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KRM Ayurveda Ltd Auditor Reports

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KRM Ayurveda Ltd Share Price Auditors Report

KRM Ayurveda Limited (formerly known as KRM Ayurveda Private Limited) is an integrated Ayurvedic healthcare and wellness company engaged in providing Ayurveda-based healthcare services, manufacturing and trading of Ayurvedic products, and delivering holistic wellness solutions. The Company was incorporated in September 2019 and subsequently converted into a public company. The name of the Company was changed from KRM Ayurveda Private Limited to KRM Ayurveda Limited with effect from 24 December 2024.

The Company operates at the intersection of traditional Ayurvedic knowledge and contemporary healthcare practices, with a focus on providing holistic, preventive, curative and wellness- oriented healthcare solutions. Its business encompasses Ayurvedic hospitals and clinics, outpatient and inpatient healthcare services, Panchakarma and other Ayurvedic therapies, wellness programmes, diet and lifestyle counselling, yoga and meditation services, telemedicine and Ayurvedic products.

Our Integrated Healthcare Model

KRM Ayurveda has evolved from its initial focus on specialized Ayurvedic healthcare into a broader integrated healthcare platform. The Companys service portfolio includes in-patient and out-patient care, Ayurvedic therapies, Panchakarma, lifestyle management, diet and wellness counselling, yoga and other complementary wellness services.

The Company also leverages tele-consultation and digital healthcare platforms to extend access to Ayurvedic consultation and wellness services beyond its physical healthcare centres. This technology-enabled approach enables the Company to reach patients across different geographies and supports its objective of making Ayurveda more accessible and convenient.

Ayurvedic Products

In addition to healthcare services, KRM Ayurveda is engaged in the manufacturing and trading of Ayurvedic products. Its product portfolio comprises various Ayurvedic formulations and wellness products intended to complement its healthcare and therapeutic offerings.

The Companys product-oriented business enables it to extend its reach beyond its physical healthcare facilities and provides an additional channel for delivering Ayurveda- based wellness solutions to consumers.

Our Approach to Ayurveda

The Companys approach is centred on providing personalized healthcare solutions based on Ayurvedic principles. Its healthcare offerings combine traditional therapeutic practices with structured treatment, dietary guidance, lifestyle management and wellness interventions.

The Companys website highlights services including Panchakarma, IPD, OPD, yoga, diet and acupressure, with an emphasis on holistic healing, natural detoxification and mind-body wellness.

¦ NamfeA i

Quality and Patient-Centric Care

KRM Ayurveda seeks to build its healthcare platform around quality, authenticity, patient care and trust. The Company states that its healthcare and product offerings are based on Ayurvedic formulations and standards, while its healthcare infrastructure is supported by applicable quality and regulatory frameworks.

The Company also highlights its accreditations and certifications across its operations, including NABH, ISO, FSSAI and AYUSH-related initiatives, as applicable to its respective facilities and activities.

FY 2025-26 -

A Transformational Year

FY 2025-26 was an important year in the Companys journey. The Company continued its transition towards an integrated healthcare model, with healthcare services becoming a significantly larger contributor to its overall business mix.

As disclosed by the Company, services contributed approximately 53.77% of total sales in FY2025-26, compared with 9.70% in FY2022-23, reflecting the Companys evolution from a predominantly product-led business towards an integrated healthcare platform.

The Company also strengthened its financial position following its £77.49 crore NSE Emerge IPO, providing a stronger capital base to pursue its growth initiatives, including expansion of healthcare infrastructure, telemedicine, medical tourism and product development.

Our Growth

STRATEGY

Going forward, KRM Ayurveda intends to focus on the following strategic areas:

• Expansion of its network of hospitals, clinics and wellness centres;

• Development of specialized Ayurvedic healthcare services;

• Scaling up telemedicine and digital healthcare services;

• Expansion of its Ayurvedic product portfolio and distribution network;

• Strengthening its presence in preventive healthcare and lifestyle management;

• Development of medical tourism and international healthcare opportunities;

• Increasing accessibility of Ayurveda through technology-enabled healthcare solutions; and

• Continuing to integrate traditional Ayurvedic practices with contemporary healthcare delivery models.

Our Vision

KRM Ayurveda seeks to establish itself as a trusted and scalable integrated Ayurvedic healthcare and wellness platform, combining authentic Ayurvedic knowledge, qualified healthcare professionals, technology and patient-centric services.

The Company aims to make Ayurveda more accessible by creating an integrated ecosystem comprising healthcare services, wellness programmes, Ayurvedic products and digital healthcare, while maintaining its focus on quality, patient care and sustainable growth.

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CHAIRMANS MESSAGE

Dear Shareholders,

It gives me immense pleasure to present the Annual Report of KRM Ayurveda Limited for the financial year 2025-26.

FY 2025-26 has been a significant year for the Company, marked by strong financial performance, continued business transformation and the strengthening of our platform for future growth. We remain committed to building an integrated Ayurvedic healthcare business that combines quality healthcare delivery, technology and the traditional strength of Ayurveda.

Strong Financial Performance

The Company delivered a robust performance during FY 2526. Revenue from Operations increased to £101.69 crore, compared with £76.55 crore in the previous year, registering a growth of 32.84% and crossing the important £100 crore milestone.

EBITDA increased to £31.12 crore from £19.14 crore, representing growth of 62.59%, while EBITDA margin improved from approximately 25.00% to 30.60%. PAT increased to £20.12 crore from £11.21 crore, registering growth of approximately 79.42%. The stronger growth in profitability reflects improving operating leverage, business mix and operational efficiency.

Building an Integrated Healthcare Platform

During FY 25-26, we continued our transformation towards an integrated Ayurvedic healthcare platform, bringing together hospitals, clinics, telemedicine and Ayurvedic medicines within a patient-centric ecosystem.

We believe this integrated model provides multiple avenues for growth while enabling us to build stronger and more enduring relationships with our patients.

Our Growth Strategy

The Companys journey on the NSE Emerge platform represents an important milestone and provides a stronger platform for our next phase of growth. Going forward, disciplined capital allocation will remain a key priority, with focus on healthcare infrastructure, capacity expansion, technology, digital healthcare and strengthening our Ayurvedic product portfolio.

Our strategy will focus on four key priorities: expanding our hospital and clinic network; accelerating digital and telemedicine capabilities; increasing the domestic and international reach of our Ayurvedic medicines; and strengthening operational excellence, internal controls and corporate governance.

We remain conscious that sustainable growth in healthcare requires unwavering focus on quality, patient experience, regulatory compliance and operational discipline.

Looking Ahead

Our ambition is to build KRM Ayurveda Limited into a leading integrated Ayurvedic healthcare platform, combining the heritage and strength of Ayurveda with modern healthcare delivery and technology.

I would like to express my sincere gratitude to our shareholders, patients, employees, doctors, healthcare professionals, business partners and other stakeholders for their continued trust and support. The dedication of our team has been instrumental in our progress.

As we enter the next phase of our journey, we remain focused on responsible expansion, innovation, operational excellence and creating sustainable long-term value for all our stakeholders.

Thank you for your continued trust and confidence in KRM Ayurveda Limited.

Warm regards,

Puneet Dhawan Chairman

KRM Ayurveda Limited

Sd/-

Puneet Dhawan {Chairman} DIN:08553667

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DIRECTORS REPORT

Dear Members/ Shareholders,

Your directors are pleased to present the 07 th Annual Report together with the Audited Standalone Financial Statements of the Company for the Financial year ended on the 31 st March, 2026.

COMPANY PERFORMANCE Financial Highlights

The financial performance of the Company for the financial year ended 31 March 2026, as compared with the previous financial year, is summarized below:

(Rs in Lakhs)

Particulars Year ended March, 2026 Year ended March, 2025
Revenue from Operations 10,169.07 7,655.27
Other Income 62.33 39.7
Total Income 10,231.40 7,694.97
Expenses 7,558.83 6,175.19
Profit/(Loss) Before Tax 2,672.57 1,519.78
Tax Expense 660.57 398.37
Profit/(Loss) After Tax 2,012.00 1,121.41

FINANCIAL PERFORMANMCE AND BUSINESS REVIEW:

Net Profit for the Financial year 2025-26 stood at Rs. 2,012.00 lakhs as against profit of Rs. 1,121.41 lakhs in the Financial Year 2024-25. The total income including turnover for the Financial Year 2025-26 stood at Rs. 10,231.40 lakhs, as compared to Rs. 7,694.97 lakhs for the Financial Year 2024-25.

The Board is continuously working for the better performance of the Company in the years to come. The company will continue to pursue expansion in the domestic and international market, to achieve sustained and profitable growth.

Any member intending to have a copy of Balance Sheet and other Financial Statement of these Companies shall be made available on the website of the Company at

CAPITAL STRUCTURE

During the financial year 2025-26, there were changes in the authorized and paid-up share capital of the Company.

The details of the changes are as follows:

1. Increase in Authorized Share Capital-

The Authorised Share Capital of the Company was increased from £20,00,000/- (Rupees Twenty Lakhs only) comprising 2,00,000 Equity Shares of £10/- each to £25,00,00,000/- (Rupees Twenty-Five Crores only) comprising 2,50,00,000 Equity Shares of £10/- each, ranking pari passu in all respects with the existing Equity Shares of the Company.

2. Issue of Bonus Shares

During the year under review, the Company issued 1,48,50,000 fully paid-up Equity Shares as Bonus Shares to the shareholders of the Company on 17 July 2025, in accordance with the applicable provisions of the Companies Act, 2013 and the resolutions passed by the shareholders.

