Avience Biomedicals Ltd Directors Report

The Board of Directors (Board) of AVIENCE BIOMEDICALS LIMITED (Formerly Known as Avience Biomedicals Private Limited) is pleased to present the 7 th Annual Report of the Company, being its first Annual Report following the listing of its equity shares on the National Stock Exchange of India Limited (NSE) together with the audited standalone and consolidated financial statements and the Auditors Reports thereon for the financial year (FY) ended March 31, 2026 (FY 2025-26).

1. HIGHLIGHTS OF FINANCIAL PERFORMANCE

A summary of the Companys standalone and consolidated financial performance is set out below:

(Amount In INR Lakhs)

PARTICILARS	Standalone	Standalone	Consolidated	Consolidated
	(Audited)	(Audited)	(Audited)	(Audited)
	FY 25-26	FY 24-25	FY 25-26	FY 24-25
Revenue from operations	3,531.47	2,888.95	5250.58	4523.59
Other income	18.36	64.81	28.92	67.25
Total Income	3,549.83	2,953.76	5279.50	4 590
Less: Total Expenses	2,601.60	2,259.74	4032.92	3 606
Less: Prior Period items		7.50	.	7.50
Profit/Loss before tax	948.23	686.52	1246.58	976.88
Tax Expenses	274.90	186.31	371.30	266.97
Profit/Loss for the year	673.33	500.21	875.28	709.90

2. INITIAL PUBLIC OFFERING & LISTING OF EQUITY SHARES OF THE COMPANY

The Directors are pleased to inform the Members that the Company successfully completed its Initial Public Offer (IPO) during the initial stage of the financial year 2026-27 and was listed on the EMERGE Platform of National Stock Exchange of India Limited (NSE) on 25 June 2026. The successful completion of the IPO and listing of the Equity Shares marks a significant milestone in the growth and development journey of the Company and reflects the confidence reposed by investors in the Companys business, growth prospects and future plans.

The IPO comprised a Fresh Issue of 14,53,800 Equity Shares having a face value of Rs.10/- each at an o ffer price of Rs.208/- p er Equity Share, aggregating to Rs.30,23,90,400/-. The net proceeds from the Fresh Issue are being utilised towards the Companys expansion, growth and strategic initiatives and other purposes, in accordance with the objects of the Offer as disclosed in the Prospectus.

The successful completion of the IPO and listing on NSE has further strengthened the Companys financial and operational position and is expected to provide a strong platform for pursuing its growth plans and strategic objectives.

The Board of Directors places on record its sincere appreciation for the guidance, support and professional assistance extended by the Book Running Lead Managers, legal counsels, advisors, intermediaries, the Securities and Exchange Board of India, NSE, the Registrar of Companies and all other authorities and stakeholders involved in the IPO and listing process. The Board also expresses its gratitude to the Members and investors for the confidence and trust reposed in the Company and its management.

Utilisation of IPO Proceeds:

During the financial year 2026-27, the Company successfully completed its Initial Public Offer (IPO) comprising a Fresh Issue of 14,53,800 Equity Shares of face value of Rs.10/- each at an offer price of Rs.208/- p er Equity Share, aggregating to Rs.30,23,90,400/-.

The net proceeds received from the Fresh Issue are being utilised in accordance with the objects of the Issue as disclosed in the Prospectus. The proceeds are primarily being utilised towards the Companys expansion, growth and strategic initiatives and other purposes specified in the Prospectus.

The Company is committed to ensuring that the IPO proceeds are utilised prudently and in accordance with the stated objects of the Issue. The utilisation of the proceeds is being monitored in accordance with the applicable provisions of the Companies Act, 2013, SEBI regulations and other applicable laws and requirements.

As at the date of this Report, the utilisation of the IPO proceeds is in accordance with the objects stated in the Prospectus, and there has been no material deviation from the stated objects of the Issue.

