To, The Members,
SUNREST LIFESCIENCE LIMITED
Your Directors have pleasure in presenting the Ninth Annual Report of the Company together with the Audited Standalone and Consolidated Financial Statements for the financial year ended 31st March, 2026. This report states compliance as per the requirements of the Companies Act, 2013, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other rules and regulations as applicable to the Company.
1. FINANCIAL PERFORMANCE AT A GLANCE
The company earned a Standalone net profit of 308.86 Lakhs for the Financial Year ended on 31st March, 2026.
| Consolidated | Standalone | |||
| Particulars | 2025 - 26 | 2024-25 | 2025-26 | 2024-25 |
| (In Lakhs) | (In Lakhs) | (In Lakhs) | (In Lakhs) | |
| Revenue from operations | 7083.29 | 3341.30 | 3326.05 | 3312.24 |
| Other income | 250.68 | 0.45 | 0.32 | 0.05 |
| Total Income | 7333.97 | 3341.75 | 3326.37 | 3312.29 |
| Profit before exceptional, extraordinary items and | 1010.32 | 262.32 | 408.03 | 260.84 |
| Taxation Extraordinary items | - | - | - | - |
| Profit Before Tax | 1010.32 | 262.32 | 408.03 | 260.84 |
| Current tax | 206.81 | 61.44 | 99.33 | 61.04 |
| Deffered tax | 4.07 | -0.18 | (0.16) | (0.18) |
| Net Profit /Loss (After I. Tax) | 411.63 | 200.53 | 308.86 | 199.98 |
OPERATIONAL PERFORMANCE
During the year under review, the total standalone turnover of the Company for the year ended on 31st March, 2026 of 3326.05 Lakhs compared to 3312.24 Lakhs achieved during the previous year.
The standalone profit after tax increased from 199.98 lakh in the previous financial year to 308.86 lakh during the year under review, representing a growth of 108.88 lakh representing an increase of 54.45% over the previous financial year.
2. TRANSFER TO RETAINED EARNINGS
During the financial year 2025-26 The Company has transferred 308.86 lakh to the Retained Earnings under "Other Equity."
3. CHANGE IN THE NATURE OF BUSINESS
The Company is engaged in trading business of Pharmaceutical Product on wholesale basis. There were no changes in the nature of business of the Company during the Financial Year 2025-26.
4. DIVIDEND
With a view of expanding the business, your directors do not recommend any dividend for the Financial Year 2025-26.
5. MATERIAL CHANGES AND COMMITMENTS
There have been no material changes in the company during the period for the Financial Year 2025-26.
6. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATION
No material orders were passed by any court, tribunal, or other authority during the period under review.
7. DETAILS IN RESPECT TO ADEQUACY OF INTERNAL CONTROLS
The Company has built adequate internal control systems towards achieving efficiency and effectiveness in operations, optimum utilization of resources, cost reduction and effective monitoring thereof as well as compliance with all applicable laws.
The internal control mechanisms comprise a well-defined organization structure, documented policy guidelines, pre-determined authority levels and processes commensurate with size and capacity of the organization, faster decision making and fixing the level of responsibility.
The senior management members meet frequently and undertake extensive checks and report to management. The Board reviews the internal reports and periodically reviews the adequacy of internal controls.
8. DETAILS OF HOLDING, SUBSIDIARIES, JOINT VENTURE AND ASSOCIATE COMPANIES
The details of financial statements of all Subsidiaries, Associates & Joint Ventures of the Company in the prescribed Form AOC - 1 Annexure IV forms part of consolidated financial statements in compliance with Section 129(3) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014. The said format highlights the financial performance of each of the Subsidiaries, Associates & Joint Venture companies included in consolidated financial statements of the Company pursuant to Rule 8(1) of the Companies (Accounts) Rules, 2014.
9. STATEMENT DECLARATION BY INDEPENDENT DIRECTOR
The Company has complied with the definition of Independence according to the provisions of Section 149(6) of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Company has also obtained declarations from all Independent Directors pursuant to Section 149(7) of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. All Independent Directors have provided declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
10.PUBLIC DEPOSITS
During the year under review, your Company has not accepted any deposits from the public within the meaning of Section 73 of the Companies Act, 2013, read with the Companies (Acceptance of Deposit) Rules, 2014 made thereunder and, as such, no amount of principal or interest was outstanding on the date of the Balance Sheet and also on the date of this Report.
