Your directors have the pleasure to present the 18^th Annual Report on the business and
operations of your Company along with the Audited Financial Statements for the year ended
March 31, 2025.

Financial Results

The Financial Results of the Company's performance for the year under review and those of
the previous year are as follows: -

(Rs. In Lakhs)

COMPANY PERFORMANCE OVERVIEW

During the year under review, your company reported the revenue from operation amounted
to Rs. 3839.01 lakh as against Rs. 3106.91 lakh during the previous financial year 2023-24.
The Net Profit of your Company, for the year amounted to Rs. 333.85 lakh as against Rs. 263.00
lakh during the previous financial year 2023-24.

INITIAL PUBLIC OFFER

The Directors are pleased to inform that the Company's Initial Public Offering (IPO) of
22,92,000 Equity Shares of face value of 10/- (Rupees Ten only) by way of Fixed Price Process
received an overwhelming response from the investors. The Issue was opened on April 30,
2024 and closed on May 03, 2024. The trading of Equity Shares of the Company commenced
on SME Platform of BSE from May 08, 2024.

The success of IPO reflects the trust, faith and confidence that customers, business partners
and markets have reposed in your Company.

Utilization of IPO Fund:

The Initial Public Offer fund has been utilizing for the purpose for which it is raised as
mentioned in the Prospectus.

STATE OF AFFAIRS

The Company is engaged in the business of manufacture, assemble & market a comprehensive
portfolio of medical devices, disposables and other Healthcare Products. There is no change
in the business of the Company during the financial year ended March 31, 2025.

MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN
THE END OF THE FINANCIAL YEAR AND 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.

TRANSFER TO RESERVE

The Company has transferred Rs. 333.85 lakh to the Reserves for the year ended March 31,
2025.

CAPITAL STRUCTURE

The Authorised Share Capital of the company as on March 31, 2025, was Rs. 900.00 Lakh
divided into 90,00,000 equity shares of Rs. 10/- each.

The paid-up equity shares capital of the company stood at Rs. 865.56 Lakh consisting of
8,65,56,400 equity shares of Rs.10/- each.

During the year under review, the Company has issued/allotted 22,92,000 equity shares
through initial Public Offer (IPO).

SUBSIDIARY / JOINT VENTURES / ASSOCIATES

The company has no Subsidiary/ Joint Ventures/ Associates Company.

EXTRACTS OF ANNUAL RETURN

As required under Section 134(3)(a) & Section 92(3) of the Act, the Annual Return is put up
on the Company's website and can be accessed at www.amkavproducts.com & Extracts of
the Annual Return in form MGT 9 for the Financial Year 2024-25 is uploaded on the website
of the Company and can be accessed at www.amkavproducts.com.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, your Directors state that:

In the preparation of Annual Accounts, the applicable accounting standard have been followed
along with proper explanations relating to material departures.

The Directors had selected such accounting policies and applied them consistently and made
judgments and estimates that are reason-able 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 March 31, 2025, and the
Profit or Loss of the Company for the period;

The Directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies Act for safeguarding
the assets of the Company and preventing and detecting fraud.

The Directors had prepared the Annual Accounts for the Financial Year Ended March 31,
2025, on a going concern basis.

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.

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

PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS

Particulars of loans, guarantees and investments covered under Section 186 of the Companies
Act, 2013 form part of the notes to the standalone financial statements forming a part of this
Annual Report.

FIXED DEPOSITS

According to Chapter V of the Companies Act, 2013, the Company has not invited/ accepted
any deposits from the public during the year ended March 31, 202 5. Hence, there were no
unclaimed or unpaid deposits as on March 31, 2025.

INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

During the year under review, the provision of section 125(2) of the Companies Act, 2013
does not apply as the company was not required to transfer any amount to the Investor
Education Protection Fund (IEPF) established by the Central Government of India.