3. STATE OF COMPANYS AFFAIRS

During the financial year ended 31st March, 2026 , the Company continued to maintain a healthy financial position and recorded significant growth in its operations.

The Companys standalone revenue from operations increased from Rs.2,888.95 lakh in FY 2024-25 to Rs.3,531.47 lakh in FY 2025-26, representing an increase of approximately 22.24%. The standalone profit before tax increased from Rs.686.52 lakh to Rs.948.23 lakh, while the standalone profit for the year increased from Rs.500.21 lakh to Rs.673.33 lakh, registering growth of approximately 38.10% and 34.61%, respectively.

On a consolidated basis, the revenue from operations increased from Rs.4,523.59 lakh in FY 2024-25 to Rs.5,250.58 lakh in FY 2025-26, representing an increase of approximately 16.07%. The consolidated profit before tax increased from Rs.976.88 lakh to Rs.1,246.58 lakh, while the consolidated profit for the year increased from Rs.709.90 lakh to Rs.875.28 lakh, registering growth of approximately 27.61% and 23.29%, respectively.

The above financial results reflect the Companys continued growth in revenue and profitability during the year under review. The Directors remain confident about the Companys future prospects and are committed to strengthening its operations, improving efficiencies and pursuing sustainable growth opportunities.

4. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY

Pursuant to the requirements of Section 134(3)(l) of the Companies Act, 2013 (Act), there have been no material changes and commitments affecting the financial position of the Company between the end of the financial year. However during the initial stage of the financial year 2026-27, the company listed on the EMERGE Platform of National Stock Exchange of India Limited (NSE) on 25 June 2026. The company IPO comprised a Fresh Issue of 14,53,800 Equity Shares having a face value of Rs.10/- each at an offer price of Rs.208/- per Equity Share, aggregating to Rs.30,23,90,400/-.

5. DIVIDEND

In order to conserve the resources, your directors have not recommended any dividend for the financial year ended March 31, 2026.

6. TRANSFER TO RESERVES

During FY 2025-26, the Company has not transferred any amount to the reserves.

7. SHARE CAPITAL

The Companys Share Capital position for the FY 2025-26 as set out below:

Authorized Share Capital: The authorised share capital of the Company as on March 31, 2026, is INR 7,00,00,000 (Indian Rupees Seven Crore Only)) divided into 70,00,000 (Seventy lakhs Rupees) equity shares having a face value of INR 10 each.

Issued, Subscribed and Paid-up share capital: The issued, subscribed and paid-up share capital of the Company as on March 31, 2026, is INR 4,03,12,560 divided into 40,31,256 equity shares having a face value of INR 10 each. However company had allotted under IPO which comprised a Fresh Issue of 14,53,800 Equity Shares having a face value of Rs.10/- each at an o ffer price of Rs.208/- p er Equity Share, aggregating to Rs.30,23,90,400/- and as on the report date the equity share capital is INR 5,48,50,560 (Indian Rupees Five Crore Forty-Eight Lakh Fifty Thousand Five Hundred Sixty Only) divided into 54,85,056 equity shares having a face value of INR 10 each.

8. DEBENTURES

During FY 2025-26, the Company has not issued and allotted Debentures.

9. DEPOSITS

During FY 2025-26, the Company has neither accepted any deposits from the public under Chapter V of the Act nor had any amount outstanding towards principal or interest on deposits from the public as on March 31, 2026.

10. NATURE OF BUSINESS

The Company is engaged in the business of producing essential diagnostic kits like Viral Transport Media (VTM), Covid, HIV, HBs AG, Malaria, Dengue, medical devices such as

Serology products, Biochemistry Analyser and Biochemistry Reagents, showcasing a dedication to addressing various healthcare needs.and others aimed at aiding medical institutions with affordable and good quality solutions.

There was no change in the nature of the business of the Company during the year ended March 31, 2026.

11. CONSOLIDATED FINANCIAL STATEMENTS

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013, read with Rule 5 of the Companies (Accounts) Rules, 2014, the Company has prepared Consolidated Financial Statements, which form part of this Annual Report.

