Year End :2025-03

Your Directors are happy to present the 35^th Annual Report together with the Audited Financial Statements of the Company for the
year ended 31^st March 2025.

1. PERFORMANCE

For FY 2024-25, your company recorded a revenue of ^ 3,482.22 million as compared to ^ 2,923.05 million in the previous
year which in terms of growth is 19.1%, over previous year. The EBIDTA for FY 2024-25 is 36.2% as compared to 33.4% of the
previous year.

Financial performance of the Company for the year ended 31^st March 2025 is summarized below:

(^ in millions)

Sl. No.	Particulars	Year ended March 31, 2025	Year ended March 31, 2024
I	Total Income	3,482.22	2,923.05
	i) Expenses other than Finance costs and Depreciation	2,220.33	1,945.56
	ii) Finance costs	19.00	21.01
	iii) Depreciation	352.89	331.44
II	Total Expenses (i ii iii)	2,592.22	2,298.01
	PBT (I-II) - Before Exceptional Items	890.00	625.04
	Less: Exceptional Items	-	-
III	PBT- After Exceptional Items	890.00	625.04
IV	Tax Expense	222.45	136.93
V	PAT (IM-IV)	667.55	488.11
VI	Profit/(Loss) for the period from discontinued operations	5.87	(78.02)
VII	PAT from continued & discontinued operations (V VI)	673.42	410.09
VIII	Other comprehensive (loss) / income	(0.37)	(2.33)
IX	Total Comprehensive income for the year (VII VIII)	673.05	407.76

2. MANAGEMENT DISCUSSION AND ANALYSIS
Macro Economy
Global Economy

In 2025, the global economy remains marked by heightened
uncertainty, despite signs of stabilization seen through
2024. While inflation was gradually aligning with central
bank targets through the last year, it continues to display
regional disparities. Labour markets, though showing
early signs of normalization, are yet to fully stabilise.
Against this backdrop, overall global growth has remained
subdued, averaging around 3%. The recent imposition of
wide-ranging tariffs, primarily by the United States, has
disrupted established trade flows, triggered volatility in
financial markets, and rekindled protectionist sentiments,
all of which are contributing to a more fragile and cautious
global economic environment.

The pace of economic activity has also weakened in recent
months. Retail sales and industrial production data reflect

a slowdown, with hiring momentum easing and layoffs
becoming more frequent across various economies. In the
United States, optimism among consumers and businesses
has been replaced by growing caution, coinciding with a
wave of new trade measures. Inflation remains above
central bank targets in many countries, driven by persistent
services inflation and a recent uptick in core goods prices.
While trade volumes experienced a brief boost from
inventory build-ups in anticipation of new tariffs in late
2024, they are now expected to soften as the full effects of
the trade restrictions take hold.

There is a notable divergence in economic performance
across major economies.

• The United States, which previously saw robust
domestic consumption, is beginning to show signs of
a cyclical slowdown.

• Europe continues to grapple with subdued demand,
high energy costs, and sluggish industrial activity.

• China's domestic demand remains under pressure

due to prolonged weakness in the real estate sector
and ongoing deflationary trends, despite supportive
policy measures.

These country-specific challenges are further compounded
by long-standing structural issues, including falling labor
productivity and aging populations in several advanced and
emerging economies.

Against this backdrop, policy options are increasingly
constrained. Several governments have limited fiscal space
following extensive support measures during the pandemic and
the recent energy crisis. Elevated interest rates are pushing up
debt servicing costs, particularly in highly indebted economies.
With inflation expectations rising once again, central banks are
left with less room to manoeuvre without compromising their
credibility.

Outlook

Looking ahead, the global growth forecast has been revised
downward by the International Monetary Fund, with output
expected to slow to 2.8% in 2025, before edging up to 3.0% in
2026. This outlook reflects the immediate drag from new tariff
measures, supply chain disruptions, and broader geopolitical
tensions. The baseline scenario is accompanied by significant
uncertainty, with alternate paths depending on the evolution
of trade policies. The United States and China are projected
to be most directly impacted, though the ripple effects will
be felt worldwide. Additionally, fiscal tightening in advanced
economies and fluctuations in commodity prices may continue
to weigh on growth.

(Source: IMF_WEO_April_2025 (GLOBAL PROSPECTS AND
POLICIES))

Indian Economy

India has shown its resilience amid global headwinds with
government's sustained focus on infrastructure development
and job creation. Regulatory reforms are expected to strengthen
manufacturing, while the services and agriculture sectors
remain robust. New tax incentives for the middle class are also
set to drive economic activity.

The Asian Development Bank (ADB) projects India's GDP to
grow by 6.7% in FY26, driven by strong domestic demand,
rising rural incomes, a resilient services sector, and moderating
inflation, boosting consumer confidence. Growth is expected
to rise further to 6.8% in FY27, supported by accommodative
monetary and fiscal policies.

Private consumption will remain a key growth engine, backed
by higher rural incomes and urban middle-class spending, aided
by personal income tax cuts. Inflation is projected to moderate
to 4.3% in FY2025 and 4.0% in FY2026, potentially allowing
monetary easing.

The services sector will lead growth through exports in business
services, education, and healthcare whereas agriculture is
expected to perform well, especially with strong rabi (winter)
sowing of wheat and pulses.

Urban infrastructure investment is set to rise, supported by a
new $1.17 billion government fund. While global uncertainties
may temper private investment in the near term, improvements
are expected with lower borrowing costs and pro-investment
reforms.

Outlook

India's economic outlook remains broadly positive despite
external headwinds, on the back of strong fundamentals,
proactive policies, and a favourable investment climate.
While global risks such as rising U.S. tariffs on Indian exports
and potential commodity price surges pose challenges, the
country's stable macroeconomic framework and ongoing
structural reforms are expected to mitigate their impact and
support sustained medium-term growth.

(Source: Asian Development Bank_ Outlook Apr 2025)

Industry Overview

Contract Research Organisation

Global

The global Contract Research Organization (CRO) market is
projected to grow from an estimated USD 69.56 billion in
2025 to approximately USD 126.17 billion by 2034, registering
a CAGR of 6.85% over the forecast period. In North America,
the CRO market exceeded USD 28.63 billion in 2024 and is
expected to expand at a CAGR of 6.88% throughout the same
timeframe. This growth trajectory underscores the increasing
reliance of pharmaceutical and biotechnology companies on
CROs to streamline drug development processes and enhance
operational efficiency.^

• Drug Discovery services

The global drug discovery services market is projected to
reach USD 24.26 billion in 2025, up from USD 21.26 billion
in 2024, and is expected to grow at a CAGR of 14.13%,
reaching approximately USD 79.71 billion by 2034.

Small-molecule drugs continue to lead the market due to their simpler chemical structures and well-established regulatory pathways. In contrast, biologics represent the fastest-growing segment, driven by rising demand for targeted therapies and the increasing complexity of disease biology. Given the stringent approval process for biologics and the complexity of demonstrating bioequivalence is an excellent opportunity for CROs to expand their capabilities to support biologic drug discovery (NBE) and advanced testing services. The high cost and complexity of in-house drug development are driving pharmaceutical companies to increasingly outsource discovery and development to CROs, leveraging their expertise, scalability, and cost efficiency. Surging R&D investments in the pharmaceutical and biopharmaceutical sectors are fueling demand for nonclinical and preclinical testing services, particularly toxicology, which contributes to nearly 50% of preclinical drug failures. Evolving regulatory requirements in the U.S. and Europe are further accelerating the need for specialized contract research organization (CRO) services. (Source: Precedence Research) • Pre-Clinical services

The global preclinical CRO set to grow from USD 6.25
billion in 2024 to USD 14.34 billion by 2034, representing
a CAGR of 8.73%. In 2024, North America held the largest
share of the preclinical CRO market at 48%, while the Asia
Pacific region is expected to experience the fastest growth
through 2034. The importance of preclinical CROs has
grown significantly alongside the increasing complexity of
drug development. Today's biopharmaceutical landscape is
marked by the rise of specialized and advanced therapies,
such as biologics, gene therapies, and personalized
medicine, all of which require highly specialized preclinical
testing protocols to assess their safety and therapeutic
potential. As R&D budgets for drug development continue
to rise, there is a greater demand for preclinical CRO
services, driving market growth. Additionally, the surge in
preclinical trials involving large molecules, coupled with

the pressure to reduce R&D costs, is expected to further
amplify the need for high-quality preclinical CRO support
over the forecast period.

The toxicology testing business dominated the preclinical
CRO market in 2024, driven by its critical role and the
advanced capabilities CROs offer in this area. As companies
increasingly outsource noncore preclinical work, demand
for toxicology services continues to rise, boosted by the
value-added offerings of CROs. Notably, about 50% of
preclinical trials fail due to toxicology issues, underscoring
its importance and fueling further growth for preclinical
CRO services.

Bioanalysis and DMPK studies business is expected to
register the fastest CAGR of 9.3%. This growth is fuelled
by the increasing demand for pharmacokinetic services,
which play a crucial role in supporting toxicology testing
during IND-enabling studies. Furthermore, bioanalysis and
DMPK research are essential throughout the entire drug
formulation process, not just in the preclinical stage. The
broad need for these services across multiple phases of
drug development is driving the expansion.

(Source: Towards Healthcare, Grandview research)

> Non-Clinical testing:

The non-clinical testing market for agrochemicals and
specialty chemicals is gaining traction due to increasing
regulatory scrutiny, environmental safety concerns, and
the growing demand for sustainable and safe chemical
use across industries. These tests—covering toxicology,
ecotoxicology, environmental fate, and residue studies—
are essential to meet global compliance standards
such as OECD, EPA, REACH, and BPR. The global non¬
clinical testing market for agrochemicals is expected to
grow steadily, with CAGR estimates ranging from 6% to
8% through 2030.

Rising environmental and health concerns are pushing
companies to develop safer, more eco-friendly
formulations, requiring detailed toxicological and
environmental safety testing. New pesticide formulations,
biologicals, and precision ag-tech inputs require rigorous
non-clinical validation before commercialization.

