Your Directors are pleased to present 30^th Annual Report and the company's audited financial statement for the
financial year ended March 31, 2025.

FINANCIAL RESULTS: The Company's financial performance for the year ended March 31, 2025 is summarized
below:

YEAR UNDER REVIEW:

During the year under review, the Company has achieved revenue from operations to the tune of Rs.396.88
Lakhs against Rs.686.32 Lakhs in the previous year. The Net Profit of the year is Rs.54.77 Lakhs for the
current year as against the Net Profit of Rs.50.23 Lakhs of the previous year. Further Board of Directors will
also ensure you for more better performance and good result in the near future of the Company.

Looking to the Prospects of Company FPI Invested in our Company's Equity Shares intune of 19183500
Shares 8.14% of total equity.

TRANSFER TO RESERVES IN TERMS OF SECTION 134 (3) (J) OF THE COMPANIES ACT, 2013
Rs. 54.77/- has been transferred to General Reserve during the year.

DIVIDEND

The Board of Directors' do not recommend any dividend for the year under review due to retain the profit for
business Growth.

CHANGE IN THE NATURE OF BUSINESS, IF ANY:

During the year, there was no change in the nature of business of the Company and it continues to
concentrate on its own business.

Company establishing Manufacturing Plants to Manufacture General Tablets, Hard/Soft gelatin Capsules,
Anesthetic Liquid and Sachet sections and expect to start commercial production in the month of January,
2026.

LISTING OF EQUITY SHARES- PREFERENTIAL ISSUE

In preceding year the Shareholders in their Extra Ordinary General Meeting held on Friday, December 15,
2023, has approved the proposal for raising of funds by preferential issue and allotted 28,08,000 (Twenty
Eight Lacs Eight Thousand) fully paid-up equity shares of the Company at a price of Rs. 56/- per equity
shares with Face Value of Rs. 10/- each to Non-Promoter-Public Group on preferential basis to acquire the
plant and machinery required for the ongoing installation of manufacturing facility to meet fund requirements
of its business activities including expansion plans and activities, financing the future growth opportunities, to
meet working capital requirements and to meet general corporate purposes.

MIGRATION

The Company's Equity shares have been listed on a SME Platform of Bombay Stock Exchange (BSE) since
30th March, 2022 to till date. The Company has been performing consistently and has increased its business
operations year by year. The listing of equity shares of the Company enhanced transparency in the
functioning and the Company has been benefitted. Over the period the Company gained a good experience of
compliances, Board procedures, Corporate governance practices on account of SME listing and the company
is geared up for moving on to the main board of BSE.

In terms of eligibility criteria prescribed for shifting from SME Exchange to Main Board, the Equity Shares of
the Company must be listed on BSE SME for 3 years. Moreover, the paid-up equity capital of the Company
shall not be less than 10 crores and the market capitalization of the Company's equity shall not be less than
25 crores. Further, the Company should comply with other eligibility norms. The Company's current paid up
share capital is Rs. 23,55,57,000/- (Rupees Twenty-three Crores Fifty-five Lakhs Fifty -seven thousand only)
divided into 23,55,57,000 Equity shares of Re.1/- each . The Company complies with the eligibility
requirement of equity paid up share capital of more than 10 Crores, continued listing of 3 years on BSE SME
& market capitalization of more than 25 crores for migration purpose.

Further, in view of increasing business activities and for strong brand building, the Board of Directors in its
meeting held on April 17, 2025 has accordingly decided to migrate the Company's Listing from SME Platform
of BSE to Main Board of BSE. The same has been approved by Shareholders via Postal Ballot Notice dated
23^rd April, 2025.

Application for Migration to Main Board BSE has been made dated 14^th July, 2025.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE
COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE
COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

There have been no material changes and commitments which affect the financial position of the Company
that have occurred between the end of the financial year to which the financial statements relate and the date
of this report.

DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL:

There are no significant and material orders passed by the regulators or courts or tribunals impacting the
going concern status and company's operations in future.

