Indrayani Biotech Ltd Management Discussions

Global economic activity in FY 2025-26 is expected to maintain modest but uneven momentum. It is projected that global real GDP growth will decelerate to around 3.0% in 2025 and 2.9% in 2026, following a 3.2% advance in 2024, as rising trade frictions, persistent geopolitical and policy uncertainty, elevated market volatility, and inflation divergence reshape the global outlook. Regional growth patterns have become more fragmented, with developed markets losing steam and emerging markets showing varied resilience.

In developed markets, real GDP growth is expected to moderate to around 1.3% in 2025 and 2026, following a 1.8% advance in 2024. The US economy will no longer be the outperformer, with real GDP growth expected to decelerate from 2.8% in 2024 to 1.5% and 1.3% in 2025 and 2026, respectively. The impact of higher tariffs will be on full display in coming months with subdued private sector sentiment, higher inflation, softening labor market conditions, margin pressures, reduced business investment and weakening consumer demand.

In Europe, a fragile recovery is underway, buoyed by disinflation and real income gains along with stronger fiscal tailwinds. However, the imposition of US tariffs along with rising policy uncertainty will constrain the upside for business investment and exports. We project euro area growth to remain subdued around 1.0% in 2025 and 1.3% in 2026 with disparities across economies. Japans economic recovery also remains modest, with GDP growth projected at 0.7% in 2025, following a 0.1% advance in 2024. While steady wage gains and a gradual rebound in consumer spending offer support, we expect external headwinds from trade tensions and structural challenges will continue to weigh on momentum.

Across emerging markets, it is expected that real GDP growth shall hover to 4.1% in 2025 and 3.9% in 2026, from 4.2% in 2024. Chinas economy faces headwinds from a prolonged property downturn and demographic drag as well as renewed pressures from trade tensions and US tariffs. It is forecasted that real GDP growth decelerating from 5.0% in 2024 to 4.4% in 2025 and 4.0% in 2026 despite continued policy support. India remains a global bright spot, underpinned by infrastructure investment and strong domestic demand, with GDP growth projected at 6.6% in 2025 and 6.5% in 2026, following a 6.7% advance in 2024. It is expected, Latin America to see modest growth, with momentum in Brazil softening amid tighter financial conditions and fiscal constraints, and growth in Mexico constrained by trade tensions with the US.

In summary, the global economy is facing substantial headwinds, emanating largely from an increase in trade tensions and heightened global policy uncertainty. For emerging market and developing economies (EMDEs), the weak outlook limits their ability to boost job creation and reduce extreme poverty. This challenging context is compounded by subdued foreign direct investment into EMDEs. Global cooperation is needed to restore a more stable global trade environment and scale up support for vulnerable countries, including those in fragile and conflict situations. Domestic policy action is also critical to contain inflation risks and strengthen fiscal resilience. To unlock job creation and long-term growth, reforms should focus on raising institutional quality, attracting private investment, and strengthening human capital and labor markets.

Source: International Economic overview reports and publications.

ECONOMIC OVERVIEW - INDIA

Indias economy is the worlds fourth-largest by nominal GDP, growing rapidly and projected to become the third-largest by 2030. This growth is driven by strong domestic demand, sustained economic reforms, and significant government investment in infrastructure, leading to a robust services sector and increasing manufacturing output. Key economic indicators include a stable downward trend in inflation, robust fiscal discipline with controlled deficits, and healthy growth in capital markets and foreign exchange reserves.

After weathering a year of global headwinds, from elevated interest rates to geopolitical tensions, Indias macroeconomic fundamentals have shown remarkable resilience. The economy grew 7.4% year over year in the final quarter of fiscal year 2024 to 2022—with 6.5% growth for the whole year-setting the stage for a more confident outlook for fiscal year 2025 to 2026.

Entering the new fiscal, Indias economic outlook is buoyed by three key engines: a resilient consumer base, a broadening investment landscape, and a digitally skilled, dynamic workforce. Urban spending is rising, private capital expenditures are showing green shoots, and Indias tech-adaptive talent is driving innovation and showcasing its global capabilities.

While one might argue that Indias economic growth moderated in the last fiscal, compared with the exceptional 9.2% growth recorded the year before, the continued resilience of the Indian economy underscores the strength of domestic fundamentals and effective policy support. India has made remarkable progress in its global economic standing, consistently climbing the ranks in terms of growth performance and macroeconomic stability over the past decade.

