N G Industries Ltd Directors Report

TO THE MEMBERS:

Your Directors have pleasure in presenting the 31^st Annual Report on the affairs of the Company together with the Audited Financial Statements for the financial year ended on 31st March, 2025.

FINANCIAL RESULTS:

The financial results of the Company for the year ended 31^st March, 2025 is summarized below:

Rupees in Thousands

Particulars	2024-25	2023-24
Revenue from Operations	16,54,68.56	16,88,23.28
Other Income	8,00,06.23	4,50,60.26
Profit Before Financial Cost, depreciation, exceptional items and tax	9,79,81.50	6,46,56.74
Less: Financial Costs	4,37.71	1,60.15
Profit before Depreciation, exceptional items and Tax	9,75,43.79	6,44,96.59
Less:
A) Depreciation	61,26.24	59,55.60
B) Provision for Taxation
-Current Tax	1,38.35.00	81,50.00
- Deferred Tax	1,64.53	3,41.98
• Adjustment of tax relating for earlier years	23.47	(2,88.36)
Net Profit/ (Loss) after Tax	7,73,94,55	5,03,37.37
Total comprehensive income for the year	3,55,53.73	9,10,61.19
Balance earned forward to Balance Sheet	3,55,53.73	9,10,61.19

OPERATIONS AND PROSPECTS:

As we report today, more than three decades since our steadfast commitment to our mission - to bring Complete Healthcare of excellent standards in an affordable manner to all Citizens.

Today, our small but comprehensive setup includes Doctor Clinics, Outpatient Services, Diagnostic Laboratory and other Diagnostic Services, an Indoor Facility with wards and ICU, Surgical Infrastructure, Dialysis Services, Special Clinics like Infertility, Retail Pharmacys, Home Care Services, and an Adult Vaccination Unit. Initiatives like ours, were among the early contributors to the emergence of Indias private healthcare sector, which now serves over 70% of the nations medical needs.

Indias healthcare industry is undergoing a profound transformation driven by technological innovation, increased insurance penetration, digitisation of patient data, regulatory reforms, and evolving patient expectations. Kolkata has recently witnessed significant consolidation, in form of major hospital chains changing ownership?indicative of shifting dynamics in regional healthcare delivery.

Looking ahead, we foresee several important sectoral developments:

• Greater adoption of digital health technologies and Al in diagnostics and treatment planning

• Expansion of insurance coverage and cashless treatment networks

• Increased emphasis on value-based and home-based care models

We are proactively aligning our internal systems and service architecture to embrace these changes. Our organisation stands ready to adapt, collaborate, and innovate while remaining steadfast in our commitment to affordable and quality healthcare based on ethical and patient centric values.

Despite macroeconomic headwinds and a competitive environment, our financial performance during the year under review has been satisfactory. We have maintained our debt-free status, a testament to our prudent financial management. Our conservative approach?prioritising sustainability over aggressive expansion?has enabled us to weather economic disruptions and preserve shareholder value. With the exception of the pandemic-affected years, we have consistently declared dividends, reflecting our stable governance and fiscal discipline.

At NG, we have never compromised on ethics or quality, even in the face of market pressures. Our patient-first philosophy, adherence to medical ethics, and focus on long-term impact have guided every decision. Our teams?clinical, administrative, and support? deserve appreciation for upholding these values while delivering care with empathy and professionalism.

As we move forward, our focus will be on strategic consolidation, operational optimisation, and incremental expansion in patient care services?especially in areas such as preventive health, digital health access, medical services and geriatric care. We aim to further leverage technology, strengthen partnerships, and remain actively engaged in sectoral dialogues that shape policy and patient care. We hope to return to operational growth pursuing our policies in the coming years, having faced once in a life time disruption of the COVID and immediate thereafter resulting consequent disruptive years.

We consider your companys performance for the year 2024-25 as satisfactory in the context of the above described scenario and believe that the outlook of the company can be one of further recovery and consolidation and we hope the same to be achieved in the coming years. To our esteemed shareholders, thank you for the tremendous belief you have shown in our vision, which empowers us to reach new heights in healthcare delivery.

We enter FY 2025^26 with cautious optimism, grounded in resilience and guided by a clear vision.

We thank our stakeholders?patients, employees, partners, and shareholders?for their continued trust and support. Together, we look forward to building a healthier tomorrow.

There was no change in the nature of the business of the Company during the year.

