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Samsrita Labs Ltd.-இன் இயக்குநர் அறிக்கை

Mar 31, 2025

The Directors have pleasure in presenting before you the 29th Boards'' Report of the Company together with the
Audited Statements of Accounts for the year ended 31st March, 2025.

1. FINANCIAL SUMMARY/HIGHLIGHTS:

The performance during the period ended 31st March, 2025 has been as under:

(Rs. In Lakhs)

Particulars	Standalone		Consolidated
Particulars	2024-25	2023-24	2024-25	2023-24
Revenue from operations	-	-	-	-
Other income	-	-	-	-
Profit/loss before Depreciation, Finance Costs,	(25.81)	(24.75)	(25.81)	(24.75)
Exceptional items and Tax Expense	-	-	-	-
Less: Depreciation/ Amortisation/ Impairment	0.14	0.24	0.14	0.24
Profit /loss before Finance Costs, Exceptional items and Tax Expense	(25.95)	(24.99)	(25.95)	(24.99)
Less: Finance Costs	-	-	-	-
Share of loss of an Associate	-	-	(2.52)	(123)
Profit /loss before Exceptional items and Tax Expense	(25.95)	(24.99)	(28.48)	(26.22)
Add/(less): Exceptional items	-	-	-	-
Profit /loss before Tax Expense	(25.95)	(24.99)	(28.48)	(26.22)
Less: Tax Expense (Current & Deferred)	-	-
Profit /loss for the year (1)	(25.95)	(24.99)	(28.48)	(26.22)
Total Comprehensive Income/loss (2)	-	-
Total (1 2)	(25.95)	(24.99)	(28.48)	(26.22)
Balance of profit /loss for earlier years	-	-	-	-
Less: Transfer to Reserves	-	-	-	-
Less: Dividend paid on Equity Shares	-	-	-	-

2. REVIEW OF OPERATIONS:

The total revenue of the Company for the financial year on standalone basis under review is nil as against no
revenue in the previous financial year. The company incurred a net loss of Rs. 25.95 Lakhs for the financial
year 2024-25 as against the net loss of Rs.24.99 Lakhs for the previous year.

The total revenue of the Company for the financial year on consolidated basis under review is nil as against
total no revenue for the previous financial year. The company incurred a net loss of Rs. 28.48 Lakhs for the
financial year 2024-25 as against a net loss of Rs. 26.22 Lakhs for the previous year.

3. DIVIDEND:

Since the company has not done any commercial operations and earned profits during the year 2024-25 ,
your Directors are unable to recommend any dividend..

4. BUSINESS UPDATE AND STATE OF COMPANYâS AFFAIRS:

The information on Company''s affairs and related aspects is provided under Management Discussion and
Analysis report, which has been prepared, inter-alia, in compliance with Regulation 34 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 and forms part of this Report.

5. RESERVES:

The Closing balance of reserves, including retained earnings, of the Company as at March 31st, 2025 is
Rs. (2,72,50,000).

6. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

During the period under review and the date of Board''s Report there was no change in the nature of
Business.

7. MATERIAL CHANGES AND COMMITMENTS:

There were no material changes and commitments affecting financial position of the company between 31st
March 2025 and the date of Board''s Report (i.e. 18.07.2025).

8. REVISION OF FINANCIAL STATEMENTS:

There was no revision of the financial statements for the year under review.

9. SHARE CAPITAL:

As on 31.03.2025, the authorized share capital of the Company stands at Rs.16,00,00,000/- divided into

1.60.00. 000 equity shares of Rs.10/- each.

The paid-up share capital of the Company stands at Rs.14,80,87,060/- divided into 1,48,08,706 equity
shares of Rs.10/- each.

Subsequent to 31.03.2025, The Authorised share capital of the Company has been increased from
Rs.16,00,00,000/- divided into 1,60,00,000 equity shares of Rs.10/- each to Rs.25,00,00,000/- divided into

2.50.00. 000 equity shares of Rs.10/- each on in the Extra Ordinary General Meeting held on 23.05.2025.

The Paid up Capital of the Company has been increased from Rs. 14,80,87,060/- divided into 1,48,08,706
equity shares of Rs.10/- each to Rs. 22,74,97,100/- divided into 2,27,49,710 equity shares of Rs.10/- each
on in the Board Meeting held on 18.07.2025

10. UNPAID / UNCLAIMED DIVIDEND:

There is no unpaid or unclaimed dividend with the company till date.

11. INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

Pursuant to the provisions of Section 124 of the Act, Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016 (âIEPF Rulesâ) read with the relevant circulars and
amendments thereto, the amount of dividend remaining unpaid or unclaimed for a period of seven years
from the due date is required to be transferred to the Investor Education and Protection Fund (âIEPFâ),
constituted by the Central Government.

During the Year, no amount of dividend was unpaid or unclaimed for a period of seven years and therefore
no amount is required to be transferred to Investor Education and Provident Fund under the Section 125(1)
and Section 125(2) of the Act.

12. DIRECTORS OR KMP APPOINTED OR RESIGNED:

Mr. K.N.V. Narendra Kumar retires by rotation and being eligible, offers himself for re-appointment. A
resolution seeking shareholders'' approval for his re-appointment along with other required details forms
part of the Notice.

Appointments:

Mr. K.N.V.Narendra Kumar was re-appointed as a Whole-time Director for a period of 3 years w.e.f.

02.07.2024.

Mr. K. Krishnam Raju was re-appointed as a Whole-time Director and Executive Chairman for a period of 3
years w.e.f. 27.12.2024.

Mr. Srinivasa Rao Koyyalamudi (DIN: 10593765) was appointed as Non-Executive Director (Independent)
w.e.f 30.05.2025 subject to the approval of the shareholders in the ensuing general meeting.

Mr. Johnson Selva Raj (DIN: 10637235) was appointed as Non-Executive Director (Independent) w.e.f
30.05.2025 subject to the approval of the shareholders in the ensuing general meeting.

Mrs. Duggina Jyothsna Lakshmi was appointed as Company Secretary and Compliance Officer of the
Company w.e.f. 01.05.2025.

Mr. K. Krishnam Raju was appointed as Compliance Officer of the Company w.e.f 10.06.2025.

Resignation:

Mrs. Vaani Nitesh Makhija, resigned as Company Secretary and Compliance Officer of the Company w.e.f.

21.03.2025.

Mr. Akella Satya Surya Visweswara Srinivas (DIN: 06975221) resigned as an Independent Director of the
Company w.e.f 30.05.2025.

Mr. Ramamohanreddy Yarragudi (DIN: 08517059) resigned as an Independent Director of the Company
w.e.f 30.05.2025.

Mrs. Duggina Jyothsna Lakshmi, resigned as Company Secretary and Compliance Officer of the Company
w.e.f. 10.06.2025.

The Board places on record its sincere appreciation for the services rendered by the resigning Directors and
KMPs.

13. DECLARATION FROM INDEPENDENT DIRECTORS ON ANNUAL BASIS:

The Company has received declarations from all the Independent Directors of the Company to the effect
that they are meeting the criteria of independence as provided in Sub-Section (7) of Section 149 of the
Companies Act, 2013 and Regulation 25 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.The Independent Directors have also confirmed that they have complied with the
Company''s Code of Conduct. In terms of Regulations 25(8) of the Listing Regulations, the Independent
Directors have confirmed that they are not aware of any circumstance or situation, which exists or may be
reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective
independent judgment and without any external influence.

During the year, Independent Directors of the Company had no pecuniary relationship or transactions with
the Company, other than sitting fees, commission and reimbursement of expenses incurred by them for the
purpose of attending meetings of the Board of Directors and Committee(s).

14. BOARD MEETINGS:

The Board of Directors duly met Six (6) times on 28.05.2024, 01.07.2024, 12.08.2024, 11.11.2024,

06.01.2025. and 08.03.2025 in respect of which meetings, proper notices were given and the proceedings
were properly recorded and signed in the Minutes Book maintained for the purpose.

15. BOARD EVALUATION:

Evaluation of all Board members is performed on an annual basis. The evaluation is performed by the
Board, Nomination and Remuneration Committee and Independent Directors with specific focus on the
performance and effective functioning of the Board and Individual Directors.

In line with Securities and Exchange Board of India Circular No. SEBI/HO/CFD/CMD/CIR/P/2017/004,
dated January 5, 2017 and the Companies Amendment Act, 2017 the Company adopted the recommended
criteria by Securities and Exchange Board of India.

The criteria for performance evaluation covers the areas relevant to the functioning of the Board and Board
Committees such as its composition, oversight and effectiveness, performance, skills and structure etc.

The evaluation of Board of Directors is performed by the Board after seeking all the inputs from the Directors
and the Board Committees by seeking inputs from the Committee members.

The performance evaluation of the individual directors is done by the Nomination and Remuneration
Committee.

The performance evaluation of non-independent directors, the Board as a whole and the Chairman is done
by a separate meeting of Independent directors after taking inputs from the Executive directors.

16. STATEMENT SHOWING THE NAMES OF THE TOP TEN EMPLOYEES IN TERMS OF DRAWN AND
THE NAME OF EVERY EMPLOYEE AS PER RULE 5(2) & (3) OF THE COMPANIES (APPOINTMENT &
REMUNERATION) RULES, 2014:

Disclosure pertaining to remuneration and other details as required under section 197 of the Companies
Act, 2013 read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 is given in Annexure 1 to this Report.

The Statement containing the particulars of employees as required under section 197(12) of the Companies
Act, 2013 read with rule 5(2) and other applicable rules (if any) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, is provided in Annexure 2 to this report.

During the year, NONE of the employees is drawing a remuneration of Rs.1,02,00,000/- and above per
annum or Rs.8,50,000/- and above in aggregate per month, the limits specified under the Section 197(12) of
the Companies Act, 2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014.

17. RATIO OF REMUNERATION TO EACH DIRECTOR:

Under section 197(12) of the Companies Act, 2013, and Rule 5(1) (2) & (3) of the Companies (Appointment
& Remuneration) Rules, 2014 read with Schedule V of the Companies Act, 2013 the ratio of remuneration of
Mr. K.N.V. Narendra Kumar, Whole time director of the Company to the median remuneration of the
employee is 1.53:1.

18. DIRECTORâS 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 had been followed along with

proper explanation relating to material departures;

(b) The Directors had 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 at the end of the financial year and of the profit and loss of the company for that period;

accordance with the provisions of this Act for safeguarding the assets of the company and for preventing
and detecting fraud and other irregularities;

(d) The Directors had prepared the annual accounts on a going concern basis; and

(e) The Directors had laid down internal financial controls to be followed by the company and that such internal

financial controls are adequate and were operating effectively.

(f) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and

that such systems were adequate and operating effectively.

19. DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS:

The Internal Financial Controls with reference to financial statements as designed and implemented by the
Company are adequate. The Company maintains appropriate system of internal control, including
monitoring procedures, to ensure that all assets are safeguarded against loss from unauthorized use or
disposition. Company policies, guidelines and procedures provide for adequate checks and balances, and
are meant to ensure that all transactions are authorized, recorded and reported correctly.

During the period under review, there is no material or serious observations have been noticed for
inefficiency or inadequacy of such controls.

Further, details of internal financial control and its adequacy are included in the Management Discussion
and Analysis Report which is appended as Annexure 6 and forms part of this Report.

20. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB SECTION (12) OF
SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT:

There have been no frauds reported by the auditors u/s 143(12).

21. CEO/ CFO CERTIFICATION:

The Whole-time Director and Chief Financial Officer Certification on the financial statements under
regulation 17 (8) of SEBI (Listing Obligations & Disclosure Requirements), Regulations, 2015 for the year
2024-2025 is annexed in this Annual Report.

22. INFORMATION ABOUT THE FINANCIAL PERFORMANCE / FINANCIAL POSITION OF THE
SUBSIDIARIES / ASSOCIATES/ JOINT VENTURES:

The company has no subsidiary and joint venture companies but has one Associate Company, Krisani Bio
Sciences Private Limited.

During the previous financial year 2023-24, Krisani Bio Sciences Private Limited, an associated company of
Samsrita Labs Limited and its promoter Director, Mr. K Krishnam Raju had filed a complaint and registered
FIR against Mr. Mahesh Kandula, Cellix Bio Pvt. Ltd and its directors and Avaka Pharma Private Limited in
CCS, Hyderabad on the grounds of Criminal Breach of Trust, Criminal Misappropriation of property, Theft
and Fraud on 3rd August, 2023. During the previous financial year 2023-24, Mr. Mahesh Kandula filed a
petition in Hon''ble NCLT against, Krisani Bio Sciences Private Limited, Mr. Krishnam Raju, Samsrita Labs
Limited and others. Mr. K Krishnam Raju being a Promoter Director and major shareholder in Krisani Bio
Sciences Private Limited also filed on behalf of himself and other shareholders of Krisani Bio Sciences
Private Limited in Hon''ble NCLT against Mr. Mahesh Kandula, Cellix Bio Private Limited and its directors
and others. All the above filed cases are in different stages in Hon''ble courts and Hon''ble NCLT.

As per the provisions of Section 129 of the Companies Act, 2013 read with Companies (Accounts) Rules,
2014, a separate statement containing the salient features of the financial statements of the associate
company is prepared in Form AOC-1 and is attached as Annexure 3 and forms part of this report.

23. DETAILS OF DEPOSITS NOT IN COMPLIANCE WITH THE REQUIREMENTS OF THE ACT:

Since the Company has not accepted any deposits during the Financial Year ended March 31,2025, there
has been no non-compliance with the requirements of the Act.

Pursuant to the Ministry of Corporate Affairs (MCA) notification dated 22nd January 2019 amending the
Companies (Acceptance of Deposits) Rules, 2014, the Company is required to file with the Registrar of
Companies (ROC) requisite returns in Form DPT-3 for outstanding receipt of money/loan by the Company,
which is not considered as deposits.

The Company complied with this requirement within the prescribed timelines.

24. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The Company has not given any loan, guarantees or made any investments attracting the provisions as
prescribed in Section 186 of the Companies Act, 2013.

25. RELATED PARTY TRANSACTIONS:

All related party transactions that were entered into during the financial year were on arm''s length basis and
were in the ordinary course of business. During the financial year 2024-25, there were no materially
significant related party transactions made by the Company with Promoters, Directors, Key Managerial
Personnel or other designated persons which may have a potential conflict with the interest of the Company
at large.

In line with the provisions of Section 177 of the Act read with the Companies (Meetings of the Board and its
Powers) Rules, 2014, omnibus approval for the estimated value of transactions with the related parties for
the financial year is obtained from the Audit Committee. The transactions with the related parties are routine
and repetitive in nature.

The summary statement of transactions entered into with the related parties pursuant to the omnibus
approval so granted are reviewed and approved by the Audit Committee and the Board of Directors on a
quarterly basis. The summary statements are supported by an independent audit report certifying that the
transactions are at an arm''s length basis and in the ordinary course of business.

The Form AOC-2 pursuant to Section 134(3) (h) of the Companies Act, 2013 read with Rule 8(2) of the
Companies (Accounts) Rules, 2014 is annexed herewith as Annexure 4 to this report.

26. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO:

The required information as per Sec.134 (3) (m) of the Companies Act 2013 is provided hereunder:

A. Conservation of Energy: Your Company''s operations are not energy intensive. Adequate measures have
been taken to conserve energy wherever possible by using energy efficient computers and purchase of
energy efficient equipment

B. Research & Development and Technology Absorption: All the Factors mentioned in Rule 8 (3) (b)
Technology absorption are not applicable to the Company.

1. Research and Development (R&D): NIL

2. Technology absorption, adoption and innovation: NIL

C. Foreign Exchange Earnings and Out Go:

1. Foreign Exchange Earnings: NIL

2. Foreign Exchange Outgo: NIL

27. COMMITTEES:

(I) . AUDIT COMMITTEE: The Audit Committee of the Company is constituted in line with the provisions of

Regulation 18(1) of SEBI (LODR) Regulations with the Stock Exchanges read with Section 177 of the
Companies Act, 2013 are included in the Corporate Governance report, which forms part of this report.

(II) . NOMINATION AND REMUNERATION COMMITTEE: The Nomination and Remuneration Committee of

the Company is constituted in line with the provisions of Regulation 19(1) of SEBI (LODR) Regulations with
the Stock Exchanges read with Section 178 of the Companies Act, 2013 are included in the Corporate
Governance report, which forms part of this report.

(III) . STAKEHOLDERS RELATIONSHIP COMMITTEE: The Stakeholders Relationship Committee of the

Company is constituted in line with the provisions of Regulation 20 of SEBI (LODR) Regulations with the
Stock Exchanges read with Section 178 of the Companies Act, 2013 are included in the Corporate
Governance report, which forms part of this report.

