Cian Healthcare Ltd Management Discussions

a) Industry Structure and Development:

Cian Healthcare Limited was originally incorporated as a Private Limited Company under the provisions of the Companies Act, 1956 vide Certificate of Incorporation dated January 07, 2003, bearing Corporate Identification Number U24233PN2003PTC017563, issued by the Registrar of Companies, Pune, Maharashtra. Subsequently, our Company was converted into a Public Limited Company pursuant to special resolution passed by the shareholders at the Extraordinary General Meeting held on November 19, 2018 and fresh certificate of incorporation, consequently upon the change of name was issued by Registrar of Companies, Pune, Maharashtra dated November 30, 2018 and the name of our Company was changed to Cian Healthcare Limited. The Corporate Identification Number is L24233PN2003PLC017563.

The healthcare and pharmaceutical sector continues to play a pivotal role in Indias economic development, contributing significantly to employment generation, innovation and public welfare. The sector encompasses pharmaceuticals, hospitals, medical devices, diagnostics, biotechnology, contract research and manufacturing, telemedicine, health insurance, medical tourism and digital healthcare services. Supported by favourable demographic trends, rising healthcare awareness, increasing health insurance penetration, growing incidence of chronic diseases and continuous policy support from the Government, the Indian healthcare ecosystem has emerged as one of the fastest-growing sectors of the economy.

The Indian healthcare delivery system comprises both public and private sectors. While the public healthcare system primarily focuses on providing accessible primary healthcare services through Primary Health Centres (PHCs) and government healthcare institutions, the private sector continues to account for a substantial share of secondary and tertiary healthcare services, particularly across metropolitan and tier-I and tier-II cities. Indias large pool of skilled medical professionals, established pharmaceutical manufacturing capabilities, cost competitiveness and strong regulatory framework have enabled the country to strengthen its position as a preferred global healthcare and pharmaceutical destination.

During the Financial Year 2025-26, the Indian healthcare and pharmaceutical industry maintained its robust growth momentum, driven by increasing domestic healthcare expenditure, continued expansion of healthcare infrastructure, growing adoption of digital health technologies, and sustained investments by both the public and private sectors. The sector witnessed accelerated adoption of telemedicine, artificial intelligence-enabled diagnostics, electronic health records, digital therapeutics and remote patient monitoring, reflecting the continued transformation towards technology-enabled healthcare delivery.

India further consolidated its position as one of the worlds leading pharmaceutical manufacturing hubs, being among the largest global suppliers of generic medicines and vaccines while continuing to strengthen its presence in complex generics, biosimilars, specialty pharmaceuticals and contract development and manufacturing services (CDMO). The pharmaceutical industry continued to benefit from increasing domestic demand, expanding export opportunities, favourable government initiatives such as the Production Linked Incentive (PLI) Scheme for Pharmaceuticals and Medical Devices, and continued investments in research and development, manufacturing infrastructure and quality compliance.

The Government of India continued to accord high priority to the healthcare sector through enhanced policy support, strengthening of healthcare infrastructure, expansion of healthcare coverage under various public health programmes, and initiatives aimed at improving accessibility, affordability and quality of healthcare services. Simultaneously, increasing private sector investments, rising foreign direct investment (FDI), growing demand for specialised healthcare services and continued expansion of organised healthcare providers further supported the sectors long-term growth trajectory.

The Indian pharmaceutical market continued to demonstrate resilient growth during FY 2025-26, supported by increasing consumption of branded generics, higher healthcare awareness, favourable demographic trends, rising prevalence of lifestyle diseases and expanding penetration into semi-urban and rural markets. The continued focus on innovation, regulatory compliance, product diversification and global quality standards has further strengthened Indias competitiveness in international pharmaceutical markets.

Overall, the healthcare and pharmaceutical industry remained on a sustainable growth path during FY 2025-26, underpinned by favourable macroeconomic fundamentals, technological advancements, supportive regulatory initiatives, increasing investments and expanding healthcare access. These structural developments are expected to continue creating significant opportunities for pharmaceutical manufacturers and healthcare companies, thereby reinforcing the sectors strategic importance in Indias economic growth and global healthcare ecosystem.

b) Opportunities and Threats:

Opportunities:

The Indian pharmaceutical and healthcare industry continues to present significant growth opportunities, supported by favourable demographic trends, increasing healthcare awareness, policy support and expanding global demand. The Company expects to benefit from the following key opportunities:

a. Expansion in Government and Institutional Business: Growing procurement by Central and State Government agencies, public healthcare institutions and international aid organisations presents significant opportunities. The Companys manufacturing capabilities position it favourably to participate in government tenders and institutional supply programmes, where ownership of manufacturing facilities is often a prerequisite.

