Your directors have great pleasure in presenting the 30^th Annual Report together with audited statement of accounts for the year ended
31^st March, 2025.

FINANCIAL RESULTS

The Audited Financial Statements of the Company as of March 31,2025, following the merger with Ind-Swift Limited, have been prepared
in accordance with the applicable Indian Accounting Standards (IND- AS), Regulation 33 of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations), and the provisions of the Companies Act,
2013 (the Act).

The estimates and judgements applied in the preparation of these financial statements have been made prudently to reflect the true
and fair view of the Company's financial position, performance, and cash flows for the year ended March 31,2025. These estimates and
judgements are intended to present a comprehensive, accurate, and reliable picture of the financial health of the Company.

The accompanying Notes to the Financial Statements provide further details and explanations, and form an integral part of the Audited
Financial Statements.

The summarized financial highlights are depicted below:

(H Lakhs)

During the financial year 2024-25, the Company recorded a
turnover of H 54,964.67 Lacs, compared to H 1,67,256.60 Lacs in
the previous financial year 2023-24. The Company achieved a
net profit of H 25,608.53 Lacs in 2024-25, as against a net profit
of H 53,617.88 Lacs in 2023-24. The Company's exports during the
year 2024-25 were H 39923.33 Lacs in 2024-25 as compared to
H 133928.89 Lacs in 2023-24.

Your directors wish to highlight that the financials for 2024-25
are not directly comparable with financials for 2023-24 as during
both these financial years two significant corporate actions were
carried; one was the slump sale transaction vide which the API
and CRAMS business of the Company was sold effective from
18.03.2024 and the another is approval of the Amalgamation of
the group Company Ind-Swift Limited with the Company vide
the order of the Hon'ble NCLT , Chandigarh bench on 17^th July,
2025, effective from 8^th August, 2025 and the appointed date
for the same was 31^st March, 2024 . Further details regarding the
amalgamation order can be found elsewhere in this report, as well
as in the accompanying financial statements.

CONSOLIDATED FINANCIAL PERFORMANCE

Your company recorded a consolidated turnover of H 56171.25
Lacs during 2024-25 against the turnover of H 170914.99 Lacs
during 2023-24. In consolidated terms, the Company earned
a Net profit of H 25047.66 Lacs during 2024-25, against profit of
H 53875.02 Lacs in 2023-24. The Consolidated financial figures
include the respective financial figures of the company's
subsidiaries. As required under the provisions of the Companies
Act 2013 and SEBI (LODR) Regulations, 2015, Audited Consolidated
Financial Statements form part of the Annual Report and the same
are annexed to this Report.

INDIAN ACCOUNTING STANDARDS

The financial statements for the year ended on March 31, 2025
has been prepared in accordance with the Indian Accounting
Standards (Ind AS) as per the Companies (Indian Accounting
Standards) Rules, 2015 and the Companies (Indian Accounting
Standards) Amendment Rules, 2016 notified under section 133 of
Companies Act, 2013 and other relevant provisions of the Act. The
estimates and judgments relating to the Financial Statements are
made on a prudent basis, so as to reflect in a true and fair manner,
the form and substance of transactions and reasonably present
the Company's state of affairs, profits and cash flows for the year
ended March 31, 2025.

The Notes to the Financial Statements adequately cover the
Audited Statements and form an integral part of this Report.

THE CHANGE IN NATURE OF BUSINESS, IF ANY

The Company did not undergo any change in the nature of its
business during Financial Year 2024-25 under review. The affairs
of the Company are conducted in accordance with the accepted

business practices and within the purview of the applicable
legislations.

SCHEME OF ARRANGEMENT

With an objective of leveraging the broad base presence of the
group Company in the finished dosages business, a scheme
under Sections 230 to 232 of the Companies Act, 2013 for the
amalgamation of M/s. Ind Swift Limited (Transferor Company)
with M/s. Ind Swift Laboratories Limited (Transferee Company)
was approved by the Board on September 25, 2023. The Scheme
was subsequently modified on March 8, 2024, and again on May
18, 2025. The Scheme was filed for obtaining in principle approval
with BSE Limited and National Stock Exchange of India Limited
(NSE) where the securities of the Companies are listed who had
issued "no adverse observation letter" dated September 30, 2024
and October 03, 2024 respectively.

Post stock exchanges' approval, Company had filed application
for approval of merger under Section 230 - 232 of the Companies
Act, 2013 read along with Rule 3 and 5 of the Companies
(Compromises, Arrangements and Amalgamations) Rules, 2016
before the Hon'ble National Company Law Tribunal Bench at
Chandigarh. On February 22, 2025 the Shareholders and the
Unsecured Creditors of the Company in National Company Law
Tribunal (NCLT) convened meeting approved the Scheme of
Arrangement for the Amalgamation of Ind Swift Limited with Ind
Swift Laboratories Limited and subsequently your company filed
the second motion petition for the approval of scheme with the
Hon'ble NCLT, Chandigarh bench.

Post approvals to the Scheme of amalgamation by Shareholders,
creditors and other requisite authorities and post completion of
all legal and regulatory procedures and formalities, we are pleased
to announce that the Hon'ble NCLT has vide its order dated July
17, 2025, sanctioned the Scheme of Amalgamation of Ind-Swift
Limited with the Company. The said Scheme became effective
from 8^th August, 2025, post completion of requisite procedures.
The Appointed Date for said Scheme was March 31, 2024.

The Financial Statements of the Company include the effect/
impact of merger of Ind-Swift Limited with Ind Swift Laboratories
Limited in accordance with applicable IND-AS.

The Company, in accordance with the sanctioned Scheme, is in
the process of allotment and credit of the 81,24,697 equity shares
of face value of H10/- each to the Shareholders of Transferor
Company viz. Ind-Swift Limited as a consideration of merger as
per the approved share exchange ratio and the said shares shall be
duly listed at BSE and NSE as per the required guidelines.

This long-anticipated milestone marks the culmination of a
carefully considered process aimed at making the group debt
free, simplifying the corporate structure, removing redundancies,
streamlining operations and enhancing efficiency. The merger is
expected to result in, operational and administrative efficiencies,

optimum utilisation of infrastructure facilities and available
resources, reduction in costs by focused operational efforts,
rationalisation, standardisation, simplification of business
processes and elimination of duplication.