28. COMPOSITION OF CSR COMMITTEE AND CONTENTS OF CSR POLICY:

Since the Company does not have the net worth of Rs.500 Crore or more, or turnover of Rs.1000 Crore or
more, or a net profit of Rs.5 Crore or more during the financial year, section 135 of the Companies Act, 2013
relating to Corporate Social Responsibility is not applicable and hence the Company need not adopt any
Corporate Social Responsibility Policy.

29. VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The Board of Directors has formulated a Whistle Blower Policy which is in compliance with the provisions of
Section 177(10) of the Companies Act, 2013 and Regulation 22 of the Listing Regulations. The Company
promotes ethical behavior and has put in place a mechanism for reporting illegal or unethical behavior. The
Company has a Vigil Mechanism and Whistle-blower policy under which the employees are free to report
violations of applicable laws and regulations and the Code of Conduct. Employees may report their genuine
concerns to the Chairman of the Audit Committee. During the year under review, no employee was denied
access to the Audit Committee.

Vigil Mechanism Policy has been established by the Company for directors and employees to report
genuine concerns pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013. The same
has been placed on the website of the Company www.drhlsl.com.

30. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant and material orders passed by the regulators /courts that would impact the going
concern status of the Company and its future operations.

31. STATUTORY AUDITORS AND STATUTORY AUDITORS REPORT:

Pursuant to the provisions of Section 139 of the Act and the rules framed thereafter, M/s. MGR & Co.,
Chartered Accountants, was appointed as statutory auditors of the Company at the 28th Annual General
Meeting upto the conclusion of 33rd Annual General Meeting to be held for the FY 2028-29.

The Auditors'' Report for fiscal 2025 does not contain any qualification, reservation or adverse remark. The
Auditors'' Report is enclosed with the financial statements in this Annual Report. The Company has received
audit report with unmodified opinion for on basis of audited financial results of the Company for the Financial
Year ended March 31,2025 from the statutory auditors of the Company.

The Auditors have confirmed that they have subjected themselves to the peer review process of Institute of
Chartered Accountants of India (ICAI) and hold valid certificate issued by the Peer Review Board of the ICAI.

32. ANNUAL SECRETARIAL COMPLIANCE REPORT:

SEBI vide its Circular No. CIR/CFD/CMD1/27/2019 dated February 08, 2019 read with Regulation 24(A) of
the Listing Regulations, directed listed entities to conduct Annual Secretarial compliance audit from a
Practicing Company Secretary of all applicable SEBI Regulations and circulars/guidelines issued
thereunder. Further, Secretarial Compliance Report dated 30.05.2025, was given by M/s. S.S. Reddy &
Associates, Practicing Company Secretary which was submitted to Stock Exchanges within 60 days of the
end of the financial year.

33. SECRETARIAL AUDIT REPORT:

In terms of section 204 of the Companies Act, 2013 read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, based upon the recommendations of the Audit
Committee, the Board of Directors had appointed M/s. S.S. Reddy & Associates, Practicing Company
Secretaries (CP No. 7478) as the Secretarial Auditor of the Company, for conducting the Secretarial Audit
for financial year ended March 31,2025.

M/s. Manoj Parakh & Associates were appointed as Secretarial Auditor for a period of 5 years from FY
2025-26 to FY 2029-30 by the Board of Directors at their Meeting held on 26.04.2025 subject to the approval
of the members in the ensuing Annual General Meeting.

The Secretarial Audit was carried out by M/s. S.S. Reddy & Associates, Company Secretaries (CP No.
7478) for the financial year ended March 31,2025. The Report given by the Secretarial Auditor is annexed
herewith as Annexure- 5 and forms integral part of this Report.

The observations in the Secretarial Audit Report are self-explanatory and do not require any comments
thereon.

34. INTERNAL AUDITORS:

Pursuant to provisions of Section 138 read with Rule 13 of the Companies (Accounts) Rules, 2014 and

Section 179 read with Rule 8(4) of the Companies (Meetings of Board and its Powers) Rules, 2014; during
the year under review the Internal Audit of the functions and activities of the Company was undertaken by
the Internal Auditor of the Company on quarterly basis by M/s. Tungala & Co., Chartered Accountants., the
Internal Auditors of the Company.

Deviations are reviewed periodically and due compliance ensured. Summary of Significant Audit
Observations along with recommendations and its implementations are reviewed by the Audit Committee
and concerns, if any, are reported to Board. There were no adverse remarks or qualification on accounts of
the Company from the Internal Auditor.

The Board has re-appointed by M/s. Tungala & Co., Chartered Accountants, Hyderabad as Internal Auditors
for the Financial Year 2025-26.

35. SECRETARIAL STANDARDS:

The Company is in compliance with the applicable secretarial standards.

36. DECLARATION BY THE COMPANY:

The Company has issued a certificate to its Directors, confirming that it has not made any default under
Section 164(2) of the Companies Act, 2013, as on March 31,2025.

37. ANNUAL RETURN:

As required pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies
(Management and Administration) Rules, 2014, an annual return is uploaded on website of the Company
www.drhlsl.com.

38. DISCLOSURE ABOUT COST AUDIT:

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

39. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report, pursuant to the SEBI (LODR) Regulation provides an
overview of the affairs of the Company, its legal status and autonomy, business environment, mission &
objectives, sectoral and operational performance, strengths, opportunities, constraints, strategy and risks
and concerns, as well as human resource and internal control systems is appended as Annexure 6 for
information of the Members.

40. FAMILIARISATION PROGRAMMES FOR INDEPENDENT DIRECTORS:

The Company familiarizes its Independent Directors on their appointment as such on the Board with the
Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company
operates, etc. through familiarization programme. The Company also conducts orientation programme
upon induction of new Directors, as well as other initiatives to update the Directors on a continuing basis.
The familiarization programme for Independent Directors is disclosed on the Company''s website
www.drhlsl.com.

41. INSURANCE:

The Company is not having any major fixed asset and therefore no insurance is taken.

42. CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:

The Company has implemented all of its major stipulations as applicable to the Company. As stipulated
under Regulation 34 read with schedule V of SEBI (LODR) Regulations, 2015, a report on Corporate
Governance duly audited is appended as Annexure 7 for information of the Members. A requisite certificate
from the Secretarial Auditors of the Company confirming compliance with the conditions of Corporate
Governance is attached to the Report on Corporate Governance.

43. NON-EXECUTIVE DIRECTORSâ COMPENSATION AND DISCLOSURES:

None of the Independent / Non-Executive Directors has any pecuniary relationship or transactions with the

Company which in the Judgment of the Board may affect the independence of the Directors.

No compensation was paid to the Independent and Non-Executive Directors.

44. COMPANYâS POLICY ON DIRECTORSâ APPOINTMENT AND REMUNERATION INCLUDING
CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE OF A
DIRECTOR AND OTHER MATTERS PROVIDED UNDER SUB-SECTION (3) OF SECTION 178:

The assessment and appointment of Members to the Board is based on a combination of criterion that
includes ethics, personal and professional stature, domain expertise, gender diversity and specific
qualification required for the position. The potential Board Member is also assessed on the basis of
independence criteria defined in Section 149(6) of the Companies Act, 2013 and Regulation 27 of SEBI
(LODR) Regulations, 2015. In accordance with Section 178(3) of the Companies Act, 2013 and Regulation
19(4) of SEBI (LODR) Regulations, 2015, on the recommendations of the Nomination and Remuneration
Committee, the Board adopted a remuneration policy for Directors, Key Management Personnel (KMPs)
and Senior Management. The Policy is attached a part of Corporate Governance Report. We affirm that the
remuneration paid to the Directors is as per the terms laid down in the Nomination and Remuneration Policy
of the Company.

45. CODE OF CONDUCT FOR THE PREVENTION OF INSIDER TRADING:

The Board of Directors has adopted the Insider Trading Policy in accordance with the requirements of the
SEBI (Prohibition of Insider Trading) Regulation, 2015 and the applicable Securities laws. The Insider
Trading Policy of the Company lays down guidelines and procedures to be followed, and disclosures to be
made while dealing with shares of the Company, as well as the consequences of violation. The policy has
been formulated to regulate, monitor and ensure reporting of deals by employees and to maintain the
highest ethical standards of dealing in Company securities.

The Insider Trading Policy of the Company covering code of practices and procedures for fair disclosure of
unpublished price sensitive information and code of conduct for the prevention of insider trading is available
on our website (www.drhlsl.com).

46. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013:

The Company 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. Internal Committee
(IC) has not been constituted since there are less than 10 employees in the Company.

During the year 2024-25, there were no complaints received by the Company.

47. INDUSTRY BASED DISCLOSURES AS MANDATED BY THE RESPECTIVE LAWS GOVERNING THE
COMPANY:

The Company is not a NBFC, Housing Companies etc., and hence Industry based disclosures is not
required.

48. FAILURE TO IMPLEMENT CORPORATE ACTIONS:

During the year under review, no corporate actions were done by the Company which were failed to be
implemented.

49. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND
BANKRUPTCY CODE, 2016:

During the year under review, there were no applications made or proceedings pending in the name of the
Company under Insolvency and Bankruptcy Code, 2016.

50. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND
VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

During the year under review, there has been no one-time settlement of loans taken from banks and
financial institutions.

51. POLICIES:

The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 mandated the formulation
of certain policies for all listed companies. All the policies are available on our website www.drhlsl.com.

52. EVENT BASED DISCLOSURES:

During the year under review, the Company has not taken up any of the following activities except as
mentioned:

1. Issue of sweat equity share: NA

2. Issue of shares with differential rights: NA

3. Issue of shares under employee''s stock option scheme: NA

4. Disclosure on purchase by Company or giving of loans by it for purchase of its shares: NA

5. Buy back shares: NA

6. Disclosure about revision: NA

7. Preferential Allotment of Shares: During the financial year ended 31st March 2025, there was no preferential
allotment made by the Company. However, subsequent to 31.03.2025, the Board of Directors in its Meeting
held on 30.04.2025, approved the issue of upto 83,90,004 equity shares to non-promoters on preferential
basis.

The company received in-principle approvals for the said issue from BSE Limited and MSEI Limited on

04.07.2025 and 27.05.2025 respectively. Pursuant to these approvals, the Board in its meeting held on
18.07.2025, allotted 33,91,000 equity shares to non-promoters on preferential basis for cash consideration
and 45,50,004 equity shares on preferential basis to the shareholders of Qrops Advisory Services Private
Limited towards consideration for acquisition of 15,16,668 equity shares constituting 28.62% stake in Qrops
Advisory Services Private Limited.

53. INTERNAL AUDIT AND FINANCIAL CONTROLS:

The Company has adequate internal controls consistent with the nature of business and size of the
operations, to effectively provide for safety of its assets, reliability of financial transactions with adequate
checks and balances, adherence to applicable statues, accounting policies, approval procedures and to
ensure optimum use of available resources. These systems are reviewed and improved on a regular basis.
It has a comprehensive budgetary control system to monitor revenue and expenditure against approved
budget on an ongoing basis.

54. CONSOLIDATED FINANCIAL STATEMENTS:

The company does not have any subsidiary at the end of financial year under the review. However, it is
having an associate company and in compliance with the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (hereinafter referred to as the âListing Regulations'') and Section 129 of
the Companies Act, 2013, the Consolidated Financial Statements have been prepared by the Company in
accordance with the applicable provisions of the Companies Act, 2013 and the applicable Indian Accounting
Standards (Ind AS) and forms part of this Annual Report.

55. NAMES OF THE COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES, JOINT
VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR:

There have been no companies which have become the subsidiaries, joint ventures and associates during
the year under review. However, subsequent to 31.03.2025, the Board of Directors in its meeting held on

18.07.2025 has allotted 45,50,004 Equity Shares of Rs. 10/- each at an issue price of Rs. 10/- per share
aggregating upto Rs. 4,55,00,040 (Rupees Four Crores Fifty-Five Lakhs and Forty Rupees Only), for
consideration other than cash towards consideration for acquisition of 15,16,668 Equity Shares of Rs.10/-
each constituting 28.62% stake in Qrops Advisory Services Private Limited, to the shareholders of Qrops
Advisory Services Private Limited on swap basis. Pursuant to this allotment, Qrops Advisory Services
Private Limited became an associate company of Samsrita Labs Limited.

56. DETAILS RELATING TO DEPOSITS, COVERING THE FOLLOWING:

The Company has not accepted any public deposits during the Financial Year ended March 31,2025 and as
such, no amount of principal or interest on public deposits was outstanding as on the date of the balance
sheet.

57. CREDIT & GUARANTEE FACILITIES:

The Company has not availed credit and guarantee facilities.

58. RISK MANAGEMENT POLICY:

Business Risk Evaluation and Management is an ongoing process within the Organization. The Company
has a robust risk management framework to identify, monitor and minimize risks and also to identify
business opportunities. As a process, the risks associated with the business are identified and prioritized
based on severity, likelihood and effectiveness of current detection. Such risks are reviewed by the senior
management on a quarterly basis. Risk Management Committee of the Board of Directors of your Company
assists the Board in (a) overseeing and approving the Company''s enterprise wide risk management
framework; and (b) overseeing that all the risks that the organization faces such as strategic, financial,
credit, market, liquidity, security, property, IT, legal, regulatory, reputational, other risks have been identified
and assessed, and there is an adequate risk management infrastructure in place capable of addressing
those risks. The development and implementation of risk management policy has been covered in the
Management Discussion and Analysis, which forms part of this Report.

59. ENVIRONMENTS AND HUMAN RESOURCE DEVELOPMENT:

Your Company always believes in keeping the environment pollution free and is fully committed to its social
responsibility. The Company has been taking upmost care in complying with all pollution control measures
from time to time strictly as per the directions of the Government.

We would like to place on record our appreciation for the efforts made by the management and the keen
interest shown by the Employees of your Company in this regard.

60. STATUTORY COMPLIANCE:

The Company has complied with the required provisions relating to statutory compliance with regard to the
affairs of the Company in all respects.

61. DEVIATIONS, IF ANY OBSERVED ON FUNDS RAISED THROUGH PUBLIC ISSUE, PREFERENTIAL
ISSUE ETC:

During the FY. 20424-25 under review, company has not raised any funds from public or through preferential
allotment.

62. CHANGE IN OBJECTS OF THE COMPANY

During the year under review, there were no changes in the objects of the company. However, subsequent
to 31.03.2025, the Board of Directors in its meeting held on 30.04.2025, altered the objects of the company
by adding a new sub-clause to existing clause III (A) of the Memorandum of Association of the Company,
with the approval of the shareholders obtained in the Extra-Ordinary General Meeting held on 23.05.2025.
The Company''s additional objects include engaging in biofuels, food industry including processing, seeds,
Green technologies, Information technology including deep technologies, logistics, e-commerce, Clinical
research and allied activities and advisory services.

63. ACKNOWLEDGEMENTS:

Your Directors place on record their appreciation for the overwhelming co-operation and assistance
received from the investors, customers, business associates, bankers, vendors, as well as regulatory and
governmental authorities. Your Directors also thanks the employees at all levels, who through their
dedication, co-operation, support and smart work have enabled the company to achieve a moderate growth
and is determined to poise a rapid and remarkable growth in the year to come.

Your Directors also wish to place on record their appreciation of business constituents, banks and other
financial institutions and shareholders of the Company, SEBI, BSE, MSEI, NSDL, CDSL, Banks, RBI,
Government of Telangana etc. for their continued support for the growth of the Company.

For and on behalf of the Board of
Samsrita Labs Limited

Sd/-

Krishnam Raju Kalidindi

Place: Hyderabad Chairman and Whole-Time Director

Date: 18.07.2025 (DIN: 00874650)

Mar 31, 2024

The Directors have pleasure in presenting before you the 28th Boards'' Report of the Company together with the
Audited Statements of Accounts for the year ended 31st March, 2024.

1. FINANCIAL SUMMARY/HIGHLIGHTS:

The performance during the period ended 31st March, 2024 has been as under:

CRs In I akhst

Particulars	Standalone		Consolidated
Particulars	2023-24	2022-23	2023-24	2022-23
Revenue from operations	-	2.16	-	2.16
Other income	-	28.52	-	28.52
Profit/loss before Depreciation, Finance Costs,	(24.75)	(70.20)	(24.75)	(70.20)
Exceptional items and Tax Expense	-	-	-	-
Less: Depreciation/ Amortisation/ Impairment	0.24	0.37	0.24	0.37
Profit /loss before Finance Costs, Exceptional items and Tax Expense	(24.99)	(70.57)	(24.99)	(70.57)
Less: Finance Costs	-	-	-	-
Share of loss of an Associate			(123)	(0.15)
Profit /loss before Exceptional items and Tax Expense	(24.99)	(70.57)	(26.22)	(70.72)
Add/(less): Exceptional items	-	-
Profit /loss before Tax Expense	(24.99)	(70.57)	(26.22)	(70.72)
Less: Tax Expense (Current & Deferred)	-	-
Profit /loss for the year (1)	(24.99)	(70.57)	(26.22)	(70.72)
Total Comprehensive Income/loss (2)	-	-
Total (1 2)	(24.99)	(70.57)	(26.22)	(70.72)
Balance of profit /loss for earlier years	-	-	-	-
Less: Transfer to Reserves	-	-	-	-
Less: Dividend paid on Equity Shares	-	-	-	-

2. REVIEW OF OPERATIONS:

The total revenue of the Company for the financial year on standalone basis under review was nil as against
total revenue of Rs.30.69 lakhs for the previous financial year. The company incurred a net loss of Rs. 24.99
Lakhs for the financial year 2023-24 as against the net loss of Rs.70.57 Lakhs for the previous year.