DIVIDEND AND TRANSFER TO RESERVE:

The Board is pleased to recommend a dividend of Rs. 3.50 per Equity Share of Rs. 10 each (i.e. 35%) for the year ended March 31, 2025. The said dividend on equity shares is subject to the approval of the shareholders at the ensuing Annual General Meeting ("AGM") scheduled to be held on Saturday, September 27, 2025. Dividend will be paid after it is approved at the forthcoming Annual General Meeting. Also, the Board of Directors of the Company has decided not to transfer any amount to the Reserves for the year under review.

TRANSFER OF DIVIDEND AND CORRESPONDING EQUITY SHARES TO INVESTOR EDUCATION AND PROTECTION FUND:

In accordance with the provisions of Sections 124 and 125 of Companies Act, 2013 and Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016 (IEPF Rules), dividends not encashed / claimed within seven years from the date of transfer to unpaid dividend account are to be transferred to the Investor Education and Protection Fund (IEPF) Authority.

The IEPF Rules mandate Companies to transfer shares of Members whose dividends remain unpaid / unclaimed for a continuous period of seven years to the demat account of IEPF Authority. The Members whose dividend / shares are transferred to the IEPF Authority can claim their shares / dividend from the Authority. In accordance with the said IEPF Rules and its amendments, the Company had sent notices to all the Shareholders whose shares were due to be transferred to the IEPF Authority and simultaneously published newspaper advertisements. List of such shareholders are also posted on the website (www.nqind.com) of the Company.

In terms of the provisions of Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016, Rs. 51,993 of unpaid / unclaimed dividends and 905 shares were transferred during the financial year 2024-25 to the Investor Education and Protection Fund. The Company has uploaded the details of unpaid and unclaimed amounts lying with the Company as on 31st March, 2024 on the Companys website at www.ngind.com and on the website of the Ministry of Corporate Affairs at www.iepf.qov.in.

SHARE CAPITAL:

There is no change in the capital structure of the Company.

DETAILS OF DEMAT/UNCLAIMED SUSPENSE ACCOUNT:

The Company does not have any shares in the demat suspense account or unclaimed suspense account.

DISCOUNT TO SHAREHOLDERS:

The Company has decided to offer a discount of 15% to all shareholders of the Company on all the diagnostic services being offered by us. The shareholders availing the discount will be required to state their Folio number/DP ID and produce only identity documents.

AUDITORS AND AUDITORS REPORT:

(a) Statutory Auditors

M/s. M. R. Singhwi & Co., Chartered Accountants, (Firm Registration No. 312121E) were appointed as statutory auditors of the Company to hold the office from the conclusion of 28^th Annual General Meeting held on 24th September 2022 till the conclusion of the 33^rd Annual General Meeting of the Company to be held in the calendar year 2027.

Auditors Report

The report issued by the Statutory Auditors on the financial statements of the Company forms part of the Annual Report. The Statutory Auditors have issued an unqualified audit report on the annual accounts of the Company for the year ended March 31, 2025.

Reporting of Fraud by Auditors

During the year under review, the Statutory Auditors and Secretarial Auditors have not reported any instances of frauds committed in the Company by its Officers or Employees to the Audit Committee under section 143(12) of the Act, details of which needs to be mentioned in this Report.

(b) Secretarial Auditor

In accordance with the provisions of the Section 204 of the ACT, read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, every listed entity along with certain other prescribed categories of companies, is required to conduct a Secretarial Audit and annex the Secretarial Audit Report to its Annual Report.

Based on the recommendation of the Audit Committee, your Directors appointed M/s. S. Rath & Company, Company Secretaries, as the Secretarial Auditors of your Company for the Financial Year ended March 31, 2025. The Secretarial Audit Report, as issued by the Secretarial Auditors, is annexed herewith to this Report. The said report does not contain any qualifications, reservations, or adverse remarks.

Further, in accordance with the recent amendment to Regulation 24A of the SEBI Listing Regulations, a listed entity is required to appoint a Proprietorship Secretarial Audit firm for a maximum of one term of five consecutive years, subject to approval by the shareholders at the AGM. Accordingly, pursuant to the applicable provisions of the Act, and the SEBI Listing Regulations, and based on the recommendation of the Audit Committee, your Directors have approved the appointment of M/s. S. Rath & Company, Practicing Company Secretaries, as the Secretarial Auditors of your Company for a period of five years, commencing from the Financial Year 2025-26 until Financial Year 2029-30. A resolution seeking shareholders approval for the appointment of M/s. S. Rath & Company has been included in the Notice convening the AGM. Your Directors recommend the resolution for your approval.

