Your Directors are pleased to present herewith the 37^th Annual Report of the Company alongwith the Audited Financial Statements
for the financial year ended March 31, 2026 and Auditors' Report thereon. The PDF version of the Report is also available on the
Company's website (https://ilshospitals.com/share-holder-information/#Financials).

1. FINANCIAL SUMMARY

f In lakh, except per share data
(f1 lakh equals f1,00,000)

2. PERFORMANCE OF THE FINANCIAL YEAR 2025-26

During the financial year 2025-26, the Company achieved
revenue from operations of f47,254.70 lakh as against
f40,709.14 lakh in the previous financial year, registering a
growth of 16.08%. The Company's EBITDA from operations
stood at f9,013.42 lakh during the year under review as
compared to f 9,184.71 lakh in the previous financial year.
Profit Before Tax (PBT) for the year under review was
f5,480.55 lakh as against f6,934.56 lakh in the previous
financial year. Profit After Tax (PAT) stood at f4,222.05
lakh as compared to f4,992.17 lakh in the previous financial
year on account of higher depreciation and interest cost
for the new hospital in Raipur. The financial performance
of the Company reflects continued growth in revenue from
operations during the year, while profitability remained
moderated on account of addition of new hospital as
compared to the previous financial year.

3. BUSINESS OF THE COMPANY

The Company is engaged in the Healthcare Services i.e running
of hospitals and providing medical services. The Company
operates a chain of mid-sized full service hospitals under
the brand name of “ILS Hospitals” and provide integrated
healthcare services, with a focus on secondary and tertiary
care. As of March 31, 2026, we are presently operating five
multispecialty hospitals in Salt Lake, Dum Dum and Howrah in
West Bengal, Agartala in Tripura and Raipur in Chhattisgarh with
a total capacity of 719 beds.

The Company aims to expand its presence in the underserviced
market of Eastern India by setting up mid sized multi specialty
hospitals in densely populated area and is already in the process
of setting up a 155 bedded tertiary care hospital located in
Adityapur in the name & style of ILS Hospitals, Jamshedpur, one
of the most populous and upcoming areas of Jamshedpur city.
Built to cater to a large segment of Jamshedpur city as well as

adjoining towns and districts of the state of Jharkhand which is
expected to be commissioned in Fiscal 2027.

4. ALTERATION OF ARTICLES OF ASSOCIATION OF
THE COMPANY

The Articles of Association of the Company comprised Part
A and Part B, which co-existed until the filing of the updated
draft red herring prospectus (“UDRHP”) with the Securities
and Exchange Board of India in relation to the initial public
offering, upon which Part B ceased to have effect and only Part
A remained in force.

Part A contained certain clauses and definitions that were
relevant to the IPO and were no longer required. Accordingly,
pursuant to the approval of the shareholders obtained through
postal ballot on October 27, 2025, and as more fully set out in
the said Postal Ballot Notice, the Company deleted, altered
and/or amended such provisions to remove redundancies and
to ensure clarity, uniformity and consistency in the Articles of
Association, including alignment of certain clauses for internal
consistency.

5. 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

Other than stated elsewhere in this report, there are no material
changes and commitments affecting the financial position of the
Company between the end of the financial year and the date of
this report.

6. STATE OF AFFAIRS OF THE COMPANY AND FUTURE
OUTLOOK

The Company is exploring various options viz. greenfield,
acquisitions to enhance its bed capacity to 1,000 beds in the
next 1-2 years to establish itself as a preferred healthcare
provider in the eastern part of the country. Detailed state of
Company’s affair and future outlook is also discussed in the
Management Discussion & Analysis Report forming part of this
Annual Report.

7. TRANSFER TO RESERVES

The Company has not transferred any amount to the Reserves
during the financial year ended March 31, 2026.

8. DEPOSITS

During the year under review, the Company has not accepted
any deposit within the meaning of Sections 73 and 74 of the
Companies Act, 2013 read with the Companies (Acceptance of
Deposits) Rules, 2014 (including any statutory modification(s) or
re-enactment(s) thereof for the time being in force).

