Directors Report of ADS Diagnostic Ltd.

Mar 31, 2024

Your Directors are pleased to present the Thirty-Eight Annual Report on the business and operations of the Company together with
the Audited Financial Statements for the year ended March 31, 2024.

FINANCIAL HIGHLIGHTS (In Thousands)

PARTICULARS	2023-24 (INR ’000’)	2022-23 (INR ‘000’)
Operating Income	240,590	138,088
Profit before Interest & Depreciation	30,707	18,921
Less: a) Interest	4,086	3,245
b) Depreciation	1,627	1,912
Profit before Exceptional and Extraordinary item and Tax	24,994	13,765
Exceptional Item	-	8,901
Net Profit/ (Loss) before Taxation	24,994	4,864
Provision for Income Tax	6,572	1,218
Add: Short Provision for Income Tax for Previous years
Less:- Provision for Deferred Tax	(132)	(781)
Net Profit/ (Loss) after Taxation	18,500	4,060
Add: Other Comprehensive Income	(91)	383
Total Comprehensive income attributable to equity holders	18,409	4,443
Less: Balance of Profit/Loss Brought forward from previous years	21,255	18,541
Add: MAT Credit	0	0
Less: Dividend paid for Previous Year	1,973	1730
Balance carried to Balance Sheet	37,691	21,255

Results_of Business Operations and the State of Company’sAffairs

The operational income of the Company has increased from Rs.1,381 Lakhs to Rs. 2,405 Lakh registering a Positive growth of 74% in the
current year. The income from trading and servicing has increased from Rs. 1,263 Lakhs to Rs.2,282 Lakhs for the current year, while
Distribution Commission has increased from Rs. 54 Lakhs to Rs. 105 Lakhs for the current year. Overall income has increased by Rs.
1,025 Lakhs. During the year under review.

Directors’ Responsibility Statement

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;

The director’s had taken proper and sufficient care for the maintenance of adequate accounting records in accordancewith the provisions of
this Act for safe guarding the assets of the company and for preventing and detecting fraud and other irregularities;

The directors had prepared the annual accounts on a going concern basis; and the directors, in the case of a listed company, had laid down
internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating
effectively.

Internal financial control means the policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of its business
including adherence to Company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and
completeness of the accounting records and the timely preparation of reliable financial information.

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.

Listing

Shares of your Company continue to be listed on Bombay Stock Exchange Limited, Mumbai, and the listing fee has been paid for the year
2023-2024 in the month April, 2024.

Directors

The Board of Directors of the Company is duly constituted. In accordance with the provisions of Section 152 of the Act, Dr. (Mrs.) Versha
Sehgal, Director of the Company, retires by rotation and being eligible, offer himself for re-appointment. The Board recommended her re¬
appointment.

Further, brief profile and other details of Dr. (Mrs.) Versha Sehgal are provided in the Notice of the Annual General Meeting.

Independent Directors

The term and conditions of appointment of independent directors are as per Schedule IV of the Act Pursuant to the Provisions of Section
134(3)(d) read with Section 149(6) the declaration by the independent Directors that they meet the criteria of independence has been received.
During the year under review, the Non- Executive independent Directors of the Company had no pecuniary relationship or transactions with the
Company.

Board Evaluation

The board of directors has carried out an annual evaluation of its own performance, Board committees and individual directors pursuant to the
provisions of the Act and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The
Board has devised a policy on the evaluation of performance of board of Directors, Committee and Individual Directors. Accordingly, the
Chairman of the Nomination and Remuneration Committee obtained from all the board members duly filled in evaluation templates for
evaluation of the Board as a whole, evaluation of the committees and peer evaluation. The summary of the evaluation reports were presented
to the respective Committees and the Board for their consideration. The performance of the committees was evaluated by the board after
seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee
meetings, etc.

Auditors

The Auditors, M/s V.N Purohit & Co., Chartered Accountants, New Delhi, hold office till the conclusion of the ensuing Annual General
Meeting and are recommended for ratification of appointment. They have submitted a certificate in accordance with the applicable
provisions of the companies Act 2013, confirming their eligibility and willingness for re-appointment.

Policy on Directors’ appointment and remuneration and other details

The Company''s policy on directors'' appointment and remuneration and other matters provided in Section 178(1) & (3) of the Act has
been disclosed in the Corporate Governance Report which forms part ofthe directors'' report.

Audit committee and Vigil Mechanism

The details pertaining to composition of audit committee and vigil mechanism are included in the Corporate Governance Report, which
forms part ofthis report.

Auditors’ report and secretarial auditors’ report

The auditors'' report and secretarial auditors'' report does not contain any qualifications, reservations or adverse remarks. Report of the
secretarial auditor is given as an annexure which forms part of this report.

Particulars of loans, guarantees and investments

There was no Loan, Guarantees or Investments made by the Company under Section 186 of the Companies Act, 2013, during the year under
report and hence the said provision is not applicable.