DIRECTORS & KEY MANAGERIAL PERSONNEL :

Retirement by rotation

Pursuant to the provisions of Section 152 of the Companies Act, 2013 and the Articles of Association of the Company, Mrs. Neha Goenka (DIN: 05215437) will retire by rotation at the 31^st Annual General Meeting (“AGM”) and being eligible, has offered herself for reappointment. Based on the performance evaluation and recommendation of NRC, the Board recommends her reappointment.

Mr. Rajesh Goenka (DIN: 00157319) Whole-time director of the Company seeked his reappointment for a period of Three years with effect from 1^st September 2024 at the 30^th Annual General Meeting of the Company held on 28^th September, 2024 and the necessary approvals of the shareholders was granted.

Mr. Raj Kumar Bajoria (DIN-00226530) and Mr. Jagdish Chand Kumbhat (DIN-00005412), Non- Executive Independent Director of the Company have completed their 2^nd terms of 5 years at the 30^lh Annual General Meeting of the Company held on 28^th September, 2024. The Board conveyed its sincere appreciation for the valuable contribution made by Mr. Raj Kumar Bajoria and Mr. Jagdish Chand Kumbhat during their tenure as directors of the Company.

Mr. Pramod Kumar Dhelia (DIN: 00649782) and Mr. Satya Prakash Tolasaria (DIN: 00671904) Non-Executive Independent Directors of the Company, seeked their appointment at the 30^th Annual General Meeting of the Company held on 28^Ul September, 2024 for first term of five consecutive years with effect from this AGM and the necessary approvals of the shareholders was granted.

In terms of the provisions of rule 8(5)(iiia) of the Companies (Accounts) Rules, 2014, the Board opines that the Independent directors so appointed hold highest standards of integrity and possess necessary expertise and experience.

Declaration from Independent Directors

The Company has received declaration from all the Independent Directors confirming that they meet the criteria of Independence as prescribed under Section 149(6) of the Companies Act, 2013 read with the schedules and rules made there under along with declaration for compliance with clause 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Key Managerial Personnel

Mr. Rajesh Goenka, Chairman & Whole-time Director, Mr. Santosh Kumar Thakur, CFO and Mr. Dipak Kumar Shaw, Company Secretary are the KMPs of the Company in terms of Section 203 of the Companies Act, 2013 read with the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014.

Mr. S Prasad, resigned as Company Secretary of the Company with effect from 25^th November, 2024 and Mr. Dipak Kumar Shaw was appointed as Company Secretary of the Company with effect from 2^nd December, 2024.

SUBSIDIARIES, JOINT VENTURE OR ASSOCIATE COMPANIES :

The Company does not have any Subsidiary / Joint venture or Associate Company within the meaning of the Companies Act, 2013.

WHISTLE BLOWER MECHANISM :

This has been discussed in detail in the Corporate Governance Report forming part of this Report.

LOANS, INVESTMENT AND GUARANTEES BY THE COMPANY :

There was no transaction falling under the provision of Section 186 of the Companies Act, 2013 during the financial year under review.

MEETINGS OF BOARD :

Seven Meetings of the Board of Directors were held during the year. For further details, please refer to the report on Corporate Governance given separately in the Annual Report.

DETAILS OF THE COMMITTEE OF DIRECTORS :

Composition of Audit Committee of Directors, Nomination and Remuneration Committee of Directors and Stakeholders Relationship Committee of Directors, number of meetings held of each Committee during the financial year 2024-25 and meeting attended by each member of the Committee as required under the Companies Act, 2013, are provided in Corporate Governance Report forming part of this Annual Report.

The Recommendations by the Audit Committee, as and when made, to the Board have been accepted.

DIRECTOR REMUNERATION POLICY:

The Company has followed a Policy on Appointment and Remuneration of Directors, Key Managerial Personnel and senior management personnel. The criteria for determining qualifications, positive attributes, independence of a Director, performance evaluation of Board, Committees and the Directors are laid down under the Nomination and Remuneration Policy of the Company. The performance evaluation of the Board, its Committees and of individual Directors was made by structured questionnaire and the Directors were satisfied with the evaluation process. Remuneration Policy for Directors, Key Managerial Personnel and other employees of the Company may be accessed on the Companys website. The recommendation made by the Nomination and Remuneration Committee were accepted by the Board.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY :

Internal Audit has been conducted throughout the organization, by qualified outside Internal Auditors. Findings of the Internal Audit Report are reviewed by the top management and by the Audit Committee of the Board and proper follow up action is ensured wherever required. The Statutory Auditors have evaluated the systems of internal controls of the Company and have reported that the same are adequate and commensurate with the size of the Company and nature of its business.