3. Issue of Equity Shares through Private Placement

The Company further allotted 5,20,800 Equity Shares through private placement to the proposed allottees on 21 August 2025, subject to applicable provisions of the Companies Act, 2013 and the rules made thereunder.

4. Issue of Equity Shares through Initial Public Offering

During the year under review, the Company allotted 57,40,000 (Fifty-Seven Lakhs Forty Thousand) Equity Shares of £10/- each pursuant to the Initial Public Offering (iPO) of the Company on 27 January 2026, in accordance with the applicable provisions of the Companies Act, 2013, the rules made thereunder and other applicable regulatory requirements.

5. Paid-Up Share Capital

Consequent upon the aforesaid changes in the share capital of the Company, the paid-up equity share capital of the Company as on 31 March 2026 stood at £21,26,08,000/- (Rupees Twenty-One Crores Twenty-Six Lakhs Eight Thousand only), comprising 2,12,60,800 Equity Shares of £10/- each.

LISTING OF EQUITY SHARES

During the financial year under review, the equity shares of the Company were listed on the NSE Emerge Platform of the National Stock Exchange of India Limited (NSE) with effect from 29 January 2026.

The Company has complied with the applicable listing requirements and has paid the applicable annual listing fees to NSE for the relevant period.

DEMATRIALIZATION OF EQUITY SHARES

All the Equity Shares of the Company are held in dematerialized form with the depositories, namely National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL).

The ISIN allotted to the Company Equity Shares is INE1MTV01019.

DIVIDEND

With a view to conserve resources for the Companys future requirements, business expansion and strengthening of its financial position, the Board of Directors has decided to retain the profits of the Company.

Accordingly, the Board of Directors does not recommend any dividend for the financial year ended 31 March 2026.

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND

During the financial year under review, there was no amount of dividend remaining unpaid or unclaimed for the period prescribed under Section 124 of the Companies Act, 2013, and accordingly, no amount was required to be transferred to the Investor Education and Protection Fund (IEPF).

Further, no shares were required to be transferred to the IEPF during the year under review.

TRANSFER TO RESERVES

During the Financial Year under review, the Company has transferred an amount of Rs. 527.00 Lakhs to the Reserves & Surplus.

MANAGEMENT DISCUSSION AND ANALYSIS

Adetailed review of operations, performance and future outlook of your Company and itsbusinesses is given in the Managements Discussion and Analysis Report, which forms part of the report is annexed to this Report as Annexure- A.

SUBSIDIARIES, ASSOCIATE AND JOINT VENTURES

The Company does not have any subsidiary, associate or joint venture company as on March 31, 2026.

Accordingly, the provisions relating to preparation of consolidated financial statements and disclosures concerning subsidiaries, associates and joint ventures, to the extent applicable, do not arise.

CHANGE IN THE NATURE OF BUSINESS, IF ANY

During the year under review, there was no change in the nature of the Companys business. The Company continued to operate in its existing line of business. The foray into hospitals complements the Companys existing business operations and is expected

to create operational synergies, enhance value for stakeholders, and support sustainable long-term growth.

DEPOSITS

During the year under review, the Company has not accepted or renewed any deposit from the public falling within the ambit of section 73 of the Companies Act, 2013 and the Companies (Acceptance and Deposits) Rules, 2014.

Accordingly, the provisions relating to acceptance of deposits from the public were not applicable to the Company during the year under review.

EXTRACT OF ANNUAL RETURN

Pursuant to Section 92 of the Companies Act, 2013, the Annual Return of the Company as on 31 March 2026 shall be made available on the website of the Company at the applicable statutory/investor information section at

s://www.krmayurvedaindia.com/documents/Form MGT-7 2025-26.pdf

CORPORATE GOVERNANCE

The equity shares of the Company were listed on the NSE EMERGE Platform of the National Stock Exchange of India Limited on January 29, 2026.

Since the Company is listed on the SME Exchange/Platform, the exemption available under Regulation 15(2) of the SEBI Listing Regulations in respect of specified corporate governance provisions has been considered. Regulation 15(2)(b) provides that specified corporate governance requirements under Regulations 17 to 27, among other provisions, are not applicable to entities whose specified securities are listed on an SME Exchange, subject to the applicable regulatory framework.

Accordingly, the Corporate Governance Report does not form part of this Annual Report.

AUDITOR (S)

STATUTORY AUDITOR

In terms of the provisions of Section 139 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, M/s Shiv & Associates, Chartered Accountants (ICAI Firm Registration No. 009989N), having registered office at Shop No. 67, First Floor, Sector-10 Market, Faridabad-121006, were appointed as the Statutory Auditors of the Company by the members/shareholders at the Sixth (06 th )Annual General Meeting of the Company held on the 30 th September 2025, for a period of five years i.e. up to the conclusion of Eleventh (11 th ) Annual General Meeting of the Company.

The Statutory Auditors Report does not contain any qualification, reservation, adverse remark or disclaimer requiring explanation or comment by the Board, except as may be specifically stated in the Auditors Report.

Further, pursuant to Section 143(12) of the Companies Act, 2013, the Statutory Auditors have not reported any fraud committed against the Company by its officers or employees, to the extent reported under the said provision.

SECRETARIAL AUDITOR

Pursuant to Section 204 of the Companies Act, 2013 and the rules made thereunder, the Board of Directors, at its meeting held on 28 th March 2026, appointed M/s Amit K Mangla & Co., Company Secretaries in Practice (CP No. 23164), to conduct the Secretarial Audit of the Company for the financial year 2025-26.

The Secretarial Audit Report for the financial year ended 31 March 2026 is annexed to this Report as Annexure - B and forms an integral part of this Report.

The observations, qualifications, reservations or adverse remarks, if any, contained in the Secretarial Audit Report and the Companys comments thereon are set out in the relevant annexure to this Report.

INTERNAL AUDITOR

The Company has appointed M/s V C G & Co., Chartered Accountant as the internal auditor of the Company under section 138 of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts) Rules, 2014.

The internal auditor of the company checks and verifies the internal control and monitors them in accordance with policy adopted by the company from time to time

DIRECTORS AND KEY MANAGERIAL PERSONNEL

There was no change in the composition of the Board of Directors of the Company during the financial year under review.

As on 31 st March, 2026, the Board of Directors of KRM Ayurveda Limited comprises an optimum mix of Executive, Non-Executive and Independent Directors, as set out below:

S. No. Name of Director Designation DIN
1 Mr. Puneet Dhawan Managing Director 8553667
2 Mr. Sanchit Hans Whole-Time Director 9228549
3 Mrs. Tanya Dhawan Non-Executive Director 8553668
4 Mrs. Vandan Gupta Independent Director 13488
5 Ms. Laxmi Independent Director 10717921

During the financial year, Mr. Avtar Singh Rana was appointed as Chief Financial Officer of the Company w.e.f. 01 st May, 2025.

BOARD MEETINGS

During the financial year 2025-26, 24 (Twenty-Four) Board Meetings were held.

The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013 and applicable regulations.

The dates of the meetings and attendance of the Directors are set out below:

S. No. Date of Board Meeting No. of Directors eligible to attend No. of Directors attended meeting
1 29/04/2025 5 5
2 8/5/2025 5 5
3 19/5/2025 5 5
4 28/5/2025 5 5
5 16/6/2025 5 5
6 21/6/2025 5 3
7 2/7/2025 5 5
8 14/7/2025 5 5
9 17/7/2025 5 5
10 5/8/2025 5 5
11 20/8/2025 5 5
12 3/9/2025 5 5
13 11/9/2025 5 5
14 22/9/2025 5 5
15 10/10/2025 5 5

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received the necessary declarations from the Independent Directors confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations).

The Independent Directors have also confirmed that they have complied with the requirements relating to inclusion of their names in the data bank maintained by the Indian Institute of Corporate Affairs, to the extent applicable.

S. No. Date of Board Meeting No. of Directors eligible to attend No. of Directors attended meeting
16 3/11/2025 5 5
17 4/12/2025 5 5
18 2/1/2026 5 5
19 8/1/2026 5 5
20 20/1/2026 5 5
21 27/1/2026 5 5
22 27/1/2026 5 5
23 24/2/2026 5 5
24 28/3/2026 5 5

NUMBER OF MEETINGS OF THE SHAREHOLDER(S) HELD DURING THE FINANCIAL YEAR 2025-26

S. No. Date of EGM/AGM Type of Meeting No. of Shareholders eligible to attend No. of Shareholders attended meeting
1 30.09.2025 AGM 44 15
2 13.05.2025 EGM 7 7
3 15.07.2025 EGM 44 15
4 21.08.2025 EGM 44 15
5 09.09.2025 EGM 44 15
6 29.12.2025 EGM 44 15

COMMITTEEES OF THE BOARD

The Board has constituted various committees to assist it in discharging its responsibilities effectively and to ensure good corporate governance practices.

The following Committees constituted by the Board function according to their respective roles and defined scope:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders Relationship Committee

4. Independent Directors Committee

/ Ct l E E j

Audit Committee:

The Audit Committee was constituted vide Board Resolution dated 05 th August, 2025 pursuant to section 177 of the Companies Act, 2013 and applicable provisions of the SEBI Listing Regulations.

The composition of the Audit Committee as on the date of this Report is as follows:

Name of Director Designation of Committee Nature of Directorship
Mrs. Vandana Gupta Chairperson Independent Director
Ms. Laxmi Member Independent Director
Mr. Puneet Dhawan Member Managing Director

The Company Secretary and Compliance Officer acts as the Secretary to the Committee.

