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Sakar Healthcare Ltd. के निदेशक की रिपोर्ट

Mar 31, 2025

Your Directors have pleasure in presenting the 21^st ANNUAL REPORT together with the Audited Financial Statements for
the Financial Year 2024-25 ended 31^st March, 2025.

1. FINANCIAL RESULTS AND OPERATIONS:

(Rs in lakh)

Particulars	Standalone		Consolidated
	2024-25	2023-24	2024-25	2023-24
Revenue from Operation and other Income	17889.74	15652.88	17889.74	15652.88
Profit before Interest and Depreciation	5094.45	4154.06	5094.45	4154.06
Less: Finance cost	853.50	759.05	853.50	759.05
Profit before Depreciation	4240.95	3395.01	4240.95	3395.01
Less: Depreciation	2088.22	1805.04	2088.22	1805.04
Profit before Taxation	2152.73	1589.97	2152.73	1589.97
Less: CurrentTax	366.03	273.65	366.03	273.65
Less: Deferred Tax	402.53	422.88	402.53	422.88
(Add): MAT credit entitlement	(366.03)	(273.65)	(366.03)	(273.65)
Profit for the year	1750.20	1167.09	1750.20	1167.09

There are no material changes and commitment affecting the financial position of the Company which have occurred
between 1^st April, 2025 and date of this report.

During the year under review, the Company achieved turnover of Rs. 17758.47 lakh as compared to Rs. 15335.17
lakh during 2023-24. The Company earned profit before interest, depreciation and tax of Rs. 5094.45 lakh during as
compared to Rs. 4154.06 lakh during 2023-24. After providing for interest, depreciation and taxes, the net profit for
the year under review stood at Rs. 1750.20 lakh as compared to Rs. 1167.09 lakh during 2023-24.

2. DIVIDEND:

With view to conserve the financial resources for the future requirement of the Company, the Board of Directors has
not recommended any dividend for the year.

3. ALLOTMENT OF EQUITY SHARES ON PREFERENTIAL BASIS :

The Company has allotted 2,00,000 Equity Shares (upon conversion of Warrants into equal number of Equity
Shares) of Rs. 10/- each at a premium of Rs. 374/- per share to Promoters on 27^th December, 2024 in compliance
with the provisions and guidelines under the Companies Act, 2013 and SEBI Regulations. The Company also
obtained approval of National Stock Exchange of India Limited (NSE) for Listing & Trading of the said Equity Shares
in due course of time.

The disclosure as required under Regulation 32(7A) of SEBI I ODR Regulations 2015 is as under''

Date of Raising Funds	27^th December, 2024
Amount Raised	Rs. 5,76,00,000/-
Monitoring Agency	Not applicable
Is there a Deviation / Variation / Modification in use of funds raised	No

Original Object	Funds raised on 27.12.2024 (Rs.)	Funds Utilised till 31.12.2024 (Rs.)	Funds Utilised till 31-03-2025 & as on date of this report
Repayment/ prepayment of all or a portion of certain borrowings from State Bank of India availed by our Company	1,45,35,000	1,45,35,000 (100% utilized)	N.A.
Capital expenditure for Procurement of Lipid Complex Injections Machinery and Equipments/ Utilities with electrification for Oncology unit	3,90,65,000	NIL	3,90,65,000 (100% utilized)
General corporate purposes	40,00,000	40,00,000 (100% utilized)	N.A.

- On 17^th June, 2025, the Company allotted 3,00,000 Equity Shares (upon conversion of Warrants into equal
number of Equity Shares) of Rs. 10/- each at a premium of Rs. 374/- per share to Non-Promoters in compliance
with the provisions and guidelines under the Companies Act, 2013 and SEBI Regulations. The Company has
made necessary listing application to National Stock Exchange of India Limited (NSE) which is under active
consideration of NSE.

The disclosure as required under Regulation 32(7A) of SEBI LODR Regulations, 2015 is as under:

Date of Raising Funds	17^th June, 2025
Amount Raised	Rs. 8,64,00,000/-
Monitoring Agency	Not applicable
Is there a Deviation / Variation / Modification in use of funds raised	No

Objects for which funds have been raised:

Original Object	Funds raised	Funds Utilised	Funds Utilised
	on	till	till
	17.06.2025	30.06.2025	date of this report
	(Rs.)	(Rs.)
Repayment/ prepayment of all or a portion of	1,54,65,000	1,54,65,000	1,54,65,000
certain borrowings from State Bank of India		(100% utilized)
availed by our Company
Capital expenditure for procurement of Lipid	7,09,35,000	1,84,56,064	1,84,56,064.
Complex Injections Machinery and Equipments/
Utilities with Electrification for Oncology unit

Post allotments of Equity Shares as aforesaid, the paid-up Capital of the Company stood at Rs. 22,24,99,100/-
divided into 2,22,49,910 Equity Shares Equity Shares of Rs.10/- each as on date of this report.

After the aforesaid conversions, no outstanding warrants left for conversion as on the date of this report.

4. SHARE CAPITAL:

There have been no changes in Authorised Share Capital of the Company during the period under review. The
Authorised Share Capital of the Company as on 31^st March, 2025 was Rs. 25.00 Crore.

During the fiscal 2025, the Company allotted 2,00,000 Equity Shares of Rs. 10/- each at a premium of Rs. 374/- per
share to Promoters on 27^th December, 2024 pursuant to conversion of Warrants into Equity shares as stated above.
Post allotment, the paid-up Share Capital of the Company as on 31^st March, 2025 was Rs. 21.94 Crore.

As on 31^st March, 2025, the Company has not issued shares with differential voting rights nor granted stock options
nor sweat equity.

5. RESERVES:

The Company does not propose to transfer any amount to General Reserves.

6. DEMATERIALISATION OF EQUITY SHARES:

All the Equity Shares of the Company are in dematerialised form with either of the depository viz. NSDL and CDSL.
The ISIN allotted to the Company for Equity shares is INE732S01012.

7. DIRECTORS & KEY MANAGERIAL PERSONNEL & SENIOR MANAGEMENT:

7.1 One of your Directors viz. Mr. Sunil Marathe (DIN: 08777180) retires by rotation in terms of the Articles of
Association of the Company. However, being eligible offers himself for reappointment.

7.2 At the 20^th Annual General Meeting of the Company held on 21^st September, 2024:

- Mr. Sanjay S. Shah (DIN: 01515296) was re-appointed as Managing Director of the Company w.e.f.
1^stDecember, 2024 for a period of 3 years; and

- Mr. Aarsh S. Shah (DIN: 05294294) was re-appointed as Joint Managing Director of the Company w.e.f. 1^stDecember, 2024 for a period of 3 years.

7.3 The Board in their meeting held on 25^th July, 2025, based on the recommendation of the Nomination and
Remuneration Committee and subject to the approval of members/shareholders of the Company, has appointed
Ms. Megha Samdani (DIN: 08956059), Ms. Reeya Kothari (DIN: 10312461) and Ms. Hiral Patel (DIN:
09719512)as Non- Executive Independent Directors of the Company w.e.f. 25^th July, 2025 for a period of 5
years.

7.4 The Company has received necessary declaration from each Independent Director of the Company under
Section 149(7) of the Companies Act, 2013 (the Act) that they meet with the criteria of their independence laid
down in Section 149(6) of the Act. The Independent Director shall enroll his / her name in the Databank, being
maintained by Indian Institute of Corporate Affairs to qualify as an Independent Director. The enrollment of
Independent Directors has been completed and they have furnished the declaration affirming their compliance
to the Board with the provisions contained under sub rule 1 & 2 of Rule 6 of Companies (Appointment &
Qualification of Directors) Rules.

7.5 Brief profile of the Directors who are being appointed or re-appointed as required under Regulations 36(3) of
Listing Regulations, 2015 and Secretarial Standard on General Meetings is provided in the notice for the
forthcoming AGM of the Company.

7.6 The Board of Directors duly met 6 times during the financial year under review.

7.7 Formal Annual Evaluation:

The Nomination and Remuneration Committee adopted a formal mechanism for evaluating the performance of
the Board of Directors as well as that of its Committees and individual Directors, including Chairman of the
Board, Key Managerial Personnel/ Senior Management etc. The exercise was carried out through an evaluation
process covering aspects such as composition of the Board, experience, competencies, governance issues
etc.

7.8 DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the requirement of Section 134 of the Companies Act, 2013, it is hereby confirmed:

(i) that in the preparation of the annual accounts, the applicable accounting standards had been followed
along with proper explanation relating to material departures;

(ii) that the Directors had selected such accounting policies and applied them consistently and made judgments
and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the
Company at 31^st March, 2025 being end of the financial year 2024-25 and of the profit of the Company for
the year;

(iii) That the Directors had taken proper and sufficient care for 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) that the Directors had prepared the annual accounts on a going concern basis.

(v) the Directors, had laid down internal financial controls to be followed by the Company and that such
internal financial controls are adequate and were operating effectively.

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

7.9 The Board in their meeting held on 25^th July, 2025, appointed following personnel as Senior Management
Personnel:

- Appointments of Mr. Sudhir Ghule as Chief Operating Officer (COO) of the Company

- Appointment of Mr. Raviraj Karia as Senior Vice President (Finance & Accounts) of the Company; and

- Appointment of Mr. Nimesh Suthar as Senior Vice President (International Business) of the Company.

8. INTERNAL FINANCIAL CONTROL AND ITS ADEQUACY:

The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its business,
including adherence to the Company''s policies, safeguarding of assets, prevention and detection of frauds and
errors, accuracy and completeness of the accounting records and the timely preparation of reliable financial
disclosures.

