Neochem Bio Solutions Ltd Directors Report

To,

The Members,

Neochem Bio Solutions Limited

Ahmedabad

Your Directors are pleased to present the 9 th Annual Report of the Company, being the first Annual Report after listing, together with the audited financial statements for the financial year ended 31 st March, 2026.

1. FINANCIAL RESULTS

The financial performance of the Company for the year under review is summarised below:

(Amount in Rs lakhs)

Particulars	2025-26 (Current Year)	2024-25 (Previous Year)
Revenue from Operations	11,069.94	8,417.27
Other Income	269.91	198.09
Total Income	11,339.85	8,615.36
Total Expenses	9,559.71	7,620.25
Profit before Exceptional Item and Tax	1,780.14	995.10
Less: Exceptional Item	61.89	\u2014
Profit before Tax	1,718.25	995.10
Less: Current Tax	489.08	264.60
Less: Deferred Tax	(5.10)	(13.53)
Less: Prior Period Taxes	31.61	\u2014
Profit for the Year	1,202.66	744.03
Earnings per Share - Basic and Diluted ( Rs)	8.71	11.15

2. Financial Performance and State Of Affairs

During the year under review, the total income of the Company was Rs11,339.85 lakhs as against Rs8,615.36 lakhs in the previous year, an increase of approximately 31.6%. Revenue from operations grew to Rs11,069.94 lakhs from Rs8,417.27 lakhs. The profit before tax was Rs1,718.25 lakhs as against Rs995.10 lakhs, and the net profit after tax was Rs1,202.66 lakhs as against Rs744.03 lakhs in the previous year, an increase of approximately 61.6%. The net worth of the Company rose to Rs7,884.47 lakhs as at 31 st March, 2026 from Rs1,975.27 lakhs as at 31 st March, 2025, principally on account of the Initial Public Offer and the profits earned during the year. Your Directors are confident of sustaining this growth in the coming years.

3. Transfer to Reserves

During the year under review, the Company has not transferred any amount to the general reserves.

4. Dividend

With a view to conserving resources for the future growth of the Company, your Directors have not recommended any dividend for the year under review.

5. Material Events during the year

During FY 2025-26 the Company achieved several significant milestones which strengthened its capital structure and corporate profile:

(a) Private Placement of Equity Shares

Pursuant to the approval of the Board at its meeting held on 20 th June, 2025 and of the shareholders at the Extraordinary General Meeting held on 21 st June, 2025, under Sections 42 and 62 of the Act read with the Companies (Prospectus and Allotment of Securities) Rules, 2014, the Company allotted on 27 th June, 2025 a total of 4,86,116 equity shares of face value Rs10 each at an issue price of Rs144 per share (including a premium of Rs134 per share) on a private placement basis to seven non-promoter investors, aggregating Rs7,00,00,704.

(b) Bonus Issue of Equity Shares

Pursuant to the approval of the Board at its meeting held on 3 rd July, 2025 and of the shareholders at the Annual General Meeting held on 4 th July, 2025, under Section 63 of the Act, the Company issued 53,70,837 fully paid-up bonus equity shares in the ratio of 3:4 (three bonus shares for every four fully paid-up equity shares held) by capitalising Rs5,37,08,370 from Free Reserves and the Securities Premium Account.

(c) Initial Public Offer and Listing on NSE EMERGE

The year marked a landmark achievement with the successful completion of the Companys Initial Public Offer comprising a Fresh Issue of 45,88,800 equity shares of Rs10 each at an issue price of Rs98 per share (including a premium of Rs88 per share), aggregating Rs44,97,02,400. The issue opened on 2 nd December, 2025 and closed on 4 th December, 2025, and was subscribed 14.49 times across investor categories. Allotment was made on 5 th December, 2025 and the equity shares were listed on the SME EMERGE Platform of the National Stock Exchange of India Limited under the symbol NEOCHEM (ISIN: INE21UM01018) with effect from 9 th December, 2025. The listing enables the Company to access capital markets, strengthens its financial position and enhances visibility among stakeholders.

6. Change in the Nature of Business

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

7. Annual Return

Pursuantto Sections 92(3) and 134(3) (a) of the Act, the Annual Return of the Company for FY 2024-25 in Form MGT- 7 is available on the Companys website at .