Increasing R&D complexity and cost pressures are
encouraging agrochemical and specialty chemical
companies to outsource non-clinical testing to contract
research organizations (CROs).

(Source: Magna Intelligence)

> Bioanalytical testing and bioavailability/bioequivalence
(BA/BE)

Bioanalytical testing and bioavailability/
bioequivalence (BA/BE) studies are essential to the
drug development process particularly for generics,
biosimilars, and complex formulations. These services,

conducted under stringent GxP compliance, support
pharmacokinetics (PK), toxicokinetics (TK), and drug
metabolism assessments critical for regulatory approvals.
As drug development grows more complex and cost-
sensitive, pharmaceutical and biotech companies are
increasingly outsourcing bioanalytical and BA/BE services
to contract research organizations (CROs) and specialized
labs. This shift enables faster timelines, cost efficiency, and
access to cutting-edge analytical technologies.

The global bioanalytical testing market is projected to
expand from USD 4.5 billion in 2023 to over USD 8 billion
by 2030, growing at a CAGR of 8-10%. The BA/BE service is
expected to see steady growth, fuelled by rising demand
for generics, biosimilars, and complex dosage forms across
both mature and emerging markets.

Regulatory mandates requiring proof of therapeutic
equivalence continue to drive BA/BE demand, particularly
in cost-sensitive regions such as India, China, and Latin
America. India, in particular, has established itself
as a global hub for BA/BE studies, thanks to its cost
advantages, regulatory maturity (DCGI, CDSCO), and
growing CRO infrastructure.

Additionally, the rise of modified-release
formulations and biologics/biosimilars is increasing the
need for tailored bioanalytical methods and specialized
assay capabilities, presenting significant growth
opportunities for CROs with expertise in large molecule
analysis and custom study designs.

(Source: Grand View Research)

Growth drivers:

Several key factors are driving the expansion of the CRO
market. Notably, the surge in biopharmaceutical research
and development activities has heightened the demand for
specialized services offered by CROs. These organizations
provide comprehensive support across various stages of drug
development, regulatory consulting, laboratory services,
etc. Additionally, the growing complexities and the need for
regulatory compliance have further amplified the demand for
CRO expertise.

Geographical growth:

• North America leads the CRO market, contributing
approximately 40% of the global market share.

• The United States, in particular, stands out as a
significant contributor, driven by its advanced healthcare
infrastructure, substantial pharmaceutical industry, and
favourable regulatory environment.

• Other regions, including Europe and Asia, are also
witnessing notable growth, attributed to increasing
investments in healthcare and research initiatives.

The CRO market is poised for continued growth, driven by
advancements in biopharmaceutical research, the complexity
of clinical trials, and the strategic outsourcing of drug
development processes. Companies operating in this sector
are well-positioned to capitalize on these trends by offering
specialized services that cater to the evolving needs of the
pharmaceutical and biotechnology industries.

(Source: Precedence Research, PR Newswire, Technavio)

India

The Indian Contract Research Organization (CRO) market has
demonstrated robust growth, with its valuation increasing from
USD 0.69 billion in 2023 to an anticipated USD 1.32 billion by
2032, reflecting a CAGR of 7.23%. This expansion is primarily
driven by India's strategic positioning as a cost-effective hub for
clinical trials, bolstered by a large and diverse patient population,
skilled workforce, and an evolving regulatory landscape that
facilitates accelerated drug development processes.

• Drug Discovery Outsourcing:

The Indian drug discovery outsourcing market is
experiencing robust growth, projected to expand at
a CAGR of 10.6% from 2025 to 2030. This growth is
driven by India's competitive advantages, including cost-
effective research and development (R&D) services,
a skilled workforce, and adherence to international
quality standards. Additionally, supportive government
initiatives and investments in R&D infrastructure are
further bolstering the sector's expansion. The market's
evolution reflects India's increasing prominence as a
global hub for pharmaceutical innovation and outsourcing.
(Source: Grand View Research)

• Pre-Clinical Services:

The Indian preclinical Contract Research Organization
(CRO) market is experiencing significant growth, projected
to reach USD 393.6 million by 2030, with a CAGR of
11.4% from 2024 to 2030. This expansion is driven by
several factors, including India's cost-effective research
environment, a skilled workforce, and increasing global
outsourcing of research and development (R&D)
activities. Key services within the market encompass
toxicology testing, bioanalysis, and drug metabolism and
pharmacokinetics (DMPK) studies, with toxicology testing
leading in revenue share and bioanalysis and DMPK studies
exhibiting the fastest growth. The biopharmaceutical
sector is the primary end-user, accounting for a significant
portion of the market share, due to the demand for
rigorous safety and efficacy testing in drug development.
Technological advancements, such as high-throughput
screening and advanced imaging techniques, have further
enhanced the capabilities of preclinical CROs in India,
making the country a preferred destination for preclinical

(Source: Grand View Research, MarkNtel, GIIResearch)

• Bioanalytical testing and bioavailability/bioequivalence
(BA/BE)

India has become a prominent global centre for
Bioavailability/Bioequivalence (BA/BE) studies, thanks to
its cost-efficient research environment and a vast pool
of skilled professionals. Numerous Contract Research
Organizations (CROs) and pharmaceutical companies in
the country actively conduct BA/BE studies, playing a vital
role in the global supply of generic medications.

The rising demand for BA/BE studies in India is fuelled by:

• Expansion of the generic pharmaceutical market

• Regulatory mandates from key regions including the US,
Europe, and others

• India's strategic role as a major exporter of generic drugs

The bioequivalence studies market in India is projected to reach

a revenue of USD 42.6 million by 2030, growing at a CAGR of 9%

between 2024 and 2030.

(Source: Credevo, Grand View Research)

Growth drivers:

Several factors contribute to the market's growth trajectory.

• The globalization of clinical trials has led to increased
outsourcing of research and development activities to
India, owing to its competitive advantages in terms of cost
and efficiency.

• Additionally, the adoption of digital technologies, such
as real-time data analytics, has enhanced the speed and
accuracy of clinical research.

• Furthermore, the Indian government's initiatives,
including the National Biopharma Mission and tax
incentives for R&D activities, have fostered a conducive
environment for innovation and investment in the
pharmaceutical sector.

Trends in the Indian CRO market:

• Oncology has emerged as a dominant therapeutic area
within the Indian CRO market, driven by the increasing
incidence of cancer and the demand for novel therapeutic
solutions.

• The pharmaceutical and biopharmaceutical sectors are the
primary end-users of CRO services, capitalizing on India's
capabilities to conduct large-scale clinical trials at reduced
costs compared to Western counterparts.

• This trend is further supported by collaborations between
Indian CROs and global pharmaceutical companies, aiming
to expedite the development and commercialization of
new therapies.

The Indian CRO market is poised for continued growth, boosted
by advancements in digital health technologies, a supportive
regulatory framework, and an expanding pipeline of innovative
therapies. As global pharmaceutical companies increasingly
seek efficient and cost-effective solutions for drug development,
India's CRO sector is well-positioned to play a pivotal role in the
global healthcare ecosystem.

(Source: MarketResearchFuture)

Pharmaceutical Analytical Testing
Global

The pharmaceutical analytical testing market is experiencing
significant growth, projected to increase from USD 9.74 billion
in 2025 to USD 14.58 billion by 2030, reflecting a CAGR of 8.41%
during the forecast period. This expansion is primarily driven
by the increasing number of clinical trials, the rising focus on
analytical testing services for biologics and biosimilars, and the
growing trend of outsourcing laboratory testing services.

The GMP analytical testing services market is poised for
sustained growth, driven by regulatory imperatives, the rise
of complex generics, biologics, biosimilars and peptides.
Companies offering advanced analytical capabilities are well-
positioned to capitalize on the growing demand for high-
quality, compliant pharmaceutical products. Global Regulatory
mandate rigorous testing and validation processes for drug
development, making GMP analytical services essential for
ensuring product safety and quality.

The increasing demand for complex generics, biologics,
biosimilars and peptides necessitates detailed analysis for
characterisation, potency, purity, impurity analysis and stability,
thereby driving the need for specialized GMP analytical services.
The adoption of advanced analytical technologies, such as
mass spectrometry, high-performance liquid chromatography
(HPLC), and next-generation sequencing (NGS), is transforming
the GMP analytical services market by providing more accurate
and efficient testing solutions

The rise of complex products, biologics and combination
products and growing adoption of single-use components in
pharmaceutical manufacturing has heightened the importance
of Extractables & Leachables to detect potential contaminants

from packaging and delivery systems and prevent them from
affecting product quality. The detection of carcinogenic
nitrosamines in medications has heightened awareness and
demand for rigorous testing to prevent contamination and
ensure patient safety. Agencies such as the EMA and FDA
have implemented strict guidelines to control nitrosamine
impurities and ensure the safety of pharmaceutical products.
Innovations in analytical methods, such as high-resolution mass
spectrometry, have enhanced the detection and quantification
of trace impurities, bolstering the capabilities of testing services.

Maintaining GMP compliance requires significant investment in
infrastructure, equipment, and skilled personnel, which can be
a barrier for small and medium-sized enterprises.

(Source: Imarc Group)

Growth drivers:

Key factors contributing to market growth include:

• the heightened emphasis on analytical assessments of
biosimilars and biologics, which are critical for regulatory
approvals

• Initiatives by health regulatory bodies, such as the World
Health Organization's efforts to enhance clinical trial
infrastructure in various therapeutic areas, are expected
to propel the growth of the pharmaceutical analytical
testing services market

• Pharmaceutical companies are increasingly outsourcing
analytical testing to specialized contract research
organizations (CROs) to reduce operational costs, gain
access to advanced technologies, and expedite drug
development.

These initiatives facilitate the ethics and regulatory approval
processes, thereby fostering an environment conducive to the
adoption of pharmaceutical analytical services.