Sr. No.	Name of the Director & Designation	Remuneration for the year 2024-25 (Rs. In Lakh)	% increase over last year	Parameters	Median of Employees Remuneration	Ratio	Commission received from Holding/ Subsidiary
1	Sanjay S. Shah Managing Director	72.00	50%	Higher responsibility and time involvement	492000	14.63%
2	Aarsh S. Shah Joint Managing Director	60.00	67%	Higher responsibility and time involvement	492000	12.20%
3	Sunil Marathe Whole time Director- Technical	32.25	169%	Higher responsibility and time involvement	492000	6.55%

The Board of Directors has framed a Remuneration Policy that assures the level and composition of remuneration is
reasonable and sufficient to attract, retain and motivate Directors, Key Managerial Personnel and Senior Management
to enhance the quality required to run the Company successfully. The Relationship of remuneration to performance
is clear and meets appropriate performance benchmarks. All the Board Members and Senior Management personnel
have affirmed time to time implementation of the said Remuneration policy.

The Nomination and Remuneration Policy is available on the Companyâs website www.sakarhealthcare.com

10. KEY MANAGERIAL PERSONNEL:

10 1 % INCREASE IN REMUNERATION OF DIRECTORS AND KMP''

Sr. No.	Name of the Director & KMP	Designation	Percentage (%) Increase (If any)
1.	Sanjay S. Shah	Managing Director	50%
2.	Aarsh S. Shah	Joint Managing Director	67%
3.	Sunil Marathe	Wholetime Director - Technical	169%
4.	Dharmesh R. Thaker	CFO	37.50%
5.	Bharat Soni	Company Secretary	Nil

10.2 COMPARISON BETWEEN REMUNERATION OF KMP & PERFORMANCE OF THE COMPANY:

As per the Remuneration Policy and based on the Recommendation of Nomination & Remuneration Committee
the Relationship of remuneration to KMP & performance of Company is clear and meets appropriate performance
benchmarks.

11. PERSONNEL AND H. R. D.:

11.1 INDUSTRIAL RELATIONS:

The industrial relations continued to remain cordial and peaceful and your Company continued to give ever
increasing importance to training at all levels and other aspects of H. R. D.

The number of Employees of the Company is 342. The relationship between average increase in remuneration
and Companyâs performance is as per the appropriate performance benchmarks and reflects short and long
term performance objectives appropriate to the working of the Company and its goals.

11.2 PARTICULARS OF EMPLOYEES:

There is no Employee drawing remuneration requiring disclosure under Rule 5(2) of Companies Appointment
& Remuneration of Managerial personnel) Rules, 2014.

12. PARTICULARS OF LOANS, GUARANTEES, INVESTMENT& SECURITIES PROVIDED:

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act,
2013 respectively are given in the notes to the Financial Statements attached to the Auditorsâ Report.

13. RELATED PARTY TRANSACTION AND DETAILS OF LOANS, GUARANTEES, INVESTMENT& SECURITIES
PROVIDED:

Details of Related Party Transactions and Details of Loans, Guarantees and Investments covered under the provisions
of Section 188 and 186 of the Companies Act, 2013 respectively are given in the notes to the Financial Statements
attached to the Auditorsâ Report.

All transactions entered by the Company during the financial year with related parties were in the ordinary course of
business and on an armâs length basis. During the year, the Company had not entered into any transactions with
related parties which could be considered as material in accordance with the policy of the Company on materiality of
related party transactions.

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

The information required under Section 134(3)(m) of the Companies Act, 2013 and rule 8(3) of Companies (Accounts)
Rules, 2014, relating to the conservation of Energy and Technology Absorption forms part of this report and is given
by way of Annexure- A.

15. CORPORATE GOVERNANCE AND MDA:

As per Regulation 34 (3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, Report on Corporate Governance, Management Discussion and Analysis (MDA) and a certificate
regarding compliance with the conditions of Corporate Governance are appended to the Annual Report as Annexure
- B.

16. SECRETARIAL AUDIT REPORT:

Your Company has obtained Secretarial Audit Report as required under Section 204(1) of the Companies Act, 2013
from M/s. Kashyap R. Mehta & Associates, Company Secretaries, Ahmedabad. The said Report is attached with this
Report as Annexure - C.

There are no remarks / qualification in the Secretarial Audit Report, hence no explanation has been offered.

Based on the recommendation of the Audit Committee, in terms of Section 204 of the Companies Act, 2013 read with
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the
Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
(âSEBI Listing Regulationsâ), the Board of Directors has recommended the appointment of M/s. Nishant Pandya &
Associates, Practising Company Secretaries (Firm Registration No. S2019GJ700100) as Secretarial Auditors of the
Company for a term of five (5) consecutive years to conduct the Secretarial Audit of five consecutive financial years
commencing from financial year 2025-26 to 2029-30, for approval of shareholders/members of the Company.

The Company has obtained consent from M/s. Nishant Pandya & Associates, Practising Company Secretaries to the
effect that their appointment as Secretarial Auditors of the Company for period of 5 years i.e. for the Financial Years
2025-26 to 2029-30, if made, will be in accordance with the provisions of Section 204 of the Companies Act, 2013.

The Shareholders/members are requested to consider and approve the appointment of the Secretarial Auditors of
the Company.

17. WEB ADDRESS OF ANNUAL RETURN:

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the draft Annual Return as on 31^st March, 2025 is
available on the Companyâs website www.sakarhealthcare.com.

18. AUDIT COMMITTEE/ NOMINATION AND REMUNERATION COMMITTEE/ STAKEHOLDERSâ RELATIONSHIP
COMMITTEE:

The details of various committees and their functions are part of Corporate Governance Report.

19. CORPORATE SOCIAL RESPONSIBILITY (CSR):

As per provisions of 135 of the Companies Act, 2013 and Rules made thereunder, the Company has constituted a
CSR Committee of Directors consisting of Mr. Sanjay S. Shah, Chairman, Mr. Aarsh S. Shah and Mr. Prashant C.
Srivastav, as members and has laid down a CSR policy.

Some of the core areas identified by the Committee are Education, Health, Environment, women empowerment,
Animal Welfare, Hungeretc.

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY:

As per Rule 8(1) of Companies (Corporate Social Responsibility Policy) Rules, 2014 the Annual Report on Corporate
Social Activities has been attached herewith as Annexure -D.

20. GENERAL:

20.1 AUDITORS:

STATUTORY AUDITORS:

The present Auditors of the Company M/s. J S Shah & Co., Chartered Accountants, Ahmedabad (Firm
Registration No. 132059W), were appointed as Statutory Auditors of the Company at the 18^th Annual General
Meeting for a period of 5 years i.e. for financial years 2022-23 to 2026-27. They continue to hold office as
Statutory Auditors till the conclusion of 23^rd AGM to be held in the year 2027.

The remarks of Auditor are self explanatory and have been explained in Notes on Accounts.

COST AUDITORS:

As per the requirement of Central Government and pursuant to Section 148 of the Companies Act, 2013 read
with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, the Company has
been carrying out audit of cost records every year.

The Board of Directors, on the recommendation of Audit Committee, has appointed M/s. Dalwadi& Associates,
Cost Accountants, (Firm Registration Number 000338) as Cost Auditor to audit the cost accounts of the
Company for the financial year 2025-26.

As required under the Companies Act, 2013, a resolution seeking Shareholdersâ approval for the remuneration
payable to the Cost Auditor forms part of the Notice convening the Annual General Meeting for their ratification.

20.2 INSURANCE:

The Companyâs properties including building, plant and machinery, stocks, stores etc. continue to be adequately
insured against risks such as fire, riot, strike, civil commotion, malicious damages, machinery breakdown etc.

20.3 DEPOSITS:

The Company has not accepted during the year under review any Deposits and there were no overdue
deposits.

20.4 RISKS MANAGEMENT POLICY:

The Company has a risk management policy, which from time to time, is reviewed by the Audit Committee of
Directors as well as by the Board of Directors. The Policy is reviewed quarterly by assessing the threats and
opportunities that will impact the objectives set for the Company as a whole. The Policy is designed to provide
the categorization of risk into threat and its cause, impact, treatment and control measures. As part of the Risk
Management policy, the relevant parameters for protection of environment, safety of operations and health
of people at work are monitored regularly with reference to statutory regulations and guidelines defined by
the Company.

20.5 SUBSIDIARIES/ ASSOCIATES/ JVS:

The Company does not have any Associate / JVs.

The Company has a Subsidiary namely Sakar Oncology Private Limited. Further, a statement containing the
salient feature of the financial statement of Subsidiary company under the first proviso to sub-section (3) of
section 129 is appended as Annexure - E. Apart from this, the Company does not have any Subsidiary.

20.6 CODE OF CONDUCT:

The Board of Directors has laid down a Code of Conduct applicable to the Board of Directors and Senior
Management. All the Board Members and Senior Management personnel have affirmed compliance with the
code of conduct.

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

There have been no significant and material orders passed by any regulators or courts or tribunals, impacting
the going concern status of the Company and its future operations.

20.8 ENVIRONMENT AND SAFETY:

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

20.9 DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION & REDRESSAL) ACT, 2013:

The Company has in place an Anti Sexual Harassment Policy, in line with the requirements of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. During the year
under review, the Company did not receive any complaint as under:

a.	Number of complaints received during the year	Nil
b.	Number of complaints disposed off during the year	Nil
c.	Number of cases pending for more than 90 days	Nil

20.10 GRATUITY:

The Company has made necessary provisions for the payment of Gratuity.

20.11 INSTANCES OF FRAUD, IF ANY REPORTED BY THE AUDITORS:

There have been no instances of fraud reported by the Auditors under Section 143(12) of the Companies Act,
2013.