EXPLANATION OR COMMENTS ON DISQUALIFICATIONS, RESERVATIONS, ADVERSE REMARKS OR
DISCLAIMERS IN THE AUDITOR'S REPORTS

There have been no disqualifications, reservations, adverse remarks or disclaimers in the auditor's reports,
requiring explanation or comments by the Board.

REPORTING OF FRAUDS

There was no instance of fraud during the year under review, which required the Statutory Auditors
to report to the Audit Committee and / or Board under Section 143(12) of Act and Rules framed thereunder.

INSURANCE

The Company has taken adequate insurance to cover the risks to its employees, workers plants and
machineries, buildings and other assets, profit and third parties.

RISK MANAGEMENT

Risk management is embedded in your company's operating framework. Your company believes that
managing risk helps in maximizing returns. The company's approach to addressing business risk is
comprehensive and includes periodic review of such risks and a framework for mitigating controls and
reporting mechanism of such risks. The risk management framework is reviewed periodically by the Board
and the Audit Committee. Some of the risks that the company is exposed to are:

> Commodity Price Risks

The Company is exposed to the risk of price fluctuation of raw material as well as finished goods. The
company proactively manages these risks through forward booking, Inventory management and proactive
vendor development practices. The Company's reputation for quality, product differentiation and service,
coupled with existence of powerful brand image with robust marketing network mitigation the impact the
impact of price risk on finished goods.

> Regulatory Risks

The company is exposed to risks attached to various statues and regulations including the company Act. The
company is mitigating these risks through regular review of legal compliances carried out through internal as
well as external compliance audits.

> Human Resources Risks

Retaining the existing talent pool and attracting new talent are major risks. The company has initialed various
measures including rolling out strategic talent management system, training and integration of learning and
development activities.

> Strategic Risks

Emerging businesses, capital expenditure for capacity expansion, etc., are normal strategic risk faced by the
company. However, the company has well-defined processes and procedures for obtaining approvals for
investments in new business and capacity expansion etc.

INTERNAL FINANCIAL CONTROL:

The Company has a good system of internal controls in all spheres of its activity. The internal control system
is supplemented by effective internal audit being carried out by an external firm of Chartered Accountants.
The Audit committee regularly reviews the findings of the internal auditors and effective steps to implement
the suggestion / observation of the Auditors are taken and monitored regularly. In the opinion of the Board, an
effective internal control system adequate to the size of the Company exists.

DEPOSITS:

Your Company has not accepted any deposits which fall under Chapter V and Section 73 to Section 76 of the
Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186

Particulars of loans given, investments made, guarantees and securities provided under section 186 of the
Companies Act, 2013 are provided in the notes of Standalone Financial Statement.(Please refer to Note 4 and
5 to financial statement).

SUBSIDIARIES/ Joint Venture/ Associate Companies:

Company has no subsidiary/joint ventures/associate companies. As there are no subsidiaries, associates and
joint ventures companies, no consolidated financial statements required to be given.

DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Companies Act, 2013 (including any statutory modification(s) or re¬
enactments) for the time being in force), the Directors of our Company confirm that:

i) In the preparation of the annual accounts for the financial year ended 31^st March 2025, the applicable
accounting standards had been followed and that there are no material departures;

ii) The Directors have selected such accounting policies and applied them consistently and made
judgments and estimates that were 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 / loss of the Company
for the year under review;

iii) Proper and sufficient care has been taken for the maintenance of adequate accounting records in
accordance with the provisions of the Companies Act, 2013 (including any statutory modification(s) or
re-enactment(s) for the time being in force) for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;

iv) The directors had prepared the annual accounts on a going concern basis;

v) The directors had laid down internal financial controls to be followed by the company and that such
internal financial controls are adequate and were operating effectively;

vi) The directors had devised proper system to ensure compliance with the provisions of all applicable
laws and that such system were adequate and operating effectively.

