Maitreya Medicare Ltd Directors Report

To,

The Members of

MAITREYA MEDICARE LIMITED

Sai Palace, Nr Someshwara Char Rasta, Um Road, Surat - 395007 Gujarat

Your Directors have pleasure in presenting the 07 th Annual Report of your Company together with the Audited Standalone and Consolidated financial statements of the company for the financial year ended, 31st March, 2026.

FINANCIAL SUMMARY AND HIGHLIGHTS (STANDALONE) (Rs. In 000)

PARTICULARS	Year ended 31 st March, 2026	Year ended 31 st March, 2025
Revenue from Operations	442212	444132
Other Income	7321	4398
Total Revenue	449533	448530
Less- Expenses
Purchase of stock-in-trade	47356	58629
Changes in inventories of Finished goods, work-in-	56	-103
progress and stock-in-Trade
Employee Benefit Expenses	50917	52188
Finance Costs	12792	7544
Depreciation & amortization Expense	13809	13459
Other Expenses	336834	284589
Total Expenses	461765	416306
Profit / Loss Before Tax	-12232	32224
Exceptional Items	545	0.00
Less: Current Tax	0.00	13117
Less: Deferred Tax	471	113
Profit / Loss After Tax	-13248	18993

FINANCIAL SUMMARY AND HIGHLIGHTS (CONSOLIDATED) (Rs. In 000)

PARTICULARS	Year ended 31 st March, 2026	Year ended 31 st March, 2025
Revenue from Operations	448499	466620
Other Income	9871	5722
Total Revenue	458370	472342
Less- Expenses
Purchase of stock-in-trade	47846	59139
Changes in inventories of Finished goods, work-in- progress and stock-in-Trade	485	-248
Employee Benefit Expenses	55649	61278
Finance Costs	14840	8020
Depreciation & amortization Expense	15220	14964
Other Expenses	347862	297629
Total Expenses	481902	440783
Profit / Loss Before Tax	-23533	31559
Exceptional Items	545	0.00
Less: Current Tax	0.00	13314
Less: Deferred Tax	576	63
Profit / Loss After Tax	-24653	18181

BUSINESS OVERVIEW

The Company is a growing organization that aims at strengthening and establishing itself as the foremost healthcare services provider. The Company strive to serve with its ultra-modern medicinal practices and state of the art infrastructure for medical solutions. The Company aims towards continuous improvement of its healthcare facilities. The Company has a team of medical practitioners who ensures that patients get the quality healthcare services. The dedicated team is trained to take care of the patients and handle health related emergencies. The Companys healthcare staff members comprise of Unit Head, Consultant Doctors, Clinical Pharmacist, X-Ray Technician, Medical Officers, Clinical Assistants, Medical Executives, OT Assistant, Infection Control Nurse, Other Nursing Staff, Attendants, Maintenance Head, Dietician/Nutritionist etc. Also, the Company is associated with several organizations for providing regular healthcare check-up facilities to their employees at affordable rates.

The Company is a part of Ayushman Bharat-Pradhan Mantri Jan Arogya Yojana, a flagship scheme of Government of India which was launched and recommended by the National Health Policy 2017, to achieve the vision of universal health coverage (UHC). The initiative has been designed on the lines as to meet SDG and its underlining commitment. Ayushman Bharat is an attempt to move from sectoral and segmented approach of health service delivery to a comprehensive need-based health care service.

STATE OF THE COMPANIES AFFAIRS (000)

STANDALONE

During the year under review, the revenue from operations of the company has been decreased from Rs. 444132 to Rs. 442212 as compared to last year. The total expenditure (including cost of goods consumed, purchase & depreciation) has been also increased from Rs. 4,16,306 to Rs. 4,61,765 as compared to last year. The company has incurred Loss before tax of Rs. 12,232 at the end of the financial year.

CONSOLIDATED

During the year under review, the revenue from operations of the company has been decreased from Rs. 4,66,620 to Rs. 4,48,499 as compared to last year. The total expenditure (including cost of goods consumed, purchase & depreciation) has been also increased from Rs. 4,40,783 to Rs. 4,81,902 as compared to last year. The company has incurred a consolidated loss before tax of Rs. 24,077 at the end of the financial year.