20.12 SECRETARIAL STANDARDS:

The Company complies with the Secretarial Standards, issued by the Institute of Company Secretaries of
India, which are mandatorily applicable to the Company.

20.13 There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.

20.14 There was no instance of onetime settlement with any Bank or Financial Institution.

20.15. With respect to the loans advanced by the Directors to the Company, the Company has received necessary
declarations from Directors that the said loan is not given out of funds acquired by them by borrowing or
accepting loans or deposits from others.

20.16 No agreements have been entered / executed by the parties as mentioned under clause 5A of paragraph A
of Part A of Schedule III of SEBI (Listing Obligation and Disclosures Requirements) Regulations, 2015 which,
either directly or indirectly effect / impact the Management or Control of the Company or impose any restriction
or create any liability upon the Company.

21. INSIDER TRADING POLICY:

As required under the Insider Trading Policy Regulations of SEBI, your Directors have framed and approved Insider
Trading Policy for the Company i.e. âCode of Practices and Procedures for Fair Disclosure of Unpublished Price
Sensitive Informationâ and âCode of Conduct for Regulating Monitoring and Reporting of Trading by Designated
Persons/Insidersâ. The Policy is available on the companyâs website.

22. DISCLOSURE OF ACCOUNTING TREATMENT:

In the preparation of the financial statements, the Company has followed the Accounting Standards referred to in
Section 133 of the Companies Act, 2013. The significant accounting policies which are consistently applied are set
out in the Notes to the Financial Statements.

23. DISCLOSURES:

The Company has not entered into any transaction of material nature with the Promoters, the Directors or the
Management that may have any potential conflict with the interest of the Company.

24. FINANCE:

24.1 The Company has availed financial assistance in form of Term Loans and Working Capital from State Bank of
India.

24.2 The Companyâs Income tax Assessment has been completed upto the Assessment Year 2020-21.

25. DISCLOSURE UNDER MATERNITY BENEFIT ACT, 1961:

The Company is in compliance of the provision of Maternity Benefit Act, 1961 to the extent applicable.

26. ACKNOWLEDGEMENT:

Your Directors express their sincere gratitude for the assistance and co operation extended by Banks, Government
Authorities, Shareholders, Suppliers and Customers.

Your Directors also wish to place on record their appreciation of the contribution made by the employees at their
levels towards achievements of the Companyâs goals.

Registered Office For and on behalf of the Board of

Block No. 10/13, Village: Changodar, Sakar Healthcare Limited,

Sarkhej- Bavla Highway, [CIN: L24231GJ2004PLC043861]

Tal: Sanand, Dist: Ahmedabad -382 213 Sanjay S. Shah Aarsh S. Shah

Date : 25^th July, 2025 Chairman & Managing Director Jt. Managing Director

DIN:01515296 DIN: 05294294

Mar 31, 2024

The Directors have pleasure in presenting the 20^th ANNUAL REPORT together with the Audited Financial Statements for the Financial Year 2023-24 ended 31^st March, 2024.

1. FINANCIAL RESULTS AND OPERATIONS:

(Rs. in lakh)
Particulars	Standalone		Consolidated
	2023-24	2022-23	2023-24	2022-23
Revenue from Operation and other Income	15652.88	13803.38	15652.88	13803.38
Profit before Interest and Depreciation	4154.06	3781.19	4154.06	3781.19
Less: Finance cost	759.05	594.98	759.05	594.98
Profit before Depreciation	3395.01	3186.21	3395.01	3186.21
Less: Depreciation	1805.04	1498.60	1805.04	1498.60
Profit before Taxation	1589.97	1687.61	1589.97	1687.61
Less: CurrentTax	273.65	286.98	273.65	286.98
Less: Deferred Tax	422.88	411.75	422.88	411.75
(Add): MAT credit entitlement	(273.65)	(286.98)	(273.65)	(286.98)
Profit for the year	1167.09	1275.86	1167.09	1275.86

There are no material changes and commitment affecting the financial position of the Company which have occurred between 1^st April, 2024 and date of this report.

During the year under review, the Company achieved turnover of Rs.15335.17 lakh as compared to Rs. 13335.90 lakh during 2022-23. The Company earned profit before interest, depreciation and tax of Rs. 4154.06 lakh during as compared to Rs. 3781.19 lakh during 2022-23. After providing for interest, depreciation and taxes, the net profit for the year under review stood at Rs. 1167.09 lakh as compared to Rs. 1275.86 lakh during 2022-23.

2. DIVIDEND:

With view to conserve the financial resources for the future requirement of the Company, the Board of Directors has not recommended any dividend for the year.

3. AWARDS AND RECOGNITIONS:

Global Business Review, GBR:INDIA LIFESCIENCES 2023 edition had interviewed key stake holders and mentioned Sakar Healthcare Ltd.''s expansion with API-integrated oncology formulation manufacturing unit and it''s potential under Contract manufacturing (CDMO). This WHO GMP approved plant was then after audited and received EU GMP approval for Oral Solid (tablet, capsule) and Injection (liquid, lyophilised) manufacturing units.

4. ALLOTMENT OF EQUITY SHARES ON PREFERENTIAL BASIS :

The Company has allotted 23,09,910 Equity Shares of Rs. 10/- each at premium of Rs. 249.75 per Equity Shares on 1^st September, 2023 to Non-Promoter on Preferential Basis after complying with the provisions and guidelines under the Companies Act, 2013 and SEBI Regulations. The Company also obtained approval of National Stock Exchange of India Limited (NSE) for Listing & Trading of the said Equity Shares in due course of time.

The disclosure as required under Regulation 32(7A) of SEBI LODR Regulations, 2015 is as under:

Date of Raising Funds	29^th August, 2023
Amount Raised	Rs. 59,99,99,123/-
Monitoring Agency	Not applicable
Is there a Deviation / Variation / Modification in use of funds raised	No

Objects for which funds have been raised:
Original Object	Funds raised on 29.08.2023 (Rs.)	Funds Utilised till 31.12.2023 (Rs.)	Funds Utilised till 31-03-2024 & as on date of this report
Repayment/ prepayment of all or a portion of certain borrowings availed by our Company	40,00,00,000	40,00,00,000 (100% utilized)	N.A.
Capital expenditure for compliance with good manufacturing practices (GMP) for medicines intended to be sold in European Union (EU)	5,00,00,000	5,00,00,000 (100% utilized)	N.A.
General corporate purposes	4,99,99,123	4,99,99,123 (100% utilized)	N.A.
For acquisition of land and building	10,00,00,000	10,00,00,000 (100% utilized)	N.A..

- On 28^th December, 2023, the Company allotted 4,00,000 Equity Shares of Rs. 10/- each at premium of Rs. 374/ - per Equity Shares to Non-Promoters and 5,00,000 Warrants (Convertible equal number of Equity Shares) of Rs. 10/- each (''Convertible Warrants'') at a premium of Rs. 374/- per security to Promoters & Non Promoters on Preferential basis after complying with the provisions and guidelines under the Companies Act, 2013 and SEBI Regulations. The Company also obtained necessary approvals of National Stock Exchange of India Limited (NSE) for the same.

The disclosure as required under Regulation 32(7A) of SEBI LODR Regulations, 2015 is as under:
Date of Raising Funds			28^th December, 2023
Amount Raised			Rs. 20.16 Cr.
Monitoring Agency			Not applicable
Is there a Deviation / Variation / Modification in use of funds raised			No
Objects for which funds have been raised:
Original Object	Funds raised on 29.08.2023 (Rs.)	Funds Utilised till 31.03.2024 (Rs.)		Funds Utilised till date of this report
Repayment/ prepayment of all or a portion of certain borrowings from State Bank of India availed by our Company	Rs. 9.00 Crore	Rs. 9.00 Crore (100% utilized)		N.A.
Capital expenditure for procurement of Lipid Complex Injections Machinery and Equipments/ Utilities with Electrification for Oncology unit	Rs. 4.00 Crore	Rs. 4.00 Crore (100% utilized)		N.A.
General corporate purposes	Rs. 4.16 Crore	Rs. 4.16 Crore (100% utilized)		N.A.
For Clinical trials/ bioequivalence studies for Oncology Products	Rs. 3.00 Crore	Rs. 3.00 Crore (100% utilized)		N.A..

Post allotments of Equity Shares as aforesaid, the paid up Capital of the Company stood at Rs. 21,74,99,100/-divided into 2,17,49,910 Equity Shares Equity Shares of Rs.10/- each as on date of this report.

6. SHARE CAPITAL:

The Company has increased its Authorised Share Capital from Rs. 20 Crores to Rs. 25 Crores in the Extra Ordinary General Meeting held on 29^th August, 2023.

The paid up Share Capital of the Company as on 31^st March, 2024 was Rs. 21.74 Crore. As on 31^st March, 2024.The Company has not issued shares with differential voting rights nor granted stock options nor sweat equity.

During the fiscal 2024, the Company allotted 5,00,000 convertible warrants of Rs. 10/- each to Promoters and NonPromoter. As on date of this report, the Promoter Directors holds 2,00,000 convertible warrants.

7. RESERVES:

The Company does not propose to transfer any amount to General Reserves.

8. DEMATERIALISATION OF EQUITY SHARES:

All the Equity Shares and Convertible Warrants of the Company are in dematerialised form with either of the depository viz. NSDL and CDSL.

The ISIN allotted to the Company for Equity shares is INE732S01012.

The ISIN allotted to the Company for Convertible Warrants is INE732S13025.

9. DIRECTORS & KEY MANAGERIAL PERSONNEL:

9.1 One of your Directors viz. Mr. Aarsh S. Shah (DIN: 05294294) retires by rotation in terms of the Articles of Association of the Company. However, being eligible offers himself for reappointment.