CORPORATE GOVERNANCE:

In terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 exempts companies
which have listed their specified securities on SME Exchange from compliance with corporate governance
provisions.

Since the equity share capital of your Company is listed exclusively on the SME Platform of BSE, the
Company is exempted from compliance with Corporate Governance requirements, and accordingly the
reporting requirements like Corporate Governance Report, Business Responsibility Report etc. are not
applicable to the Company. However, the Company is in compliance to the extent of applicable sections of
Companies Act, 2013 with regard to Corporate Governance.

CORPORATE SOCIAL RESPONSIBILITIES:

As the Company's net worth, turnover or net profits are below the limit prescribed under section 135 of the
Companies Act 2013 and hence CSR is not applicable to your Company.

RELATED PARTIES TRANSACTIONS

All the related party transactions are being entered on arm's length basis, in ordinary course of business and
in compliance with the applicable provisions of the Companies Act, 2013 and relevant Regulations of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015. There were no materially significant
related party transactions made by the Company with Promoters, Directors or Key Managerial Personnel etc.
which may have potential conflict with the interest of the Company at large.

All the related party transactions are presented to the Audit Committee and the Board. Omnibus approval has
been obtained from Audit Committee, Board of Directors and members for the transactions with the related
parties.

Moreover your Directors draw your attention to Note to the financial statement which sets out related party
disclosures.

All related party transactions that were entered into during the financial year were on an arm's length basis
and were in the ordinary course of business. There were no materially significant related party transactions
made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons
which may have a potential conflict with the interest of the Company at large. Particulars of the contracts or
arrangement with related parties referred into Section 188 (1) of the Companies Act, 2013, in prescribed Form
AOC -2 is attached as “Annexure - C.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

In accordance with the provisions of the Act and the Articles of Association of the Company, Mr. Akshit M.
Raycha (DIN: 03039859), Executive & Non independent director, will retire by rotation at the ensuing Annual
General Meeting and being eligible, has offered herself for re-appointment. Pursuant to Regulation 17 of SEBI
(LODR) Regulations, 2015, details of Directors retiring by rotation is provided under explanatory statement of
the Notice of the Annual General Meeting.

All Independent Directors (IDs) have given declaration that they meet the criteria of independence as laid
down under section 149(6) of the Companies Act, 2013 and Regulation 16(1 )(b) of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.

Further during the year Mr. Parag Sandipkumar Dave (DIN 10632566) & Mr. Rajesh Chinubhai Sutaria (DIN
02102686) were appointed as Additional Independent Director w.e.f. July 09, 2025.

Ms. Drashti Arvindbhai Unadkat, has resigned as Company Secretary and Compliance Officer of the
Company w.e.f. April 17, 2025 and Mr. Kaushalkumar Shrikrishnabhai Dave (ACS 63517) has been appointed
as a Company Secretary and Compliance Officer of the Company w.e.f June 05, 2025.

ANNUAL RETURN:

As per Section 92(3) of Companies Act, 2013, the draft copy of Annual Return of company in form MGT - 7
has been uploaded on the website of Company and web link of the same is www.achyuthealthcare.com
Return-2025.pdf.

COMPOSITION OF BOARD OF DIRECTORS AND ITS COMMITTEES:

The Board of Directors has an optimum combination of Executive and Non-Executive Directors and
Independent directors in accordance with the provisions of the Act. The composition of the Board of Directors
of the company as on 31^st March, 2025 is as under:

NUMBER OF BOARD MEETINGS/COMMITTEE/SHAREHOLDERS MEETINGS CONDUCTED DURING THE YEAR:

During the year ended March 31, 2025, the Board met 6 including independent directors meeting times. The
intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013 (the
“Act”). Required quorum was present throughout each meeting as per the requirement of the said Act, the
details of Board meetings are given below;

AUDIT COMMITTEE:

During the year the company has reconstituted its Audit Committee. The Committee comprises of 3 Directors,
out of which 2 are Independent Directors and one is Non-Executive Director. Ms. Drashti A. Unadkat (ACS
71053), Company Secretary of the Company acted as a Secretary of the Committee upto April 17, 2025 and
Mr. Kaushalkumar S. Dave (ACS 63517) was appointed as Company Secretaries & Compliance Officer of
the Company w.e.f. June 05, 2025. All the Members of the Audit Committee have Financial, Accounting and
Management expertise. The board of directors has accepted all recommendations of the Audit Committee
during the year.