8. Material Changes after the end of the Financial Year

There are no material changes or commitments affecting the financial position of the Company

between the end of the financial year to which these financial statements relate and the date of this Report.

However, subsequent to the close of the financial year, the Company was the target of a third-party cyber fraud incident on 20 th July, 2026 and 21 st July, 2026, as a result of which an aggregate amount of Rs147.72 lakhs was fraudulently caused to be paid out. The incident was duly reported to the National Stock Exchange of India Limited.

Upon detection, the Company promptly lodged complaints with the concerned banks and the appropriate law-enforcement and investigating authorities, and initiated steps to trace and recover the funds. As on the date of this Report, an amount of Rs52.46 lakhs has been recovered by the Company, and a further aggregate amount of Rs99.55 lakhs has been traced and placed on hold by the respective banks. The Company continues to take all necessary steps to recover the balance amount to the maximum extent possible, in coordination with the concerned banks, the investigating authorities and other relevant stakeholders. The Company has also reviewed and is further strengthening its internal financial controls and cyber-security systems to prevent recurrence of such incidents.

9. Subsidiary, Joint Venture or Associate Companies

The Company does not have any Subsidiary, Joint Venture or Associate Company. Accordingly, the statement in Form AOC-1 is not applicable.

10. Directors and Key Managerial Personnel

In line with the requirements of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, the Board was expanded on June 16, 2025 with the co-option of Mr. Shail Shah, Mr. Falgun Prajapati as Independent Directors and Mr Rajasekaran Guha as a non-Executive non-independent Director.

In terms of Section 152(6) of the Companies Act 2013, Mr Dinesh Chopra, Non - Executive Director and Chairman of the Board will retire by rotation at the forthcoming Annual General Meeting and has offered himself for re-election. Necessary resolution in this regard is being placed for approval by the shareholders at the Annual General Meeting.

The composition of the Board of Directors during the year under review was as under:

SI.	Name	Category	DIN
1	Mr. Dinesh Chopra	Non - Executive Director & Chairman	07357688
2	Mr. Swapnil R Makati	Managing Director	00188382
3	Mrs. Hemangini S Dathia	Whole-time Director	08639755
4	Mr. Rajasekaran Guha	Non - Executive Director	00160830
5	Mr. Falgun Prajapati	Independent Director	11151765
6	Mr. Shail Jayesh Shah	Independent Director	07543594

Pursuant to Section 203 of the Act, the Key Managerial Personnel of the Company as on 31 st March, 2026 are Mr. Swapnil R Makati, Managing Director; Mrs. Hemangini Dathia, Whole Time Director, Mr. Pradip R Solanki, Chief Financial Officer; and Ms. Shraddha Sarthak Agarwal, Company Secretary and Compliance Officer. During the year, these Key Managerial Personnel were appointed on 16 th June, 2025.

SI.	Date of Board Meeting	Total Directors on that date	No. attended	% attendance
1	12.05.2025	3	3	100%
2	20.05.2025	3	3	100%
3	28.05.2025	3	3	100%
4	06.06.2025	3	3	100%
5	11.06.2025	3	3	100%
6	16.06.2025	3	3	100%
7	20.06.2025	6	4	66.67%
8	27.06.2025	6	3	50%
9	03.07.2025	6	6	100%
10	05.07.2025	6	3	50%
11	30.07.2025	6	6	100%
12	01.08.2025	6	6	100%
13	22.09.2025	6	3	50%
14	10.11.2025	6	3	50%
15	21.11.2025	6	6	100%
16	24.11.2025	6	6	100%
17	04.12.2025	6	3	50%
18	05.12.2025	6	3	50%
19	13.02.2026	6	3	50%

A separate meeting of the Independent Directors was held on 24/03/2026 during the year in accordance with Schedule IV of the Act, at which the Independent Directors reviewed the performance of the Non-Independent Directors, the Chairperson and the Board as a whole.