Geographic distribution:

• North America currently holds the largest market share
in the pharmaceutical analytical testing market, driven by
substantial investments in research and development

• Asia Pacific is anticipated to be the fastest-growing
market during the forecast period, attributed to the
increasing number of clinical trials and the expansion of
pharmaceutical research activities in the region

Market outlook:

The pharmaceutical analytical testing market is poised for
continued growth, underpinned by advancements in analytical
methodologies, supportive regulatory frameworks, and an
expanding pipeline of pharmaceutical products. As the industry
increasingly focuses on ensuring the safety, efficacy, and quality
of new drugs, the demand for comprehensive analytical testing
services is expected to rise, positioning the market for sustained
expansion in the coming years.

(Source: Morder Intelligence)

India

The India Pharmaceutical Analytical Testing Outsourcing market
is poised for significant growth, with projections indicating a
rise to USD 308.7 million by 2030, reflecting a CAGR of 10.7%
during the forecast period.

Market Segmentation and Trends:

• Service Segments:

• Other Testing Services: This segment was the
largest revenue contributor in 2023, accounting for
approximately 40.12% of the market share.

• Bioanalytical Testing: Identified as the fastest-growing
segment, it is expected to experience significant
growth throughout the forecast period.

• End Users:

• The market serves pharmaceutical companies,
biopharmaceutical companies, and contract research
organizations, each contributing to the demand for
outsourced analytical testing services.

In the Asia Pacific region, India is anticipated to register the
highest CAGR from 2024 to 2030, underscoring its emerging
prominence in the pharmaceutical analytical testing outsourcing
sector.

Key Market Drivers:

• Cost Efficiency: Outsourcing analytical testing services
allows pharmaceutical companies to reduce operational
costs associated with in-house testing facilities.

• Regulatory Compliance: The need to adhere to stringent
regulatory standards drives companies to seek specialized
external testing services.

• Focus on Core Competencies: By outsourcing, companies
can concentrate on their primary areas of expertise, such
as drug discovery and development.

• Technological Advancements: The adoption of advanced
analytical techniques and technologies by outsourcing
firms enhances the quality and reliability of testing
services.

Outlook:

The Indian pharmaceutical analytical testing outsourcing
market is on an upward trajectory, driven by increasing demand
for high-quality testing services, cost-effective solutions, and
adherence to stringent regulatory standards. India is set to
become a key player in the global pharmaceutical analytical
testing outsourcing landscape.

(Source: Grand View Research, Grand view Research Asia)

Testing, Inspection & Certification Market

Global

The global Testing, Inspection, and Certification (TIC) market
is projected to grow from USD 239.48 billion in 2025 to USD
282.76 billion by 2030, reflecting a CAGR of 3.4%. This steady
growth trajectory highlights the sector's resilience and its
critical role across multiple industries.

Several macroeconomic and industry-specific factors are
contributing to this expansion:

• Strengthening regulatory compliance requirements are
driving demand for standardized and independent quality
assurance services.

• Increased consumer awareness regarding product quality,
safety, and sustainability is encouraging manufacturers and
service providers to prioritize third-party certifications.

• Technological advancements, including the digitalization
of TIC services through automation and AI-enabled
inspection systems, are enhancing service delivery and
market scalability.

Key sectors fuelling growth include industrial manufacturing,
consumer goods, food safety, and energy. In addition, the rise
of electric vehicles (EVs) and the global shift toward renewable
energy are opening new avenues for specialized TIC services.

Global regulatory bodies continue to adopt more stringent
quality and safety standards, reinforcing the critical role
of TIC services in ensuring compliance and risk mitigation.
Simultaneously, the globalization of supply chains and the
expansion of international trade are further amplifying the
need for reliable testing and certification.

In alignment with these trends, our strategic investments in
digital capabilities and sector diversification position us well
to capitalize on emerging opportunities and sustain long-term
value creation for our stakeholders.

(Source: MarketsAndMarkets)

Indian

TIC services are essential for ensuring product quality, safety,
and regulatory compliance across various industries. As India
strengthens its product standards and seeks to meet global
export requirements, the TIC market is expected to grow
steadily. India's Testing, Inspection, and Certification (TIC)
market is projected to reach USD 23,457.5 million by 2030, with
a CAGR of 5.4% from 2025 to 2030.

In 2024, testing was the largest revenue-generating service in
India's TIC market, while certification emerged as the fastest-
growing and most lucrative business during the forecast period.
India accounted for 4.3% of the global TIC market revenue in
2024. However, China is expected to lead the global TIC market
by revenue in 2030, with India following closely in the Asia
Pacific region. China is also forecasted to be the fastest-growing
market in the region, reaching USD 69,089.4 million by 2030.

Factors driving growth in India's TIC market

The growth of India's TIC market is driven by several factors,
including stringent regulatory compliance enforced by bodies
such as the Bureau of Indian Standards (BIS) and the Food
Safety and Standards Authority of India (FSSAI), particularly
across food, electronics, and healthcare industries. Additionally,
infrastructure initiatives such as "Make in India" and the "Smart
Cities Mission" are fuelling the demand for construction material
testing and inspection. The expanding pharmaceutical sector,
including APIs and generic drugs, also requires comprehensive
TIC processes to meet both domestic and international health
standards.

Challenges

However, the market faces challenges related to quality
assurance and compliance, as ensuring adherence to stringent
regulations across industries is critical. The demand for
qualified professionals and advanced testing equipment is also
increasing, requiring continuous investment in these areas.
Additionally, raising awareness about the importance of TIC
services in enhancing consumer confidence and facilitating
international trade remains essential for sustained market
growth.

India's TIC market is poised for significant expansion, supported
by regulatory demands, infrastructure development, and the
growth of key industries. To fully capitalize on this growth,
addressing challenges related to compliance, skilled workforce
availability, and awareness will be crucial for the market's
continued success.

(Source: Grand View Research, 6Wresearch)

Food Testing Industry
Global

The global food safety testing market is poised for significant
growth, with projections indicating an increase from USD
25.33 billion in 2025 to USD 36.25 billion by 2030, reflecting
a compound annual growth rate (CAGR) of 7.43% during the
forecast period. This expansion is driven by heightened consumer
awareness of food quality, stringent regulatory standards, and
the globalization of food supply chains, necessitating rigorous
testing protocols to ensure food safety and compliance.

Growth drivers:

• Technological advancements are playing a pivotal role in
transforming the food safety testing landscape.

• The integration of artificial intelligence (AI), machine
learning (ML), and blockchain technologies is enhancing
diagnostic capabilities, enabling more accurate and
efficient detection of contaminants.

• Innovations such as food fingerprinting, which utilizes
spectroscopic and spectrometric data, are emerging
as powerful tools for food authentication and safety
verification.

Geographical distribution:

• The Asia Pacific region is anticipated to witness the
fastest growth in the food safety testing market, driven
by the expansion of the food processing sector and
the enforcement of stringent food safety regulations in
countries such as India and China.

• The increasing demand for processed foods and the rising
awareness of foodborne illnesses are further propelling
the need for comprehensive testing solutions in the region.

(Source: Mordar Intelligence, IMARC, Precedence Research,
Allied Market Research)

India

The India Food Safety Testing Market was valued at
approximately USD 831.6 million in 2024 and is projected to
reach USD 1,799.4 million by 2033, reflecting a compound
annual growth rate (CAGR) of 8.92% during the forecast period
from 2025 to 2033. This growth is primarily driven by increasing
consumer awareness regarding foodborne illnesses and the
rising demand for safe and quality food products. The market's
expansion underscores the critical importance of food safety in
India's evolving food industry.

Growth Drivers:

Several factors contribute to the robust growth of the food
safety testing market in India.

• There is a significant rise in consumer awareness about
foodborne illnesses, leading to a heightened demand for
stringent safety measures.

• Additionally, the implementation of stringent regulatory
frameworks has necessitated rigorous testing and
compliance, further driving the demand for food safety
testing services.

These factors collectively underscore the critical role of food
safety testing in ensuring public health and maintaining
consumer confidence in food products.

• The market is witnessing significant advancements
in testing technologies, enhancing the efficiency and
accuracy of food safety assessments.

• Techniques such as Polymerase Chain Reaction (PCR)-based
assays, immunoassay-based methods, and agar culturing
are increasingly being employed to detect contaminants
and pathogens in food products. These innovations are
pivotal in addressing emerging food safety challenges and
ensuring compliance with evolving regulatory standards.
The Indian government, through the Food Safety and
Standards Authority of India (FSSAI), has established
comprehensive regulations to ensure food safety across
the country. These regulations mandate rigorous testing
and compliance, prompting food producers and processors
to adopt advanced testing methodologies.

The stringent regulatory environment not only safeguards
public health but also fosters a culture of quality assurance
within the food industry, thereby driving the demand for food
safety testing services.

(Source: IMARC, astuteanalvfica. Precedence Research)

Electrical and Electronics Testing

Global

The EMC and EMI testing services market encompasses various
testing types, including emissions testing, immunity testing, and
electrostatic discharge (ESD) testing. These services are vital
across multiple industries, including automotive, aerospace,
telecommunications, healthcare, and consumer electronics, to
ensure compliance with international standards and regulatory
requirements.

The global Electromagnetic Compatibility (EMC) and
Electromagnetic Interference (EMI) testing services market
is experiencing significant growth, driven by the increasing
complexity of electronic devices and stringent regulatory
standards. Valued at approximately USD 2.55 billion in 2023, the
market is projected to reach USD 3.99 billion by 2030, reflecting
a CAGR of 5.8% during the forecast period from 2024 to 2030.

Growth drivers:

• The growth is primarily attributed to the proliferation
of smart devices, the Internet of Things (IoT), and
advancements in wireless communication technologies
such as 5G.

• As electronic systems become more integrated and operate
at higher frequencies, ensuring their electromagnetic
compatibility is crucial to prevent interference that could
lead to device malfunction or failure.

