The Directors have pleasure in presenting the Seventeenth Annual Report together with the Audited Financial Statements of the Company for the financial year ended on March 31, 2026.
FINANCIAL HIGHLIGHTS
The summary of financial performance of the Company for the year under review is given below:
|
Particulars STANDALONE CONSOLIDATED
|
| |
Current Year ended March 31, 2026
|
Previous Year ended March 31, 2025
|
Current Year ended March 31, 2026
|
Previous Year ended March 31, 2025
|
|
1) Revenue from operations
|
653.96
|
356.10
|
13198.83
|
9907.06
|
|
2) Other Income
|
668.89
|
330.96
|
502.40
|
271.75
|
|
3) Total Revenue
|
1322.85
|
687.06
|
13701.23
|
10178.81
|
|
4) Less: Total Expenses
|
439.84
|
363.24
|
9071.82
|
7139.24
|
|
5)Profit/(Loss) before tax and Exceptional Item
|
883.01
|
323.82
|
4629.41
|
3039.57
|
|
6)Exceptional Item
|
-
|
-
|
|
-
|
|
7)Profit/ (Loss) Before Tax
|
883.01
|
323.82
|
4629.41
|
3039.57
|
|
8) Less: Provision for Taxation
|
|
-
|
|
-
|
|
a) Current Tax
|
232.84
|
85.70
|
274.79
|
311.84
|
|
b) Deferred Tax
|
0.16
|
4.38
|
(203.15)
|
9.83
|
|
c) Tax for earlier years
|
0.88
|
(1.18)
|
12.95
|
5.43
|
|
9) Profit/(Loss) after tax
|
649.13
|
234.92
|
4544.82
|
2712.47
|
STATE OF COMPANY’S AFFAIRS, OPERATING RESULTS AND PROFITS
Your Company achieved a total income of ? 1322.85 Lakhs during the current year as against ? 687.06 Lakhs in the corresponding previous financial year ended March 31, 2025. PBT for the year stood at ? 883.01 Lakhs compared to ? 323.82 Lakhs for the previous corresponding year. Net Profit for the year stood at 649.13 in the current financial year compared to ? 234.92 Lakhs in the previous year.
ADOPTION OF INDIAN ACCOUNTING STANDARDS (IND AS)
The Board of Directors voluntarily adopted the Indian Accounting Standards (Ind AS), which are converged with the International Financial Reporting Standards (IFRS), during the financial year 2025-26. The adoption of Ind AS has enhanced the transparency, consistency, and comparability of the Company's financial statements and aligned its financial reporting framework with globally accepted accounting standards.
TRANSFER TO GENERAL RESERVES
During the financial year, the Company has not transferred any amount to General Reserves.
DIVIDEND
In order to conserve the resources, your directors do not recommend any dividend on the equity shares of the Company for the financial year 2025-2026.
MATERIAL CHANGES AND COMMITMENTS AFTER END OF THE FINANCIAL YEAR AFFECTING THE FINANCIAL POSITION OF THE COMPANY
There have been no material changes and commitments, affecting the financial position of the Company, which have occurred between the end of the financial year and date of the report.
UTILISATION OF IPO PROCEEDS
During the course of utilizing the proceeds from the Initial Public Offering (IPO) for the purposes stated in the Prospectus, the Company identified that the full allocation of funds originally designated for investment in its subsidiary, Biohealth Limited, would not be required. In line with its strategic objectives and to effectively pursue and capitalize on immediate growth opportunities, the Board of Directors proposed a reallocation of the unutilized funds to alternate purposes. This variation in the utilization of IPO proceeds was approved by the shareholders through a Special Resolution passed via Postal Ballot on June 26, 2024. The details and rationale for the proposed change were provided in the Postal Ballot Notice dated May 27, 2024, which is available on the Company's website at https://www.unihealthfinancials. com/agm-egm-postal-ballots. The Company now confirms that the reallocated funds have been fully utilized for the revised purpose as approved by the shareholders. The Company remains committed to maintaining transparency and accountability in the deployment of IPO proceeds and will continue to provide timely updates to stakeholders in compliance with applicable regulatory requirements.
As on March 31, 2026, the total unutilized funds amounted to ?169.70 lakhs, which had been allocated to UMC Globalhealth Limited (UMCGHL), Nigeria, to fund its capital expenditure requirements in connection with its proposed expansion.