The total revenue of the Company for the financial year on consolidated basis under review was nil as
against total revenue of Rs.30.69 lakhs for the previous financial year. The company incurred a net loss of
Rs. 24.99 Lakhs for the financial year 2023-24 as against a net loss of Rs. 70.57 Lakhs for the previous year.

3. DIVIDEND:

Your Directors have decided not to recommend any dividend for the year 2023-24.

4. BUSINESS UPDATE AND STATE OF COMPANYâS AFFAIRS:

5. RESERVES:

The Closing balance of reserves, including retained earnings, of the Company as at March 31st, 2024 is
Rs.(2,46,55,000).

6. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

During the period under review and the date of Board''s Report there was no change in the nature of
Business.

7. MATERIAL CHANGES AND COMMITMENTS:

There were no material changes and commitments affecting financial position of the company between 31st
March and the date of Board''s Report (i.e. 12.08.2024).

8. REVISION OF FINANCIAL STATEMENTS:

There was no revision of the financial statements for the year under review.

9. SHARE CAPITAL:

The authorized share capital of the Company stands at Rs.16,00,00,000/- divided into 1,60,00,000 equity
shares of Rs.10/- each.

The paid-up share capital of the Company stands at Rs.14,80,87,060/- divided into 1,48,08,706 equity
shares of Rs.10/- each.

10. UNPAID / UNCLAIMED DIVIDEND:

There is no unpaid or unclaimed dividend with the company till date.

11. INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

12. DIRECTORS OR KMP APPOINTED OR RESIGNED:

Mrs. Annapantula Vydehi retires by rotation and being eligible, offers herself for re-appointment. A resolution
seeking shareholders'' approval for her re-appointment along with other required details forms part of the
Notice.

Appointments:

Mr. Krishnam Raju Kalidindi (DIN: 00874650) was appointed as Whole-Time Director and Executive
Chairman w.e.f 27.12.2024 subject to the approval of the shareholders in the ensuing general meeting.

Mr. K.N.V. Narendra Kumar (DIN: 09223904) was appointed as Whole-Time Director and CFO w.e.f
02.07.2024, subject to the approval of the shareholders in the ensuing general meeting.

Resignation:

Ms. Aakansha resigned as an Independent Director of the Company w.e.f 02.09.2023.

13. DECLARATION FROM INDEPENDENT DIRECTORS ON ANNUAL BASIS:

14. BOARD MEETINGS:

The Board of Directors duly met Seven (7) times on 29.05.2023, 14.08.2023, 02.09.2023, 29.09.2023,
14.11.2023, 3.01.2024, and 31.01.2024 in respect of which meetings, proper notices were given and the
proceedings were properly recorded and signed in the Minutes Book maintained for the purpose.

15. BOARD EVALUATION:

The evaluation of Board of Directors is performed by the Board after seeking all the inputs from the Directors
and the Board Committees by seeking inputs from the Committee members.

The performance evaluation of the individual directors is done by the Nomination and Remuneration
Committee.

The performance evaluation of non-independent directors, the Board as a whole and the Chairman is done
by a separate meeting of Independent directors after taking inputs from the Executive directors.

16. STATEMENT SHOWING THE NAMES OF THE TOP TEN EMPLOYEES IN TERMS OF REMUNERATION
DRAWN AND THE NAME OF EVERY EMPLOYEE AS PER RULE 5(2) & (3) OF THE COMPANIES
(APPOINTMENT & REMUNERATION) RULES, 2014:

17. RATIO OF REMUNERATION TO EACH DIRECTOR:

Under section 197(12) of the Companies Act, 2013, and Rule 5(1) (2) & (3) of the Companies (Appointment
& Remuneration) Rules, 2014 read with Schedule V of the Companies Act, 2013 the ratio of remuneration of
(Mr. K.N.V. Narendra Kumar), Whole-time director of the Company to the median remuneration of the
employee is 1.52:1. Mr. K. Krishnam Raju is not drawing any remuneration from the Company.

18. DIRECTORâS 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 had been followed along
with proper explanation relating to material departures;

(b) The Directors had 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 at the end of the financial year and of the profit and loss of the company for that period;

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

(d) The Directors had prepared the annual accounts on a going concern basis; and

(e) The Directors had laid down internal financial controls to be followed by the company and that such internal
financial controls are adequate and were operating effectively.

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

19. DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS:

During the period under review, there is no material or serious observations have been noticed for
inefficiency or inadequacy of such controls.

Further, details of internal financial control and its adequacy are included in the Management Discussion
and Analysis Report which is appended as Annexure 6 and forms part of this Report.

20. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB SECTION (12) OF
SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT:

There have been no frauds reported by the auditors u/s 143(12).

21. CEO/ CFO CERTIFICATION:

22. INFORMATION ABOUT THE FINANCIAL PERFORMANCE / FINANCIAL POSITION OF THE
SUBSIDIARIES / ASSOCIATES/ JOINT VENTURES:

The company has no subsidiary and joint venture companies but has one Associate Company, Krisani Bio
Sciences Private Limited.

Status of Legal cases:

During the financial year 2023-24, Krisani Bio Sciences Pvt Ltd and its Promoter Director, Mr. K Krishnam
Raju had filed a complaint and registered FIR against Mr. Mahesh Kandula, Cellix Bio Pvt Ltd and its
directors and its subsidiary company (Avaca Pharma Private Limited) on the grounds of Criminal Breach of
Trust, Criminal Misappropriation of Property, Theft and Fraud on 3rd August, 2023. During the Financial
Year, Mr. Mahesh Kandula filed a petition in Hon''ble NCLT against Krisani Bio Sciences Pvt Ltd, Mr. K
Krishnam Raju, Samsrita Labs Limited and others. Mr. K. Krishnam Raju being a Promoter Director and
major Shareholder in Krisani Bio Sciences Private limited also filed on behalf of himself and other
shareholders of Krisani Bio Sciences Pvt Ltd in Hon''ble NCLT against Mr. Mahesh Kandula, Cellix Bio and
its directors and others. All the filed cases are in at different stages in Hon''ble Courts and Hon''ble NCLT.

23. DETAILS OF DEPOSITS NOT IN COMPLIANCE WITH THE REQUIREMENTS OF THE ACT:

Since the Company has not accepted any deposits during the Financial Year ended March 31,2024, there
has been no non-compliance with the requirements of the Act.

The Company complied with this requirement within the prescribed timelines.

24. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The Company has not given any loan, guarantees or made any investments attracting the provisions as
prescribed in Section 186 of the Companies Act, 2013.

25. RELATED PARTY TRANSACTIONS:

All related party transactions that were entered into during the financial year were on arm''s length basis and
were in the ordinary course of business. During the financial year 2023-24, there were no materially
significant related party transactions made by the Company with Promoters, Directors, Key Managerial
Personnel or other designated persons which may have a potential conflict with the interest of the Company
at large.

The Form AOC-2 pursuant to Section 134(3) (h) of the Companies Act, 2013 read with Rule 8(2) of the
Companies (Accounts) Rules, 2014 is annexed herewith as Annexure 4 to this report.

26. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO:

The required information as per Sec.134 (3) (m) of the Companies Act 2013 is provided hereunder:

B. Research & Development and Technology Absorption: All the Factors mentioned in Rule 8 (3) (b)
Technology absorption are not applicable to the Company.

1. Research and Development (R&D): NIL

2. Technology absorption, adoption and innovation: NIL

C. Foreign Exchange Earnings and Out Go:

1. Foreign Exchange Earnings: NIL

2. Foreign Exchange Outgo: NIL

27. COMMITTEES:

(I) . AUDIT COMMITTEE: The Audit Committee of the Company is constituted in line with the provisions of

Regulation 18(1) of SEBI (LODR) Regulations with the Stock Exchanges read with Section 177 of the
Companies Act, 2013 are included in the Corporate Governance report, which forms part of this report.

(II) . NOMINATION AND REMUNERATION COMMITTEE: The Nomination and Remuneration Committee of

(III) . STAKEHOLDERS RELATIONSHIP COMMITTEE: The Stakeholders Relationship Committee of the

28. COMPOSITION OF CSR COMMITTEE AND CONTENTS OF CSR POLICY:

29. VIGIL MECHANISM/WHISTLE BLOWER POLICY:

30. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant and material orders passed by the regulators /courts that would impact the going
concern status of the Company and its future operations.

31. STATUTORY AUDITORS AND STATUTORY AUDITORS REPORT:

â¢ At the Board Meeting held on 02.09.2023, M/s. A.M. Reddy & D. R. Reddy., resigned as Statutory Auditors of
the Company causing Casual Vacancy.

â¢ The Board of Directors in its meeting held on 02.09.2023 appointed M/s. N. G RAO & Associates, Chartered
Accountants as the Statutory Auditors of the Company till the conclusion of 27th Annual General Meeting to
fill the above casual vacancy.

â¢ However, at the 27th Annual General Meeting held on 28.09.2023, the members of the company have not
approved the proposal of appointment of M/s. N. G RAO & Associates, Chartered Accountants as the
Statutory Auditors of the Company.

â¢ Further, the Board of Directors in its Meeting held on 29.09.2023 approved the appointment of M/s. MGR &
Co., Chartered Accountants as Statutory Auditors of the Company upto the EGM held on 31.10.2023.

â¢ Accordingly, at the Extra- Ordinary General Meeting held on 31.10.2023, the members of the company
approved the appointment of M/s. Mgr & Co, Chartered Accountants as Statutory Auditors of the company
until the conclusion of forthcoming 28th Annual General Meeting for the financial year 2023-24.

The Auditors'' Report for fiscal 2024 does not contain any qualification, reservation or adverse remark. The
Auditors'' Report is enclosed with the financial statements in this Annual Report. The Company has received
audit report with unmodified opinion for on basis of audited financial results of the Company for the Financial
Year ended March 31,2024 from the statutory auditors of the Company.

32. ANNUAL SECRETARIAL COMPLIANCE REPORT:

SEBI vide its Circular No. CIR/CFD/CMD1/27/2019 dated February 08, 2019 read with Regulation 24(A) of
the Listing Regulations, directed listed entities to conduct Annual Secretarial compliance audit from a
Practicing Company Secretary of all applicable SEBI Regulations and circulars/guidelines issued
thereunder. Further, Secretarial Compliance Report dated 27.05.2024, was given by M/s. S.S. Reddy &
Associates, Practicing Company Secretary which was submitted to Stock Exchanges within 60 days of the
end of the financial year.

33. SECRETARIAL AUDIT REPORT:

The Secretarial Audit was carried out by M/s. S.S. Reddy & Associates, Company Secretaries (CP No.
7478) for the financial year ended March 31,2024. The Report given by the Secretarial Auditor is annexed
herewith as Annexure- 5 and forms integral part of this Report.

The observations in the Secretarial Audit Report are self-explanatory and do not require any comments
thereon.

34. INTERNAL AUDITORS:

Pursuant to provisions of Section 138 read with Rule 13 of the Companies (Accounts) Rules, 2014 and
Section 179 read with Rule 8(4) of the Companies (Meetings of Board and its Powers) Rules, 2014; during
the year under review the Internal Audit of the functions and activities of the Company was undertaken by
the Internal Auditor of the Company on quarterly basis by M/s. Tungala & Co., Chartered Accountants., the
Internal Auditors of the Company.

35. SECRETARIAL STANDARDS:

The Company is in compliance with the applicable secretarial standards.

36. DECLARATION BY THE COMPANY:

The Company has issued a certificate to its Directors, confirming that it has not made any default under
Section 164(2) of the Companies Act, 2013, as on March 31,2024.

37. ANNUAL RETURN:

38. DISCLOSURE ABOUT COST AUDIT:

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

39. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

40. FAMILIARISATION PROGRAMMES FOR INDEPENDENT DIRECTORS:

The Company familiarises its Independent Directors on their appointment as such on the Board with the
Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company
operates, etc. through familiarisation programme. The Company also conducts orientation programme
upon induction of new Directors, as well as other initiatives to update the Directors on a continuing basis.
The familiarisation programme for Independent Directors is disclosed on the Company''s website
www.drhlsl.com.

41. INSURANCE:

The Company is not having any major fixed asset and therefore no insurance is taken.

42. CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:

43. NON-EXECUTIVE DIRECTORSâ COMPENSATION AND DISCLOSURES:

None of the Independent / Non-Executive Directors has any pecuniary relationship or transactions with the
Company which in the Judgment of the Board may affect the independence of the Directors.

No compensation was paid to the Independent and Non-Executive Directors.

45. CODE OF CONDUCT FOR THE PREVENTION OF INSIDER TRADING:

46. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013:

During the year 2023-24, there were no complaints received by the Company.

47. INDUSTRY BASED DISCLOSURES AS MANDATED BY THE RESPECTIVE LAWS GOVERNING THE
COMPANY:

The Company is not a NBFC, Housing Companies etc., and hence Industry based disclosures is not
required.

48. FAILURE TO IMPLEMENT CORPORATE ACTIONS:

During the year under review, no corporate actions were done by the Company which were failed to be
implemented.

49. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND
BANKRUPTCY CODE, 2016:

During the year under review, there were no applications made or proceedings pending in the name of the
Company under Insolvency and Bankruptcy Code, 2016.

50. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND
VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

During the year under review, there has been no one-time settlement of loans taken from banks and
financial institutions.

51. POLICIES:

52. EVENT BASED DISCLOSURES:

During the year under review, the Company has not taken up any of the following activities except as
mentioned:

1. Issue of sweat equity share: NA

2. Issue of shares with differential rights: NA

3. Issue of shares under employee''s stock option scheme: NA

4. Disclosure on purchase by Company or giving of loans by it for purchase of its shares: NA

5. Buy back shares: NA

6. Disclosure about revision: NA

7. Preferential Allotment of Shares: NA

53. INTERNAL AUDIT AND FINANCIAL CONTROLS:

54. CONSOLIDATED FINANCIAL STATEMENTS:

55. NAMES OF THE COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES, JOINT
VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR:

There have been no companies which have become the subsidiaries, joint ventures and associates during
the year under review.

56. DETAILS RELATING TO DEPOSITS, COVERING THE FOLLOWING:

The Company has not accepted any public deposits during the Financial Year ended March 31,2024 and as
such, no amount of principal or interest on public deposits was outstanding as on the date of the balance
sheet.

57. CREDIT & GUARANTEE FACILITIES:

The Company has not availed credit and guarantee facilities.

58. RISK MANAGEMENT POLICY:

59. ENVIRONMENTS AND HUMAN RESOURCE DEVELOPMENT:

We would like to place on record our appreciation for the efforts made by the management and the keen
interest shown by the Employees of your Company in this regard.

60. STATUTORY COMPLIANCE:

The Company has complied with the required provisions relating to statutory compliance with regard to the
affairs of the Company in all respects.

61. DEVIATIONS, IF ANY OBSERVED ON FUNDS RAISED THROUGH PUBLIC ISSUE, PREFERENTIAL
ISSUE ETC:

During the year under review, company has not raised any funds from public or through preferential
allotment.

62. ACKNOWLEDGEMENTS:

Your Directors place on record their appreciation for the co-operation and assistance received from the
investors, customers, business associates, bankers, vendors, as well as regulatory and governmental
authorities. Your Directors also thanks the employees at all levels, who through their dedication, coÂ¬
operation, support and smart work have enabled the company to achieve a moderate growth and is
determined to poise a rapid and remarkable growth in the year to come.

Your Directors also wish to place on record their appreciation of business constituents, banks and other
financial institutions and shareholders of the Company, SEBI, BSE, MSEI, NSDL, CDSL, Banks, RBI,
Government of Telangana, Government of India etc. for their continued support for the growth of the
Company.

For and on behalf of the Board of
Samsrita Labs Limited

(Formerly known as Dr Habeebullah Life Sciences Limited)

Sd/-

K. Krishnam Raju

Place: Hyderabad Executive Chairman & Whole-Time Director

Date: 12.08.2024 (DIN: 00874650)

Mar 31, 2018

DIRECTORS'' REPORT

The Directors have pleasure in presenting the 22^nd (Twenty Second) Directors Report on the business and operations of your Company along with the Audited Financial Statements, for the Financial Year ended March 31, 2018.