In accordance with the first proviso to the said section, a separate statement containing the salient features of the financial performance, current operational status, and financial position of each of the Companys subsidiaries, associate companies, and joint venture entities is explicitly provided. This mandatory statement is presented in the prescribed format of Form AOC-1 and is appended herewith as Annexure 1 to this Report.

The statement highlights the individual financial contributions and strategic importance of entity to the overall growth matrix of your Company. Shareholders are requested to refer to Annexure 1 for a comprehensive review of the financial health and operational highlights of these entity.

In accordance with Section 136 of the Act read with the SEBI Listing Regulations, the audited Standalone and Consolidated Financial Statements of the Company, together with the financial statements of its subsidiaries, are available on the website of the Company at www.avienbio.com.

12. CORPORATE GOVERNANCE

Your Company is listed on NSE Emerge, the SME Segment of the National Stock Exchange of India Limited.

By virtue of Regulation 15(2)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the mandatory corporate governance provisions specified under Regulations 17 to 27, clauses (b) to (i) and (t) of Regulation 46(2), and Paras C, D, and E of Schedule V are not applicable to the Company.

Consequently, the Company is exempt from including a Corporate Governance Report or obtaining a compliance certificate thereon. However, the Board remains committed to maintaining high standards of transparency and ethical governance.

13. SUBSIDIARIES, ASSOCIATE COMPANIES AND JOINT VENTURES

Since the company had invested in DR Meditech Surgical & Diagnostics (India) Private Limited in August 2023 and acquired 99.99% equity shares, now the said company became its subsidiary within the meaning of the Companies Act, 2013 and AOC 1 forms part of the report and attached as Annexure-1 .

14. MATERIAL SUBSIDIARY

The Board has adopted a Policy for determining Material Subsidiaries in accordance with the provisions of Regulation 16(1) (c) of the SEBI Listing Regulations. The Policy is available on the website of the Company at www.avienbio.com.

15. ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, a copy of the Annual Return for the financial year ended March 31, 2026 is placed on the website of the Company at www.avienbio.com.

16. BOARD OF DIRECTORS

The composition of the Board is in compliance with the Act and the SEBI Listing Regulations, and there was no change in the Directors of the Company during FY 2025-26. The Directors possess diverse skills, experience and expertise across various fields. As on March 31, 2026, the Board comprised 6 (Six) Directors, comprising 3 (Three) Executive Directors and 3 (Three) Non-Executive Director, of whom 2 (Two) are Independent Directors, the details of the composition of the Board are set out below:

Name	Designation	Date of appointment		No. of Directorships / Committee membership/Chairmanships
			Public Limited Companies (including this Company )	Private Limited and Section 8 Companies	Committee Memberships	Committee Chairman Ships
Mr. Dharam Deo Choudha ry	Chairman cum Managing Director	23.12.2019	1		1	1
Mr. Ram Nagina Choudha ry	Whole Time Director	23.12.2019	1	1	Nil	Nil
Mr. Janardan Pal	Non- Executive Director	23.12.2019	1	1	1
Ms. Deepa Choudha ry	Executive Director	23.08.2024	1	1	Nil	Nil
Mr. Pankaj Sharma	Independe nt Director	23.08.2024	1	1	2
Mr. Om Prakash Pal	Independe nt Director	29.11.2024	1	Nil	1

All Independent Directors of the Company have given declarations under Section 149(7) of the Act, that they meet the criteria of independence as laid down under Section 149(6) of the Act. They have confirmed that they are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgement and without any external influence.

None of the Director of the Company are disqualified from being appointed as Directors as specified under Section 164(1) and 164(2) of the Act read with Rule 14(1) of the Companies (Appointment and Qualifications of Directors) Rules, 2014 (including any statutory modification(s) and/or re-enactment(s) thereof for the time being in force), Ministry of Corporate Affairs (MCA) or any other such statutory authority and they have given their consent in writing to act as Director(s).