The Composition of Committee is as under::

The composition of committee inter alia meets with the requirement of Regulation 18 of the Securities and
Exchange Board of India (LODR) Regulations, 2015 and Section 177 of the Companies Act, 2013.

The details of composition of Audit Committee are as follows:

Presence of Chairman of the Audit Committee:

Mr. Rutvik S. Thakkar, Chairman of the Audit Committee was present in the Annual General Meeting held on
September 30, 2024. The necessary quorum was present for all the meetings.

> Meetings:

During the Financial Year 2024-25, the Members of Audit Committee met 4 (Four) times viz. on May 28, 2024,
September 02, 2024, October 19, 2024 and December 19, 2024.

A. Powers of Audit Committee

The Audit Committee shall have the following powers:

To investigate any activity within its terms of reference;

To seek information from any employee;

To obtain outside legal or other professional advice; and

To secure attendance of outsiders with relevant expertise, if it considers necessary

B. Role of the Audit Committee

The role of the audit committee shall include the following:

1. Oversight of the company's financial reporting process and the disclosure of its financial information to
ensure that the financial statements are correct, sufficient and credible;

2. Recommendation for appointment, remuneration and terms of appointment of auditors of the company;

3. Approval of payment to statutory auditors for any other services rendered by the statutory auditors;

4. Reviewing, with the management, the annual financial statements and auditor's report thereon before
submission to the Board for approval, with particular reference to:

a. Matters required to be included in the Director's Responsibility Statement to be included in the
Board's report in terms of clause (c) of sub-section 3 of section 134 of the Companies Act, 2013;

b. Changes, if any, in accounting policies and practices and reasons for the same;

c. Major accounting entries involving estimates based on the exercise of judgment by management;

d. Significant adjustments made in the financial statements arising out of audit findings;

e. Compliance with listing and other legal requirements relating to financial statements;

f. Disclosure of any related party transactions; and

g. Qualifications in the draft audit report.

5. Reviewing, with the management, the quarterly financial statements before submission to the Board for
approval;

6. Reviewing, with the management, the statement of uses / application of funds raised through an issue
(public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than
those stated in the offer document / prospectus / notice and the report submitted by the monitoring
agency monitoring the utilization of proceeds of a public or rights issue, and making appropriate
recommendations to the Board to take up steps in this matter;

7. Monitoring the end use of funds raised through public offers and related matters;

8. Reviewing and monitoring the auditor's independence and performance, and effectiveness of audit
process;

9. Approval of any subsequent modification of transactions of the company with related parties;
Explanation: The term “related party transactions” shall have the same meaning as provided in Clause
2 (zc) of the SEBI Listing Regulations and/or the Accounting Standards.

10. Scrutiny of inter-corporate loans and investments;

11. Valuation of undertakings or assets of the company, wherever it is necessary;

12. Evaluation of internal financial controls and risk management systems;

13. Reviewing, with the management, performance of statutory and internal auditors, adequacy of the
internal control systems;

14. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit
department, staffing and seniority of the official heading the department, reporting structure coverage
and frequency of internal audit;

15. Discussion with internal auditors of any significant findings and follow up there on;

16. Reviewing the findings of any internal investigations by the internal auditors into matters where there is
suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting
the matter to the Board;

17. Discussion with statutory auditors before the audit commences, about the nature and scope of audit as
well as post-audit discussion to ascertain any area of concern;

18. Looking into the reasons for substantial defaults in the payment to depositors, debenture holders,
shareholders (in case of non-payment of declared dividends) and creditors;