PREFERENTIAL ISSUE
The Company has allotted 7,00,000 (Seven Lakh) Convertible Warrants on May 02, 2025, each carrying a face value of ? 151/- (Rupees One Hundred Fifty-One only), aggregating to a total of ? 10,57,00,000/- (Rupees Ten Crore Fifty-Seven Lakh only), on a preferential basis to the Promoters of the Company. Each Convertible Warrant is convertible into one fully paid-up equity share of the Company having a face value of ? 10/- (Rupees Ten only) each, at a premium of ?141/- (Rupees One Hundred Forty-One only) per share, upon receipt of a completed application for conversion from the respective Warrant holders, in accordance with the applicable provisions of law.
Out of the 7,00,000 convertible warrants allotted by the Company, 3,00,000 warrants were converted into an equivalent number of equity shares during the financial year 2025-26. Subsequently, 2,00,000 warrants were converted into 2,00,000 equity shares, which were allotted on April 8,
2026. Accordingly, as on April 8, 2026, a total of 5,00,000 warrants had been converted into 5,00,000 equity shares.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
Dr. Akshay Mahendra Parmar (DIN: 01533004) Managing Director, Director of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment.
The Board of Directors, at its meeting held on November 14, 2025, appointed Mr. Bachh Raj Nahar (DIN: 00049895) as an Additional Director in the capacity of a Non-Executive Independent Director of the Company for a term of five (5) consecutive years commencing from November 14, 2025 up to November 13, 2030, subject to the approval of the Members of the Company.
Pursuant to the provisions of Section 161 of the Companies Act, 2013 ("the Act”), Mr. Bachh Raj Nahar holds office as an Additional Director up to the date of this Annual General Meeting and is eligible for appointment as a Director of the Company.
The Company has received the requisite declarations and confirmations from Mr. Nahar, including his consent to act as a Director and a declaration confirming that he meets the criteria of independence as prescribed under Section 149(6) of the Act and Regulation 16(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations”). In the opinion of the Board, Mr. Nahar fulfills the conditions specified under the Act, the Rules made thereunder and the SEBI Listing Regulations for appointment as an Independent Director and is independent of the management of the Company.
Accordingly, the Board recommends the Resolution set out in the Notice for approval of the Members for the appointment of Mr. Bachh Raj Nahar (DIN: 00049895) as a Non-Executive Independent Director of the Company for a term of five (5) consecutive years commencing from November 14, 2025 and ending on November 13, 2030. During his tenure as an Independent Director, he shall not be liable to retire by rotation.
Mr. Ajay Kumar Thakur (DIN: 02910317), resigned as Independent Director of the Company with effect from November 18, 2025. The Board of Directors placed on record their sincere appreciation for the contributions made by Mr. Ajay Kumar Thakur during his tenure as Independent Director of the Company.
Ms. Binita Patel (ACS: A55171) resigned from the position of Company Secretary with effect from January 1, 2026, consequently ceased to be the Compliance Officer as well. The Board places on record its sincere appreciation for her valuable contributions during her tenure.
Ms. Deshna Jain (ACS: 79719) was appointed as the Company Secretary and Compliance Officer of the Company with effect from March 1, 2026.
Key Managerial Personnel (‘KMP’):
In terms of the provisions of Sections 2(51) and 203 of the Companies Act, 2013 (‘the Act'), the following are the KMPs of the Company:
Dr. Akshay M. Parmar, Chairman & Managing Director Mr. Parag Shah, Executive Director & CFO Ms. Deshna Jain, Company Secretary & Compliance Officer DECLARATION FROM INDEPENDENT DIRECTORS
The Independent Directors of the Company have submitted their declarations under Section 149(7) of the Companies Act, 2013, ( "Act”) confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Act and Regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time. Further, they have confirmed that there has been no change in the circumstances affecting their status as Independent Directors during the year. In the opinion of the Board, the Independent Directors possess the requisite integrity, expertise, experience, and balance of skills and knowledge as required for effective functioning.
MEETINGS OF THE BOARD OF DIRECTORS
The Board of Directors of the company met 4 (Four) times during the year on 23.05.2025, 26.08.2025, 14.11.2025 and 16.02.2026.
The details of meetings attended by the Directors are as follows:
|
Sr.