The Board of Directors of your Company met 13 (Thirteen) times during the financial year 2025-26 i.e. on 11 th April, 2025, 23 rd May, 2025, 25 th June, 2025, 07 th July, 2025, 18 th July, 2025, 19 th August, 2025, 04 th September, 2025, 24 th October, 2025, 18 th November, 2025, 15 th January, 2026, 20 th February, 2026, 09 th March, 2026 and 17 th March, 2026. The gap between two Board meetings was in compliance with the provisions of the Act and the SEBI (LODR) Regulations, 2015. Details of Directors as on March 31, 2026 and their attendance at the Board meetings and Annual General Meeting (AGM) during the financial year ended March 31, 2026 are given below:

Name of Director	Catogary	Number of meeting held	Number of meeting attend	Attendance at the AGM held on 29 th September, 2025
Mr. Dharam Deo Choudhary	Chairman cum Managing Director	13	1 3
Mr. Ram Nagina Choudhary	Whole Time Director	13	1 3
Ms. Deepa Choudhary	Executive Director	13	1 3
Mr. Janardan Pal	Non-Executive Director	13	1 3
Mr. Pankaj Sharma	Independent Director	13	1 3
Mr. Om Prakash Pal	Independent Director	13	1 3

17. DISCLOSURES RELATED TO COMMITTEES AND POLICIES

1. AUDIT COMMITTEE

Audit Committee consisting of following directors:

Name of the Member	Designation in Committee	Nature o Directorship
Mr. Om Prakash Pal	Chairperson	Independent Director
Mr. Pankaj Sharma	Member	Independent Director
Mr. Dharam Deo Choudhary	Member	Managing Director

The primary objective of the Committee is to monitor and provide effective supervision of the Managements financial reporting process, to ensure accurate and timely disclosures, with the highest levels of transparency, integrity and quality of financial reporting.

During the financial year ended March 31, 2026, the Audit Committee met five (5) times i.e. on 25 th June, 2025, 07 th July, 2025, 18 th July, 2025, 18 th November, 2025 and 09 th March, 2026. The individual attendance details of the members are tabulated below:

Name of the Member	Designation in Committee	Meeting Held	Meeting Attended
Mr. Om Prakash Pal	Chairperson	5	5
Mr. Pankaj Sharma	Member	5	5
Mr. Dharam Deo Choudhary	Member	5	5

2. NOMINATION AND REMUNERATION COMMITTEE

Nomination and Remuneration Committee consisting of following directors:

Name of the Director	Designation in Committee	Nature of Directorship
Mr. Om Prakash Pal	Chairperson	Independent Director
Mr. Pankaj Sharma	Member	Independent Director
Mr. Janardan Pal	Member	Non-Executive Director

The p rimary objective o f the Committee is formulating the criteria for determining qualifications, positive attributes, and independence of a director and recommending to the Board a policy, relating to the remuneration of the directors, key managerial personnel, and other employees. Every appointment of a Director, evaluate the balance of skills, knowledge, and experience on the Board, preparing a description of the role and capabilities required.

During the financial year ended March 31, 2 0 2 6, the Nomination and Remuneration Committee met one (1) time i.e. on 04 th September, 2025. The individual attendance details of the members are tabulated below:

Name of the Member	Designation in Committee	Meeting Held	Meeting Attended
Mr. Om Prakash Pal	Chairperson	1	1
Mr. Pankaj Sharma	Member	1	1
Mr. Janardan Pal	Member	1	1

3. STAKEHOLDERS RELATIONSHIP COMMITTEE

Stakeholders Relationship Committee consisting of following directors:

Name of the Director	Designation in Committee	Nature of Directorship
Mr. Janardan Pal	Chairperson	Non-Executive Director
Mr. Om Prakash Pal	Member	Independent Director
Mr. Dharam Deo Choudhary	Member	Managing Director

The primary objective of the Committee is resolving the grievances of the security holders of the listed entity including complaints related to the transfer/transmission of shares, non-receipt of annual reports, non-receipt of declared dividends, issue of new/duplicate certificates, general meetings, etc.