This is despite persistent shifts in trade and globalization trends, the impact of the pandemic, and geopolitical conflicts in regions accounting for a large share of crude-oil production. India has been leading on three economic fundamentals, namely its strong capital market, robust domestic consumer spending, and dynamic, digitally adept workforce.

India saw its share of ups and downs through fiscal year 2024 to 2025: The country witnessed capital outflows for five straight months until March 2025, before turning to modest inflows. Events such as stimulus announcements in China in September and US election results caused volatility in many emerging markets. At home, national elections and elevated inflation (until January 2025) amid strong capital outflows tested Indias economic resilience.

Yet, Indias capital markets have emerged as a standout performer among emerging and developed economies alike: Indias stock market indices witnessed a sharp turnaround since April 2025.

One of the most compelling indicators investors are closely monitoring is the sustained rise in consumption spending, besides evolving consumer spending patterns. This indicator, in particular, remains the largest driver of economic growth in India, contributing approximately 61.4% to GDP in fiscal year 2024 to 2025. Notably, urban consumption and a shift in spending preferences toward luxury goods are emerging as key pillars of this momentum.

In the near term, easing inflation and proactive monetary policy are expected to further fuel consumption spending. The Reserve Bank of India has implemented a 100-basis-point rate cut over three consecutive policy meetings, aiming to drive credit growth and boost both investment and consumer spending.

Despite these cuts, however, Indias inflation-adjusted real interest rates remain among the highest among emerging economies, currently hovering between 1.5% and 2%. With inflation moderating to 2.1% in June 2025—the lowest since January 2019—the central bank has greater flexibility to support growth by cutting policy rates in case of external shocks or domestic headwinds, compared to other emerging economies.

As India carves out a new growth road map—one built on a foundation of high investment returns, robust consumer demand, and an increasingly AI-skilled workforce—it will be enhanced by the countrys maturing trade diplomacy. Recent strategic trade negotiations, notably with the United Kingdom in May and the ongoing talks with the United States, and the highly anticipated deal with the European Union by the end of the year, will likely act as powerful multipliers, reinforcing each of these three engines of growth and giving sharper direction to Indias economic momentum over the coming decade.

Bilateral trade and investment agreements will offer India a unique advantage by enabling it to craft highly customized partnerships based on mutual strengths. Uncertainty still prevails around the final parameters of the India-United States trade deal, as a 50% tariff is imposed on Indian exports to the United States starting Aug. 27, 2025. India and the United States are still working towards a mutually beneficial trade agreement and focusing on key strategic sectors.

The potential impact of these trade partnerships will be significant for India. Greater market access could translate into stronger exports, improved incomes, higher employment, and ultimately, a boost to domestic demand. The trade deal also offers a strategic advantage: It is likely to deepen bilateral cooperation in areas such

as AI, digital transformation, and innovation-led startups. Strengthened intellectual property frameworks and services provisions will support R&D exports and partnerships, particularly in tech and life sciences.

Based on the above, the near-term future of Indian economy looks bright and conducive for growth of India business houses.

Source: Various publications in Indian Media BUSINESS OVERVIEW AND PHILOSOPHY

The mission and growth model of the company is to continuously identify and aggregate prospective MSMEs having potential for high growth, managed by committed, dynamic entrepreneurs with a holistic vision, aspiring to succeed, who look for help and support in some form. The companys model is to promote inclusive growth with participatory and complementary style of management and to provide an ecosystem to unlock value of the aggregated entity.

MSME Companies are considered to be the backbone, mainstay and employment providers in the industrial sector of India. However, they are fraught with massive challenges which are seldom overcome independently. Promising companies with a potential to make it big, get embroiled in real life challenges and end up with either a stunted growth or in an irrecoverable debt trap shattering the dreams of the first-generation entrepreneurs as they go unrewarded for their merits, effort and toil.

In this regard, the company believes in the three dimensions to support the model.

• Promoting Inclusive growth

• Being socially relevant and responsible

• Providing an eco-system to unlock value

Promoting Inclusive growth:

The company has a very innovative, validated, and proven model which provides a safety net, a launching pad and a stable platform for such MSME companies. The company aggregates and assimilates such MSME companies and take them in as a subsidiary, based on mutual agreement.

