis

Management's Discussion and Analysis Report for the year
under review, as stipulated under Regulation 34 of the SEBI

Listing Regulations, is presented in a separate section forming
part of this Annual Report.

Business Responsibility and Sustainability Report

The Business Responsibility and Sustainability Report as
required under the SEBI Listing Regulations, describing the
initiatives taken by the Company from environment, social
and governance perspective is presented in a separate
section forming part of this Annual Report and is available
on the website of the Company at https://suvenpharm.com/
financial-info/.

Transfer of unclaimed/ unpaid amounts to the
Investor Education and Protection Fund (IEPF)

The Company was incorporated in the calendar year 2018,
and it will ensure compliance with the applicable provisions
of the IEPF Rules with respect to transfer of unclaimed/unpaid
dividend to IEPF, at the appropriate time.

Disclosure in relation to the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013

The Company has complied with the provisions relating to
the constitution of the Internal Complaints Committee as
specified under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013. Further,
no case was received to the Sexual Harassment of Women at

Workplace (Prevention, Prohibition and Redressal) Act, 2013,
during the year under review.

Other disclosures

Pursuant to the provisions of the Companies (Accounts) Rules,
2014, the Company affirms that for the financial year ended on
March 31,2025:

a. There were no proceedings, either filed by the Company
or against the Company, pending under the Insolvency
and Bankruptcy Code, 2016, before the National Company
Law Tribunal or any other court.

b. There was no instance of one-time settlement with any
bank or financial institution.

Acknowledgements

The Board wishes to place on record their gratitude to all
the stakeholders for the confidence reposed by them and
thank all the shareholders, customers, dealers, suppliers and
other business associates for contributing to the Company's
growth. The Board acknowledges the support extended by
the government, government agencies, analysts, bankers,
media, customers, business partners and investors at large. The
Board also wishes to place on record their appreciation for the
dedication and valuable services rendered by the employees
and workers at all levels of the Company.

For and on behalf of the Board of Directors
Vivek Sharma Dr. V Prasada Raju

Place: Hyderabad Executive Chairman Managing Director

Date: May 28, 2025 DIN: 08559495 DIN: 07267366