19. Reviewing the functioning of the whistle blower mechanism;

20. Approval of appointment of CFO (i.e., the whole-time Finance Director or any other person heading the
finance function or discharging that function) after assessing the qualifications, experience and
background, etc. of the candidate;

21. Carrying out any other function as is mentioned in the terms of reference of the Audit Committee; and

22. Reviewing the utilization of loans and/or advances from/investments by the holding company in the
subsidiary exceeding rupees hundred crores or 100% of the asset size of the subsidiary, whichever is
lower including existing loans / advances/ investments, as may be applicable.

23. consider and comment on rationale, cost-benefits and impact of schemes involving merger, demerger,
amalgamation etc., on the listed entity and its shareholders.

Further, the Audit Committee shall mandatorily review the following information:

• Management discussion and analysis of financial condition and results of operations;

• Statement of significant related party transactions (as defined by the audit committee), submitted by
management;

• Management letters / letters of internal control weaknesses issued by the statutory auditors;

• Internal audit reports relating to internal control weaknesses; and

• Appointment, removal and terms of remuneration of the chief internal auditor shall be subject to review by
the audit committee.

• statement of deviations:

a. Quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to
stock exchange(s) in terms of Regulation 32(1) of the SEBI Listing Regulations.

b. Annual statement of funds utilized for purposes other than those stated in the offer
document/prospectus/notice in terms of Regulation 32(7) the SEBI Listing Regulations.

NOMINATION AND REMUNERATION COMMITTEE

The scope and function of the Nomination and Remuneration Committee is in accordance with Regulation 19
of Securities and Exchange Board of India (LODR) Regulations, 2015 read with Section 178 of the
Companies Act, 2013 and the terms of reference, powers and role of our Nomination and Remuneration
Committee are as follows:

1. formulation of the criteria for determining qualifications, positive attributes and independence of a director
and recommend to the board of directors a policy relating to, the remuneration of the directors, key
managerial personnel and other employees;

2. For every appointment of an independent director, the Nomination and Remuneration Committee shall
evaluate the balance of skills, knowledge and experience on the Board and on the basis of such
evaluation, prepare a description of the role and capabilities required of an independent director. The
person recommended to the Board for appointment as an independent director shall have the capabilities
identified in such description. For the purpose of identifying suitable candidates, the Committee may:

a) use the services of an external agencies, if required;

b) consider candidates from a wide range of backgrounds, having due regard to diversity; and

c) consider the time commitments of the candidates.

3. formulation of criteria for evaluation of performance of independent directors and the board of directors;

4. devising a policy on diversity of board of directors;

5. identifying persons who are qualified to become directors and who may be appointed in senior
management in accordance with the criteria laid down, and recommend to the board of directors their
appointment and removal;

6. whether to extend or continue the term of appointment of the independent director, on the basis of the
report of performance evaluation of independent directors;

7. recommend to the board, all remuneration, in whatever form, payable to senior management;

8. framing suitable policies and systems to ensure that there is no violation, by an employee of any
applicable laws in India or overseas, including:

• the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992 or the
Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 to the extent
each is applicable; or

• the Securities and Exchange Board of India (Prohibition of Fraudulent and Unfair Trade Practices
relating to the Securities Market) Regulations, 2003;

9. evaluating the performance of the independent directors and on the basis of their performance evaluation
recommending the Board of Directors and the members of the Company to extend or continue the term of
appointment of the independent director; and performing such other activities as may be delegated by the
Board of Directors and/or are statutorily prescribed under any law to be attended to by the Nomination and
Remuneration Committee.

10. The remuneration has been paid as approved by the Board, in accordance with the approval of the
Shareholders and within the overall ceiling prescribed under Section 197 and 198 of the Companies Act,
2013. The Committee comprises of 3 Directors all the Directors of the Committee are Non-executive
Director.