9. DIVIDEND

The Board of Directors declared an Interim Dividend of 71.00
per share i.e. 10% on November 8, 2025. Further, the Board of

Directors have recommended final dividend of 71.50 per share
i.e. 15% on May 18, 2026, thus, the aggregate of total dividend is
72.50 per share i.e. 25% and the total payout will be 72,051.37
lakh for the financial year 2025-26 in the following manner:

The dividend pay-out is in accordance with the Company’s
Dividend Distribution Policy and the same is available on the
Company’s website at https://ilshospitals.com/share-holder-
information/#CorporatePolicies

As per the prevailing provisions of the Income Tax Act, 2025,
the dividend, if approved, will be taxable in the hands of the
shareholders at the applicable rates. The details of the same are
available in the Notice of the ensuing 37^th Annual General Meeting.

10. LISTING OF SHARES

The equity shares of the Company are listed on BSE Limited and
National Stock Exchange of India Limited as per the following
details:

BSE Limited National Stock Exchange of India

Phiroze Jeejeebhoy Limited

Towers, Exchange Plaza, Plot no. C/1, G Block,

Dalal Street Bandra-Kurla Complex, Bandra (E),

Mumbai - 400001 Mumbai - 400 051

Scrip Code: 544131 Scrip Symbol: GPTHEALTH

11. CHANGE IN SHARE CAPITAL

There were no changes in the share capital of the Company
during the year under review.

12. CHANGE IN THE NATURE OF THE BUSINESS

During the year under review, there was no change in the nature
of business of the Company.

13. CREDIT RATING

The long term and short term credit facilities are rated by
CRISIL and the present rating of the Company is CRISIL
A-/Stable (Reaffirmed) - Long Term Rating and CRISIL A2
(Reaffirmed)-Short Term Rating on October 28, 2025.

14. FINANCIAL STATEMENT

The Annual Report of the Company, containing therein its
standalone financial statement along with audit report is
available for inspection by the Members at the Registered
Office of the Company during working hours on working
days, Shareholders interested in obtaining a copy of the
audited financial statement may write to the Company
Secretary and Compliance Officer at the registered email
id of the Company. Since the Company has no subsidiary
or associate, the Company is not required to prepare
consolidated financial statement.

15. SUBSIDIARIES, JOINT VENTURES AND
ASSOCIATE COMPANIES

The Company does not have any Subsidiary, Joint Venture
or Associate Companies.

16. DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) and 134(5) of the Companies
Act, 2013, the Board of Directors, to the best of their
knowledge and belief, states that:

a) in the preparation of the annual accounts for the year
ended March 31, 2026, the applicable accounting
standards read with requirements set out under
Schedule III to the Act, had been followed and there are
no material departures from the same;

b) it selected such accounting policies and applied them
consistently and made judgments and estimates that
are reasonable and prudent so as to give a true and fair
view of the state of affairs of the Company as at March
31, 2026 and of the profit of the Company for the year
ended on that date;

c) it had taken proper and sufficient care for the
maintenance of adequate accounting records
in accordance with the provisions of the Act for
safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;

d) it had prepared the annual accounts of your Company
for the Financial Year ended March 31, 2026 on a ‘going
concern' basis;

e) it had laid down internal financial controls to be followed
by the Company and that such internal financial controls
are adequate and were operating effectively; and

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

17. CORPORATE GOVERNANCE

The Company is committed to maintain the highest
standards of corporate governance and adhere to the
corporate governance requirements set out under the
provisions of the Act and SEBI (Listing Obligations and

Disclosure Requirements) Regulations, 2015 (“Listing
Regulations”). In terms of Regulation 34 of the Listing
Regulations, a Report on Corporate Governance along
with a Certificate issued by Practicing Company Secretary,
confirming compliance with the requirements of Corporate
Governance, forms a part of the Annual Report. In order
to evidence highest corporate governance standards,
the Audit Committee and Nomination and Remuneration
Committee consists entirely of independent directors.

18. MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis report,
capturing your Company's performance, industry trends
and other material changes with respect to your Company
is presented in a separate section forming part of the Annual
Report. The Report provides a consolidated perspective of
economic, social and environmental aspects material to our
strategy and ability to create and sustain value to our key
stakeholders and includes aspects of reporting as required
by Regulation 34(2)(e) read with Schedule V of the Listing
Regulations.

19. BUSINESS RISK MANAGEMENT

The Company has laid down procedures to inform Board
members about the risk assessment and minimization
procedures. The Company's management systems,
organizational structures, processes, standards, code of
conduct, Internal Control and Internal audit methodologies
and processes that governs as to how the Company
conducts its business and manages associated risks. The
Company also has in place a Risk Management Policy to
identify and assess the key risk areas. The Member of Audit
Committee monitors and reviews the implementation of
various aspects of the Risk Management Policy. Major risks
identified by the Company are systematically addressed
through mitigating actions on a continuous basis. The
Company has also adopted Risk Assessment, Minimization
and Control Procedures. At present no particular risk whose
adverse impact may threaten the existence of the Company
is visualized.