11. Declaration by Independent Directors

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence prescribed under Section 149(6) of the Act and Regulation 16(l)(b) of the SEBI Listing Regulations. The Independent Directors have confirmed compliance with the Code for Independent Directors under Schedule IV and with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014 relating to registration with the Independent Directors Databank and the online proficiency self-assessment test,

wherever applicable. In the opinion of the Board, the I ndependent Directors possess the requisite integrity, expertise, experience and proficiency to discharge their duties effectively and are independent of the management.

12. Compliance with Secretarial Standards

The Company has complied with the applicable Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS - 2) issued by the Institute of Company Secretaries of India.

13. Board Meetings

During the year under review, the Board of Directors met 19 times. The intervening gap between two consecutive Board Meetings did not exceed 120 days as prescribed under Section 173 of the Act. The dates of the meetings and attendance were as follows:

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Enabling Growth

14. Committees of the Board

The Board has constituted the following committees in accordance with the Companies Act, 2013:

(a) Audit Committee - Section 177: (Constituted on 16 th June, 2025)

The Audit Committee comprises the following members, the majority being Independent Directors, all of whom are able to read and understand financial statements, with an Independent Director as Chairperson

Name	Category	Position
Mr. Shail Jayesh Shah	Independent Director	Chairperson
Mr. Falgun Prajapati	Independent Director	Member
Mr. Rajasekaran Guha	Non-Executive Director	Member

During the year the Committee met 5 times on 16/06/2025,30/07/2025, 21/11/2025, 24/11/2025 and 13/02/2026. Its terms of reference include recommending the appointment, remuneration and terms of appointment of the auditors; reviewing the financial statements and the auditors report- approving related party transactions; scrutinising inter-corporate loans and investments; evaluating internal financial controls and risk management systems; and overseeing the vigil mechanism. All recommendations of the Audit Committee were accepted by the Board during the year under review.

(b) Nomination and Remuneration Committee - Section 178(1): (Constituted on 16 th June, 2025)

The Nomination and Remuneration Committee comprises three Non - Executive Directors, not less than one-half of whom are Independent Directors, with an Independent Director as Chairperson:

Name	Category	Position
Mr. Falgun Prajapati	Independent Director	Chairperson
Mr. Shail Jayesh Shah	Independent Director	Member
Mr. Dinesh Chopra	Non-Executive Director	Member

The Committee met once during the year on 24/03/2026. On its recommendation, the Board has adopted a Nomination and Remuneration Policy under Section 178(3) laying down the criteria for determining qualifications, positive attributes and independence of a Director, and the policy relating to the remuneration of directors, key managerial personnel and other employees.

(c) Stakeholders Relationship Committee - Section 178(5): (Constituted on 16 th June, 2025)

As the Company has more than one thousand security-holders, a Stakeholders Relationship Committee has been constituted to consider and resolve the grievances of security-holders. The Committee comprises:

Name	Category	Position
Mr. Dinesh Chopra	Non-Executive Director	Chairperson
Mr. Shail Jayesh Shah	Independent Director	Member
Mr. Falgun Prajapati	Independent Director	Member

The Committee met once during the year on 24/03/2026. During the year, 1 complaint was received and the same was resolved; no complaint was pending as at 31 st March, 2026.

15. Directors Responsibility Statement

Pursuant to Section 134(3)(c) read with Section 134(5) of the Act, your Directors confirm that:

a. in the preparation of the annual accounts for the financial year ended 31 st March, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

b. such accounting policies have been selected and applied consistently, and judgments and estimates made 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, 2026 and of the profit of the Company for the year ended on that date;

c. proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. the annual accounts have been prepared on a going concern basis;

e. internal financial controls to be followed by the Company have been laid down and that such internal financial controls are adequate and were operating effectively; and

f. proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

16. Maintenance of Cost Records

The maintenance of cost records as specified by the Central Government under Section 148(1) of the Act is not applicable to the Company in respect of the products and services dealt in by it, and accordingly such accounts and records are not required to be maintained .