The Copy of final order for Amalgamation is available on the website
of the Company, which can be accessed at www.indswiftlabs.com

PREFERENTIAL ALLOTMENT AND DISCLOSURE UNDER
REGULATION 32(7A) OF SEBI (LODR) REGULATIONS,
2015

During the year 2024-25, the Company came up with preferential
issue of 2,60,00,000 Fully Convertible Warrants ("Warrants") of
H 10 each allotted at an issue price of H 121/- (including securities
premium of H 111) per warrants aggregating to H 314.60 Crores
to persons belonging to promoter and non-promoter category.
The aforesaid warrants were allotted on August 30, 2024, upon
receipt of the 25% of the total issue size, aggregating to H 78.65
Crores in terms of the Chapter V and the applicable provisions
of the Securities and Exchange Board of India (Issue of Capital
and Disclosure Requirements) Regulations, 2018 (SEBI ICDR
Regulations) as amended, Sections 23(1)(b), 42, 62(1)(c), and
other relevant provisions of the Companies Act, 2013 and other
applicable laws. Care Ratings Limited was appointed as Monitoring
Agency to monitor the utilisation of the funds raised through
preferential issue, in accordance with the provisions of Regulation
162A of the SEBI ICDR Regulations.

The proceeds of preferential issue have significantly enhanced
the Company's financial flexibility, and accelerated the Company's
ambitious growth plans.

During the FY 2024-25, 15,32,000 warrants were converted into
Equity Shares on receipt of balance 75% of the Issue Price as per
the following details:

As on March 31,2025 total 2,44,68,000 warrants were outstanding
for conversion.

The funds so raised on allotment of convertible warrants and
further on their conversion into equity were utilised for expansion of
business of the Company/Wholly Owned Subsidiaries, Investment
in existing/to be acquired Subsidiaries, Working Capital for existing
business, and other General Corporate Purposes, thus for the
purpose for which these were raised and in accordance with the
objectives of the said preferential issue stated in the explanatory
statement to the notice of Extra Ordinary General Meeting held on
July 22, 2024 subsequently modified by corrigendum dated July
12, 2024; and there had been no deviation or variation in the use
of the proceeds/ funds so raised. During the year, the company

has utilised a sum of H 91.11 Crores out of the total sum of H 92.63
Crores raised through the said preferential issue.

CHANGE IN CAPITAL STRUCTURE AND LISTING OF
SHARES

During the year 2024-25, the Company has increased the
authorised share capital of the Company from H 60,00,00,000 (Sixty
Crores only) divided into 6,00,00,000 (Six Crores) equity shares of
H 10/- each to H 100,00,00,000 (Rupees One Hundred Crore only)
divided in 10,00,00,000 (Ten Crores) equity shares of H 10/- each
by obtaining the approval of the shareholders of the Company
through postal ballot on 21^st June, 2024.

During the year a total of 15,32,000 equity shares were allotted
upon conversion of fully convertible warrants into the equivalent
numbers of equity shares. The paid-up equity share capital of the
Company increased from H 59,08,68,600 to H 60,61,88,600 as at
March 31, 2025. The Company's shares are listed on the National
Stock Exchange of India Limited (NSE) and BSE Limited (BSE) and
are actively traded.

a) Preference Shares:

Consequent to the approval of amalgamation of the
Group Company and pursuant to the approved scheme
of Amalgamation, the Board of Directors of the Company
in its meeting held on 11.08.2025 allotted 14,20,000, 1%
Redeemable Preference Shares of H 100/- each to the allottees
who held such Preference Shares in the Amalgamating
Company (Ind-Swift Limited) on the same terms and
conditions as were applicable to them in the Amalgamating
Company. In line with the terms of allotment, the Board also
approved the redemption of these preference shares.

b) Employee Stock Option Scheme

During the financial year 2024-25, the Company has granted
2,50,000 Employee Stock Option to its employees under
the existing Employees Stock Option (Employee Incentive
Scheme, 2014) Plan. Other than the allotment of these
ESOPS there has been no change in the Employees Stock
Option Plan (Employee Incentive Scheme, 2014) of the
Company. Further, it is confirmed that the ESOP Scheme
of the Company is in compliance with ESOP Regulations.
The applicable disclosures as stipulated under Regulation
14 of Securities and Exchange Board of India (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021 and
rule 12(9) of Companies (Share Capital and Debentures)
Rules, 2014 with regard to Employees Stock Option Plan of
the Company are given as "Annexure-IV".

In addition, the Company has not granted any Employee
Stock Option to its Non-Executive Directors under the said
plan. Hence, disclosure of the same is not applicable.

c) Non-Convertible Debentures

In June 2018, the Company had issued 4,245 Rated, Listed,
Secured, 10% Coupon, Redeemable, Non-Convertible
Debentures (NCDs) aggregating to H 4,245 million. These
NCDs were fully redeemed on March 18, 2024, in accordance
with the terms of issuance.

Following the redemption, the Company submitted an
application to BSE Limited for early redemption and delisting
of the said NCDs. Pursuant to necessary approvals, the NCDs
were successfully delisted from BSE Limited with effect from
August 12, 2024.

During the year under review, the Company has not issued
any new debentures.

Further, The Company has not issued any shares with
differential voting rights or sweat Equity during the year.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As required by Regulation 34(2) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (Listing Regulations),
a Management Discussion and Analysis Report is part of this
Report. The state of the affairs of the business along with the
financial and operational developments has been discussed in
detail in the Management Discussion and Analysis Report.

COMMITTEES OF THE BOARD

The Company's Board has constituted the following
Committees prescribed under the Companies Act and the LODR
Regulations, 2015: -

1. Audit Committee

2. Stakeholders Relationship Committee

3. Risk Management Committee

4. Nomination and Remuneration Committee

5. Corporate Social Responsibility Committee

6. Compensation Committee

7. Sub-Committee of the Board

8. Investment Committee

9. Preferential Issue Committee

The details of the Composition of the Committees, their role, terms
of reference and the details of meeting held during the year are
given in the Corporate Governance report.