b. Growth in Export Markets: Increasing global demand for high-quality and cost-effective pharmaceutical products offers significant export opportunities. India continues to strengthen its position as a preferred global supplier of generic medicines, creating avenues for expansion into regulated and semi-regulated international markets.

c. Strengthening Manufacturing Capabilities: The Companys integrated manufacturing infrastructure enables greater control over product quality, production schedules and regulatory compliance, while reducing dependence on third-party manufacturers and improving operational efficiencies.

d. Optimisation of Supply Chain and Inventory Management: Continued focus on efficient inventory management, improved production planning and streamlined procurement processes is expected to reduce inventory carrying costs, enhance product availability and ensure timely delivery to customers.

e. Increasing Healthcare Awareness: Rising healthcare consciousness, growing prevalence of lifestyle diseases, expanding diagnostic infrastructure and increasing penetration of healthcare services across urban and rural markets are expected to drive sustained demand for pharmaceutical products.

f. Government Support for the Pharmaceutical Sector: Various policy initiatives of the Government of India, including continued emphasis on domestic manufacturing, healthcare infrastructure development, Production-Linked Incentive (PLI) schemes and promotion of the "Make in India" initiative, are expected to support long-term industry growth.

g. Research, Product Development and Technical Expertise: Leveraging technical expertise, product innovation and continuous improvement in manufacturing processes provides opportunities to strengthen the Companys competitive position and expand its product portfolio.

h. Growing Domestic Market: Rising disposable incomes, increasing health insurance coverage, improving healthcare accessibility and favourable demographic trends continue to support long-term growth in the domestic pharmaceutical market.

Threats:

While the long-term outlook for the pharmaceutical industry remains positive, the Company continues to monitor and address various business risks and industry challenges, including:

a. Regulatory Changes: Frequent changes in pharmaceutical regulations, pricing policies, quality standards, environmental norms and other statutory requirements may impact business operations and compliance costs.
b. Intense Market Competition: The pharmaceutical industry remains highly competitive, with pricing pressures from established domestic and international manufacturers, increasing generic competition and new market entrants.
c. Supply Chain Disruptions: Volatility in the availability and pricing of Active Pharmaceutical Ingredients (APIs), raw materials, packaging materials and logistics services may affect production schedules, procurement costs and overall operational efficiency.
d. Dependence on Third-Party Suppliers: Although the Company continues to strengthen its manufacturing capabilities, dependence on external vendors for certain materials or specialised processes may expose operations to supply disruptions and extended lead times.
e. Inventory and Working Capital Management: Fluctuations in demand, inventory obsolescence and longer receivable cycles may impact working capital requirements and operational efficiency.
f. Global Economic and Geopolitical Uncertainties: International trade restrictions, geopolitical developments, foreign exchange volatility and changes in global regulatory frameworks may affect export opportunities and business performance.
g. Quality and Regulatory Compliance Risks: The pharmaceutical industry is subject to stringent quality, manufacturing and regulatory standards. Any non-compliance or delays in obtaining regulatory approvals may adversely affect operations and business reputation.

h. Changing Market Dynamics: Evolving customer preferences, technological advancements, increased focus on digital healthcare, and rapidly changing market conditions require continuous innovation and timely adaptation to remain competitive.

c) Segment-wise or product-wise performance:

The Company operates in five sectors i.e. Export, Government Supplies, Merchant Export, Own Brand Franchise Business and Third Party/ Contract manufacturing. The details of segment-wise performance is as under:

(Amount in INR Lakhs)

S. No. Segment	Sales
1. Export	1,074.60
2. Government Supplies	-
3. Merchant Export	-
4. Third Party / Contract Manufacturing	-
5. Other	1,755.25
Total	2,829.85

d) Outlook:

The Company remains optimistic about the long-term growth potential of the industry and is focused on strengthening its market presence through quality manufacturing, product diversification, operational excellence and enhanced customer engagement. The Company continues to leverage its manufacturing capabilities and regulatory compliance framework to cater to both domestic and international markets while maintaining high standards of quality, safety and operational efficiency.

Going forward, the Company intends to continue strengthening its product portfolio, expanding its customer base, improving manufacturing efficiencies and optimising its supply chain to enhance operational performance and competitiveness. The Company also remains focused on exploring opportunities in institutional business and export markets, while continuously evaluating new products in line with evolving market requirements.

The Company recognises that the pharmaceutical industry operates in a dynamic regulatory and competitive environment characterised by evolving quality standards, pricing pressures, changing regulatory requirements, fluctuations in raw material costs and global supply chain challenges. Accordingly, the Company continues to strengthen its risk management framework, quality management systems and internal controls to effectively address these challenges while ensuring sustainable business growth.