No.
|
Name
|
No. of Board Meetings attended
|
|
1.
|
Dr. Akshay M. Parmar
|
4
|
|
2.
|
Dr. Anurag Shah
|
4
|
|
3.
|
Mr. Parag Shah
|
4
|
|
4.
|
Mr. Bachh Raj Nahar (Appointed w.e.f. 14.11.2025)
|
1
|
|
5.
|
Mr. Ajay Kumar Thakur (up to 18.11.2025)
|
3
|
|
6.
|
Ms. Riddhi Javeri
|
4
|
AUDIT COMMITTEE OF BOARD OF DIRECTORS
In view of the resignation of Mr. Ajay Kumar Thakur, the Audit Committee of the Board was reconstituted on November 23, 2025, following the appointment of Mr. Bachh Raj Nahar. Prior to its reconstitution, the Audit Committee comprised Mr. Ajay Kumar Thakur, Ms. Riddhi Javeri, and Mr. Parag
Shah. Post-reconstitution, the Committee now comprises Ms. Riddhi Javeri, Mr. Parag Shah, and Mr. Bachh Raj Nahar, with Ms. Riddhi Javeri serving as the Chairperson.
The Audit Committee currently consists of two Non-Executive, Independent Directors and one Non-Independent, Executive Director.
During the financial year under review, four (4) meetings of the Audit Committee were held on 23.05.2025, 26.08.2025, 14.11.2025 and 16.02.2026. The details of meetings attended by the members are as follows:
|
Sr.
No
|
Name
|
No. of Meetings attended
|
|
1.
|
Mr. Ajay Kumar Thakur (upto 18.11.2025)
|
3
|
|
2.
|
Mr. Bachh Raj Nahar (Appointed w.e.f. 14.11.2025)
|
1
|
|
3.
|
Ms. Riddhi Javeri
|
4
|
|
4.
|
Mr. Parag Shah
|
4
|
NOMINATION AND REMUNERATION COMMITTEE:
In view of the resignation of Mr. Ajay Kumar Thakur, the Nomination and Remuneration Committee of the Board of Directors of the Company was reconstituted upon the appointment of Mr. Bachh Raj Nahar, with effect from November 23, 2025. The reconstituted Committee comprises Mr. Bachh Raj Nahar, Dr. Anurag Shah, and Mrs. Riddhi Javeri, with Mr. Bachh Raj Nahar, serving as the Chairperson of the Committee.
The Nomination and Remuneration Committee currently consists of two Non-Executive, Independent Directors and one Non-Independent, Non-Executive Director.
During the year under review, the Nomination and Remuneration Committee met thrice, on May 23, 2025, November 14, 2025 and February16, 2026.
The details of meetings attended by the members are as follows:
|
Sr
No
|
Name
|
No. of Meetings attended
|
|
1.
|
Mr. Ajay Kumar Thakur (upto 18.11.2025)
|
2
|
|
2.
|
Mr. Bachh Raj Nahar (Appointed w.e.f. 14.11.2025)
|
1
|
|
3.
|
Dr. Anurag Shah
|
3
|
|
4.
|
Ms. Riddhi Javeri
|
3
|
STAKEHOLDERS RELATIONSHIP COMMITTEE:
In view of the resignation of Mr. Ajay Kumar Thakur, the Stakeholders' Relationship Committee of the Board of Directors of the Company was reconstituted with the appointment of Mr. Bachh Raj Nahar, with effect from November 23, 2025.
Subsequently, Mr. Bachh Raj Nahar expressed his unwillingness to continue as a member of the Committee and tendered his resignation. Accordingly, the Committee was reconstituted again by way of a circular resolution passed on December 15, 2025.
Pursuant to the said reconstitution, the Stakeholders' Relationship Committee now comprises Mr. Parag Shah, Dr. Akshay M. Parmar, and Mrs. Riddhi Javeri. Mrs. Riddhi Javeri serves as the Chairperson of the Committee.
The Stakeholders Relationship Committee consists of one Non-Executive, Independent Director and Two Executive Directors.
During the financial year under review, the Committee met once, on February16, 2026..