DIRECTORS & KEY MANAGERIAL PERSONNEL

a) Board of Directors

As on 31^st March, 2025, your Company's Board had 8 (Eight)
members comprising of 4 (Four) Executive Directors and
4 (Four) Non-Executive-Independent Directors including
one Independent Woman Director. The details of the Board
and committee composition, tenure of directors, areas of
expertise and other details are available in the Corporate
Governance Report, which forms part of this Annual Report.

b) Appointment/Re-appointment:

During the financial year 2024-25, based on the
recommendation of the Nomination and Remuneration
Committee, the Board of Directors, at its meeting held on
June 27, 2024, appointed Mr. Param Bir Singh (DIN: 07616561)
as an Independent Director of the Company for a first term of
five consecutive years with effect from June 27, 2024, subject
to the approval of the shareholders.

Subsequently, the shareholders approved the regularization
of Mr. Param Bir Singh's appointment as an Independent
Director through a resolution passed at the Extraordinary
General Meeting held on July 22, 2024.

However, as on the date of this Report, Mr. Param Bir Singh
has ceased to be a Director of the Company, following his
resignation with effect from May 31,2025.

Further, at the 29^th Annual General Meeting of the Company
held on September 30, 2024, the shareholders approved
the re-appointment of Mr. Sahil Munjal (DIN: 00015407) as
Whole-Time Director of the Company for a further period
of five years, with effect from February 13, 2025, up to
February 12, 2030.

Additionally, during the financial year 2024-25, Dr. Ashwani
Kumar Vig (DIN: 07080817) completed his first term as an
Independent Director and consequently ceased to be a
Director of the Company with effect from February 13, 2025.

The Board places on record its sincere appreciation for the
valuable guidance and contributions made by Dr. Ashwani
Kumar Vig during his association with the Company.

c) Key Managerial Personnel

The Company has adequate Key Managerial Personnel's as
per requirements of section 203 of the Companies Act, 2013
as well as the SEBI (LODR) Regulations, 2015.

a) Mr. Navrattan Munjal, Chairman & Managing Director,

b) Mr. Himanshu Jain, Joint Managing Director,

c) Mr. Rishav Mehta, Executive Director,

d) Mr. Sahil Munjal, Executive Director,

e) Mr. Gagan Aggarwal, Chief Financial Officer,

f) Mr. Pardeep Verma: VP-Corporate Affairs &
Company Secretary.

d) Declaration for Independency of Independent Direc¬
tors:

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

attributes of integrity, expertise and experience as required
to be disclosed under Rule 8 (5) (iiia) of the Companies
(Accounts) Rules, 2014. The Company has also received
from them declaration of compliance of Rule 6(1) & (2)
that they have registered themselves with databank of
Independent Directors as maintained by Indian Institute of
Corporate Affairs.

e) Directors liable to retire by rotation and Directors seek¬
ing re-appointment:

In accordance with the provisions of Section 152 of the
Act, read with rules made thereunder and the Articles of
Association of your Company, Mr. Rishav Mehta, Executive
Director (DIN: 03028663) is liable to retire by rotation at the
ensuing Annual General Meeting (AGM) and being eligible,
offer himself for re-appointment. The Board recommends his
re-appointment for your approval.

After the closure of the financial year the Board of Directors
through a resolution passed by circulation on 4^th July, 2025
appointed Mr. Subodh Gupta (DIN: 01393423) and Mr.
Prabhat Khurana (DIN: 03289193) as additional Independent
Directors of the Company. Their appointments are to be
ratified by the shareholders at the upcoming Annual General
Meeting to be held on September 30, 2025, for a term of 5
(five) consecutive financial years starting from 5^th July, 2025.

Details and brief resume of the Director seeking re-
appointment/appointment required by Regulation 26 (4) and
36 (3) of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015 ('Listing Regulations') and as required under Secretarial
Standards - 2 on General Meetings issued by "The Institute
of Company Secretaries of India" are furnished in the Notice
convening the Annual General Meeting forming part of the
Annual Report.

f) Relationship/Transaction of Non-Executive Directors
with the Company

The Non-Executive Directors of the Company had no
pecuniary relationship or transactions with the Company,
other than taking sitting fees and reimbursement of expenses
incurred by them to attend meetings of the Company.

g) Number of Meetings of the Board

During the year, 7 (Seven) Board meetings were held on
13-05-2024, 18-05-2024, 27-06-2024, 12-08-2024, 23-09¬
2024, 11-11-2024 and 13-02-2025. The details regarding the
meetings are given in the Corporate Governance Report.

h) Performance evaluation of the Board, its Committees
and Individual Directors

Pursuant to applicable provisions of the Companies Act, 2013
and SEBI (LODR) Regulations 2015, the Board, in consultation
with its Nomination & Remuneration Committee, has

formulated a framework containing, inter-alia, the criteria
for performance evaluation of the entire Board of the
Company, its Committees and Individual Directors, including
Independent Directors.

The Independent Directors had met separately without the
presence of Non-Independent Directors and the members
of management and discussed, inter-alia, the performance
of non- Independent Directors and Board as a whole and
the performance of the Chairman of the Company after
taking into consideration the views of Executive and Non¬
Executive Directors.

The Nomination and Remuneration Committee has also
carried out an evaluation of every Director's performance.
The performance evaluation of all the Independent Directors
has been done by the entire Board, excluding the Director
being evaluated. Based on the performance evaluation
done by the Board, it shall be determined whether to extend
or continue their term of appointment, whenever the
respective term expires.

The Directors expressed their satisfaction with the
evaluation process.

i) Familiarization Program

The details of program for familiarization of Independent
Directors with the Company, their roles, rights, responsibilities
in the Company, nature of the industry in which the
Company operates, the business model and related matters
are posted on the website of the Company at https://
www.indswiftlabs.com/wp-content/uploads/2022/08/
Familiarisation Programme for Independent Directors.pdf

DIRECTORS RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the

information and explanations obtained by them, your Directors

make the following statements in terms of Section 134(5) of the

Companies Act, 2013:

a) that in the preparation of the annual financial statements for
the year ended March 31, 2025; the applicable accounting
standards have been followed along with proper explanation
relating to material departures, if any;

b) that such accounting policies as mentioned in Notes to
the Financial Statements have been selected and applied
consistently and judgment and estimates have been made
that are reasonable and prudent so as to give a true and fair
view of the state of affairs of the Company as at March 31,
2025 and of the profit of the Company for the year ended
on that date;

c) that 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) that the annual financial statements have been prepared on
a going concern basis;

e) that proper internal financial controls were in place and that
the financial controls were adequate and were operating
effectively.

f) that systems to ensure compliance with the provisions of
all applicable laws were in place and were adequate and
operating effectively.

