Rekvina Labs Ltd Directors Report

To, The Members,

Rekvina Laboratories Limited

Your directors have pleasure in presenting their 38th Annual Report together with the Audited Financial Statements of the Company for the Year ended 31st March 2026.

FINANCIAL SUMMARY AND PERFORMANCE OF THE COMPANY

Rs. In Lakhs

Particulars
Sales Turnover	126.54	0
Other Income	0	0
Total Income	126.54	0
Total Expenditure	152.01	13.71
Profit before Depreciation	(25.47)	(13.71)
Less: Deprecation	0	0
Profit after depreciation, Interest and other Expenses	(25.47)	(13.71)
Less: Taxes (Including Deferred Tax)	0	0
Net Profit after Tax before dividend	(25.47)	(13.71)
Dividend (Including Interim, if any, and final)	0	0
Net profit after dividend and Tax	(25.47)	(13.71)

RESULTS OF OPERATIONS AND THE STATE OF COMPANYS AFFAIRS:

During the current year of operation, your Company has registered revenue from operation of Rs.126.54/- Lakhs, as compared to Rs. Nil/- in the previous financial year. Your company has earned net loss of Rs.25.47/- Lakhs as compared to net loss of Rs.13.71/- Lakhs in the previous financial year.

SHARE CAPITAL AND ISSUE OF SHARES

During the year under review, the Companys Authorised Share Capital was increased from 3,50,00,000/- comprising 70,00,000 Equity Shares of 5/- each to 6,00,00,000/- comprising 1,20,00,000 Equity Shares of 5/- each.

The Board of Directors also approved the acquisition of 18,51,100 Equity Shares of Radiant Parenterals Limited (“Radiant”), representing 100% of its equity share capital, from its existing shareholders for an aggregate consideration of 4,62,77,500/-, pursuant to the Share Exchange and Purchase Agreement.

In consideration of the aforesaid acquisition, the Company proposed to issue 46,27,750 fully paid-up Equity Shares of 5/- each at an issue price of 10/- per share, aggregating to 4,62,77,500/-, to the existing shareholders of Radiant on a preferential basis for consideration other than cash, by way of swap of shares

Further, the Company approved the execution of a Share Subscription Agreement with Mr. Amitkumar Arunkumar Rao and Amitkumar Arunkumar Rao HUF and proposed to issue 4,60,000 fully paid-up Equity Shares of 5/- each at an issue price of 10/- per share, aggregating to 46,00,000/-, on a preferential basis for cash consideration.

DIVIDEND

As the Company has incurred loss during the current financial year, thus, the Board of Directors of the Company do not recommend any dividend for this financial year.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND

The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no dividend declared and paid last year.

CHANGES IN NATURE OF BUSINESS, IF ANY

There was no change in the nature of business during the financial year 2025-26.

TRANSFER TO GENERAL RESERVE

During the financial Year under review, losses incurred by the company were adjusted with the Revenue and Surplus account.

EMPLOYEE STOCK OPTION SCHEME

The Company has not provided any Employee Stock Option Scheme to its employees. The Company has not issued equity share with differential rights as to dividend, voting or otherwise.

INFORMATION ABOUT SUBSIDIARY/ JV/ ASSOCIATE COMPANY

Company does not have any Subsidiary, Joint venture or Associate Company.

CHANGES IN THE NATURE OF BUSINESS:

During the Financial Year 2025-26, there had been no change in the nature of the business of the Company.

EXTRACT OF ANNUAL RETURN:

An extract of Annual Return for the year ended March 31, 2026, as prescribed in Section 92(3) of the Companies Act, 2013 read with Rule 12 of the Companies (Management and Administration) Rules, 2014, is available on the website of the Company on the following link: https://rekvinalaboratories.in/

FRAUDS REPORTED BY AUDITORS UNDER SECTION 143:

There have been no instances of fraud reported by the Statutory Auditors under Section 143 of the Act read with relevant Rules framed thereunder either to the Company or to the Central Government.