FINANCIAL SUMMARY

Amount in INR

Particulars	Consolidated 2017-2018	Standalone 2017-18	Consolidated 2016-17	Standalone 2016-2017
Income	6448639	6167239	12943586	12943586
Expenditure	17560224	16382643	18791996	16140697
Provision for Current Tax (MAT)	-	-	-	-
MAT Credit Entitlement	-	-	-	-
Differed Tax	-621568	-	7228586	-
Profit for the year	-10490017	-10215404	-13076996	-3197111

REVIEW OF OPERATIONS

The Total Revenue of the Company for the financial year under review on consolidated basis was INR 64,48,639/- as against INR 129,43,586/- for the previous financial year. The Company recorded a Net Loss of InR 104,90,017/- for the Financial Year 2017-18 as against the Net Loss of INR 130,76,996/- for the Previous Year.

On Standalone basis, the Total Revenue of the Company for the Financial Year 2017-18 was INR 61,67,239/-as against INR 129,43,586/-for the Previous Financial Year. The Net Loss for the Financial Year 2017-18 is INR 102,15,404/- as against the Net Loss of INR 31,97,111/- for the Previous Year.

The Company has not yet started its activities on full-fledged. The management has been taking all steps to start all activities in near future and generate more revenue.

CAPITAL STRUCTURE Authorized Share Capital

During the Financial year, the Authorized Share Capital of the Company was increased from INR 13,00,00,000/divided into 1,30,00,000 Equity Shares of INR 10/- to INR 16,00,00,000/- divided into 1,60,00,000 Equity Shares of INR 10/- each on 27^th September, 2017.

Paid up Capital (Considering only Equity Share Capital of the Company)

During the Financial year, the Paid up Capital of the Company has increased from INR 10,25,87,060/- divided into 1,02,58,706 Equity Shares of INR 10/- each to INR 11,75,87,060/- divided into 1,17,58,706 Equity Shares of INR 10/- each.

- The Company has allotted 8,00,000 Equity Shares to Non Resident Indians (NRIs) on Preferential Basis on 17^thNovember, 2017.

- The Company has allotted 10,00,000 Convertible Equity Share Warrants to Promoters of the Company on Preferential Basis on 24^th January, 2018.

- The Company has allotted 27,50,000 Convertible Equity Share Warrants to Non-Promoters of the Company on Preferential Basis on 17^th November, 2017. Out of which, 7,00,000 Convertible Equity Share Warrants were converted into Equity Shares on 24^th January, 2018.

Shareholders in the Last 21st Annual General meeting held on Wednesday, the 27th day of September, 2017 have consented for issuance of ESOPS in terms of SEBI (Share Based Employee Benefits) Regulations, 2014 and they are yet to be acted upon.

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

The Company has converted further 4,55,000 Convertible Equity Share Warrants into Equity Shares on 04^th May, 2018, leading to increase in Paid up Capital to INR 12,21,37,060 divided into 1,22,13,706 Equity Shares of INR 10/- each.

REGULATORY AFFAIRS BETWEEN THE END OF FINANCIAL YEAR AND DATE OF REPORT

The following were the regulatory affairs occurred as on the date of Board''s Report -

- As per SEBI Circular No. IMD/FPIC/CIR/P/2018/61 dated 5^th April, 2018, the Central Depository Services (India) Limited (CDSL) was appointed as the Designated Depository for the purpose of Monitoring the Foreign Investment Limits in the Company.

- As per SEBI Circular No. SEBI/H0/CFD/DCR1/CIR/P/2018/85 dated 28^th May, 2018, the Central Depository Services (India) Limited (CDSL) was appointed as the Designated Depository for the purpose of System Driven Disclosures in Securities Market for the Company.

GREEN INITIATIVE

Securities and Exchange Board of India (SEBI) has vide its circular No. SEBI/HO/MIRSD/DOP1/ CIR/P/2018/73 dated 20th April, 2018 mandated that all the shareholders, whose ledger folio do not have or having incomplete details with respect to their PAN and Bank particulars, must submit the same to the Registrar and Transfer Agent (RTA)or the Company.

Your active co-operation is required in this regard and in order to be a part of the green initiative, to help in conserving trees for a greener India and to enable the Company to disseminate to you all the requisite documents and information electronically, i.e. through emails and make payments of dividend directly into your bank account, you are requested:-

a. To provide your PAN and bank details as required by SEBI. For crediting your dividend amount directly into your bank account through National Automated Clearing House (NACH), a separate form is attached for providing your bank details, kindly fill and sign the form and submit with RTA/Company (for shares heldin physical form) or with your depository participant(for shares held in demat form), as the case may be, along with requisite documents mentioned in the form, within stipulated time.

b. To register or update your e-mail address by filling in and signing the attached form and submit with RTA/Company (for shares held in physical form) or with your depository participant (for shares held in demat form), as the case may be, along with requisite documents mentioned in the form, within stipulated time.

Kindly note that it is mandatory for the Company to mention your bank details on the dividend payment instrument, in case where NACH details are not registered with the Company / RTA.

DIVIDEND

The Company is in its revival process and hence, no dividend is being declared for the year.

TRANSFER TO GENERAL RESERVES

In view of the losses incurred by the Company during the year, the Board of Directors did not propose to transfer any amount to reserves for the period under review.

COMPANY''S OPERATIONS

The Company is into the business of Health Care diversified into the following areas:

- Out-Patient Consultancy Division in name of ORIGIN HOSPITALS

- Diagnostics and Bio R&D Lab

- Pharmacy

- Stem Cell - Lab, Research and Therapy

- Research and Development in Bio-technology

- New Drug Discovery including New Molecular Entity (NME - Pro Drug)

- Contract Research Organization (CRO) related activities

- Academic Services like Courses / Lectures / Seminars on Biotechnology, Pharma, Stem Cell Research and therapy, Clinical Research and animal studies etc.

CHANGE IN THE NATURE OF BUSINESS, IF ANY

During the period under review and the date of Board''s Report there was no change in the nature of Business. PATENTS FILED OR ASSIGNED IN THE NAME OF COMPANY

Application Number	Title	Patent No. / Status
201741042838	Bioengineered humanized endocrine neo-organ using decellularized spleen matrices	PCT/IN2018/050183
201741040487	A Unique Prognostic panel of miRNAs in combination with viral load for assessment of disease status, therapeutic response and relapse in HCV patients	PCT/IN2018/050184
201641035316	Drug conjugated ultra-small nanoparticle for effective killing of drug resistant cancer cells	PCT/IB2017/056384
201741026728	A neural conduit to reconstitute and regenerate the degenerated or damaged nervous system	In the process of PCT filing
201841012280	Method of MRI-based cellular imaging using differential fractionation of bimetallic FeGdO3 nanoparticles	In the process of PCT filing
201641038276	Decellularized liver as a natural 3D-bucket culture system	In the process of PCT filing

CHANGE OF NAME OF THE COMPANY

The Name of the Company was changed from PC PRODUCTS INDIA LIMITED to DR HABEEBULLAH LIFE SCIENCES LIMITED vide Fresh certificate of Incorporation obtained from Registrar of Companies, Hyderabad, Telangana State, India dated 25^th October, 2017.

AGREEMENTS SIGNED DURING THE YEAR

- The Company had entered into a Collaborative Agreement with its Subsidiary, Krisani Bio Sciences Private Limited for further development of Wilson Disease Molecule on revenue sharing basis on 23^rd August, 2017.

- The Company has terminated an Agreement entered with its Subsidiary, Krisani Bio Sciences Private Limited on 17^th November, 2017 {Initially entered on dated 25^th March, 2017 for further development of NASH (Fatty Liver) Molecule}

- The Company has entered into a Collaborative Agreement with Centre for Liver Research And Diagnostics (CLRD) to use their land, building, equipment and other facilities to run business of Hospital, Diagnostics, Pharmacy, Stem cell and other bio-technology laboratories on revenue sharing basis dated 27^th May 2017.

REPORT ON SUBSIDIARIES / ASSOCIATES / JOINT VENTURES

Subsidiaries - The Company has one Subsidiary - Krisani Bio Sciences Private Limited, India.

Krisani Bio Sciences Pvt. Ltd (Krisani Bio), is an innovative biopharmaceutical Company with focus on large unmet medical and market needs with reduced risk and high reward molecules.

The division is currently working on 5 therapeutic areas of Wilson''s disease, Non-Alcoholic Steatohepatitis (NASH), Neuropathic Pain, Cardiovascular Diseases, Cystinosis, Huntington''s disease and has been granted 12 international patents. Most of the above molecules have the ability to qualify for 505(b) 2 approval process as per USFDA. Adopting the concept of prodrug and selection of orphan drugs enables Less time frame, cost, and regulatory hurdles in comparison with New Chemical Entities.

The new drug discovery and development process of Dr Habeebullah Life Sciences is based on IP protected, low risk innovative platform. This, coupled with the strategy of selecting orphan drug category for the product portfolio gives the Company an added advantage to commercialize its NME''s at a proof-of-concept stage.

A statement containing salient features of the financial statements of the subsidiaries in the prescribed format Form AOC-1 is appended as Annexure I to the Director''s Report. The statement also provides details of performance and financial position of the subsidiary.

As required under Section 136 of the Companies Act, 2013 the audited financial statements including the consolidated financial statements and related information of the Company and Audited Accounts of Subsidiary are available on the website http://www.drhlsl.com/investor/financials/#1514180834590-5156aacd-d874. These documents will also be available for inspection during the business hours at the registered office of the Company and any member, who wishes to get copies of such financial statements, may write to the Company for such requirement.

Associates / Joint Ventures - Further, the Company has no Associates nor has entered into any Joint Ventures.

DETAILS OF BOARD OF DIRECTORS / KEY MANAGERIAL PERSONNEL

The Board of Directors of your Company comprises of 6 (SIX) Directors as on the date of this report representing the optimum blend of professionalism, knowledge and having varied experience in different discipline of corporate functioning.

Of these, 1 (ONE) is Whole-time Director Cum Promoter Executive Chairman, 2 (TWO) are Promoter Non-Executive Directors and 3 (THREE) are Independent Non-Executive Directors and is also in compliance w.r.t presence of Chief Financial Officer and Company Secretary as KMPs.

Change in Designation

No changes in designation of directors during the Financial Year under review.

Retirement by rotation

Pursuant to provisions of Section 152 of the Companies Act, 2013 read with the Companies (Appointment and Qualification of Directors) Rules, 2014, Dr. Mohammed Aejaz Habeeb (DIN 02265024) is liable to retire by rotation at the ensuing 22^nd Annual General Meeting and being eligible offers himself for reappointment to the office of directorship. Your Board of Directors recommends his re-appointment.

Appointments

Mrs. K. Nirusha was appointed as Chief Financial Officer of the Company on 26^th June, 2017.

COMMITTEES OF THE BOARD

The Board of Directors of the Company had already constituted various Committees in compliance with the provisions of the Companies Act, 2013 and SEBI (LoDr) Regulations, 2015 viz.

- Audit Committee

- Nomination and Remuneration Committee

- Stakeholders Relationship Committee

- Independent Directors Committee

All decisions pertaining to the constitution of Committees, appointment of members and fixing of term of reference/role of the committee are taken on record by the Board of Directors. Details of the role and constitution of committees, including the number of meetings held during the financial year and attendance at meetings, are provided in the corporate governance section of the Annual Report.

BOARD MEETINGS

The Board of Directors duly met (Four) times in the Financial Year 2017-2018 on 27/05/2017, 23/08/2017, 17/11/2017, and 24/01/2018.

Further, details of the composition and attendance of the Board and its Committees are provided in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Section 173(1) of Companies Act, 2013 and Regulation 17(2) SEBI (LODR) Regulations, 2015.

TRAINING OF INDEPENDENT DIRECTORS:

Your Company''s Independent Directors are highly qualified and have been associated with corporate and business organizations. They understand Company''s business and activities very well, however, pursuant to Regulation 4 of the Listing Regulations, the Board has shown all the Independent Directors Company''s business and manufacturing activities and were also introduced to Company''s staff.

FAMILIARISATION PROGRAMMES FOR INDEPENDENT DIRECTORS:

The familiarizing programmes for the Independent Directors are disclosed in the Corporate Governance Report that forms part of this Annual Report.

INDIAN ACCOUNTING STANDARD (Ind AS):

Your Company has adopted Indian Accounting Standard (Ind AS) notified by MCA and the relevant provision ofthe Companies Act, 2013 and the general circulars issued by the Ministry of Corporate Affairs from time to time.

STATUTORY AUDITORS & AUDITOR''S REPORTS

The existing auditors M/s. N.M Khatavkar & Co. Charted Accountants, have resigned on 27th August, 2018 before the expiry of 5 years term. Accordingly, the appointment of M/s. MSKA & Associates., as statutory auditors of the Company, in place of resigning auditors is placed for approval by the shareholders. The Auditors'' Report for fiscal 2018 does not contain any qualification, reservation or adverse remark. The Auditors'' Report is enclosed with the financial statements in this Annual Report.

The Company has received audit report with unmodified opinion for both Standalone and Consolidated audited financial results of the Company for the Financial Year ended March 31, 2018 from the statutory auditors of the Company.

CONSOLIDATED FINANCIAL STATEMENTS

In compliance with the provisions of the Section 129(3) of Companies Act, 2013, Accounting Standards AS-21 and AS-27 and Indian Accounting Standard (Ind AS), your Directors have provided the Consolidated Financial Statements for the Financial Year ended March 31, 2018, which forms part of the Annual Report.

ADEQUACY OF INTERNAL FINANCIAL CONTROL SYSTEM

The Company has adequate internal controls consistent with the nature of business and size of the operations, to effectively provide for safety of its assets, reliability of financial transactions with adequate checks and balances, adherence to applicable statues, accounting policies, approval procedures and to ensure optimum use of available resources. These systems are reviewed and improved on a regular basis. It has a comprehensive budgetary control system to monitor revenue and expenditure against approved budget on an ongoing basis.

INTERNAL AUDITORS

Pursuant to provisions of Section 138 read with Rule 13 of the Companies (Accounts) Rules, 2014 and Section 179 read with Rule 8(4) of the Companies (Meetings of Board and its Powers) Rules, 2014; Mr. P.V. Srikanth, Partner of M/s. Tungala & Co. Chartered Accountants were appointed as Internal Auditors of the Company for the Financial Year 2017-18.Deviations are reviewed periodically and due compliance ensured. Summary of Significant Audit Observations along with recommendations and its implementations are reviewed by the Audit Committee and concerns, if any, are reported to Board.

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s. S. S. Reddy & Associates, Practicing Company Secretaries, was appointed to undertake the Secretarial Audit of the Company for the Financial Year 2017-18. There is no reservation, qualifications or adverse remarks or disclaimer made by the Secretarial Auditor in the Report. The Secretarial Audit Report in Form MR 3 is annexed herewith as Annexure II to this report.

QUALIFICATIONS IN AUDIT REPORTS

Explanations or comments by the Board on every qualification, reservation or adverse remark or disclaimer made, if anyâ

(a) Statutory Auditors Report:

The Board has duly reviewed the Statutory Auditor''s Report on the Accounts for the year ended March 31, 2018 and has noted that the same does not have any reservation, qualification or adverse remarks. However, the Board decided to further strengthen the existing system and procedures to meet all kinds of challenges and growth in the market expected in view of the rapid global challenges. .

(b) Secretarial Audit Report:

The Board has duly reviewed the Secretarial Audit Report for the year ended March 31, 2018 on the Compliances according to the provisions of section 204 of the Companies Act 2013 and the same does not have any reservation, qualifications or adverse remarks.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB SECTION (12) OF SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

There have been no frauds reported by the Statutory Auditors u/s 143(12).

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS

The Securities Exchange Board of India vide its Adjudication Order EAD-5/SVKM/AO/21/2017-18] dated 17^thMay, 2017 has imposed a penalty of INR 4,00,000/- on the Company for non-compliance of provisions of Regulation 8(3) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 within the due date, during the years 2004 to 2011 at Ahmedabad Stock Exchange, Bangalore Stock Exchange and Madras Stock Exchange, where its Equity Shares were listed. The Company has paid the Penal Amount of INR 4,00,000/- on Monday, 29^th May, 2017 to Securities Exchange Board of India towards the Adjudication order.

Except above, there are no significant and material orders passed by the Regulatory authorities or Courts which effects the nature of the business of the company.