The Composition of Committee is as under:

The details of composition of Nomination and Remuneration Committee are as follows:

Meetings:

During the Financial Year 2024-25, the Members of Nomination and Remuneration Committee met 1 (One)
time on May 28, 2024.The necessary quorum was present for all the meetings.

Policy on Directors' Appointment & Remuneration

The Board has in accordance with the provisions of sub-section (3) of Section 178 of the Companies Act,
2013, formulated the policy setting out the criteria for determining qualifications, positive attributes,
independence of a Director and policy relating to remuneration of Directors, Key Managerial Personnel and
other employees. The said policy is accessible on the Company's official website at
www.achyuthealthcare.com.

We affirm that the remuneration paid to the Directors is as per the terms laid out in the Remuneration Policy of
the Company.

STAKEHOLDERS RELATIONSHIP COMMITTEE

The scope and function of the Stakeholders' Relationship Committee is in accordance with Section 178 of the
Companies Act, 2013 and the SEBI Listing Regulations and the terms of reference, powers and scope of the
Stakeholders' Relationship Committee of our Company include:

Basic Responsibilities of the Committee:

> Resolving the grievances of the security holders of the Company including complaints related to
transfer/transmission of shares, non-receipts of annual reports, non-receipt of declared dividends, issue of
new/duplicate certificates, general meetings, etc.;

> Review of measures taken for effective exercise of voting rights of by shareholders;

> Review of adherence to the service standards adopted by the listed entity in respect of various services
being rendered by the Registrar and Share Transfer Agent;

> Review of the various measures and initiatives taken by the listed entity for reducing the quantum of
unclaimed dividends and ensuring timely receipts of dividend warrants/ annual reports/ statutory notices by
the shareholders of the Company; and

> Carrying out any other function as prescribed under the SEBI Listing Regulations as and when amended
from time to time.

The details of composition of Stakeholders Relationship Committee are as follows:

> Meetings:

During the Financial Year 2024-25, the Members of Stakeholders Relationship Committee met 2 (Two) times
on May 28, 2024 and October 19, 2024.

BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013, the Board has carried out an annual performance
evaluation of its own performance, the directors individually as well as the evaluation of the working of its
Audit, Nomination & Remuneration and Stakeholders Relationship Committee.

Various aspects of the Board's functioning were evaluated such as adequacy of the composition of the Board
and its Committees, Board culture, execution and performance of specific duties, obligations and governance.

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

SHAREHOLDER'S MEETING:

STATEMENT OF DECLARATION BY AN INDEPENDENT DIRECTOR(S)

All Independent Directors have given declarations that they meet the criteria of independence as laid down
under Section 149(6) of the Companies Act, 2013 and sub-regulation (8) of Regulation of 25 SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.

The Independent Directors have complied with the Code of Conduct for Independent Directors prescribed in
Schedule IV of the Companies Act, 2013.

REMUNERATION TO DIRECTORS:

i) REMUNERATION OF MANAGING DIRECTORS/DIRECTORS/KEY MANAGERIAL PERSONNEL

* She has been appointed w.e.f. April 14, 2023

* She has resigned from here post w.e.f. 17^th April, 2025.

DISCLOSURE FOR UTILIZATION OF FUNDS RAISED THROUGH PREFERENTIAL ALLOTMENT

Pursuant to the provisions Regulation 32 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, utilization of funds raised through preferential allotment has been is annexed herewith as
Annexure-B.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

Pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013 and Regulation 22 of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, a Vigil Mechanism or 'Whistle Blower
Policy' for directors, employees and other stakeholders to report genuine concerns has been established.
The Audit committee reviews the functioning of the Whistle Blower mechanism on a quarterly basis. Due to
changes in SEBI (Prohibition of Insider Trading) Regulations, 2015.

The Policy has a systematic mechanism for directors and employees to report concerns about unethical
behavior, actual or suspected fraud or violation of the Company's Code of Conduct or policy.