11.SHARE CAPITAL
AUTHORIZED SHARE CAPITAL
During the year under review, there was no change in authorized share capital of the Company.
As on the end of the financial year i.e. 31st March, 2026 the Authorized Share Capital of the Company was 14,00,00,000 divided into 1,40,00,000 Equity Shares of 10/- each.
PAID-UP SHARE CAPITAL
During the year under review, there was no change in Paid-up share capital of the Company.
As on the end of the financial year i.e. 31st March, 2026, the Paid-Up Share Capital of the Company was 4,29,12,000 divided into 42,91,200 Equity Shares of 10/- each.
12.AUDITORS
STATUTORY AUDITORS
The Shareholders of the Company, at the 06th Annual General Meeting ("AGM") held on 30th September 2023, approved the appointment of M/S
Madhusudan C Mashruwala & Co. (FRN: 105717W) as the Statutory Auditors of the Company for a term of five consecutive years, to hold office from the conclusion of the 6th AGM until the conclusion of the 11th AGM of the
Company to be held in the financial year 2027 28.
AUDITORS REPORT
The Notes to the Financial Statements are self-explanatory and do not call for any further comments. The Statutory Auditors have not made any qualifications or reservations in their Independent Auditors Report.
SECRETARIAL AUDITOR
Pursuant to the Regulation 24A & other applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations) read with Circulars issued thereunder from time to time and Section 204 and other applicable provisions of the Companies Act, 2013, if any read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (the Act), CS JINANG DINESHKUMAR SHAH, Practicing Company Secretaries, Proprietor of M/S JINANG SHAH & ASSOCIATES was appointed as Secretarial Auditor of the Company for a period of 5 consecutive years, from the financial year 2025-26 to the financial year 2029-30 (the Term) in the 8th Annual General meeting, on such terms & conditions, including remuneration as may be determined by the Board of Directors (hereinafter referred to as the Board which expression shall include any Committee thereof or person(s) authorized by the Board).
The Secretarial Audit Report are self-explanatory and does not contain any qualification, reservation, adverse remarks or disclaimer.
The provisions relating to submission of Secretarial Audit Report is applicable to the Company and forms part of this Annual Report in Annexure-I.
COST AUDITOR
The maintenance of cost records pursuant to Section 148 of the Companies Act, 2013 is not required by the Company and accordingly such maintenance of cost records is not applicable to the Company.
INTERNAL AUDITOR
Pursuant to provisions of Section 138 read with rules made thereunder, the
Board has re-appointed M/S. VRCA & ASSOCIATES, (Firm Registration No. 104727W) as Internal Auditors of the Company to check the internal controls and functioning of the activities and recommend ways of improvement. Internal Audit is carried out on a quarterly basis, and the report is placed in the Meetings of the Audit Committee and the Board for their consideration and direction. Their scope of work is as decided by the Audit Committee and the Board of Directors.
13.WEBSITE OF THE COMPANY
In compliance with the Regulation 46 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 the Company has maintained a functional website namely https://sunrestlifescience.com/ containing information about the Company.
14.EXTRACT OF ANNUAL RETURN
Pursuant to the amendments to Section 134(3)(a) and Section 92(3) of the Act read with Rule 12 of the Companies (Management and Administration) Rules, 2014 (including amendments thereof) notified by MCA, the extract of annual return of the Company is available on the website of the Company https://sunrestlifescience.com/.
15.BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Board of the Company has been duly constituted in accordance with the applicable provisions of the Companies Act, 2013.
There were changes in the composition of the Board of Directors and the Key Managerial Personnel during the Financial Year 2025 26, the details of which are provided below:
Ms. Neelam Gattani tendered her resignation on 13th January, 2026 from the post of Company Secretary of the company.
Mr. Nabil Ansari has been appointed as company secretary and compliance officer of the company in the meeting held on 16th January 2026.