The Risk Management Policy of the Company may be
accessed at the link https://ilshospitals.com/share-holder-
information/#CorporatePolicies

20. CONTRACTS AND ARRANGEMENTS WITH
RELATED PARTIES

In line with the requirements of the Act and Listing
Regulations, your Company has formulated a Policy on
Related Party Transactions which is also available on
Company's website at the link https://ilshospitals.com/
share-holder-information/#CorporatePolicies. The Policy
intends to ensure that proper reporting, approval and
disclosure processes are in place for all transactions
between the Company and Related Parties. This Policy

specifically deals with the review and approval of Material
Related Party Transactions keeping in mind the potential
or actual conflicts of interest that may arise because
of entering into these transactions. All Related Party
Transactions are placed before the Audit Committee for
review and approval. Prior omnibus approval is obtained for
Related Party Transactions which are of repetitive nature
and / or entered in the Ordinary Course of Business and
are at Arm's Length basis. A statement of all related party
transactions is presented before the Audit Committee on a
quarterly basis, specifying the nature, value, and terms and
conditions of the transactions and also filed with the Stock
Exchanges bi-annually.

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

During the year, the Company had not entered into any
contract / arrangement / transaction with related parties
which could be considered material in accordance with
the policy of the Company on Materiality of Related
Party Transactions and on dealing with Related Party
Transactions. Since there are no material Related Party
Transactions and also all the transactions with related
parties are at arm's length and are in the ordinary course
of business, no transactions are required to be reported in
Form AOC - 2.

The Company has made full disclosure of transactions with
the related parties as set out in Note of Standalone Financial
Statement, forming part of the Annual Report. There were no
materially significant related party transactions which could
have potential conflict with interest of the Company at large.

21. NUMBER OF MEETINGS OF THE BOARD

During the year 5 (Five) Board Meetings were convened
and held, the details of which are given in the Corporate
Governance Report forming part of the Annual Report.

22. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Corporate Social Responsibility Committee of
the Board has formulated and recommended to the
Board, a Corporate Social Responsibility Policy (CSR
Policy) indicating the activities to be undertaken by
the Company, which has been approved by the Board.
The CSR Policy may be accessed on the Company's
website at the link: https://ilshospitals.com/share-holder-
information/#CorporatePolicies

I n terms of Section 135 of the Companies Act, 2013 read
with Companies (Corporate Social Responsibility) Rules,
2014 as amended (“CSR Rules”) and in accordance with the
CSR Policy, during the financial year 2025-26, the Company
has spent above two percent of the average net profits of the
Company during the three immediately preceding financial
years.

Annual report on CSR activities as required under the
Companies (Corporate Social Responsibility Policy) Rules,
2014 has been appended as Annexure-I and forms integral
part of this Report.

23. INTERNAL CONTROLS/ INTERNAL FINANCIAL
CONTROLS AND THEIR ADEQUACY

The Company's internal controls are commensurate with the
nature of its business and the size of its operations. These
have been designed to provide reasonable assurance with
regard to recording and providing reliable financial and
operational information, complying with applicable statutes,
executing transactions with proper authorization and
ensuring compliance with corporate policies.

The Company has, in all material respects, adequate internal
financial controls with reference to financial statements and
such internal financial controls with reference to financial
statements were operating effectively as at March 31,
2026. During the year, such controls were tested and no
reportable material weaknesses in the design or operation
were observed. Internal Audit is carried out in accordance
with auditing standards to review design and effectiveness
of internal control system & procedures to manage risks,
operation of monitoring control, compliance with relevant
policies & procedure and recommend improvement in
processes and procedure and the report is placed in the
Audit Committee.

The financial statements of the Company have been
prepared in accordance with Indian Accounting Standards
(IND AS) as per the Companies (Indian Accounting
Standards) Rules, 2015 as amended from time to time
notified under Section 133 of Companies Act, 2013, (the
‘Act') and other relevant provisions of the Act. The Company
maintains all its records in ERP system (SAP) and the audit
trail have been enabled through the year as well in the ERP
system.

The Audit Committee of the Board of Directors regularly
reviews execution of Audit Plan, the adequacy &
effectiveness of internal audit systems, and monitors
implementation of internal audit recommendations
including those relating to strengthening of company's risk
management policies & systems.