DECLARATION BY INDEPENDENT DIRECTORS ON ANNUAL BASIS

The Company has received necessary declaration from each Independent Director under Section 149(7) of the Companies Act,2013, that he / she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) and 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The declarations from 3 (Three) Independent Directors are attached as Annexure IIIto this Annual Report.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 134 (3) (c) and 134 (5) of the Companies Act, 2013, and to the best of their knowledge and ability In terms of Section 134(3)(c) of the Companies Act 2013, your directors confirm as under:

- In preparation of the annual accounts for the financial year ended March 31, 2018, the applicable accounting standards have been followed and there were no material departures from prescribed accounting standards;

- We have 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 at the end of the financial year and of the profit and loss of the company for that period;

- We have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

- We have prepared the annual accounts on a going concern basis;

- We have laid down internal financial controls, which are adequate and are operating effectively; and

- We have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively.

POLICIES

The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 mandated the formulation of certain policies for all listed companies. All the policies are available on our websitewww.drhlsl.com.

The policies are reviewed periodically by the Board and updated based on need and new compliance requirement.

Name of the policy	Brief Description	Website link
Board Diversity Policy	At DRHLSL, we believe that a truly diverse board will leverage differences in thought, perspective, knowledge, skill, regional and industry experience, cultural and geographical background, age, ethnicity, race and gender, which will help us retain our competitive advantage. The Board has adopted the Board Diversity Policy which sets out the approach to diversity of the Board of Directors.	http://www.drhlsl.com/ wp- content/uploads/2018/ 06/Board-Diversity- Policy.pdf
Nomination and Remuneration Policy	This policy formulates the criteria for determining qualifications, competencies, positive attributes and independence for the appointment of a director (executive / non-executive) and also the criteria for determining the remuneration of the directors, key managerial personnel and other employees.	http://www.drhlsl.com/ wp- content/uploads/2018/ 06/Nomination-& -Remuneration-Policy.pdf
Policy on Material Subsidiaries	The policy is used to determine the material subsidiaries and material non-listed Indian subsidiaries of the Company and to provide the governance framework for them.	http://www.drhlsl.com/ wp- content/uploads/2018/ 06/Policy-for- determining-Material- Subsidiaries.pdf

Name of the policy

Brief Description

Website link

Related Party Transaction Policy

The policy regulates all transactions between the Company and its related parties.

http://www.drhlsl.com/

wp-

content/uploads/2018/

06/Policy-on-Related-

Party-

Transactions.pdf

RELATED PARTY TRANSACTIONS

All transactions entered into with Related Parties as defined under the Companies Act, 2013 and Regulation 23 of the SEBI (LODR) Regulations,2015 during the year were in the ordinary course of business and on an arms'' length basis and the provisions of Section 188 of the Companies Act, 2013 were compiled wherever necessary. However, pursuant to the provisions of Regulation 23 (2) of the SEBI (LODR) Regulations, 2015, prior approval of the Audit Committee was sought for entering into the Related Party Transactions.

The information relating to particulars of contracts or arrangements with related parties referred to in sub Section (1) of section 188 of the Companies Act, 2013 in Form AOC 2 is annexed as Annexure IV, forming part of this Report. Your Directors also draw attention of the members to Notes of Accounts to the Standalone Financial Statement which sets out related party disclosures.

PARTICULARS OF EMPLOYEES

The information required under Section 197 (12) of the Act read with Rule 5(1) to (3) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, is annexed as Annexure Vto this report.

EXTRACT OF ANNUAL RETURN

As required pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of annual return in Form MGT 9 is included as Annexure VI and forms part of this Report.

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

A. Conservation of Energy: The operations of the Company involve low energy consumption. However, adequate measures have been taken to conserve energy wherever practicable.

B. Technology Absorption, Adaptation and Innovation: The Company continues to use the latest technologies for improving the quality of its operations.

C. Foreign Exchange Earnings and Outgo: Further, the company did not have any foreign exchange earnings or outgo during the year.

Hence no information pursuant to Section 134 (3)(m) of the Companies Act, 1956 read with Disclosure of particulars in the report of Board of Directors Rules, 1988 and Rule 8 of Companies (Accounts) Rules, 2014 is provided.

BOARD EVALUATION

Pursuant to the applicable provisions of the Companies Act, 2013 and SEBI Listing Regulations, the Board has carried out an Annual Evaluation of its own performance, performance of the Directors and the working of its Committees. The Board''s functioning was evaluated on various aspects, including inter alia degree of fulfillment of key responsibilities, Board structure and composition, establishment and delineation of responsibilities to various Committees, effectiveness of Board processes, information and functioning.

Evaluation of the Committees performance was based on the criteria like composition, its terms of the reference and effectiveness of committee meetings, etc., Individual Director''s performance evaluation is based on their preparedness on the issues to be discussed, meaningful and constructive discussions and their contribution to the Board and Committee meetings. The Chairperson was evaluated mainly on key aspects of his role. These performance exercises were conducted seeking inputs from all the Directors / Committee Members wherever applicable.

The evaluation procedure followed by the company is as mentioned below

i) Feedback is sought from each Director about their views on the performance of the Board, covering various criteria such as degree of fulfillment of key responsibilities, Board structure and composition, establishment and delineation of responsibilities to various Committees, effectiveness of Board processes, information and functioning, Board culture and dynamics, quality of relationship between the Board and the Management and efficacy of communication with external stakeholders. Feedback was also taken from every Director on his assessment of the performance of each of the other Directors.

ii) The Nomination and Remuneration Committee (NRC) then discusses the above feedback received from all the Directors.

iii) Based on the inputs received, the Chairman of the NRC also makes a presentation to the Independent Directors at their meeting, summarizing the inputs received from the Directors as regards Board performance as a whole and of the Chairman. The performance of the Non Independent Non-Executive Directors and Board Chairman is also reviewed by them.

iv) Post the meeting of the Independent Directors, their collective feedback on the performance of the Board (as a whole) is discussed by the Chairman of the NRC with the Chairman of the Board. It is also presented to the Board and a plan for improvement is agreed upon and is pursued.

v) Every statutorily mandated Committee of the Board conducts a self-assessment of its performance and these assessments are presented to the Board for consideration. Areas on which the Committees of the Board are assessed include degree of fulfillment of key responsibilities, adequacy of Committee composition and effectiveness of meetings.

vi) Feedback is provided to the Directors, as appropriate. Significant highlights, learning and action points arising out of the evaluation are presented to the Board and action plans are drawn up. During the year under report, the recommendations made in the previous year were satisfactorily implemented.

The peer rating on certain parameters, positive attributes and improvement areas for each Board member are also provided to them in a confidential manner. The feedback obtained from the interventions is discussed in detail and, where required, independent and collective action points for improvement are put in place.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The Particulars of Loans, Guarantees and Investments made by the Company covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements provided in this Annual Report.

PUBLIC DEPOSITS

The Company has not accepted any deposits falling within the meaning of Sec. 73, 74 & 76 of the Companies Act, 2013 read with the Rule 8(v) of Companies (Accounts) Rules 2014, during the Financial Year under review.

INSURANCE

The Properties and Assets of your Company are adequately insured.

RISK MANAGEMENT

The Company process is in place to ensure that all the Current and Future Material Risks of the Company are identified, assessed/quantified and effective steps are taken to mitigate/ reduce the effects of the risks to ensure proper growth of the business. Shareholders are also requested to refer a separate section on Internal Control systems and their adequacy, which also deals with Risk Management, in Management Discussion and Analysis Report.

DISCLOSURE ABOUT / COST AUDIT

Cost Audit as prescribed under Section 148 of Companies Act, 2013 is not applicable to your Company.

CODE OF CONDUCT FOR THE PREVENTION OF INSIDER TRADING

The Board of Directors has adopted the Insider Trading Policy in accordance with the requirements of the SEBI (Prohibition of Insider Trading) Regulation, 2015. The Insider Trading Policy of the Company lays down guidelines and procedures to be followed, and disclosures to be made while dealing with shares of the Company, as well as the consequences of violation. The policy has been formulated to regulate, monitor and ensure reporting of deals by employees and to maintain the highest ethical standards of dealing in Company securities.

The Insider Trading Policy of the Company covering code of practices and procedures for fair disclosure of unpublished price sensitive information and code of conduct for the prevention of insider trading, is available on our website http://www.drhlsl.com/wp-content/uploads/2018/06/Code-for-Prevention-of-Insider-Trading.pdf

SECRETARIAL STANDARDS

The company is in compliance with applicable secretarial standards.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of the provisions of Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management''s discussion and analysis is set out in this Annual Report as Annexure VII.

CORPORATE GOVERNANCE

Corporate governance is about maximizing shareholder value legally, ethically and sustainably. At DRHLSL, we believe, a sound corporate governance is critical to enhance and retain investor trust. The goal of corporate governance is to ensure fairness information about the Company for every stakeholder.

A separate section on Corporate Governance for fiscal 2018 forms part of this Annual Report as Annexure VIII.

WTD and CFO CERTIFICATION

Mr. K. Krishnam Raju, Whole-time Director andMrs. K. Nirusha, Chief Financial Officer of the Company have provided Compliance Certificate, which is annexed as Annexure IX to the Board in accordance with Regulation 17(8) read with Part B of Schedule II of the SEBI (LODR) Regulations, 2015 for the Financial Year ended 31^stMarch, 2018.

CODEOFCONDUCT

The Company has formulated and implemented a Code of Conduct for Board Members and Senior Management of the Company. Requisite annual affirmations of compliance with the respective Codes have been made by the Directors and Senior Management of the Company.

Declaration on Code of Conduct for the year 2017-18

This is to confirm that the Board has laid down a code of conduct as per Regulation 17(5) of the Listing Regulations for all Board members and senior management personnel of the Company. The code of Conduct has also been posted on the website of the Company and can be accessed at http://www.drhlsl.com/wp-content/uploads/2018/06/Code-of-Conduct-BQD-Senior-Mgmt.pdf

It is further confirmed that all Directors and senior management personnel of the Company have affirmed compliance with the Code of Conduct of the Company for the financial year ended on March 31, 2018 as envisaged in Regulation 26(3) of the Listing Regulations. A declaration to this effect signed by Mr. K. Krishnam Raju, Whole-time Director (Din 00874650) is attached as Annexure X.

COMPLIANCE CERTIFICATE REGARDING COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE

Mr. S. Sarveswar Reddy, a Company Secretary in Practice has certified that conditions of Corporate Governance as stipulated under SEBl (LODR) Regulations, 2015 have been complied by your Company and his certificate is annexed as Annexure XI.

DISCLOSURE UNDER PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL ACT, 2013)

The Company has in place an anti-sexual harassment policy in line with the requirements of the Sexual Harassment of Women at the work place (Prevention, Prohibition and Redressal) Act, 2013. All Employees (Permanent, Contractual, temporary, Trainees) are covered under this policy. Internal Complaint Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees are covered under this policy. The following is the summary of sexual harassment complaints received and disposed during the calendar year:

- No. of complaints received Nil

- No. of complaints disposed of Nil

CORPORATE SOCIAL RESPONSIBILITY

The Company does not meet applicable requirements i.e. net worth of INR 500 Crore or more, or turnover of INR 1000 Crore or more, or a net profit of INR 5 Crore or more as specified in section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility. Hence, pursuant to the above, the Company did not constitute Corporate Social Responsibility Committee and did not adopt any Corporate Social Responsibility Policy.

DISCLOSURE OF ACCOUNTING TREATMENT

The Company has complied with the appropriate accounting policies and has ensured that they have been applied consistently. There have been no deviations from the treatment prescribed in the Accounting Standards notified under Section 133 of the Companies Act, 2013.

DISCLOSURE WITH RESPECT TO DEMAT SUSPENSE ACCOUNT / UNCLAIMED SUSPENSE ACCOUNT.

Your company does not have any Unclaimed shares issued in physical form pursuant Public issue/Rights Issue etc.

APPRECIATIONS & ACKNOWLEDGEMENTS

Your Directors wish to express their appreciation for the valuable support and co-operation received from Customers, Investors, Lenders, Business Associates, Bankers, NSDL, cDsL, RTA, SEBI, BSE, MSEI, ASE and Society at large.

The Directors also thank the Government of India Government of Telangana and other Government States, Ministry of Corporate Affairs, Ministry of Commerce, Ministry of Communication & Technology, Ministry of Finance, Income Tax Department, Reserve Bank of India, State Governments, Governments of various countries, other Government Departments, Agencies.

Your Directors are especially indebted to employees of the Company and its subsidiary at all levels, who through their dedication, co-operation, support and dynamic work, have enabled the Company to achieve rapid growth. Your Directors seek, and look forward to the same support during the future years of growth.

For and on Behalf of the Board of Directors

Sd/-

Place: Hyderabad K. Krishnam Raju

Date: 27th Aug, 2018 Executive Chairman

(DIN 00874650)

Mar 31, 2015

Dear Members,

The are presenting the 19th Annual Report with Audited Statements of Accounts for the year ended 31st March 2015.

FINANCIAL RESULTS:

The performance during the period ended 31st March, 2015 has been as under:

(Amount In Rs.)

Particulars 2014-2015 2013-2014

Income 4,06,67,551 7,86,857

Expenditure 4,03,95,246 1,18,346

Provision for Current Tax (MAT) 51887 127000

MAT Credit Entitlement (51887) (127000)

Profit for the year 2,72,304 6,68,511

COMPANY PERFORMANCE:

Your Company posted good financial results during the year under review. Turnover of the company has increased from Rs. 7,86,857/- to Rs. 4,06,67,551/-.

The Company is striving hard on its Net Profits after the acquisition of the company by Mr. Arun Kumar Bhangadia through Open Offer Letter dated 27.06.2014.

The Company carries out the Trading Business in all kinds of Paper.

CAPITAL OF THE COMPANY:

There is no change in the capital during the year.

The Authorised Share Capital of the Company is Rs.6,00,00,000/- divided into 60,00,000 equity shares of 10/- each.

Paid up share capital is Rs.5,38,81,000/- divided in to 53,88,100 equity shares of Rs. 10/- each.

CHANGE OF REGISTERED OFFICE OF THE COMPANY:

The Company has changed its registered office from # 1st Floor, Jayavant House, Azad Road, Near CBT Bhandiwad Base, Hubli - 580 020 (Karnataka) to # 4-7-375/A, Television Hotel Lane, Esamia Bazar, Hyderabad - 500 027 (Telangana) vide Regional Director (SER), Hyderabad order dated 31st March, 2015.

LISTING:

The Company has its equity shares listed on the following Stock Exchanges:

1. BSE Limited - 11.08.2015

2. Metropolitan Stock Exchange of India Limited - 17.11.2014

3. Ahmedabad Stock Exchange Limited

The Company was previously listed on Madras Stock Exchange Limited and Bangalore Stock Exchange Limited - being De-recognized by SEBI.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORY AUTHORITIES/COURTS:

There are no significant and material orders passed by the Regulatory authorities or Courts which effect the nature of the business of the company except the Order passed by Regional Director (South East Region, Hyderabad) dated 31st March, 2015 relating to the Change of Registered office of the company from one state (Hubli, Karnataka) to another (Hyderabad, Telangana).

STATUTORY AUDITORS:

M/s. N.M. Khatavkar & Co., Statutory Auditors of the company retires at the ensuing Annual General Meeting and eligible for reappointment. As required under the provisions of Section 139 of the Companies Act, 2013, the Company has received a Written Consent from the auditors to their appointment and a Certificate to the effect that their appointment, if made, would be in accordance with the Companies Act, 2013 and the rules framed there under and that they have satisfied the criteria provided in Section 141 of the Companies Act, 2013.

The Board recommends the appointment of M/s. N.M. Khatavkar & Co., as the statutory auditors of the Company from the conclusion of this Annual General Meeting, till the conclusion of the 5th consecutive Annual General Meeting, subject to ratification by the Members at every Annual General Meeting, at a remuneration to be decided by the Board of Directors in consultation with the Auditors.

DISCLOSURE ABOUT COST AUDIT:

Cost Audit is not applicable to your Company.

INDUSTRY BASED DISCLOSURES AS MANDATED BY THE RESPECTIVE LAWS GOVERNING THE COMPANY:

The Company is not a NBFC, Housing Company etc., and hence Industry based disclosures is not required.

SECRETARIAL STANDARDS - EVENT BASED DISCLOSURES:

During the year under review, the Company has not taken up any of the following activities:

1. Issue of sweat equity share: NA

2. Issue of shares with differential rights: NA

3. Issue of shares under employee's stock option scheme: NA

4. Disclosure on purchase by company or giving of loans by it for purchase of its shares: NA

5. Buy back shares: NA

6. Disclosure about revision: NA

7. Preferential Allotment of Shares: NA

INTERNAL CONTROLS SYSTEMS AND ADEQUACY:

The Company has well established procedures for internal control across its various locations, commensurate with its size and operations. The organization is adequately staffed with qualified and experienced personnel for implementing and monitoring the internal control environment. The internal audit function is adequately resourced commensurate with the operations of the Company and reports to the Audit Committee of the Board.