17. Capital Structure

During the year under review, the paid-up equity share capital of the Company increased on account of the private placement, the bonus issue and the fresh issue under the IPO, as summarised below:

Particulars	No. of Equity Shares	Amount ( Rs)
Paid-up capital as on 1 st April, 2025	66,75,000	6,67,50,000
Add: Private (27 th June, 2025)	4,86,116	48,61,160
Add: Bonus issue in the ratio 3:4 (5 th July, 2025)	53,70,837	5,37,08,370
Add: Fresh issue under the IPO (5 th December, 2025)	45,88,800	4,58,88,000
Paid-up capital as on 31 st March, 2026	1,71,20,753	17,12,07,530

The Authorised Share Capital of the Company as on 31 st March, 2026 was Rs25,00,00,000/- divided into 2,50,00,000 equity shares of Rs10 each. During the year the Company has not issued any equity shares with differential voting rights, sweat equity shares or employee stock options, and has not undertaken any buy-back of securities.

18. Particulars of Loans, Guarantees or Investments Under Section 186

The Company has not given any guarantees during the year under review. The loans made by the Company, as detailed in Note 21 of the financial statements, are within the limits prescribed under Section 186 of the Act.

19. Related Party Transactions

All transactions entered into with related parties during the year under review were in the ordinary course of business and on an arms length basis, and were conducted in a transparent manner in the best interest of the Company and its stakeholders. Details of related party transactions are set out in Note 33 of the standalone financial statements. The particulars of contracts or arrangements with related parties referred to in Section 188(1), in Form AOC- 2 pursuant to Section 134(3)(h), are annexed as Annexure A.

20. Conservation of Energy and Technology Absorption

The particulars as required under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, in respect of the conservation of energy and technology absorption, are furnished below to the extent applicable, having regard to the nature of the activities undertaken by the Company during the year under review.

Your Company has taken steps to conserve energy. Steps have been taken to identify the areas of excessive energy consumption, checks have been made to strengthen those areas, and timely preventive maintenance has been carried out to conserve energy.

A. Conservation of Energy:

Particulars		Details
(i)	The steps taken or impact on conservation of energy	The Company has installed and operates an Effluent Treatment Plant (ETP) for the treatment and recycling of process effluent, reducing fresh-water intake and the associated energy consumption. The Company has also adopted bio-fuel in place of conventional fossil fuels for its thermal and process-heating requirements, thereby conserving energy and reducing its carbon footprint. Preventive maintenance and monitoring of equipment are carried out to minimise energy losses.
(ii)	The steps taken by the Company for utilising alternate sources of energy	The Company uses bio-fuel as an alternate and renewable source of energy for its process- heating requirements in place of conventional fuels.
(iii)	The capital investment on energy conservation equipment	The Company has made investments in energy-conservation and pollution-control equipment, including the Effluent Treatment Plant and bio-fuel facilities, as part of its plant infrastructure. The Board evaluates proposals for additional investment in this regard from time to time.
B. Technology absorption:
Particulars			Details
(i) The benefits derived like product improvement, cost reduction, product development or import substitution			This is an ongoing process. Limited benefits in terms of Product improvement and cost reduction have been achieved.
(ii) In the case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-			The company has not imported any technologies during the past three years.
(iii) The expenditure incurred on Research and Development			Approximately 2% of the Total Revenue.

C. Foreign Exchange Earnings and Outgo:

Particulars	Amount in lakhs ( Rs)	Amount in lakhs ( Rs)
	2025-26	2024-25
Foreign Exchange Earnings	401.91	724.05
Foreign Exchange Outgo	205.75	253.63

21. Risk Management

The Board periodically reviews the risks associated with the business of the Company and the adequacy of the measures taken to mitigate them. Being listed on the SME Platform, the Company is not required to constitute a Risk Management Committee under Regulation 21 of the SEBI (LODR) Regulations, 2015. Nevertheless, the Board oversees the identification, evaluation and mitigation of key business risks, and in the opinion of the Board no risk presently threatens the existence of the Company.

22. Corporate Social Responsibility

Based on the net profit computed under Section 198 of the Act for the immediately preceding financial year, the provisions of Section 135 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 were applicable to the Company during the year under review. The Board has approved a CSR Policy, that the CSR obligation for the year was Rs9.53 lakhs lakhs being two percent of the average net profit of the three immediately preceding financial years, the amount spent, any unspent amount and its treatment, and annex the Annual Report on CSR Activities, for which the prescribed format and a computation worksheet are provided at Annexure F.

23. Significant and Material orders passed by Regulators, Courts or Tribunals

During the year under review, no significant or material orders were passed by any Regulator, Court or Tribunal that would impact the going-concern status of the Company or its operations in future.