The company has a unique approach to handle the challenges faced by MSMEs wherein the entire needs including financials, business development, compliance and other requirements of the entity if not met by the subsidiary shall be entirely assisted by the parent listed entity. Based on the model, the existing promoters of the subsidiary will continue to helm the affairs of the subsidiary and manage the same with additional board members infused from the parent listed entity.

The participation of the parent entity is structured in such a way that the existing promoters of the subsidiary do not suffer further dilution of their stake, due to any increase in the quantum of help received. Unlike regular M&A, the companys unique model ensures that the promoters of the subsidiaries are always at the helm of affairs and shall continue to drive the operations, focusing on their core competency, utilizing their knowledge, experience and skills. With their share of stake remaining fairly constant, substantial and with the parents impetus, the entrepreneurs realize and surpass their vision, thereby unlocking the true business value.

The company believes in helping through a path with least hassle, predictable outcome, consensus and creating win-win-win situations for all the stakeholders.

Being Socially relevant and responsible:

While doing so, the companys focus would be on socially relevant companies and to promote socially responsible products and services. Most of them would have active on-going CSR initiatives as part of their operations.

The companys subsidiaries enjoy and share complete trust and transparency in the operations and the company facilitates practicing scalable, sustainable, repeatable and predictable outcome-based processes to unlock the hidden tremendous potential and achieve exponential growth in valuation. The company facilitates and has been successful in creating and maintaining ecosystems where the subsidiaries can procure (raw material and consumables) and supply (their products and services) within the organisation (other subsidiaries), thereby increasing the demand and realizing better value for their products and services.

Through assimilation of knowledge and skills from various MSME companies, the subsidiaries enjoy a centralized and diverse repository of knowledge and have access to take help from all types of capabilities / skills within the organization. Opportunities for cross leveraging capabilities, repurposing their technology value chain and professional growth for individuals are abundant. The subsidiaries enjoy advantages of access to highly skilled centralised business enablers like legal, secretarial, human resources and accounting functions.

Results of the initiatives:

The approach of aggregating business entities, fostering collaboration, and creating an interconnected ecosystem have yielded impressive results, as reflected in the substantial growth in revenue and other financial parameters.

The companys ability to adapt and thrive in the aftermath of implementation of scheme of amalgamation, approved in 2020, speaks on its resilience and strategic foresight. The organic growth of existing business units, coupled with the positive market reception, further highlights the effectiveness of the companys model and approach.

The fact that one of our material subsidiaries, Dindigul Farm Product Limited, had gone through the full cycle of unlocking value, from aggregation in 2022 to realising value through BSE-SME listing in 2024, is a remarkable achievement and vindicates our faith in our growth model. It also underscores the companys commitment to its mission and growth strategy.

It is clear that the companys efforts in promoting inclusive growth, supporting socially responsible initiatives and creating an ecosystem for MSMEs to thrive, are yielding tangible and impressive results in the long term.

Based on the strength of the model and the success seen in earlier aggregations, the company went on an expansion mode in 2023-34 and aggregated many business houses which were having huge potential but were struggling for resources. As a result, the companys working capital need had increased multi-fold. The company is looking for funding resources in order to support the working capital needs of its subsidiaries.

The company is confident of overcoming the challenges in securing necessary working capital for the growth needs of its subsidiaries. The company has taken up multiple initiatives and interventions to overcome the situation. As a result, there could be some strain in the operations in the near to medium term.

BUSSINESS UNITS

The following business units are directly under the management of the company.

• A Diet Hospitality service (Food and Hospitality sector)

• Biotech Products and services (Biotech Sector)

• Helios Solutions (Power electronics Sector)

Based on the growth model of the company, the following are the subsidiaries, step-down subsidiaries and associate companies as on 31-Mar-2025

• IBL Healthcare Limited - Healthcare Sector (wholly owned subsidiary)

o KNISS Laboratories Private Limited (subsidiary of IBL Healthcare Limited) o Healthway India Pvt Ltd (subsidiary of IBL Healthcare Limited)

• Dindigul Farm Product Limited - Dairy Sector

• Matrix Boilers Pvt Ltd - Engineering Sector

• HSL Agri Solutions Limited - Food and Agro Sector

• HSLPrime Properties Private Limited - Infrastructure Sector

• IBL Social Foundation - CSR Activities

• IBL Investments Limited - Finance & Investments

Based on the proven management expertise and success derived from such aggregations, the company is continuously on the lookout for funding resources for supporting the working capital needs of the subsidiaries in order to achieve exponential growth in various sectors.