CHANGE IN SHARE CAPITAL

During the year under review, the authorized share capital of ? 18,00,00,000 divided into 1,80,00,000 Equity
Shares of ?10 each was increased to ? 24,00,00,000 divided into 2,40,00,000 Equity Shares of ? 10 each
(which was splited to Re. 1/- so now the authorized share capital of the Company is ? 24,00,00,000 divided
into 24,00,00,000 Equity) pursuant to resolution of shareholders passed at the Extraordinary General Meeting
held on 19^th November, 2024.

Further the paid up Share Capital of the Company has increased as per details mentioned below since
incorporation:

BONUS SHARES

During the year under review, the Board of Directors of the Company has considered and recommended
issue of 6,73,02,000 Equity Shares of Rs.1/- (Rupee One only) each as Bonus Shares in the ratio of 4:10 i.e 4
(Four) New Equity Shares for every 10 (Ten) existing Equity Shares on 11^th December, 2024. The said shares
are now listed with the Stock Exchange i.e., BSE Limited, effective from Wednesday, November 11, 2024.

PREFERENTIAL ISSUE

During the year the Company has not Issued Shares on Preferential Basis.

RECONCILIATION OF SHARE CAPITAL AUDIT:

As stipulated by the SEBI, a qualified Practicing Company Secretary carries out the Reconciliation of Share
Capital Audit to reconcile the total admitted share capital with National Securities Depository Limited (NSDL)
and Central Depository Services (India) Limited (CDSL) and total Issued and Paid-Up Share Capital of the
Company. This audit is carried out every quarter. The audit, inter alia, confirms that the Listed and Paid-Up
Share Capital of the Company is in agreement with the aggregate of the total number of shares in
dematerialized form held with NSDL and CDSL.

SECRETARIAL AUDITOR:

In terms of Section 204 of the Companies Act, 2013, the Board of Directors of your Company has appointed
M/s. Kamlesh M. Shah & Co., Practicing Company Secretaries, Ahmedabad as a Secretarial Auditor to
conduct an Audit of secretarial records and compliances, for the financial year ending on March 31, 2025.

The Secretarial Audit Report for the financial year ended on March 31, 2025 is annexed herewith as
Annexure-E to this report and the same does not contain any qualification, reservation or adverse remarks.

AUDITORS AND AUDITORS REPORT:

M/s. Doshi Doshi & Co., Chartered Accountants, Ahmedabad (FRN: 153683W) are already appointed as
statutory auditors of the Company.

There are no specific qualifications, reservation or adverse remark or disclaimer made by the statutory
auditors in their auditor's report.

The Company has already received a certificate from M/s. Doshi Doshi & Co., Chartered Accountants
confirming their eligibility to continue as Auditors of the Company in terms of the provisions of Section 141 of
the Companies Act, 2013 and the Rules framed thereunder. They have also confirmed that they hold a valid
certificate issued by the Peer Review Board of the ICAI as required under the provisions of Regulation 33 of
the Listing Regulations.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company believes that a strong internal control framework is necessary for business efficiency,
management effectiveness and safeguarding assets. The Company has a well-defined internal control system
in place, which is designed to provide reasonable assurance related to operation and financial control. The
Management of the Company is responsible for ensuring that Internal Financial Control has been laid down in
the Company and that controls are adequate and operating adequately.

The audit scope, reporting framework is defined in charter of the Internal Audit, which is approved by the Audit
Committee of the Board of Directors. The Internal Auditors evaluates the efficacy and adequacy of internal
control system, its compliance with operating systems and policies of the Company and accounting
procedures at all the locations of the Company. Based on the report of the Internal Auditors, process owners
undertake corrective action in their respective areas and thereby strengthen the controls. Significant audit
observations and corrective actions thereon are placed before the Audit Committee of the Board. The Internal

Audit also continuously evaluates the various processes being followed by the Company and suggests value
addition, to strengthen such processes and make them more effective.