The policy of the Audit Committee is available on the website of the Company at:

During the Financial year 2025-2026, following meetings of the audit committee were held:

S. No. Date No. of members entitled to attend No. of members attended
1 03 . 09.2025 3 3
2 11 . 09.2025 3 3
S. No. Date No. of members entitled to attend No. of members attended
3 22.09.2025 3 3
4 04.12.2025 3 3
5 02.01.2026 3 3
6 08.01.2026 3 3
7 24.02.2026 3 3
8 28.03.2026 3 3

Nomination and Remuneration Committee:

The Nomination and Remuneration Committee was constituted vide Board Resolution dated 05 th August, 2025 pursuant to Section 178 of the Companies Act, 2013 and applicable provisions of the SEBI Listing Regulations.

The composition of the Committee as on the date of this Report is as follows:

Name of Director Designation of Committee Nature of Directorship
Mrs. Vandana Gupta Chairperson Independent Director
Ms. Laxmi Member Independent Director
Mrs. Tanya Dhawan Member Director

The Company Secretary and Compliance Officer acts as the Secretary to the Committee.

The policy of the Nomination and Remuneration Committee is available on the website of the Company at:

During the Financial year 2025-2026, the following Nomination and Remuneration

Committee meetings were held:
S. No. Date No. of members entitled to attend No. of members attended
1 28.03.2026 3 3

Stakeholders Relationship Committee:

The Stakeholders Relationship Committee was constituted vide Board Resolution dated 05 th August, 2025 pursuant to the applicable provisions of the Companies Act, 2013 and the SEBI Listing Regulations.

The composition of the Committee as on the date of this Report is as follows:

Name of Director Designation of Committee Nature of Directorship
Mrs. Vandana Gupta Chairperson Director
Ms. Laxmi Member Independent Director
Mr. Puneet Dhawan Member Managing Director

The Company Secretary and Compliance Officer acts as the Secretary to the Committee.

The poli ship Committee is available on the website of the Compan

During the Financial year 2025-2026, following Stakeholder Relationship Committee were held:

S. No. Date No. of members entitled to attend No. of members attended
1 28.03.2026 3 3

Independent Director Committee

During the financial year under review, the Board of Directors constituted an Independent Directors Committee on 05 th August, 2025 comprising only the Independent Directors of the Company. The Committee has been constituted to review and oversee matters specifically entrusted to it by the Board and applicable regulatory requirements, to ensure transparency, fairness, and protection of stakeholders interests. The Committee functions in accordance with its terms of reference as approved by the Board and submits its recommendations to the Board for its consideration, wherever applicable.

Name of Director Designation of Committee Nature of Directorship
Mrs. Vandana Gupta Chairperson Independent Director
Ms. Laxmi Member Independent Director

During the Financial year 2025-2026, Independent Directors meeting was held on 24th February, 2026.

RSIK MANAGEMENT POLICY

The Company has established a framework for identifying, assessing, monitoring and mitigating various risks associated with its business and operations.

The major risks identified in the Companys business include, inter alia, regulatory risks, changes in consumer preferences, market competition, operational risks and other business-related risks.

The identified risks are periodically reviewed by the management and placed before the Audit Committee and/or Board, wherever considered appropriate.

The Board has adopted a Risk Management Policy setting out the framework for identification, assessment, monitoring and mitigation of risks.

PARTICULARS OF CONTRACTS OR ARRNGEMENTS WITH RELATED PARTIES

All contracts and arrangements entered into with related parties during the financial year were in the ordinary course of business and, where applicable, on an arms length basis and in compliance with the applicable provisions of the Companies Act, 2013 and the rules made thereunder.

The particulars of contracts or arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC-2, are annexed to this Report as Annexure - D and form an integral part of this Report.

The Audit Committee and the Board of Directors have reviewed the related party transactions in accordance with the applicable provisions.

The Company has formulated a Related Party Transactions Policy, which is available on the Companys website at

SIGNIFICANT AND MATERIAL ORDR PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE

During the financial year under review, the Company has not received any significant or material orders passed by any regulatory authority, court or tribunal which shall impact the going concern status and Companys operations in future.

INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY

The Company has in place adequate internal financial control with reference to financial statements. The Board of Directors had earlier noted/approved the policies and procedures adopted by the Company for ensuring an orderly and efficient conduct of its business, including adherence to Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

The Company has adopted a policy on Prevention of Sexual Harassment at Workplace in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The Company has constituted an Internal Complaints Committee (ICC) for addressing complaints relating to sexual harassment at the workplace.

The Company has complied with the applicable provisions relating to constitution of the Internal Complaints Committee.

The details of complaints received and disposed of during the year are as follows:

No. of complaints received during the Financial year 2025-26 : Nil No. of complaints disposed of during the Financial year 2025-26 : Nil No. of complaints pending as on 31 st March, 2026 : Nil

PREVENTION OF INSIDER TRADING

In compliance with the provisions of the Securities and Exchange Board of India (SEBI) (Prohibition of Insider Trading) Regulations, 2015, as amended, the Company has formulated and adopted the Code of Conduct for prohibition of Insider Trading. The object of the Insider Trading Code is to set framework, rules and procedures which all concerned should follow, both in letter and spirit, while trading in the securities of the

Company. The Insider Trading Code is available at:

VARIOUS POLICIES/ CRITERIA/ PROGRAMS etc.

In compliance with Companies Act, 2013 and Rules made there under, Listing Regulations and other applicable laws, the Board of Directors of your Company and its th August, 2025, have duly grams, and, the same are Company at i.e.

1. Policy on Preservation of Documents.

2. Committee of Board of Directors

3. Code of conduct for Insider Trading

4. Code of Conduct for Directors (Including Independent Directors) and Senior Management.

5. Code for Independent Directors

6. Whistle Blower Policy.

7. Terms and conditions of Independent Directors

8. Risk Management Policy

9. Criteria of making payment to Non-Executive Directors of the Company.

10. Material Litigation and material creditors

11. Policy for Familiarization Program of Independent Directors.

12. Policy on determining Material Subsidiary.

13. Policy on Sexual Harassment Policy.

14. Policy on Related Party Transactions.

15. Policy for determination of materiality of Events and Information VIGIL MECHANISM/WHISTLE BLOWER POLICY

Pursuant to the provisions of section 177 (9) & (10) of the Companies Act, 2013, the Company has established a Vigil Mechanism/Whistle Blower Policy to enable Directors and employees to report genuine concerns, unethical behaviour, actual or suspected fraud, violations of the Companys Code of Conduct and other matters requiring attention.

Thepolicy provides adequate safeguards against victimisation of persons who use the vigilmechanism and provides direct access to the Chairperson of the Audit Committee inappropriate or exceptional cases.

The Vigil Mechanism/Whistle Blower Policy has been uploaded on the website of the Company at under Investor Section.

POLICY ON CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT

The Company has adopted a Code of Conduct for Directors and Senior Management Personnel, which is applicable to the members of the Board and Senior Management.

The Company has also adopted appropriate criteria and policies relating to appointment of Directors, qualifications, positive attributes, independence of Directors and remuneration of Directors, Key Managerial Personnel and other employees, as applicable.

COMPLIANCE WITH SECRETARIAL STANDARDS

During the year under review, the Company was in compliance with the Secretarial Standards i.e., SS-1 and SS-2 relating to Meeting of the Board of Directors and General Meetings respectively.

LOANS, GUARANTEES AND INVESTMENTS

Details of loans, guarantees and investments under the provisions of Section 186 of the Companies Act, 2013 (the Act) read with the Companies (Meetings of Board and its Powers) Rules, 2014, as amended, from time to time, as on the 31 st March, 2026, are set out in the Standalone Financial Statements forming part of this Annual report.

COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961

The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all applicable amendments and rules framed thereunder. The Company is committed to ensuring a safe, inclusive, and supportive workplace for women employees. All eligible women employees are provided with maternity benefits as prescribed under the Maternity Benefit Act, 1961, including paid maternity leave, nursing breaks, and protection from dismissal during maternity leave.

TheCompany also ensures that no discrimination is made in recruitment or service conditions on the grounds of maternity. Necessary internal systems and HR policies are inplace to uphold the spirit and letter of the legislation

PARTICULARS OF FRAUDS REPORTED BY AUDITORS

During the financial year under review, the Statutory Auditors have not reported any fraud under Section 143(12) of the Companies Act, 2013, other than those which are reportable to the Central Government, to the extent applicable.

THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR

During the FY 2025-2026, no proceeding has been initiated under Insolvency and Bankruptcy Code for default in payment of debt. Further, the Company has also not initiated any proceedings against the defaulting entities.

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

During the period under review, there has been no one time settlement accordingly no valuation were done for this purpose.

PARTICULARS OF EMPLOYEES

The information required pursuant to Section 197 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Amendment Rules, 2016 in respect of employees of the Company, is enclosed as Annexure -E and forms part of this Report.

Further, as per the provisions specified in Chapter XIII of Companies (Appointment & Remuneration of Managerial Personnel) Amendment Rules, 2016 no employees of the Company was in receipt of remuneration exceeding Rs. 1,02,00,000/- per annum, if employed for whole of the year or Rs. 8,50,000/- per month if employed for part of the year.

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

Except as disclosed elsewhere in this Annual Report, there have been no material changes and commitments affecting the financial position of the Company between the end of the financial year 31 March 2026 and the date of this Report.

CORPORATE SOCIAL RESPONSIBILITY

The Company comes under the criteria as mentioned in section 135 of the Companies Act, 2013 i.e., Corporate Social Responsibility and accordingly the amount has been spent on CSR activities in the financial year 2025-2026 to comply with the requirements of necessary social expenditure. The CSR Report is annexed as Annexure—F

The Company is not required to constitute a Corporate Social Responsibility Committee since the amount required to be spent by the company on CSR activities for the financial year 20252026 does not exceed Rs.50,00,000/- (Rupees Fifty lakhs).