TRANSFER TO GENERAL RESERVE

The Directors do not propose to transfer any amount to the Reserves. Total amount of net profit is carried to the Reserves & Surplus as shown in the Balance Sheet of the Company.

DIVIDEND

With a view to conserve resources and expansion of business, your directors do not recommend any dividend for the financial year under review.

STATE OF AFFAIRS OF THE SUBSIDIARY OF THE COMPANY

Maitreya Hospital Private Limited, a subsidiary of Maitreya Medicare Limited, has been established at Valsad, Gujarat as part of the Groups strategic expansion in the healthcare sector. The hospital has been developed as a state-of-the-art facility equipped with modern infrastructure, advanced medical technology, and a team of highly qualified healthcare professionals. The hospital commenced its operations on 8th March 2026 .

The commencement of operations marks an important milestone in the Groups expansion plans and strengthens Maitreya Medicare Limiteds presence and healthcare service offerings in the Valsad region. The hospital is expected to contribute to the Groups objective of providing high-quality and accessible healthcare services to patients in the region.

MATERIAL CHANGES AND COMMITMENTS

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

SHARE CAPITAL STRUCTURE OF THE COMPANY:

The Capital structure of the Company is given below:

Sr. No. Particulars	As on 31/03/2026 (Rs.)	As on 31/03/2025 (Rs.)
1 Authorised Capital of the Company
7750000 (7750000 PFY) Equity shares of Rs. 10/- each	7,75,00,000	7,75,00,000
5750000 (5750000 PFY) Preference Shares of Rs 10/- each	5,75,00,000	5,75,00,000
Total Authorised Capital	13,50,00,000	13,50,00,000
2 Issued, subscribed and paid-up Capital of the Company
67,76,000 (67,76,000 PFY) Equity shares of Rs. 10/- each	6,77,60,000	6,77,60,000
47,76,300 (53,16,300 PFY) Preference Shares of Rs 10/- each	4,77,63,000	5,31,63,000
Total paid-up Capital	11,55,23,000	12,09,23,000

During the Financial Year 2025-26, Company has redeemed 1,80,000 6% Redeemable Preference Shares of Rs 10 each aggregating to Rs. 18,00,000/- (Rupees Eighteen Lacs Only) at Board meeting held on 30 th May 2025.

The Company has further redeemed 3,60,000 6% Redeemable Preference Shares of Rs 10 each aggregating to Rs. 36,00,000/- (Rupees Thirty-Six Lacs Only) at Board meeting held on 02 nd September 2025.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

Your Companys Board is duly constituted which is in compliance with the requirements of the Act, the SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015 [hereinafter referred to as Listing Regulations] Regulations, 2015 and provisions of the Articles of

Association of the Company. The Board of Directors comprises of four (4) directors which include two (2) Executive Directors and two (2) Independent Directors. The overall composition of Board of Directors includes one-woman director. As on the date of this report, the Board of the company constitutes of the following Directors:

Sr. No. Name of Directors/KMPs	Designation
1. Dr. Narendra Singh Tanwar	Managing Director and Chairman
2. Mr. Vimalkumar Natverlal Patel	Whole-time director
3. Mr. Hardik Vikrambhai Patel	Non-Executive Independent Director
4. Mrs. Abha Surana	Non-Executive Independent Director

The Board received a declaration from all the directors under Section 164 and other applicable provisions, if any, of the Companies Act, 2013 that none of the directors of the company is disqualified under the provisions of the Companies Act, 2013 (Act) or under the SEBI (Listing Obligation and Disclosure Requirements) Regulations 2015.

As on the date of this report, Mr. Pranav Rohitbhai Thaker, Whole-time Director of the Company, resigned from the office of Whole-time Director with effect from 25 th May 2026. The Board places on record its appreciation for the valuable contribution and services rendered by Mr. Pranav Rohitbhai Thaker during his tenure with the Company.