The Statutory Auditor have issued an unmodified opinion
on the internal controls of the Company for the quarter and
year ended March 31, 2026.

24. CEO & CFO CERTIFICATION

Pursuant to Regulation 17(8) read with Schedule II Part
B of the Listing Regulations, a certificate from the Chief
Executive Officer and Chief Financial Officer of the
Company addressed to the Board of Directors, inter alia,
confirming the correctness of the financial statements
and cash flow statements, adequacy of the internal control

measures and reporting of matters to the Audit Committee,
is provided elsewhere in this Annual Report.

25. DIRECTORS AND KEY MANAGERIAL
PERSONNEL

During the year under review, the following changes took
place in the Directors and Key Managerial Personnel of the
Company:

A. Unfortunate demise of Late Dwarika Prasad Tantia,
Executive Chairman of the Company:

The Board expressed its profound sorrow at the
untimely demise of Late Dwarika Prasad Tantia
(DIN:00001341), Promoter and Executive Chairman of
the Company, on August 17, 2025. He ceased to be a
Director and KMP with effect from the said date, and
the Board places on record its heartfelt condolences
to the bereaved family.

Born on May 27, 1954, at Bidasar, District Churu,
Rajasthan, Late Dwarika Prasad Tantia was the driving
force behind the Company and the GPT Group.
His visionary leadership, integrity, and steadfast
commitment significantly contributed to the Company's
growth and strong corporate governance practices.

He also served as the Honorary Consul of the Republic
of Ghana in Kolkata, reflecting his commitment to
fostering international relations and public service.

A true Karmyogi and compassionate social contributor,
he inspired excellence, unity, and resilience across the
organisation.

His sudden demise is an irreparable loss to the
Company, its Directors, and employees. The Board of
Directors the Company reaffirms its commitment to
uphold his vision and values with utmost dedication.

B. Appointment and Re-appointment:

(i) Dr. Om Tantia (DIN: 00001342), Managing Director
of the Company was elevated to the position of
“Chairman and Managing Director” of the Company
with effect from November 8, 2025, considering his
outstanding leadership, long association with the
Company, and his contribution to the growth and
governance of the Company.

(ii) Mr. Shree Gopal Tantia (DIN:00001346) was
appointed as an Additional Director of the Company
with effect from September 24, 2025, by the Board
of Directors at its meeting held on the same day.
Subsequently, his appointment was regularized by
the shareholders of the Company on October 27,
2025, through a postal ballot. Further, the Board
of Directors, at its meeting held on November 8,
2025, appointed him as the Vice Chairman of the
Company with effect from the same date.

(iii) In accordance with the provisions of the Act and the
Articles of Association of the Company, Dr. Aruna
Tantia (DIN:00001347), Non Executive Director of
the Company, retires by rotation at the ensuing 37^th
Annual General Meeting and being eligible offers
herself for re-appointment. The Board recommends
her reappointment.

(iv) The Board of Directors, based on the
recommendation of the Nomination and
Remuneration Committee, has recommended to
the shareholders the continuation of directorship
of Mr. Amrendra Prasad Verma (DIN: 00236108)
as a Non Executive Independent Director of the
Company upon his attaining the age of 75 years on
December 29, 2026, in terms of Regulation 17(1A)
of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements)
Regulations, 2015.

(v) Mr. Hari Modi (DIN:00801413) will complete
his first term of five (5) years as Independent
Director of the Company on September 14, 2026.
On the recommendation of the Nomination &
Remuneration Committee (NRC) and the Board of
Directors, the proposal for re-appointment of Mr.
Hari Modi as Independent Director of the Company
for a second term commencing from September
15, 2026, including and upto September 14, 2031, is
being included in the Notice of ensuing 37^th AGM for
approval of the Shareholders.

(vi) Dr. Tapti Sen (DIN:06730644) will complete
her first term of five (5) years as Independent
Director of the Company on September 14, 2026.
On the recommendation of the Nomination &
Remuneration Committee (NRC) and the Board of
Directors, the proposal for re-appointment of Dr.
Tapti Sen as Independent Director of the Company
for a second term commencing from September
15, 2026, including and upto September 14, 2031, is
being included in the Notice of ensuing 37^th AGM for
approval of the Shareholders.