The company has augmented management control of corporate and all its subsidiaries for stabilising / strategizing the growth prospects of the entities and also in the process of adding more.

BUSINESS UNIT-WISE PERFORMANCE

FOOD & HOSPITALITY DIVISION: A-DIET EXPRESS HOSPITALITY SERVICE:

A-Diet Express Hospitality Service Limited was incorporated in August 18, 2005 and was subsequently merged with the company with effect from 01-Apr-2018. This unit is continuing to be one of Indias reputed Catering services Company with an average age of top clients of above 6 years, operating across 12 states and 20 cities with 2 central kitchens at Capacity of 50,000 meals / day and several more onsite kitchens spread across India. It is an entity engaged in Full range of food supply services on a contract basis to Colleges and Universities, Hospitals and Healthcare Institutions, Corporate Offices, Industries, IT and ITES Companies.

BIOTECH DIVISION:

The company is actively marketing and selling Microorganisms based Bio fertilizers, Bio pest controllers, Bio Fortified Vermi compost and Bio Fortified Coirpith to farmers across India.

Products such as Pseudomonas, Beauveria Bassiana, Metarhizium, Potash Mobiliser, Tricoderma Viride, Verticillium Lecanii, Humic acid, Bio fortified Coirpith compost, Bio fortified Vermicompost, MN Mixture, NP Virus, VAM are sold in the market.

HELIOS SOLUTIONS - ENGINEERING SECTOR:

Helios Solution Limited (Helios) was founded in 1995 (Now merged with the company) actively deploying cutting- edge solutions towards design, development, manufacture, maintenance & services in Power Electronics with a proven track record of over two decades and a loyal customer base. This unit manufactures, sells and services customised power electronics products for large industries and institutions across the globe. It has a product range of FCBC, Battery Charger, Modular, Industrial and commercial On-line UPS System, Industrial Inverters, AC / DC Power Supplies, DC-DC Converters, Servo Controlled Voltage Stabilizer, and Special purpose Machines (SPM)

DINDIGUL FARM PRODUCT - DAIRY SECTOR

Dindigul Farm Product Limited was aggregated as a subsidiary of IBL during 2022-23. It was a private limited company at that time and became a public limited company in FY 2023-34. IBL has supported the operations for the working capital needs to operate the plant to its full capacity. Significant revenue of the company comes from this division and is a material subsidiary of the company.

Dindigul Dairy Farm has a state-of-the-art infrastructure near Dindigul, Tamil Nadu, to manufacture milk protein- based products like casein and whey protein, manufacturing them, under the brand EnNutrica, to the European and American standards. The products are sold under the brand EnNutrica directly to bulk customers within India and abroad, thereby getting some part of revenues in foreign exchange to the company.

Significant investments are done to develop sourcing of milk directly from the farmers. As of now, around 50,000 Liters of milk per day is procured directly from the farmers and the rest of the needs are sourced through bulk suppliers. The company will continue to invest in developing the sourcing network. It is to be noted that the farmers are paid digitally and directly within a few days of milk procurement thereby ensuring seamless, sure and fast payments to the farmers.

This company also sources significant part of the energy through alternate clean energy sources through investments in infrastructure and procurement through PPAs.

Dindigul Farm Product Limited went through process of unlocking and realizing value through SME IPO in BSE during 2024 and is now a listed entity in BSE - SME board.

MATRIX BOILERS - ENGINEERING SECTOR

Matrix Boilers Private Limited is an engineering company aggregated in 2022-23. This company became a subsidiary of IBL has been supported in revival of the operations as well as working capital needs for the orders procured. The products are now supplied under the brand "IBL MATRIX"

Matrix Boilers has the capability and the license to manufacture industrial boilers upto a capacity of 25 TPH as per IBR regulations. Matrix Boilers also manufactures all the accessories required for large boilers or process plants and has the capability to do any fabrication work. The company holds a patent in the design of energy efficient hybrid boilers which can use multiple fuels for generation of steam.

Matrix Boilers has become an empanelled vendor for southern railway and is supplying boilers, boiler shells and containers for transportation of diesel, petrol, crude oil and other liquid products.

IBL HEALTHCARE LIMITED:

A wholly owned subsidiary and Healthcare division of the company was incorporated on October 30, 2020. The Company is progressing with its growth through Partnership and Acquisitions and in the process of identifying and partnering with several prospective companies / clinics / hospitals. The Healthcare sector specializes in single speciality clinics / Hospitals which includes outsourced single speciality departments within multi-speciality hospitals.