The Board of Directors and Key Managerial Personnel, as of the date of this report, consists of the following members: -
| Name | Designation | DIN/PAN | Date of Appointment |
| 1. Amitbhai Shambhulal Thakkar | Whole-time director | 07962794 | 30/10/2017 |
| 2. Bhagyesh Kiritbhai Parekh | Non-Executive Director | 07613171 | 31/01/2022 |
| 3. Nikhilkumar Yashvntlal Thakkar | Managing Director | 07962800 | 30/10/2017 |
| 4. Bharatkumar Vardhilal Thakkar | Executive Director | 08346004 | 15/03/2021 |
| 5. Juhi Sawajani | Non-Executive Independent Director | 09811893 | 01/03/2023 |
| 6. Avani Ashwinkumar Shah | Non-Executive Independent Director | 09608898 | 01/03/2023 |
| 7. Nabil Ansari | Company Secretary | EYZPA9176A | 16/01/2026 |
| 8. Meha Bhagyesh Parekh | CFO | ARFPP0581P | 01/03/2023 |
As on the date of this Report, The Company has 6 (Six) Directors and 2 (Two) KMPs consisting of 2 (Two) Independent and Non- Executive Directors, 1 (One) Non- Executive and Non- Independent Director, 2 (Two) Executive Director, 1 (One) Managing Director, 1 (One) Chief Financial Officer and 1 (One) Company Secretary.
16.DIRECTOR RETIRING BY ROTATION
Mr. Amitbhai Shambhulal Thakkar (DIN: 07962794) Whole-time director and Mr. Nikhilkumar Yashvntlal Thakkar (DIN: 07962800) Managing Director, retire by rotation at the ensuing Annual General Meeting and, being eligible, have offered themselves for re-appointment pursuant to Section 152 of the Companies Act, 2013.
17.MEETINGS OF BOARD OF DIRECTORS
The Company has conducted 10 (Ten) Board Meeting during the financial year under review and the intervening gap between two consecutive Board Meetings were not more than 120 days, as required under section 173(1) of the Companies Act, 2013
| Type of Meeting | Date of Meeting |
| Board Meeting | 30.05.2025 |
| Board Meeting | 01.08.2025 |
| Board Meeting | 03.09.2025 |
| Board Meeting | 13.11.2025 |
| Board Meeting | 06.12.2025 |
| Board Meeting | 16.01.2026 |
| Board Meeting | 19.01.2026 |
| Board Meeting | 13.02.2026 |
| Board Meeting | 17.03.2026 |
| Board Meeting | 19.03.2026 |
18.MEMBERS MEETING
During the year under review, Annual General Meeting for the Financial Year 2024 25 was held on 27th September, 2025.
19.COMMITTEE MEETING
As on 31st March 2026, the Board had three Committees namely, Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee. The Composition of all the Committees is in line with the requirement of the Act. During the year, all the recommendations made by the Committees were approved by the Board.
AUDIT COMMITTEE:
The Audit Committee is having following member.
| NAME | DIN | POSITON IN COMMITTEE | NATURE OF DIRECTORSHIP |
| 1. Ms. Juhi Sawajani | 09811893 | Non-Executive and Independent Director | Chairman |
| 2. Mr. Nikhilkumar Yashvntlal Thakkar | 07962800 | Managing Director | Member |
| 3. Ms. Avani Ashwinkumar Shah | 09608898 | Non-Executive and Independent Director | Member |
The terms of reference of the Audit Committee are in conformity with the provisions of Section 177 and other applicable provisions of the Companies Act, 2013 and the Rules made thereunder. During the year under review, 4 Audit Committee Meetings were held which were attended by all the members of Audit Committee
| Type of Meeting | Date of Meeting |
| Meeting of Audit committee | 30.05.2025 |
| Meeting of Audit committee | 03.09.2025 |
| Meeting of Audit committee | 13.11.2025 |
| Meeting of Audit committee | 13.02.2026 |
NOMINATION AND REMUNERATION COMMITTEE:
The Nomination and Remuneration Committee is having following member.