During the financial year ended March 3 1 , 2026, the Stakeholders Relationship Committee met one (1) times i.e. on 18 th July, 2025. The individual attendance details of the members are tabulated below:

Name of the Member	Designation in Committee	Meeting Held	Meeting Attended
Mr. Janardan Pal	Chairperson	1	1
Mr. Om Prakash Pal	Member	1	1
Mr. Dharam Deo Choudhary	Member	1	1

18. RETIREMENT BY ROTATION & RE-APPOINTMENT

In terms of the provisions of Section 152 of the Act read with rules made thereunder and Articles of Association of the Company, Mr. Dharam Deo Choudhary (DIN: 02804625), Managing Director and Mr. Ram Nagina Choudhary (DIN: 02804667) of the Company, are liable to retire by rotation at the ensuing AGM and being eligible, offers himself for reappointment. Based o n the recommendation of the NRC, the Board recommends reappointment at the ensuing AGM. The disclosures relating to the Directors seeking appointment and re-appointment, as required under the Act, SEBI Listing Regulations and Secretarial Standard on General Meetings (SS-2) issued by the Institute of Company Secretaries of India, are set out in the Notice convening the ensuing AGM.

19. PERFORMANCE EVALUATION

Pursuant to the provisions of Section 134(3)(p) read with Schedule IV to the Companies Act, 2013, and Regulation 17(10) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out a formal annual evaluation of its own p erformance, the individual performance of its Directors, as well as the functioning of its operational Committees. The evaluation framework was designed and administered based on the criteria specified by the Nomination and Remuneration Committee (NRC), on following parameters: Evaluation of the Board as a Whole: Assessed on broad aspects including Board structure, composition, frequency and diligence of meetings, execution of key fiduciary responsibilities, systemic risk management, and the overall robustness and transparency of information flow from management. Evaluation of Board Committees: Assessed on the adequacy of their composition, clarity of mandates, compliance with respective Terms of Reference, and the effectiveness of their interactions and decision-making processes. Evaluation of Individual Directors: Evaluated on individual attributes such as meeting attendance, preparedness, proactive contribution to core strategy, exercise of independent judgment, and active guidance provided to the management team outside of formal boardroom discussions. In alignment with statutory requirements, the performance of the Non-Independent Directors, the Board as a whole, and the Chairperson was evaluated by the Independent Directors in their separate meeting held on March 09, 2026, taking into consideration feedback from both Executive and Non-Executive Directors. The outcomes of the evaluation process were discussed at the subsequent meeting of the Board of Directors. The performance evaluation of individual Independent Directors was concluded by the entire Board, excluding the specific Director being evaluated.

20. KEY MANAGERIAL PERSONNEL

There was no change in the Key Managerial Personnel (KMP) of the Company during FY 2025-26. As on March 31, 2026, the Company had 4 (Four) KMP in accordance with the provisions of the Act, the details of whom are set out below:

S. No. Name	Designation
1 Mr. Dharam Deo Choudhary	Managing Director
2 Mr. Ram Nagina Choudhary	Whole-Time Director
3 Mr. Saurabh Verma	Chief Financial Officer (CFO)
4 Mr. Manoj Kumar	Compliance Officer/Company Secretary

21. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION FOR THE DIRECTORS, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES

The Nomination and Remuneration Policy (NRC Policy) has been formulated pursuant to the provisions of Section 178 of the Act and Regulation 19 of the SEBI Listing Regulations. The Policy provides a framework for appointment and evaluation of remuneration of Directors, Key Managerial Personnel and Senior Management Personnel, including criteria for determining qualifications, positive attributes and independence of Directors and other matters as specified under Section 178 of the Act. The NRC Policy is available on the website of the Company at www.avienbio.com.