C. Key Managerial Personnel:

The following persons are the Key Managerial
Personnel of the Company in accordance with the
provisions of Sections 2(51), 203 of the Companies
Act, 2013 read with Companies(Appointment and
Remuneration of Managerial Personnel) Rules,
2014 (including any statutory modification(s) or
reenactment(s) thereof for the time being in force) :-

(1) Dr. Om Tantia, Chairman and Managing Director

(2) Mr. Anurag Tantia, Executive Director

(3) Mrs. Kriti Tantia, Chief Financial Officer and

(4) Mr. Ankur Sharma, Company Secretary and
Compliance Officer

26. DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declarations from all the
Independent Directors of the Company confirming that
they meet the criteria of independence and that they are
not aware of any circumstance or situation, which exist or
may be reasonably anticipated, that could impair or impact
their ability to discharge their duties with an objective of
independent judgment and without any external influence,
pursuant to Regulation 25 of the Listing Regulations. None
of the Directors have been subjected to any disqualification
under the Act.

All the Independent Directors of your Company have been
registered and are members of Independent Directors
Databank maintained by Indian Institute of Corporate Affairs.

Out of five Independent Directors of the Company, three
Independent Directors have passed the Online Proficiency
Self Assessment Test conducted by Indian Institute of
Corporate Affairs (IICA) and two Independent Directors
were exempted by Indian Institute of Corporate Affairs (IICA)
from appearing Online Proficiency Self-Assessment Test,
as they have fulfilled the conditions for seeking exemption
from appearing for the Online Proficiency Self-Assessment
Test.

27. SEPARATE MEETING OF INDEPENDENT
DIRECTORS

The Independent Directors are fully kept informed of the
Company's business activities in all areas. A separate
meeting of Independent Directors was held on May 11,
2025, without the presence of Non Independent Directors
and members of the Management except the Company
Secretary and Compliance Officer of the Company who
was requested by the Independent Directors to be present
at the meeting. All the independent directors were present
at the meeting. The Independent Directors reviewed the
performance of Non Independent Directors, the Board as
a whole, and the performance of the Executive Chairman
of the Company, after considering the views of Executive
Directors and Non Executive Directors. They also assessed
the quality, quantity and timeliness of flow of information
between the Company Management and the Board that
is necessary for the Board to effectively and reasonably
perform their duties. Independent Directors expressed
their satisfaction on the working of the Company, Board
deliberation and contribution of the Executive Chairman
and other Directors in the growth of the Company. Mr. Kashi
Prasad Khandelwal is the Lead Independent Director of the
Company.

28. COMMITTEES OF BOARD OF DIRECTORS

In compliance with the requirements of Companies Act,
2013 and Listing Regulations, your Board had constituted/
reconstituted various Board Committees to assist in
discharging its responsibilities. The Board has adopted
charters setting forth the roles and responsibilities of each of

the Committees. The Board has constituted/reconstituted
following Committees to deal with matters and monitor
activities falling within the respective terms of reference:

A. Mandatory Committees

• Audit Committee

• Nomination and Remuneration Committee

• Stakeholder's Relationship Committee

• Corporate Social Responsibility Committee

B. Non-Mandatory Committees

• Executive Committee

All related details as required under law are provided in the
Corporate Governance Report forming part of the Annual
Report. There has been no instance where the Board has
not accepted the recommendations of its committees.

29. ANNUAL EVALUATION OF THE BOARD, ITS
COMMITTEES AND INDIVIDUAL DIRECTORS

The Company has devised a Policy for performance
evaluation of Independent Directors, Board Committees,
the Executive Chairman and other individual Directors
which includes criteria for performance evaluation of the
non executive Directors and executive Directors. On the
basis of Policy approved by the Board for performance
evaluation of Independent Directors, Board Committees
and other individual Directors, a process of evaluation was
followed by the Board for its own performance and that of
its Committees and individual Directors. The Independent
Directors, in their separate meeting, evaluated the
performance of Non Independent Directors, the Board as
a whole, its Committees and that of the Chairperson of the
Company, considering the views of Executive Directors
and Non Executive Directors. Performance evaluation
of independent directors was done by the entire board,
excluding the independent director being evaluated.

The Independent Directors have expressed satisfaction
at the robustness of the evaluation process, the Board's
freedom to express its views on matters transacted at
the Meetings and the openness and transparency with
which the Management discusses various subject matters
specified on the agenda of meetings. Parameters and
process applied for carrying out the evaluation has been
discussed in detail in the Corporate Governance Report.