With its established manufacturing infrastructure, experienced management team, customer-centric approach and continued focus on regulatory compliance, operational excellence and innovation, the Company is well positioned to capitalise on emerging opportunities in the domestic and international pharmaceutical markets. The management remains confident that its strategic initiatives, prudent financial management and emphasis on quality and compliance will support the Companys long-term growth and create sustainable value for all stakeholders.

e) Risks and Concerns:

The pharmaceutical industry operates in a highly regulated and competitive business environment and is exposed to various operational, financial and regulatory risks. The Company continuously evaluates these risks and has established appropriate internal control systems and risk management practices to mitigate their potential impact on its operations and long-term growth.

Regulatory and Compliance Risk

The pharmaceutical industry is subject to stringent regulatory requirements relating to manufacturing practices, product quality, licensing, environmental standards and product approvals. Amendments to applicable laws, regulations or regulatory expectations in India or overseas markets may impact the Companys operations, product registrations and compliance costs. The Company continuously monitors regulatory developments and maintains robust quality management and compliance systems to ensure adherence to applicable statutory and regulatory requirements.

Quality and Product Risk

Maintaining consistent product quality is critical to the Companys reputation and business sustainability. Any deviation from prescribed quality standards, manufacturing specifications or regulatory requirements may adversely impact the Companys operations and market reputation. The Company has implemented comprehensive quality assurance and quality control systems supported by qualified personnel, validated manufacturing processes and periodic internal audits to maintain high quality standards.

Supply Chain and Raw Material Risk

The availability and pricing of Active Pharmaceutical Ingredients (APIs), excipients, packaging materials and other critical inputs are influenced by global supply chain conditions, import dependency, logistics constraints and market volatility. Any disruption in the supply chain or significant increase in input costs may affect production schedules and profitability. The Company seeks to mitigate these risks through vendor diversification, strategic procurement planning and effective inventory management.

Market and Competitive Risk

The Indian pharmaceutical market is characterised by intense competition from domestic and multinational pharmaceutical companies, increasing pricing pressure and continuous introduction of new products. Sustaining market share requires continuous product development, competitive pricing, strong customer relationships and operational efficiency. The Company remains focused on expanding its product portfolio, enhancing customer engagement and maintaining high standards of product quality to strengthen its competitive position.

Pricing and Margin Pressure

Government policies relating to price regulation, together with increasing competition and fluctuations in raw material costs, may exert pressure on operating margins. The Company continuously focuses on cost optimisation, manufacturing efficiency and operational excellence to maintain profitability.

Export and Foreign Market Risk

The Companys export business is exposed to risks arising from changes in international regulatory requirements, geopolitical developments, trade restrictions, foreign exchange fluctuations and country-specific registration requirements. The Company continuously monitors developments in its export markets and endeavours to diversify its geographical presence to reduce concentration risk.

Technology and Cybersecurity Risk

Increasing digitalisation of business operations exposes organisations to cybersecurity risks, including unauthorised access, ransomware attacks, data breaches and disruption of critical systems. The Company continues to strengthen its information technology infrastructure, cybersecurity framework and data protection measures to safeguard its business operations and confidential information.

Human Resource Risk

The pharmaceutical industry is knowledge-driven and highly dependent upon skilled professionals across manufacturing, quality assurance, research, regulatory affairs and commercial functions. The Companys continued growth depends upon its ability to attract, develop and retain competent talent. The Company remains committed to providing a safe, inclusive and performance-oriented work environment supported by continuous learning and employee development initiatives.

Business Continuity Risk

Unexpected events such as natural disasters, pandemics, geopolitical developments, utility disruptions or other unforeseen circumstances may affect manufacturing operations, logistics and business continuity. The Company has established appropriate business continuity measures and contingency planning mechanisms to minimise operational disruptions and ensure uninterrupted customer service.

The Company follows a structured risk management framework under the oversight of the Board of Directors and senior management. Risks are periodically identified, assessed and reviewed, and appropriate mitigation measures are implemented to minimise their potential impact. The management believes that its robust governance practices, internal controls, quality systems and compliance framework adequately support the Companys objective of achieving sustainable and responsible growth.

f) Internal control systems and their adequacy:

The Company has established an adequate and effective system of internal controls commensurate with the size, nature and complexity of its business operations. The internal control framework is designed to provide reasonable assurance regarding the safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, reliability of financial reporting, operational efficiency and compliance with applicable laws, regulations and internal policies.