RE-APPOINTMENT

In accordance with the provisions of section 152 of the Companies Act 2013 and the Articles of Association of the Company, Mr. Vimalkumar Natverlal Patel (DIN: 08458999) Whole-time Director who retires by rotation at the ensuing Annual General Meeting and is eligible, offers himself for his re-appointment. The board recommends his re-appointment for the consideration of the Members of the company at the ensuing Annual General Meeting. A brief resume and other details of the above director seeking re-appointment are provided in the Notice of Annual General meeting.

KEY MANAGERIAL PERSONNEL

Ms. Kashish Surana was appointed as the Company Secretary of the Company at the Board Meeting held on 30th May, 2025.

MEETINGS OF THE BOARD OF DIRECTORS

During the Year under the review the Board of Directors met 5 (Five) times, Details of the Meetings are as under:

SN Date of Meeting	Board Strength	No. of Directors Present
1 30/05/2025	5	5
2 08/07/2025	5	5
3 02/09/2025	5	5
4 14/11/2025	5	5
5 10/03/2026	5	5

In respect of said meetings proper notices were given and proceedings were properly recorded and signed in the Minute Book maintained for the purpose.

PRESENCE/ATTENDANCE OF DIRECTORS IN THE MEETINGS

Name of Director	Category of Directors	Attendance
		Board	Last AGM
Dr. Narendra Singh Tanwar	Managing Director	5	Yes
Dr. Pranav Rohitbhai Thaker	Whole-time director	5	Yes
Mr. Vimalkumar Natverlal Patel	Whole-time director	5	Yes
Mr. Hardik Vikrambhai Patel	Independent Director	5	Yes
Mrs. Abha Surana	Independent Director	5	Yes

STATEMENT OF DECLARATION GIVEN BY INDEPENDENT DIRECTORS

The Company has received necessary declaration of independence from all Independent Directors of the Company, under Section 149(7) of the Act, that he/she meets the criteria of Independent Directors envisaged in Section 149(6) of the Act and rules made thereunder and SEBI (LODR) Regulations, 2015 and is not disqualified from continuing as Independent Directors.

The Independent Directors have also confirmed that they have registered themselves with the Independent Directors Database maintained by the Indian Institute of Corporate Affairs. Further Company has also received statements from all the Independent Directors that they have complied with Code of Conduct for Independent Directors prescribed in Schedule IV of the act and also statement on compliance of code of conduct for Directors and Senior Management Personnel formulated by Company

SEPARATE MEETING OF INDEPENDENT DIRECTORS OF THE COMPANY

The Independent Directors met on 08 th July 2025, without the attendance of Non-independent Directors and members of the Management. The Independent Directors reviewed the performance of non-independent directors and the Board as a whole; the performance of the Chairperson of the company, taking into account the views of Executive Directors and Non-Executive Directors and assessed the quality, quantity, and timeliness of the flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform the duties.

COMMITTEES OF BOARD OF DIRECTORS

As on 31st March, 2026, the Board has 2 (Two) committees as per the provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015 read with rules, made thereunder, with proper composition of its members which are focused on financial reporting, audit & internal controls, compliance issues, appointment and remuneration of Directors and Senior Management Employees and the risk management framework. The Board periodically evaluates the performance of all the Committees as a whole. All observations, recommendations and decisions of the Committees are placed before the Board for consideration and approval.

The Board has the following committees as under:

Audit Committee;

Nomination and Remuneration Committee;

I. AUDIT COMMITTEE

Constitution & Composition of Audit Committee:

The Board of Directors of your company has duly constituted Audit Committee in terms of the provisions of Section 177 of the Companies Act, 2013 read with the Rules framed thereunder and Regulation 18 of the SEBI (LODR), Regulations, 2015. The powers, role and terms of reference of the Audit Committee covers the areas as contemplated under Regulation 18 of SEBI (LODR), Regulations, 2015 and Section 177 of the Act and such other functions as may be specifically delegated to the Committee by the Board from time to time. The Board has accepted all recommendations made by the Audit Committee during the year.