Geographical distribution:

• Asia-Pacific region is anticipated to witness substantial
growth in the EMC testing services market, owing to rapid

industrialization and the expansion of the electronics
manufacturing sector in countries like China, Japan, and
South Korea.

• The increasing adoption of electric vehicles (EVs) and
renewable energy systems further contributes to the
demand for EMC testing services in this region.

The EMC and EMI testing services market is poised for continued
expansion, driven by technological advancements, stringent
regulatory standards, and the growing demand for reliable and
interference-free electronic devices across various industries.

(Source: Dataintelo, Verified Market Research)

India

The Electromagnetic Compatibility (EMC) and Electromagnetic
Interference (EMI) testing market in India is witnessing robust
growth, fuelled by the increasing use of electronic devices
across sectors such as telecommunications, automotive,
medical equipment, and consumer electronics.

Growth drivers:

As compliance with global and domestic regulatory standards
becomes essential, industries are prioritizing EMC and EMI
testing to ensure product performance, reliability, and safety.
The rollout of 5G and expansion of the IT and telecom sectors
further drive this demand. Additionally, government initiatives
such as "Make in India" and the adoption of Industry 4.0
practices are supporting local manufacturing, enhancing the
need for standardized testing to meet international benchmarks.

Challenges and outlook:

The market, however, faces challenges such as the requirement
for advanced testing infrastructure and specialized technical
know-how. Rapid technological changes demand continuous
updates in testing methodologies and equipment. The
pandemic disrupted operations temporarily, causing project
delays, though recovery has been strong with the shift towards
digitalization. EMI testing, a critical subset of EMC testing, is
increasingly vital in minimizing interference between devices,
especially in dense electronic environments like data centres
and industrial automation settings.

(Source: 6WResearch, Premium Market Insights)

Environment Testing Industry

Global

The global environmental testing market is anticipated to
grow from USD 7.43 billion in 2025 to USD 9.32 billion by
2030, reflecting a compound annual growth rate (CAGR) of
4.6% over the forecast period. This expansion is driven by the
implementation of more stringent pollution control regulations,
a heightened focus on sustainability, and increasing public
health concerns.

Rising levels of air, water, and soil contamination have
significantly elevated the demand for accurate and efficient

environmental testing solutions. Technological advancements
such as automation, Al-powered analytics, and high-precision
sensor technologies are enhancing the speed, accuracy, and
reliability of testing processes.

Furthermore, rapid industrialization, urbanization, and
infrastructure development particularly in emerging economies
continue to bolster the need for comprehensive environmental
testing services.

(Source: Market and Markets)

India

The Indian environmental testing market is projected to reach
USD 460.8 million by 2030, registering a compound annual
growth rate (CAGR) of 8.1% during the period from 2024
to 2030. This surge is driven by heightened awareness of
environmental degradation, enforcement of stricter regulations,
and increasing demand across sectors like pharmaceuticals,
consumer goods, and manufacturing. Government initiatives
such as the BioE3 policy, along with programs promoting "Net
Zero" and a circular bioeconomy, are further encouraging the
uptake of environmental testing services, aligning with the
nation's broader sustainable development goals.

Growth drivers:

• India faces escalating air, water, and soil pollution, with
over two-thirds of its population exposed to air quality
worse than national standards. This environmental strain
is prompting industries to adopt testing services to meet
compliance norms and mitigate reputational risks.

• Public concern over environmental health is also
growing, adding pressure on businesses to demonstrate
accountability. Regulatory vigilance is intensifying,
reinforcing the demand for frequent and reliable
environmental monitoring. Technological advancements
such as portable kits, remote sensing, and AI-based
analytics are making environmental testing faster and
more accessible. These innovations are being adopted
swiftly, especially in industries driven by environmental
compliance.

• The agriculture sector, too, is fuelling demand through
increased soil testing, aided by government-backed
schemes like the Soil Health Card. As farmers seek to
optimize yield and ensure sustainable practices, soil
diagnostics are becoming a key growth area.

Challenges and outlook:

Key challenges include limited awareness of environmental
testing and the high cost of advanced equipment, which limits
adoption in smaller labs. Despite this, water and soil testing
are expanding rapidly due to rising health and sustainability
concerns. Maharashtra, leading in urbanization and industrial
activity, exemplifies regional growth, backed by progressive
environmental policies and infrastructure. The outsourcing of

testing services is also on the rise, allowing industries to ensure

compliance while focusing on core operations.

(Source: Industrvarc. Research and Markets)

2.1 COMPANY OUTLOOK

Your Company is positive about its growth prospects
in clinical, pre-clinical, non-clinical, biopharmaceutical,
pharma analytical, and electronics & electrical contract
testing and research, all of which have a strong positive
outlook despite the current global economic uncertainties,
large competition, and stricter regulatory compliance
requirements. The Company has a strong customer base,
and promising pipelines, which give it good visibility of
growth over the medium term. Over the long term, the
Company expects it will strategically look at acquisition
opportunities or alliances or partnerships to enhance its
market reach, capabilities and service portfolio, to gain
further market share. The trend in growth of the overseas
market for the Company is positive going forward. The
domestic market continues to hold immense potential led
by economic growth in the country. However, inflationary
pressures in terms of cost of manpower, technology and
material, and pricing pressures due to proliferation of
laboratories in the country could be a risk to watch out
for. VIMTA continues to maintain its dominance in the
domestic food testing and contract research services
to biopharmaceuticals industry. Doubling of the EMC
chamber capacity would help the company to meet the
growing demand. The Company's track record in the
domestic market and overseas market should help it
sustain or better its growth.

2.2 STRENGTHS & STRATEGIES

Your Company's strengths have been its human resources,
processes, partnerships, and unparalleled laboratory
infrastructure. VIMTA provides services to its customers
through processes and procedures that are oriented to
deliver strong compliance with regulatory requirements,
thereby maintaining the integrity of data and the reports,
and minimizing risks to the customers. VIMTA has a
track record of strong science and quality over a 40-year
history, earning it a reputation as a leading, high-quality,
sophisticated contract research and testing organization.
Over the years, it has developed a wide range of capabilities
and offers high-value, advanced testing services to support
product research and development. VIMTA believes it is
amongst the leaders in the domestic market for GMP
analytical services and GLP nonclinical services. The GMP,
GLP and GCP compliant services have been successfully
audited 175 times during the year by customers, regulatory
agencies, accrediting and certifying bodies.

Similarly, in the food testing business, VIMTA is recognized
as the leader not only in its testing expertise, technologies,

and quality, but also in its scale. VIMTA has the largest pan-
India network of full-fledged laboratories, positioning it to
take more market share within the industry and continue
to grow. It is counted as a center of excellence for the
country by government organizations as well.

In both food and above-mentioned product development
services for biopharmaceutical companies, the broad
spectrum of our services, cutting edge instrumentation
and facilities with large footprint allows VIMTA to offer
a comprehensive set of scientific laboratory services.
Further, the scale of services enables us to continuously
develop and refine our expertise and enhance our ability to
bend the cost and time curve of services to our customers.

Emtac Laboratories Pvt. Ltd., the 100% owned subsidiary
of Vimta, stands merged through an NCLT Order dated
January 23, 2025, thereby consolidating its presence in
the Electronics and Electrical testing. This will help Vimta
to serve the defense, industrial, telecom, and medical
devices sectors more efficiently and increase its reach in
the market.

The environmental monitoring and testing services are
strengthened with advanced analytical technologies such
as Dioxin Analyzers to serve various segments of our
economy.

Your Company has embarked on a strategy of end-to-end
digitization to improve productivity and eliminate data
integrity risks, and this process is expected to be completed
in two years.

Across all its business units, the company believes that
the technical and scientific expertise of its dedicated
employees provides it with a competitive advantage.
With a large pool of scientists holding advanced, masters
or equivalent degrees, including PhDs, VIMTA has an
edge due to the varied-scientific talent pool. The cross
pollination of scientific domain expertise is leveraged often
to create innovative as well as comprehensive solutions for
customers across industries.

VIMTA has strategically developed and oriented its research
and testing laboratory services towards the lucratively
growing industries and their outsourcing needs, to position
itself to win high value-add business. The service model
is focused on providing customers with both stand-alone
services as well as a mix of full-service contracts. VIMTA
leverages its experience in managing laboratory operations
for over 40 years, to create efficient processes delivering
quality outputs that help in maintaining long-term stable
customer relationships. Furthermore, your company
is focused on continuous operational improvements
and prudent cost management. Your company believes
that its strong financial profile demonstrates the quality
and efficiency of the business model and positions it for
continued growth.

2.3 KEY FINANCIAL RATIOS

In accordance with SEBI (Listing Obligations and Disclosure
Requirements), Regulations as amended in 2018, following
are the details of key financial ratios and significant
changes (changes of 25% or more as compared to the
immediately previous financial year) in key sector specific
financial ratio.

Ratio	Financial Year	Financial Year
	2024-25	2023-24
Days, Sales Outstanding	103	106
Days, Inventory Outstanding	128	150
Interest Coverage Ratio	57.39	38.36
Current Ratio	2.92	2.91
Debt Equity Ratio	0.02	0.06
Operating Profit Margin*	26.43%	22.39%
Net Profit Margin**	19.41%	16.91%
Price Earnings Ratio	33.46	20.14
Return on Capital Employed	22.73%	18.7%

Note: The Above Ratio's are computed for continuing
operations only and previous year ratios were regrouped
accordingly.

Brief reasons for significant change in the ratios when
compared to previous year are as under:

Days, Inventory Outstanding: Days, Inventory, Outstanding
is improved due to increased material consumption, which
is in line with the increased operating revenue.

Interest Coverage Ratio: The Interest Coverage ratio
increased with increased EBIT.

Price Earnings Ratio: Price Earnings ratio increased with
an increase in market price.

Return on Capital Employed: ROCE improved due to
increase in EBIT.

*Operating Profit Margin: Operating EBTDA to Revenue
from Operations.

