Eiko Lifesciences Ltd Directors Report

To,

The Members,

Eiko LifeSciences Limited

604, Centrum, Opp. TMC Office,

Near Satkar Grande Hotel,

Wagle Estate Thane 400604

Your directors have pleasure in presenting the 48th Annual Report together with the Audited Standalone and Consolidated statement of accounts for the year ended 31^st March 2025.

1. FINANCIAL SUMMARY

( in Lakhs)

Particulars	Consolidated	Standalone
	2024-25	2024-25	2023-24
Revenue from operations	3,766.40	3,249.18	2792.93
Other Income	71.61	102.40	17.61
Total Income	3,838.01	3,351.58	2,810.54
Total Expenses	3,579.97	3,153.88	2,712.12
Profit/(Loss) Before Tax	306.49	231.82	98.42
Profit/(Loss) After Tax	231.86	174.08	75.15
Earnings per Share (Basic & Diluted)	1.62	1.34	0.73

Pursuant to IND AS 33, basic and diluted earnings per share for the previous periods have been restated for the bonus element in respect of right issue made during the quarter and year ended 31-03-2025.

2. OPERATIONS:

Your Company specializes as a manufacturer, supplier, and exporter of specialty chemicals, fine chemicals, and pharma intermediates. Over the past year, the company has pursued strategic expansion and diversification to strengthen its position across multiple sectors.

Key Strategic Developments

Expansion into Logistics Through the subsidiary EikoVivify Logistics Private Limited

The company ventured into the business of acquiring, manufacturing, leasing, and renting, and managing a broad range of shipping containers. These containers support logistics for storage and transport of various goods, marking a significant step in integrating logistics solutions into the companys portfolio.

Foray into Clinical Research and Healthcare Innovation

The company has also diversified into clinical research, development, and innovation within the specialty chemicals, healthcare, and broader medical fields. This initiative is being pursued through the wholly owned subsidiary, Eiko Scientific Solutions LLP, underscoring the companys commitment to driving advancements and value creation in these domains.

Financial Highlights

Revenue from operations stood at 3,249.18 Lakhs, marking a growth of 16.3% over the previous years 2,792.93 Lakhs. This increase was driven by better volume off-take in core specialty chemicals, expansion into new product categories, and initial contributions from the logistics verticals.

Profit after tax rose to 174.08 Lakhs from 75.15 Lakhs, nearly doubling on the back of higher operating leverage and streamlined expenses. The PAT margin improved to 5.19%, up from 2.69% in the previous year.

3. DIVIDEND:

Your Board does not recommend any Final Dividend for the Financial Year 2024-25

4. CHANGES IN SHARE CAPITAL:

At the start of the financial year, the issued, subscribed, and paid-up Equity Share Capital of the Company stood at 12,44,95,510 (Rupees Twelve

Crore Forty-Four Lakhs Ninety-Five Thousand Five Hundred and Ten only).

On 17^th December 2024, the Company issued a Final Reminder cum Forfeiture Notice for the payment of the First and Final Call on 14,10,894 partly paid-up rights equity shares. In response, the Company successfully received call money for 12,71,303 shares, and these shares were duly allotted on 24^th January 2025. The Company subsequently received listing approval for the said 12,71,303 fully paid-up equity shares from BSE on 28^th April 2025. With regard to the balance 1,39,591 shares, for which call money was not received within the stipulated time, the Company has decided to forfeit these shares. An application for approval of forfeiture has been submitted to BSE and received approval from BSE dated 28^th July, 2025.

5. TRANSFER OF UNPAID/ UNCLAIMED DIVIDEND:

The Company does not have any unpaid / unclaimed amount which is required to be transferred, under the provisions of the Companies Act, 2013 into the Investor Education and Protection Fund (‘IEPF) of the Government of India.

There is no other statutory amount like outstanding unpaid Refund Amount on Share Applications, unpaid interests or principal of Deposits and Debentures, etc. lying with the company which are required to be transferred to Investors Education and Protection Fund.

6. TRANSFER TO RESERVES:

The Board of Directors have not appropriated and transferred any amount to any reserve and the Board has decided to retain the entire amount in the profit and loss account.

7. DEPOSITS:

During the year under review, your Company did not accept any deposits in terms of Section 73 of the Companies Act, 2013 ("the Act") read with the Companies (Acceptance of Deposit) Rules, 2014. No amounts were outstanding which were classified as Deposit under the applicable provisions of the Companies Act, 2013 as on the Balance Sheet date.