24. Vigil Mechanism / Whistle-Blower Policy

The Company has established a Vigil Mechanism pursuant to Section 177(9) of the Act read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, for Directors and employees to report genuine concerns about unethical behaviour, actual or suspected fraud, or violation of the Companys code of conduct. The mechanism provides adequate safeguards against victimisation of persons who use it and provides direct access to the Chairperson of the Audit Committee in appropriate cases. During the year under review, no complaints were received and no person was denied access to the Audit Committee. The Policy is available on the Companys website at

25. Deposits

During the year under review, the Company has not accepted any deposits within the meaning of Sections 73 and 74 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014, and no amount of principal or interest on deposits was outstanding as at the date of the balance sheet.

26. Unsecured Loans from Directors

During the year under review, the Company accepted unsecured loans from its Directors. The Directors have furnished written declarations under Rule 2(1) (c) (viii) of the Companies (Acceptance of Deposits) Rules, 2014, confirming that the amounts were not given out of funds acquired by them by borrowing or accepting loans or deposits from others. Accordingly, such amounts are not regarded as deposits within the meaning of Chapter V of the Act and the Companies (Acceptance of Deposits) Rules, 2014.

The movement in such unsecured loans during the year was as under:

Particulars	Amount in lakhs ( Rs)
Loans received from Directors during the year	618.00
Loans repaid to Directors during the year	775.19

The particulars of these transactions have been disclosed in Note 33 to the audited financial statements for the year ended 31 st March, 2026.

27. Policy on Directors Appointment and Remuneration

Pursuant to Section 178(3) of the Act, the Board has, on the recommendation of the Nomination and Remuneration Committee, adopted a Nomination and Remuneration Policy laying down the criteria for determining qualifications, positive attributes and independence of a director, and the policy relating to the remuneration of directors, key managerial personnel and other employees. The salientfeatures of the Policy are set out in the Report and the Policy is available on the Companys website at . neochem.in/paqes/disclosure-under-regulation- 46-of-the-sebi-lodr-regulations/

28. Familiarisation Programme for Independent Directors

The Independent Directors are familiarised with the Companys business model, operations, products, industry environment and regulatory framework, and with their roles, rights and responsibilities, through an induction on appointment and periodic presentations and updates by the management at Board and Committee meetings.

29. Board Evaluation

Pursuant to the provisions of the Companies Act, 2013 the Board has carried out the annual evaluation of the performance of the Board as a whole, Individual Directors including Independent Directors, Non-Independent Directors, Chairperson and the Board Committees. A structured questionnaire was prepared after taking into consideration the inputs received from the Directors, covering various aspects of the Boards functioning such as adequacy of the composition of the Board and its Committees, Meetings of the board, functioning of the board, effectiveness of board processes, Board culture, execution and performance of specific duties, obligations and governance. The exercise was also carried out to evaluate the performance of individual

Directors including the Chairman of the Board, who were evaluated on parameters such as level of engagement and contribution, independence of judgment, safeguarding the interest of the Company and its minority shareholders etc.

The performance evaluation of the Independent Directors was carried out by the entire Board excluding the director being evaluated. The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors who also reviewed the performance of the Key Managerial Personnel. The Directors expressed their satisfaction with the evaluation process.

Findings from the above exercise have been summarised and acted upon for any improvements required.

30. Employee Stock Options

The Company does not have any Employee Stock Option Scheme or Plan, and accordingly no disclosure is required under Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014.

31. Statutory Auditors and Auditors Report

M/s Patel Mehta & Associates, Chartered Accountants (FRN: 107773W), hold office as the Statutory Auditors of the Company until the conclusion of the Annual General Meeting to be held in respect of FY 2026-27, at a remuneration to be mutually agreed with the Board. In accordance with the Companies (Amendment) Act, 2017, the appointment of Statutory Auditors is not required to be ratified at every Annual General Meeting. The audited financial results for the year ended 31 st March, 2026 were audited by M/s Patel Mehta & Associates (signed by Mr. Malhar Mehta, Partner, Membership No. 112226), who have expressed an unmodified opinion. The Auditors Report does not contain any qualification, reservation, adverse remark or disclaimer.