Transactions with related parties

There was no contract or arrangements made with related partiesas defined under Section 188 of the Companies Act, 2013, during the year
under report. The details of transactions with the Company and related parties are given for information under notes to Accounts.

Extract of Annual Return

As provided under Section 92(3) of the Act, the extract of annual return is attached to this report in the prescribed Form MGT-9.

Provisions of Section 135 ofthe Companies Act, 2013, are notapplicable to the Company.

Reserves

No amount is proposed to transfer/carry to any reserve.

Dividend

Based on company performance the directors have recommended a payment of dividend of Rs. 0.12 (12%) per equity shares
of Rs. 10 each on share capital amounting to Rs. 26.3 1 Lakhs.

Change in the Nature of the Business

There is no change in the nature ofthe Business ofthe Company during the year under report.

Material Changes

No material changes and commitments affecting the financialposition ofthe Company occurred between the end ofthe financial year to which
this financial statement relates till the date of this report.

Conservation of Energy, Technology Absorption.Foreign Exchange Earnings and Outgo.

The information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo is given in the
Annexure forming part ofthis Report.

Risk Management

The Company does not have any Risk Management Policy as the elements of risk threatening the Company''s existence are very
minimal.

Disclosures under Sexual Harassment of Women at Workplace (Prevention. Prohibition & Redressal) Act, 2013.

Your Directors state that the company has zero tolerance on sexual harassment at workplace. During the year under review, there were
no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Transfer to Unclaimed Dividend to lEPF.

Section 124 of the Companies Act, 2013, read with Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and
Refund) Rules, 2016 (“the Rules”), as amended, mandate the companies to transfer the dividend that has remained unclaimed/un-encashed for
a period of seven years from the unpaid dividend account to the Investor Education and Protection Fund (IEPF). Further, the Rules also
mandate that the shares on which dividend has not been claimed or encashed for seven consecutive years or more be transferred to the IEPF.

The following table provides a list of years for which unclaimed dividends and their corresponding shares would become eligible to be
transferred to the IEPF on the dates mentioned below:

Year	Dividend Per Share (In Rs.)	Date of Declaration	Due Date for Transfer to IEPF
2022-23	0.90	29.05.2023	27.05.2030

Significant and Material orders passed by the Regulators or Courts or Tribunals

No significant or material orders were passed by any Regulator or Courts or Tribunals which impact the going concern status and
Company''s operations in future.

Internal Financial Controls

The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls
were tested and no reportable material weakness in the design or operation was observed.

Managerial Remuneration and Particulars of Employees

The information pertaining to particulars of employees as Section 197 ofthe Companies Act, 2013, read with Rule 5 ofthe Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, is given in the Annexure forming part of this Report.

Deposits

The Company has not accepted any deposits under Section 73 of Companies Act, 2013, during the financial year under report.

Corporate governance provisions as specified in Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, are not applicable to the Company. However, as per the governance policies of the Company, the Company has substantially
followed and observed these regulations. A report on Corporate Governance covering among others details of meetings of the Board and Committees
along with a certificate for compliance with the regulations of Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

Management Discussion and Analysis Report

A detailed analysis of your Company''s performance is discussed in the Management Discussion and Analysis Report,which forms part of this
Annual Report.

Acknowledgment

Your Directors wish to place on record their appreciation for the co-operation and assistance extended by the Company''s employees, medical
professionals, customers, vendors and academic institutions. Your Directors also acknowledges gratefully the shareholders for their support
and confidence reposed on your Company.

For and on behalf of the board of directors
S/D- S/D-

Place New Delhi Gautam Sehgal Dr.(Mrs.) Versha Sehgal

Date: 30/05/2024 DIN 00034243 DIN 00034303

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Mar 31, 2014

Dear MEMBERS,

The Directors have pleasure in presenting the Twenty Ninth Annual Report together with the Audited accounts for the year ended 31st March 2014.

FINANCIAL RESULTS 2013-2014 2012-2013 (Rs.) (Rs.)

Operating Income 7,42,92,535 56,422,453

Profit before Interest & Depreciation 5,013,600 17,76,694

Less: a) Interest 19,93,377 1,131,969

b)Depreciation 19,61,123 2,045,679 Net Profit / (Loss) before Taxation 10,59,100 (1,400,954)

Provision for Income Tax 7,63,000 0

Provision for Deferred Tax (1,41,676) (270,91 5)

Net Profit / (Loss) after Taxation 4,37,776 (1,130,039)

Add: Balance of Profit Brought forward from previous years 13,34,112 (2,44,730)

Add: Excess/ (Short) Provision for income Tax for Previous years 0 (40,657)

Balance carried to Balance Sheet 8,96,336 1,334,1 12

OPERATIONS:

The operational income of the Company has increased from Rs.564.22 Lacs to Rs.742.92 Lacs registering a growth of 31.67 % in the current year. Income from scanning business has marginally increased from Rs. 0.92 Lacs to Rs. 1.10 Lacs during the year under review. The income from trading and servicing has increased from Rs. 497.33 Lacs to Rs. 591.98 Lacs for the current year. While Distribution Commission has increased from Rs. 60.75 Lacs to Rs. 140.27 Lacs for the current year. Overall income has increased by Rs. 1 78.70 Lacs, during the year under review.