SECRETARIAL AUDIT:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed Mr. Pavan Kankani (P K & Associates, Practicing Company Secretaries) (Membership No. F-7432, CP No. 7643), to undertake the Secretarial Audit of the Company.

The Secretarial Audit Report in Form MR 3 is annexed herewith as "Annexure I" to this report.

EXTRACT OF ANNUAL RETURN:

The details forming part of the extract of the Annual Return in Form MGT 9 is annexed herewith as "Annexure II" to this report.

CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:

As per the SEBI Circular "CIR/CFD/POLICY CELL/7/2014" dated 15th September, 2014, the Paid Up Capital of the Company is less than Rs. 10 Crores and Net worth being less than Rs. 25 Crores, Corporate Governance and its report is Not Applicable to the Company.

QUALIFICATIONS IN AUDIT REPORTS:

Explanations or comments by the Board on every qualification, reservation or adverse remark or disclaimer madeÂ

(a) Explanation Regarding Statutory Auditors Report:

The Board has duly reviewed the Statutory Auditor's Report on the Accounts for the year ended March 31,2015 and has noted that the same does not have any reservation, qualification or adverse remarks. However, the Board decided to further strengthen the existing system and procedures to meet all kinds of challenges and growth in the market expected in view of the robust capital market in the coming years.

(b) Explanation Regarding Secretarial Audit Report:

The Board has duly reviewed the Secretarial Audit Report on the Compliances according to the provisions of section 204 of the Companies Act 2013, and the same does not have any reservation, qualifications or adverse remarks.

PARTICULARS OF EMPLOYEES:

There is no employee who is falling under Section 197 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Therefore, the disclosures required to be are not applicable.

EMPLOYEE RELATIONS:

Your Directors are pleased to record their sincere appreciation of the contribution by the staff at all levels in the improved performance of the Company.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The Particulars of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

DIVIDEND:

The Company in its revival proposes no dividend for the year.

SUBSIDIARIES:

The Company does not have any subsidiary.

PUBLIC DEPOSITS:

The Company has not accepted any deposits falling within the meaning of Sec. 73, 74 & 76 of the Companies Act, 2013 read with the Rule 8(v) of Companies (Accounts) Rules 2014, during the financial year under review.

RELATED PARTY TRANSACTIONS:

During the year, the Company has not entered any materially significant related party transactions with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large.

The Company has developed a Policy on Related Party Transactions for the purpose of identification and monitoring of transactions. The Policy on Related Party Transactions as approved by the Board is uploaded on the website of the Company.

BOARD MEETINGS:

The Board of Directors duly met 7 (Seven) times in the FY 2014-2015 on 19.04.2014, 14.08.2014, 06.09.2014, 30.09.2014, 13.11.2014, 12.02.2015 and 26.03.2015 in respect of which meetings, proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose.

DIRECTORS AND KEY MANANGERIAL PERSONNEL:

During the year, Ms. Pooja Jain was appointed as Company Secretary (CS) and Compliance Officer w.e.f 01.11.2014.

Mr. Anil Kumar Munjal was appointed as Chief Financial Officer (CFO) of the Company w.e.f 26.03.2015.

During the year, Shri. Sumir Kumar Singh, Shri Shrenikraj Ghewarchand Kothari and Shri Vinod Babulal, the Independent Directors resigned from the Board w.e.f. 13.11.2014. The Board placed on record their sincere appreciation for the valuable services rendered by them during their tenure as Directors of the Company.

Brief Details of the Directors of the Company:

1. Arun Kumar Bhangadia - Promoter Executive Director

Mr. Arun Kumar Bhangadia (50) did his graduation and MBA in family business management. He has 30 yrs of rich experience in Pharma, Financial, trading, construction business. He is chairman in Trimurthi Drugs & Pharmaceuticals Ltd. (BSE) listed company, Director in TDPL Healthcare India Pvt. Ltd., Trimurthi Advisory Services Private Ltd, Hyderabad Stock Exchange, Vice-Chairman in Seven hills co-op Urban Bank Ltd and partner in United Developers.

2. Devender Kumar Rathi- Independent Director

Mr. Devender Rathi, born on 21st July, 1974. He has done his Bachelors in Commerce and has experience in business for more than 15 years in Textiles (Jagdamba Textiles, Jagdamba handlooms), Stock broking and Insurance.

3. Sripriya Mutgi - Independent Director

Ms. Sripriya Mutgi, born on 3rd July 1979 has done B.com and MBA finance and has work experience for more than 10 years in finance field worked at Avaduth Securities Ltd, Fortune Financial Services India Pvt. Ltd - Mumbai.

4. Bellam Praveen - Independent Director

Mr. B. Praveen, born on 12th June, 1987 has done B.com and Diploma in Computer Application and carries work experience of 4 years in financial services at Intime Equities Limited.

POLICY FOR SELECTION OF DIRECTORS AND DETERMINING DIRECTORS' INDEPENDENCE:

1. Scope:

This policy sets out the guiding principles for the Nomination & Remuneration Committee for identifying persons who are qualified to become Directors and to determine the independence of Directors, in case of their appointment as independent Directors of the Company.

2. Terms and References:

2.1 "Director" means a director appointed to the Board of a Company.

2.2 "Nomination and Remuneration Committee means the committee constituted in accordance with the provisions of Section 178 of the Companies Act, 2013 and clause 49 of the Equity Listing Agreement.

2.3 "Independent Director" means a director referred to in sub-section (6) of Section 149 of the Companies Act, 2013 and Clause 49(II)(B) of the Equity Listing Agreement.

3. Policy:

3.1. Qualifications and criteria:

3.1.1 The Nomination and Remuneration Committee, and the Board, shall

review on annual basis, appropriate skills, knowledge and experience required of the Board as a whole and its individual members. The objective is to have a board with diverse background and experience that are relevant for the Company's operations.

3.1.2 In evaluating the suitability of individual Board member the HRNR Committee may take into account factors, such as:

* General understanding of the company's business dynamics, global business and social perspective;

* Educational and professional background

* Standing in the profession;

* Personal and professional ethics, integrity and values;

* Willingness to devote sufficient time and energy in carrying out their duties and responsibilities effectively.

3.1.3 The proposed appointee shall also fulfill the following requirements:

* shall possess a Director Identification Number;

* shall not b disqualified under the companies Act, 2013;

* shall Endeavour to attend all Board Meeting and Wherever he is appointed as a Committee Member, the Committee Meeting;

* shall abide by the code of Conduct established by the company for Directors and senior Management personnel;

* shall disclose his concern or interest in any company or companies or bodies corporate, firms, or other association of individuals including his shareholding at the first meeting of the Board in every financial year and thereafter whenever there is a change in the disclosures already made;

* Such other requirements as amy be prescribed, from time to time, under the companies Act, 2013, Equity listing Agreements and other relevant laws.

3.1.4 The Nomination & Remuneration Committee shall evaluate each individual with the objective of having a group that best enables the success of the company's business.

3.2 Criteria of Independence

3.2.1 The Nomination & Remuneration Committee shall assess the independence of Directors at time of appointment/ re-appointment and the Board shall assess the same annually. The Board shall re- assess determinations of independence when any new interest or relationships are disclosed by a Director.

3.2.2 The criteria of independence, as laid down in companies Act, 2013 and Clause 49 of the Equity Listing Agreement, is as below:

An independent director in relation to a company, means a director other than a managing director or a whole-time director or a nominee director-

a. Who, in the opinion of the Board, is a person of integrity and possesses

relevant expertise and experience;

b. (i) who is or was not a promoters of the company or its holding, subsidiary or associate company;

(ii) Who is not related to promoters or directors the company its holding, subsidiary or associate company

c. Who has or had no pecuniary relationship with the company, its holding, subsidiary or associate company, or their promoters, or director, during the two immediately preceding financial year or during the current financial year;

d. None of whose relative has or had pecuniary relationship or transaction with the company, its holding, subsidiary or associate company, or their promoters, or directors, amounting to two per cent or more of its gross turnover or total income or fifty lakh rupees or such higher amount as may be prescribed, whichever is lower, during the two immediately preceding financial year or during the current finance year;

e. Who, neither himself nor any of his relative-

(i) Holds or has held the position of a key managerial personnel or is or has been employee of the or associate company in any of the three finance years immediately preceding the finance year in which he is proposed to be appointed;

(ii) Is or has been an employee or proprietor or a partner, in any of the three finance year immediately preceding the finance year in which he is proposed to be appointed of-

(A) a firm of auditors or company secretaries in practice or cost auditors of the company or its holding, subsidiary or associate company; or

(B) any legal or a consulting firm that has or had any transaction with the company, its holding subsidiary or associate company amounting to ten per cent or more of the gross turnover of more of the gross turnover of such firm;

(iii) holds together with his relatives two per cent or more of the total voting power of the company; or

(iv) is a chief Executive or director, by whatever name called, of any non-profit organization that receives twenty-five per cent or more of its receipt from the company any of its promoters , directors or its holding subsidiary or associate company or that holds two per cent or more of the total voting power of the company; or

(v) is a material supplier, service provider or customer or a lessor or lessee of the company.

f. Shall possess appropriate skills experience and knowledge in one or more field of finance , law management, sales, marketing administration, research, corporate governance, technical operations, corporate social responsibility or this disciplines related to the company's business.

g. Shall possess such other qualifications as may be prescribed from time to time, under the companies Act, 2013.

h. Who is not less than 21 years of age.

3.2.3 The independent Director shall abide by the "code for independent

Directors "as specified in Schedule IV to the companies A ct, 2013.

3.3 other directorships/ committee memberships.

3.3.1 The Board members are expected to have adequate time and expertise and experience to contribute to effective Board performance Accordingly, members should voluntarily limit their directorships in other listed public limited companies in such a way that it does not interfere with their role as director of the company. The HRNR Committee shall take into account the nature of , and the time involved in a director service on other Boards, in evaluating the suitability of the individual Director and making its recommendations to the Board.

3.3.2 A Director shall not serve as director in more than 20 companies of which not more than 10 shall be public limited companies.

3.3.3 A Director shall not serve an an indecent Director in more than 7 listed companies and not more than 3 listed companies in case he is serving as a whole-time Director in any listed company.

3.3.4 A Director shall not be a member in more than 10 committee or act chaiman of more than 5 committee across all companies in which he holds directorships.

For the purpose of considering the limit of the committee, Audit committee and stakeholder's relationship committee of all public limited companies, whether listed or not, shall be included and all other companies including private limited companies, foreign companies and companies under section 8 of the companies Act, 2013 shall be excluded.

REMUNERATION POLICY FOR DIRECTORS, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES:

1. Scope:

1.1 This policy sets out the guiding principles for the Nomination and Remuneration committee for recommending to the Board the remuneration of the directors, key managerial personnel and other employees of the company.

2. Terms and Reference:

In this policy the following terms shall have the following meanings:

2.1 "Director" means a directos appointed to the Board of the company.

2.2 "Key Managerial Personnel" means

(i) The Chief Executive Office or the Managing Director or the Manager;

(ii) The Company Secretary;

(iii) The Whole-Time Director;

(iv) The Chief Financial Officer; and

(v) Such other office as may be prescribed under the Companies Act, 2013

2.3 "Nomination and Remuneration committee" means the committee constituted by Board in accordance with the provisions of section 178 of the companies Act,2013 and clause 49 of the Equity Listing Agreement.

3. Policy:

3.1 Remuneration to Executive Director and key managerial personnel

3.1.1 The Board on the recommendation of the Human Resources, Nomination and Remuneration (HRNR) committee shall review and approve the remuneration payable to the Executive Director of the company within the overall approved by the shareholders.

3.1.2The Board on the recommendation of the HRNR committee shall also review and approve the remuneration payable to the key managerial personnel of the company.

3.1.3The remuneration structure to the Executive Director and key managerial personnel shall include the following components:

(i) Basic pay

(ii) Perquisites and Allowances

(iii) Stock Options

(iv) Commission (Applicable in case of Executive Directors)

(v) Retrial benefits

(vi) Annual performance Bonus

3.1.4The Annual plan and Objectives for Exective committee shall be reviewed by the HRNR committee and Annual Performance Bonus will be approved by the committee based on the achievement againt the Annual Plan and Objectives.

3.2 Remuneration to Non - Executive Directors

3.2.1 The Board, on the recommendation of the HRNR Committee, shall review and approve the remuneration payable to the Non - Executive Directors of the Company within the overall limits approved by the shareholders.

3.2.2Non - Executive Directors shall be entitled to sitting fees attending the meetings of the Board and the Committees thereof. The Non- Executive Directors shall also be entitled to profit related commission in addition to the sitting fees.

3.3. Remuneration to other employees

3.3.1. Employees shall be assigned grades according to their qualifications and work experience, competencies as well as their roles and responsibilities in the organization. Individual remuneration shall be determined within the appropriate grade and shall be based on various factors such as job profile skill sets, seniority, experience and prevailing remuneration levels for equivalent jobs.

DECLARATION FROM INDEPENDENT DIRECTORS ON ANNUAL BASIS:

The Company has received a declaration from Mr. Bellam Praveen, Ms. Supriya Mutgi and Mr. Devender Kumar Rathi; Independent directors

of the company to the effect that they are meeting the criteria of independence as provided in Sub-section (6) of Section 149 of the Companies Act, 2013.

The specimen declarations from 3 Independent Directors are attached as "Annexure III" to this report.

AUDIT COMMITTEE:

I. The Audit Committee of the Company is constituted in line with the provisions of Clause 49 of the Listing Agreements with the Stock Exchanges read with Section 177 of the Companies Act, 2013.

II. The terms of reference of the Audit Committee include a review of the following:

* Overview of the Company's financial reporting process and disclosure of its financial information to ensure that the financial statements reflect a true and fair position and that sufficient and credible information is disclosed.

* Recommending the appointment and removal of external auditors, fixation of audit fee and also approval for payment for any other services.

* Discussion with external auditors before the audit commences, of the nature and scope of audit as well as post-audit discussion to ascertain any area of concern.

* Reviewing the financial statements and draft audit report including quarterly / half yearly financial information.

* Reviewing with management the annual financial statements before submission to the Board, focusing on:

1. Any changes in accounting policies and practices;

2. Qualification in draft audit report;

3. Significant adjustments arising out of audit;

4. The going concern concept;

5. Compliance with accounting standards;

6. Compliance with stock exchange and legal requirements concerning financial statements and

7. Any related party transactions

* Reviewing the company's financial and risk management's policies.

* Disclosure of contingent liabilities.

* Reviewing with management, external and internal auditors, the adequacy of internal control systems.

* Reviewing the adequacy of internal audit function, including the audit character, the structure of the internal audit department, approval of the audit plan and its execution, staffing and seniority of the official heading the department, reporting structure, coverage and frequency of internal audit.

* Discussion with internal auditors of any significant findings and follow-up thereon.

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

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

* Reviewing compliances as regards the Company's Whistle Blower Policy.

III. The previous Annual General Meeting of the Company was held on 30th September, 2014 at 11.00 a.m. at First floor, Jayavant House, Azad Road, Near CBT Bhandiwad Base, Hubli - 580 020 and Chairman of the Audit Committee, attended previous AGM.

IV. The composition of the Audit Committee and the attendance of each member of the Audit Committee are given below:

The Company has complied with all the requirements of Clause 49 (II) (A) of the Listing Agreement relating to the composition of the Audit Committee. During the FY 2014-2015, (4) four meetings of the Audit Committee were held on the 19.04.2014, 14.08.2014, 13.11.2014 and 12.02.2015.

The details of the Composition of the Audit Committee and Attendance of the members at the meetings are given below:

Name Designation Category No. of No. of meetings meetings held attended

Mr. Devender Kumar Rathi* Chairman NED (I) 2 2

Ms. Sreepriya Mutgi* Member NED (I) 2 2

Mr Bellam Praveen* Member NED (I) 2 2

Mr. Sameer Kumar T Singh** Chairman NED (I) 2 2

Mr. Shrenikraj G. Kothari** Member NED (I) 2 2

Mr. Vinod Babulal** Member NED (I) 2 2

*Appointed w.e.f. 06.09.2014

** Resigned w.e.f. 13.11.2014

NED (I): Non Executive Independent Director

NOMINATION & REMUNERATION COMMITTEE:

The details of composition of the Committee are given below:

Name Designation Category No. of No. of meetings meetings held attended

Mr. Devender Kumar Rathi* Chairman NED (I) 1 1

Ms. Sreepriya Mutgi* Member NED (I) 1 1

Mr Bellam Praveen* Member NED (I) 1 1

Mr. Sameer Kumar T. Singh** Chairman NED (I) 1 1

Mr. Shrenikraj G. Kothari** Member NED (I) 1 1

Mr. Vinod Babulal** Member NED (I) 1 1

*Appointed w.e.f. 06.09.2014

** Resigned w.e.f. 13.11.2014

NED (I): Non Executive Independent Director

Terms of reference:

The main term of reference of the Committee is to approve the fixation/ revision of remuneration of the Managing Director/Whole Time Director of the Company and while approving:

* To take into account the financial position of the Company, trend in the industry, appointee's qualification, experience, past performance, past remuneration etc.

