ABH Healthcare Ltd Directors Report

To,

The Members,

Your Directors have pleasure in presenting the 3rd A nnual R eport of your company along with the Audited Financial Statements for the Financial Year ended on 3 1st March, 2024.

FINANCIAL PERFORM ANCE:

The summary of the financial performance of the Company for the Financial Year 2023-24 as compared to the previous Financial Year 2022-23 is as follows:

(Rs. In Hundred)

PARTICULARS	2023-24	2022-23
Operating Income	39,30,483.76	28,51,022.23
Other Income	2,08,124.39	1,10,039.45
Total Income	41,38,608.15	29,61,061.68
Less: Total Expenditure	38,26,688.22	28,35,085.33
Profit before tax	3,11,919.93	1,25,976.35
Less: Tax Expenses	86,776.12	50,443.19
Profit for the period	2,25,143.80	75,533.16
Earning per equity share:
1)Basic	11.26	3.78
2)Diluted	11.26	3.78

TRANSFER TO RESERVES

During the year under review, the Company has not transferred any amounts to the General reserve.

DIVIDEND

Your Board did not recommend any dividend on the equity shares of the Company for financial year ended March 31, 2024 considering that the Company is in growth stage and requires funds to support its growth objectives.

DETAIL OF LOAN RECEIVED FROM DIRECTORS

During the period under review, Company has outstanding amount of Rs. 4,43,96,570 in the form of unsecured loan from directors as on 31st March, 2024.

TRANSFER OF UNCLAIM ED DIVIDEND AND SHARES TO INVESTOR EDUCATION AND PROTECTION FUND

There is no unclaimed dividend amount, which needs to be transferred to Investor Education and Protection Fund.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS W ITH REFEREN CE TO FINANCIAL STATEMENTS

The Company has in place adequate internal financial controls with reference to financial statements. During the year under review, such controls were tested and no reportable material weaknesses in the design or operation were observed.

STATUTORY AUDITORS

Statutory Auditors of the Company, M/s. G. D. Singhal & Associates, C hartered Accountants (FRN: 017648N), is proposed to be appointed as statutory Auditors in pursuance to section 139(1) of the Companies Act, 2013 for period of 5 years in this Annual General Meeting to hold office from the conclusion of this Annual

General Meeting up to the conclusion of the Annual General Meeting to be held for the Financial Year 2028-29.

The Company has received the eligibility certificate from the Statutory Auditors confirming that they are not disqualified from continuing as an Auditor of the Company.

AUDITORS REPO RT

The Auditors Report to the Shareholders does not contain any reservation, qualification or adverse remark.

During the year under review, the Auditors have not reported any matter under Section 143(12) of the Companies Act, 2013. Therefore, no detail is required to be disclosed under Section 134(3) (ca) of the said Act.

BOARD M EETINGS

During the financial year under review, Fifteen (15) Board meetings were held. The details of Board Meetings and directors attendance on each Board meeting is as follows:

Name of Director	Designation	No. of Board meeting entitled to attend	No. of Board meeting Attended
Dr. KAMAL BAGHI	Director	15	15
Dr. SAURABH BAGHI	Director	15	15
Dr. VAISHALI SAINI	Director	15	15

DIRECTO RS RESPON SIBILITY STATEM ENT

In terms of Section 134 (5) of the Companies Act, 2013 your Directors confirm that:

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

(b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

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

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

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

RISK MANAGEMENT

The Company has an efficient Risk Management framework to identify and evaluate business risks and opportunities. Risk Management forms an integral part of the Companys Mid-Term Planning cycle. The

Company has adequate internal control systems and procedures to combat risks.

SUBSIDIARY/JOINT VENTURE/ASSOCIATE COM PANIES

There is no Subsidiary/Joint Venture/Associate Companies of the company.

LOANS, GUARANTEES OR INVESTM ENTS

There were no loans, guarantees or investments made by the Company under Section 186 of the Companies Act, 2013 during the year under review and hence the said provision is not applicable.

RELATED PARTY TRANSACTIONS

All contracts/arrangements/transactions entered into by the Company during the year under review with Related Parties were in the ordinary course of business and on arms length basis. During the year under review, the Company had not entered into any contract/ arrangement/ transaction with related parties which is required to be reported in Form No. AOC-2 in terms of Section 134(3) (h) read with Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.

The details of the related party transactions as per Accounting Standards (AS) - 18 are set out in the Financial Statement of the Company.

SIGNIFICANT AND M ATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There were no significant material orders passed by the regulators / courts, which would impact the going concern status and its future operations.

DEPOSITS

The Company has not accepted any deposits from the public falling under Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014.