The details of meetings attended by the members are as follows:
|
Sr.
|
Composition
|
No. of Meetings
|
|
No.
|
|
attended
|
|
1.
|
Mr. Parag Shah (Appointed w.e.f. 15.12.2025)
|
1
|
|
2.
|
Mrs. Riddhi Javeri
|
1
|
|
3.
|
Dr. Akshay M. Parmar
|
1
|
VIGIL MECHANISM
The Company has formulated and published a Whistle Blower Policy to provide a mechanism ("Vigil Mechanism”) for employees including directors of the Company to report genuine concerns. The provisions of this policy are in line with the provisions of Section 177 (9) of the Act. The Whistle Blower Policy (Vigil Mechanism) is uploaded on the Company web link: https://www.unihealthonline.com/codes-policies
POLICY ON DIRECTORS’ APPOINTMENT AND REMUNERATION AND CRITERIA FOR INDEPENDENT DIRECTORS
The Remuneration Policy for directors and senior management and the Criteria for selection of candidates for appointment as directors, independent directors, senior management are placed on the website of the Company at the web link: https://www.unihealthonline.com/codes-policies.
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:
a. In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;
b. They have selected such accounting policies and applied 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 period ended on that date;
c. They have taken proper and sufficient care 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. They have prepared the annual accounts of the Company on a going concern basis;
e. They have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively;
f. They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
ADEQUACY OF INTERNAL FINANCIAL CONTROLS
The Company has proper and adequate system of internal financial controls commensurate with its nature and size of business and meets the following objectives:
• Providing assurance regarding the effectiveness and efficiency of operations;
• Efficient use and safeguarding of resources;
• Compliance with policies,
• procedures and applicable laws and regulations;
• Transactions being accurately reported and recorded timely.
The Company has budgetary control system to monitor expenditures and operations against budgets on an ongoing basis. The internal auditors also review the adequacy of internal financial control system.
DETAILS OF SUBSIDIARY, JOINT VENTURE OR ASSOCIATE COMPANIES
The Company currently has the following subsidiary, associate, and joint venture companies:
|
Name of the Company
|
Holding/
Subsidiary/
Associate/
Joint
Venture
|
% of Shares held
|
Applicable
section
|
|
Aryavarta FZE
|
Subsidiary
|
100
|
2(87)ii
|
|
Unihealth Pharmaceuticals Pvt. Ltd.
|
Subsidiary
|
100
|
2(87)ii
|
|
*Biohealth Limited
|
Subsidiary
|
80
|
2(87)ii
|
|
Unihealth Tanzania Limited
|
Subsidiary
|
80
|
2(87)ii
|
|
Victoria Hospital Limited
|
Joint
Venture
|
50
|
2(6)
|
|
UMC Global Health Limited
|
Subsidiary
|
51
|
2(87)ii
|
|
Unihealth (U) Limited
|
Associate
|
45
|
2(6)
|
|
Unihealth Holdings Limited
|
Subsidiary
|
100
|
2(87)ii
|
|
UMC Hospitals Private Limited
|
Subsidiary
|
80
|
2(87)ii
|
|
**UHS Oncology Private Limited
|
* Biohealth Limited shall now be classified as an indirect subsidiary and a direct associate company of the Company due to acquisition of its equity shares by Unihealth Holdings Limited, Mauritius, a Wholly Owned Subsidiary of the Company w.e.f. 17.07.2025.
** UHS Oncology Private Limited ceased to be an associate company of the Company on 31st March 2026 CONSOLIDATED FINANCIAL STATEMENTS
The Company has consolidated the financial statements of its subsidiaries, associates, and joint ventures in accordance with Section 129(3) of the Companies Act, 2013 and the relevant rules made thereunder during the financial year.
HIGHLIGHTS OF PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES
As on March 31, 2026, the Company has 7 (Seven) Subsidiaries, 1 (One) Associate company , and 1(One) Joint venture. There has been no material change in the nature of business of any of the subsidiaries during the year. Pursuant to the provisions of Section 129(3) of the Companies Act, 2013, a statement containing the salient features of the financial statements of the Company's subsidiaries, associates, and joint venture in Form AOC-1 is attached to the financial statements of the Company.
Further, pursuant to the provisions of Section 136 of the Act, the financial statements of the Company, consolidated financial statements along with relevant documents
and separate audited financial statements in respect of subsidiaries, are available on the Company's web link: https:// www.unihealthfinancials.com/financials-of-subsidiaries- joint-venture-and-associate-cos
ANNUAL RETURN
Pursuant to the provisions of Section 134(3)(a) and Section 92 of the Act read with Rule 12 of the Companies (Management and Administration) Rules, 2014, Annual Return of the Company as at 31st March, 2026 is uploaded on the website of the Company web link: https://www.unihealthfinancials. com/forms.