The CSR Policy of your Company outlines the Companys philosophy for undertaking socially useful programs for welfare and sustainable development of the community at large as part of its CSR Obligation.

DISCLOSURES

• Conservation of energy and technology absorption

The information relating to Conservation of Energy and Technology Absorption as required to be disclosed under Clause (m) of sub-section (3) of the Section 134 of the Companies Act, 2013, read with Rule 8 of the Companies (Accounts) Rules, 2014, is not applicable to your Company.

• Foreign Exchange Earnings and outgo

Information about the foreign exchange earnings and outgo, as required to be given under Clause (m) of sub-section (3) of the Section 134 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is given as follows:

For the Financial For the Financial
Sl. No. Particulars yearended on year ended on
31.03.2026 31.03.2025
(i) Expenditure in Foreign Currency Travelling expenses
Imported Materials - -
Purchase of Material - -
Totalz
Total Nil Nil
(ii) Earnings in Foreign Currency Sale of Flats/Plots/Farms etc. Nil Nil

COST RECORDS

The maintenance of cost records as specified by the Central Government under Section 148(1) of the Companies Act, 2013 is not applicable to the Company.

DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134 of the Companies Act, 2013 (the Act) with respect to Directors responsibility statement, the Directors confirm:

i) in the preparation of the Annual Accounts for the Financial year ended 31 st March, 2026, the applicable Indian Accounting Standards have been followed and no material departures have been made from the same;

ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on the 31 st March, 2026 and of the profit & loss incurred by of the Company for the year ended on that date;

iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act

iv) safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

v) the Directors have prepared the annual accounts on a going concern basis;

vi) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

vii) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws including applicable Secretarial Standards (SS-1 and SS-2) and that such systems are adequate and operating effectively.

PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS

The Company has established criteria for evaluation of the performance of the Board, its Committees and individual Directors in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI Listing Regulations, as applicable.

During the financial year under review, the performance of the Board, its Committees and individual Directors was evaluated in accordance with the applicable framework and criteria adopted by the Company.

The evaluation covered various aspects, including Board composition, effectiveness of Board processes, participation in meetings, contribution of Directors, functioning of Committees and fulfilment of responsibilities.

The Independent Directors, wherever applicable, also carried out their separate evaluation in accordance with the applicable provisions of law.

SEBI COMPLAINTS REDRESS SYSTEM (SCORES)

The investor complaints are processed in a centralized web-based complaints redressal system. The salient features of this system are the centralized database of all complaints, online upload of Action Taken Reports (ATRs) by the concerned companies and online viewing by investors of actions taken on the complaint and its status. The Company has been registered on SCORES and makes every effort to resolve all investor complaints received through SCORES or otherwise within the statutory time limit from the receipt of the complaint. The Company has not received any complaints on the SCORES during the financial year 20252026.

ACKNOWLEDGEMENT

We would like to express their sense of gratitude to-

• all the regul atory authorities including SEBI, Stock Exchanges, Ministry of Corporate Affairs, Registrar of Companies and the Depositories.

• all the Bankers and Financial Institutions, the Central and State Governments as well as their respective Departments and Development Authorities in India and abroad connected with the business of the Company for their co-operation and continued support.

• the shareholders, depositors, suppliers, contractors and customers for the trust and confidence reposed by them in the Company.

The devoted teamwork and professionalism of the employees of the Company, at all levels are also very well appreciated. The employees continue to remain the Companys most valuable resources and their sustained hard work has enabled your Company to successfully meet the challenges during the year under review and that lie ahead.

Regd. Office: For andon behalf of the Board of Directors
A-16 G T Karnal Road Industrial Area, Delhi-110033 CIN: L24239DL2019PLC354658 of KRM Ayurveda Limited

Date: 03 rd September, 2026 Place: New Delhi

Sd/-

(Puneet Dhawan) Managing Director DIN: 08553667

#DREnd#

#MDStart#

MANAGEMENTS DISCUSSION AND ANALYSIS

GLOBAL ECONOMY - OVERVIEW

FY26 witnessed moderate global economic growth amid continuing geopolitical uncertainties, evolving trade dynamics, and inflationary pressures in several developed economies. While monetary tightening measures gradually eased across major economies, businesses continued to navigate volatility in commodity prices, supply chains, and financial markets.

Despite these challenges, the healthcare and wellness sectors remained resilient, supported by growing demand for preventive healthcare, natural remedies, nutritional supplements, and holistic wellness solutions. Increasing consumer focus on health and well-being continues to create significant opportunities for Ayurveda and traditional healthcare systems globally sustainable business operations.

INDIAN ECONOMY- OVERVIEW

FY 2025-26 was marked by continued resilience and robust growth in the Indian economy despite geopolitical uncertainties, fluctuating global commodity prices, and evolving international trade dynamics. India maintained its position among the worlds fastest-growing major economies, supported by strong domestic consumption, sustained public investment, expanding digital infrastructure, and improving manufacturing capabilities.

The countrys economic growth was driven by increasing consumer demand, rising urbanization, higher disposable incomes, and a favourable policy environment. Government initiatives focused on infrastructure development, digital transformation, financial inclusion, and entrepreneurship continued to strengthen the overall economic ecosystem. Public capital expenditure remained a key growth catalyst, encouraging private sector investments and enhancing economic productivity.

Inflationary pressures moderated during the year due to effective monetary measures, improved supply chain efficiencies, and stable commodity prices. The banking and financial services sector remained resilient, characterized by healthy credit growth, strong asset quality, and adequate liquidity, thereby supporting business expansion and consumer spending.

The healthcare, wellness, and AYUSH sectors continued to witness significant growth, driven by increasing awareness regarding preventive healthcare, natural remedies, holistic wellness, and lifestyle disease management. Consumer preference for Ayurvedic products, herbal formulations, nutraceuticals, and immunity-enhancing solutions remained strong across both urban and rural markets.

Government support through various initiatives aimed at promoting traditional medicine systems, strengthening the AYUSH ecosystem, encouraging research and innovation, and expanding access to quality healthcare further enhanced the growth prospects of the Ayurveda industry. Rising health consciousness, increasing digital adoption, and expanding e-commerce channels have also accelerated the penetration of Ayurvedic and wellness products across the country.

Against this backdrop, KRM Ayurveda Limited remains well-positioned to capitalize on the growing demand for Ayurveda-based healthcare and wellness solutions. The Companys focus on quality, innovation, customer trust, and market expansion continues to support its long-term growth strategy while contributing to the advancement of Indias traditional healthcare ecosystem.

OUTLOOK

The outlook for the Indian economy remains positive and growth-oriented, supported by strong domestic consumption, continued infrastructure development, increasing digital adoption, and favorable government policies. Indias position as one of the fastest- growing major economies is expected to be sustained in the coming years, driven by rising disposable incomes, urbanization, formalization of the economy, and increased investments across key sectors.

The healthcare, wellness, and AYUSH sectors are expected to remain among the key beneficiaries of these macroeconomic trends. Growing consumer awareness regarding preventive healthcare, holistic wellness, immunity enhancement, and lifestyle disease management continues to drive demand for Ayurvedic products and services. Increasing acceptance of natural and plant-based healthcare solutions among consumers is expected to further strengthen the growth prospects of the Ayurveda industry.

Government initiatives aimed at promoting traditional systems of medicine, strengthening the AYUSH ecosystem, supporting research and development, and enhancing healthcare accessibility are expected to create a conducive environment for industry

growth. The increasing integration of Ayurveda into mainstream healthcare, expansion of digital healthcare platforms, and growing penetration of e-commerce channels are likely to provide significant opportunities for companies operating in the sector.

The global wellness industry also continues to offer attractive growth opportunities. Rising health consciousness, increasing preference for natural healthcare products, and growing acceptance of traditional medicine systems across international markets are expected to support demand for Ayurvedic formulations and wellness solutions. Indias emergence as a global hub for Ayurveda and wellness further enhances the long-term prospects for the industry.

At KRM Ayurveda Limited, we remain optimistic about the future and believe that the Companys strategic focus on quality, innovation, customer satisfaction, and market expansion positions it well to capitalize on emerging opportunities. The Company will continue to strengthen its product portfolio, enhance operational efficiencies, expand its customer reach, and explore new growth avenues in both domestic and international markets.

While global economic uncertainties, competitive pressures, regulatory changes, and fluctuations in raw material costs may pose certain challenges, the Company remains committed to maintaining a prudent and sustainable growth strategy. Leveraging its experience, brand strength, and commitment to delivering high-quality Ayurvedic and wellness solutions, KRM Ayurveda Limited is confident of creating long-term value for its customers, shareholders, employees, and other stakeholders.

INDUSTRY OVERVIEW - INDIAN AYURVEDIC PRODUCTS MARKET

The Indian Ayurvedic products market continued to demonstrate robust growth during FY 2025-26, driven by increasing consumer preference for natural healthcare solutions, preventive wellness, and holistic health management. Ayurveda has emerged as a mainstream healthcare and wellness segment, supported by favourable demographics, rising disposable incomes, and growing awareness of healthy lifestyles.

Key Industry Growth Drivers

1. Rising Consumer Preference for Natural Products

• Increasing awareness regarding the side effects associated with prolonged use of synthetic products has led consumers to adopt herbal and Ayurvedic alternatives.

• Demand for plant-based, chemical-free, and naturally sourced products continues to rise across healthcare, personal care, and nutrition segments.

2. Growing Focus on Preventive Healthcare

• Consumers are increasingly prioritizing preventive healthcare and wellness over curative treatment.

• Rising incidences of lifestyle-related disorders such as diabetes, obesity, stress, and cardiovascular diseases have strengthened the demand for Ayurvedic formulations and wellness solutions.