ENERGY CONSERVATION, TECHN OLO GY ABSORPTION, FO REIGN EXCHANGE EARNINGS AND OUTGO

Considering the nature of business of your Company, the particulars with respect to conservation of energy and technology absorption required as per Section 134(3)(m) of the Act read with Rule 8(3) of the Companies

(Accounts) Rules, 2014, are not applicable to the Company.

EXTRACT OF TH E ANNUAL RETURN

The Annual Return of the Company as on March 31, 2024 in Form MGT - 7 in accordance with Section 92(3) and Section 134(3) (a) of the Act as amended from time to time and the Companies (Management and

Administration) Rules, 2014, will be made available on the website of the Company.

M ATERIAL CHANGES AND COM M ITM ENTS, AFFECTING THE FINANCIAL PO SITIO N OF THE COMPANY OCCURRING BETW EEN THE END OF THE FINANCIAL YEAR OF THE

COMPANY AND THE DATE O F THE REPO RT

There are no material changes and commitments affecting the financial position of your Company, which have occurred between the end of the FY 2023-24 and the date of this report. Further, there has been no change in the nature of business of your Company.

COM PLIANCE W ITH SECRETARIAL STANDARDS ON BOARD AND GENERAL M EETINGS

During the year under review, your Company has complied with the Secretarial Standards 1 and 2 on meetings of the Board of Directors and on General Meetings, respectively, issued by the Institute of Company Secretaries of India and notified by the Ministry of Corporate Affairs, in terms of Section 118(10) of the Act.

CHANGE IN CAPITAL STRUCTURE O F TH E COMPANY

The issued, subscribed and paid-up equity share capital of the Company is Rs. 2,00,00,000 divided into 20,00,000 equity shares of Rs. 10/- each. There were no changes in the Capital structure of the Company during the financial year 2023-24.

REQUIREM ENTS TO MAINTAIN COST RECORDS

The requirement of maintaining cost records in accordance with Section 148(1) of the Act read with the Rules 3 of the Companies (Cost Records and Audit) Rules, 2014 is not applicable to the Company for the period under review.

DETAILS OF COST AUDIT AND COST AUDITOR

As per Section 148 of the Companies Act, 2013 read with Rule 4 of the Companies (Cost Records and Audit) Rules, 2014, provisions relating to audit of cost records are not applicable to the Company for the period under review.

DECLARATION OF INDEPENDENT DIRECTORS

The provisions of Section 149(6) for appointment of Independent Directors do not apply to the company.

OPINION OF THE BOARD W ITH REGARD TO INTEG RITY, EX PERTISE AND EXPERIENCE (INCLUDING THE PRO FICIEN CY ) OF THE INDEPENDENT DIRECTO RS

Company is not mandatorily required to appoint independent directors on the board of company accordingly no independent director has been appointed during the period under review.

DISCLOSURE UNDER TH E SEXUAL HARASSMENT OF W OM EN AT W ORKPLACE (PREVENTION, PR O H IBITIO N AND REDRESSAL) ACT, 2013

In compliance with the requirement of the Sexual Harassment of Women at Workplace (Prevention, Prohibition

& Redressal) Act, 2013 and rules made thereunder, your Company has adopted a Prevention of Sexual

Harassment Policy for the prevention of sexual harassment and constituted Internal Complaints Committee to deal with complaints relating to sexual harassment at workplace.

THE DETAILS OF APPLICATIO N MADE O R ANY PROCEEDING PENDING UNDER THE

INSOLVENCY AND BANKRUPTCY CODE, 2016

There was no application made or any proceeding pending under IBC during the Financial Year under review against the Company.

THE DETAILS OF DIFFEREN CE BETW EEN AMOUNT OF THE VALUATION DONE AT THE

TIM E OF ONE-TIM E SETTLEM EN T AND THE VALUATION DONE W H ILE TAKING LOAN

FROM THE BANKS O R FINANCIAL INSTITUTIONS

There was no instance of one-time settlement with any Bank or Financial Institutions during the Financial Year under review.

ACKNOW LEDGEM ENT

Your Directors wish to place on record their deep appreciation for the dedication, commitment and valuable contribution of each employee for enabling the Company to expand and grow.

Further the Company also places on record its sincere appreciation for the continuing support and assistance rendered by the bankers, Government authorities, dealers, suppliers, business associates and Companys valued customers in ensuring an all-round operational performance.

	FO R AND ON BEHALF O F TH E BOARD OF DIRECTORS
	OF ABH HEALTHCARE PRIVATE LIM ITED
	L KAMA AGHI	DR. S BAGHI
Date: 16 Septem ber, 2024	(Director)	(M an Director)
Place: FIRO ZPUR	DIN: 084497	DIN: 18201