STATUTORY AUDITORS
At the Fifteenth Annual General Meeting (AGM) of the Company held on September 12, 2024, the Members approved the re-appointment of M/s. G. P. Kapadia & Co., Chartered Accountants (Firm Registration No. 104768W), as the Statutory Auditors of the Company for a period of three years, commencing from the conclusion of the Fifteenth AGM until the conclusion of the Eighteenth AGM to be held in the year 2027. M/s. G. P. Kapadia & Co., Chartered Accountants, have submitted a certificate confirming that their re¬ appointment is in accordance with the provisions of Section 139 read with Section 141 of the Companies Act, 2013.
SECRETARIAL AUDIT
Pursuant to the provisions of Section 204 and other applicable provisions, if any, of the Companies Act, 2013, M/s. Parikh & Associates, Practising Company Secretaries were appointed as the Secretarial Auditors for auditing the secretarial records of the Company for the financial year 2025-2026. The Secretarial Audit Report in Form MR-3 is annexed to this report as "Annexure I”.
AUDITORS REPORT AND SECRETARIAL AUDITORS’ REPORT
The Statutory Auditor's Report for the financial year 2025-26 and the Secretarial Audit Report for the year 2025-26 do not contain any qualifications, reservations, or adverse remarks.
REPORTING OF FRAUD BY AUDITORS
During the financial year under review, the Statutory Auditors of the Company have not reported any instances of fraud committed against the Company under the second proviso of Section 143 (12) of the Act
COST AUDITORS
The maintenance of cost records and cost audit provisions are not applicable to the Company as required under Section 148 of the Companies Act, 2013, read with the Companies (Cost Records and Audit) Rules, 2014.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
The provisions of Section 135 of the Act read with Companies (Corporate Social Responsibility Policy) Rules, 2014 are not
applicable to the Company for the financial year under report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORBTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:
(a) Conservation of Energy
During the year, the Company implemented stringent controls to reduce wasteful electrical consumption. Lights and power were turned off wherever not necessary.
(b) Technology Absorption
i. Efforts, in brief, made towards technology absorption during the year under review: NIL
ii. Benefits derived as a result of the above efforts, e.g., product improvement, cost reduction, product development, import substitution, etc.: Not Applicable
iii. In case of imported technology (imported during the last 3 years reckoned from the beginning of the financial year), following information may be furnished: Not Applicable
iv. Expenditure incurred on Research and Development: NIL
(c) Foreign Exchange Earnings and Outgo Foreign Exchange Earnings : NIL Foreign Exchange Outgo : NIL
PARTICULARS OF EMPLOYEES
Pursuant to Section 197 of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the particulars of employees are annexed as “Annexure II”.
The information required under Rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in the Annexure forming part of this Report. In terms of the proviso to Section 136 of the Act, the Report and Accounts are being sent to the Members excluding the aforesaid Annexure. Any member interested in obtaining the same may write to the Company Secretary at the Registered Office of the Company.
DISCLOSURE OF REMUNERATION
Dr. Akshay M. Parmar, Managing Director of the Company, has also been appointed as the Managing Director and Chief Executive Officer of UMC Hospitals Private Limited, a subsidiary of the Company. He has been drawing remuneration from both companies with effect from July 1, 2025, in accordance with the limits approved by the shareholders by way of a Special Resolution passed at the Extra-Ordinary General Meeting held on April 29, 2023, which remained valid up to April 26, 2026.
In view of the expiry of the aforesaid approval, and pursuant to the recommendation of the Nomination and Remuneration Committee, the Board of Directors, at its meeting held on May 29, 2026, considered and recommended the continuation of the remuneration payable to Dr. Akshay M. Parmar from both companies for the balance period of his tenure, commencing from April 27, 2026 and ending on April 26, 2028.
Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors approved the continuation of such remuneration at its meeting held on May 29, 2026, subject to the approval of the shareholders. Accordingly, the approval of the shareholders is being sought at the ensuing General Meeting.
DEPOSITS FROM PUBLIC
During the year under review, your Company had not accepted any deposits from public in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014.
SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORY/ JUDICIAL AUTHORITY
There are no significant or material orders passed by any regulator or court that would impact the going concern status of the Company and its future operations.
THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS’ ALONG WITH THE REASONS THEREOF
During the year under review, there was no instance of one¬ time settlement with banks or financial institutions.