32. Secretarial Auditors and Secretarial Audit Report

Pursuant to Section 204 of the Act read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board appointed CS Mansi Chokshi, Proprietor at M/s MK Chokshi & Associates, Practicing Company Secretaries, to conduct the Secretarial Audit of the Company for FY 2025-26. The Secretarial Audit Report in Form MR-3 is annexed as Annexure B and does not contain any qualification, reservation or adverse remark.

33. Explanations or Comments on Auditors Remarks

There are no qualifications, reservations, adverse remarks or disclaimers made by the Statutory Auditors in their Report or by the Secretarial Auditors in the Secretarial Audit Report, and accordingly no explanation or comment by the Board is required.

34. Disclosure Under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, and has constituted an Internal Complaints Committee to redress complaints. During the year under review, no complaints were received and no case was filed under the said Act. The Company has complied with the provisions relating to the constitution of the Internal Complaints Committee.

35. Particulars of Employees and Remuneration

The disclosures required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and the particulars of employees under Rules 5(2) and 5(3), are annexed as Annexure C.

Statement containing particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is available on the website of the Company at

36. Internal Audit

Pursuant to Section 138 of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts) Rules, 2014, the Board of Directors, at its meeting held on 2 nd May, 2026, on the recommendation of the Audit Committee, appointed M/s. Mrunal M. Shah & Co., Chartered Accountants (FRN: 139047W), as the Internal Auditor of the Company. The scope, functioning, periodicity and methodology for conducting the internal audit were formulated in consultation with the Audit Committee. The internal audit reports and the adequacy of the internal control systems are reviewed periodically by the Audit Committee.

37. Internal Financial Controls

The Company has an adequate system of internal financial controls commensurate with its size and the scale of its operations, together with documented procedures and policies, ensuring the efficient and orderly conduct of its business, adherence to Company policies, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, and the timely preparation of reliable financial information. Based on the assessment carried out by the management and the evaluation of its results, the Board is of the opinion that the Company has an adequate internal financial control system which operated effectively during the year under review.

38. Reporting of Frauds

During the year under review, no frauds were reported by the Statutory Auditors of the Company to the Audit Committee or the Board under sub-section (12) of Section 143 of the Act.

39. Proceedings Under the Insolvency and Bankruptcy Code, 2016

During the year under review and up to the date of this Report, the Company has neither made any application, nor are any proceedings pending against the Company, under the Insolvency and Bankruptcy Code, 2016.

40. Difference in Valuation on One-Time Settlement

There was no one-time settlement made by the Company during the year under review and accordingly, disclosure relating to the difference between the amount of valuation done at the time of one-time settlement and the valuation done while taking a loan from banks or financial institutions is not applicable to the Company during the year under review.

41. Other Disclosures and Compliance

The Company has complied with the applicable provisions of the Companies Act, 2013, the SEBI (LODR) Regulations, 2015 to the extent applicable to a company listed on the SME Platform, the SEBI (Prohibition of Insider Trading) Regulations, 2015, and other applicable laws. There was no revision of the financial statements or the Boards Report during the year. The Company has furnished Management Discussion and Analysis under Regulation 34 as Annexure D and being an entity listed on the SME

Platform, the Company is exempt under Regulation 15(2) of the SEBI (LODR) Regulations, 2015 from the corporate governance requirements specified in Regulations 17 to 27, however the Corporate Governance Report has been annexed voluntarily as Annexure E.

The Company has framed a Code of Conduct for Prevention of Insider Trading and a Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information under the SEBI (Prohibition of Insider Trading) Regulations, 2015, which apply to the Company from the date of listing.

42. Acknowledgement

Your Directors place on record their sincere gratitude to the Government and regulatory authorities, the National Stock Exchange of India Limited, the Companys bankers, investors, shareholders and valued clients for their continued support and patronage, and acknowledge with appreciation the sincere efforts and commitment of all employees of the Company.

By Order of the Board of Directors For Neochem Bio Solutions Limited

	Swapnil R Makati	Hemangini S Dathia
Place: Ahmedabad	Managing Director	Whole-time Director
Date: 24 th August, 2026	DIN: 00188382	DIN: 08639755