INTERNAL CONTROL SYSTEMS & THEIR ADEQUACY

Your Company has an adequate and effective Internal Control Mechanism in place which is
commensurate with the size, scale and complexity of its operations, to ensure efficient
conduct of its operations, security of assets, prevention and detection of frauds/errors,

accuracy and completeness of accounting records and the timely preparation of reliable
financial information as per its Management Information System (MIS). These controls have
been designed to provide reasonable assurance about maintaining proper accounting
controls for ensuring the reliability of financial reporting, monitoring of operations and
protecting assets from unauthorized use or losses, and compliance with regulations. The
Company has continued its efforts to align all its processes and controls with global best
practices.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The composition of the Board consists of the following persons:

Key Managerial Personnel

Mr. Kashyap Pravin Mody - Chairman and Managing Director

Mr. Hemanshu Kantilal Batavia - Whole-time director and Chief Financial Officer

Ms. Krishna Rathi - Company Secretary and Compliance officer

Non-Executive, Independent Directors

Mr. Gaurav Maheshwari
Mrs. Anamika Ajmera

Non-Executive, Non-Independent Directors

Mr. Ajay Somabhai Mehta

In accordance with the provisions of the Companies Act, 2013 and the Company's Articles of
Association, Mr. Kashyap Pravin Mody, Managing Director of the Company, retires by rotation
at the ensuing Annual General Meeting of the Company and being eligible offer for re¬
appointment.

The above re-appointment form part of the Notice of the Annual General Meeting.

MEETINGS OF THE BOARD

The intervening gap between the Meetings was within the period prescribed under the
Companies Act, 2013 and Secretarial Standard-1 issued by the Council of the Institute of
Company Secretaries of India and approved by the Central Government. During the year, 12
(Twelve) Board Meetings were held on the following dates:

(i) April 22, 2024 (ii) September 05, 2024

(iii) April 23, 2024 (iv) November 11, 2024

(v) May 29, 2024 (vi) February 10, 2025

The composition of the Board and the attendance details of the Members are given below:

DECLARATION BY INDEPENDENT DIRECTORS

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 SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.

Grievance Redressal Mechanism [Sebi Complaints Redress System (SCORES)]:

The investor complaints are processed in a centralized web-based complaints redress system.
The salient features of this system are the centralized database of all complaints, online
upload of Action Taken Reports\(ATRs) by the concerned companies and online viewing by
investors of actions taken on the complaint and its current status. Your Company has been
registered on SCORES and makes every effort to resolve all investor complaints received
through SCORES or otherwise within the statutory time limit from the receipt of the
complaint. The Company had received one complaint on the SCORES during the financial year
2024-25 and the same was resolved in the prescribed timeline.

AUDITORS' AND AUDITORS' REPORT
Statutory Auditors

M/s. R.K. Jagetiya & Co., Chartered Accountant was appointed as the statutory auditor of the
company.

The Audit Report on the Financial Statements for the Financial Year ended on March 31 2025,
issued by M/s. R.K. Jagetiya & Co., Chartered Accountants, is unmodified and auditor's remark
is as follows:

The information referred to in Auditor's Report is self-explanatory and hence does not require
any further clarification.

The first proviso to section 139(1) of the Companies Act, 2013 has been omitted vide section
40 of the Companies (Amendment) Act, 2017 notified on May 07, 2018. Therefore, it is not
mandatory for the Company to place the matter relating to the appointment of a statutory
auditor for ratification by members at every Annual General Meeting. Hence the Company has
not included the ratification of statutory auditors in the Notice of AGM.

During the Year under review, the Auditors have not reported any matter under Section 143
(12) of the Act, therefore no detail is required to be disclosed under Section 134 (3) (ca) of
the Act.

Internal Auditor

The Board has appointed M/s. Soni Punit & Associates Chartered Accountants, as Internal
Auditor to conduct an Internal Audit functions and activities of the company for the Financial
Year 2025-26.

Secretarial Audit

The Board has appointed M/s. Pimple & Associates, Practicing Company Secretaries for 5
(Five) consecutive Financial Year from 2025-26 to 2029-30, to carry out the Secretarial Audit
pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The Secretarial Audit Report for the Financial Year ended March 31, 2025 is annexed herewith
and marked as Annexure - 'I' to this Report.

Cost Records & Audit

Maintenance of cost records and requirement of cost audit as prescribed under the provisions
of Section 148(1) of the Companies Act, 2013 are not applicable to the business activities
carried out by the Company.

Reporting of Frauds by Auditors

During the year under review, the Statutory Auditors, has not reported any instances of fraud
committed in the Company by its officers or employees under Section 143(12) of the
Companies Act, 2013.

Committees of the Board

The Company has constituted different Committees under the Board that are mandated under
the Companies Act, 2013.

[I] Mandatory Committees

(a) Audit Committee

The Audit Committee of the Board of Directors oversees the Financial Statements and
Financial Reporting before submission to the Board.

The Audit Committee is responsible for the recommendation of the appointment,
remuneration, performance and oversight of the Internal and Statutory Auditors. It reviews
the Reports of the Internal Auditors and Statutory Auditors. The Senior Management
Personnel are invited to the meetings of the Audit Committee, along with the Head of Internal
Audit.