IBL Healthcare has also forayed into Pharma business with the aggregation of Healthway India Private Limited, which is a Pharma marketing company. In FY 2023-24, Kniss Laboratories Private Limited, in the business of Pharma manufacturing, has been aggregated by the company.

HSL AGRI - AGRO SECTOR:

Agro Sector - backward integration with A-Diet Division and forward integration with Biotech division

This division is doing farming activities in around 100 Acres of land (partially owned by the company and partially leased out). The products and services of Biotech division is utilized to produce organic vegetables, fruits and other grocery needs based on plan given by A-Diet unit. All the produce is utilized by the A-Diet unit for supply of food to industries and other establishments.

This unit also provides complete procurement services for the A Diet business by procuring groceries, vegetables and other needs of A-Diet unit in bulk at lower cost and trading surplus stock to other needy businesses in and around Chennai. This approach has given tremendous operational convenience and cost advantage to the A-Diet business.

In 2024, this unit has aggregated Dilasa Agro Processors Private Limited, a Food Processing unit in Aurangabad, and this unit will eventually become a wholly owned subsidiary of HSL Agri Solutions Limited.

HSL PRIME PROPERTIES - INFRASTRUCTURE SECTOR:

HSL Prime Properties is a subsidiary of Indrayani Biotech Limited, founded in 2017 with an objective to venture into real estate and infrastructure development.

IBL INVESTMENTS - FINANCE SECTOR

IBL Investments Limited was incorporated during 2022-23 to enable management of finances between IBL and its subsidiaries. IBL Investments is also planning to venture into Alternative Investment Funds in the near future for better management of finances.

IBL SOCIAL FOUNDATION - Section 8 company for CSR activities

IBL Social Foundation was incorporated as a section 8 company in FY 2022-23 to take care of CSR activities for IBL and its subsidiaries. With this subsidiary, we put our venture forward by doing activities which are mentioned below.

1. Providing free food packets to the needy

2. Conducting Training programmes for Women & Students

Overall, our goal is to contribute to the sustainable development of the communities we serve, improve the lives of underprivileged people, and promote a better future for all.

FUTURE OUTLOOK

The Company is looking at three-pronged strategy for future growth in FY 2024-25.

1. Organic growth in existing businesses

2. Inorganic growth through aggregations

3. Unlocking value of certain identified successful subsidiaries which were aggregated earlier.

Organic Growth

Most of our existing businesses have huge potential for growth and have been aggregated to leverage their potential for growth. In order to leverage their growth potential, the company is committed to support them for their working capital needs. As a result, the company has taken up initiatives to source the necessary funds from various fund houses. The company is confident of securing the funds required for working capital needs which will fuel the growth of the subsidiaries and hence the companys growth.

Inorganic growth through aggregations:

Several prospective MSME units are under consideration for potential aggregation based on the interest shown by the MSMEs to partner with us and the untapped potential held by them. Formal due diligence is under progress for these units. Company is focusing on stabilising the already aggregated units and unlocking value from them. As a result, we do not expect and new units to get aggregated in the FY 2025-26.

Unlocking value of certain identified successful subsidiaries

IBL, as per our philosophy, is in the continuous process of identifying businesses suitable for unlocking value. As part of this, some of the existing subsidiaries, which have demonstrated huge increase in value, shall be lined up for unlocking value using channels like SME exchanges etc. This will be in line with our experience in the BSE listing of Dindigul Farm Product Limited.

GOVERNANCE

RISKS AND CONCERNS:

Risks and opportunities are inevitable and inseparable components of all businesses. The Companys performance primarily depends on the performance of the market which has several growth levers viz., economic growth rate, infrastructure development, growth in individual segments where the company has presence or plans to grow. However, the Board of Directors identifies and periodically reviews the various elements of risk which the company faces and lays out the procedures and measures for mitigating those risks.

The main concern is availability of funds for capital investments on infrastructure and working capital for various divisions of the company. The company is liaising with funders who can invest in the company divisions and also deliberating plans to issue rights/preferential shares and / or to go for a follow-on IPO in the near future to take care of funding requirements for growth.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Periodical reviews are being carried out resulting in identification of deficiencies and formulation of time bound action plans to improve efficiency in the internal control systems. The adequacy and effectiveness of the internal control systems is also being periodically reviewed by the Audit Committee of the company. The Company has internal control policies and procedures commensurate with its size and the nature of its business.

DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE:

The financial performance of the company during the Financial Year 2024-25 has been discussed in the Directors Report and the audited financial statements, which has been prepared in accordance with the requirement of the Companies Act, 2013 read with the Companies (Indian Accounting Standards) Rules, 2015, which discloses a true and fair view of the performance of the company during the said period.

MATERIAL DEVELOPMENTS IN HUMAN RESOURCES / INDUSTRIAL RELATIONS FRONT, INCLUDING NUMBER OF PEOPLE EMPLOYED:

The company fosters a positive and collaborative relationship with both its employees and other stakeholders. It has diligently adopted all required safety protocols, including measures such as sanitization, fumigation, and compliance with health and safety guidelines set forth by governmental authorities. Regular external audits are conducted to identify areas of improvement in these safety measures.

The company is dedicated to empowering its workforce by enhancing their knowledge, fostering teamwork, and cultivating a strong sense of job ownership. Through job training, seminars, and managerial programs, the company equips its employees at various levels with the necessary skills and technical expertise.

There are no employees who are in receipt of remuneration in excess of the prescribed limits for the whole Financial Year 2024-25 or a part thereof during the year.

COMMENTS ON FINANCIAL RATIOS:

Considering that the company continuously invests in aggregation of subsidiaries and supports them in boosting their performance to their full capacity, significant finance is required for this purpose. The funding for this purpose is arranged either through debt or some part of internal accruals is utilized for this purpose. So, you will see that the quantum of finance costs to be increasing and as a result the profit margins of the overall business may show a lower level. However, the management takes a balanced view in such decisions and the impact has been controlled and maintained at minimal levels. Key financial ratios are covered in the section covering "Notes to the financial statements" as part of this report, to certain extent.

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

The organization has implemented a policy aimed at preventing sexual harassment of women in the workplace, in accordance with the guidelines outlined in the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) PoSH Act of 2013. As part of this initiative, an internal committee has been established to effectively address any complaints that may arise. This policy extends its coverage to all types of employees, including permanent, contractual, temporary, and trainees. The established committee is fully operational and dedicated to addressing employee grievances. It is noteworthy that no complaints were reported from any individual or employee throughout the Fiscal Year 2024-25.

A report on corporate governance along with Management Discussion & Analysis Report (M & DA) as per regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is given as separate chapters as part of this report. The company has complied with the conditions relating to corporate governance as stipulated in clause C of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

AUDIT COMMITTEE:

Audit committee is in existence in accordance with the provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015. The particulars relating to the composition, meetings and functions of the committee has been disclosed in the Report on Corporate Governance under the head, Audit committee. The Board has accepted the Audit committee recommendations during the year whenever required and hence no disclosure is required under Section 177(8) of the Companies Act, 2013 with respect to rejection of any recommendations of Audit committee by Board.

WHISTLE BLOWER POLICY:

The company has established a whistleblower protocol designed to address instances of unethical or inappropriate conduct, as well as any breaches of the companys code of business conduct. This protocol also covers grievances related to accounting, auditing, internal controls, and disclosure practices. This mechanism provides an avenue for whistleblowers to report concerns about the aforementioned matters directly to the chairman of the audit committee.

The policy operates on the principle that the whistleblower is not required to substantiate the accuracy of an accusation. Rather, the whistleblowers goal is to illustrate that there are valid reasons for apprehension, and the intent is not to harm any individual through malicious intent. The audit committee undertakes a quarterly review during its meetings to assess, address, contest, withdraw, or dismiss any complaints that have been received.

CAUTIONARY STATEMENT:

Statements in this report, especially those relating to MD&A giving details of companys objectives, projections, estimates and expectations may be construed as "forward looking statements" within the realm of applicable laws and regulations. Actual results are liable to differ materially from those either expressed or implied

ACKNOWLEDGEMENT:

The Directors thank the companys customers, vendors, investors, business associates and bankers for their support to the company. The Directors also wish to place on record their appreciation of the contributions made by all the employees towards the growth of the Company.

By the order of the Board of Directors
For Indrayani Biotech Limited
Sd/-	Sd/-
Kasiraman Sayee Sundar	Swaminathan
Managing Director	Whole-time Director
DIN:01295584	DIN:02481041
Date: August 30, 2025