Ongoing familiarization program aims to provide insights into
the Company and the business environment to enable all the
Independent Directors to be updated of newer challenges,
risks and opportunities relevant in the Company's context
and to lend perspective to the strategic direction of
the Company.

The details of familiarization programmes imparted to
Independent Directors on May 11, 2025 alongwith, their
roles, rights, responsibilities in the Company, nature of
the industry in which the Company operates, business
model of the Company and related matters and the details
are available on the website of the Company and can be
accessed at the link: https://ilshospitals.com/share-holder-
information/#CorporatePolicies

30. NOMINATION AND REMUNERATION POLICY

The Company has a Board approved Remuneration
Policy as required under Section 178(3) of the Companies
Act, 2013, the said Policy enumerates the criteria on the
appointment and remuneration of Directors, Key Managerial
Personnel and Senior Management Personnel, containing
criteria for determining qualifications, positive attributes
and independence of a director. Proviso to Section 178
(4) of the Companies Act, 2013 requires the Company to
place its Remuneration policy on its website and disclose
the salient features of such policy and changes therein,
if any, along with the web address of the policy in the
Board's report. Accordingly, the Remuneration Policy of
the Company has been made available on the Company's
website at the link https://ilshospitals.com/share-holder-
information/#CorporatePolicies

The Remuneration Policy of the Company is also appended
as Annexure-II to this Report.

31. PARTICULARS OF MANGERIAL
REMUNERATION

The statement required under Section 197 (12) read with
Rule 5(1) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 is given in Annexure-III
forming part of this Report.

32. PARTICULARS OF EMPLOYEES

During the year, none of the employees other than the
Chairman and Managing Director or Whole time Directors/
Executive Directors and CFO received remuneration in
excess of the limits as prescribed under Rule 5(2)(i) & (ii)
of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014. Further pursuant to
Rule 5(2)(iii) no employees received remuneration in excess
of that drawn by the Chairman and Managing Director
or Whole time Directors/ Executive Directors and CFO,
holding by himself/herself or along with his spouse and
dependent children not less than two percent of the equity
shares of the company.

33. HUMAN RESOURCES

Your Company treats its Human Resources as one of its
most important assets, given the service nature of the
industry. Your Company continuously invests in attraction,
retention and development of talent on an ongoing basis.
Your Company believes in the promotion of talent internally
through job rotation and job enlargement.

34. AUDITORS AND AUDITORS’ REPORT

a. Statutory Auditor

S R Batliboi & Co LLP, Chartered Accountants (Firm
Registration No. 301003E/E300005) were appointed
as Statutory Auditor of the Company, to hold office for a
period of 5 (five) consecutive years from the conclusion
of 35^th Annual General Meeting till the conclusion of 40^th
Annual General Meeting of your Company to conduct
the audit of accounts of the Company from the Financial
Year 2024-25 till the Financial Year 2028-29. Further,
they have confirmed that they hold a valid certificate
issued by the Peer Review Board of the Institute of
Chartered Accountants of India (ICAI) as required under
the Listing Regulations.

The Statutory Auditor's Report for Financial Year
2025-26 on the financial statements, forms part of this
Annual Report. Your Company has a policy to maintain
an unqualified audit report and therefore, the Auditors'
Report does not contain any qualification, reservation
or adverse remark or disclaimer.

The Notes on financial statement referred to in the
Auditor's Report are self-explanatory and do not call for
any further comments.

b. Cost Auditor

In terms of the provisions of Section 148 of the
Companies Act, 2013 read with the Companies (Cost
Records and Audit), Rules, 2014 the Company is required
to get its cost record audited by a cost accountants
in whole time practice. In this regard the Board of
Directors has re-appointed S.K. Sahu & Associates,
Cost Accountants, (Membership No. 28234) as the
Cost Auditor of your Company to conduct the audit of
cost records for the financial year 2026-27.

In terms of the provisions of Section 148(3) of the
Companies Act, 2013 read with Rule 14(a) (ii) of the
Companies (Audit and Auditors) Rules, 2014, the
remuneration as recommended by the Board shall
be ratified by the Members. Accordingly, requisite
resolution seeking ratification of remuneration payable
to the Cost Auditors for the financial year 2026-27 is
forming part of the notice convening the ensuing 37^th
Annual General Meeting.