DISCLOSURE REGARDING ISSUE OF EQUITY SHARES WITH DIFFERENTIAL RIGHTS, EMPLOYEE STOCK OPTIONS & SWEAT EQUITY SHARES.

The Company has not issued any equity shares with differential voting rights or employee stock options or sweat equity shares

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

Composition and Changes in the Board of Directors and Key Managerial Personnel

As on 31st March, 2026, the Board of Directors of the Company consisted of five members. The current composition of the Board is as follows:

Sr. No. Name of Director	Date of Appointment	Designation
1 Mr. Amit Mukesh Shah	22.05.2024	Managing Director
2 Mr. Surbhit Shah	02.09.2024	Executive Director & Chief Financial Officer
3 Mr. Prateek Jain	06.10.2025	Independent Director
4 Mr. Jay Patel	29.01.2026	Independent Director
5 Mrs. Ilaben Pathak	02.09.2024	Non-Executive Non-Independent Director

All the Directors bring with them extensive knowledge and experience in their respective fields, contributing significantly to the growth and governance of the Company.

The following changes in the composition of the Board and Key Managerial Personnel (KMP) took place:

Name	Appointment / Cessation / Change in Designation	Designation
Mr. Prateek Jain	06.10.2025 - Appointment	Independent Director
Mr. Jay Patel	29.01.2026 - Appointment	Independent Director
Mr. Dhruvalkumar Patel	09.01.2026 - Cessation	Independent Director
Mr. Chetanbhai Patel	29.01.2026- Cessation	Independent Director

(A) RETIRE BY ROTATION

In terms of the provisions of Section 152 of the Companies Act, 2013, Mrs. Ilaben Pathak (DIN: 01328714), who retires by rotation at the Annual General Meeting of the Company and being eligible, offers herself for re-appointment.

(B) BOARD MEETINGS

The Board of Directors of the Company met 09 times during the financial year at 30.05.2025, 13.08.2025, 01.09.2025, 20.09.2025, 06.10.2025, 14.11.2025, 29.01.2026, 06.02.2026 and 16.03.2026. The necessary quorum was present for all the Board Meetings. The maximum time gap between any of two consecutive meetings did not exceed one hundred and twenty days.

ATTENDANCE OF DIRECTORS IN THE BOARD MEETING

Name of the Director	No. of Meeting Attended
Mr. Amit Mukesh Shah	09
Mr. Surbhit Shah	09
Mr. Dhruvalkumar Patel	06
Mr. Chetanbhai Patel	06
Mrs. Ilaben Pathak	09
Mr. Prateek Jain	04
Mr. Jay Patel	02

(C) BOARD COMMITTEES

With a view to have a more focused attention on business and for better governance and accountability, the Board has constituted the various committees. The Board Committees meet at regular intervals and take necessary steps to perform its duties entrusted by the Board. The terms of reference of these Committees are determined by the Board and their relevance reviewed from time to time. The Minutes of the Committee Meetings are sent to all Directors and tabled at the Board Meetings.

Currently, the Board has following committees: Audit Committee; Nomination & Remuneration Committee; Stakeholder Relationship Committee;

I. AUDIT COMMITTEE

The Audit Committee is constituted in accordance with the provisions of Section 177 of the Companies Act, 2013 and the provisions of Regulation 18 of the Listing Regulation. The Committee comprises of members who possess financial and accounting expertise/exposure.

(i) COMPOSITION

The Committees composition is in compliance with provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of the Listing Regulations.