During the financial year ended 31st March, 2026, Audit Committee meetings were held on the following dates:

(1) 30 th May, 2025 (2) 08 th July, 2025 (3) 14 th November, 2025 and (4) 10 th March, 2026 Attendance of Committee members during 2025-26 is as follows:

Name	Designation	Category	No. of Meetings held during the Period
			Held	Attended
Mr. Hardik Vikrambhai Patel	Chairman	Non-Executive- Independent Director	4	4
Mrs. Abha Surana	Member	Non-Executive- Independent Director	4	4
Dr. Pranav Rohitbhai Thaker	Member	Whole-time director	4	4

II. Nomination and Remuneration Committee: Constitution & Composition of Remuneration Committee:

The Nomination and Remuneration Committee is constituted in accordance with Section 178 of the Companies Act, 2013 read with Rule 6 of the Companies (Meetings of the Board and its Powers) Rules, 2014 as amended from time to time. The powers, role and terms of reference of the Nomination and Remuneration Committee cover the areas as contemplated under Regulation 19 of SEBI (LODR) Regulations, 2015 and Section 178 of the Act, besides other terms as may be referred by the Board of Directors. The Board has accepted all recommendations made by the Nomination and Remuneration Committee during the year.

During the financial year ended 31st March, 2026, Nomination and Remuneration Committee meeting was held on the 30 th May, 2025 and 10 th March, 2026.

Attendance of Committee members during 2025-26 is as follows:

Name	Designation	Category	No. of Meetings held during the Period
			Held	Attended
Mr. Hardik Vikrambhai Patel	Chairman	Non-Executive- Independent Director	2	2
Mrs. Abha Surana	Member	Non-Executive- Independent Director	2	2
Mr. Vimalkumar Natverlal Patel	Member	Whole-time Director	2	2

The Policy of nomination and Remuneration committee has been placed on the website of the Company. There has been no change in the policy since last financial year.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Pursuant to the provisions of Section 135 of the Companies Act, 2013 and the rules made thereunder, the Company is required to spend a certain percentage of its average net profits of the preceding three financial years towards Corporate Social Responsibility activities. However, CSR provisions are not applicable to the Company for the financial year 2025-2026 as the company does not have a net worth of Rs. 500 crore or more, a turnover of Rs. 1000 crore or more, or a net profit of Rs. 5 crore or more in the preceding financial year.

WHISTLE BLOWER POLICY/ VIGIL MECHANISM

In line with the best corporate governance practices, Company has put in place a system through which the Directors and employees may report concerns about unethical behavior, actual or suspected fraud or violation of the Companys Code of Conduct & Ethics without fear of reprisal. The employees and Directors may report to the Compliance Officer and have direct access to the Chairman of the Audit Committee. The Whistle Blower Policy is also available on the website of the Company at https://maitreyamedicareltd.com/ .

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an adequate system of internal control to safeguard and protect from loss, unauthorized use or disposition of its assets. All the transactions are properly authorized, recorded and reported to the Management. The Company is following all the applicable Accounting Standards for properly maintaining the books of accounts and reporting financial statements. The Internal auditor of the company checks and verifies the internal control and monitors then in accordance with policy adopted by the company. The company continues to ensure proper and adequate systems and procedures commensurate with its size and nature of its business.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013 the Board of Directors of the Company confirms that- (a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) The directors had 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 at the end of the financial year and of the profit and loss of the company for that period;

(c) The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) The directors had prepared the annual accounts on a going concern basis; and

(e) Company being an listed/unlisted company, the said para is applicable and complied accordingly / not applicable.

(f) The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

CORPORATE GOVERNANCE

The Company strives to incorporate the appropriate standards for corporate governance. However, pursuant to Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Company is not required to mandatorily comply with the provisions of certain regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and therefore the Company has not provided a separate report on Corporate Governance.