8. LOANS FROM DIRECTORS

During the financial year under review, the Company has not borrowed any amount(s) from Directors and the respective director of the Company.

9. COMPLIANCE WITH THE LISTING AGREEMENT:

Companys shares are listed on BSE Ltd. w.e.f. 13^th December 2016 and Company has complied with the mandatory provisions of Corporate Governance as stipulated in the Listing Agreement with the Stock Exchange.

10. REPORT ON PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES:

During the year under review, the Company has two Subsidiaries which are as follows:

Sr. No. Name of Body Corporate	Identification No.	Relation
1 Eiko Scientific Solutions LLP	LLPIN: ACH-4311	Wholly Owned Subsidiary
2 EikoVivify Logistics Private Limited	CIN: U77308MH2024PTC434438	Subsidiary

Apart from above, there are no Holding /Subsidiary/Joint Venture/ Associate Company.

The Consolidated Financial Statements of the Company for the year ended March 31, 2025 are prepared in compliance with the applicable provisions of the Companies Act, 2013, and as stipulated under Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"). The audited Consolidated Financial Statements together with the Auditors Report thereon forms part of the Annual Report.

Pursuant to Section 129(3) of the Companies Act, 2013, a Statement containing salient features of the Financial Statements of the Subsidiary Companies in the prescribed Form AOC-1 is appended as Annexure "A" to this report.

Pursuant to the provisions of Section 136 of the Companies Act, 2013, the Financial Statements of the Subsidiary Companies are kept for inspection by the Members at the Registered Office of the Company.

The Company shall provide a copy of the Financial Statements of its Subsidiary Companies to the Members upon their request.

11. SIGNIFICANT OR MATERIAL ORDER PASSED BY REGULATORS/ COURTS:

During the year under review, there were no significant or material orders passed by the regulators or court or tribunals impacting the going concern status and Company Operations in future.

12. REPORT ON CORPORATE GOVERNANCE:

As per SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Corporate Governance Report with the Auditors Certificate thereon are attached and form part of this Report.

CHANGES IN KMP

There has been no change in the Key Managerial Personnel (KMP) during the period of review.

CHANGE IN DESIGNATION OF DIRECTORS:

During the year under review, on completion of tenure as Independent Director, Mr. Mandar Patil Independent Director of the Company retired from the Company and Ms. Hasti Doshi has been appointed as new Independent Director in 47^th AGM vide dated 28^th September 2024 for a period of 5 years. Further the Board in its meeting held on 29^th July, 2025 appointed Mr. Sumukh Prabhakar Vartak (DIN: 10977198) as additional Whole Time Director for a term of 5 years commencing from 29^th July, 2025 till 28^th July, 2030 subject to the approval of shareholders in the 48^th AGM of the Company. Mr. Umesh More tendered his resignation to act as Whole Time Director of the company on 29^th July, 2025. Therefore, the Board in its

25. MATTERS RELATED TO DIRECTORS:

a. Independent Directors Declaration:

The independent Directors have submitted a declaration of independence, stating that they meet the criteria of independence as stipulated under the Act, as amended, and SEBI Listing Regulations. The independent directors have also confirmed compliance with the provisions of rule 6 of Companies (Appointment and Qualifications of Directors) Rules, 2014, as amended, relating to inclusion of their name in the databank of independent directors. Pursuant to the Companies (Appointment and Qualification of Directors) Rules, 2014, the Independent Directors are registered with MCA Independent Directors Databank.

The Board took on record the declaration and confirmation submitted by the independent directors regarding them meeting the prescribed criteria of independence, after undertaking due assessment of the veracity of the same in terms of the requirements of the SEBI Listing Regulations.

b. Board Evaluation:

In a separate meeting of Independent Directors, performance of non-independent directors, performance of the Board as a whole and performance of the Chairman was evaluated, taking into account the views of executive director. The same was discussed in the Board meeting held subsequently to the meeting of the independent directors, at which Board of Directors carried out an annual evaluation of its own performance, board committee and individual directors pursuant to the provisions of the Act and the Corporate Governance requirements as prescribed by Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The performance of committee was evaluated by the board after seeking inputs from all the directors on the basis of the criteria such as the board composition and structure, effectiveness of board processes, information and functioning etc. The Board subsequently evaluated its own performance, the working of its Committees (Audit, Nomination and Remuneration and Stakeholders Relationship Committee) and independent Directors (without participation of the relevant Director).

c. Remuneration Policy:

The Board of Directors has on recommendation of the Nomination & Remuneration Committee framed policy for selection and appointment of Directors and their remuneration which is stated in the Corporate Governance Report.