During the year under review, the Audit Committee met 4 (Four) times to deliberate on
various matters. The Meetings were held on 29^th May, 2024, September 05, 2024, November
29, 2024, and February 10, 2025.

The composition of the Committee and the attendance details of the Members are given
below:

(b) Nomination and Remuneration Committee

Your Company has constituted the Nomination and Remuneration Committee of the Company
pursuant to the provisions of Section 178 of the Companies Act, 2013. The functions of this
Committee include identification of persons who are qualified to become Directors and who
may be appointed as Senior Management, formulation of criteria for determining
qualifications, positive attributes, independence, recommendations of their appointments to
the Board, evaluation of every Director's performance, formulation of Remuneration Policy to
include recommendation of remuneration for Directors, Key Managerial Personnel and Senior
Management.

At present, there are 3 (Three) Members of the Nomination and Remuneration Committee, in
which two are Non-Executive & Independent Directors and one is Non-Executive & Non¬
Independent Director.

During the year under review, the Nomination and Remuneration Committee met once to
deliberate on various matters. The Meeting was held on February 10, 2025.

The composition Committee and the attendance details of the Members are given below:

Remuneration Policy, Details of Remuneration and Other Terms of Appointment of
Directors.

The Board has, on the recommendation of the Nomination and Remuneration Committee
framed a Policy for Selection and Appointment of Directors, Senior Management and their
remuneration. This Policy inter-alia includes:

(i) Criteria of Selection of Non-Executive Directors

- Non-Executive Directors will be selected on the basis of Identification of Industry /
subject leaders with strong experience. The advisory area and therefore the role may
be defined for each independent director.

- The Nomination and Remuneration Committee shall ensure that the Candidate
identified for Appointment as a Director is not disqualified for Appointment under
Section 164 of the Companies Act, 2013.

- In case of Appointment of Independent Directors, the Nomination and Remuneration
Committee shall satisfy itself with regard to the independent nature of the Directors
vis-a-vis the Company so as to enable the Board to discharge its function and duties
effectively.

(ii) Remuneration

- Pursuant to recommendation of the Nomination and Remuneration Committee and
Approval of the Board of Directors, Independent Directors are entitled to sitting fees for
attending Board Meetings and Committee Meetings within the overall limits prescribed
under the Companies Act, 2013 and The Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, In addition, Independent Directors shall be
entitled to receive reimbursement of expenses for participation in the
Board/Committee Meetings.

(c) Stakeholders Relationship and Grievance Committee

Your Company has reconstituted the Stakeholders Relationship and Grievance Committee of
the Company pursuant to Section 178 of the Companies Act, 2013 which comprises of 4 (Four)
Directors out of which Two are Non-executive Independent Directors and Two are Managing
Directors of the Company. The committee is headed by Ms. Anamika Ajmera.

During the year under review, the Stakeholders Relationship and Grievance Committee met
once on February 10, 2025, in order to take on note the Share Transfer / Transmission /
Demat of Shares / Sub-Division as intimated by the RTA of the Company.

The composition of the Share Transfer and Stakeholders Relationship Committee is given
below:

Whistle Blower Policy and Vigil Mechanism

The Company has a robust vigil mechanism through its Whistle Blower Policy approved and
adopted by the Board of Directors of the Company in compliance with the provisions of
Section 177 (10) of the Act and Regulation 22 of the Listing Regulations.

The Policy provides protection to the directors, employees and business associates who
report unethical practices and irregularities.

Any incidents that are reported are investigated and suitable action is taken in line with the
Whistle Blower Policy. However, no complaint of this nature has been received by the Audit
Committee during the Fiscal year 2025. The Whistle Blower Policy of the Company can be
accessed at the website of the Company at www.amkavproducts.com.

Risk Management Policy

The Management has put in place adequate and effective system and manpower for the
purposes of risk management. In the opinion of the Board, following would threaten the
existence risk of the Company:

Staying one step ahead of risk

The Company has laid down a well-defined risk management mechanism covering the risk
mapping and trend analysis, risk exposure, potential impact, and risk mitigation process. A
detailed exercise is being carried out to identify, evaluate, manage and monitoring of both
business and non-business risks.

APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016

During the year, no application was made or proceeding pending under the Insolvency and
Bankruptcy Code, 2016 against the Company.

ORDERS PASSED BY THE REGULATORS

There have been no significant and material orders passed by the Regulators or Courts or
Tribunals impacting the going concern status and Company's operations in future.