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

The Company has put in place, an Internal Complaints committee to redress complaints received regarding sexual harassment from any employee of the Company. The committee, composed of a majority of women employees is constituted for the purpose of ensuring compliance towards the provisions of the above Act. During the year 2024-25, no complaints were received by the said committee. The Companys Policy for Prevention, Prohibition and Redressal of Sexual Harassment may be accessed on the Companys Website.

LISTING WITH STOCK EXCHANGES :

As per the requirement of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company hereby declares that the Listing of its Shares at The Calcutta Stock Exchange Ltd. as well as at BSE Ltd were continued throughout the year and the Listing Fee due till date stands paid.

DEMATERIALISATION OF SHARES :

In order to facilitate dealing in shares in the electronic mode, your Company has entered into an arrangement with the National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). With this, the Members have the option to trade their dematerialised shares in the Company through NSDL or CDSL. Securities and Exchange Board of India (SEBI) has made it mandatory for all investors to trade in the shares of the Company in dematerialised form. The Companys Shares have been allotted ISIN:INE825C01018.

The Company has not issued any sweat equity shares, bonus and employee stock option and not called for buyback of shares during the current financial year. Directors also confirm that there are no shares under suspense status.

COST AUDIT:

Cost Audit is not applicable to the Company.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The particulars as prescribed under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014 are as follows:

A. CONSERVATION OF ENERGY

(i) The steps taken / impact on conservation of energy;

The operations of the Company, being healthcare, the Company is taking every necessary step to reduce the consumption of energy.

(ii) The steps taken by the Company for utilizing alternate source of energy;

Your Company is exploring the possibility of utilizing alternate sources of energy, which may be taken up for future Implementation when found to be credible and viable.

(iii) The capital investment on energy conservation equipment;

Though investments have been made in areas like change over to LED lights, Energy audits, load balancing, replacement with energy saving air conditioners etc., no specific budgets or heads of such are accounted for, in view of major energy specific projects being yet to be taken up.

B. TECHNOLOGY ABSORPTION

The nature of the Companys operations being healthcare, the required information in the prescribed manner is considered to be not applicable to the Company.

C. FOREIGN EXCHANGE EARNINGS & OUTGO

FOREIGN EXCHANGE EARNINGS AND OUTGO

*(Rupees in Lakh)

	2024-25	2023-24
EARNINGS	NIL	Nil
OUTGO	NIL	4.13

RISK MANAGEMENT:

The provisions relating to composition of a Risk Management Committee are not applicable to the Company.

CORPORATE SOCIAL RESPONSIBILITY:

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. During the year under review, the Company has allocated a sum of Rs.13.00 lakhs for CSR activities based on the average of the last three years profit before tax. The Company has transferred the Unspent CSR amount of Rs.9.2Q lakhs in September, 2024, related to F.Y. 2023-24 to Prime Ministers National Relief Fund (Rs. 6.00 Lakhs) and PM Cares Fund (Rs. 3.20 Lakhs) specified in Schedule VII within due date of six months from the expiry of the financial year 2023-24 in compliance with section 135(5) of the Companies Act, 2013. This being the second year of applicability of the provision of CSR, the company endeavored to meet the budgeted expenditure by contributing in various eligible CSR activities within the Financial Year and with this objective initiated steps in right direction to identify suitable implementing agencies carrying on eligible CSR activities in local area around which it operates and to actively engage with this agencies for effective utilization of the said allocated fund of the Company. The Company spent through various Implementing agencies within the financial Year for effective utilization of the contribution to CSR in the manper and purpose for which the amount was allocated by the Board.

Further, in light of the amended Companies (Corporate Social Responsibility Policy) Rules, 2021 where the amount to be spent by a company under sub-section 5 of section 135 does not exceed Rs. 50 Lakhs, the requirement under sub-section 1 of section 135 for constitution of the Corporate Social Responsibility Committee shall not be applicable and in such cases the functions of suctv Committee shall be discharged by the Board of Directors; hence CSR Committee is not constituted by the Company.