NON-APPLICABILITY OF THE INDIAN ACCOUNTING STANDARD (IND-AS) FOR YEAR 25-26

As per Provision to regulation Rule 4(1) of the companies (Indian Accounting Standards) Rules, 2015 notified vide Notification No. G.S.R 111 (E) on 16th Feb,2015, companies whose shares are listed on SME exchange as referred to in Chapter XB of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009, are exempted from the compulsory requirements of adoption of IND-AS w.e.f 1st April, 2017. Accordingly, our company, during the year 2024-25 under the review, is listed on SME Platform of NSE Limited is covered under the exempted category and is not required to comply with IND-AS for preparation of financial statements beginning with period on or after 1st April, 2017.

EVALUATION OF BOARD, ITS COMMITTEE, AND INDIVIDUAL DIRECTORS

The Board of Directors has carried out an annual evaluation of its own performance, board committees, and individual directors pursuant to the provision of the Act and SEBI Listing Regulations.

The Performance of the Board was evaluated by the Board after seeking inputs from all the directors on the basis of criteria such as the board composition and structure, effectiveness of board processes, information and functioning etc.

The performance of the committees was evaluated by the Board after seeking inputs from the committee members on the basis of criteria such as the composition of committees, effectiveness of committee meetings etc.

The above criteria are broadly based on the Guideline Note on Board Evaluation issued by the Securities and Exchange Board of India on 5th January, 2017.

In a separate meeting of independent directors, the performance of non-independent directors, the Board as a whole, and the chairman of the company were evaluated, taking into account the views of executive directors and non-executive directors.

The Board and the Nomination and Remuneration Committee reviewed the performance of individual directors on the basis of criteria such as the contribution of the individual director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution, and inputs in meetings etc.

The Performance evaluation criteria for independent directors is determined by the Nomination and Remuneration Committee. An indicative list of factors on which evaluation was carried out include participation and contribution by a director, commitment, effective development of knowledge and expertise, integrity and maintenance of confidentiality and independence of behavior and judgment.

INFORMATION ABOUT SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANY

As on March 31, 2026 there were 3 (Three) subsidiaries of the Company out of 1 (One) are wholly owned. Namely:

1. Maitreya Lifescience Private Limited (Wholly Owned Subsidiary)

2. Maitreya Hospital Private Limited

3. Tulip Agility Private Limited

During the year under review, Maitreya Hospital Private Limited ceased to be a wholly owned subsidiary of the Company pursuant to the allotment of Equity Shares on a private placement basis, resulting in a dilution of the Companys shareholding.

Pursuant to the provisions of Section 129(3) of the Act, a statement containing the salient features of financial statements of the Companys subsidiary in Form AOC- 1 forms part of this report as Annexure - A. The financial statements of all the above-mentioned subsidiaries have been considered in the annual audited consolidated financial results of the Company.

Further, pursuant to the provisions of Section 136 of the Act, the financial statements of the Company, consolidated financial statements along with relevant documents and separate audited financial statements in respect of subsidiary, are available on the website of the Company at https://maitreyamedicareltd.com/ .

There are no associate companies or joint venture companies within the meaning of Section 2(6) of the Companies Act, 2013 (Act).

CONSOLIDATED FINANCIAL STATEMENTS

Your directors have pleasure in attaching the consolidated financial statements pursuant to section 129(3) of the Act and SEBI Listing Regulations and prepared in accordance with the Accounting Principles generally accepted in India including the Indian Accounting Standards specified under Section 133 of the Act.

In accordance with Section 129(3) of the Act, the audited consolidated financial statements are provided in this Annual Report.

DEPOSITS

During the year under review, the Company has not accepted any deposit within the meaning of Section 73 and 74 of the Companies Act, 2013 read with the companies (Acceptance of Deposits) Rules, 2014 and as such no amount on account of principal and interest was outstanding as on the date of the balance sheet. As such no amount of deposit is unpaid or unclaimed at the end of the year. Hence there is no non-compliance with any of the provisions of chapter V of the Companies Act, 2013.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013 Loans, Investment, guarantees and securities in respect of which provisions of Section 185 and 186 of the Companies Act, 2013 are applicable have been compiled by the company and provided in the notes to the standalone financial statements forming part of this annual report.