The Companys internal control systems encompass well-defined organisational structures, documented standard operating procedures, appropriate delegation of authority, financial and operational controls, budgeting processes, information technology controls and compliance monitoring mechanisms. These controls are periodically reviewed and strengthened to ensure their continued effectiveness in the evolving business and regulatory environment.

The Company has an independent Internal Audit function, which conducts periodic risk-based audits covering key operational, financial and compliance areas. The scope of internal audit is approved by the Audit Committee, and the internal auditors submit their reports periodically, highlighting key observations, if any, together with recommendations for process improvements.

The Audit Committee of the Board of Directors plays an active role in overseeing the effectiveness of the Companys internal control environment, risk management processes, internal audit function and financial reporting framework. The Committee periodically reviews the adequacy of internal financial controls, significant audit observations, compliance with statutory and regulatory requirements and the status of implementation of corrective actions.

The Company has also implemented appropriate internal financial controls over financial reporting to ensure that transactions are authorised, recorded and reported accurately, assets are adequately safeguarded and Financial Statements are prepared in accordance with the applicable accounting standards and regulatory requirements.

The management continuously evaluates and strengthens the internal control framework by leveraging technological advancements, process automation and best governance practices to enhance operational efficiency and ensure effective risk mitigation.

Based on the evaluation carried out during the year, the Board is of the opinion that the Companys internal control systems and internal financial controls are adequate and operating effectively.

g) Discussion on financial performance with respect to operational performance:

During the Financial Year ended March 31, 2026, the Company continued to operate in a challenging business environment marked by intense competition, pricing pressures, and evolving market dynamics within the pharmaceutical industry, along with the Insolvency proceedings against the Company. Despite these challenges, the Company remained focused on strengthening its operational capabilities, improving process efficiencies and maintaining regulatory compliance across its business operations.

(Indian Rupees in Lakhs)

Particulars	Year ended March 31, 2026	Year ended March 31, 2025	Year ended March 31, 2026	Year ended March 31, 2025
Revenue from Business Operations	2,829.85	3,088.23	2,829.85	3,079.84
Other Income	115.99	25.27	117.02	26.82
Total Income	2,945.84	3,113.50	2,946.87	3,106.66
Operating profit before depreciation, Finance Cost, Exceptional Item and Tax (EBITDA)	(527.06)	(277.48)	(575.32)	(643.50)
Less: Depreciation & Amortization expenses	212.99	260.61	391.50	439.12
Less: Finance Cost	20.97	203.96	21.44	291.54
Less: Exceptional Item	1,329.80	1,225.37	(1,329.80)	(1,225.37)
Profit/(Loss) before Tax	(2,090.82)	(1,967.42)	(2,318.06)	(2,599.53)
Less: Current Tax Expenses	-	-	-	-
Less: Tax expense relating to prior years	-	(3.87)	-	(3.87)
Less: Deferred Tax Expenses	11.21	2.10	11.21	2.10
Profit/(Loss) after Tax	(2,102.03)	(1,965.65)	(2,329.27)	(2,597.75)
Add: Other Comprehensive	-	-	-	-
Total Comprehensive Income	-	-	-	-

The management continues to focus on improving operational efficiencies, strengthening manufacturing capabilities, expanding its product portfolio, enhancing market presence and optimising cost structures. The Company also remains committed to improving capacity utilisation, exploring new domestic and export opportunities and implementing strategic initiatives aimed at achieving sustainable profitability and creating long-term value for its stakeholders.

h) Material developments in Human Resources / Industrial Relations front, including number of people employed.

The Company firmly believes that its employees are its most valuable asset and that their knowledge, commitment and expertise are fundamental to achieving sustainable growth and operational excellence. The Company continues to focus on fostering a professional, safe and performance-oriented work environment that encourages teamwork, integrity, continuous learning and employee engagement.

During the Financial Year under review, the Company continued to strengthen its human resource practices by focusing on talent retention, employee development, performance management and statutory compliance. The Company remains committed to providing equal opportunities, maintaining ethical workplace practices and ensuring compliance with all applicable labour laws and employment-related regulations.

Being engaged in the pharmaceutical industry, the Company places significant emphasis on developing employee competencies in areas such as quality management systems, regulatory compliance, occupational health and safety, and standard operating procedures. Periodic training and awareness programmes are conducted to enhance technical capabilities, strengthen operational efficiency and promote a culture of quality and compliance across the organisation.

Industrial relations remained cordial and harmonious throughout the year. The Company continued to maintain constructive engagement with its employees, and there were no material industrial disputes or disruptions affecting business operations during the Financial Year.