3. Government Support for the AYUSH Sector

• Continued policy support from the Government of India through the Ministry of AYUSH has enhanced the visibility and acceptance of traditional medicine systems.

• Initiatives focused on research, standardization, quality control, and promotion of Ayurveda are creating a favourable industry environment.

4. Expansion of Digital and E-Commerce Channels

• Growth of e-commerce platforms and digital healthcare channels has significantly improved product accessibility and consumer reach.

• Digital marketing and online consultations have enabled Ayurvedic companies to engage directly with customers across geographies.

5. Increasing Global Acceptance of Ayurveda

• Growing international awareness regarding holistic wellness and natural healthcare has expanded export opportunities for Indian Ayurvedic products.

• Ayurveda continues to gain recognition as an alternative and complementary healthcare system in various global markets.

6. Product Innovation and Diversification

• Companies are increasingly focusing on developing innovative products across categories such as Ayurvedic medicines, nutraceuticals, immunity boosters, herbal supplements, personal care products, and wellness solutions.

• Research-driven product development is helping improve consumer acceptance and market penetration.

STRATEGIC ALIGNMENT

KRM Ayurveda Limited continues to align its business strategy with the growing demand for ayurvedic and natural healthcare

products. Thecompany remains focused on strengthening its product portfolio, expanding market reach, enhancing brand visibility,

and maintaining high standards of quality and regulatory compliance.

Key Strategic Priorities Include:

• Expanding and diversifying ayurvedic and wellness product offerings.

• Strengthening distribution channels, including retail and digital platforms.

• Enhancing product quality through continuous improvement and innovation.

• Improving operational efficiencies and cost optimization.

• Leveraging digital initiatives to increase customer engagement and market penetration.

• Promoting sustainable growth through strong governance and responsible business practices.

With increasing consumer preference for preventive healthcare and natural wellness solutions, KRM Ayurveda Limited is well- positioned to capitalize on emerging opportunities and drive long-term value creation for its stakeholders.

IN DIAN HEALTH & WELLNESS INDUST RY

The Indian health and wellness industry continues to witness robust growth, driven by increasing health consciousness, rising disposable incomes, urbanization, changing lifestyles, and growing consumer preference for preventive healthcare. Consumers are increasingly shifting from curative healthcare solutions toward wellness-oriented products that support immunity, nutrition, fitness, personal care, and holistic well-being.

The COVID-19 pandemic accelerated awareness regarding preventive healthcare, resulting in sustained demand for products focused on immunity enhancement, nutritional supplementation, herbal healthcare, and natural wellness solutions. This trend has strengthened consumer acceptance of traditional systems such as Ayurveda, which are increasingly being integrated into mainstream healthcare and wellness practices. The immunity segment remains one of the largest categories within the health and wellness market, supported by growing adoption of herbal and plant-based products.

Indias nutraceutical and wellness sector is emerging as one of the fastest-growing segments within the consumer health industry. Rising prevalence of lifestyle-related ailments such as diabetes, obesity, cardiovascular disorders, stress, and digestive health

concerns has encouraged consumers to adopt preventive healthcare products. The market is witnessing strong demand for functional foods, dietary supplements, herbal formulations, and Ayurveda-inspired products. Consumer preference is increasingly shifting toward natural, clean-label, and plant-based solutions, creating significant opportunities for Ayurveda- focused companies.

The Ayurveda sector continues to benefit from Indias rich heritage of traditional medicine, increasing government support for AYUSH initiatives, expanding consumer awareness, and growing acceptance among younger demographics. The industry is also witnessing increasing investments, product innovation, scientific validation, and expansion into new wellness categories such as nutraceuticals, personal care, immunity, gut health, and lifestyle management. Recent strategic acquisitions and investments by leading FMCG players in Ayurvedic and wellness businesses further underscore the long-term growth potential of the sector. Digital commerce, modern retail channels, and direct-to-consumer (D2C) platforms have significantly improved product accessibility across urban and semi-urban markets. Consumers today seek transparency, efficacy, quality assurance, and scientifically backed formulations, encouraging companies to invest in research, innovation, and brand building. The convergence of traditional Ayurveda with modern science presents substantial opportunities for companies operating in the health and wellness ecosystem.

EMERGING TRENDS

The Indian wellness and AYUSH sector continues to witness significant transformation, driven by changing consumer preferences, technological advancements, and supportive government initiatives. The following trends are shaping the future of the industry and creating new opportunities for KRM Ayurveda Limited:

A. Increasing Preference for Preventive and Integrative Healthcare

Healthcare consumers are increasingly adopting a preventive approach towards health management, with greater emphasis on nutrition, Ayurveda, yoga, naturopathy, and holistic wellness practices. This shift reflects a growing awareness of lifestyle- related disorders and a preference for integrated healthcare solutions that focus on long-term well-being rather than episodic treatment. The trend aligns well with KRM Ayurveda Limiteds vision of promoting holistic and sustainable healthcare solutions.

B. Growth of Wellness Tourism

India is emerging as a preferred global destination for wellness tourism, supported by its rich heritage in Ayurveda, yoga, and traditional healing systems. Wellness retreats, Ayurvedic treatment centres, yoga destinations, and holistic healthcare facilities are attracting both domestic and international visitors. With wellness tourism growing at a faster pace than the broader wellness market, the segment presents substantial growth opportunities for AYUSH-focused healthcare providers.

C. Digitalization and Expansion of Tele-AYUSH Services

The adoption of digital technologies is transforming the delivery of healthcare services across the AYUSH ecosystem. Government- led initiatives promoting telemedicine, digital health platforms, and e-health services are expanding access to Ayurvedic consultations and treatments, particularly in underserved regions and international markets. The growing acceptance of digital healthcare solutions is expected to enhance patient engagement and improve service accessibility.

D. Emergence of an Organized and Quality-Focused Industry

Consumers are increasingly seeking certified, credible, and evidence-based healthcare and wellness providers. Enhanced regulatory oversight, accreditation of AYUSH Health and Wellness Centres (AHWCs), investments in research and development, and improvements in AYUSH education are contributing to higher standards across the industry. This trend is fostering greater trust in organized players and encouraging the adoption of quality-driven healthcare services.

E. Rising Demand for Corporate Wellness Solutions

Corporate wellness has emerged as a rapidly growing segment as organizations increasingly recognize the importance of employee health, productivity, and overall well-being. Companies are investing in preventive healthcare programs, stress management initiatives, yoga and wellness sessions, and holistic healthcare solutions. The continued expansion of the corporate wellness market is expected to create new avenues for AYUSH-based healthcare providers and wellness service companies.

KRM Ayurveda Limited remains well-positioned to capitalize on these emerging trends through its focus on Ayurvedic healthcare services, wellness initiatives, quality patient care, and strategic expansion of its healthcare infrastructure.

KEY OPPORTUNITIES

A. Expanding Opportunities in Wellness and Ayurvedic Healthcare

The growing acceptance of Ayurveda and holistic healthcare presents significant opportunities for KRM Ayurveda Limited to expand its healthcare and wellness offerings. Rising consumer awareness regarding preventive healthcare, natural therapies, and lifestyle management is driving demand for integrated Ayurvedic treatment solutions, enabling the Company to strengthen its market presence and service portfolio.

B. Expansion of Ayurvedic Healthcare Infrastructure

Government initiatives aimed at strengthening the AYUSH ecosystem, including the development of AYUSH Health and Wellness Centres (AHWCs) under the Ayushman Bharat programme, are expected to enhance public access to traditional healthcare services. These initiatives provide opportunities for KRM Ayurveda Limited to expand its healthcare outreach, participate in community health programmes, and extend Ayurvedic treatment services to underserved regions.

C. Digital Healthcare and Tele-Consultation Services

The increasing adoption of telemedicine and digital health platforms offers substantial opportunities to broaden patient access and improve healthcare delivery. By leveraging digital consultation services, online patient engagement platforms, and technology-enabled healthcare solutions, KRM Ayurveda Limited can expand its reach beyond physical locations and provide continuous care to patients across geographies.

D. Growth in Wellness Tourism and Integrative Healthcare Services

Indias emergence as a global wellness destination is creating new opportunities for Ayurveda-based healthcare providers. Growing interest among domestic and international visitors in Ayurvedic therapies, wellness retreats, rejuvenation programmes, and holistic healing solutions presents an attractive avenue for future growth. KRM Ayurveda Limited is well-positioned to benefit from this trend through its integrated healthcare and wellness offerings.

E. Increasing Preference for Quality-Assured Healthcare Providers

Consumers are increasingly seeking trusted, compliant, and quality-driven healthcare institutions. Enhanced regulatory standards, accreditation frameworks, and growing emphasis on evidence-based healthcare practices are fostering confidence in organized players. KRM Ayurveda Limiteds focus on quality healthcare services, patient-centric care, and adherence to regulatory requirements positions the Company favorably to capitalize on this evolving market preference.

F. Rising Demand for Corporate Wellness Solutions

The increasing focus on employee health and workplace well-being has led to growing demand for corporate wellness programmes. Organizations are investing in preventive healthcare initiatives, stress management programmes, yoga sessions, and holistic wellness solutions. This trend presents opportunities for KRM Ayurveda Limited to develop customized wellness offerings and strengthen its presence in the corporate healthcare segment.

The Company remains committed to leveraging these opportunities through strategic expansion, healthcare innovation, digital initiatives, and continued focus on delivering high-quality Ayurvedic healthcare services.

KE Y THREATS AND CHALLENGES

While the long-term outlook for the Ayurveda and wellness industry remains positive, the sector continues to face certain challenges that may impact growth and profitability. KRM Ayurveda Limited remains vigilant and proactive in addressing these risks through robust operational and strategic initiatives.