INTERNAL FINANCIAL CONTROL

Your Company has an effective internal control and risk mitigation
system, which is constantly assessed and strengthened with
new/revised standard operating procedures. The Company's
internal control system is commensurate with the size, scale and
complexity of its operations. The main thrust of internal audit is to
test and review controls, appraisal of risks and business processes,
besides bench marking controls with best practices in the industry.

The Audit Committee actively reviews the adequacy and
effectiveness of the internal control systems and suggests
improvements to strengthen them. The Company has a robust
Management Information System, which is an integral part of the
control mechanism.

The Audit Committee, Board of Directors, Statutory Auditors, and
the Business heads are periodically apprised of the internal audit
findings and corrective actions taken. Audit plays a key role in
providing assurance to the Board of Directors. Significant audit
observations and corrective actions taken by the management
are presented to the Audit Committee of the Board. To maintain its
objectivity and independence, the Internal Audit function reports
to the Chairman of the Audit Committee.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

In compliance with the provisions of Section 177(9) of the
Companies Act 2013 read with Rule 7 of the Companies (Meetings
of Board and its Powers) Rules, 2014 and SEBI (LODR) Regulations,
2015, your Company has in place a Vigil Mechanism (Whistle
blower Policy) which provides an opportunity to the directors
and employees to raise concerns about unethical and improper
practices or any other wrongful conduct in or in relation to the
Company. The details of the Vigil Mechanism (Whistle blower
Policy) are stated in the Corporate Governance Report and the
said Policy has been uploaded on the Company's website https://
www.indswiftlabs.com/wp-content/uploads/2018/07/Whistle
Blower Policy.pdf

SUBSIDIARIES, JOINT VENTURES & ASSOCIATE
COMPANIES

As on 31.03.2025, your Company had 5 Subsidiaries i.e., Ind-
Swift Laboratories Inc. (US Subsidiary), ISLL Middle East L.L.C-FZ
(Dubai), Fortune (India) Constructions Limited (Indian Subsidiary),
MJM Remedies Private Limited (Indian Subsidiary) and Ind Swift
India Limited, Kenya (became subsidiary consequent to the
amalgamation of Ind-Swift Limited with the Company). The

Company also has a joint venture with M/s. Wellgen Medicare LLP,
a Delhi based pharma trading concern and Mr. Anshul Jain on a
50:50 partnership basis, an LLP named "Indis Healthcare LLP".

There has been no change in the nature of business of these
subsidiaries and joint ventures. Your Company does not have any
material subsidiaries pursuant to the provisions of Regulation
16(1) (c) of the SEBI Listing Regulations. The Policy for determining
'Material' subsidiaries has been displayed on the Company's
website at Corporate Governance | Ind-Swift Laboratories Ltd.
(indswiftlabs.com)

In accordance with fourth proviso of Section 136(1) of the Act, the
Annual Report of the Company, containing therein its standalone
and the consolidated financial statements has been placed on the
website of the Company, www.indswiftlabs.com. Further, as per
fifth proviso of the said section, audited annual accounts of each
of the subsidiary companies have also been placed on the website
of the Company. Shareholders interested in obtaining a physical
copy of the audited annual accounts of the subsidiary companies
may write to the Company Secretary requesting for the same.

A summary of the financial performance of each of the subsidiaries
is presented as below:

- The US subsidiary of the Company viz. Ind-Swift Laboratories
Inc. achieved net sales of H 2376.03 Lacs equivalent to USD
28,11,843 and recorded a net Loss of H 587.95 Lacs as on
31.03.2025 equivalent to USD 7,06,990 as on 31^st March, 2025.

- Fortune (India) Constructions Limited achieved total
turnover of H 490.73 Lacs and recorded a net Profit of H 39.32
Lacs as on 31.03.2025.

- The Company's Subsidiary MJM Remedies Private Limited
achieved a total turnover of H 39.62 Lacs and recorded a net
loss of H 7.05 Lacs during the year under review.

- The Company's Joint Venture M/s. Indis Healthcare LLP
achieved a total turnover of H 1371.37 Lacs and recorded a
net loss of H 5.17 lacs as on 31^st March, 2025.

ISLL Middle East L.L.C-FZ (Dubai) and Ind Swift India Limited
(Kenya) did not carry any business operations during the period
under review.

Pursuant to the first proviso to Section 129(3) of the Companies
Act, 2013 and Rules 5 and 8(1) of the Companies (Accounts) Rules,
2014, the salient features of the financial statements, performance
and financial position of each subsidiary and a joint venture is
given in Form AOC - 1 as Annexure-I to this report.

DIVIDEND

Your directors do not recommend any dividend for the Financial
Year 2024-25 (Previous Year 2023-24: Nil) to ensure sufficient
reserves for potential reinvestments and future growth
opportunities.

There is no unpaid dividend outstanding as on 31.03.2025.

DIVIDEND DISTRIBUTION POLICY

Pursuant to Regulation 43A of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, as amended, your
Board has approved and adopted a Dividend Distribution Policy
of the Company. The policy is available on the Company's website
under weblink:

https://www.indswiftlabs.com/wp-content/uploads/2021/08/

DividendDIstributionPolicy.pdf

RESERVES

During the year, the Company has not transferred any amount
to Reserves.