As on March 31, 2026, the Company had 170 permanent employees on its rolls. The management remains committed to nurturing a motivated and competent workforce while continuing to strengthen the organisational capabilities required to support the Companys long-term strategic objectives.

i) Discussion on financial performance with respect to operational performance.

Details of significant changes (i.e. change of 25% or more as compared to the immediately previous Financial Year) in key financial ratios, along with detailed explanations therefor, including:

2024-25

S. No. Particulars	Current Year 2025-26	Preceding Year 2024-25	Variance	Comments for variation in ratios
1 Current Ratio (in times)	1.73	0.69	152.30%	Variation attributable to restructuring of financial position pursuant to the NCLT-approved Resolution Plan, including changes in current assets/liabilities on account of creditor settlement and funding received from the Resolution Applicant.
2 Debt Equity Ratio (in times)	0.66	0.95	-30.08%	Improved due to settlement of existing borrowings and consequent reduction in total debt pursuant to the approved Resolution Plan.
3 Debt Service Coverage Ratio (in times)	(97.95)	(1.22)	7957.52%	Significant variation due to sharp reduction in debt service obligations under the Resolution Plan. Company continued to report negative earnings; however, lower debt service denominator resulted in an adverse movement in the negative ratio.
4 Interest Coverage Ratio (in times)	(39.11)	(3.55)	-1001.74%	Variation attributable to significant decline in EBIT on account of continued operating losses during the year. Although interest obligations reduced substantially following debt settlement pursuant to the approved Resolution Plan, the deeply negative EBIT resulted in further deterioration of the ratio during the post-CIRP transition period.
5 Return on Equity (%)	-66.99%	-37.81%	77.15%	Variation attributable to loss incurred during the year and reduction in shareholders equity consequent to capital restructuring and financial
S. No. Particulars	Current Year 2025-26	Preceding Year 2024-25	Variance	Comments for variation in ratios
6 Inventory Turnover Ratio (in days)	194.87	374.07	-47.91%	Improved primarily due to reduction in average inventory levels following inventory revaluation and write-down recognised pursuant to the Resolution Plan.
7 Debtors Turnover Ratio (in days)	159.07	200.03	-20.48%	Variation due to decrease in average debtors on a year-on-year basis. The reduction in average debtors was higher that the reduction in Sales on a year-on-year basis.
8 Trade Payables Turnover Ratio (in days)	458.90	557.33	-17.66%	Variation attributable to partial settlement of trade payables pursuant to the approved Resolution Plan, resulting in reduction of outstanding creditor balances during the current year.
9 Net Capital Turnover Ratio (in days)	(300.24)	(260.27)	15.36%	Variation primarily on account of changes in working capital structure consequent to creditor settlement, inventory revaluation, and financial restructuring under the NCLT-approved Resolution Plan.
10 Net Profit Margin (%)	-74.28%	-63.65%	16.70%	Variation attributable to losses incurred during the year on account of exceptional items and write-downs recognised pursuant to the Resolution Plan, partially offset by reduction in finance costs following debt settlement.
11 Operating Profit Margin (%)	-26.22%	-18.75%	-39.88%	Variation due to increase in operation losses and decrease in revenue on a year-on-year basis.
12 Return on Capital Employed (%)	-60.45%	-19.36%	212.29%	Significant variation due to sharp reduction in capital employed on account of financial restructuring, write-downs, and liability settlements under the approved Resolution Plan.
13 Return on Net worth	-102.01%	-46.63%	118.76	Significant adverse variation attributable to net losses incurred during the year, coupled with a sharp reduction in net worth consequent to capital restructuring, write-downs of assets, and financial adjustments carried out pursuant to the NCLT-approved Resolution Plan. The erosion in shareholders equity base has further amplified the negative return on net worth in the current year.

Cautionary Statement:

Cautionary Statement Statements in this report describing the Companys objectives, expectations or predictions may be forward looking within the meaning of applicable laws and regulations. The actual results may differ materially from those expressed in this statement because of many factors like economic condition, availability of labour, price conditions, domestic and international market, changes in Government policies, tax regime, etc. The Company assumes no responsibility to publicly amend, modify or revise any statement on basis of any development, information and event.

For and on behalf of Board of directors of Cian Healthcare Limited

Sd/-

Mr. Rajesh Jain

Managing Director

DIN:02066848

Address:221,Mukherjee Nagar, Sriganganagar, Rajasthan-335001

Place:New Delhi

Date:September 02,2026

Sd/-

Ms. Simmi Soni Woman Non-Executive Director

DIN:06705768

Address:Flat No.627,Paschim Vihar,Behind Radisson Blu,Sunder Vihar,West Delhi-110087

Place:New Delhi

Date:September 02,2026