The annual report on Corporate Social Responsibility activities, as required under Sections 134 and 135 of the Companies Act, 2013 read with Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 and Rule 9 of the Companies (Accounts) Rules, 2014, is provided in the Annexure forming part of this Report. The Board, at its meeting held on 23^rd May 2024 approved and adopted the CSR Policy of the Company.

Your company is in compliance with the statutory requirement in this regard.

PARTICULARS OF EMPLOYEES & MANAGERIAL REMUNERATION:

Disclosure of Remuneration under Section 197 of the Companies Act, 2013 and Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

i: Ratio of remuneration of each Executive Director to median remuneration of the employees of the Company for the Financial year 2024-25, percentage increase in remuneration of Directors, Chief-Financial Officer and Company Secretary during the financial year 2024-25:

SI. No.	Name of Director(s)/KMP	Designation	Ratio of remuneration of director to median employee remuneration	Percentage increase in Remuneration
1	Rajesh Goenka	Chairman & Whole-time Director	9.48	-
2	Santosh Kumar Thakur	CFO	N.A.	8.69
3	S. Prasad (resigned with effect 25.11.2024)	Company Secretary	N.A.	N.A.
4	Dipak Kumar Shaw (appointed with effect 02.12.2024)	Company Secretary	N.A.	N.A.

ii: The percentage increase in the median remuneration of Employees for the financial year 2024-25 was 6.39.

iii: The Company has 65 permanent employees (excluding Whole-time Director) on the rolls of the Company as on 31st March, 2025.

iv It is hereby affirmed that the remuneration paid during the year, is as per the Remuneration Policy of the Company.

DIRECTORS RESPONSIBILITY STATEMENT

Your Directors state that:

• In the preparation of the annual accounts for the financial year ended on 31^st March, 2025, the applicable accounting standards had been followed along with proper explanation relating to material departures;

• Such accounting policies have been selected and applied 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 at 31^st March, 2025 and of profit of the Company for that period;

• the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

• the annual accounts have been prepared on a going concern basis:

• internal financial controls have been laid down so that the same can be followed by the Company and that such internal financial controls are adequate and are operating effectively and proper systems have been devised to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively.

MANAGEMENT DISCUSSION & ANALYSIS

Over the years, our reflections in the Management Discussion & Analysis may appear having remained same, yet they represent the cumulative wisdom and deep understanding that we have gathered over nearly three decades in the healthcare industry. The challenges and learnings in this sector often evolve incrementally and wisdom in healthcare is as much about continuity as it is about innovation.

INDUSTRY STRUCTURE & DEVELOPMENTS

Indias healthcare landscape continues to grow and diversify, supported by macroeconomic trends and rising public health consciousness. Key drivers of this expansion include:

• Rising income levels and a growing middle class with increased willingness to spend on quality healthcare

• Greater health awareness, particularly post-pandemic

• Aging population, contributing to higher demand for chronic care and specialized treatment

• Rapid advancements in medical technology, diagnostics, and Al-led interventions

• Longer life expectancy, necessitating sustained access to preventive and curative care

• Wider health insurance coverage, both public and private

Government policy is actively encouraging wider insurance penetration. Union Government schemes, along with various State Government health-card initiatives, are targeting broader population segments for insured and subsidised healthcare. The long-term aim is universal health coverage, where quality care is made accessible to every citizen. These developments are expected to create stronger demand for structured, ethical, and technologically supported healthcare delivery models.

The healthcare industry is also experiencing a phase of digital transformation. Al-powered diagnostics, minimally invasive surgical procedures, cloud-based health records, and telehealth solutions are increasingly becoming integral to service delivery. This has opened new avenues for improving access, efficiency, and patient outcomes, while also challenging institutions to keep pace with evolving expectations. ^

IMPACT OF COVID-19 & SECTORAL SHIFTS

COVID-19 remains a defining global disruption, and its long-term imprint on healthcare is undeniable. Though the immediate crisis has passed, the pandemic brought systemic shifts in patient behaviour, healthcare delivery models, and regulatory oversight. Our Company has previously detailed the pandemics operational and financial impact in dedicated disclosures, available under the “Information & Circulars for Shareholders” section of our website, and referenced in earlier Annual Reports.