RELATED PARTY TRANSACTIONS

All Related Party Transactions that were entered into during the financial year 2025-26 were in the ordinary course of business and on arms length basis. The Company has not entered into any contract/arrangement/transaction with related parties which could be considered material in nature as per Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and amendments thereto and as per Companys policy on Related Party Transactions. All Related Party Transactions are placed before the Audit Committee and Board for approval. The details of the related party transactions including material are provided in the Annexure-B (AOC-2) pursuant to Section 134(3)(h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014. Your directors draw attention of the members to note to the financial statements which sets out related party disclosures.

In Pursuant to the amendment made by SEBI in the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the new materiality policy has been adopted by the Board on Material Related Party Transactions which is available on the website of the Company at https://maitreyamedicareltd.com/ .

However, there are no materially significant related party transactions made by the company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with interest of the company at large.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO

Since the Company does not own any manufacturing facility, the other particulars relating to conservation of energy and technology absorption stipulated in the with Rule (8)(3) of the Companies (Accounts) Rules, 2014 are not applicable to the Company

The Company has not made any foreign exchange outgo towards traveling, marketing and import of Capital Goods.

STATUTORY AUDITOR & AUDITORS REPORT

At the Annual General Meeting held on 14/09/2023, M/s. Saherwala & Co., Chartered Accountants (FRN No. 108969W) was appointed as statutory auditors of the company to hold office till the conclusion of the Annual General Meeting to be held in the calendar year 2028. In terms of the first proviso to Section 139 of the Companies Act, 2013.

Company has received certificate from the Auditors to the effect they are not disqualified to continue as statutory auditors under the provisions of applicable laws.

There are no observations (including any qualification, reservation, adverse remark or disclaimer) of the Auditors in their Audit Report that may call for any explanation from the Directors. Further, the notes to accounts referred to in the Auditors Report are self-explanatory.

COST AUDITORS

The Company is not required to maintain cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013. Accordingly, such accounts and records are not made and maintained by the Company.

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company had appointed Mr. Jaisal Mohatta, Partner of JDM and Associates LLP, Practicing Company Secretaries, (ACS 35017 & COP 16090) to conduct the Secretarial Audit of the Company for the year ended March 31, 2026 and is annexed to this Report as Annexure - C.

The Secretarial Auditor has made the following observations in their report:

Observation(s) by Secretarial Auditor:

1. There was a delay in submission of the Financial Results for the half year ended 30 th September 2025 to the Exchange within the prescribed timeline under the Regulation 33 of the SEBI (LODR) Regulations, 2015. The Board Meeting was held on 14 th November 2025 and concluded at 11:35 p.m. (IST), whereas the financial results were uploaded on the Stock Exchange portal on 15 th November 2025.

2. The Company has not complied with the requirement of disclosure of related party transactions for the half year ended 30 th September 2025 under Regulation 23 of the SEBI (LODR) Regulations, 2015, which became applicable to the Company pursuant to the amendments effective from 1 st April 2025 extending the said provisions to SME listed entities meeting the prescribed thresholds.

Boards Reply:

1. The delay in submission of the financial results for the half year ended 30 September 2025 was unintentional and occurred due to unavoidable circumstances. One of the Directors, Dr. Narendra Tanwar, who is also the Hospitals Senior Cardiologist, was required to attend to a critical cardiac emergency immediately prior to the scheduled

Board Meeting, resulting in the meeting commencing at 10:50 p.m. instead of the scheduled time and concluding at 11:35 p.m.

Further, while uploading the financial results on the Stock Exchange portal, the Company faced an unexpected technical/system error, despite the documents being ready for submission immediately after the Board Meeting. Multiple attempts were made to upload the documents, and the issue was resolved after clearing the system cache and re-authentication.

Accordingly, the delay was purely unintentional and due to unavoidable circumstances and technical difficulties, and there was no deliberate intention to delay the submission.