**Net Profit Margin: Net Profit to Revenue from
Operations.

2.4 MATERIAL DEVELOPMENTS IN HUMAN RESOURCES/
INDUSTRIAL RELATIONS, INCLUDING NUMBER OF PEOPLE
EMPLOYED

Vimta has highly talented workforce of 1315 employees
out of which 52% are scientists.

During the year, with the commitment to upskill and retain
talent, the company continued to provide various trainings
as well as other employee engagement activities. We
are focused on increasing productivity of our employees
and engaging them well for achieving greater connect to

business goals and objectives using various initiatives. The
company is using technology effectively to drive some of
these employee centric initiatives.

2.5 INFRASTRUCTURE

Vimta is one of India's largest Contract Research & Testing
Organisations, headquartered in Hyderabad. Vimta has
a network of 7 laboratories, including labs related to
various divisions located at the headquarters, 1 Electricals
& Electronics lab and 6 Food branch labs in India as on
31^st March, 2025. The total built up area of the labs is ~
6,00,000 sq.ft.

2.6 INVESTMENTS

Your company has consistently been committed to adding
and improving its capabilities and service offerings. The
broad range of industries that it serves and likewise its
wide spectrum of services, are leveraged to stay resilient
and pursue long term strategic objectives for growth.
Company believes that the contract research and testing
industry is constantly evolving, giving rise to newer
opportunities. VIMTA is adept at evaluating opportunities
in a disciplined manner that is both capital intelligent and
growth oriented.

Your company firmly believes that it is on a strong growth
path and has made the right investments with a capex
outgo to the tune of ^ 791 Mns including infrastructure
expansion at Vimta Life Sciences facility, Genome
Valley, Hyderabad, India during the year. The significant
investments are a strong reflection of the company's
confidence on the market opportunities and its growth
strategies.

2.7 FORAY INTO BIOLOGICS

Your company has decided to venture into the niche
segment of contract research and development of Biologics
and Peptides. The Global biologics segment is expected to
reach $730 billion by 2030 with a CAGR of 8.2% from 2023.
The global outsourced CRAM market stands at around
$139.9 billion in 2024.

Indian Biologics market is expected to grow up to $24.6
billion by 2033. India has the highest biosimilar approvals
on the globe.

Your company will offer the services such as turnkey
biologics projects from clone development to drug product,
Clone development & RCB preparation, Development and
optimization of upstream, downstream and formulation
processes, Titer improvement & impurity control studies,
establishment of structure-function relationship, process
characterization studies, scale-down model development
and qualification, comparability & biosimilarity assessment
studies and Stability studies under NBEs, Biosimilar and
Peptide services.

2.8 RISKS & CONCERNS

Risks are inherent to any business. They are managed by
the Company through a risk management process of risk
identification and risk mitigation, through risk reduction
strategies & plans and continuous monitoring of the
effectiveness of the risk mitigation measures to control
them.

The Board has formulated a Risk Management Policy for
dealing with different kinds of risks attributable to the
operations of the Company. Risk Management Policy
of the Company outlines different kinds of risks and risk
mitigating measures and this is reviewed periodically by
the Audit Committee and the Board. The Company has
adequate internal control systems and procedures to
combat risks.

Vimta continues to strive to stay ahead on the competition
curve through creation of new service opportunities,
operational excellence and uncompromising commitment
to quality, regulatory compliance, and customer service.
However, there may be certain risk factors that could
adversely impact business.

Quality related risks: Poor performance in regulatory audits
and accreditation body audits could adversely impact
our business. Maintaining quality and compliance is part
of every activity in the organization. The management
leads the quality culture, understanding very well that
this is critical for business success and survival. However,
unforeseen poor or inadequate performance by employees
could lead to regulatory risks. There are adequate built in
controls and checks to mitigate this risk. Nevertheless,
these risks cannot be ruled out.

IT related risks: Our ability to serve customers effectively
depends on the reliability of our data & information
management and communication systems. We leverage
computerized technologies and IT tools to perform
many business critical activities hence we depend
on the efficient and uninterrupted operation of our
data & information management and communication
systems, including systems we use in the laboratory, data
management systems, systems used to deliver services to
our customers, and failures in, breach of, or unauthorized
access to or use of these systems or data contained
therein may materially limit our operations and result in
significant harm to our business. IT risk management is
a part of our quality management system and thus the
security and operation of our data management systems
and communication systems, including data management
systems and communication systems. Cyber-attacks could
lead to disruption in operations. These are addressed
through adequate back-up mechanisms and Disaster
recovery process. A dedicated team is set up to constantly
keep upgrading the IT Assets and implement the latest
technologies to keep the environment safe and secure.
It is decided to begin the walk on 'zero trust security
architecture path'. Despite the extensive risk mitigation
measures in place, the risk of disruption to our operations
and business cannot be completely ruled out.

Service failure related risks: We are a scientific services
organization and quality of service to the customers is
critical for growth of our business. Quality of service
is related to our ability to deliver reports and projects
with scientifically reliable and accurate information;
compliance to contractual requirements, regulations,
standards, guidelines as applicable; and service customers
with professional and ethical conduct. If we fail to
perform our services per these expectations, we could
lose confidence of our customers who may choose not
to award further work to us or make claims against us
for breach of our contractual obligations. Any such action
could have a material adverse effect on our reputation,
business, results of operations, financial condition and/
or cash flows. Our mitigation strategy is directed towards
continuously strengthening our capabilities and learning
and implementing best practices. Further, stringent review
systems and suitable preventive actions are in place.
Financial risks: Vimta makes continuous investments
in capacity expansion, market reach and new business
streams. These investments are based on good business
judgement through market study, backed by strong
planning and risk mitigation measures. However, time
factors and market dynamics could delay results and/
or create risks in obtaining returns on such investment.
Other financial risks include bad debts from customers for
various reasons; and liquidity risks as a result of any poor
cash flows that could further lead to non-servicing of loans.
Your company has dedicated groups for customer relations
management and credit control. There are adequate
checks to identify risky customer accounts and control
business with them to minimize risks. Nevertheless, these
risks cannot be completely ruled out.

Data risks: As a third-party provider of services, we often
get into various service agreements, with customers
including requirements on data confidentiality, data
security and IP protection. Given the large scale of human
resources involved in our organization, and the inherent
vulnerability of IT solutions deployed, we may be at risk as
a result of unintentional violations of customer contracts
and agreements, which could further lead to significant
legal risks for the business. This is mitigated through strong
physical security and electronic security systems; trainings
to employees, business continuity processes such as
electronic data disaster recovery systems; confidentiality
oaths from employees; well-propagated whistle blower
policies etc. Nevertheless, these risks cannot be completely
ruled out.

Growth and personnel related risks: Growth if not
managed well places a strain on human, operational
and financial resources. To manage our growth, we must
continue to attract and retain talented staff across the
business operations. Management pays strong attention
to continuously building and improving operating and
administrative systems to enhance productivity of
personnel and processes and also to have a stronger
administrative control on the businesses spread at various
locations across the country. Given the dependency of
business on quality of personnel there are inherent risks
associated with personnel's abilities and ethical conduct,
which may impact adversely customer satisfaction. Thus,
if we are unable to manage our growth effectively, we
could lose business from our customers. Further, if we
are unable to recruit, retain and motivate key personnel,
our business could be adversely affected. Our success
depends on the collective performance, contribution and
expertise of our senior management team and other key
personnel throughout our businesses, including qualified
management, professional, operational, scientific,
technical, and business development personnel. There is
significant competition for qualified personnel in all the
industries that we operate in, particularly personnel with
significant experience and expertise. The loss of any key
executive, or our inability to continue to recruit, retain and
motivate key personnel in a timely fashion, may adversely
impact our ability to compete effectively and grow our
business and negatively affect our ability to meet our short
and long-term business and financial goals. Company
takes several steps to maintain a motivated and engaged
team. Initiatives such as ESOPs to attract & retain talent,
rewards and recognition programs, personnel competency
enlargement programs etc., are among the many best
practices followed by the company. Nevertheless, the risks
related to growth and personnel cannot be completely
ruled out.

Other risks: A few more such risks and concerns are, change
in regulations and regulatory environment; downturn in
economies that our business operates in; steep drop-in
service prices from competition; increase in prices of input
material; changes in laws such as tax laws etc. External risks
also include foreign exchange risks; interest rate risks; risks
from terrorism etc. Further there are also risks of critical
equipment breakdowns, power breakouts, short supply of
any input material or consumable, fire, and other natural
calamities. These are handled through a robust business
continuity plan where adequate backups are created
and tested from time to time for their effectiveness,
nevertheless, these risks cannot be completely ruled out.

It is possible that the above list of risks does not cover
all risks exhaustively. However, being an experienced
organization, the mitigation measures are in-built into the
organization, its strategy and processes, which have so far
helped the organization go through, and grow through,
various phases of business and the market situations. It
will be management's continuous endeavour to develop
strategies that would help the organization de-risk its
business & grow with opportunities.

i DIVIDEND

Your directors have recommended a dividend of ^ 2/-
per equity share of ^ 2/- each, for FY 2024-25, subject to
approval of members.

4 TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR
EDUCATION & PROTECTION FUND (IEPF)

Members may please note that as per the provisions of
Sections 124 & 125 of the Companies Act, 2013, read
with Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016,
dividends that remain unclaimed for a period of seven
years from the date of transfer to the Unpaid Dividend
Account shall be transferred to the Investor Education &
Protection Fund.