A STATEMENT UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013

The Company has in place a Prevention of sexual harassment policy in line with the requirements of the
Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Internal Complaints Committee has been set up to redress complaints received regarding sexual
harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy.

Your Company has adopted a policy on prevention, prohibition and redressal of sexual harassment at the
workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and Rules made there under. Your Company has constituted an
Internal Complaints Committee to handle all clearing and forwarding Agency where our employees are
working and Manufacturing site.

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

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

However, during the year no complaints were received by the Internal Complaints committee for sexual
harassment from any of the women employees of the company.

MATERNITY BENEFIT PROVIDED BY THE COMPANY UNDER MATERNITY BENEFIT ACT 1961:

The Company declares that it has duly complied with the provisions of the Maternity Benefit Act, 1961. All
eligible women employees have been extended the statutory benefits prescribed under the Act, including paid
maternity leave, continuity of salary and service during the leave period, and post-maternity support such as
nursing breaks and flexible return-to-work options, as applicable. The Company remains committed to
fostering an inclusive and supportive work environment that upholds the rights and welfare of its women
employees in accordance with applicable laws.

PARTICULARS OF EMPLOYEES AND OTHER RELATED DISCLOSURES:

The Company has no employee drawing the remuneration of Rs.5 Lacs p.m or Rs.60 Lacs p.a.

However the information required pursuant to Section 197 read with Rule, 5 (1) of The Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the
Company, has been provided in Annexure-D.

In terms of Section 136 of the Act, the Report and Accounts are being sent to the Members and others entitled
thereto, excluding the information on employees' particulars which is available for inspection by the Members
at the Registered Office of the Company during business hours on working days of the Company up to the
date of the ensuing Annual General Meeting. If any Member is interested in obtaining a copy thereof, such
Member may write to the Secretarial Department at the Regd. Office of the Company.

COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND ANNUAL GENERAL MEETINGS

The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of
India on Board meetings and Annual General Meetings.

Share Transfer System

Share transfers are registered and returned within a period of 15 days from the date of receipt, provided
documents are correct and valid in all respect. Thereby the average time taken in transfer of shares is 15
days. The depositories directly transfer the dematerialized shares to the beneficiaries.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNINGS
AND OUTGO:

(A) CONSERVATION OF ENERGY:

The Company has been continuously making efforts to reduce energy consumption. The management is
striving to achieve cost reduction by economical usage of energy.

(i) The steps taken or impact on conservation of energy:

The Company has been continuously making efforts to reduce energy consumption and the management is
striving to achieve cost reduction by economical usage of energy.

(ii) The steps taken by the company for utilising alternate source of energy:

As the Company needs only minimum level of energy, it has not looked in to an alternative source of energy.

(iii) The capital investment on energy conservation equipment:

The Company has not made any capital investment as it is not required at this stage.

(B) TECHNOLOGY ABSORPTION:

The Company is not utilizing any alternate source of energy.

(C) FOREIGN EXCHANGE EARNINGS AND OUT GO:

DISCLOSURE REGARDING MAINTENANCE OF COST RECORDS

Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014 as amended from
time to time is not applicable to your company hence, your Company is not required to maintain cost
records.

Applications made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016:

The Company has not made any application nor any proceeding under the Insolvency and Bankruptcy
Code, 2016 is pending, hence this disclosure is not applicable to the Company.

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:

During the year under review, the Company has not any obligations towards any Banks or Financial
Institutions, hence this disclosure is not applicable to the Company.

Acknowledgment:

Your Directors wish to place on record their deep sense of gratitude to Banks for their continued support and
cooperation. Our sincere thanks are also due to our esteemed customers, suppliers and finally to employees
of the Company for their untiring efforts and commitment to their duties.

On Behalf of the Board On Behalf of the Board

Place: Ahmedabad For, Achyut Healthcare Ltd. For, Achyut Healthcare Ltd.

Date: September 02, 2025 Sd/- Sd/-

Jigen J. Modi Amisha J. Modi

Managing Director Director

DIN 03355555 DIN 03355565