NO PENDING PROCEEDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016
During the year under review, there were no proceedings pending against the Company under the Insolvency and Bankruptcy Code, 2016. Further, there were no instances of one-time settlement with any bank or financial institution during the year.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
The particulars of loans given, guarantees provided, and investments made or securities offered during the year under review, as required under Section 186 of the Companies Act, 2013, are disclosed in the Notes to the Financial Statements, which form part of this Annual Report.
RISK MANAGEMENT POLICY
The Board of Directors of the Company have framed a Risk Assessment and Management Policy and are responsible for reviewing the risk management plan and ensuring its effectiveness. The Audit Committee exercises additional oversight in the area of financial risks and controls. Major
risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All transactions, contracts, or arrangements entered into by the Company with related parties during the year under review, as specified under Section 188(1) of the Companies Act, 2013, were in the ordinary course of business and on an arm's length basis. Accordingly, the disclosure of such related party transactions in Form AOC-2, as required under the Companies Act, 2013, is not applicable to the Company.
The Board of Directors have approved a policy on related party transactions which is placed on the Company's website at the web link: https://www.unihealthonline.com/codes-policies
ANNUAL EVALUATION OF THE BOARD ON ITS OWN PERFORMANCE, ITS COMMITTEES AND INDIVIDUAL DIRECTORS
An annual evaluation of the Board's own performance, its Committees and Individual Directors was carried out pursuant to the provisions of the Act in the following manner:
|
Sr.
No.
|
Performance evaluation of
|
Performance evaluation performed by
|
Criteria
|
|
1.
|
Each Individual Directors
|
Nomination and Remuneration Committee
|
Attendance, Contribution to the Board and Committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and guidance provided, key performance aspects in case of Executive Directors etc.
|
|
2.
|
Independent Directors
|
Entire Board of Directors excluding the Director who is being evaluated
|
Attendance, Contribution to the Board and Committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution, and guidance provided etc.
|
|
3.
|
Board, and its Committees
|
All Directors
|
Board composition and structure; effectiveness of Board processes, information and functioning, fulfilment of key responsibilities, performance of specific duties and obligations, timely flow of information etc.
|
| |
|
|
The assessment of Committees based on the terms of reference of the committees and effectiveness of the meetings.
|
In a meeting of Independent Directors, performance of Non-Independent Directors, the Board as a whole and the Chairman of the Company after taking into account the views of Executive Directors and Non-Executive Directors, was evaluated.
LISTING FEES
The Company has paid the listing fees to NSE Limited for the financial year 2026-27.
INSIDER TRADING REGULATIONS AND CODE OF DISCLOSURE
The Board of Directors has adopted the Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information and Code of Internal Procedures and Conduct for Regulating, Monitoring and reporting of Trading by Insiders in accordance with the requirements of the SEBI (Prohibition of Insider Trading) Regulation, 2015 and is available on our website. Web link: https://www.unihealthonline.com/codes-policies
MANAGEMENT’S DISCUSSION AND ANALYSIS REPORT
The Management Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, forms part of this Annual Report and is annexed as Annexure III.
CORPORATE GOVERNANCE REPORT
In accordance with the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the requirements relating to Corporate Governance are not applicable to the Company, as it is listed on the SME Platform as a Small and Medium-sized Enterprise (SME).
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has complied with provisions relating to the constitution of Internal Complaints Committee and has in place an Anti-Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under this policy.
The Company has not received any complaint of sexual harassment during the financial year 2025-26.
|
a)
|
Number of complaints of sexual harassment received in the year
|
Nil
|
|
b)
|
Number of complaints disposed off during the year
|
Nil
|
|
c)
|
Number of complaints pending for more than ninety days
|
Nil
|
STATEMENT ON MATERNITY BENEFIT ACT, 1961
During the financial year under review, the Company has duly complied with the applicable provisions of the Maternity Benefit Act, 1961.
SECRETARIAL STANDARDS
The Company has devised proper systems to ensure compliance with the provisions of all applicable secretarial standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively.
ACKNOWLEDGEMENT
The Directors wish to place on record their sincere appreciation for excellent support received from the Banks and financial institutions during the financial year under review. Your Directors also express their warm appreciation to all employees for their contribution to your Company's performance and for their superior levels of competence, dedication and commitment to your Company, in India as well as outside India. The Directors express gratitude to Company's customers and vendors. The Directors are also grateful to you, the Shareholders for the confidence you continue to repose in the Company.
For and on behalf of the Board
Akshay M. Parmar
Chairman & Managing Director DIN: 01533004 Place: Mumbai Date: May 29, 2026
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