INVESTOR EDUCATION AND PROTECTION FUND

Pursuant to provisions of Section 124(6) of the Companies Act,
2013 (Act) read with Investor Education and Protection Fund
Authority (Accounting, Audit, Transfer and Refund) Rules, 2016
(IEPF Rules), the Company is required to transfer all unpaid or
unclaimed dividends after the completion of 7 (seven) consecutive
years to Investor Education and Protection Fund (IEPF) established
by the Central Government. Further, according to the rules, the
shares in respect of which dividend has not been paid or claimed
by the shareholders for seven consecutive years or more shall also
be transferred to the demat account created by the IEPF Authority.
Accordingly, the Company has transferred all the unclaimed and
unpaid Dividends along with respective Equity Shares to the IEPF
Account. As at March 31 2025, 1,50,767 (One Lakh Fifty Thousand
Seven Hundred and Sixty-Seven) equity shares of the company are
lying with the Investor Education and Protection Fund (The figure
will change post transfer of the equity shares lying in the IEPF
account of the Transferor Company and subsequent allotment of
the equity shares of the Transferee Company)

PUBLIC DEPOSITS

The Company has completed the re-payment of its fixed deposits
in compliance with the re-payment scheme approved by the
Hon'ble Company Law Board vide its order dated 30^th September,
2013. A few of the fixed deposits, however, remained unclaimed
as at the end of the Financial Year. The Company shall repay those
claims as and when the respective Deposit Holder approaches
the Company. During the year the company has made repayment
of fixed deposits amounting to H 1,65,70,628/- and transferred
H 2,23,191/- on account of unclaimed Fixed Deposits to the
Investor Education and Protection Fund (includes figures of the
Transferor Company also).

RELATED PARTY TRANSACTIONS DISCLOSURE UNDER
THE COMPANIES ACT, 2013

All the transactions with related parties are placed before the Audit
Committee for its approval. An omnibus approval from the Audit
Committee is obtained for the related party transactions which are
repetitive in nature.

All related party transactions entered into during the financial

year were on an arm's length basis and in the ordinary course
of business. No related party transaction conflicted with the
interest of the Company. No materially significant related party
transaction was made by the Company with the Key Managerial
Personnel. As prescribed by Section 134(3)(h) of the Companies
Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014,
particulars of related party transactions are given in Form AOC-
2, as "Annexure-II" to this Report. The policy on Related Party
Transactions as approved by the Board has been uploaded on
the Company's website https://www.indswiftlabs.com/investor/
corporate-governance/

RELATED PARTY TRANSACTIONS DISCLOSURE UNDER
SEBI (LODR) REGULATIONS, 2015

The necessary Related Party Disclosures as required under Schedule
V, Part - A of SEBI (LODR) Regulations, 2015 are given in Note
XXXVI of the Standalone and Consolidated Financial Statements.

DISCLOSURE OF TRANSACTIONS WITH PROMOTER/
PROMOTER GROUP

As per Schedule V of the SEBI LODR Regulations, 2015 every listed
Company shall disclose the transactions with any person or entity
belonging to the promoter/ promoter group which holds 10% or
more shareholding in the listed entity.

During the Financial Year the company had issued 2,60,00,000 Fully
Convertible Warrants ('Warrants') on preferential basis. Out of this,
80,00,000 were allotted to Essix Biosciences Limited, the promoter
of the company. All the necessary disclosures pursuant to SEBI
(Listing Obligations and Disclosure Requirement) Regulations,
2015 and SEBI (Substantial Acquisition of Shares and Takeover)
Regulations, 2011 and SEBI (Prohibition of Insider Trading)
Regulations, 2015 have been made to the stock exchanges where
the shares of the company are listed. As at the end of financial year,
none of the warrants allotted to Essix Biosciences Limited were
converted into equity shares.

RISK MANAGEMENT

Evaluation of business risk and managing risk has always been an
ongoing process in the Company. The terms of reference of the Risk
Management Committee are in line with the Listing Regulations.
The Risk Management Committee assists the Board in fulfilling its
corporate governance duties by overseeing the responsibilities
regarding the implementation of Risk Management Systems and
Framework, review the Company's financial and risk management
policies, assess risk and procedures to minimise the same.

The details of the Committee and its terms of reference are set out
in the Corporate Governance Report.

During the Financial Year 2024-25, two Risk Management
Committee Meeting were held on 12.09.2024 and 31.03.2025.

The Company's Risk Management Policy is available on Company's
Website i.e. www.indswiftlabs.com and the weblink of the same
is https://www.indswiftlabs.com/wp-content/uploads/2018/07/
Risk Management Policy.pdf

PARTICULARS OF LOANS, GUARANTEES OR

INVESTMENTS UNDER SECTION 186 OF THE
COMPANIES ACT, 2013

Pursuant to the provisions of Section 134(3)(g) of the Companies
Act, 2013 (Act), particulars of loans/ guarantees/ investments/
securities given under Section 186 of the Act are given in the
related notes to the Financial Statements forming part of the
Annual Report.

ANNUAL RETURN

Pursuant to the provisions of Section 134(3) (a) of the Act, the draft
annual return as on 31^st March, 2025 prepared in accordance with
the provisions of Section 92(3) of the Act is made available on
the website of your Company and can be assessed using the link
https://www.indswiftlabs.com/investor/annual-returns/

The weblink to access Annual Return for previous financial year
2023-24 of the Company is https://www.indswiftlabs.com/wp-
content/uploads/2024/12/MGT-7-310324.pdf

POLICY ON DIRECTORS' APPOINTMENT AND
REMUNERATION

The Company has a policy on Directors' Appointment &
Remuneration. In compliance with the provisions of Sections
134(3)(e) and 178 of the Companies Act, 2013 and Regulation
19 read with Part D of Schedule II of the SEBI (LODR) Regulations,
2015, the Nomination & Remuneration Committee:

i) has formulated criteria for determining qualifications,
positive attributes and independence of a director and
recommends to the Board, Policy relating to remuneration
for directors, KMP and other employees;

ii) has formulated the evaluation criteria for performance
evaluation of independent directors and the Board;

iii) has devised a policy on Board diversity;

iv) identifies persons who are qualified to become directors or
may be appointed in Senior Management in accordance
with criteria laid down and recommend to the Board their
appointment and removal;

v) recommends to the Board 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.

The said policy is available on the website of the company at
https://www.indswiftlabs.com/wp-content/uploads/2023/04/
Nomination Remuneration Policy.pdf

CREDIT RATING

During the Financial Year 2024-25, no credit ratings was obtained
by the Company.

CORPORATE SOCIAL RESPONSIBILITY

The company is committed to and fully aware of its Corporate
Social Responsibility (CSR), the guidelines in respect of which were
more clearly laid down in the Companies Act, 2013. The Company's
vision on CSR is that the Company being a responsible Corporate
Citizen would continue to make a serious endeavour for a quality
value addition and constructive contribution in building a healthy
and better society through its CSR related initiatives and focus on
education, environment, health care and other social causes.