9.2 The Company has appointed Ms. Vishalakshi Chandramouli (DIN: 03594109) as Non-Executive Non Independent Director of the Company w.e.f 1^st September, 2023.

9.3 The Company has appointed Ms. Khyati Shah (DIN: 09430457) and Mr. Jignesh Parikh (DIN: 01303311) as Non-Executive Independent Directors of the Company w.e.f 6^th November, 2023

9.4 The Company has appointed Mr. Sunil Marathe (DIN: 08777180) as Whole time Director - Technical w.e.f. 6^thNovember, 2023.

9.5 Ms. Rita S. Shah (DIN: 01515340) has step down from the position as Whole-time Director to Director (NonExecutive) w.e.f. 6^th November, 2023. She will continue to act as Director (Non-Executive) of the Company.

9.6 The Board in their meeting held on 22^nd July, 2024, based on the recommendation of the Nomination and Remuneration Committee and subject to approval of members/shareholders, have:

- Re-appointed Mr. Sanjay S. Shah (DIN: 01515296), as Managing Director of the Company w.e.f. 1^stDecember, 2024 for a period of 3 years

- Re-appointed Mr. Aarsh S. Shah (DIN: 05294294), as Joint Managing Director of the Company w.e.f. 1^stDecember, 2024 for a period of 3 years.

9.7 The Company has received necessary declaration from each Independent Director of the Company under Section 149(7) of the Companies Act, 2013 (the Act) that they meet with the criteria of their independence laid down in Section 149(6) of the Act. The Independent Director shall enroll his / her name in the Databank, being maintained by Indian Institute of Corporate Affairs to qualify as an Independent Director. The enrollment of Independent Directors has been completed and they have furnished the declaration affirming their compliance to the Board with the provisions contained under sub rule 1 & 2 of Rule 6 of Companies (Appointment & Qualification of Directors) Rules.

9.8 Brief profile of the Directors who are being appointed or re-appointed as required under Regulations 36(3) of Listing Regulations, 2015 and Secretarial Standard on General Meetings is provided in the notice for the forthcoming AGM of the Company.

9.9 The Board of Directors duly met 9 times during the financial year under review.

9.10 Formal Annual Evaluation:

The Nomination and Remuneration Committee adopted a formal mechanism for evaluating the performance of the Board of Directors as well as that of its Committees and individual Directors, including Chairman of the Board, Key Managerial Personnel/ Senior Management etc. The exercise was carried out through an evaluation process covering aspects such as composition of the Board, experience, competencies, governance issues etc.

9.11 DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the requirement of Section 134 of the Companies Act, 2013, it is hereby confirmed:

(i) that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) that the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company at 31^st March, 2024 being end of the financial year 2023-24 and of the profit of the Company for the year;

(iii) That the Directors had taken proper and sufficient care for 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) that the Directors had prepared the annual accounts on a going concern basis.

(v) the Directors, had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

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

10. INTERNAL FINANCIAL CONTROL AND ITS ADEQUACY:

The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Company''s policies, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records and the timely preparation of reliable financial disclosures.

11. MANAGERIAL REMUNERATION:
	Sr. No.	Name of the Director & Designation	Remuneration for the year 2024-25 (Rs. In Lakh)	% increase over last year	Parameters	Median of Employees Remuneration	Ratio	Commission received from Holding/ Subsidiary
	1	Sanjay S. Shah Managing Director	48.00	Nil	Higher responsibility and time involvement	400320	11.99
	2	Aarsh S. Shah Joint Managing Director	36.00	Nil	Higher responsibility and time involvement	400320	8.99
	3	Rita S. Shah* Executive Director	12.00	Nil	Higher responsibility and time involvement	400320	2.99
	4	Sunil Marathe@ Whole time Director- Technical	12.00	Nil	Higher responsibility and time involvement	400320	2.99

*Ceased as a Whole time Director w.e.f. 6^th November, 2023 @Appointed w.e.f. 6^th November, 2023

The Board of Directors has framed a Remuneration Policy that assures the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate Directors, Key Managerial Personnel and Senior Management to enhance the quality required to run the Company successfully. The Relationship of remuneration to performance is clear and meets appropriate performance benchmarks. All the Board Members and Senior Management personnel have affirmed time to time implementation of the said Remuneration policy.

The Nomination and Remuneration Policyis available on the Company''s website www.sakarhealthcare.com

12. KEY MANAGERIAL PERSONNEL:

12.1	% INCREASE IN REMUNERATION OF DIRECTORS AND KMP:
	Sr. No.	Name of the Director & KMP	Designation	Percentage (%) Increase (If any)
	1.	Sanjay S. Shah	Managing Director	Nil
	2.	Aarsh S. Shah	Joint Managing Director	Nil
	3.	Sunil Marathe	Wholetime Director - Technical	N.A.
	4.	Dharmesh R. Thaker	CFO	17.5%
	5.	Bharat Soni	Company Secretary	12.00%

12.2 COMPARISON BETWEEN REMUNERATION OF KMP & PERFORMANCE OF THE COMPANY:

As per the Remuneration Policy and based on the Recommendation of Nomination & Remuneration Committee the Relationship of remuneration to KMP & performance of Company is clear and meets appropriate performance benchmarks.

13. PERSONNEL AND H. R. D.:

13.1 INDUSTRIAL RELATIONS:

The industrial relations continued to remain cordial and peaceful and your Company continued to give ever increasing importance to training at all levels and other aspects of H. R. D.

The number of Employees of the Company is 325. The relationship between average increase in remuneration and Company''s performance is as per the appropriate performance benchmarks and reflects short and long term performance objectives appropriate to the working of the Company and its goals.

13.2 PARTICULARS OF EMPLOYEES:

There is no Employee drawing remuneration requiring disclosure under Rule 5(2) of Companies Appointment & Remuneration of Managerial personnel) Rules, 2014.

14. PARTICULARS OF LOANS, GUARANTEES, INVESTMENT& SECURITIES PROVIDED:

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 respectively are given in the notes to the Financial Statements attached to the Auditors'' Report.

15. RELATED PARTY TRANSACTION AND DETAILS OF LOANS, GUARANTEES, INVESTMENT& SECURITIES PROVIDED:

Details of Related Party Transactions and Details of Loans, Guarantees and Investments covered under the provisions of Section 188 and 186 of the Companies Act, 2013 respectively are given in the notes to the Financial Statements attached to the Auditors'' Report.

All transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arm''s length basis. During the year, the Company had not entered into any transactions with related parties which could be considered as material in accordance with the policy of the Company on materiality of related party transactions.

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

The information required under Section 134(3)(m) of the Companies Act, 2013 and rule 8(3) of Companies (Accounts) Rules, 2014, relating to the conservation of Energy and Technology Absorption forms part of this report and is given by way of Annexure- A.

17. CORPORATE GOVERNANCE AND MDA:

As per Regulation 34 (3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,Report on Corporate Governance, Management Discussion and Analysis (MDA) and a certificate regarding compliance with the conditions of Corporate Governance are appended to the Annual Report as Annexure - B.

18. SECRETARIAL AUDIT REPORT:

Your Company has obtained Secretarial Audit Report as required under Section 204(1) of the Companies Act, 2013 from M/s. Kashyap R. Mehta & Associates, Company Secretaries, Ahmedabad. The said Report is attached with this Report as Annexure - C.

There are no remarks / qualification in the Secretarial Audit Report, hence no explanation has been offered.

19. WEB ADDRESS OF ANNUAL RETURN:

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the draft Annual Return as on 31^st March, 2024 is available on the Company''s websitewww.sakarhealthcare.com.

20. AUDIT COMMITTEE/ NOMINATION AND REMUNERATION COMMITTEE/ STAKEHOLDERS'' RELATIONSHIP COMMITTEE:

The details of various committees and their functions are part of Corporate Governance Report.

21. CORPORATE SOCIAL RESPONSIBILITY (CSR):

As per provisions of 135 of the Companies Act, 2013 and Rules made thereunder, the Company has constituted a CSR Committee of Directors consisting of Mr. Sanjay S. Shah, Chairman, Mr. Aarsh S. Shah and Mr. Prashant C. Srivastav, as members and has laid down a CSR policy.

Some of the core areas identified by the Committee are Education, Health, Environment, women empowerment, Animal Welfare, Hungeretc.

21.1 ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY:

As per Rule 8(1) of Companies (Corporate Social Responsibility Policy) Rules, 2014 the Annual Report on Corporate Social Activities has been attached herewith as Annexure -D.

22. GENERAL:

22.1 AUDITORS:

STATUTORY AUDITORS:

The present Auditors of the Company M/s. J S Shah & Co., Chartered Accountants, Ahmedabad (Firm Registration No. 132059W), were appointed as Statutory Auditors of the Company at the 18^th Annual General Meeting for a period of 5 years i.e. for financial years 2022-23 to 2026-27. They continue to hold office as Statutory Auditors till the conclusion of 23^rd AGM to be held in the year 2027.

The remarks of Auditor are self explanatory and have been explained in Notes on Accounts.

COST AUDITORS:

As per the requirement of Central Government and pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, the Company has been carrying out audit of cost records every year.

The Board of Directors, on the recommendation of Audit Committee, has appointed M/s. Dalwadi& Associates, Cost Accountants, (Firm Registration Number 000338) as Cost Auditor to audit the cost accounts of the Company for the financial year 2024-25.

As required under the Companies Act, 2013, a resolution seeking Shareholders'' approval for the remuneration payable to the Cost Auditor forms part of the Notice convening the Annual General Meeting for their ratification.