The Audit Committee comprises of the following 3 Directors as on 31.03.2026:

Name of the Director	Position & Category
Mr. Prateek Jain	Chairperson, Non-Executive Independent Director
Mrs. Ilaben Pathak	Member, Non-Executive Non-Independent Director
Mr. Jaye Patel	Member, Non-Executive Non-Independent Director

(ii) MEETINGS & ATTENDANCE OF DIRECTORS

The Audit Committee met Five times during the Financial Year 2025-26 on 30.05.2025, 13.08.2025, 01.09.2025, 14.11.2025, 06.02.2026 and 16.03.2022. The necessary quorum was present for all Meetings. The details of attendance of the members of the Committee at the said meetings are as below:

Name of the Director	Number of Meetings Held during the year	Number of Meetings Attended
Mr. Prateek Jain	6 *	5
Mrs. Ilaben Pathak	6	6
Mr. Jaye Patel	6 *
Mr. Dhruval Patel	6 *	4
Mr. Chetanbhai Patel	6 *	4

*Change of Directors during the period under review.

It can be seen from the above details that the frequency of the Committee Meetings was more than the minimum limit prescribed under applicable regulatory requirements and the gap between two Committee Meetings was not more than one hundred and twenty days.

II. NOMINATION & REMUNERATION COMMITTEE

The Nomination and Remuneration Committee is constituted in accordance with the provisions of Section 178 of the Companies Act, 2013 and the provisions of Regulation 19 of the Listing Regulation.

(i) COMPOSITION

The Committees composition is in compliance with provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of the Listing Regulations.

The Nomination & Remuneration Committee comprises of the following 3 Directors:

Name of the Director	Position & Category
Mr. Jay Patel	Chairperson, Non-Executive Independent Director
Mrs. Ilaben Pathak	Member, Non-Executive Non-Independent Director
Mr. Prateek Jain	Member, Non-Executive Non-Independent Director

(ii) MEETINGS & ATTENDANCE OF DIRECTORS

The Nomination & Remuneration Committee met 4 time during the Financial Year 2025-26 on 06.10.2025, 09.01.2026, 29.01.2026 and 16.03.2026. The necessary quorum was present for all Meetings. The details of attendance of the members of the Committee at the said meetings are as below:

Name of the Director	Number of Meetings Held during the year	Number of Meetings Attended
Mr. Jay Patel	4 *
Mrs. Ilaben Pathak	4	4
Mr. Prateek Jain	4 *
Mr. Dhruval Patel	4 *
Mr. Chetanbhai Patel	4 *	3

*Change of Directors during the period under review.

It can be seen from the above details that the frequency of the Committee Meetings was more than the minimum limit prescribed under applicable regulatory requirements and the gap between two Committee Meetings was not more than one hundred and twenty days.

III. STAKEHOLDER RELATIONSHIP COMMITTEE

The Stakeholder Relationship Committee is constituted in accordance with the provisions of Section 178 of the Companies Act, 2013 and the provisions of Regulation 20 of the Listing Regulation.

Name of the Director	Position & Category
Mrs. Ilaben Pathak	Chairman, Non-Executive Non-Independent Director
Mr. Prateek Jain	Member, Non-Executive Independent Director
Mr. Jay Patel	Member, Non-Executive Independent Director

(i) COMPOSITION

The Committees composition is in compliance with provisions of Section 178 of the Companies Act, 2013 and Regulation 20 of the Listing Regulations.

The Stakeholder Relationship Committee comprises of the following 3 Directors:

(ii) MEETINGS & ATTENDANCE OF DIRECTORS

The Stakeholder Relationship Committee met 2 times during the Financial Year 2025-26 on 1.09.2025 and 16.03.2026, and. The necessary quorum was present for all Meetings. The details of attendance of the members of the Committee at the said meetings are as below:

Name of the Director	Number of Meetings Held during the year	Number of Meetings Attended
Mr. Chetanbhai Patel	2*	1
Mrs. Ilaben Pathak	2	2
Mr. Dhurval Patel	2*	1
Mr. Prateek Jain	2*	1
Mr. Jay Patel	2*	1

*Change of Directors during the period under review.

It can be seen from the above details that the frequency of the Committee Meetings was more than the minimum limit prescribed under applicable regulatory requirements and the gap between two Committee Meetings was not more than one hundred and twenty days.