21. DECLARATION BY INDEPENDENT DIRECTORS

The Company has, inter alia, received the following declarations from all the Independent Directors confirming that: A. they meet the criteria of independence as provided under Section 149(6) of the Act read with Regulation 16(1)(b) of the SEBI Listing Regulations and are not disqualified from continuing as Independent Director; B. they have complied with the Code for Independent Directors prescribed under Schedule IV to the Act; and

C. they have registered themselves with the Independent Directors Databank maintained by the Indian Institute of Corporate Affairs. Based on the disclosures received, the Board is of the opinion that all the Independent Directors fulfill the conditions specified in the Act and SEBI Listing Regulations and are independent of the management

22. RELATED PARTY TRANSACTIONS AND POLICY

All contracts/ arrangements/ transactions entered by the Company during the FY 2025-26 with related parties were on an arms length basis. The material transactions which took place during the year are disclosed in AOC 2 and given in the Annexure-2 , forming part of the this report.

The Related Party Transactions Policy is hosted on the Company website and can be accessed at www.avienbio.com.

23. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY COMPANY

Particulars of Loans, Guarantees and Investments made during the year as required under the provisions of Section 186 of the Act are given in the notes to the Financial Statements forming part of Annual Report. Also, pursuant to Paragraph A (2) of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2 015, (SEBI Listing Regulations) p articulars o f Loans/Advances given to subsidiaries have been disclosed in the notes to the Financial Statements forming part of Annual Report.

24. CORPORATE SOCIAL RESPONSIBILITY (CSR):

In terms of the provisions of Section 134(3)(o) and Section 135 of the Companies Act, 2013, read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, there is no requirement to constituted a statutory Corporate Social Responsibility (CSR) Committee. The Board of Directors has approved and adopted a comprehensive CSR Policy, which is available on the website of the Company and can be accessed at www.avienbio.com.

The Annual Report on CSR activities, detailing the projects undertaken and actual expenditure incurred during the financial year under review, is annexed as Annexure 3 and forms an integral part of this Boards Report. The said Annexure is also hosted on the website of the Company and can be accessed at www.avienbio.com.

25. REPORTING OF FRAUD

There was no instance of fraud during the year under review, which required the Statutory Auditors to report under Section 143(12) of the Act and the Rules made thereunder.

26. AUDITORS AND AUDITORS REPORT a. Statutory Auditors: M/s. HARIBHAKTI & CO. LLP, Chartered Accountants (ICAI Registration No. 103523W/W100048) were appointed as the Statutory Auditors at 2 nd Annual General Meeting (AGM) of the Company held in the year 2021, from the conclusion of 2 nd AGM till the conclusion of 7 th AGM of the Company to be held in the year 2 0 2 6 and y our director recommend the appointment of M/s M.A.M AND ASSOCIATES, Chartered Accountants (Firm Registration No. 015680N) in place of retiring auditor. The Auditors Report read together with the Annexures thereto on the standalone and consolidated financial statements of the Company for the financial year ended March 31, 2026, forms part of this Annual Report and does not contain any qualification, reservation, adverse remark or disclaimer.

b. Secretarial Auditor: The Board have approved the appointment of M/s G. R. Gupta & Associates, Company Secretaries (Peer Review Certificate No. 6200/2024 ), as the Secretarial Auditors of the Company for a p eriod o f 5 (five) consecutive years commencing from the conclusion of 7 th AGM until the conclusion of 12 th AGM of the Company, to conduct the secretarial audit for the period April 1, 2026 to March 31, 2031, subject to the approval of the shareholders of the Company at the ensuing AGM.

c. Internal Auditor: The Board have approved the appointment of M/s V C A N & CO LLP, Chartered Accountants, (Firm Registration No. 125172W/W101232), as the Internal Auditors of the Company for a period of 5 (five) consecutive years commencing from the conclusion of 7 th AGM until the conclusion of 12 th AGM of the Company, to conduct the internal audit for the period April 1, 2026 to March 31, 2031, subject to the approval of the shareholders of the Company at the ensuing AGM.