| NAME | DIN | POSITONIN COMMITTEE | NATUREOF DIRECTORSHIP |
| 1. Ms. Juhi Sawajani | 09811893 | Non-Executive Director | Chairman |
| 2. Ms. Avani Ashwinkuma r Shah | 09608898 | Non-Executive and Independent Director | Member |
| 3. Mr. Bhagyesh Kirtibhai Parekh | 07613171 | Executive Director | Member |
The terms of reference of the Nomination and Remuneration Committee are in conformity with the provisions of Section 178 of the Companies Act, 2013 and Rules made thereunder. During the year under review, 2 meetings of Nomination and Remuneration Committee were held which were attended by all the members of Nomination and Remuneration Committee.
| Type of Meeting | Date of Meeting |
| 1. Meeting of Nomination and Remuneration Committee | 03.09.2025 |
| 2. Meeting of Nomination and Remuneration Committee | 16.01.2026 |
STAKEHOLDERS RELATIONSHIP COMMITTEE
The Stakeholders Relationship Committee is having following member.
| NAME | DIN | POSITON IN COMMITTEE | NATURE OF DIRECTORSHIP |
| 1. Mr. Bhagyesh Kiritbhai Parekh | 07613171 | Non-Executive Director | Chairman |
| 2. Ms. Avani Ashwinkumar Shah | 09608898 | Non-Executive and Independent Director | Member |
| 3. Mr. Bharatkumar Vardhilal Thakkar | 08346004 | Executive Director | Member |
The terms of reference of the Stakeholders Relationship Committee are in conformity with the provisions of the Companies Act, 2013 and Rules made thereunder. During the year under review, one meeting of Stakeholders Relationship Committee was held on 13th February, 2026 which were attended by all the members of Stakeholders Relationship Committee.
20.PARTICULARS OF LOANS, GUARANTEE OR INVESTMENTS BY
THE COMPANY
During the financial year under review, the Company made loans, guarantees and/or investments in compliance with the provisions of Section 186 of the Companies Act, 2013. The particulars of such loans, guarantees and investments are disclosed in the notes forming part of the Financial Statements.
21.PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH
RELATED PARTIES
All related party transactions as referred in Section 188(1) of the Companies Act, 2013 read with the rules made there under that were entered into during the financial year were on an arms length basis and were in the ordinary course of business. All related party transactions are placed before the Audit Committee.
The Company has formulated a Policy on related party transactions. This policy approved by the Board is uploaded on the Companys website on the below link: https://sunrestlifescience.com/
The particulars of contracts or arrangements with Related Parties referred to in Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC-2, form part of this Report as Annexure V.
22. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION
The Company has adopted Nomination and Remuneration Policy in accordance with the provisions of Companies Act, 2013 read with Rules issued there under and SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015. The said Policy of the Company, alia, provides that the Nomination and Remuneration Committee shall formulate the criteria for appointment of Executive, Non-Executive Director, and Independent Directors on the Board of Directors of the Company and persons in Senior Management of the Company, their remuneration including determination of qualifications, positive attributes, independence of Directors and other matters as provided under subsection (3) of section 178 of Companies Act, 2013 (including any statutory modification(s) or re-enactment (s) thereof for time being in force).
23.EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS
MADE BY THE STATUTORY AUDITORS OR SECRETARIAL AUDITORS IN THEIR REPORT
There were no qualifications, reservations, adverse remarks or disclaimers made by the Statutory Auditors in their report.
The provisions relating to submission of Secretarial Audit Report is applicable to the Company and forms part of this Annual Report in Annexure-I.
24. REMUNERATION PAID TO DIRECTORS
The disclosures required pursuant to the provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, relating to the remuneration of Directors, Key Managerial Personnel, are provided in Annexure III, which forms an integral part of this Directors Report.
25.CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Company does not meet the criteria for CSR as prescribed under section 135 and schedule VII of the Companies Act, 2013 and the rules prescribed there under. Hence, the disclosure of the details about the policy developed and implemented by the Company on CSR initiatives taken during the financial year is not applicable.