Your Company has received consent from S.K. Sahu &
Associates, Cost Accountants, to act as the Cost Auditor
for conducting audit of the cost records for the financial
year 2026-27 along with a certificate confirming their
independence and arm's length relationship. The
Company is maintaining the cost records as specified
by the Central Government under sub-section (1) of
section 148 of the Companies Act, 2013.

c. Secretarial Audit Report

Pursuant to the provisions of Regulation 24A & other
applicable provisions of the Securities and Exchange
Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“SEBI Listing
Regulations”) read with circulars issued thereunder from
time to time and Section 179, 204 and other applicable
provisions of the Companies Act, 2013 the Company
has approved the appointment of Mr. Ashok Kumar
Daga, Company Secretary in Practice (Membership
No. FCS No. 2699, CP No. 2948 of the ICSI) having
Peer Review No. 1550/2021 and UIN 11998WB122000
as Secretarial Auditor of the Company for a period of 5
consecutive years, from April 1, 2025 to March 31, 2030
at the previous Annual General Meeting of the Company
held on August 5, 2025.

The Secretarial Audit Report in the prescribed Form
MR-3 for the financial year ended March 31, 2026 is
annexed to this Report as Annexure IV. The Secretarial
Audit Report does not contain any qualification,
reservation, adverse remark, or disclaimer.

d. Internal Auditors

ARVS & Associates, Chartered Accountants and RSM
Astute Consulting Private Limited, acted as Internal
Auditors of the Company as required vide section
138 of the Companies Act, 2013, for the financial year
2025-26 and their reports were placed before the Audit
Committee of the Board on quarterly basis.

The Board has reappointed RSM Astute Consulting
Private Limited, as Internal Auditors for ILS Hospitals,
Dum Dum, ILS Hospitals, Salt Lake and ILS Hospitals,
Raipur and reappointed ARVS & Associates, Chartered
Accountants, as Internal Auditors for Head Office,
ILS Hospitals, Howrah and ILS Hospitals, Agartala
as required vide section 138 of the Companies Act,
2013, for the financial year 2026-27, as per the scope,
functioning, periodicity and methodology for conducting
the internal audit of the Company at a remuneration as
per the engagement letters.

None of the Auditors of the Company have reported any fraud
as specified under the second proviso of Section 143 (12) of the
Companies Act, 2013 (including any statutory modification(s) or
re-enactment(s) thereof for the time being in force), therefore
no detail is required to be disclosed under Section 134 (3)(ca)
of the Act.

35. DISCLOSURES

a. Whistle Blower Policy/ Vigil Mechanism

The Company promotes ethical behaviour in all its
business activities and has put in place a mechanism
for reporting illegal or unethical behavior. The Vigil
Mechanism of the Company also incorporates a

whistle blower policy in terms of the Listing Regulations.
Protected disclosures can be made by a whistle blower
through an e-mail, or a letter to the Chairman of the Audit
Committee. As confirmed by the Chairman of the Audit
Committee, No whistle blower complaints have been
received during the year under review. The Policy on vigil
mechanism and whistle blower may be accessed on the
Company's website at the link: https://ilshospitals.com/
share-holder-information/#CorporatePolicies

b. Particulars of Loans given, Investments made,
Guarantees given and Securities provided

Details of investments made and/or loans or guarantees
given and/or security provided, if any, are given in the
notes to the financial statements which forms part of
the Annual Report and are within the limits as per the
provisions of section 186 of the Companies Act, 2013.

c. Conservation of Energy, Technology Absorption
and Foreign Exchange Earnings and Outgo

Information on conservation of energy, technology
absorption and foreign exchange earnings and outgo as
stipulated in Section 134(3) (m) of the Companies Act,
2013 read with Rule 8(3) of the Companies (Accounts)
Rules, 2014 is given in Annexure-V hereto and forms a
part of this Report.

d. Annual Return

Pursuant to the amendments to Section 134(3)(a)
and Section 92(3) of the Act read with Rule 12 of the
Companies (Management and Administration) Rules,
2014, the annual return for the FY 2025-26 in Form
MGT-7 is available on Company's website and can be
accessed at the link: https://ilshospitals.com/share-
holder-information/#AnnualReturn

e. Prevention of Sexual Harassment at Workplace

The Company has zero tolerance towards sexual
harassment at the workplace and to this end, has
adopted a policy in line with the provisions of Sexual
Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 (POSH Policy) and
the rules made thereunder. All employees (permanent,
contractual, temporary, trainees) are covered under
the said Policy. The said policy can be accessed
at the link: https://ilshospitals.com/share-holder-
information/#CorporatePolicies

An Internal Complaints Committee has also been set up
to redress complaints received on sexual harassment.