A. Intensifying Industry Competition

The Ayurveda and wellness sector is witnessing increasing participation from established healthcare companies, wellness chains, hospitals, digital health platforms, and emerging start-ups. Heightened competition may exert pressure on pricing, patient acquisition, market share, and service differentiation, requiring continuous innovation and quality enhancement.

B. Regulatory and Compliance Risks

The healthcare and AYUSH sectors operate within a stringent regulatory framework. Changes in government policies, healthcare regulations, licensing requirements, clinical protocols, or compliance standards may necessitate additional investments and operational adjustments. Non-compliance could adversely affect business operations and reputation.

C. Availability and Retention of Skilled Professionals

The Companys growth depends significantly on the availability of qualified Ayurvedic doctors, therapists, healthcare professionals, and support staff. Increasing competition for skilled talent across the healthcare industry may create challenges in recruitment, retention, and workforce development.

D. Changing Consumer Preferences and Expectations

Healthcare consumers are becoming increasingly informed and quality-conscious, demanding evidence-based treatments, personalized care, digital engagement, and superior patient experiences. Failure to adapt to evolving consumer expectations may impact the Companys ability to attract and retain patients.

E. Technology and Cybersecurity Risks

The growing adoption of digital healthcare platforms, tele-consultation services, and electronic patient management systems exposes healthcare providers to cybersecurity threats, data privacy concerns, and technology-related disruptions. Protecting patient information and ensuring secure digital operations remain critical priorities.

F. Dependence on Economic Conditions

Demand for certain wellness and preventive healthcare services may be influenced by overall economic conditions, consumer spending patterns, and discretionary income levels. Economic uncertainties could impact patient footfalls and spending on elective wellness services.

G. Supply Chain and Raw Material Availability

The Ayurveda sector relies on the timely availability of quality herbal ingredients, medical consumables, and healthcare supplies. Supply chain disruptions, fluctuations in raw material costs, or quality-related issues may affect operational efficiency and service delivery.

H. Reputation and Service Quality Risks

Healthcare organisations operate in a highly trust-driven environment. Any adverse event relating to patient care, service quality, regulatory compliance, or public perception could impact the Companys reputation and stakeholder confidence. Maintaining high standards of clinical governance and patient satisfaction remains essential.

I. Expansion and Operational Execution Risks

As the Company continues to expand its healthcare infrastructure and service offerings, successful execution of expansion plans, efficient resource allocation, and effective management of new facilities remain critical. Delays in implementation or operational inefficiencies may affect anticipated returns on investment.

KRM Ayurveda Limited continuously evaluates these risks and has established appropriate internal controls, governance mechanisms, and risk management practices to mitigate their potential impact and support sustainable long-term growth.

CONCLUSION

The healthcare and wellness industry in India continues to offer significant growth opportunities, supported by increasing awareness of preventive healthcare, rising acceptance of Ayurveda and traditional systems of medicine, favorable government initiatives, and the growing demand for holistic wellness solutions. These developments are creating a conducive environment for the expansion of organized AYUSH healthcare services across the country.

Looking ahead, the Company remains committed to leveraging emerging opportunities in Ayurvedic healthcare, wellness services, digital healthcare solutions, and preventive medicine. By focusing on operational excellence, quality healthcare delivery, regulatory compliance, technological adoption, and continuous innovation, KRM Ayurveda Limited aims to strengthen its market position and expand its footprint in the rapidly evolving healthcare landscape.

While the Company remains mindful of industry challenges, competitive pressures, and regulatory developments, it is confident that its strategic direction, experienced management team, and patient-centric approach will support sustainable growth and long-term stakeholder value creation.

KRM Ayurveda Limited remains dedicated to its mission of promoting holistic health and wellness through authentic Ayurvedic healthcare solutions and is well-positioned to capitalize on the opportunities emerging within the healthcare and wellness sector.

C OMPANY OVERVIEW

KRM Ayurveda Limited (KRM Ayurveda or the Company) is engaged in the Ayurvedic healthcare and wellness sector, with a focus on providing holistic, preventive and patient-centric healthcare solutions based on the principles of Ayurveda.

The Company seeks to combine the traditional knowledge and principles of Ayurveda with contemporary healthcare practices, professional clinical standards, technology-enabled processes and patient-centric service delivery. Its objective is to develop a trusted healthcare platform focused on quality treatment, preventive healthcare, wellness and long-term patient well-being.

During FY 2025-26, the Company undertook strategic initiatives to strengthen its presence in the healthcare sector. The Company remains focused on building its healthcare infrastructure, strengthening clinical capabilities, enhancing patient experience, adopting appropriate technology, and developing

Financial Highlights
Particulars FY26 FY25 Ratio
Revenue(in ? Crore) 101.69 76.55 33%
EBITDA (in ? Crore) 31.12 19.14 63%
EBITDA Margin (in %) 30.60 25.00 -
PAT (in ? Crore) 20.12 11.21 79%
PAT Margin (in %) 19.79 14.65 -
Net Worth (in ? Crore) 114.71 23.90 380%

Key Financial Ratios

Particulars FY26 FY25 % Change
Current Ratio 13.82 1.65 735.64%
Debt-Equity Ratio 0 1.31 -100.00%
Debt-Service Coverage Ratio 9.57 6.60 44.97%
Return on Equity Ratio 0.29 0.61 -52.65%
Inventory Turnover Ratio 12.16 16.74 -27.37%
Trade Receivables Turnover Ratio 5.83 8.67 -32.68%
Trade Payables Turnover Ratio Net 3.74 3.42 9.39%
Capital Turnover Ratio 1.16 4.98 -76.63%
Net Profit Ratio 19.79% 14.65% 35.06%
Return on Capital Employed 26.13% 42.56% -38.59%

Re ason for Change in Ratio (more than 1 0%)

1. Current Ratio - Increase in Ratio due to IPO Proceeds amount included in the Current Assets.

2 . Debt-Equity Ratio - Decrease in ratio on account of decrease in Debt and increase in Shareholders Equity.

3. Debt-Service Coverage Ratio - Increase in ratio on account of increase in Profits during the year and decreased in debts.

4. Return on Equity Ratio - Decrease in ratio on account of increase in shareholders equity during the year.

5. Inventory Turnover Ratio - Decrease in ratio due to increase in revenue.

6. Trade Receivables Turnover Ratio - Decrease in ratio due to increase in trade receivables and revenue.

7. Net Capital Turnover Ratio - Decrease in ratio due to reduction in Company net working capital position (Current Asset -

Current Liability).

8. Net Profit Ratio - Increase in ratio on account of Increase in Profit during the year.

9. Return on Capital Employed - Decrease in ratio on account of increase in shareholders equity during the year.

RISK MANAGEMENT

The Company recognizes that effective risk management is essential for sustainable growth.

The Company periodically evaluates business, operational, financial, regulatory, clinical, technology and reputational risks and seeks to establish appropriate processes and controls to mitigate such risks.

Key risk management focus areas include:

• Regulatory and statutory compliance;

• Financial controls and reporting;

• Clinical and patient-care processes;

• Human resource management;

• Information security and data protection;

• Vendor and supply-chain management;

• Infrastructure and operational continuity;

• Reputation management; and

• Business expansion and execution.

The Companys risk management framework should continue to evolve in line with the scale and complexity of its operations. INTER NAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company maintains internal control systems and processes commensurate with the nature, scale and complexity of its operations.

The internal control framework is designed to provide reasonable assurance regarding:

• Accuracy and reliability of financial reporting;

• Safeguarding of assets;

• Proper authorization and recording of transactions;

• Operational efficiency;

• Compliance with applicable laws and regulations;

• Identification and mitigation of business risks; and

• Prevention and detection of errors and irregularities.

The Companys internal controls are supported by appropriate policies, approval mechanisms, segregation of responsibilities, financial controls and periodic management reviews.

The adequacy and effectiveness of internal controls are reviewed periodically by the management and through the Companys internal audit and other assurance mechanisms, as applicable.

HUM AN RESOURCES AND INDUSTRIAL RELATIONS

Human resources are an important component of the Companys healthcare operations.

The Companys ability to deliver quality Ayurvedic healthcare services depends on qualified and experienced doctors, therapists, nursing personnel, healthcare professionals, administrative personnel and support staff.

During FY 2025-26, the Company focused on building the human resource capabilities required for its healthcare operations.

The Company seeks to foster a professional, ethical and patient-centric work environment and encourages continuous learning and development.

The Company also remains committed to maintaining appropriate workplace practices, employee welfare, professional conduct and compliance with applicable labour and employment requirements.

Total number of employees as at March 31, 2026: 431 .

TEC HNOLOGY AND DIGITAL INITIATIVES

Technology is expected to play an increasingly important role in the Companys healthcare operations.

The Company intends to leverage appropriate digital solutions for:

• Patient appointment management;

• Digital communication;

• Healthcare records and documentation;

• Patient follow-up;

• Tele-consultation, where appropriate;

• Administrative efficiency;

• Management reporting; and

• Customer engagement.

The Company will continue to evaluate technology initiatives based on their relevance, cost-effectiveness, scalability, security and potential to improve patient experience.

QUA LITY, PATIENT CARE AND REGULATORY COMPLIA NCE

The Company recognizes that quality healthcare delivery and regulatory compliance are fundamental to its long-term success.

The Company is committed to maintaining appropriate standards relating to patient care, healthcare practices, professional conduct, infrastructure, hygiene, safety, documentation and applicable regulatory requirements.

The Company also seeks to strengthen processes relating to patient feedback and service improvement.

As the healthcare operations scale, the Company will continue to review and enhance its quality-management practices in line with applicable requirements and industry standards.