22.2 INSURANCE:

The Company''s properties including building, plant and machinery, stocks, stores etc. continue to be adequately insured against risks such as fire, riot, strike, civil commotion, malicious damages, machinery breakdown etc.

22.3 DEPOSITS:

The Company has not accepted during the year under review any Deposits and there were no overdue deposits.

22.4 RISKS MANAGEMENT POLICY:

The Company has a risk management policy, which from time to time, is reviewed by the Audit Committee of Directors as well as by the Board of Directors. The Policy is reviewed quarterly by assessing the threats and opportunities that will impact the objectives set for the Company as a whole. The Policy is designed to provide the categorization of risk into threat and its cause, impact, treatment and control measures. As part of the Risk Management policy, the relevant parameters for protection of environment, safety of operations and health of people at work are monitored regularly with reference to statutory regulations and guidelines defined by the Company.

22.5 SUBSIDIARIES/ ASSOCIATES/ JVS:

The Company does not have any Associate / JVs.

The Company has a Subsidiary namely Sakar Oncology Private Limited. Further, a statement containing the salient feature of the financial statement of Subsidiary company under the first proviso to sub-section (3) of section 129 is appended as Annexure - E. Apart from this, the Company does not have any Subsidiary.

22.6 CODE OF CONDUCT:

The Board of Directors has laid down a Code of Conduct applicable to the Board of Directors and Senior Management. All the Board Members and Senior Management personnel have affirmed compliance with the code of conduct.

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

There have been no significant and material orders passed by any regulators or courts or tribunals, impacting the going concern status of the Company and its future operations.

22.8 ENVIRONMENT AND SAFETY:

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

22.9 DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013:

The Company has in place an Anti Sexual Harassment Policy, in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. During the year under review, the Company did not receive any complaint.

22.10 GRATUITY:

The Company has made necessary provisions for the payment of Gratuity.

22.11 INSTANCES OF FRAUD, IF ANY REPORTED BY THE AUDITORS:

There have been no instances of fraud reported by the Auditors under Section 143(12) of the Companies Act, 2013.

22.12 SECRETARIAL STANDARDS:

The Company complies with the Secretarial Standards, issued by the Institute of Company Secretaries of India, which are mandatorily applicable to the Company.

22.13 There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.

22.14 There was no instance of one time settlement with any Bank or Financial Institution.

22.15. With respect to the loans advanced by the Directors to the Company, the Company has received necessary declarations from Directors that the said loan is not given out of funds acquired by them by borrowing or accepting loans or deposits from others.

22.16 No agreements have been entered / executed by the parties as mentioned under clause 5A of paragraph A of Part A of Schedule III of SEBI (Listing Obligation and Disclosures Requirements) Regulations, 2015 which, either directly or indirectly effect / impact the Management or Control of the Company or impose any restriction or create any liability upon the Company.

23. INSIDER TRADING POLICY:

As required under the Insider Trading Policy Regulations of SEBI, your Directors have framed and approved Insider Trading Policy for the Company i.e. ''Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information'' and ''Code of Conduct for Regulating Monitoring and Reporting of Trading by Designated Persons/Insiders''. The Policy is available on the company''s website.

24. DISCLOSURE OF ACCOUNTING TREATMENT:

In the preparation of the financial statements, the Company has followed the Accounting Standards referred to in Section 133 of the Companies Act, 2013. The significant accounting policies which are consistently applied are set out in the Notes to the Financial Statements.

25. DISCLOSURES:

The Company has not entered into any transaction of material nature with the Promoters, the Directors or the Management that may have any potential conflict with the interest of the Company.

26. FINANCE:

26.1 The Company has availed financial assistance in form of Term Loans and Working Capital from State Bank of India.

26.2 The Company''s Income tax Assessment has been completed upto the Assessment Year 2020-21.

27. ACKNOWLEDGEMENT:

Your Directors express their sincere gratitude for the assistance and co operation extended by Banks, Government Authorities, Shareholders, Suppliers and Customers.

Your Directors also wish to place on record their appreciation of the contribution made by the employees at their levels towards achievements of the Company''s goals.

Mar 31, 2023

The Directors have pleasure in presenting the 19^th ANNUAL REPORT together with the Audited Financial Statements for the Financial Year 2022-23 ended 31^st March, 2023.

1. FINANCIAL RESULTS AND OPERATIONS:

(Rs. in Lakh)
Particulars	Standalone		Consolidated
	2022-23	2021-22	2022-23	2021-22
Sales and other Income	13803.38	13039.77	13803.38	13039.77
Profit before Interest and Depreciation	3781.19	3157.24	3781.19	3149.67
Less: Interest	594.98	289.71	594.98	289.71
Profit before Depreciation	3186.21	2867.53	3186.21	2859.96
Less: Depreciation	1498.60	966.74	1498.60	966.74
Profit before Taxation	1687.61	1900.79	1687.61	1893.21
Less: Provision for Taxation - Current	286.98	341.07	286.98	339.74
Less/ (Add): Provision for Taxation - Deferred	124.77	35.47	124.77	35.47
Profit for the year	1275.86	1524.25	1275.86	1518.00

There are no material changes and commitment affecting the financial position of the Company which have occurred between 1^st April, 2023 and date of this report.

During the year under review, the Company achieved turnover of Rs.13803.38 lakh ascompared to Rs. 13039.77 lakh during 2021-22. The Company earned profit before interest, depreciation and tax of Rs. 3781.19 lakh during as compared to Rs. 3157.24 lakh during 2021-22. After providing for interest, depreciation and taxes, the net profit for the year under review stood at Rs. 1275.86 lakh as compared to Rs. 1524.25 lakh during 2021-22.

2. DIVIDEND:

With view to conserve the financial resources for the future requirement of the Company, the Board of Directors has not recommended any dividend for the year.

3. AWARDS AND RECOGNITIONS:

3.1 Sakar healthcare received PHARMA RATNA UNIVERSE 2022 excellence in Oncology Manufacturing award

3.2 The Company has been honoured as SME STARS 2022 by alpha Ideas.

4. ALLOTMENT OF EQUITY SHARES ON PREFERENTIAL BASIS :

The Company has allotted 15,00,000 Equity Shares of Rs. 10/- each at premium of Rs. 150/- per Equity Shares on 8^th July, 2022 to Non-Promoter on Preferential Basis after complying with the provisions and guidelines under the Companies Act, 2013 and SEBI Regulations. The Company also obtained approval of NSE for Listing & Trading of the said Equity Shares in due course of time.

The disclosure as required under Regulation 32(7A) of SEBI LODR Regulations, 2015 is as under:

Date of Raising Funds	6^th July, 2022
Amount Raised	Rs. 24.00 Cr.
Monitoring Agency	Not applicable
Is there a Deviation / Variation / Modification in use of funds raised	No

Objects for which funds have been raised:

Original Object

Funds raised on

06-07-2022

Funds Utilised till

30-09-2022

Funds Utilised till

31.12.2022

Funds Utilised till

31-03-2023 & as on date of this report

To manufacture anti-cancer injection products both in Liquid and Lyophilised form total costing of Rs. 38.75 crores

24.00 Cr.

24.00 Cr. (100% utlilized)

N.A.

- The Company has allotted 4,22,000 Equity Shares of Rs. 10/- each at premium of Rs. 240/- per Equity Shares on 24th February, 2023 to Non-Promoters on Preferential Basis after complying with the provisions and guidelines under the Companies Act, 2013 and SEBI Regulations. The Company also obtained approval of NSE for Listing & Trading of the said Equity Shares in due course of time.

The disclosure as required under Regulation 32(7A) of SEBI LODR Regulations, 2015 is as under:

Date of Raising Funds		From 20^th February, 2023 to 23^rd February, 2023
Amount Raised		Rs. 10.55 Cr.
Monitoring Agency		Not applicable
Is there a Deviation / Variation / Modification in use of funds raised		No
Objects for which funds have been raised:
Original Object	Funds raised From 20-02-2023 To 23-02-2023		Funds Utilised till 31-03-2023
Oncology Project and Procurement of Machinery and Equipments with Electrification for the said project	10.55 Cr.		10.55 Cr. (100% utlilized)

Post allotment of Equity Shares as aforesaid, the paid up Capital of the Company stood at Rs. 19.04 Crores divided

into 1,90,40,000 Equity Shares Equity Shares of Rs.10/- each as on date of this report.

6. SHARE CAPITAL:

The paid up Share Capital of the Company as on 31^st March, 2023 was Rs. 19.04 Crore. As on 31^st March, 2023, the

Company has not issued shares with differential voting rights nor granted stock options nor sweat equity and none

of the Directors of the Company hold any convertible instruments.

7. RESERVES:

The Company does not propose to transfer any amount to General Reserves.

8. DEMATERIALISATION OF EQUITY SHARES:

All the Equity Shares of the Company are in dematerialised form with either of the depository viz. NSDL and CDSL.

The ISIN allotted to the Company is INE732S01012.

9. DIRECTORS & KEY MANAGERIAL PERSONNEL:

9.1 One of your Directors viz. Ms. Rita S. Shah retires by rotation in terms of the Articles of Association of the Company. However, being eligible offers herself for reappointment.

9.2 The Company has received necessary declaration from each Independent Director of the Company under Section 149(7) of the Companies Act, 2013 (the Act) that they meet with the criteria of their independence laid down in Section 149(6) of the Act. The Independent Director shall enroll his / her name in the Databank, being maintained by Indian Institute of Corporate Affairs to qualify as an Independent Director. The enrollment of Independent Directors has been completed and they have furnished the declaration affirming their compliance to the Board with the provisions contained under sub rule 1 & 2 of Rule 6 of Companies (Appointment & Qualification of Directors) Rules.