During the year under review, there were no complaints
pertaining to sexual harassment has been received by
the Company. The Company is committed to providing
a safe and conducive work environment to all its
employees and associates. The Company has also filed
the Annual Report with the respective authorities.

f. Investor Education and Awareness

During the year under review, the Company participated
in the Saksham Niveshak investor awareness campaign
conducted by the Investor Education and Protection
Fund Authority from July 28, 2025 to November 6,
2025. The Company disseminated relevant information
to its shareholders regarding updation of KYC details
and timely claiming of unpaid or unclaimed dividends,
and facilitated compliance with the said initiative
through various measures, including communication
via email, newspaper advertisements, website/
portal notifications, and dissemination through stock
exchanges.

Subsequent to the year end, the Company has
participated in the second phase of the campaign, i.e.,
the second 100 Days Campaign-Saksham Niveshak,
conducted from April 1, 2026 to July 9, 2026, which
focuses on shareholders with unclaimed dividends
and emphasizes KYC updation and related compliance
measures.

The Company remains committed to supporting
investor education, awareness, and facilitation initiatives
in line with regulatory objectives.

36. SIGNIFICANT AND MATERIAL ORDERS
PASSED BY REGULATORS OR COURTS OR
TRIBUNALS

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

37. UNPAID/UNCLAIMED DIVIDEND AND SHARES

In accordance with the provisions of Section 124 and
125 of the Companies Act, 2013 (‘the Act') read the with
the Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016 (‘IEPF
Rules'), there are no dividends declared by the Company
which is remained unclaimed for seven years as on March
31, 2026 which are due to be transferred to the Investor
Education and Protection Fund (IEPF) and also therefore,
no shares are required to be transferred to IEPF. However,
the balance of unpaid dividend account as on March 31,
2026 is ?1.38 Lakhs.

38. OTHER DISCLOSURES

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

b. 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.

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

d. Since the Company does not have any subsidiary
or associate company as on date of this report, no
remuneration or commission has been received from any
of its subsidiary/associate company by the Managing
Director or the Whole time Directors of the Company.

e. The company has complied with the listing norms of
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (“Listing Regulations”) and other
applicable statutory provisions.

f. There was no revision in the financial statements.

g. Your Directors state that no disclosure or reporting is
required in respect of the following items as there were
no transactions on these items during the year under
review:

i) the details of application made or any proceeding
pending under the Insolvency and Bankruptcy Code,
2016 (31 of 2016) during the year along with their
status as at the end of the financial year.

ii) 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.

39. ACKNOWLEDGEMENT AND APPRECIATION

Your Directors express their sincere and deep appreciation
for the guidance and vision of Late Dwarika Prasad Tantia,
Executive Chairman of the Company, who left for his
Golokvas on August 17, 2025.

A true karmyogi and samaj sevak, Late Dwarika Prasad
Tantia left a profound imprint on everyone he met through
his humble nature, long term growth vision, strong
corporate governance values and people first mindset. His
contributions remain deeply valued by the Company and
its stakeholders and we remain committed to abide by his
vision and values.

Your Directors would like to express their sincere
appreciation for the assistance and co-operation
received from the doctors, banks, government
authorities, customers, vendors, business associates,
stock exchanges, members and all other stakeholders
during the year under review. Your Directors also
acknowledge the support and co-operation from the
Government of India, state governments, their agencies
and other regulatory authorities.

Your Directors also appreciate the commendable efforts,
teamwork and professionalism of the employees of the
Company.

Your Directors are also deeply grateful to our investors and
shareholders for the unwavering confidence and faith in
us. Your Directors also takes this opportunity to thank the
communities your Company operates in, who have reposed
their trust in us. Your Directors appreciates and values the
efforts and commitment of the Management headed by the
Executive Directors who have all worked together as a team

in achieving a commendable business performance despite
a challenging business environment.

Your Directors wishes to place on record its deep
appreciation of the Independent Directors and the Non
Executive Directors of the Company for their valuable
contribution by way of strategic guidance which helps your
Company to take the right decisions in progressing towards
its business goals.

For and on behalf of the Board of Directors
GPT Healthcare Limited

Dr. Om Tantia

Chairman and Managing Director
DIN: 00001342
May 18, 2026

Registered Office:

GPT Centre, JC-25, Sector-III Salt Lake, Kolkata-700 106 West Bengal, India