Details of the unclaimed dividends and the due dates on which those are liable to be transferred to the Investor Education &
Protection Fund are given below:

Year of Dividend - Final	No. of Shareholders who have not claimed	Unclaimed Amount (Rs.)	Date of Declaration	Date of transfer to unpaid account	Last date of transfer to IEPF
2017-18	617	3,41,280	25.08.2018	30.09.2018	29.09.2025
2018-19	495	3,11,536	27.07.2019	01.09.2019	31.08.2026
2019-20	Dividend Not Declared
2020-21	2,301	5,96,166	05.07.2021	10.08.2021	09.08.2028
2021-22	656	2,92,546	25.06.2022	31.07.2022	30.07.2029
2022-23	961	3,16,410	28.06.2023	03.08.2023	02.08.2030
2023-24	1,683	3,66,951	18.07.2024	22.08.2024	21.08.2031

5 TRANSFER TO RESERVES

No amount is proposed to be transferred to reserves.

6 CORPORATE GOVERNANCE REPORT

In compliance with the provisions of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, a separate report on corporate governance along
with a certificate from a practicing Company Secretary
on its compliance, forms an integral part of this Board's
Report.

7 ANNUAL RETURN

Pursuant to Section 92(3) of the Companies Act, 2013
and Rule 12(1) of the Companies (Management and
Administration) Rules, 2014 (as amended), a copy of the
Annual Return of the Company is uploaded on the website
of the Company, which can be accessed at httos://vimta.
com/wp-content/uploads/2Q24-25-Annual-Returns.pdf

8 CORPORATE SOCIAL RESPONSIBILITY

During the year under review, the Company has spent
a total sum of R 1,16,21,028/- (One Crore Sixteen Lakh
Twenty-One Thousand Twenty-Eight Rupees) on CSR
activities as approved by the CSR Committee. Disclosures
as per Rule 8 of Companies (Corporate Social Responsibility
Policy) Rules, 2014 is enclosed as Annexure I to this report.

9 MEETINGS OF THE BOARD

During the year under review, five Meetings of the Board

were convened and held, the details of which are given
in the Corporate Governance Report, which forms part of
this report. The intervening gap between the Meetings
was within the limits prescribed under the Companies Act,
2013.

10 SHARE CAPITAL

As at the end of the year, following is the status of share
capital:

1. *Authorised share capital: R 11,99,99,500 (Rupees
Eleven crore ninety-nine lakh ninety-nine thousand
five hundred only) divided into 5,99,99,750 equity
share of ^ 2/- each.

2. Paid up capital: ^ 4,44,69,024 (Rupees Four crore
forty-four lakh sixty-nine thousand twenty-four only)
divided into 2,22,34,512 equity shares of R 2/- each.

3. ESOPs allotted during the year under review: 63,929
equity shares of ^ 2/- each to the Employees upon
exercise of Employee Stock Options under "Vimta
Labs Employee Stock Option Plan 2021". Disclosure
under Section 67(3)(c) of the Act in respect of voting
rights not exercised directly by the employees of the
Company is not applicable.

*Note:- Upon approval of the merger of the wholly
owned subsidiary with the Company, by the Hon'ble
NCLT, Hyderabad, the authorised share capital has
revised to R 11,99,99,500.

11 ISSUE OF SHARES

During the year under review, the Company has not:

i) Issued any shares with differential voting rights
pursuant to provisions of Rule 4 of the Companies
(Share Capital and Debenture) Rules, 2014.

ii) Issued any sweat equity shares to any of its employees,
pursuant to the provisions of Rule 8 of the Companies
(Share Capital and Debenture) Rules, 2014.

The Board of Directors at their meeting held on 28^th April
2025, has recommended to the shareholders for their
approval to issue bonus equity shares in the proportion of
1 : 1, i.e., 1 (One) bonus equity share of ^ 2/- each for every
1 (One) fully paid-up equity share held as on the record
date. The record date for reckoning eligible shareholders
entitled to receive bonus shares will be decided by the
Board of Directors post approval of Bonus Issue by the
Shareholders.

12 FINANCING THE PURCHASE OF SHARES OF THE COMPANY

During the year under review, the company has not
given, either directly or indirectly, nor by means of a loan,
guarantee, the provision of security or otherwise, financial
assistance for the purpose of, or in connection with, a
purchase or subscription made or to be made, by any
person of or for any shares in the company in violation of
the provisions of Section 67 of the Companies Act, 2013.

13 EMPLOYEE STOCK OPTION PLAN

The members of the Company at their 31^st Annual General
Meeting held on 5^th July 2021, had granted approval for
"Vimta Labs Employee Stock Option Plan 2021" and grant
of stock options to the Eligible Employees of the Company
under the scheme. The Company has obtained In-principle
approval from Stock Exchanges for Vimta Labs Employee
Stock Option Plan 2021 for issue of 6,63,234 Options. Out
of which Nomination and Remuneration Committee at its
meeting granted Options at various stages as mentioned
below:

S. No.	Tranche No.	No. of Options Granted	Grant Date
1	I	5,07,769	19th September 2022
2	II	17,961	11th May 2022
3	III	35,702	26th October 2022
4	IV	11,872	30th October 2023
5	V	85,532	17th July 2024
6	VI	9,609	8th November 2024
7	VII	61,174	24th January 2025

Further, during the year under review, the company allotted
63,929 equity shares of ^ 2/- each to the Employees upon
exercise of Employee Stock Options under "Vimta Labs

Employee Stock Option Plan 2021."

The details of "Vimta Labs Employee Stock Option Plan
2021" form part of the Notes to Accounts of the Financial
Statements in this Annual Report.

The disclosures pursuant to Regulation 14 of the
Securities and Exchange Board of India (Share Based
Employee Benefits) Regulations, 2014 can be accessed
at https://vimta.com/wD-content/uploads/Disclosures-
pursuant-to-Reaulation-14-of-the-Securities-and-
Exchanae-Board-of-India-Share-Based-Emplovee-Benefits-
Reaulattons-2Q14-2.pdf and the same are enclosed as
Annexure II to this report together with a certificate
obtained from the Secretarial Auditors confirming
compliance with the Companies Act, 2013 and the SEBI
(SBEB) Regulations, which is enclosed as Annexure III to
this report.

14 CHANGE IN NATURE OF BUSINESS

There has been no change in the nature of business of the
Company during the year under review.

15 CHANGES IN MEMORANDUM OF ASSOCIATION

The Board of Directors at their meeting held on 28^th April
2025, has approved a proposal to foray into the Biologics
Contract Research and Development (CDMO) segment,
subject to shareholders approval. This strategic initiative
aligns with the Company's long-term vision of expanding
its service offerings in the biopharmaceutical sector.
The proposed business activity encompasses contract
development, analytical testing, and other R&D services
related to biologics and peptide-based drug development
and manufacturing support. This move is expected to open
a new revenue stream and enhance long-term shareholder
value by leveraging the Company's existing expertise and
capitalizing on the growth momentum in the biologics
sector. In order to legally undertake this activity, the
Company proposes to amend the Object Clause (Clause
III - A) of its Memorandum of Association by inserting
a clause/(clauses) authorizing engagement in biologics
CDMO services.

The resolutions related to the above is being placed at the
Annual General Meeting along with the necessary details.

16 PARTICULARS OF DEPOSITS

During the year under review, the company has not
accepted any deposit pursuant to the provisions of
Sections 73 and 76 of the Companies Act, 2013 read with
the Companies (Acceptance of Deposits) Rules, 2014.
Thus, there is no non-compliance with the requirements
of Chapter V of the Companies Act.

17 SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

During the year under review, the Scheme of Amalgamation
under Section 230 to 232 and other applicable provisions

of the Companies Act, 2013 of EMTAC Laboratories Private
Limited, (wholly owned subsidiary) with Vimta Labs Limited
(Holding Company) and their respective Shareholders and
Creditors was approved by the Hon'ble National Company
Law Tribunal ('NCLT'), Hyderabad Bench vide its order
dated 23^rd January 2025.Pursuant to said order EMTAC
Laboratories Private Limited got merged with Vimta Labs
Limited - w.e.f., 01^st April 2024.

Copy of the said order can be accessed at httos://vimta.
com/wo-content/uoloads/2.NCLT-Qrder. pdf.

Statement containing the salient features of the financial
statements of the wholly owned subsidiary as per sub¬
section (3) of Section 129 of the Companies Act, 2013 in
Form AOC-1 is not applicable to the Company.

During the year, no other company has become or ceased
to be a subsidiary or joint venture or associate company of
this company.

18 PARTICULARS OF LOANS AND GUARANTEE GIVEN,
SECURITY PROVIDED AND INVESTMENT MADE

As required under Section 186(4) of the Act, Particulars
of Loans, Guarantee given and security provided and
investment made details are shown in Annexure IV and
Notes to the Financial Statements (Refer note no. 44 of
Financial Statements).

19 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

Disclosures pertaining to remuneration and other details
as required under Section 197(12) of the Companies Act,
2013 read with Rule 5(1) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014
are provided in Annexure V to this Report.

If any Member is interested in obtaining information
pursuant to Rule 5 (2) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014,
such Member may write to the Company Secretary at the
Registered Office in this regard.