2. The non-disclosure of related party transactions for the half year ended 30 th September 2025 was unintentional and occurred due to an inadvertent oversight in implementing the amended requirements of Regulation 23 of the SEBI (LODR) Regulations, 2015, which became applicable to the Company with effect from 1 April 2025.

The Company has since taken note of the applicable requirements and has strengthened its internal compliance and reporting processes to ensure timely and complete disclosure of related party transactions in accordance with the applicable provisions going forward.

The Company submits that there was no deliberate intention to non-comply with the applicable disclosure requirements, and the omission was purely inadvertent.

INTERNAL AUDITORS

Pursuant to the provisions of Section 138 of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts) Rules, 2014, M/s. Bhavesh Saraiya & Co., Chartered Accountants (Firm Registration No. 117515W), was appointed as the Internal Auditor of the Company for conducting the Internal Audit for the financial year 2025-26.

However, M/s. Bhavesh Saraiya & Co. expressed their intent to resign as Internal Auditors of the Company with effect from 1 st August, 2025.

Consequently, Ms. Anyuta Govind Modi, Proprietor of M/s. Anyuta Govind Modi & Co., Chartered Accountants, was appointed as the Internal Auditor of the Company and conducted the Internal Audit for the remaining period from August 2025 to March 2026.

ANNUAL RETURN

Pursuant to sub-section (3) of Section 92 of the Companies Act 2013, read with relevant Rules, the Company is required to place its Annual Return on its website and provide a link of the same in the Boards Report. However, the Company is maintaining a functional website, the link of the Annual Return is https://maitreyamedicareltd.com/ .

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

In order to comply with provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules framed thereunder, the Company has formulated and implemented a policy on prevention, prohibition and redressal of complaints related to sexual harassment of women at the workplace. All women employees either permanent, temporary or contractual are covered under the above policy. The said policy has been uploaded on the internal portal of the Company for information of all employees. An Internal Complaint Committee has been set up in compliance with the said Act.

Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy.

The details of compliant(s) are as under: -

1. Number of complaints of Sexual Harassment received in the year	Nil
2. Number of complaints disposed off during the year	Nil
3. Number of cases pending for more than ninety days	Nil

RISK MANAGEMENT POLICY

A well-defined risk management mechanism covering the risk mapping and trend analysis, risk exposure, potential impact and risk mitigation process is in place. The objective of the mechanism is to minimize the impact of risks identified and taking advance actions to mitigate it. The mechanism works on the principles of probability of occurrence and impact, if triggered. A detailed exercise is being carried out to identify, evaluate, monitor and manage both business and non-business risks.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS/COURTS, IF ANY

There were no significant and material orders passed by the Regulators /Courts that would impact the going concern status of the Company and its future operations.

SECRETARIAL STANDARDS

Pursuant to Section 118(10) of the Companies Act, 2013 the Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings.

OTHER DISCLOSURE

Your Directors state that no disclosure or reporting is required in respect of the following matters as there were no transactions on these matters during the year under review

Neither the Managing Director nor the Whole-time Directors of the Company receive any remuneration or commission from any of its subsidiaries There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016. There was no instance of onetime settlement with any Bank or Financial Institution.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015, details on Management Discussion and Analysis Report are annexed as Annexure D.

PARTICULARS OF EMPLOYEES & MANAGERIAL REMUNERATION:

Details Pertaining to Remuneration as Required under Section 197(12) Of the Companies Act, 2013 Read with Rule 5(1), 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure-E.

APPRECIATION AND ACKNOWLEDGEMENT

Your Directors place on record their deep appreciation to employees at all levels for their hard work, dedication and commitment. The Board places on record its appreciation for the support and co-operation, your company has been receiving from its Suppliers, Retailers, Dealers & Distributors and others associated with the Company. The Directors also take this opportunity to thank all Clients, Vendors, Banks, Government and Regulatory Authorities for their continued support.

For & on behalf of the Board of Directors

Dr. Narendra Singh Tanwar
Chairman & Managing Director & CFO

DIN : 08459007
Date: 24/08/2026
Place: Surat