26.DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the provisions of clause (c) of sub section (3) of Section 134 of the Companies Act, 2013, the Board of Directors of the Company informed the members that:
(i) In the preparation of the annual accounts for the Financial Year ended on 31st March, 2026, the applicable accounting standards had been followed along with proper explanation relating to material departures;
(ii) 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,
(iii) 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;
(iv) The directors had prepared the annual accounts on a going concern basis; and
(v) 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; and
(vi) Internal financial controls have been laid down to be followed by the Company and that such internal financial controls are adequate and were operating effectively.
27.INTERNAL FINANCIAL CONTROL WITH REFERENCE TO THE
FINANCIAL STATEMENT
The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate. It has documented the procedures covering all financial and operating functions and processes. These have been designed to provide a reasonable assurance with regard to maintaining of proper accounting controls for ensuring the reliability of financial reporting, monitoring of operations, protecting assets from unauthorized use or losses and compliance with regulations.
Adequate internal control systems commensurate with the nature of the Companys business and size and complexity of its operations have been established and implemented. Internal control systems ensure the reliability of financial reporting, timely feedback on the achievement of operational and strategic goals, compliance with applicable laws and regulations and that all assets and resources are acquired economically, used efficiently and adequately protected.
During the year under review, no material or serious observations have been received from the Internal Auditors of the Company with respect to inefficiency or inadequacy of the controls.
28.SEBI COMPLAINTS REDRESS SYSTEM (SCORES)
The investor complaints are processed in a centralized web-based complaints redressal system. The salient features of this system are centralized database of all complaints, online upload of Action Taken Reports (ATRs) by the concerned companies and online viewing by investors of actions taken on the complaint and its current status. Your Company has been registered on SEBI SCORES Portal and makes every effort to resolve all investor complaints received through SCORES portal or otherwise within the statutory time limit from the receipt of the complaint.
During the financial year 2025-26, the Company did not receive any investor complaints through the SCORES portal. Accordingly, there were no investor complaints pending as on 31st March, 2026.
29.GREEN INITIATIVE
In compliance with Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Notice of the AGM along with the Annual Report 2025-26 is being sent only through electronic mode to those Members whose email addresses are registered with the Company/Depositories. Members may note that the Notice and Annual Report 2025-26 will also be available on the companys website https://sunrestlifescience.com/.
30.CODE OF CONDUCT FOR PROHIBITION OF INSIDER TRADING
The Board of Directors has adopted the Insider Trading Policy in accordance with the requirement of the Securities & Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015. The Insider Trading Policy of the Company lays down guidelines and procedures to be followed and disclosures to be made while dealing with shares of the Company as well as consequences of disclosures to be made while dealing with shares of the Company as well as consequences of violation. The Policy has been formulated to regulate, monitor and ensure reporting of deals by employees and to maintain the highest ethical standards of dealing in Companys shares.
The Insider Trading Policy of the Company covering the Code of practices and procedures for Fair disclosures of unpublished price sensitive information is available on the website https://sunrestlifescience.com/.
31.BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013 and Regulation 17 and Part D of Schedule II to the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, the Board has carried out the annual performance evaluation of its own performance, board committees and the Directors individually. 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 specified duties, obligations and governance.
A separate exercise was carried out to evaluate the performance of individual Directors, who were evaluated on parameters such as level of engagement and contribution, independence of judgement, safeguarding the interest of the Company and its minority shareholders etc.
The Independent Directors of the Company met on 06th December, 2025, without the presence of Non- Independent Directors and members of the management to review the performance of Non- Independent Directors and the Board of Directors as a whole, to review the performance of the Chairman and Whole time Director of the Company and to assess the quality, quantity and timeliness of flow of information between the management and the board of directors. The performance evaluation of the Independent Directors was carried out by the entire Board.
The Directors expressed their satisfaction with the evaluation process.
32.CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION AND
FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of conservation of energy and technology absorption have not been furnished considering the nature of activities undertaken by the Company during the year under review.
Further, the Foreign Exchange Earnings and outgo during the year under review is NIL (0).
33. PARTICULARS OF EMPLOYEES
Disclosures with respect to the remuneration of Directors and employees as required under Section 197 of the Companies Act and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 has been appended as Annexure III to this Report.
The information required pursuant to Section 197 of the Companies Act read with Rule 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company is not applicable to the Company as none of the employees of the Company fall within the purview of the information required under the said rules.
34. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has always believed in providing a safe and harassment-free workplace for every individual working in the Company. The Company has complied with the applicable provisions of the aforesaid Act, including constitution of the Internal Complaints Committee. 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. All employees (permanent, contractual, temporary and trainees) are covered under this Policy.
The following is a summary of complaints received and resolved during the reporting period:
| 1 Number of complaints received during the Financial Year | 0 |
| 2 Number of complaints disposed of during the Financial Year | 0 |
| 3 Number of cases pending for a period exceeding ninety days | 0 |
35. RISK MANAGEMENT
Risk Management is the process of identification, assessment and promotion of risks followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact of unfortunate events or to maximize the realization of opportunities. The Company ensures risks are identified by the Company and its mitigation process/measures are formulated in the areas from time to time, as may be required.
36. DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM FOR
DIRECTORS AND EMPLOYEES
The Company has a Whistle Blower Policy/ Vigil Mechanism in place. The objective of the Vigil Mechanism is to provide the employees, Directors, customers, contractors and other stakeholders of the Company an impartial and fair avenue to raise concerns and seek their redressal, in line with the Companys commitment to the highest possible standards of ethical, moral and legal business conduct and fair dealings with all its stakeholders and constituents and its commitment to open communication channels. The Company is also committed to provide requisite safeguards for the protection of the persons who raise such concerns from reprisals or victimization, for whistle blowing in good faith. The Board of Directors affirms and confirms that no personnel have been denied access to the Audit Committee.
The Policy contains the provision for direct access to the Chairman of the Audit Committee in appropriate or exceptional cases.
37. COMPLIANCE WITH THE SECRETARIAL STANDARDS ISSUED BY
THE INSTITUTE OF COMPANY SECRETARIES OF INDIA (ICSI)
The Company has complied with all the applicable and effective secretarial standards issued by the Institute of Company Secretaries of India (SS-1 & SS-2) and notified by the Central Government.
38. CORPORATE GOVERNANCE
Since the equity share capital of your Company is listed exclusively on the NSE Emerge Platform, the Company is exempted from compliance with Corporate Governance requirements, and accordingly the reporting requirements like Corporate Governance Report, Business Responsibility Report etc. are not applicable to the Company.
39. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
In terms of Regulation 34 read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Management Discussion and Analysis Report, which gives a detailed account of state of affairs of the Companys operations forms part of this Annual Report in Annexure-V.
40. OTHER DISCLOSURE/ REPORTING
The Directors state that there were no events requiring disclosure in respect of the following matters during the Financial Year under review:
Details relating to deposits covered under Chapter V of the Act;
Voting rights which are not directly exercised by the employees in respect of shares for the subscription/purchase of which loan was given by the Company (as there is no scheme pursuant to which such persons can beneficially hold shares as envisaged under section 67(3)(c) of the Act);
Significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Companys operations in future; and
Details in respect of frauds reported by the Auditors under section 143(12) other than those which are reportable to the Central Government, as there were no such frauds reported by the Auditors.
41. ACKNOWLEDGEMENT
We thank our customers, vendors, investors, service providers and bankers for their support during the year, without the respective contributions of which, the Company would not have been able to reach the current position. We are humble in acknowledging the participation and involvement of each one of them, and due to the existence of several such parties, your directors do not intend making any special mention of any one or few of them, but however, expect the continued co-operation and involvement with companys activities in the future as well. We place on record our appreciation of the contribution made by our employees at all levels. Our consistent growth was made possible by their hard work, leadership, co-operation and support.
Your directors wish to thank the Government Authorities and the various Government Agencies for their support and valuable guidance provided to the Company and look forward to their continued support in the future.
| For and on behalf of the Board of Directors, | |
| SUNREST LIFESCIENCE LIMITED | |
| Sd/- | Sd/- |
| NIKHILKUMAR Y THAKKAR | BHAGYESH K PAREKH |
| MANAGING DIRECTOR | NON-EXECUTIVE DIRECTOR |
| (DIN: 07962800) | (DIN: 07613171) |
| Place: Ahmedabad | |
| Date: 12.08.2026 |
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