d. Number Of Board Meetings:

The Board met 6 (Six) times during the financial year ended 31^st March 2025 in accordance with the provisions of the Act, the details of which are given in the Corporate Governance Report.

e. Independent Directors Meeting

A separate meeting of the Independent Directors without the presence of the Chairman, the Managing Director or other Non-Independent Director(s) or any other Management Personnel was held on Wednesday, 12^th February,2025. The Independent Directors reviewed the performance of Non-Independent Directors, Committees of the Board and the Board as a whole along with the performance of the Chairman of the Company and assessed the quality, quantity and timeliness of flow of information between the management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

f. Familiarization Program for Independent Director

All Independent Directors are familiar with the operations and functioning of the Company at the time of their appointment and on an ongoing basis. The details of the training and familiarization program are provided in the Corporate Governance Report and is also available website of the Company at: https://www.eikolifesciences.com/policies .

26. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY THE COMPANY:

Pursuant to the provisions of Section 186 of the Act read with The Companies (Meetings of Board and its Powers) Rules, 2014, Loans, guarantees and investments has been furnished in the Notes to Audited financial statement which forms part of the financials of the Company.

27. PARTICULARS OF THE EMPLOYEES:

Pursuant to Section 197(12) of the Companies Act, 2013 and Rule 5(1) of the Companies (Appointment and Remunerations of Managerial Personnel) Rules, 2014, the relevant details for financial year 2024-25 are annexed as Annexure "E" to this Report. It is hereby affirmed that the remuneration paid is as per the Remuneration Policy of your Company. Further, as per Sec 197 (12) of Companies Act, 2013 read with Rule 5 (2) and Rule 5 (3) of the aforesaid Rules, the Statement containing names and details of the top ten employees in terms of remuneration drawn during the financial year 2024-25 forms part of this report. This Report is sent to the members excluding the aforesaid Statement. This Statement is open for inspection at the Registered Office of the Company during working hours, and any member interested in obtaining such particulars may write to the Company Secretary at the Registered Office of the Company.

28. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

Provisions of the sexual harassment of women at workplace (Prevention, Prohibition & Redressal) Act, 2013 does not apply to your company as number of female employees in the company are below 10 and no Committee were formed. There were no cases/complaints filed during the year, under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("Act").

During the Financial Year 2024-25
Number of complaints received	0
Number of complaints disposed of	Not Applicable
Number of cases pending for more than 90 days	Not Applicable

29. COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961

The Company has complied with the applicable provisions of the Maternity Benefit Act, 1961. All eligible women employees have been extended the benefits as prescribed under the Act. The Company remains committed to supporting working mothers and promoting a gender-inclusive workplace.

30. ESTABLISHMENT OF VIGIL MECHANISM:

Pursuant to the provisions of Section 177 (9) of the Act read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, and Regulation 22 of SEBI (LODR) Regulations 2015, the Company already has in place "Vigil Mechanism Policy" (Whistle Blower Policy) for Directors and employees of the Company to provide a mechanism which ensures adequate safeguards to employees and Directors from any financial statements and reports, etc. The employees of the Company have the right/option to report their concern/grievance to the Chairman of the Audit Committee. The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations. The details of the same are mentioned in the Corporate Governance Report.

The policy has been hosted on the Companys website www.eikolifesciences.com

31. LEGAL AND REGULATORY:

Compliance with laws and regulations is an essential part of your Companys business operations. We are subject to laws and regulations in diverse areas as product safety, product claims, trademarks, copyright, patents, competition, employee health and safety, the environment, corporate governance, listing and disclosure, employment, and taxes. Frequent changes in legal and regulatory regime and introduction of newer regulations with multiple authorities regulating same areas lead to complexity in compliance. We closely monitor and review our practices to ensure that we remain compliant with relevant laws and legal obligations.

32. SYSTEM AND INFORMATION:

Your Companys operations are increasingly dependent on IT systems and the management of information. Increasing digital interactions with customers, suppliers and consumers place even greater emphasis on the need for secure and reliable IT systems and infrastructure, and careful management of the information that is in our possession.

The cyber-attack threat of un-authorised access and misuse of sensitive information or disruption to operations continues to increase. To reduce the impact of external cyber-attacks impacting our business we have firewalls and threat monitoring systems in place, complete with immediate response capabilities to mitigate identified threats. Our employees are trained to understand these requirements.