* To bring out objectivity in determining the remuneration package while striking a balance between the interest of the Company and the Shareholders.

Remuneration Policy:

The objectives of the remuneration policy are to motivate Directors to excel in their performance, recognize their contribution and retain talent in the organization and reward merit.

The remuneration levels are governed by industry pattern, qualifications and experience of the Directors, responsibilities shouldered, individual performance etc.

No remuneration was paid to any of the Directors for the financial year 2014-15.

STAKEHOLDERS RELATIONSHIP COMMITTEE:

The Details of composition of the Committee are given below:

Name Designation Category

Mr. Devender Kumar Rathi* Chairman NED (I)

Mr Bellam Praveen* Member NED (I)

Mr. Arun Kumar Bhangadia# Member ED (P)

Mr. Sameer Kumar T Singh** Chairman NED (I)

Mr. Shrenikraj G. Kothari** Member NED (I)

Mr. Vinod Babulal** Member NED (I)

*Appointed w.e.f. 06.09.2014 # Appointed w.e.f. 14.08.2014 ** Resigned w.e.f. 13.11.2014

NED (I): Non Executive Independent Director ED (P): Promoter Executive Director

Powers

The Committee has been delegated with the following powers:

* To redress shareholder and investor complaints relating to transfer of shares, Dematerialization of Shares, non-receipt of Annual Reports, non-receipt of declared dividend and other allied complaints.

* To approve, transfer, transmission, and issue of duplicate / fresh share certificate(s)

* Consolidate and sub-division of share certificates etc.

* To redress, approve and dispose off any, other complaints, transactions and requests etc., received from any shareholder of the company and investor in general.

The Board has delegated the power to process the transfer and transmission of shares to the Registrar and Share Transfer Agents, who process share transfers within a week of lodgment in the case of shares held in physical form.

The Company has designated an exclusive e-mail ID called [email protected] for Complaints / Grievances.

RISK MANAGEMENT COMMITTEE:

The Details of composition of the Committee are given below:

Name Designation Category

Mr. Arun Kumar Bhangadia# Chairman ED (P)

Mr Bellam Praveen* Member NED (I)

Mr. Devender Kumar Rathi* Member NED (I)

*Appointed w.e.f. 06.09.2014

# Appointed w.e.f. 14.08.2014

NED (I): Non Executive Independent Director

ED (P): Promoter Executive Director

Role and Responsibilities:

* Framing of Risk Management Plan and Policy

* Overseeing implementation of Risk Management Plan and Policy

* Monitoring of Risk Management Plan and Policy

* Validating the process of risk management

* Validating the procedure for Risk minimisation.

* Periodically reviewing and evaluating the Risk Management Policy and practices with respect to risk assessment and risk management processes.

* Continually obtaining reasonable assurance from management that al known and emerging risks have been identified and mitigated or managed.

FORMAL ANNUAL EVALUATION:

As per section 149 of the Companies Act, 2013 read with clause VII (1) of the schedule IV and rules made there under, the Independent Directors of the company had a meeting on 26/03/2015 without attendance of non- independent directors and members of management. In the meeting the following issues were taken up:

(a) Review of the performance of non-independent directors and the Board as a whole;

(b) Review of the performance of the Chairperson of the company, taking into account the views of executive directors and non-executive directors;

(c) Assessing 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.

The meeting also reviewed and evaluated the performance of Non- Independent directors. The company has 1 (One) Non-Independent Director - Mr. Arun Kumar Bhangadia

The meeting recognized the significant contribution made by Mr. Arun Kumar Bhangadia, Non-Independent Director in the shaping up of the company and putting the company on accelerated growth path. He devoted more time and attention to bring up the company to the present level.

The meeting also reviewed and evaluated the performance the Board as whole in terms of the following aspects:

* Preparedness and Attendance for Board/Committee meetings

* Guidance on corporate strategy, risk policy, corporate performance and overseeing acquisitions and disinvestments.

Mr. Arun Kumar Bhangaida, Chairman of the company has performed exceptionally well by attending board meetings regularly, by taking active participation in the discussion of the agenda and by providing required guidance from time to time to the company for its growth etc.

It was noted that the Board Meetings have been conducted with the issuance of proper notice and circulation of the agenda of the meeting with the relevant notes thereon.

None of the employees is drawing Rs. 5,00,000/- and above per month or Rs. 60,00,000/- and above in aggregate per annum, the limits prescribed under Section 134 of the Companies Act, 2013

DISCLOSURE ON SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:

The Company has set up an Internal Complaints Committee for providing a redressal mechanism pertaining to sexual harassment of women employees at workplace. There is no case of sexual harassment reported during the year under review.

WHISTLE BLOWER POLICY/VIGIL MECHANISM:

The Company has a Whistle Blower Policy framed to deal with instance of fraud and mis management, if any in the Group pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013. The details of the Policy are posted on the website of the Company www.pcproductslimited.com

RISK MANAGEMENT:

Your Company follows a comprehensive system of Risk Management and a committee being formed for its governance. Your Company has adopted a procedure for assessment and minimization of probable risks. It ensures that all the risks are timely defined and mitigated in accordance with the well structured risk management process. All assets of your Company and other potential risks have been adequately insured.

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

The required information as per Sec. 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 is provided hereunder:

A. Conservation of Energy:

Your Company's operations are not energy intensive. Adequate measures have been taken to conserve energy wherever possible by using energy efficient computers and purchase of energy efficient equipment.

B. Technology Absorption:

1. Research and Development (R&D) : NIL

2. Technology absorption, adoption and innovation : NIL

DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to Section 134 (5) of the Companies Act, 2013, your Directors confirm that to the best of their knowledge and belief and according to the information and explanation obtained by them,

i) In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

ii) Such accounting policies as mentioned in the notes to the financial statements have been selected and applied consistently and judgments and estimates that are reasonable and prudent made so as to give a true and fair view of the state of affairs of the Company at the end of the financial year 2014-15 and of the profit or loss of the Company for that period;

iii) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv) The annual accounts for the year 2014-15 have been prepared on a going concern basis.

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

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

ACKNOWLEDGMENTS:

Your Directors take this opportunity to express their sincere appreciation to the shareholders, customers, bankers, suppliers and other business associates for the excellent support and co-operation extended by them.

Your Directors gratefully acknowledge the ongoing co-operation and support provided by the Central and State Governments, Stock Exchanges, SEBI, NSDL, CdSl, RTA, Auditors and other Regulatory Bodies.

DECLARATION BY DIRECTOR OF AFFIRMATION BY DIRECTORS AND SENIOR MANAGEMENT PERSONNEL OF COMPLIANCE WITH THE CODE OF CONDUCT:

The Company do hereby declare that the directors and senior management of the Company have exercised their authority and powers and discharged their duties and functions in accordance with the requirements of the code of conduct as prescribed by the company and have adhered to the provisions of the same.

For and on Behalf of the Board PC Products India Limited Sd/- Place: Hyderabad Arun Kumar Bhangadia Date: 11.08.2015 Director (DIN: 00021024)

Mar 31, 2014

Dear Members,

We have pleasure in presenting the 18th Annual Report with Audited Statements of Accounts for the year ended 31st March 2014.

FINANCIAL RESULTS:

(Rs. in Lakhs)

Particulars 2013-2014 2012-2013

Income 9.13 0.36

Expenditure 1.18 1.13

Profit / Loss for the year 6.69 (0.77)

PERFORMANCE REVIEW:

The Company has recorded a turnover of Rs. 9.13 lakhs and the profit of Rs. 6.69 Lakhs in the current year against the turnover of Rs. 0.36 lakhs and loss of Rs. 0.77 Lakhs in the previous financial year ending 31.03.2013.

The Company has been continuously working on quality up-gradation and cost reduction plans for achieving efficient running of the organisation.

CHANGE IN MANAGEMENT:

Mr. Arun Kumar Bhangadia through Share Purchase Agreement ("SPAÂ) dated 15th May, 204 acquired 28,55,800 equity shares at a price of Rs.0.75 per share from the promoters of Jayavant Industries limited constituting 53% of the total paid-up equity share capital. Accordingly he complied with the provisions of SEBI (SAST) Regulations and further acquired 71000 shares from the public through open offer letter dated 27.06.2014.

So, consequent on acquisition Mr. Arun Kumar Bhangadia joined the Board of Directors of the Company.

DIVIDEND:

No dividend is proposed to be declared for the year.

PUBLIC DEPOSITS:

Your Company has not accepted any deposits falling within the meaning of Sec.58A of the Companies Act, 1956 read with the Companies (Acceptance of Deposits) Rules, during the financial year under review.

LISTING:

The equity shares of your company are listed on Bangalore, Madras and Ahmedabad Stock Exchanges.

CAPITAL OF THE COMPANY:

The Authorised Share Capital of the Company is Rs.6,00,00,000/- divided into 60,00,000 equity shares of 10/- each, Paid up share capital is Rs.5,38,81,000/-divided in to 53,88,100 equity shares of Rs. 10/- each.

MANAGEMENT DISCUSSION AND ANALYSIS:

A detailed review of operations, performance and future outlook of your Company and its business is given in the Management Discussion and Analysis, which forms part of this Report.

DIRECTORS:

During the year, Mr. Arun Kumar Bhangadia, Ms. Sreepriya Mutgi, Mr.Devender Kumar Rathi and Mr.Bellam Praveen were appointed as Additional Directors of the Company w.e.f 06.09.2014.

Mr. Vinod Babulal, who retires by rotation and being eligible, offers himself for re- appointment.

DIRECTORS' RESPONSIBILITY STATEMENT:

In pursuance of Section 217(2AA) of the Companies Amendment Act, 2000 your directors confirm:

i) that the directors in the preparation of the annual accounts the applicable accounting standards have been followed along with proper explanations relating to material departures.

ii) that the directors had 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 at the end of the financial year.

iii) that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safe guarding the assets of the company and for preventing and deleting fraud and other irregularities.

iv) that the directors had prepared the annual accounts on the going concern basis.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUT GO :

The required information as per Sec. 217 (1) (e) of the Companies Act 1956 is provided hereunder:

A. Conservation of Energy:

Your Company's operations are not energy intensive. Adequate measures have been taken to conserve energy wherever possible by using energy efficient computers and purchase of energy efficient equipment.

B. Technology Absorption:

1. Research and Development (R&D) : NIL

2. Technology absorption, adoption and innovation : NIL

C. Foreign Exchange Earnings and Out Go:

Foreign Exchange Earnings : NIL

Foreign Exchange Outgo : NIL

RESEARCH AND DEVELOPMENT:

The Inhouse R&D will be continued in it efforts in the fields of Labour welfare, improved morale, Optimum use and other cost reduction measures which had shown good results when the unit of the company was operational. However, the future activity in this respect will depend on the restarting of the activities of the company.

PARTICULARS OF EMPLOYEES:

There is no employee who is falling under Section 217(2A). Therefore, the disclosures required to be made under Section 217(2A) of the Companies Act, 1956 and the rules made there under are not applicable.

CODE OF CONDUCT:

The Code has been circulated to all the members of the Board and Senior Management and the compliance of the same has been affirmed by them. A declaration signed by the Managing Director is given in Annexure.

AUDITORS:

Sheshagiri B. Kulkarni, Charted Accountant, resigned on 05.09.2014 and the Board of directors proposed the appointment of M/s. N.M. Khatavkar & Co., Charted Accountant as statutory auditors in place of Sheshagiri B. Kulkarni, Charted Accountant to hold office from the conclusion of this Annual General Meeting till the conclusion of the next Annual General Meeting of the company.

CORPORATE GOVERNANCE:

As a listed company, necessary measures have been taken to comply with the listing agreements of Stock Exchanges. A report on Corporate Governance, along with a certificate of compliance from the Auditors forms part of this Report as Annexure.

ACKNOWLEDGEMENTS:

Your directors would like to express their grateful appreciation for assistance and co- operation received from clients, banks, investors, Government, other statutory authorities and all others associated with the company. Your directors also wish to place on record their deep sense of appreciation for the excellent contribution made by the employees at all levels, which enabled the company to achieve sustained growth in the operational performance during the year under review.

For and on Behalf of the Board Jayavant Industries Limited

Sd/- Place: Hubli ArunKumar Bhangadia Date: 06.09.2014 Director (DIN: 00021024)

Mar 31, 2013

Dear Members,

The Directors have pleaure in presenting their Seventeenth Annual Report together with the audited accounts of the Company for the year ended 31st March 2013.

Rs. in Lacs

FINANCIAL RESULTS 2012-13 2011-12

Turnover / Income 0.36 0.43

Profit / loss before taxes 0.77 -8.94

Loss for the year -0.77 -8.94

During the year the Con any could not carry out any substantial business due to the shortage of the working capital funds.

DIVIDEND Looking to the absence of activity and the losses incurred by the Company in the past your directors express their inability to recommend any dividend to the membi rs for the year.

OPERATIONS In the light of no fixed assets owned and business having been stopped, the directors are planning to focus on other activities of the company and on the other lines of business where the investments as comparer to other businesses is less and margins are higher. Your directors however, are under active considerate of various alternative plans of businesses for the future once the working capital funds are available

You are requested to consider the enclosed statement of accounts as drawn upto 31.03.2013 and approve the same.

R & D : The Inhouse R&D ill be continued in its efforts in the fields of Labour welfare, improved morale, Optimum use and other cost reduction measures which had shown good results when the unit of the company was operations However the future activity in this respect will depend on the restarting of the activities of the company.

DIRECTORS: Pursuant to the Provisions of the Companies Act, 1956, Sri Sameer T Singh will retire by rotation and being eligible offers himself for reappointment. You are requested to reappoint Sri Sameer T Singh.

AUDITORS You are requested to apppint Auditors for the Current year and fix their remuneration. Mr Sheshagiri Kulkarni, Char ed Accountants, Hubli who retire at the ensuring Annual General Meeting being eligible offer themselves for reappointment.

DIRECTOR'S RESPONSIBILITY STATEMENT Pursuant to the requirement under section 217(2AA) of the companies Act, 1956 with aspect to Director's Responsibility statement it is hereby confirmed :

1. that in the preparing annual accounts for the financial year ended 31st March 2013 the applicable accounting standards ha been followed alongside proper explanation relating to material departures.

2. that the directors had elected such accounting policies and applied them consistently and made judgments and estimates at were reasonable and prudent so as to give a true and fair view of the state Of affairs of the company the end of the financial year and of the prof or loss of the company for the year under review.

3. that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 ford safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

4. that the directors have not prepared the accounts for the financial year ended 31.03.2013 on a going concern basis as the actvities of the company have been completely 5 stopped for the want of working capital funds and these factors raise substantial doubt that the company ill be able to continue as a going concern.

DEPOSITS During the year under report your company has not accepted or renewed any deposits from the public.

PARTICULARS OF EMPLOYEES There is no employee in the Company who drew Rs 60,00,000 per annum or more, where employed for the whole year or Rs 5,00,000 per Month or lore where employed for part of the year whose particulars are required to be furnished Under Section 217(2A) of the Companies Act, 1956, read with Companies (Particulars of Employees), Rules, 1975.

ADDITIONAL INFORMATION There are no particulars required to be furnished in respect of conservation of energy, technology absorption and foreign exchange earnings and outgo as per section 217(l)(e) of the companies act, 1956 rea with companies (disclosure of particulars In the report of board of directors), rules, 1988 as the Company has not employed any foreign technology there are no foreign exchange earnings and outgo during the period under review, the unit being involved administrative functioning the power consumption is minimal and is mainly for lighting etc,

AUDIT COMMITTEE Pursuant to provisions of Section 292(A) of the Companies Act, 1956 and clause 49 of the listing agreement wit :he Stock Exchanges, an audit committee is constituted under the Chairmanship of Sameer T Singh, an independent director of the company. The Audit Committee had two sittings on 01.09.2012 and 30.04.20 wherein it reviewed the draft final accounts of the company for the year ended 31st March, 2013. The committee also discussed the scope of work a d other related activities of the Audit Committee.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT The Management Discussion and Analysis Report as per requirements under V(A) of the Corporate Governance Provisions described under Clause 49 of the Listing Agreement is furnished in the enclosure forming part of this Report

CORPORATE GOVERNANCE PROVISIONS Pursuant to the provisions of listing Agreement, the Company has adopted Corporate Goverance provisions. Accordingly your Company as complied with the,mandatory requirements of the said Corporate Governance provisions. Corporate Governance Report Is furnished separately forming part of this Annual Report.