During the year under review, the company incurred expenditure
on CSR activities of H 119.03 Lakhs in areas specified in Schedule VII
of Companies Act, 2013.

The disclosure related to the CSR activities pursuant to Section
134(3) of the Companies Act, 2013 read with Rule 9 of Companies
(Accounts) Rules, 2014 and Companies (Corporate Social
Responsibility) Rules, 2014 is annexed hereto and form part of this
report as "Annexure-IN".

ENVIRONMENT/POLLUTION CONTROL, HEALTH AND
SAFETY

The Company is conscious of the importance of environmentally
clean and safe operations. The Company's policy requires the
conduct of operations in such a manner so as to ensure the safety
of all concerned, compliance with environmental regulations and
preservation of natural resources.

RESEARCH & DEVELOPMENT AND QUALITY CONTROL

The activities of R&D consist of improvement in the processes of
existing products and developing new products. Quality Control
is the strength of the Company. All raw materials and finished
products pass through stringent quality checks for better results.

INSURANCE

The Company has taken adequate insurance policies for its assets
against the possible risks like fire, flood, public liability, marine etc.
Further pursuant to Regulation 25(10) of SEBI (LODR) Regulations,
2015 the Company has taken the Directors and Officers Insurance
('D and O insurance').

CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE EARNINGS AND
OUTGO

The particulars as prescribed under 134(3)(m) of the Companies
Act, 2013 read with Rule 8 ofThe Companies (Accounts) Rules, 2014
relating to conservation of energy, technology absorption and
foreign exchange earnings and outgo are given in "Annexure V".

STATUTORY AUDITORS

During the year under review, M/s. Avishkar Singhal & Associates,
Chartered Accountants, resigned as the Statutory Auditors of
the Company vide their letter dated 6^th August, 2024, due to

personal constraints. The Board of Directors, at its meeting held
on 12^th August, 2024, based on the recommendation of the
Audit Committee, approved the appointment of M/s. Rattan
Kaur & Associates, Chartered Accountants (Firm Registration No.
022513N), to fill the casual vacancy caused by the said resignation,
subject to the approval of shareholders.

The appointment of M/s. Rattan Kaur & Associates was
subsequently approved by the members at the 29^th Annual General
Meeting of the Company held on 30^th September, 2024, for a term
of five consecutive years, to hold office until the conclusion of the
34^th Annual General Meeting of the Company to be held in the
calendar year 2029.

M/s. Rattan Kaur & Associates are the Statutory Auditors of the
Company as on the date of this Report, and have conducted the
statutory audit and issued the Audit Report on the Standalone
and Consolidated Financial Statements of the Company for the
financial year ended 31^st March, 2025.

As required under Section 139 of the Companies Act, 2013, read
with Regulation 33(d) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Statutory Auditors have
confirmed that they hold a valid Peer Review Certificate issued by
the Peer Review Board of the Institute of Chartered Accountants
of India (ICAI).

AUDIT REPORT

The Notes to the financial statements referred in the Auditors'
Report are self-explanatory. The Auditor's Report for the Financial
Year 2024-25 does not contain any qualification, reservation, or
adverse remark. Regarding emphasis of matter contained in the
Auditors' Report, the management's comments (in italics) are
as follows: -

a) Emphasis is drawn upon Note No. 13 of the accompanying
standalone financial statements, which describes that dur¬
ing the year, the Company has converted 15,32,000 equity
share warrants into equity shares of H 10 each, fully called up
and paid up.

Reply: Pursuant to the approval of the shareholders
the Company had come out with a preferential issue of
2,60,00,000 fully convertible warrants at H 121/-per warrants,
with each warrant convertible into one equity share. The
allotment of 15,32,000 equity shares is pursuant to the
option exercised by the allottees for the conversion of
these warrants.

b) Emphasis is drawn upon Note No. 46 of the accompanying
standalone financial statements, which describes the follow¬
ing matters:

i. that the Board of Directors, at its meeting held on
September 25, 2023, based on the recommendations

of the Audit Committee and the Independent
Directors, has approved a Scheme of Arrangement and
Amalgamation (Scheme') under section 230-232 and
other applicable provisions of the Companies Act, 2013
for amalgamation of Ind-Swift Limited (Amalgamating
Company') with the Company. The aforesaid Scheme
was sanctioned by Hon'ble National Company Law
Tribunal (NCLT) Chandigarh Bench vide order dated
17-07-2025 and the Scheme has become effective on
8^th August, 2025 upon filing of the certified copy of the
order passed by NCLT with the Registrar of Companies.
In terms of the Scheme, all the assets, liabilities,
reserves and surplus of the Amalgamating Company
have been transferred to and vested in the Company.
The Appointed Date of the Scheme is 31^st March, 2024.

ii. The amalgamation has been accounted in accordance
with "Pooling of Interest Method" as laid down in
Appendix C - 'Business Combinations of Entities
under Common Control' of Ind AS 103 notified under
Section 133 of the Act read with the Companies (Indian
Accounting Standards) Rules, 2015, as specified in the
scheme. Consequently, a capital reserve of B46588.29
Lakhs has been recognized.

iii. As per the approved scheme, the company shall issue
and allot 15 (fifteen) Equity Shares of Face Value of
B 10.00/- (Rupees Ten Each) to Equity Shareholders
of "Ind-Swift Limited" (Amalgamating Company) for
every 100 (One Hundred) Equity Share of Face Value
of B2/- (Rupees Two Each) each held by them in the
Amalgamating Company.

Reply: Matter of fact. Your directors have already disclosed
the same in this Board Report earlier that the Hon'ble NCLT,
Chandigarh bench has approved the amalgamation of Ind-
Swift Limited with the Company.

c) Emphasis is drawn upon Note No. 47 of the accompanying
standalone financial statements which describe that the
Company has made re-payment of Fixed Deposits amount¬
ing to H 165.71 lakhs. The Company has completed the
re-payment of the Deposits as per the re-payment scheme
approved by the Hon'ble Company Law Board vide its order
dated 30^th Sept, 2013.