9.3 Brief profile of the Director who is being appointed or re-appointed as required under Regulations 36(3) of Listing Regulations, 2015 and Secretarial Standard on General Meetings is provided in the notice for the forthcoming AGM of the Company.

9.4 The Board of Directors duly met 10 times during the financial year under review.

9.5 Formal Annual Evaluation:

The Nomination and Remuneration Committee adopted a formal mechanism for evaluating the performance of the Board of Directors as well as that of its Committees and individual Directors, including Chairman of the Board, Key Managerial Personnel/ Senior Management etc. The exercise was carried out through an evaluation process covering aspects such as composition of the Board, experience, competencies, governance issues etc.

9.6 DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the requirement of Section 134 of the Companies Act, 2013, it is hereby confirmed:

(i) that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) that the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company at 31^st March, 2023 being end of the financial year 2022-23 and of the profit of the Company for the year;

(iii) that the Directors had taken proper and sufficient care for 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) that the Directors had prepared the annual accounts on a going concern basis.

(v) the Directors, had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

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

10. INTERNAL FINANCIAL CONTROL AND ITS ADEQUACY:

The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Company''s policies, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records and the timely preparation of reliable financial disclosures.

11. MANAGERIAL REMUNERATION:

Sr. No.	Name of the Director & Designation	Remuneration for the year 2022-23 (Rs. In Lakh)	% increase over last year	Parameters	Median of Employees Remuneration	Ratio	Commission received from Holding/ Subsidiary
1	Sanjay S. Shah Managing Director	48.00	Nil	Higher responsibility and time involvement	400320	11.99
2	Rita S. Shah Executive Director	12.00	Nil	Higher responsibility and time involvement	400320	2.99
3	Aarsh S. Shah Joint Managing Director	36.00	Nil	Higher responsibility and time involvement	400320	8.99

The Board of Directors has framed a Remuneration Policy that assures the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate Directors, Key Managerial Personnel and Senior Management to enhance the quality required to run the Company successfully. The Relationship of remuneration to performance is clear and meets appropriate performance benchmarks. All the Board Members and Senior Management personnel have affirmed time to time implementation of the said Remuneration policy.

The Nomination and Remuneration Policyis available on the Company''s website www.sakarhealthcare.com

12. KEY MANAGERIAL PERSONNEL:

12.1 % INCREASE IN REMUNERATION OF DIRECTORS AND KMP:

Sr. No.	Name of the Director & KMP	Designation	Percentage (%) Increase (If any)
1.	Sanjay S. Shah	Managing Director	Nil
2.	Rita S. Shah	Wholetime Director	Nil
3.	Aarsh S. Shah	Joint Managing Director	Nil
4.	Dharmesh R. Thaker	CFO	17.5%
6.	Bharat Soni	Company Secretary	12.00%

12.2 COMPARISON BETWEEN REMUNERATION OF KMP & PERFORMANCE OF THE COMPANY:

As per the Remuneration Policy and based on the Recommendation of Nomination & Remuneration Committee the Relationship of remuneration to KMP & performance of Company is clear and meets appropriate performance benchmarks.

13. PERSONNEL AND H. R. D.:

13.1 INDUSTRIAL RELATIONS:

The industrial relations continued to remain cordial and peaceful and your Company continued to give ever increasing importance to training at all levels and other aspects of H.R.D.

The relationship between average increase in remuneration and Company''s performance is as the number of Employees of the Company is 297 per the appropriate performance benchmarks and reflects short and long term performance objectives appropriate to the working of the Company and its goals.

13.2 PARTICULARS OF EMPLOYEES:

There is no Employee drawing remuneration requiring disclosure under Rule 5(2) of Companies Appointment & Remuneration of Managerial personnel) Rules, 2014.

14. PARTICULARS OF LOANS, GUARANTEES, INVESTMENT& SECURITIES PROVIDED:

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 respectively are given in the notes to the Financial Statements attached to the Auditors'' Report.

15. RELATED PARTY TRANSACTION AND DETAILS OF LOANS, GUARANTEES, INVESTMENT& SECURITIES PROVIDED:

Details of Related Party Transactions and Details of Loans, Guarantees and Investments covered under the provisions of Section 188 and 186 of the Companies Act, 2013 respectively are given in the notes to the Financial Statements attached to the Auditors'' Report.

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

The information required under Section 134(3)(m) of the Companies Act, 2013 and rule 8(3) of Companies (Accounts) Rules, 2014, relating to the conservation of Energy and Technology Absorption forms part of this report and is given by way of Annexure- A.

17. CORPORATE GOVERNANCE AND MDA:

As per Regulation 34 (3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Report on Corporate Governance, Management Discussion and Analysis (MDA) and a certificate regarding compliance with the conditions of Corporate Governance are appended to the Annual Report as Annexure - B.

18. SECRETARIAL AUDIT REPORT:

Your Company has obtained Secretarial Audit Report as required under Section 204(1) of the Companies Act, 2013 from M/s. Kashyap R. Mehta & Associates, Company Secretaries, Ahmedabad. The said Report is attached with this Report as Annexure - C.

There are no remarks / qualification in the Secretarial Audit Report, hence no explanation has been offered.

19. WEB ADDRESS OF ANNUAL RETURN:

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the draft Annual Return as on 31^st March, 2023 is available on the Company''s website www.sakarhealthcare.com.

20. AUDIT COMMITTEE/ NOMINATION AND REMUNERATION COMMITTEE/ STAKEHOLDERSâ RELATIONSHIP COMMITTEE:

The details of various committees and their functions are part of Corporate Governance Report.

21. CORPORATE SOCIAL RESPONSIBILITY (CSR):

As per provisions of 135 of the Companies Act, 2013 and Rules made thereunder, the Company has constituted a CSR Committee of Directors consisting of Mr. Sanjay S. Shah, Chairman, Mr. Aarsh S. Shah and Mr. Prashant C. Srivastav, as members and has laid down a CSR policy.

Some of the core areas identified by the Committee are Education, Health, Environment, women empowerment, Animal Welfare, Hungeretc.

21.1 ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY:

As per Rule 8(1) of Companies (Corporate Social Responsibility Policy) Rules, 2014 the Annual Report on Corporate Social Activities has been attached herewith as Annexure -D.

22. GENERAL:

22.1 AUDITORS:

STATUTORY AUDITORS:

The present Auditors of the Company M/s. J S Shah & Co., Chartered Accountants, Ahmedabad (Firm Registration No. 132059W), were appointed as Statutory Auditors of the Company at the 18^th Annual General Meeting for a period of 5 years i.e. for financial years 2022-23 to 2026-27. They continue to hold office as Statutory Auditors till the conclusion of 23^rd AGM to be held in the year 2027.

The remarks of Auditor are self explanatory and have been explained in Notes on Accounts.

COST AUDITORS:

As per the requirement of Central Government and pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, the Company has been carrying out audit of cost records every year.

The Board of Directors, on the recommendation of Audit Committee, has appointed M/s. Dalwadi & Associates, Cost Accountants, (Firm Registration Number 000338) as Cost Auditor to audit the cost accounts of the Company for the financial year 2023-24.

22.2 INSURANCE:

22.3 DEPOSITS:

The Company has not accepted during the year under review any Deposits and there were no overdue deposits.

22.4 RISKS MANAGEMENT POLICY:

The Company has a risk management policy, which from time to time, is reviewed by the Audit Committee of Directors as well as by the Board of Directors. The Policy is reviewed quarterly by assessing the threats and opportunities that will impact the objectives set for the Company as a whole. The Policy is designed to provide the categorization of risk into threat and its cause, impact, treatment and control measures. As part of the Risk Management policy, the relevant parameters for protection of environment, safety of operations and health of people at work are monitored regularly with reference to statutory regulations and guidelines defined by the Company.

22.5 SUBSIDIARIES/ ASSOCIATES/ JVS:

The Company does not have any Associate / JVs.

The Company has a Subsidiary namely Sakar Oncology Private Limited. Further, a statement containing the salient feature of the financial statement of Subsidiary company under the first proviso to sub-section (3) of section 129 is appended as Annexure - E. Apart from this, the Company does not have any Subsidiary.

22.6 CODE OF CONDUCT:

The Board of Directors has laid down a Code of Conduct applicable to the Board of Directors and Senior Management. All the Board Members and Senior Management personnel have affirmed compliance with the code of conduct.

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

There have been no significant and material orders passed by any regulators or courts or tribunals, impacting the going concern status of the Company and its future operations.

22.8 ENVIRONMENT AND SAFETY:

22.9 DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013:

The Company has in place an Anti Sexual Harassment Policy, in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. During the year under review, the Company did not receive any complaint.

22.10 GRATUITY:

The Company has made necessary provisions for the payment of Gratuity.

22.11 INSTANCES OF FRAUD, IF ANY REPORTED BY THE AUDITORS:

There have been no instances of fraud reported by the Auditors under Section 143(12) of the Companies Act, 2013.

22.12 SECRETARIAL STANDARDS:

The Company complies with the Secretarial Standards, issued by the Institute of Company Secretaries of India, which are mandatorily applicable to the Company.

22.13 There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.

22.14 There was no instance of onetime settlement with any Bank or Financial Institution.

23. INSIDER TRADING POLICY:

As required under the Insider Trading Policy Regulations of SEBI, your Directors have framed and approved Insider Trading Policy for the Company i.e. âCode of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information'' and âCode of Conduct for Regulating Monitoring and Reporting of Trading by Designated Persons/Insiders''. The Policy is available on the company''s website.