DECLARATION BY INDEPENDENT DIRECTORS

The Independent Directors have given the declaration that, they meet the criteria of independence as provided in Section 149(6) of the Companies Act, 2013 read with Rules made thereunder and Clause (6) of sub-regulation (i) of Regulation 16 of SEBI (LODR) Regulation 2015.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

As per the provisions of Section 186 of the Companies Act, 2013, details regarding Loans, Guarantees and Investments are given in the notes to the Financial Statements.

RELATED PARTY TRANSACTION

Your Company has formulated the policy on materiality of related party transactions and dealing with related party transactions. All contracts/arrangements/transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on arms length basis.

MATERIAL CHANGES AND COMMITMENTS

There have been no material changes which have occurred between the end of financial year till the date of this report, affecting the financial position of the Company.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE AS PER SECTION 134 (3) (m) OF THE COMPANIES ACT, 2013

Conservation of Energy: Since the Company is not engaged in any manufacturing activity, issues relating to conservation of energy and technology absorption are not quite relevant to its functioning.

Technology absorption: The Company has not imported any technology. Hence, the particulars with respect to efforts made towards technology absorption and benefits derived etc. are not applicable to the Company.

Export Activities: There was no export activity in the Company during the year under review. The Company is not planning any export in the near future as well.

Foreign Exchange Earnings and Outgo: There was no Foreign Exchange earnings and outgo during the year under review.

VIGIL MECHANISM POLICY

Pursuant to Section 177 of the Companies Act, 2013 and Regulation 22 of SEBI Listing Regulations, your Company has established a mechanism called ‘Vigil Mechanism (Whistle Blower Policy) for Directors, employees and Stakeholders of the Company to report to the appropriate authorities about unethical behavior, actual or suspected, fraud or violation of the Companys code of conduct or ethics policy and provides safeguards against victimization of employees who avail the mechanism.

The Whistle Blower can directly approach the Chairperson of the Audit Committee of the Company and make protective disclosures about the unethical behavior, actual or suspected fraud or violation of the Companys Code of Conduct in exceptional circumstances.

RISK MANAGEMENT

The Company has a robust Risk Management framework to identify, measure and mitigate business risks and opportunities. This framework seeks to create transparency, minimize adverse impact on the business objective and enhance the Companys competitive advantage. This risk framework thus helps in managing market, credit and operations risks and quantifies exposure and potential impact at a Company level.

REMUNERATION POLICY

The Board, on recommendation of the NRC, has framed a remuneration policy. The policy, inter alia, provides (a) the criteria for determining qualifications, positive attributes and independence of directors and (b) policy on remuneration of directors, key managerial personnel and other employees. The policy is directed towards a compensation philosophy and structure that will reward and retain talent and provides for a balance between fixed and incentive pay reflecting short and long-term performance objectives appropriate to the working of the Company and its goals.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

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

INTERNAL CONTROL SYSTEM

The Company has an internal control system commensurate with the scale, size and the operation of the organization. It evaluates the adequacy of all internal controls and processes, and ensures strict adherence to clearly laid down processes and procedures as well as to the prescribed regulatory and legal framework.

PUBLIC DEPOSITS

Your Company did not accept any deposits from public in terms of the provisions of Section 73 of the Companies act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 for the financial year 24-25.

AUDITORS

M/s. Y. M. Shah & Co. were appointed as the statutory auditors of the company on 02nd September, 2024.

AUDITORS REPORT

Report of the Statutory Auditors on Annual Financial Statements along with schedules and notes to accounts thereto, for the year ended on 31st March, 2026 is self-explanatory and contains no adverse remark and do not call for any comments.

EXPLANATION TO AUDITORS REMARKS

The comments on the Auditors Report are self-explanatory, thus, no explanation is required to be given.

ANNUAL EVALUATION

Pursuant to the provisions of the Companies Act, 2013, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the valuation of the working of its Audit, Nomination & Remuneration and Compliance Committees.

A structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Boards functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance.