Reply: Matter of fact, the Company has completed the
repayment of the deposits as per the Order of the Hon'ble
Company Law Board, however few of the depositors have
not claimed their deposits, which are repaid as when a
claim for the same is made by them. The Deposits are also
transferred to the IEPF account of the Central Government
within the time frame of the same becoming due for transfer
to the said account.

d) Emphasis is drawn upon Note No. 48 of the accompanying
standalone financial statements which describe the follow¬
ing matters:

i. During the year, the Company has sold its Plant
& Machinery pertaining to Unit-III, Baddi, to ANG
Lifesciences for a consideration of B3,840.42 Lakhs as
per the agreement dated 24^th June 2020.

ii. The Company has entered into an agreement to sell
the Land and Building of Unit-IV, Baddi, to Ms. Kuldeep
Kaur on 30^th January 2024. An amount of B1,610 Lakhs
has been received as part of the sale consideration,
and the transfer of the said Land and Building will
be affected upon receipt of the balance payment of
B210.00 Lakhs.

iii. The Company has also entered into an agreement to
sell the Land and Building of the Dairy Unit to Smt.
Sonia Rani, Proprietor of M/s Kamlesh Desh Raj Pharma,
on 13^th February 2025. The transfer of the said Land and
Building was completed on 7^th April 2025 after receipt
of the full consideration of H 85.00 Lakhs.

Reply: The sale of assets of the Transferor Company has
been/shall be completed as per the agreements entered
into by the Transferor Company. The same is as per the
provisions of the Companies Act, 2013. The timely disclosure
of the same has been made to the stock exchanges.

Additionally Auditors have pointed out certain assets
not registered in Company's name, due to merger there
assets have come to Company and shall be transferred in
Companies name in due course. The statutory dues shall
also be settled.

COST-AUDITORS AND THEIR REPORT

In accordance with Section 148(1) of the Companies Act, 2013,
read with the Companies (Cost Records and Audit) Rules, 2014, as
amended from time to time, the Company is required to maintain
the requisite cost records and that records need to be audited by
Cost Auditor. In compliance to the above provisions, the company
has maintained the requisite cost records for the financial year
under review.

M/s. V. Kumar & Associates, Cost Accountants have been duly
appointed as Cost Auditors of the Company for audit of cost
accounting records which are covered under the Cost Audit Rules
for the current financial year ending March 31,2026.

As required by Section 148 of the Companies Act, 2013, necessary
resolution has been included in the Notice convening the
AGM, seeking ratification by the Members to the remuneration
proposed to be paid to the Cost Auditors for the financial year
ending March 31, 2026.

The Cost Audit Reports for the financial year 2023-24 issued by M/s
V. Kumar and Associates, Cost Auditors, was filed with the Ministry
of Corporate Affairs. The Cost Audit Reports for the financial year
ended 2024-25 will be filed within the prescribed period.

SECRETARIAL AUDITORS AND THEIR REPORT

Mr. Vishal Arora, Practicing Company Secretary was appointed as
Secretarial Auditors of the Company for the financial year 2024¬
25 pursuant to Section 204 of the Companies Act, 2013. The
Secretarial Audit Report submitted by them in the prescribed form
MR- 3 is attached as "Annexure-VI" and forms part of this report.

There are no qualifications or other remarks of the secretarial
auditors in the secretarial audit report as issued by them for the
financial year 2024-25.There are a few observations by the Secretarial
Auditors which the Board considers informatory in nature.

Further, pursuant to the provisions of Regulation 24A and other
applicable provisions, if any, of the SEBI Listing Regulations, read
with Section 204 of the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules,
2014, and based on the recommendation of the Audit Committee,
the Board of Directors, at their meeting held on August 25, 2025,
approved the appointment of Mr. Vishal Arora, Company Secretary
in Practice (CP No. 3645), a peer-reviewed Company Secretary in
Practice, as the Secretarial Auditor of the Company to conduct
Secretarial Audit for a term of five consecutive years commencing
from the Financial Year 2025-26 to Financial Year 2029-30 and
recommend his appointment to the members for their approval
at the ensuing AGM.

A detailed proposal for appointment of Secretarial Auditor forms
part of the Notice convening this AGM.

SECRETARIAL STANDARDS

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

INTERNAL AUDITORS

M/s Jain and Associates, Chartered Accountants were the Internal
Auditors of the Company during FY 2024-25. The Board has
approved the re-appointment of M/s Jain & Associates, Chartered
Accountants as Internal Auditors of the Company for the financial
year 2025-26 as well.

The Internal Auditor monitors and evaluates the effectiveness
and adequacy of internal control systems in the Company, its
compliances with the operating systems, accounting procedure
and reports to the Audit Committee on a quarterly basis. The
Audit Committee considers and reviews the Internal Audit Report
submitted by the Internal Auditors on a quarterly basis.

DETAILS IN RESPECT OF FRAUDS REPORTED
BY AUDITORS OTHER THAN THOSE WHICH ARE
REPORTABLE TO THE CENTRAL GOVERNMENT

The Statutory Auditors, Cost Auditors or Secretarial Auditors of the
Company have not reported any frauds to the Audit Committee or
to the Board of Directors under Section 143(12) of the Companies
Act, 2013, including rules made thereunder.

CORPORATE GOVERNANCE

Your Company is committed to maintaining the highest standards
of corporate governance practices. The Corporate Governance

Report forms part of this Annual Report. The Auditors' certificate
certifying compliance with the conditions of Corporate
Governance under Regulation 34(3) read with Schedule V of the
SEBI (LODR) Regulations, 2015 is annexed as "Annexure-VII" to
this Report.

HUMAN RESOURCE

The Company is dedicated to fostering an environment that
enhances employee efficiency and supports the achievement
of organizational goals. To this end, we regularly implement
various programs aimed at maintaining a vibrant and motivated
workforce. These initiatives are integral to our strategy for
sustaining a competitive work environment.

Our commitment to positive employee relations is evident in
the harmonious and cordial interactions across all levels and
units of the Company. This environment of mutual respect and
collaboration is essential to our operational success and overall
employee satisfaction.

Internal Complaints Committee

In accordance with "The Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013," the
Company has established an Internal Complaints Committee to
ensure a safe and respectful workplace for all women employees.
The Committee is tasked with preventing, addressing, and
redressing any incidents of sexual harassment.