INDUSTRIAL RELATIONS inustrial Relations between the workmen and management had continued to be cordial when operation Your Directors express their deep appreciation of the dedicated services rendered by the workmen, staff and officers of the Company,

ACKNOWLEDGEMENTS your Directors place on record their appreciation c the whole-hearted support and co-operation received fro the Financial Institutions, State and Central Government Departments, Banks and Members of the Company.

For and on behalf of the Board

Sameer T Singh Dated: 01.09.2013 Managing Director

Mar 31, 2012

Dear Members,

The Directors have pleaure in presenting their Seventeenth Annual Report together with the audited accounts of the Company for the year ended 31st March 2012.

Rs. in Lacs

FINANCIAL RESULTS 2011-12 2010-11

Turnover / Income 0.43 0.19

Profit / loss before taxes -8.94 -9.95

Loss for the year -8.94 -9.95

During the year the Con any could not carry out any substantial business due to the shortage of the working capital funds.

DIVIDEND Looking to the absence of activity and the losses incurred by the Company in the past your directors express their inability to recommend any dividend to the membi rs for the year.

OPERATIONS In the light of no fixed assets owned and business having been stopped, the directors are planning to focus on other activities of the company and on the other lines of business where the investments as comparer to other businesses is less and margins are higher. Your directors however, are under active considerate of various alternative plans of businesses for the future once the working capital funds are available

You are requested to consider the enclosed statement of accounts as drawn upto 31.03.2013 and approve the same.

R & D : The Inhouse R&D ill be continued in its efforts in the fields of Labour welfare, improved morale, Optimum use and other cost reduction measures which had shown good results when the unit of the company was operations However the future activity in this respect will depend on the restarting of the activities of the company.

DIRECTORS: Pursuant to the Provisions of the Companies Act, 1956, Sri Sameer T Singh will retire by rotation and being eligible offers himself for reappointment. You are requested to reappoint Sri Sameer T Singh.

AUDITORS You are requested to apppint Auditors for the Current year and fix their remuneration. Mr Sheshagiri Kulkarni, Char ed Accountants, Hubli who retire at the ensuring Annual General Meeting being eligible offer themselves for reappointment.

DIRECTOR'S RESPONSIBILITY STATEMENT Pursuant to the requirement under section 217(2AA) of the companies Act, 1956 with aspect to Director's Responsibility statement it is hereby confirmed :

1. that in the preparing annual accounts for the financial year ended 31st March 2013 the applicable accounting standards ha been followed alongside proper explanation relating to material departures.

2. that the directors had elected such accounting policies and applied them consistently and made judgments and estimates at were reasonable and prudent so as to give a true and fair view of the state Of affairs of the company the end of the financial year and of the prof or loss of the company for the year under review.

3. that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 ford safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

4. that the directors have not prepared the accounts for the financial year ended 31.03.2013 on a going concern basis as the actvities of the company have been completely 5 stopped for the want of working capital funds and these factors raise substantial doubt that the company ill be able to continue as a going concern.

DEPOSITS During the year under report your company has not accepted or renewed any deposits from the public.

PARTICULARS OF EMPLOYEES There is no employee in the Company who drew Rs 60,00,000 per annum or more, where employed for the whole year or Rs 5,00,000 per Month or lore where employed for part of the year whose particulars are required to be furnished Under Section 217(2A) of the Companies Act, 1956, read with Companies (Particulars of Employees), Rules, 1975.

ADDITIONAL INFORMATION There are no particulars required to be furnished in respect of conservation of energy, technology absorption and foreign exchange earnings and outgo as per section 217(l)(e) of the companies act, 1956 rea with companies (disclosure of particulars In the report of board of directors), rules, 1988 as the Company has not employed any foreign technology there are no foreign exchange earnings and outgo during the period under review, the unit being involved administrative functioning the power consumption is minimal and is mainly for lighting etc,

AUDIT COMMITTEE Pursuant to provisions of Section 292(A) of the Companies Act, 1956 and clause 49 of the listing agreement wit :he Stock Exchanges, an audit committee is constituted under the Chairmanship of Sameer T Singh, an independent director of the company. The Audit Committee had two sittings on 01.09.2012 and 30.04.20 wherein it reviewed the draft final accounts of the company for the year ended 31st March, 2013. The committee also discussed the scope of work a d other related activities of the Audit Committee.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT The Management Discussion and Analysis Report as per requirements under V(A) of the Corporate Governance Provisions described under Clause 49 of the Listing Agreement is furnished in the enclosure forming part of this Report

CORPORATE GOVERNANCE PROVISIONS Pursuant to the provisions of listing Agreement, the Company has adopted Corporate Goverance provisions. Accordingly your Company as complied with the,mandatory requirements of the said Corporate Governance provisions. Corporate Governance Report Is furnished separately forming part of this Annual Report.

INDUSTRIAL RELATIONS inustrial Relations between the workmen and management had continued to be cordial when operation Your Directors express their deep appreciation of the dedicated services rendered by the workmen, staff and officers of the Company,

ACKNOWLEDGEMENTS your Directors place on record their appreciation c the whole-hearted support and co-operation received fro the Financial Institutions, State and Central Government Departments, Banks and Members of the Company.

For and on behalf of the Board

Sameer T Singh Dated: 01.09.2012 Managing Director

Mar 31, 2011

Dear Members,

Your Directors have pleasure in presenting their Fifteenth Annual Report together with the audited accounts of the Company for the year ended 31st March 2011.

Rs. in Lacs

FINANCIAL RESULTS 2010-11 2009-10

Turnover / Income 0.19 0.28

Profit / Loss before taxes -3.39 -0.02

Loss for the year -3.39 -0,02

During the year the Company could not carry out any substantial business due to the shortage of the working capital funds.

DIVIDEND Looking, to the absence of activity -and the losses incurred by the Company in the past your directors express their inability to recommend any dividend to the members for the year,

OPERATIONS In the light of no fixed assets and business having been stopped, the directors are planning to focus on other activities of the company and on the other lines of business where the investments as compared to other businesses is less and margins are higher. Your directors however, are under active consideration of various alternative plans of businesses for the future once the working capital funds are available.

You are requested to consider the enclosed statement of accounts as drawn upto 31.03.2011 and approve the same.

R & D : The Inhouse R&D will be continued in its efforts in the fields of Labour welfare, improved morale, Optimum use and other cost reduction measures which had shown good results when the unit of the company was operational. However the future activity in this respect will depend on the restarting of the activities of the company.

DIRECTORS: Pursuant to the Provisions of the Companies Act, 1956, Sri Shrenikraj G Kothari will retire by rotation and being eligible, offers himself for reappointment, You are requested to reappoint Sri Shrenikraj G Kothari,

AUDITORS You are requested to appoint Auditors for the Current year and fix their remuneration. Mr Sheshagiri Kulkarni, Chartered Accountants, Hubli who retire at the ensuing Annual General Meeting being eligible offer themselves for reappointment.

DIRECTOR'S RESPONSIBILITY STATEMENT Pursuant to the requirements under Section ' 217(2AA) of the companies Act, 1956 with respect to Director's Responsibility statement it is hereby'confirmed :

1, that in the preparing of annual accounts for the financial year ended 31st March 2011 the applicable accounting standards had been followed alongside proper explanation relating to material departures.

2. that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for the year under review,

3. that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, . 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities,

4. that the directors have not prepared the accounts for the financial year ended 31.03.2011 on a going concern basis as the activities of the company have been completely stopped for the want of working capital funds and these factors raise substantial doub.t that the company will be able to continue as a going concern,

DEPOSITS During the year under report your company has not accepted or renewed any deposits from the public.

PARTICULARS OF EMPLOYEES There is no employee in the Company who drew Rs 60, 00,000 per annum or more, where employed for the whole year or Rs 5,00,000 per Month or more where employed for part of the year whose particulars are required to be furnished Under Section 217(2A) of the Companies Act, 1956, read with Companies (Particulars of Employees), Rules, 1975.

ADDITIONAL INFORMATION There are no particulars required to be furnished in respect of conservation of energy, technology absorption and foreign exchange earnings and outgo, as per section 217(1) (e) of the companies act, 1956 read With companies (disclosure of particulars in the report of board of directors), rules, 1988 as the Company has not employed any foreign technology, there are no foreign exchange earnings and outgo during the period under review, the unit being involved administrative functioning the power consumption is minimal and is mainly for lighting etc.

AUDIT COMMITTEE Pursuant to provisions of Section 292(A) of the Companies Act, 1956 and clause 49 of the listing agreement with the stock Exchanges, an audit committee is constituted under the Chairmanship of Sameer T Singh, an independent director of the company. The Audit Committee had two sittings on Oi.09.2010 and 30.03.2011 wherein it reviewed the draft final accounts of the company for the year ended 31st March, 2010. The Committee also discussed the scope of work and other related activities of the Audit Committee.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT The Management Discussion and Analysis Report as per requirements under CL V (A) of the Corporate Governance Provisions prescribed under Clause 49 of the Listing Agreement is furnished in the enclosure forming part of this Report.

CORPORATE GOVERNANCE PROVISIONS Pursuant to the provisions of Listing Agreement, the Company has adopted Corporate Governance provisions. Accordingly your Company has complied with the mandatory requirements of the said Corporate Governance provisions. Corporate Governance Report is furnished separately forming part of this Annual Report,

INDUSTRIAL RELATIONS Industrial Relations between the workmen and management had continued to be cordial when operational. Your Directors express their deep appreciation of the dedicated .services rendered by. the workmen, staff and officers of the Company.

ACKNOWLEDGEMENTS Your Directors place on record their appreciation of the whole-hearted support and co-operation received from the Financial Institutions, State and Central Government Departments, Banks and Members of the Company.

For and on behalf of the Board

Sameer T Singh Dated : 01.09.2011 Managing Director

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Samsrita Labs Ltd. குறித்த கூடுதல் தகவல்களை

Samsrita Labs Ltd. டூல்ஸ்
பல்க் டீல்ஸ்
Samsrita Labs Ltd. நிறுவன தகவல்கள்
நிறுவன சுயவிவரம்
நிறுவன வரலாறு
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நிறுவன வரலாறு
மும்பை பங்குச் சந்தையில் விலை வரலாறு
Samsrita Labs Ltd. முக்கிய நிதியில் விகிதங்கள்
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Samsrita Labs Ltd.-இன் இயக்குநர் அறிக்கை

1. FINANCIAL SUMMARY/HIGHLIGHTS:

2. REVIEW OF OPERATIONS:

3. DIVIDEND:

4. BUSINESS UPDATE AND STATE OF COMPANYâS AFFAIRS:

5. RESERVES:

6. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

7. MATERIAL CHANGES AND COMMITMENTS:

8. REVISION OF FINANCIAL STATEMENTS:

9. SHARE CAPITAL:

10. UNPAID / UNCLAIMED DIVIDEND:

11. INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

12. DIRECTORS OR KMP APPOINTED OR RESIGNED:

Appointments:

Resignation:

13. DECLARATION FROM INDEPENDENT DIRECTORS ON ANNUAL BASIS:

14. BOARD MEETINGS:

15. BOARD EVALUATION:

17. RATIO OF REMUNERATION TO EACH DIRECTOR:

18. DIRECTORâS RESPONSIBILITY STATEMENT:

19. DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS:

20. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB SECTION (12) OFSECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT:

21. CEO/ CFO CERTIFICATION:

22. INFORMATION ABOUT THE FINANCIAL PERFORMANCE / FINANCIAL POSITION OF THESUBSIDIARIES / ASSOCIATES/ JOINT VENTURES:

23. DETAILS OF DEPOSITS NOT IN COMPLIANCE WITH THE REQUIREMENTS OF THE ACT:

24. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

25. RELATED PARTY TRANSACTIONS:

26. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO:

27. COMMITTEES:

28. COMPOSITION OF CSR COMMITTEE AND CONTENTS OF CSR POLICY:

29. VIGIL MECHANISM/WHISTLE BLOWER POLICY:

30. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

31. STATUTORY AUDITORS AND STATUTORY AUDITORS REPORT:

32. ANNUAL SECRETARIAL COMPLIANCE REPORT:

33. SECRETARIAL AUDIT REPORT:

34. INTERNAL AUDITORS:

35. SECRETARIAL STANDARDS:

36. DECLARATION BY THE COMPANY:

37. ANNUAL RETURN:

38. DISCLOSURE ABOUT COST AUDIT:

39. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

40. FAMILIARISATION PROGRAMMES FOR INDEPENDENT DIRECTORS:

41. INSURANCE:

42. CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:

43. NON-EXECUTIVE DIRECTORSâ COMPENSATION AND DISCLOSURES:

45. CODE OF CONDUCT FOR THE PREVENTION OF INSIDER TRADING:

46. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,PROHIBITION AND REDRESSAL) ACT, 2013:

47. INDUSTRY BASED DISCLOSURES AS MANDATED BY THE RESPECTIVE LAWS GOVERNING THECOMPANY:

48. FAILURE TO IMPLEMENT CORPORATE ACTIONS:

49. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY ANDBANKRUPTCY CODE, 2016:

50. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT ANDVALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

51. POLICIES:

52. EVENT BASED DISCLOSURES:

53. INTERNAL AUDIT AND FINANCIAL CONTROLS:

54. CONSOLIDATED FINANCIAL STATEMENTS:

55. NAMES OF THE COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES, JOINTVENTURES OR ASSOCIATE COMPANIES DURING THE YEAR:

56. DETAILS RELATING TO DEPOSITS, COVERING THE FOLLOWING:

57. CREDIT & GUARANTEE FACILITIES:

58. RISK MANAGEMENT POLICY:

59. ENVIRONMENTS AND HUMAN RESOURCE DEVELOPMENT:

60. STATUTORY COMPLIANCE:

61. DEVIATIONS, IF ANY OBSERVED ON FUNDS RAISED THROUGH PUBLIC ISSUE, PREFERENTIALISSUE ETC:

62. CHANGE IN OBJECTS OF THE COMPANY

63. ACKNOWLEDGEMENTS:

For and on behalf of the Board ofSamsrita Labs Limited

Sd/-

1. FINANCIAL SUMMARY/HIGHLIGHTS:

2. REVIEW OF OPERATIONS:

3. DIVIDEND:

4. BUSINESS UPDATE AND STATE OF COMPANYâS AFFAIRS:

5. RESERVES:

6. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

7. MATERIAL CHANGES AND COMMITMENTS:

8. REVISION OF FINANCIAL STATEMENTS:

9. SHARE CAPITAL:

10. UNPAID / UNCLAIMED DIVIDEND:

11. INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

12. DIRECTORS OR KMP APPOINTED OR RESIGNED:

Appointments:

Resignation:

4. BUSINESS UPDATE AND STATE OF COMPANYâS AFFAIRS:

18. DIRECTORâS RESPONSIBILITY STATEMENT:

20. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB SECTION (12) OF
SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT:

22. INFORMATION ABOUT THE FINANCIAL PERFORMANCE / FINANCIAL POSITION OF THE
SUBSIDIARIES / ASSOCIATES/ JOINT VENTURES:

43. NON-EXECUTIVE DIRECTORSâ COMPENSATION AND DISCLOSURES:

46. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013:

47. INDUSTRY BASED DISCLOSURES AS MANDATED BY THE RESPECTIVE LAWS GOVERNING THE
COMPANY:

49. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND
BANKRUPTCY CODE, 2016:

50. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND
VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

55. NAMES OF THE COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES, JOINT
VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR:

61. DEVIATIONS, IF ANY OBSERVED ON FUNDS RAISED THROUGH PUBLIC ISSUE, PREFERENTIAL
ISSUE ETC:

For and on behalf of the Board of
Samsrita Labs Limited

4. BUSINESS UPDATE AND STATE OF COMPANYâS AFFAIRS:

18. DIRECTORâS RESPONSIBILITY STATEMENT:

20. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB SECTION (12) OF
SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT:

22. INFORMATION ABOUT THE FINANCIAL PERFORMANCE / FINANCIAL POSITION OF THE
SUBSIDIARIES / ASSOCIATES/ JOINT VENTURES:

43. NON-EXECUTIVE DIRECTORSâ COMPENSATION AND DISCLOSURES:

46. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013:

47. INDUSTRY BASED DISCLOSURES AS MANDATED BY THE RESPECTIVE LAWS GOVERNING THE
COMPANY:

49. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND
BANKRUPTCY CODE, 2016:

50. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND
VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

55. NAMES OF THE COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES, JOINT
VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR:

61. DEVIATIONS, IF ANY OBSERVED ON FUNDS RAISED THROUGH PUBLIC ISSUE, PREFERENTIAL
ISSUE ETC:

For and on behalf of the Board of
Samsrita Labs Limited