20 AUDITORS

a) Independent Auditor's Report

During the year under review, the Company's auditors
have not made any qualification, reservation or adverse
remark or disclaimer in their Report on the financial
statements of the Company and there were no instances
of frauds reported by the auditors under Section 143(12)
of the Companies Act, 2013.

b) Statutory Auditors

Pursuant to the provisions of sections 139,142 and other
applicable provisions of the Act read with the rules
made thereunder, M/s Gattamaneni & Co., Chartered
Accountants (Firm Reg. No. 009303S) were appointed
as Statutory Auditors of the Company for a term of five

consecutive years from the conclusion of the 32^nd Annual
General Meeting (AGM) held on 25^th June 2022 on a
remuneration mutually agreed by the Board of Directors
and the Auditors. They hold office until the conclusion of
the 37^th Annual General Meeting to be held in the calendar
year 2027. The auditors have confirmed that they hold
valid certificate issued by the Peer Review Board of the
Institute of Chartered Accountants of India and are eligible
to continue to hold the office for rest of their tenure.

c) Internal Auditors

Pursuant to the provisions of Section 138 of the Act and
based on the recommendations of Audit Committee, the
Board of Directors at their meeting held on 28^th April 2025,
have reappointed M/s Chaitanya V & Associates, Chartered
Accountants as Internal Auditors of the Company for the
financial year 2025-26. M/s Chaitanya V & Associates,
Chartered Accountants, have confirmed their willingness
to be reappointed as the Internal Auditors of the Company.
Further, the Audit Committee in consultation with Internal
Auditors, formulated the scope, functioning periodicity
and methodology for conducting the Internal Audit.

d) Cost Auditors

Pursuant to the provisions of section 148 of the Act read
with the Companies (Audit and Auditors) Rules 2014,
and based on the recommendations of Audit Committee,
Board of Directors at their meeting held on 28^th April 2025,
reappointed M/s Lavanya & Associates Cost Accountants
(Firm Registration No. 101257) as Cost Auditors of the
Company for the financial year 2025-26. A resolution
seeking ratification of remuneration payable to the Cost
Auditors to conduct cost audit for the financial year 2025¬
26 has been included in the notice convening 35^th AGM of
the Company. The necessary consent letter and certificate
of eligibility was received from the cost auditors confirming
their eligibility to be re- appointed as the Cost Auditors of
the Company.

e) Maintenance of cost records

The Company has maintained the cost records as specified
by the Central Government under sub-section (1) of
section 148 of the Companies Act, 2013.

f) Secretarial Auditors

Pursuant to the provisions of regulation 24A of the
Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 and
Section 204 of the Act, read with the Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014, and based on the recommendations of the
Audit Committee, the Board of Directors at their meeting
held on 28^th April 2025 has appointed M/s D Hanumanta
Raju & Co., Practicing Company Secretaries as Secretarial
Auditors on a remuneration mutually agreed by the Board

of Directors and the Secretarial Auditors for a term of five
consecutive years (subject to the approval of Members at
the ensuing Annual General Meeting) from the conclusion
of the 35^th Annual General Meeting until the conclusion
of the 40^th Annual General Meeting of the Company to be
held in the year 2030. The auditors have confirmed that
they hold valid certificate issued by the Peer Review Board
of the Institute of Company Secretaries of India and the
consent letter and certificate of eligibility was received
from M/s D Hanumanta Raju & Co., confirming their
eligibility for the appointment.

The Secretarial Auditors' Report for FY 2024-25 does not
contain any qualification, reservation or adverse remark.
The Secretarial Audit Report for the financial year 2024-25
in the prescribed form MR-3 is enclosed with this Report
as Annexure VI.

g) Annual Secretarial Compliance Report

Secretarial Compliance Report for the financial year ended
31^st March 2025 on compliance of all applicable SEBI
Regulations and circulars/ guidelines issued thereunder,
was obtained from M/s D Hanumanta Raju & Co.,
Practicing Company Secretaries and submitted to both the
stock exchanges.

h) Disclosure as per Section 143(12)

During the year under review, neither the Statutory
Auditors nor the Secretarial Auditor has reported any
offence of fraud committed by the Company's officers or
employees under Section 143(12) of the Act to the Central
Government or to the Audit Committee.

21 AUDIT COMMITTEE

The Board has constituted the Audit Committee as per the
provisions of Section 177 of the Companies Act, 2013 and
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. The composition, attendance, powers
and role of the Audit Committee are included in Corporate
Governance Report. All the recommendations made by the
Audit Committee were accepted by the Board of Directors.

22 COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD
MEETINGS AND GENERAL MEETINGS

During the year under review, the Company has complied
with the Secretarial Standards issued by the Institute
of Company Secretaries of India as applicable to Board
Meetings and General Meetings.

23 POSTAL BALLOT

During the financial year under review, no Postal Ballot
notices were issued

24 DIRECTORS' RESPONSIBILITY STATEMENT

Directors' Responsibility Statement as required under
Section 134 (5) of the Companies Act, 2013 (the Act),

Directors of your Company hereby state and confirm that:

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

ii. They had selected such accounting policies as
mentioned in the notes to the financial statements
and applied them consistently and made judgments
and estimates that are reasonable and prudent so as
to give a true and fair view of the state of affairs of the
company as at 31^st March 2025 and of the profit and
loss of the Company for the year ended on that date;

iii. They had taken proper and sufficient care for the
maintenance of adequate accounting records in
accordance with the provisions of the Companies
Act, 2013 for safeguarding the assets of the company
and for preventing and detecting fraud and other
irregularities;

iv. They had prepared the annual accounts on a going
concern basis;

v. They had laid down proper internal financial controls
to be followed by the Company and that such internal
financial controls were adequate and were operating
effectively; and

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

25 DIRECTORS AND KEY MANGERIAL PERSONNEL

The Board of Directors of the Company has an optimum
combination of Executive, Non-Executive and Independent
Directors.

a) Directors retiring by rotation

As per the provisions of the Companies Act and the
Articles of Association of the Company, Mr. Satya Sreenivas
Neerukonda (DIN: 00269814), Executive Director, retires
by rotation and being eligible, offered himself for re¬
appointment. The proposal for the re-appointment
of Mr. Satya Sreenivas Neerukonda is being placed at
the AGM along with the necessary details. Subject to
his reappointment as Director, Mr. Satya Sreenivas
Neerukonda will continue to be the Executive Director for
the balance period of his tenure.

b) Changes in Directorship/Committee Position

During the year under review, there is no change in
composition of Board.

Currently, the Board has five committees: The Audit
Committee, Nomination and Remuneration Committee,
Stakeholders' Relationship Committee, Corporate

Social Responsibility Committee and Risk Management
Committee. Composition of the committees is given below.

Audit Committee	Position
Mr. G Purnachandra Rao	Chairman
Ms. Y Prameela Rani	Member
Mr. Sanjay Dave	Member

Stakeholders' Relationship Committee	Position
Mr. G Purnachandra Rao	Chairman
(w.e.f., 9th November 2024)
Ms. Y Prameela Rani	Chairperson
(upto 8th November 2024)
Mr. Sanjay Dave	Member
Mr. Satya Sreenivas Neerukonda	Member
(w.e.f., 9th November 2024)

Nomination and Remuneration Committee	Position
Mr. Sanjay Dave	Chairman
Mr. G Purnachandra Rao	Member
Ms. Y Prameela Rani	Member

Corporate Social Responsibility Committee	Position
Ms. Harita Vasireddi	Chairperson
Mr Harriman Vungal	Member
Mr. Sanjay Dave	Member

Risk Management Committee	Position
Mr. Satya Sreenivas Neerukonda	Chairman
Mr. Sanjay Dave	Member
Ms. Harita Vasireddi	Member
Mr. Harriman Vungal	Member
Dr. Upendra Bhatnagar	Member
Mr. Srinivas Prathipati	Member
Mr. Siva Rama Krishna Kambhampati	Member

Disclosure by Directors

None of the Directors of the Company are disqualified
as per the provisions of Section 164(2) of the Companies
Act, 2013. Directors have made necessary disclosures to
this effect as required under the Companies Act, 2013.
Further, the Company has obtained Certificate pursuant
to Regulation 34(3) and Schedule of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 from M/s D Hanumanta Raju & Co., Practicing
Company Secretaries, Secretarial Auditors and attached

the same to this report.

c) Appointment/ Re-appointment

The Board of Directors in their meeting held on 28^th
April 2025, on recommendation of Nomination and
Remuneration Committee has re-appointed Dr. Yadagiri
R Pendri (DIN:01966100) as an independent director not
liable to retire by rotation, for the second and final term
of five years commencing from 10^th August 2025 to 09^th
August 2030, subject to the approval of the shareholders
in ensuring Annual General Meeting.

d) Changes in the Key Managerial Personnel and their terms
and conditions of appointment

Dr. S P Vasireddi, Executive Chairman, Ms. Harita Vasireddi,
Managing Director, Mr. Harriman Vungal, Executive
Director - Operations, Mr. Satya Sreenivas Neerukonda,
Executive Director, Mr. Siva Rama Krishna Kambhampati,
Chief Financial Officer and Ms. Sujani Vasireddi, Company
Secretary are Key Managerial Personnel of the Company
within the meaning of Section(s) 2(51) and 203 of
the Companies Act, 2013 read with the Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014.

During the year under review, Mr. Rama Narahai Naidu
Dodda resigned from the position of Chief Financial Officer
w.e.f., 10^th December 2024 and Mr. Siva Rama Krishna
Kambhampati was appointed as Chief Financial Officer
w.e.f., 06^th March 2025.

The Board of Directors on recommendation of Nomination
and Remuneration Committee and Audit Committee at
their meeting held on 28^th April 2025, has approved revision
in remuneration of Executive Directors i.e., Managing
Director and Whole-time Directors (excluding Executive
Chairperson) subject to the approval of the shareholders
at the ensuing Annual General Meeting. The resolutions
related to the revision in remuneration are being placed at
the AGM along with the necessary details.

Apart from the aforementioned appointment, resignation
and revision in remuneration, there have been no other
changes in the Key Managerial Personnel during the
financial year under review.

e) Declaration by Independent Directors

As per the requirement of Section 149(7) of the Act, all the
Independent Directors of the Company have submitted
their respective declarations that they fulfil the criteria
of independence under Section 149 of the Act, read
with Regulation 25 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

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

g) It is hereby declared that in the opinion of the Board, each
independent director appointed is a person of integrity
and possesses all the relevant expertise and experience
(including proficiency). The Company has imparted
necessary familiarization programme to the independent
director.

h) During the year under review, no new Independent
Director was appointed.

26 POLICY ON DIRECTORS' APPOINTMENT AND
REMUNERATION

Based on the recommendation of Nomination &
Remuneration Committee, the Board of Directors
approved and adopted a Policy for selection, appointment
and remuneration of Directors, Key Managerial Personnel
and other employees of the Company as required under
Section 178(3) of the Act.