27.DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016

During FY 2025-26, the Company has not made any application under the Insolvency and Bankruptcy Code, 2016 (IBC Code). Further, there is no Corporate Insolvency Resolution Process initiated against the Company under the IBC Code.

28.VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has established a Vigil Mechanism and adopted a Whistle-Blower Policy pursuant to the provisions of Section 177 of the Act read with the rules made thereunder and Regulation 22 of the SEBI Listing Regulations. The Vigil Mechanism provides adequate safeguards against victimisation of directors and employees who avail of the mechanism and enables direct access to the Chairperson of the Audit Committee in appropriate or exceptional cases. The Whistle-Blower Policy is available o n the website of the Company at www.avienbio.com

29. PREVENTION OF SEXUAL HARASSMENT AT W ORKPLACE & INTERNAL COMPLAINTS COMMITTEE

The Company is committed to providing a safe, secure and inclusive work environment and has zero tolerance for sexual harassment at the workplace. In accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH Act), the Company has adopted a Policy on Prevention of Sexual Harassment at Workplace and has constituted Internal Committee(s) to address and redress complaints of sexual harassment. The Company also conducts regular awareness and sensitisation programmes to promote a respectful and harassment-free workplace. The details of complaints received and disposed of under the POSH Act during FY 2025-26 are set out below:

S. No. Particulars	Number of Complaint(s)
1. Number of complaints p ending at the beginning of the year	Nil
2. Number of complaints received during the year	Nil
3. Number of complaints disposed off during the year	Nil
4. Number of complaints pending at the end of the year	Nil
5. Number of cases pending for more than ninety days	None

30. INDUSTRIAL RELATIONS

The industrial relations of the Company remained peaceful, cordial, and harmonious throughout the financial year ended March 31, 2026. The Directors place on record their deep appreciation for the d edication, commitment, and cooperation extended b y employees at all levels.

31. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT:

Pursuant to Regulation 3 4 (2)(f) o f the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, certain listed entities are required to include a Business Responsibility and Sustainability Report (BRSR) as part o f their Annual Report, describing the initiatives taken by them from an Environmental, Social, and Governance (ESG) perspective. Since the Companys average market capitalization does not fall within the threshold, the provisions of the regulation regarding Business Responsibility and Sustainability Report (BRSR) are not applicable to the Company during the financial year 2025-26.

32. INTERNAL FINANCIAL CONTROLS

The Company has in place adequate internal financial controls with reference to the Financial Statements commensurate with the size, scale and complexity of its operations. The internal financial control framework is designed to ensure the orderly and efficient conduct of business, safeguard the Companys assets, ensure the accuracy and completeness of accounting records, and facilitate the timely preparation of reliable financial information in compliance with the applicable accounting standards. Further details on the Companys internal financial controls and risk management framework are provided in the Management Discussion and Analysis Report forming part of this Annual Report.

33. RISK MANAGEMENT AND RISK MANAGEMENT POLICY

Pursuant to the provisions of Section 134(3)(n) of the Companies Act, 2013, the Company has developed and implemented a robust Business Risk Management framework. This framework is designed to proactively identify, assess, monitor, and mitigate various elements of business risks that may threaten the operations or the going concern status of the Company. The risk management framework defines the risk management approach of the Company and outlines institutional mechanisms for; Periodically reviewing external and internal business risk factors. Formulating risk mitigation strategies and establishing defensive internal controls. Maintaining clear documentation and structured reporting protocols for key risk parameters. The framework utilizes diverse risk evaluation methodologies to analyse exposure trends and potential operational impacts. This assessment is conducted at both the enterprise level and across individual business segments to safeguard stakeholder value.

34. COST AUDIT AND COST RECORDS

Provision of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014 are not applicable to the Company during the financial year under review.

35. SECRETARIAL AUDIT

Provision of Section 204 (1) of the Companies Act, 2013 are not applicable to the Company during the financial year under review.