33. GENERAL DISCLOSURES:

Your directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review: a. The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished. b. The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished. c. The Company has not issued any equity shares under Employees Stock Option Scheme during the year under review and hence no information as per provisions of Section 62(1)(b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished. d. During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014. e. The Company received a Public Announcement regarding Open Offer being made by M/s Lenus Finvest Private Limited, the Promoter, "Corporate Acquirer 1", along with the Individual Promoters, namely being, Mr. Siddhant Laxmikant Kabra, "Acquirer 2", Mr. Laxmikant Ramprasad Kabra, "Acquirer 3", Mr. Bhavesh Dhirajlal Tanna, "Acquirer 4", and M/s Laxmikant Kabra HUF, "Acquirer 5". Open offer started on 09^th October, 2024 and was completed on 22^nd October, 2024. Pursuant to the said open offer 9,52,385 representing 6.87% shares of the company were acquired of the company through open market. f. On 24^th January 2025, company converted 12,71,303 partly paid rights shares to fully paid shares pursuant to Final reminder cum forfeiture call. BSE gave Listing and Trading approval of 12,71,303 shares on 28th April, 2025 and 06^th May, 2025 respectively, resulting in the Listed capital to be 1,37,20,854 shares Since the shareholders did not pay the call money on 1,39,591, shares, these shares are to be forfeited Accordingly your company has filed forfeiture application with the BSE and received approval from BSE dated 28th July, 2025

34. CAUTIONARY STATEMENT:

Statements in the Boards Report and the Management Discussion & Analysis describing the Companys objectives, expectations or forecasts may be forward-looking within the meaning of applicable securities laws and regulations. Actual results may differ materially from those expressed in the statement. Important factors that could influence the Companys operations include global and domestic demand and supply, input costs, availability, changes in government regulations, tax laws, economic developments within the country and other factors such as litigation and industrial relations.

35. OTHER STATUTORY DISCLOSURES:

There has been no change in business of the Company.

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

During the year under review, there were no proceeding made nor were any pending under the Insolvency and Bankruptcy Code, 2016

36. SHARE TRANSFER SYSTEM:

Share transfers and related operations for the Company are processed by the Companys RTA viz., Bigshare Services Private Limited, share transfer is normally affected within the maximum period of 15 days from the date of receipt, if all the required documentation is submitted. Securities and Exchange Board of India (SEBI) vide its notification dated June 8, 2018, has notified Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) (Fourth Amendment) Regulations, 2018 (Listing Regulations) and SEBI (Registrars to an Issue and Share Transfer Agents) (Amendment) Regulations 2018 (RTA Regulations) and amendment to Regulation 40 of the Listing Regulations and Clause 5(c) of Schedule III of the RTA Regulations. These amendments have mandated that the transfer of securities would be carried out only in dematerialized form. Accordingly, attention of all the shareholders holding shares in physical form is brought to the following:

Request for effecting transfer of securities shall not be processed by the Company or Bigshare Services Private Limited, Registrar and Share Transfer Agents (RTA) of the Company, unless the securities are held in dematerialized form with effect from 01 April 2020. Subject to SEBI Circular SEBI circular SEBI/HO/MIRSD/MIRS-PoD/P/CIR/2025/97dated July 02, 2025 issued for re-lodgement of share and its request.

37. RISK MANAGEMENT:

The Board of Directors of the Company has not designed any Risk Management Policy. However, the Company has in place mechanism to identify, assess, monitor and mitigate various risks to key business objectives. Major risks identified are systematically addressed through mitigating actions on a continuing basis.

38. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE F.Y. OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

There have been no material changes and commitments, affecting the financial position of the Company which has occurred between the end of the financial year of the Company to which the financial statements relate and date of this Report.

39. ISIN NO:

The Companys Demat International Security Identification Number (ISIN) for its equity shares in NSDL and CDSL is INE666Q01016.

ACKNOWLEDGEMENT:

Your directors would like to express their deep appreciation to employees at all levels for their hard work, dedication, and commitment.

The Board also places on record its appreciation and gratitude for the continued cooperation and support received by your Company during the year from shareholders, investors, bankers, financial institutions, customers, business partners, all regulatory and government authorities, and other stakeholders.

By order of the board	Registered Office
For Eiko LifeSciences Limited	604, Centrum IT Park,
	S G Barve Road, Near Mulund Check Naka
Sd/-	Wagle Estate, Thane West 400 604
Laxmikant Kabra	Phone: 022 - 2539 0009
Chairman	Emai: investor.relations@eikolifesciences.com
	Website: www.eikolifesciences.com