24. DISCLOSURE OF ACCOUNTING TREATMENT:

In the preparation of the financial statements, the Company has followed the Accounting Standards referred to in Section 133 of the Companies Act, 2013. The significant accounting policies which are consistently applied are set out in the Notes to the Financial Statements.

25. DISCLOSURES:

The Company has not entered into any transaction of material nature with the Promoters, the Directors or the Management that may have any potential conflict with the interest of the Company.

26. FINANCE:

26.1 The Company has availed financial assistance in form of Term Loans and Working Capital from State Bank of India.

26.2 The Company''s Income tax Assessment has been completed upto the Assessment Year 2021-22.

27. ACKNOWLEDGEMENT:

Your Directors express their sincere gratitude for the assistance and co operation extended by Banks, Government Authorities, Shareholders, Suppliers and Customers.

Your Directors also wish to place on record their appreciation of the contribution made by the employees at their levels towards achievements of the Company''s goals.

Mar 31, 2018

DIRECTORS'' REPORT

The Members,

Sakar Healthcare Limited,

The Directors have pleasure in presenting the 14^th ANNUAL REPORT together with the Audited Financial Statements for the Financial Year 2017-18 ended 31^st March, 2018.

1. FINANCIAL RESULTS AND OPERATIONS:

(Rs. in lakh)

Particulars	2017-18	2016-17
Sales and other Income	5360.90	4490.49
Profit before Interest and Depreciation	1312.01	1089.76
Less: Interest	258.51	268.53
Profit before Depreciation	1053.50	821.23
Less: Depreciation	440.92	338.94
Less: Exceptional Item	1.66	0.17
Profit before Taxation	610.92	482.12
Less: Provision for Taxation - Current	150.00	80.00
Less: Provision for Taxation - Deferred	52.79	55.85
Less: Provision for Taxation - Previous year	26.66	8.44
Profit for the year	381.47	337.83
Add: Balance Brought Forward	1109.79	958.23
Less : Utilization of Revenue Reserve for DTL	-	186.27
Balance carried to Balance Sheet	1491.26	1109.79

There are no material changes and commitment affecting the financial position of the Company which have occurred between 1^st April, 2018 and date of this report.

During the year under review, the Company achieved turnover of Rs. 5360.90 lakh compared to Rs. 4490.49 lakh during 2016-17. The Company earned profit before interest, depreciation and tax of Rs. 1312.01 lakh during 201718 compared to Rs. 1089.76 lakh during 2016-17. After providing for interest, depreciation and taxes, the net profit for the year under review stood at Rs. 381.47 lakh as compared to Rs. 337.83 lakh during 2016-17. The EPS for the year under review stood at Rs. 3.12 compared to Rs. 3.08 for the year 2016-17.

2. DIVIDEND:

With view to conserve the financial resources for the future requirement of the Company, the Board of Directors has not recommended any dividend for the year.

3. LISTING:

The Equity Shares of the Company are listed on SME Emerge Platform of National Stock Exchange of Inda Limited w.e.f. 14^th October, 2016. As per the prevailing Migration Policy from SME Platform to NSE Main Board, the Company should have been listed on SME Platform for a period of at least 2 years. This would be subject to the approval of the Shareholders by way of Postal Ballot. The Company would approach NSE and Shareholders for Migration at appropriate time.

The Company is regular in payment of Annual Listing Fees. The Company has paid Listing fees up to the year 2018-19.

4. INCREASE IN AUTHORISED SHARE CAPITAL:

The Authorized Equity Share Capital of the Company has been increased from Rs. 12.00 crores to Rs. 15.00 crores divided into 1,50,00,000 Equity Shares of Rs.10/- each upon passing of resolution in the Extra Ordinary General Meeting held on 31^st August, 2017.

5. ALLOTMENT OF 12,50,000 EQUITY SHARES OF RS. 10/- EACH UPON CONVERSION OF UNSECURED LOAN INTO EQUITY SHARES OF THE COMPANY:

The Company, after complying necessary provisions under the Companies Act, 2013, SEBI & Listing Regulations

and obtaining necessary approvals of Shareholders, has allotted 12,50,000 Equity Shares of Rs. 10/- each at a premium of Rs. 50/- per Equity Share to Promoters on 4^th November, 2017 upon conversion of unsecured Loan of Rs. 7.50 Crores into Equity Shares of the Company.

6. CHANGE IN THE LANDMARK LOCATION OF THE REGISTERED OFFICE OF THE COMPANY:

The Company, with a view to reflect the exact location of the Company, modified the particulars of the address of the Registered Office of the Company by deleting the words âNear M. N. Desai Petrol Pump'' w.e.f. 9^th December, 2017.

The address of the Registered Office of the Company be now read as under:

Block No. 10/13, Village: Changodar, Sarkhej-Bavla Highway, Tal: Sanand, Dist: Ahmedabad - 382 213

7. ALTERATION OF ARTICLES OF ASSOCIATION OF THE COMPANY:

The Company through its Extra Ordinary General Meeting held on 20^th March, 2018 has altered the Articles of Association of the Company by inserting a specific Article empowering the Company to issue Equity Warrants.

8. ALLOTMENT OF 27,50,000 EQUITY WARRANTS OF RS. 10/- EACH CONVERTIBLE INTO 27,50,000 EQUITY SHARES OF RS. 10/- EACH TO PROMOTER & NON - PROMOTER ON PREFERENTIAL BASIS:

The Company, upon receiving necessary approval of Shareholders in the Extra Ordinary General Meeting held on 20^th March, 2018, allotted 27,50,000 Equity Warrants of Rs. 10/- each on 28^th March, 2018 (convertible into 27,50,000 Equity Shares) for cash at premium of Rs. 55/- per Equity Warrant i.e. totaling to Rs. 65/- per Equity Warrant aggregating to Rs. 17.88 Crores to Promoters & Non-Promoter of the Company on Preferential basis in accordance with the provisions of the Companies Act, 2013 and SEBI Regulations.

9. DEMATERIALISATION OF EQUITY SHARES:

All the Equity Shares of the Company are in dematerialized form with either of the depository viz. NSDL and CDSL. The ISIN allotted to the Company is INE732S01012.

10. DIRECTORS & KEY MANAGERIAL PERSONNEL:

10.1 One of your Directors viz. Mr. Aarsh S. Shah retires by rotation in terms of the Articles of Association of the Company. However, being eligible offers himself for reappointment.

10.2 The Board of Directors duly met 8 times during the financial year under review.

10.3 The Company has received necessary declaration from each Independent Director of the Company under Section 149(7) of the Companies Act, 2013 (the Act) that they meet with the criteria of their independence laid down in Section 149(6) of the Act.

10.4 Formal Annual Evaluation:

The Nomination and Remuneration Committee adopted a formal mechanism for evaluating the performance of the Board of Directors as well as that of its Committees and individual Directors, including Chairman of the Board, Key Managerial Personnel/ Senior Management etc. The exercise was carried out through an evaluation process covering aspects such as composition of the Board, experience, competencies, governance issues etc.

10.5 DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the requirement of Section 134 of the Companies Act, 2013, it is hereby confirmed:

(i) that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) that the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company at 31^st March, 2018 being end of the financial year 2017-18 and of the profit of the Company for the year;

(iv) that the Directors had prepared the annual accounts on a going concern basis.

(v) the Directors, had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

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

11. INTERNAL FINANCIAL CONTROL AND ITS ADEQUACY:

The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Companyâs policies, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records and the timely preparation of reliable financial disclosures.

12. MANAGERIAL REMUNERATION:

Sr. No.	Name of the Director & Designation	Remuneration for the year 2017-18	% increase over last year	Parameters	Median of Employees Remuneration	Ratio	Commission received from Holding/ Subsidiary
1	Sanjay S. Shah Managing Director	1235000		Higher responsibility and time involvement	259200	20.99 times
2	Rita S. Shah Executive Director	650000	-		259200	39.88 times	-
3	Aarsh S. Shah Joint Managing Director	1170000	-		259200	22.15 times	-

The Board of Directors has framed a Remuneration Policy that assures the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate Directors, Key Managerial Personnel and Senior Management to enhance the quality required to run the Company successfully. The Relationship of remuneration to performance is clear and meets appropriate performance benchmarks. All the Board Members and Senior Management personnel have affirmed time to time implementation of the said Remuneration policy.

13. KEY MANAGERIAL PERSONNEL:

13.1 % INCREASE IN REMUNERATION OF DIRECTORS AND KMP:

Sr. No.	Name of the Director & KMP	Designation	Percentage (%) Increase (If any)
1.	Sanjay S. Shah	Managing Director	-
2.	Ritaben S. Shah	Whole time Director	-
3.	Aarsh S. Shah	Joint Managing Director	-
4.	Jhonny G. Kudilil	CFO	13.13
5.	Pratixa Seju (up to 21-02-2018)	Company Secretary	-
6.	Hema Advani (from 21-02-2018)	Company Secretary	-

13.2 COMPARISON BETWEEN REMUNERATION OF KMP & PERFORMANCE OF THE COMPANY:

As per the Remuneration Policy and based on the Recommendation of Nomination & Remuneration Committee the Relationship of remuneration to KMP & performance of Company is clear and meets appropriate performance benchmarks.

14. PERSONNEL AND H. R. D.:

14.1 INDUSTRIAL RELATIONS:

The industrial relations continued to remain cordial and peaceful and your Company continued to give ever increasing importance to training at all levels and other aspects of H. R. D.

The number of Employees of the Company are 239. The relationship between average increase in remuneration and Companyâs performance is as per the appropriate performance benchmarks and reflects short and long term performance objectives appropriate to the working of the Company and its goals.