36. TRANSFER OF UNCLAIMED DIVIDEND AND EQUITY SHARES TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

Pursuant to Section 124 of the Act read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund Rules), 2016 (the IEPF Rules), during the year under review, no amount of Unclaimed dividend and corresponding equity shares were due to be transferred to IEPF account.

37. AUDIT TRAIL (EDIT LOG):

Pursuant to the Section 134(5) and relevant rules under the Companies Act, 2013, the Directors confirm that: 21 The Company has used accounting software for maintaining its books of account for the financial year ended March 31, 2026, which features an inbuilt audit trail (edit log) facility. The audit trail facility operated continuously throughout the financial year for all relevant transactions recorded in the software. There has been no tampering with the audit trail feature during the period under review. The audit trail logs have been preserved by the Company in accordance with the statutory requirements for the retention of records.

38. MANAGERIAL REMUNERATION & PARTICULARS OF EMPLOYEES

There was no employee in the Company whose particulars are required to be given under Rule 5 (2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended from time to time.

39. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report for FY 2025-26, as stipulated under Regulation 34 of the SEBI Listing Regulations, is presented as a separate section forming an integral part of this report as Annexure-4 .

40. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS OF THE COMPANY

During FY 2025-26, no significant and material orders were passed by the regulators, courts or tribunals impacting the going concern status and the Companys operations in future.

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

As required by the Companies (Matters to be included in the Report of Board of Directors) Rules 2014 the relevant information and data is given in Annexure-5 annexed hereto and form part of this Report

42. COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has complied with the applicable provisions of Secretarial Standard-1 and Secretarial Standard-2 issued by the Institute of Company Secretaries of India and notified by the Ministry of Corporate Affairs, pursuant to the provisions of Section 118(10) of the Act.

43. COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961

During FY 2025-26, the Company has complied with the provisions of the Maternity Benefit Act, 1961, as amended from time to time, and extends maternity benefits to eligible women employees in accordance with the requirements of the said Act.

44. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Act, the Board of the Company confirm that: a) the applicable Accounting Standards have been followed in the preparation of the Annual Accounts for the Financial Year ended March 31, 2026, along with proper explanations relating to material departures, if any; b) such accounting policies have been selected and applied consistently and judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2026, and of the loss of the Company for the Financial Year ended March 31, 2026;

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

d) the Annual Accounts have been prepared on a going concern basis;

e) proper internal financial controls have been laid down and such internal financial controls are adequate and operating effectively; and

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

45. CAUTIONARY STATEMENT

Statements in this Report and the Management Discussion & Analysis Report describing the Companys objectives, expectations or forecasts may be forward-looking within the meaning of applicable laws and regulations. Actual results may differ from those expressed in the statements.

46. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE-TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF.

As the Company has not done any one-time settlement of loan during the year under review. Therefore, the clause is not application to the Company.

47. ACKNOWLEDGEMENT

The Board places on record its sincere appreciation for the continued support and cooperation extended b y various Central and State Government Departments, organisations and agencies. The Board gratefully acknowledges the valuable support of all stakeholders, including shareholders, learners, dealers, vendors, bankers and o ther business partners. The Board also places on record its appreciation for the dedication, commitment and valuable contribution of all employees towards the Companys continued growth and progress during the year under review.

For AVIENCE BIOMEDICALS LIMITED
(Formerly known as Avience Biomedicals Private Limited)
Sd/-	Sd/-
DHARAM DEO CHOUDHARY	RAM NAGINA CHOUDHARY
Managing Director	Whole Time Director
DIN: 02804625	DIN: 02804667
Flat-48, Suryodaya Apartment,	Flat No B-411, The Patel CGHS Ltd Plot
Pocket-8, Sec-17, Dwarka	No -4, Sector 4, Dwarka South West Delhi,
Delhi- 110078, India	New Delhi-110075, India

Place: New Delhi
Date: 07.09.2026