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN

The Company has zero tolerance towards sexual harassment at the workplace and 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 the Rules thereunder. Internal
Complaints Committee (ICC) has been constituted to consider & redress all sexual harassment
complaints. The Company is committed to providing equal opportunities without regard to
race, caste, sex, religion, colour, nationality, disability, etc. All women associate (permanent,
temporary, contractual and trainees) as well as any women visiting the Company's office
premises or women service providers are covered under this Policy. All employees are treated
with dignity with a view to maintaining a work environment free of sexual harassment
whether physical, verbal or psychological.

During Fiscal year 2025, the Company has not received any complaints of sexual harassment.
CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

The particulars of Conservation of Energy and Technology Absorption as required under
Section 134(3)(m) of the Companies Act, 2013, read with the Companies (Accounts) Rules,
2014 are not applicable to the Company.

FOREIGN EXCHANGE EARNINGS OUTGO

During the period under review, there was Rs. 13.01 lakhs Foreign Exchange Earnings and
there is no Expenditure in Foreign Currency.

MANAGERIAL REMUNERATION AND PARTICULARS OF EMPLOYEES

The Disclosures with respect to the Remuneration of Directors and Employees as required
under Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 along with, a
statement containing particulars of Employees as required under Section 197 of Companies
Act, 2013 read with Rule 5(2) and (3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is annexed herewith and marked as Annexure - “II” and
form part of this report.

PARTICULARS OF CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

All related party transactions are entered on an arm's length basis, in the ordinary course of
business and are in compliance with the applicable provisions of the Companies Act, 2013.
There are 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. Accordingly, no transactions are
being reported in Form AOC-2 in terms of Section 134 of the Act read with Rule 8 of the
Companies (Accounts) Rules, 2014. However, the details of the transactions with the Related
Party are provided in the Company's financial statements in accordance with the Accounting
Standards.

INTERNAL FINANCIAL CONTROL

The Company has in place adequate internal financial controls with reference to financial
statements. During the year, such controls were tested and no reportable material weakness
in the design or operation was observed. The internal financial control of the company is
adequate to ensure the accuracy and completeness of the accounting records, timely
preparation of reliable financial information, prevention and detection of frauds and errors,
safeguarding of the assets, and that the business is conducted in an orderly and efficient
manner.

DEPOSITORY SYSTEM

As the Members are aware, your Company's shares are tradable compulsorily in Electronic
Form and the Company has established connectivity with both the Depositories in the Country
i.e., NSDL and CDSL. In view of the various advantages offered by the Depository System,
Members are requested to avail of the facility of dematerialization of the Company's shares
on either of the aforesaid Depositories.

CODE OF CONDUCT

The Board of Directors has approved a Code of Conduct, which is applicable to the Members
of the Board and all Employees in the course of day-to-day business operations of the
Company.

SECRETARIAL STANDARDS

The Directors state that the applicable secretarial standards i.e., SS-1 and SS-2, relating to
'Meeting of the Board of Directors' and 'Meeting of General Meeting, respectively, have been
duly followed by the Company.

LISTING OF SHARES ON THE STOCK EXCHANGE

The Company's equity shares are listed on SME Platform of the Bombay Stock Exchange.
BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT (BRSR)

The Business Responsibility & Sustainability Reporting as required by regulation 34(2) (f) of
the SEBI (listing obligations and disclosure requirement) regulations, 2015 is not applicable
to the company for the financial year ending, March 31, 202 5.

CORPORATE GOVERNANCE & MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Company is committed to maintaining the highest standards of corporate governance and
transparency. We ensure that we evolve & follow the corporate governance guidelines & best
practices sincerely to boost long-term shareholder value legally, ethically & sustainably. We
consider it an inherent responsibility to disclose timely and accurate information regarding
its operations and performance. We also endeavour to maximize shareholders' value and
respect minority rights in all our business decisions.

During year, our company is Listed on SME Platform of the Bombay Stock Exchange (BSE), 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) and (t) of sub-regulation (2) of Regulation 46 and
Para C, D and E of Schedule V is not applicable to the company.

EDUCATION. TRAINING AND DEVELOPMENT

In an ever-changing and fast-paced corporate world, training and development is an
indispensable function and management of Amkay believes that training presents a prime
opportunity to expand the knowledge base of all employees. A structured training and
development program is organized for employees to have consistent experience and
background knowledge. We encourage a culture of continual learning among employees
through various Training & development sessions within the organization. Amkay team
always focus on producing targeted and tangible results for the business, treating it seriously
and considering it a capital investment and making it results-driven. The results from our
training and development initiatives have been very positive and clearly presented the
enhanced productivity, efficiency & effectiveness.