14.2 PARTICULARS OF EMPLOYEES:

There is no Employee drawing remuneration requiring disclosure under Rule 5(2) of Companies Appointment & Remuneration of Managerial personnel) Rules, 2014.

15. PARTICULARS OF LOANS, GUARANTEES, INVESTMENT & SECURITIES PROVIDED:

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 respectively are given in the notes to the Financial Statements attached to the Auditors'' Report.

16. RELATED PARTY TRANSACTION AND DETAILS OF LOANS, GUARANTEES, INVESTMENT & SECURITIES PROVIDED:

Details of Related Party Transactions and Details of Loans, Guarantees and Investments covered under the provisions of Section 188 and 186 of the Companies Act, 2013 respectively are given in the notes to the Financial Statements attached to the Auditors'' Report.

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

The information required under Section 134(3)(m) of the Companies Act, 2013 and rule 8(3) of Companies (Accounts) Rules, 2014, relating to the conservation of Energy and Technology Absorption forms part of this report and is given by way of Annexure- A.

18. CORPORATE GOVERNANCE AND MDA:

Report on Corporate Governance, Management Discussion and Analysis (MDA) and a certificate regarding compliance with the conditions of Corporate Governance are appended to the Annual Report as Annexure - B.

19. SECRETARIAL AUDIT REPORT:

Your Company has obtained Secretarial Audit Report as required under Section 204(1) of the Companies Act, 2013 from M/s. Kashyap R. Mehta & Associates, Company Secretaries, Ahmedabad. The said Report is attached with this Report as Annexure - C.

There are no remarks / qualification in the Secretarial Audit Report, hence no explanation has been offered.

20. EXTRACT OF ANNUAL RETURN:

The extract of Annual Return in Form - MGT-9 has been attached herewith as Annexure - D.

21. AUDIT COMMITTEE/ NOMINATION AND REMUNERATION COMMITTEE/ STAKEHOLDERSâ RELATIONSHIP COMMITTEE:

The details of various committees and their functions are part of Corporate Governance Report.

22. GENERAL:

22.1 STATUTORY AUDITORS:

At the 11^th Annual General Meeting held on 30^th September, 2015 M/s. A. L. Thakkar & Co., Chartered Accountants, Ahmedabad were appointed as Statutory Auditors of the Company to hold office till the conclusion of Annual General Meeting to be held in the year 2020.

The remarks of Auditor are self-explanatory and have been explained in Notes on Accounts.

22.2 INSURANCE:

22.3 DEPOSITS:

The Company has not accepted during the year under review any Deposits and there were no overdue deposits.

22.4 RISKS MANAGEMENT POLICY:

the categorization of risk into threat and its cause, impact, treatment and control measures. As part of the Risk Management policy, the relevant parameters for protection of environment, safety of operations and health of people at work are monitored regularly with reference to statutory regulations and guidelines defined by the Company.

22.5 SUBSIDIARIES/ ASSOCIATES/ JVS:

The Company does not have any Subsidiaries/ Associates Companies / JVs.

22.6 CODE OF CONDUCT:

The Board of Directors has laid down a Code of Conduct applicable to the Board of Directors and Senior Management. All the Board Members and Senior Management personnel have affirmed compliance with the code of conduct.

22.7 SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS: There has been no significant and material orders passed by any regulators or courts or tribunals, impacting the going concern status of the Company and its future operations.

22.8 ENVIRONMENT AND SAFETY:

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

22.9 DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013:

The Company has in place an Anti-Sexual Harassment Policy, in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. During the year under review, the Company did not receive any complaint.

22.10 GRATUITY:

The Company has entered in to an agreement with Life Insurance Corporation of India for covering its Gratuity Liability and has thus provided for the same. A Gratuity Trust Fund has been created with Life Insurance Corporation of India.

22.11 INSTANCES OF FRAUD, IF ANY REPORTED BY THE AUDITORS:

There have been no instances of fraud reported by the Auditors under Section 143(12) of the Companies Act, 2013.

23. DISCLOSURE OF ACCOUNTING TREATMENT:

In the preparation of the financial statements, the Company has followed the Accounting Standards referred to in Section 133 of the Companies Act, 2013. The significant accounting policies which are consistently applied are set out in the Notes to the Financial Statements.

24. DISCLOSURES:

The Company has not entered into any transaction of material nature with the Promoters, the Directors or the Management that may have any potential conflict with the interest of the Company.

25. FINANCE:

25.1 The Company has availed financial assistance in form of Term Loans and Working Capital from State Bank of India.

25.2 The Companyâs Income tax Assessment has been completed up to the Assessment Year 2016-17.

26. ACKNOWLEDGEMENT:

Your Directors express their sincere gratitude for the assistance and cooperation extended by Banks, Government Authorities, Shareholders, Suppliers and Customers.

Your Directors also wish to place on record their appreciation of the contribution made by the employees at their levels towards achievements of the Companyâs goals.

Registered Office For and on behalf of the Board,

Block No. 10/13, Village: Changodar,

Sarkhej- Bavla Highway,

Tal: Sanand, Dist: Ahmedabad -382 213 Sanjay S. Shah Aarsh S. Shah

Date : 20^th July, 2018 Chairman &

Managing Director Jt. Managing

Director

Mar 31, 2014

The Members,

Sakar Healthcare Private Limited,

Ahmadabad.

The Directors have pleasure in presenting the 10^th Annual Report together with the Audited Statement of Accounts of the Company for the year ended on 31^st March, 2014.

1. FINANCIAL RESULTS AND OPERATIONS:

(Rs. In lacs)

Particulars *	2013-14	2012-13
Sales and other Income	2871.03	2197.07
Profit before Interest and Depreciation	786.79	756.36
Less: Interest	374.58	384.27
Profit before Depreciation	412.21	372.09
Less: Depreciation	211.90	197.66
Profit before Taxation	200.31	174.43
Provision for Taxation - Current	41.60	36.75
- Deferred	42.18	34.96
Profit for the year	116.53	102.72
Opening Balance of Profit and Loss Account	433.20	330.48
Balance carried to Balance Sheet ^	549.73	433.20

During the year under review, the Company achieved turnover of Rs. 2871.03 lacs compared to Rs. 2197.07 lacs during2012-13. The Company earned profit before interest, depreciation and tax of 786.79 lacs during 2013-14 compared to Rs. 756.36 lacs during2012-13. After providing for interest, depreciation and taxes, the net profit for the year under review stood at Rs. 116.53 lacs as compared to Rs. 102.72 lacs during 2012-13.

2. DIVIDEND:

With view to conserve the financial resources for the future requirement of the Company, the Board of Directors has not recommended any dividend for the year.

3. DIRECTORS:

The Board of Directors of the Company is duly constituted. As per the Articles of Association of the Company none of the Directors is liable to retire by₍ rotation

4. COMPLIANCE CERTIFICATE UNDER THE COMPANIES ACT, 1956:

Your Directors have obtained from M/s. Kashyap R. Mehta & Associates, Company Secretaries, Ahmadabad Secretarial Compliance Certificate in terms of Section 383 A(t) of the Companies Act, 1956 and Companies (Compliance Certificate) Rules, 2001 for the year 2013-! 4. The Compliance Certificate has been attached to this Report.

5. DIRECTORSâRESPONSIBILITY STATEMENT:

Pursuant to the requirement of Section 217 (2AA) of the Companies Act, 1956, with respect to Directorsâ Responsibility Statement, it is hereby confirmed:

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

(ii) that the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company at 31^st March, 2014 being end of the Financial Year 2013-14 and of the Profit of the Company for the year;

(iii) that the Directors have taken proper and sufficient care for maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; ''

(iv) that the Directors have prepared the annual accounts on a going concern basis.

6. FIXED DEPOSIT:

The Company has not invited any deposit from the public during the period under report.

7. FINANCE:

The Company has availed financial assistance in form of Term Loans and Working Capital from State Bank of India.

8. AUDITORS:

M/s. A. L. Thakkar & co., Chartered Accountants, Ahmadabad will retire at the ensuing Annual General Meeting. The Company has received a written certificate from them to the effect that if they are appointed for the year 2014-15, their appointment will be in accordance with the provisions of Section 139 & 141 of the Companies Act, 2013. The notes and remarks of Auditors are self-explanatory.

9. PARTICULARS OF EMPLOYEES:

There was no employee in the employment of the Company drawing remuneration requiring disclosure. The employee-employer relation remained cordial during the year.

10. INSURANCE:

The Companyâs properties including building, plant and machinery, stocks, stores etc. continue to be adequately insured against risks such as fire, riot, strike, civil commotion, malicious damages, machinery breakdown etc.

11. PARTICULARS AS REQUIRED UNDER COMPANIES (DISCLOSURE OF PARTICULARS

IN THE REPORT OF THE BOARD OF DIRECTORS) RULES, 1988:

A. Conservation of Energy:

Measures taken for Conservation of Energy, additional proposals and its impacts:

The Company has installed UPS and effective switchgears and individual capacitors machineries in the process. This has resulted in the saving of power to large extent.

B. Technology absorption: Not applicable.

C. Foreign Exchange Earnings and Outgo: NIL

The Company has not earned or spent any Foreign Exchange during the year under review.

12. ACKNOWLEDGMENT:

Your Directors express their sincere gratitude for the assistance and co-operation extended by Banks, Government Authorities, Shareholders, Suppliers and Customers.

Your Directors also wish to place on record their appreciation of the contribution made by the employees at their levels towards achievements of the Companyâs goals.

Registered Office For and on behalf of the Board,

406, Silver Oaks Commercial Complex,

Opp. Arun Society, Paldi

Ahmedabad - 380007. Sanjay S. Shah Rita S. Shah

Director Director

Date: 1stSeptember, 2014

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