The Nomination and Remuneration Policy and Board
Diversity Policy is set out as Annexure VII, and the same can
be accessed at https://vimta.com/wD-content/uploads/
Nomination-Remuneration-Policv.pdf and httos://vimta.
com/wp-content/uploads/Board-Diversitv-Pol icv.pdf

27 HUMAN RESOURCES

Our success depends on the collective performance,
contribution and expertise of our senior management
team and several key personnel throughout our
organization, including scientific, technical, administrative,
and other business enabling functions such as business
development. With an employee base of 1,315, the
company leverages the diverse and abundant skills and
domain expertise to build a scientifically strong and
quality driven organization. Vimta believes that its Human
Resources is the key to achieve business growth. Thus, to
ensure employee satisfaction, the Company offers a safe,
conducive, and productive environment. Endeavours are
continuous to attract new talent and ensure the retention
of existing employees. To establish a strong, connect with
employees, several employee engagement initiatives are
undertaken. Training and skill development programs are
continuously delivered to promote a learning culture.
Special skill development and training programs are
conducted for identified special talent pool. Keeping pace
with technological advancements, more and more HR
processes are digitalised with substantial investments.
The employees are sufficiently empowered and company
believes that such work environment propels the team
to achieve higher levels of performance. The unflinching
commitment of its employees is the driving force
behind the Company's profitable growth. Your Company
appreciates the spirit and the contributions of its dedicated
employees.

28 PARTICLUARS OF CONTRACTS OR ARRANGEMENTS WITH
RELATED PARTIES

All the contracts/ arrangements/ transactions entered by
the Company during the year under review with related
parties were in the ordinary course of business and at
arm's length basis. The particulars of such contracts
or arrangements with related parties, pursuant to the
provisions of Section 134(3)(h) of the Companies Act, 2013
and Rule 8 of the Companies (Accounts) Rules, 2014, in the
prescribed form AOC-2 is enclosed as Annexure VIII to this
report.

The policy on materiality of related party transactions and
on dealing with the related party transactions is uploaded
on the website of the Company, which can be accessed at
httos://vimta.com/wp-content/uoloads/4.Related-Partv-
Transaction-Policv-V2.pdf

All the related party transactions are placed before the
Audit Committee and also before the Board for their
respective approval. Omnibus approval of the Audit
Committee is obtained as per SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 for the
transactions which can be foreseen and are repetitive in
nature. The Company has developed a Policy on Related
Party Transactions including the latest amendments
thereof for the purpose of identification and monitoring of
such transactions.

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

The information on conservation of energy, technology
absorption and foreign exchange earnings and outgo as
required under Section 134(3)(m) of the Companies Act,
2013 read with Rule 8 of The Companies (Accounts) Rules,
2014, is enclosed as Annexure IX to this report.

30 RISK MANAGEMENT POLICY

During the year under review, the Risk Management
Committee was constituted by the Board of Directors at
its meeting held on 24^th January 2025. The Committee
is responsible for overseeing the implementation and
effectiveness of the Company's Risk Management Policy,
including the identification of key risks, assessment of
their potential impact and the formulation of appropriate
mitigation strategies. The Board and management support
this framework, ensuring that significant risks are regularly
reviewed and addressed. Details of the identified risks and
the corresponding management perceptions are provided
in the Management Discussion and Analysis Report.

31 ANNUAL EVALUATION OF BOARD PERFORMANCE AND
PERFORMANCE OF ITS COMMITTEES AND OF DIRECTORS

Pursuant to the provisions of the Companies Act, 2013 and
Regulation 25 of SEBI (Listing Obligations and Disclosure

Requirements) Regulations, 2015, the Board has carried
out the annual performance evaluation of its own, that of
its committees and individual directors.

A structured evaluation is performed covering various
aspects of the Board's functioning such as adequacy of
the composition of the Board and its Committees, Board
culture, execution and performance of specific duties,
obligations and governance aspects.

The performance evaluation of the Independent Directors
was carried out by the entire Board. The performance
evaluation of the Chairman and the Non-Independent
Directors was carried out by the Independent Directors
who also reviewed the performance of the Secretarial
Department. All the evaluations had satisfactory outcomes.

32 CODE OF CONDUCT FOR BOARD OF DIRECTORS AND
SENIOR MANAGEMENT PERSONNEL

The Company has a comprehensive Code of Conduct (the
Code) in place pursuant to Regulation 17(5) of Listing
Regulations, applicable to all the senior management
personnel and Directors including Independent Directors
to such extent as may be applicable to them depending on
their roles and responsibilities. The Code covers duties of
Independent Directors and also gives guidance needed for
ethical conduct of business and compliance of law. Further,
a policy on obligation of Directors and senior management
personnel for disclosure of committee positions and
commercial transitions pursuant to Regulation 26(2), (5)
and (6) of Listing Regulation is in place. All the Directors
and senior management confirmed the compliance to the
code of conduct. Declaration on compliance with Code
of Conduct is annexed as Annexure X to the Corporate
Governance Report.

33 PREVENTION OF INSIDER TRADING

Pursuant to SEBI (Prohibition of Insider Trading)
(Amendment) Regulations, 2018, the Company has
adopted and complied to the Code of Internal Procedures
and Conduct for Regulating, monitoring and reporting
of trading by designated persons and their immediate
relatives along with Code of Fair Disclosures.

34 PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL
HARASSMENT OF WOMEN AT WORKPLACE

The Company has complied with provisions relating to the
constitution of Internal Complaints Committee under the
Sexual Harassment of women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013. The company formed
a committee to attend to the complaints and monitor
implementation of the above Act. During the financial year
ended 31^st March 2025, the company has not received any
complaints from employees regarding sexual harassment.
The number of complaints filed, disposed of and pending
as of the financial year under review is zero (0).

35 VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has a Whistle Blower Policy in place, framed
to deal with instances of fraud and mismanagement, if
any in the Company. The Policy provides for adequate
safeguards against victimization of employees who avail
the mechanism and also provides for direct access to
the Chairman of the Audit Committee. The details of the
Policy are explained in the Corporate Governance Report
and also posted on the website of the Company, which can
be accessed at https://vimta.com/wD-content/uploads/
Whistle-Blower-Policv.pdf

36 INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

A robust internal control mechanism is a prerequisite to
ensure that an organisation functions ethically, complies
with all legal and regulatory requirements and observes
the generally accepted principles of good governance.

Your Company has adequate internal control systems
for business processes, efficiency in its operations, and
compliance with all the applicable laws and regulations.
Regular internal checks and audits ensure that the
responsibilities are being effectively executed. In-depth
review of internal controls, accounting procedures and
policies of Company is conducted. Your Company has
adopted adequate internal controls and audit system
commensurate with its size and nature of business. Internal
financial control with reference to financial statement is
adhered.

Internal audit is carried on a quarterly basis. The Internal
Audit report directly to the Audit Committee of the
Board, which ensures process independence. The Audit
Committee reviews the adequacy and efficacy of the
internal controls, as well as the effectiveness of the risk
management process across the Company. After reviewing
the findings and suggestions, the Audit Committee directs
the respective departments through Board to implement
the same.

37 CASH FLOW STATEMENT

In due compliance of the Listing Regulations and in
accordance with the requirements prescribed by SEBI,
the cash flow statement prepared and is appended to this
Annual Report.

38 ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH
REFERENCE TO THE FINANCIAL STATEMENTS

The company has adequate internal financial controls
with reference to the financial statements in place and the
same were operating effectively.

Based on the framework of internal financial controls and
compliance systems established and maintained by the
Company, the work performed by the Internal, Statutory
and Secretarial Auditors and the reviews performed by
the Management and the relevant Board Committees,
including the Audit Committee, the Board believes that
the Company's internal financial controls with reference
to the financial statements were adequate and effective
during the year ended 31^st March 2025.

39 PROCEEDINGS UNDER THE INSOLVENCY & BANKRUPTCY
CODE, 2016 (31 OF 2016)

During the year, the company has not made any
applications under the Insolvency and Bankruptcy Code,
2016, nor any proceeding is pending under the said code.

40 BORROWINGS

During the year under review, the company has not
approached its Bankers/Financial Institutions for one time
settlement in respect of its borrowings. Accordingly, no
valuation was done during the year under review.

41 BUSINESS TRANSFER AGREEMENT

During the year under review, your company has entered
into Business Transfer Agreement ("BTA") on 30^th August
2024 with Thyrocare Technologies Limited ("Thyrocare")
for transferring and selling diagnostic and pathological
services business as a going concern basis. The said
transaction was completed on 11^th October 2024 and the
Company cease to render diagnostic and pathological
services w.e.f., 11^th October 2024.

42 MATERIAL CHANGES

No material changes have occurred subsequent to the end
of the financial year of the Company to which the financial
statements relate and till the date of the report, that have
an impact on the financial position of the Company.

43 PARTICULARS OF SIGNIFICANT/MATERIAL ORDERS
PASSED, IF ANY

During the year under review, there were no significant
and material orders passed by any Regulator or Court or
Tribunals which would impact the going concern status of
the Company's operations in future.

44 GREEN INITIATIVE IN CORPORATE GOVERNANCE

The Ministry of Corporate Affairs (MCA) has taken a
green initiative in Corporate Governance by allowing
paperless compliances by the Companies and permitted
the service of Annual Reports and documents to the
shareholders through electronic mode subject to certain
conditions. Members who have not yet registered their
email addresses are requested to register the same with
their Depositories in case the shares are held by them
in electronic form and with Company's Registrars and
Transfer Agents, CIL Securities Limited, in case the shares
are held by them in physical form.

45 ACKNOWLEDGEMENTS

The Directors record their deep appreciation for the
contributions made by the employees at all levels, for their
sincerity, hard work, solidarity, and dedicated support to
the Company during the year. The Directors also wish to
place on record their gratitude to shareholders, customers,
vendors, consultants, bankers, and all other stakeholders
for their continued support to the Company.

For and on behalf of the Board
Date: 28^th April 2025 Dr. Sivalinga Prasad Vasireddi

Place: Hyderabad Executive Chairman

(DIN:00242288)