We reiterate the importance of the pandemic not as a one-off event, but as a structural breakpoint that continues to influence staffs, patient interaction models, infection control protocols, and public expectations. It has reinforced the need for agility, resilience, and a patient-centric communication strategy. It has also meant rebuilding of our doctor support base and patient outreach segments and dealing with challenges in holding onto sustainable levels of services under such circumstances.

OPPORTUNITIES, THREATS, RISKS & CONCERNS

Opportunities:

• Continued growth in insurance penetration, both cashless and reimbursement- based, is opening up access for wider segments of the population.

• Digitalisation and Al are reshaping the diagnostics and treatment landscape, offering opportunities for efficient service delivery and enhanced outcomes.

• The increased demand for outpatient services, preventive care, home healthcare, and adult vaccination services aligns well with our core competencies.

• Urban population growth, combined with increasing chronic illness burdens, ensures sustained relevance for affordable, ethical healthcare providers.

Risks & Concerns:

• Economic slowdowns, especially in the services and informal sectors, can reduce discretionary health spending and delay elective treatments.

• Negative - public perception, particularly in cases of treatment failure or complications, poses reputational risk?even in the presence of sound clinical judgment.

• Attrition of experienced medical professionals and support staff remains a post pandemic challenge, particularly with global demand for talent.

• Disruptions to Doctor-Clinic relationships, especially during COVID, have required continuous rebuilding of referral networks and trust-based outreach.

• Political sensitivity and regulatory risks continue to surround the healthcare sector. Periodic moves toward price capping, over-regulation, and standardisation?though well-intentioned?can sometimes impact service quality and innovation.

• Violence and litigation against healthcare institutions, often arising from misinformation or unrealistic expectations, pose real operational and legal challenges.

The Company has taken steps to mitigate these risks through:

• Strong emphasis on ethical and transparent medical practices

• Patient education and counselling, using plain language to set realistic expectations

• Ongoing staff training and adherence to clinical protocols

• Regular external quality audits and accreditation processes

• Proactive investment in technology and diagnostic upgrades

• Retention and on boarding of qualified medical professionals, with a focus on longterm engagement and workplace culture

• Reinforced security measures and adherence to updated legal and statutory compliance frameworks

OUTLOOK

The overall outlook for the Company remains cautiously optimistic. The healthcare sector continues to be a priority for public and private investment, and we believe that institutions like ours?with a strong ethical foundation and long-standing community trust?will continue to play a vital role in the future of patient care.

We are focused on:

• Rebuilding and strengthening our outpatient and diagnostic divisions

• Expanding digital capabilities and patient interface tools

• Deepening our relationships with the medical fraternity

• Enhancing staff capabilities through training and continued professional development

• Participating actively in public health initiatives, including vaccination outreach, medical services, home care services and preventive health drives

Our nearly 30-year legacy of consistent service, coupled with a debt-free balance sheet and prudent governance, positions us well to navigate the evolving post-pandemic landscape. We remain committed to quality, affordability, and ethical care?principles that will continue to guide our growth and transformation in the years ahead.

CORPORATE GOVERNANCE :

The Corporate Governance Report forms an integral part of this Report and has been set out as a separate annexure to this Report. The certificate from the Auditors of the company, certifying compliance of conditions of Corporate Governance stipulated in the Listing Agreement with the Stock Exchanges is also annexed to Report on Corporate governance.

CONTRACTS AND ARRANGEMENTS WITH RELATED PARTY :

All contracts / arrangements / transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arms length basis.

During the year, the Company had not entered into any contracts / arrangements / transactions with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.

Your Directors draw attention of the members to the notes of the financial statement which sets out related party disclosures.

EXTRACT OF ANNUAL RETURN :

As provided under Section 92(3) & 134(3)(a) of the Act, the Annual Return for FY 2024-25 is uploaded on the website of the Company and can be accessed at www.ngind.com.

DEPOSITS:

The Company has not accepted any deposits from the public during the period under review and accordingly no amount was outstanding as on the date of the Balance Sheet.

SECRETARIAL STANDARDS:

The Company is in compliance with applicable Secretarial Standards issued by the Institute of Company Secretaries of India, New Delhi.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

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

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

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

ACKNOWLEDGEMENTS:

Your Directors acknowledge the co-operation and assistance received from the Shareholders, Doctors, Banks and various Government Agencies. Your Directors wish to place on record their sincere appreciation for the contribution made by the employees.

Place : Kolkata	For and on behalf of Board of Directors
Date : 27th day of May, 2025	Rajesh Goenka
	Chairman