BOARD POLICIES

We seek to promote and follow the highest level of ethical standards in all our business
transactions guided by our value system. The SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and SEBI (Listing Obligations and Disclosure
Requirements) (Amendment) Regulations, 2018 mandate the formulation of certain policies
for all listed companies. The Corporate Governance policies are available on the Company's
website, at www.amkayproducts.com The policies are reviewed periodically by the board and
updated as needed.

CORPORATE SOCIAL RESPONSIBILITY

During the period under review, Corporate Social Responsibility (CSR) is not applicable to the
Company.

CHIEF EXECUTIVE OFFICER (CEO) / CHIEF FINANCIAL OFFICER (CFO) CERTIFICATION

Regulation 17(8) of the Listing Obligations and Disclosures Requirements formulated by the
Securities and Exchange Board of India (SEBI), the CEO/CFO certification is not applicable to
your Company as it is an SME Listed Entity.

GREEN INITIATIVE

The MCA had undertaken the Green Initiative in Corporate Governance by allowing paperless
compliances by companies through electronic mode. We request all the shareholders to
support the 'Green Initiative' of the Ministry of Corporate Affairs and the Company's
continuance towards greener environment by enabling the service of the Annual Report, AGM
Notice and other documents electronically to your email address registered with your
Depository Participant/ Registrar and Share Transfer Agent. The Company appeals to you, its
Shareholders, who are yet to register the E-mail addresses that they take necessary steps for
registering the same so that you can also become a part of the initiative and contribute
towards a greener environment.

FAMILIARIZATION PROGRAMMER FOR INDEPENDENT DIRECTOR:

The Company proactively keeps its directors informed of the activities of the Company, its
Management and operations and provides an overall industry perspective as well as issues
being faced by the industry.

BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and
Disclosures Requirements) Regulations, 2015, the performance evaluation of the chairman
and Non-Independent Directors was carried out by the Independent Directors in their
separate Meeting also reviewed the performance of the Board as whole.

The Nomination and Remuneration Committee has defined the evaluation criteria and
procedure for the performance evaluation of the Board of Directors

The Board's functioning was evaluated on various aspects, including inter alia degree of
fulfilment of key responsibilities, Board structure and Composition, effectiveness of Board
process, information and functioning.

The Directors were evaluated on aspects such as attendance and contribution at Board/
Committee Meetings and guidance /support to the Management outside Board/Committee
Meetings. In addition, the Chairman was also evaluated on key aspects of his role, including
setting the strategic agenda of the Board and encouraging active engagement of all Board
Members.

Evaluation of Independent Directors was done by the entire Board, excluding the director
being evaluated.

PREVENTION OF INSIDER TRADING:

The board of Directors has adopted the Insider Trading Policy in accordance with the
requirement of the Securities & Exchange Board of India (Prohibition of Insider Trading)
Regulation, 2015. The Insider Trading Policy of the Company lays down guidelines and
procedures to be followed and disclosures to be made while dealing with shares of the
Company as well as consequences of violation. The Policy has been formulated to regulate,
monitor and ensure the reporting of deals by employees and to maintain the highest ethical
standard of dealing in the Company's Shares.

The insider trading Policy of the Company covering the code of practices and procedures for
fair disclosures of unpublished price-sensitive information and the code of conduct for the
prevention of Insider Trading is available on the website: www.amkayproducts.com.

OTHER DISCLOSURES

a. The Company does not have any scheme or provision of money for the purchase of its own
shares by employees/ Directors or by trustees for the benefit of employees/ Directors;

b. The Company has not issued equity shares with differential rights as to dividend, voting or
otherwise;

c. The Company has not issued any sweat equity shares/ESOP/ RSUs to its directors or
employees; and

d. There was no revision of financial statements and the Board's report of the Company
during the year under review.

ACKNOWLEDGEMENT

Your directors wish to thank the Shareholders, Clients, Bankers and Stakeholders at large for
their continued support during the year. Your directors also wish to place on record their
appreciation for the dedication and commitment of the Employees at all levels.

For and on Behalf of the Board of Directors
Amkay Products Limited

SD/-

Kashyap Pravin Mody
Chairman & Managing Director
DIN:01717036

Dated: September 06, 2025
Place: Thane