INTERNAL FINANCIAL CONTROL

Your Company has put in place adequate internal financial controls with reference to the financial statements, some of which are outlined below:

Your Company has adopted accounting policies which are in line with the Accounting Standards prescribed in the Companies (Accounting Standards) Rules, 2006 that continue to apply under Section 133 and other applicable provisions, if any, of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014. These are in accordance with generally accepted accounting principles in India.

CORPORATE GOVERNANCE

During the financial year ended 31st March, 2026, the Company was covered under the exemption provided under Regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Accordingly, the provisions relating to Corporate Governance specified under Chapter IV of the said Regulations were not mandatory for the Company during the period under review. Hence, the Company has not prepared a separate Corporate Governance Report for the financial year 2025-26.

SECRETARIAL AUDITOR AND THEIR REPORT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Rules made thereunder M/sS BhattBhatt & Co, Practicing Company Secretaries was appointed to conduct the secretarial audit for the financial year 2025-26. The Secretarial Audit Report in MR-3, submitted by the Secretarial Auditor for the FY 2025-26 is annexed to Directors Report.

COMPLIANCE OF SECRETARIAL STANDARDS

The Company has complied with the Secretarial Standard 1 (SS-1) relating to the meetings of the Board of Directors and Secretarial Standard 2 (SS-2) relating to the General meetings issued by the Institute of Company Secretaries of India and approved by the Central Government.

PARTICULARS OF EMPLOYEES

The ratio of the remuneration of each director to the median employees remuneration and other details in terms of sub-section 12 of Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and remuneration of Managerial Personnel) Rules, 2014, are forming part of this report and is annexed to this Report.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF W OMEN AT W ORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Your Company has zero tolerance for sexual harassment at workplace and has set up Committee for safety of women employees at workplace. During the year Company has not received any complaint of harassment.

MANAGEMENT DISCUSSION & ANALYSIS REPORT

As stipulated under Regulation 34 read with Part B of Schedule V of SEBI (LODR) Regulations, 2015, the details pertaining to Internal Financial Control systems and their adequacy have been disclosed in the Management Discussion and Analysis Report forming part of this Annual Report.

COST AUDIT

Cost Audit specified under Section 148 of the Companies Act, 2013 does not apply to the Company since the turnover of the Company is less than the limit prescribed.

REVOCATION OF SUSPENSION OF TRADING IN SHARES OF THE COMPANY

During the year under review, the suspension in trading of the equity shares of the Company was revoked by BSE Limited with effect from 07th January, 2026, pursuant to compliance with the applicable requirements, including payment of the annual listing fees.

THE CORPORATE SOCIAL RESPONSIBILITY

As the provisions relating to the Corporate Social Responsibility (CSR) as prescribed u/s. 135 of the Companies Act, 2013 along with Rules made thereunder are not applicable to our Company and therefore, neither the CSR Committee nor the CSR Policy are required to be framed by the Company.

DETAILS OF APPLICATION / ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016

Neither any application was made nor any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the financial year under review.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, the Directors of the Company confirm the following:

that in the preparation of the annual financial statements for the year ended March 31, 2026 the applicable accounting standards have been followed and no material departures have been made; that appropriate accounting policies and applied consistently and judgments and estimates that are reasonable and prudent have been made, so as to give a true and fair view of the state of affairs as at March 31, 2026 and of the profits of the Company for the Financial year ended March 31, 2026; that 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 have been made; and that the Annual Financial Statements have been prepared on going concern basis; that they have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively. that they have devised proper system to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operative effective.

ACKNOWLEDGEMENT

Your directors place on records their sincere appreciation for significant contribution made by the employees through their dedication, hard work and commitment and the trust reposed on them and also acknowledge with gratitude the excellent cooperation extended by Bankers and Vendors and look forward to their support in all future endeavor.

By the order of the Board

Rekvina Laboratories Limited

Surbhit Mukesh Shah

Chairman & Director

DIN: 01993300

Date:03/09/2026

Place: Vadodara