ENVIR ONMENT, SOCIAL RESPONSIBILITY AND RESPONSIBLE BUSINESS PRACTIC ES

The Company recognizes the importance of responsible business practices and seeks to conduct its operations with due regard to environmental, social and governance considerations.

The Company aims to promote:

• Ethical and responsible healthcare practices;

• Patient safety and well-being;

• Employee welfare;

• Responsible resource utilization;

• Compliance with applicable laws;

• Transparent governance; and

• Responsible engagement with stakeholders.

Where applicable, the Company will progressively strengthen its sustainability initiatives in line with the scale and nature of its operations.

FO RWARD-LOOKING STATEMENTS

This Management Discussion and Analysis contains statements concerning the Companys objectives, expectations, estimates, projections and outlook that may constitute forward-looking statements within the meaning of applicable securities laws and regulations.

These statements are based on managements current expectations and assumptions and are subject to various risks, uncertainties and other factors that may cause actual results, performance or achievements to differ materially from those expressed or implied.

Important factors that may affect the Companys operations and financial performance include changes in economic conditions, healthcare demand, competition, regulatory and government policies, availability of qualified professionals, operating costs, technology-related risks, patient preferences, business execution, litigation and other factors beyond the Companys control.

The Company undertakes no obligation to publicly update or revise any forward-looking statements, except as may be required under applicable laws and regulations.

Regd. Office: A-16 G T Karnal Road Industrial Area, For and on behalf of the Board
Delhi-110033 For KRM Ayurveda Ltd.
CIN: L24239DL2019PLC354658 Sd/-
(Puneet Dhawan)
Date: 03 rd September, 2026 Managing Director
Place: New Delhi (DIN: 08553667)

#MDEnd#

#SARStart#

Secretarial Audit Report

Form No. MR-3 Secretarial Audit Report (For the Financial year ended 31st March, 2026)

[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration

of Managerial Personnel) Rules, 2014]

To,

The Members

KRM Ayurveda Limited

A-16, GT Karnal Road,

Industrial Area,

New Delhi - 110033

We were appointed by the Board of Directors of KRM Ayurveda Limited (hereinafter called the Company) to conduct the Secretarial Audit for the Financial year 2025-26.

A. Managements Responsibility on Secretarial Compliances

The Companys Management is responsible for the preparation and maintenance of the secretarial records and for devising proper systems to ensure compliance with the provisions of applicable laws and regulations.

B. Auditors Responsibility

Our responsibility is to express an opinion on the secretarial records, standards and procedures followed by the Company with respect to secretarial compliances.We believe that audit evidence and information obtained from the Companys management is adequate and appropriate for us to provide a basis for our opinion.

C. OPINION

1) We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by the Company. Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

2) Based on our verification of the books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit and we hereby report that in our opinion, the Company has during the audit period covering the Financial period ended on the 31 st March, 2026, complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and Compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

I. The Companies Act, 2013 (the Act) and the Rules made thereunder, as applicable;

II. The Secretarial Standard with respect to Meetings of Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India;

III. The Securities Contracts (Regulation) Act, 1956 (SCRA) and the Rules made thereunder;

IV. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

V. Foreign Exchange Management Act, 1999 and the Rules and Regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings; Applicable to the Company during the review period.

VI. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (SEBI Act): -

a) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, to the extent applicable to the Company with effect from the listing of its Equity Shares on the NSE SME Platform on January 29, 2026;;

b) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as amended;

c) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, as amended;

d) The Securities and Exchange Board of India (Issue of Capital and Disclosures Requirements) Regulations, 2018; - Not applicable as the Company has not issued further shares during the Financial year under review;

e) The Securities and Exchange Board of India (Share based Employee benefits and Sweat Equity) Regulations, 2021 in relation to Employee Stock Option Scheme; - Not applicable as the Company has not issued any ESOP during theFinancial year under review.

f) The provisions of Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 - Not applicable to the Company during the Financial year under review.

g) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client; - Not applicable as the Company is not registered as Registrar to an Issue and Share Transfer Agent during the Financial year under review.

h) The Securities and Exchange Board of India (Delisting of Equity Shares) regulations, 2021; - Not applicable.

i) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; - Not applicable.

VII. Other laws as applicable to the Company.

We further report that:

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors, wherever applicable.

Adequate notice was given to all Directors to schedule the Board Meetings. Agenda and detailed notes on agenda were sent in advance and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meetings and for meaningful participation at the meetings.

Alldecisions at Board Meetings and Committee Meetings were carried out unanimously / with requisite majority as recorded inthe minutes.

We further report that there are adequate systems and processes in the Company commensurate with its size and operations to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

We further report that during the audit period the following events/actions had a major bearing on the Companys affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards etc.:

1. Appointment of Chief Financial Officer (CFO) during the year, and other appointment(s)/re-appointment(s) of Key Managerial Personnel, Directors and Auditors, wherever applicable.

2. Increase in the Authorized Share Capital of the Company during the year.

3. Bonus Issue of Equity Shares and allotment thereof during the year.

4. Private Placement of securities and allotment thereof during the year.

5. Initial Public Offer of 57,40,000 equity shares on the NSE SME Platform, and allotment of securities on January 27, 2026.

6. Listing of Equity Shares on NSE SME Platform on January 29, 2026

1. Public Issue / IPO-related compliances and allotment of securities.

1. Appointment/Re-appointment of Key Managerial Personnel, Directors and Auditors, wherever applicable. 1.

Other material events, if any.

For Amit K Mangla & Company Practicing Company Secretaries

Sd/-

Amit Kumar Mangla (Proprietor)

FCS No. 11450, CP No.: 23164

Peer Review Certificate No. 4032/2023

UDIN: F011450H001355419

Date: 03.09.2026 Place: Faridabad

This report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part of this report.

Annexure A To,

KRM Ayurveda Limited A-

16, GT Karnal Road,

Industrial Area,

New Delhi - 110033

Our report of even date is to be read along with this letter.

1. Maintenance of secretarial records is the responsibility of the management of the Company. Our responsibility is to express an opinion on these Secretarial Records based on our audit.

2. We have followed the audit practices and processes as we were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial Records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

4. Wherever required, we have obtained the Management representation about the compliance of laws, rules, and regulations and the happening of events etc.

5. The Compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on test basis.

6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

For Amit K Mangla &

Company Practicing

Company Secretaries

Sd/-

Amit Kumar Mangla

(Proprietor)

FCS No. 11450, CP No.: 23164Peer Review Certificate No. 4032/2023

UDIN: F011450H001355419

Date: 03.09.2026

Place: Faridabad

#SAREnd#

#ARStart#

AUDITER REPORT

To the Members of KRM AYURVEDA LIMITED Report on the Audit of the Financial Statements

Opinion

We have audited the Financial Statements of KRM AYURVEDA LIMITED, which comprise the balance sheet as at 31 st March 2026, and the statement of Profit and Loss and statement of cash flows for the year then ended, and notes to the Audited Financial Statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Audited Finan cial Statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31 st March 2026, its profit/loss and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAS) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the Financial Statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Financial Statements of the current period. We have determined that there are no key audit matters to communicate in our report.

Information other than the Financial Statements and auditors report thereon

The Companys board of directors is responsible for the preparation of the other information. The other information comprises the information included in the Boards Report including Annexures to Boards Report but does not include the Audited Financial Statements and our auditors report thereon.

Our opinion on the Audited Financial Statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the Financial Statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Financial Statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Audited Financial Statements

The Companys Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 (the Act) with respect to the preparation of these Audited Financial Statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the accounting Standards specified under section 133 of the Act. This responsibility also

includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Financial Statements, management is responsible for assessing the Companys ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Companys financial reporting process.

Auditors Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the Audited Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAS will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Financial Statement.

As part of an audit in accordance with SAS, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of managements use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors report to the related disclosures in the Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the Audited Financial Statements, including the disclosures, and whether the Audited Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Financial Statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Financial Statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

Report on Other Le g al and Regulatory Requirements

1. As required by the Companies (Auditors Report) Order, 2020 (the Order), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the Annexure A, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

2. As required by Section 143 (3) of the Act, we report that:

a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

c) The Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid Financial Statements comply with the Accounting Standards specified under Section 133 of the Act and rules made thereunder.

e) On the basis of the written representations received from the directors as on 31 st March, 2026 taken on record by the Board of Directors, none of the directors is disqualified as on 31 st March, 2026 from being appointed as a director in terms of Section 164 (2) of the Act.

f) With respect to the adequacy of the internal financial controls with reference to Financial Statements of the Company and the operating effectiveness of such controls, refer to our separate Report in Annexure B

g) With respect to the matter to be included in the Auditors Report under section 197(16), In our opinion and according to the information and explanations given to us, the remuneration paid by the Company to its directors during the current year is in accordance with the provisions of section 197 of the Act. The remuneration paid to any director is not in excess of the limit laid down under section 197 of the Act. The Ministry of Corporate Affairs has not prescribed other details under section 197(16) which are required to be commented upon by us. (applicable in case of Public Company).

h) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company does not have any pending litigations which would impact its financial position.

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

iv. (a) The management has represented that, to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any other person(s) or entity(ies), including foreign entities (Intermediaries), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(b) The management has represented, that, to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, no funds have been received by the company from any person(s) or entity(ies), including foreign entities (Funding Parties), with the understanding, whether recorded in writing or otherwise, that the company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

(c) Based on such audit procedures that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule Il(e), as provided under (a) and (b) above, contain any material mis-statement.

v. No dividend has been declared or paid during the year by the company.

vi. Based on our examination which included test checks, the company has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software. Further, during the course of our audit we did not come across any instance of audit trail feature being tampered with.