During the reporting period, the Internal Complaints Committee
did not receive any complaints pertaining to sexual harassment.
This reflects the effectiveness of our preventive measures and
our commitment to maintaining a dignified and secure work
environment for all employees.

PARTICULARS OF EMPLOYEES

The Company takes pride in the commitment, competence, and
dedication of its employees in all areas of the business. The relation
between the management and employees is healthy and cordial.
There is transparency in the dealings and in matters relating to the
activities of the Company and its employees.

Company takes pride in the commitment, competence and
dedication of its employees in all areas of the business. The relation
between the management and employees is healthy and cordial.
There is transparency in the dealings and in matters relating to
the activities of the Company and its employees. Particulars of
remuneration of employees required to be furnished pursuant
to the provisions of Section 197 (12) of the Companies Act, 2013
(Act), read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 are given
as "Annexure VIII" to this Report. Particulars of remuneration of
employees required to be furnished in terms of Rules 5(2) and 5(3)
of the said Rules, forms part of this Report, which shall be provided
to Members upon written request pursuant to the second proviso
of Rule 5. Particulars of remuneration of employees are available
for inspection by Members at the registered office of the Company

during business hours on all working days up to the date of the
forthcoming AGM.

COMPLIANCE OF THE PROVISIONS RELATING TO THE
MATERNITY BENEFIT ACT 1961.

The Company remains fully compliant with the provisions of
the Maternity Benefit Act, 1961. The Company is committed
to supporting the health and wellbeing of its employees and
continues to foster a supportive and inclusive work environment
for working mothers.

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

There have been no material changes or commitments
affecting the financial position of the Company between the
end of the financial year and the date of this report, except that
subsequent to the closure of the financial year, the final order for
the amalgamation of Ind-Swift Limited with the Company was
received. However, the impact of this amalgamation has been duly
considered and accounted for in the Audited Financial Results of
the Company for the financial year ended 31^st March, 2025.

The Policy on Determination of Materiality of Events as approved
by the Board is available on the Company's website and can
be accessed at https://www.indswiftlabs.com/wp-content/
uploads/2023/08/Policy on determination of Materiality
of Events.pdf.

Further, with respect to the transferor company, the Board of Ind-
Swift Limited entered into an agreement to sell with Mrs. Kuldeep
Kaur (a purchaser referred by M/s ANG Lifesciences India Limited)
on January 31, 2024 for the sale of Unit IV along with its plant &
machinery, for a consideration of B 17.45 Crores. In view of the
pending procedural formalities and approvals the said transaction
is still pending to be completed.

Also, Ind-Swift Limited has completed the sale of its industrial land
and building admeasuring 03 Bighas located at Revenue Mohal
Makkerwali, Patwar Circle Bankala, Tehsil Nahan, District Sirmaur,
H.P. to M/s. Kamlesh Deh Raj Pharma through its Proprietor Smt.
Sonia Rani, on receipt of full consideration of INR 85 Lakhs. Further,
the said property has been duly transferred in the name of the
buyer after the registration of the necessary sale deed and other
documents on April 07, 2025

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURTS

There are no significant/material orders passed by any of the
Regulators/Courts/Tribunal which could impact the going
concern status of the Company and its future operations except
matters relating to the Transferor Company viz. VAT matters where
Sales Tax Department had raised a demand of B66.34 Crores
Central Bank of India (Declaration of the company and its directors

as willful defaulters by the bank). Both the matters are pending
adjudication before the competent court.

However, the company had received penalties from both the stock
exchanges i.e., National Stock Exchange of India Limited (NSE) and
the BSE Limited (BSE) for the alleged violation of Regulation 29
of the SEBI (LODR) Regulations, 2015. The company had filed the
waiver application with both the exchanges and the said waiver
was later approved and granted by the exchanges.

The exchange further levied a penalty July/August 2025 under
regulation 33 for delay in adoption of the audited financial results.
The delay in adoption audited financial results was on account of
the delay in order of merger as the Company intended to adopt
the Audited Financial Results of the merged entity. The Company
had paid this penalty.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT (BRSR)

In terms of Regulation 34 of the Listing Regulations, the company
does not fall in the category of top 1000 companies based on
market capitalization. Hence the requirement to provide the
Business Responsibility and Sustainability Report is not applicable
on the company.

KEY FINANCIAL RATIOS

The Key financial ratios for the financial year ended 31^st March, 2025
forms part of the Management Discussion and Analysis Report.

REGISTRAR AND SHARE TRANSFER AGENT

M/s Alankit Assignments Ltd. are the Registrar and Share Transfer
Agent of the Company for the Physical as well as Demat shares of
the Company. The members are requested to contact the Registrar
directly for any of their requirements.

LISTING ON STOCK EXCHANGES

The Company's shares are listed on BSE Limited ("BSE") and the
National Stock Exchange of India Limited ("NSE").

LISTING FEES

The Annual Listing fee for the year under review has been paid
to the BSE Limited and the National Stock Exchange of India Ltd.

CEO/CFO CERTIFICATION

In terms of the Listing Regulations, the Certificate duly signed
by Mr. Navrattan Munjal, Chairman and Managing Director & Mr.
Gagan Aggarwal, Chief Financial Officer (CFO) of the Company
was placed before the Board of Directors along with the annual
financial statements for the year ended on 31^st March, 2025, at its
meeting held on 11^th August, 2025.

GENERAL DISCLOSURES

Your directors' state that no disclosure or reporting is required
in respect of the following items, as there were no transactions/
events of similar nature during the year under review:

1. Application made or any proceeding pending under the
Insolvency and Bankruptcy Code, 2016.

2. One time settlement of loan obtained from the Banks or
Financial Institutions.

3. Revision of financial statements and Directors' Report of
your Company.

4. Any remuneration or commission received by Managing
Director or Whole-Time Directors from its subsidiary.

ACKNOWLEDGEMENT

Your directors thank all the employees for their sincere efforts,
active involvement and devoted services rendered. Your directors
thank the shareholders of the Company for the confidence
reposed in the Management of the Company. Your directors
place on records their gratitude to the Customers, Suppliers,
Company's Bankers and Financial Institutions for their support and
cooperation during the year under review.

On behalf of the Board of Directors

Sd/-

Navrattan Munjal

Place: Chandigarh Chairman & Managing Director

Date: 25.08.2025 DIN: 00015096