For Shiv & Associates

(Chartered Accountants)

FRN:009989N

CA Abhishek Vashisht

(Partner)

M.No-526307

UDIN: 26526307LDMZAW3933 Place: FARIDABAD Date: 01 st May, 2026

Annexure A

The Annexure referred to in paragraph 1 of Our Report on Other Legal and Regulatory Requirements.

We report that:

(i) (a)(A) The company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment;

(B) The company has maintained proper records showing full particulars of intangible assets;

(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Property, Plant and Equipment have been physically verified by the management at reasonable intervals; no material discrepancies were noticed on such verification;

(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of all the immovable properties (other than properties where the company is the lessee and the lease agreements are duly executed in favor of the lessee) disclosed in the Audited Financial Statementsare held in the name of the company.

(d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the company has not revalued its Property, Plant and Equipment (including Right of Use assets) or intangible assets during the year. Accordingly, the reporting under Clause 3(i)(d) of the Order is not applicable to the Company.

(e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there are no proceedings have been initiated or are pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

(ii) (a) As explained to us & on the basis of the records examined by us, in our opinion, physical verification of inventory has been conducted at reasonable intervals by the management. In our opinion, the coverage and procedure of such verification by the management is appropriate. No discrepancy of 10% or more in the aggregate for each class of inventory were noticed on physical verification of stocks by the management as compared to book records.

(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the company has not been sanctioned during any point of time of the year, working capital limits in excess of five crore rupees, in aggregate, from banks or financial institutions on the basis of security of current assets and hence reporting under clause 3(ii)(b) of the Order is not applicable.

(iii) According to the information and explanations given to us and on the basis of our examination of the records of the company, the company has not made investments in, nor provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties during the year. Accordingly, provisions of clause 3(iii)(a), 3(iii)(b), 3(iii)(c), 3(iii)(d), 3(iii)(e) and 3(iii)(f) of the Order are not applicable to the Company.

(a) According to the information and explanations given to us us and on the basis of our examination of the records of the company, the investments made, guarantees provided, security given and the terms and conditions of the grant of all loans and advances in the nature of loans and guarantees provided are not prima facie prejudicial to the companys interest.

(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, in the case of loans and advance in the nature of loan given, in our opinion the repayment of principal and payment of interest has been stipulated and the repayments or receipts have been regular.

(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there are no overdue amounts for more than 90 days in respect of the loans granted to the parties.

(d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, no loan or advance in the nature of loan granted which has fallen due during the year, has been renewed or extended or fresh loans granted to settle the overdues of existing loans given to the same parties.

(e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the company has not granted any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment.

(iv) According to the information and explanations given to us and on the basis of our examination of the records, in respect of loans, investments, guarantees, and security, provisions of section 185 and 186 of the Companies Act, 2013 have been complied.

(v) The company has not accepted any deposits or amounts which are deemed to be deposits covered under sections 73 to 76 of the Companies Act, 2013. Accordingly, clause 3(v) of the Order is not applicable.

(vi) As per information & explanation given by the management, maintenance of cost records has not been specified by the Central Government under sub-section (1) of section 148 of the Companies Act.

(vii) (a) According to the information and explanations given to us and on the basis Of our examination of the records of the company, the company is regular in depositing undisputed statutory dues including Goods and Services Tax, provident fund, employees state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues to the appropriate authorities. According to the information and explanation given to us there were outstanding statutory dues as on 31 st March 2026 for a period of more than six months from the date they became payable. The list of Outstanding Statutory Dues are as follows:

Name of the Statue Nature of the dues Amount (Rs.) Period to which the amount is related Forum where dispute is Pending Remark, if any
Income Tax Act 1961 (TDS) Demand Rs.1,49,300 2021-22 CPC
Income Tax Act 1961 (TDS) Demand Rs.66,850 2022-23 CPC
Income Tax Act 1961 (TDS) Demand Rs.6,510 2023-24 CPC

1961 (TDS)

(b) According to the information and explanations given to us and on the basis of our examination of the records of the company, there are statutory dues referred to in sub-clause (a) that have not been deposited.

(viii) According to the information and explanations given to us and on the basis of our examination of the records of the company, the Company has not surrendered or disclosed any transactions, previously unrecorded as income in the books of account, in the tax assessments under the Income Tax Act, 1961 as income during the year.

(ix) (a) According the of our examination of the records of the company, the company has not defaulted in repayment of loans or other borrowings or in the payment of interest According to the information and explanations given to us and on the basis of our examination of the records of the company, the company has not been declared a willful defaulter by any bank or financial institution or other lender.

(b) According to the information and explanations given to us by the management, the Company has utilized the money obtained by way of term loans during the year for the purposes for which they were obtained

(c) According to the information and explanations given to us and on an overall examination of the balance sheet of the Company, we report that no funds raised on short term basis have been used for long term purposes by the company.

(d) The Company does not hold any investment in any subsidiary, associate or joint venture (as defined under the Act) during the year ended 31 st March, 2026. Accordingly, clause 3(ix)(e) is not applicable.

(e) The Company does not hold any investment in any subsidiary, associate or joint venture (as defined under the Act) during the year ended 31 st March, 2026. Accordingly, clause 3(ix)(e) is not applicable.

(x) (a) The Company has raised funds during the year through an Initial Public Offer (IPO) . Accordingly, the provisions of clause 3(x)(a) of the Order are applicable, and the details of such fund-raising and their utilization have been appropriately disclosed in the financial statements refer note no.34(a) of financial statement.

(b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the company has made private placement of shares during the year that have been appropriately disclosed in the financial statements refer note no.34(b) of financial statement.

(xi) (a) Based on examination of the books and records of the Company and according to the information and explanations given to us, no fraud by the company or any fraud on the company has been noticed or reported during the course of audit.

(b) According to the information and explanations given to us, no report under subsection (12) of section 143 of the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government;

(c) According to the information and explanations given to us by the management, no whistle-blower complaints had been received by the company

(xii) The company is not a Nidhi Company. Accordingly, clause 3(xii)(a), 3(xii)(b) and 3(xii)(c) of the Order is not applicable.

(xiii) In our opinion and according to the information and explanations given to us, all transactions with the related parties are in compliance with sections 177 and 188 of Companies Act, where applicable and the details have been disclosed in the Audited Financial Statements, as required by the applicable accounting standards.

(xiv) (a) In our opinion and based on our examination, the company does not require to have an internal audit system. Accordingly, clause 3(xiv)(a), of the Order is not applicable.

(b) Based on information and explanations provided to us, no internal audit had been conducted of the company. Accordingly, clause 3(xiv)(b), of the Order is not applicable

(xv) In our opinion and according to the information and explanations given to us, the company has not entered into any non-cash transactions with directors or persons connected with him and hence, provisions of Section 192 of the Companies Act, 2013 are not applicable to the Company.

(xvi) (a) In our Opinion and based on our examination, the Company is not required to be registered under section 45- IA of the Reserve Bank of India Act, 1934 (2 of 1934). Accordingly, clause 3(xvi)(a) of the Order is not applicable.

(b) In our Opinion and based on our examination, the Company has not conducted any Non-Banking Financial or Housing Finance activities without a valid Certificate of Registration (COR) from the Reserve Bank of India as per the Reserve Bank of India Act, 1934. Accordingly, clause 3(xvi)(b) of the Order is not applicable.

(c) In our Opinion and based on our examination, the Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. Accordingly, clause 3(xvi)(c) of the Order is not applicable,

(d) According to the information and explanations given by the management, the Group does not have any CIC as part of the Group.

(xvii) Based on our examination, the company has not incurred cash losses in the financial year and in the immediately preceding financial year.

(xviii) There has been resignation of the statutory auditors during the year and we have taken into consideration the issues, objections or concerns raised by the outgoing auditors.

(xix) According to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, our knowledge of the Board of Directors and management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report that company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the company as and when they fall due.

(xx) The provision of Corporate Social Responsibility under section 135 of the Companies Act, 2013 is applicable to the company and company has complied with such provisions. The amount of CSR spent is mentioned in the Note No. 7 of Notes on Accounts on Financial Statement,

Year Opening Balance Amount required to be Spent during the year Amount additionally deposited in the account Amount spent during the year Closing Balance
With the Company In Separate Company CSR Unspent With the Company In Separate Company CSR Unspent With the Company In Separate Company CSR Unspent
25-26 14.02 1.68 15.7

For Shiv & Associates

(Chartered Accountants)

FRN:009989N

CA Abhishek Vashisht

(Partner)

M.No-526307

UDIN: 26526307LDMZAW3933 Place: FARIDABAD Date: 01 st May, 2026

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act 2013 (the Act)

We have audited the internal financial controls over financial reporting of KRM AYURVEDA LIMITED (the Company) as of 31 st March, 2026 in conjunction with our audit of the Audited Financial Statements of the Company for the year ended on that date.

Managements Responsibility for Internal Financial Controls

The Companys management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute Of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the Guidance Note) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgement, including the assessment of the risks of material misstatement of the Audited Financial Statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A companys internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Audited Financial Statements for external purposes in accordance with generally accepted accounting principles, A companys internal financial control over financial reporting includes those policies and procedures that

1. pertain to the maintenance of records that, in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company;

2. provide reasonable assurance that transactions are recorded as necessary to permit preparation of Audited Financial Statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

3. provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the Audited Financial Statements,

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control Over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31st March, 2026, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For Shiv & Associates (Chartered Accountants)

FRN:009989N

CA Abhishek Vashisht (Partner)

M.No:526307

UDIN: 26526307LDMZAW3933 Place: Faridabad Date: 01 st May, 2026

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