INCOME FROM NON DIAGNOSTIC BUSINESS:

The Overall income is increasing year after year. The company has earned profit of Rs.4.38 Lacs after tax as Against the loss of Rs. 11.30 Lac in Previous Year. The Directors are hopeful to achieve further growth in the year 2014-15, as the company has undertaken new projects/Tenders.

DIVIDEND:

Due to the past losses the Board expresses their inability to recommend any dividend for the year 201 3- 2014.

LISTING:

Shares of your Company continue to be listed on Bombay Stock Exchange Limited, Mumbai and the listing fee has been paid for the year 2014-201 5 in the month of May, 2014.

DIRECTORS:

Mr. Cirish Sareen & Mr. Ravi Kohli, Directors of the Company retire by rotation and being eligible, offer themselves for reappointment.

The Board recommends to the shareholders the re-appointments of the above-mentioned Directors.

THE DIRECTORS RESPONSIBILITY

Pursuant to the requirement under Section 134(5) of the Companies Act, 2013 with respect to Directors'' Responsibility Statement, it is hereby confirmed:

i) That in the preparation of the accounts for the financial year ended 31st March, 2014, the applicable accounting standards have been followed along with proper explanation related to material departures;

ii) That the Directors have selected such accounting policies and applied them consistently and made adjustments and estimates that are reasonable and prudent so as to give a 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) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 201 3 for safeguarding the Assets of the Company and for preventing and detecting fraud and other irregularities;

iv) That the Directors have prepared the accounts for the financial year ended 31st March 2014 on a ''going concern'' basis.

AUDITORS'' REPORT AND RE-APPOINTMENT OF AUDITORS

The Auditors, M/s R. Nagpal Associates, Chartered Accountants, New Delhi hold office till the conclusion of the ensuing Annual General Meeting and are recommended for re-appointment. They have submitted a certificate in accordance with the applicable provisions of the companies Act 2013, confirming their eligibility and willingness for re-appointment.

The observation of Auditors and Notes on Accounts are self-explanatory.

PARTICULARS OF EMPLOYEES

The Provisions of Section 21 7 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended by Amendment Rules, 2011 do not apply, as none of the employees of the Company was paid a salary of Rs. 5,00,000/- (Rupees Five lacs only) or more per month, if employed for part of the year or Rs.60,00,000/- (Rupees Sixty lacs only) per annum, if employed throughout the year.

FIXED DEPOSITS

The Company has not accepted any deposits under Section 73 of Companies Act, 2013 during the financial year under review.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EARNINGS AND OUTGO

The information pertaining to conservation of energy, technology absorption, foreign exchange earnings and Outgo is given in the Annexure forming part of this Report.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the co-operation and assistance extended by the Bankers, the Medical Professionals and the Staff.

For and on behalf of the Board of Directors

DR. GAUTAM SEHAL MR. RAVI KOHLI MANAGING DIRECTOR DIRECTOR

PLACE-: NEW DELHI DATE-: 30thMAY 2014.

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Mar 31, 2013

TO THE MEMBERS:

The Directors have pleasure in presenting the Twenty Eighth Annual Report together with the audited accounts for the year ended 31st March 2013.

FINANCIAL RESULTS 2012-2013 2011-2012 (Rs.) (Rs.)

Operating Income 56,422,4 53 41,153,323

Profit before Interest & Depreciation 17,76,694 42,66,692

Less: a) Interest 1,131,969 829,714

b) Depreciation 2,045,679 2,949,370

Net Profit / (Loss) before Taxation (1,400,954) 464,355

Provision for Income Tax 0 600,000

Provision for Deferred Tax (270,915) (248,001)

Net Profit / (Loss) after Taxation (1,130,039) 112,356

Add: Balance of Profit Brought forward from previous years (2,44,730) (336,627)

Add: Excess/ (Short) Provision for Income Tax for Previous years (40,657) 20,459.00

Balance carried to Balance Sheet 1,334,112 (244,731)

OPERATIONS:

The operational income of the Company has increased from Rs. 411.53 Lacs, to Rs. 564.22 Lacs, registering a growth of 37.10% in the current year. Income from scanning business has decreased from Rs. 10.77 to Rs. 0.92 Lacs during the year under review. The income from trading and servicing has increased from Rs. 236.74 Lacs to Rs. 497.33 Lacs for the current year. While Distribution Commission has decreased from Rs. 158.88 Lacs to Rs. 60.75 Lacs for the current year. Overall income has increased by Rs. 152.69 Lacs, during the year under review.

INCOME FROM NON DIAGNOSTIC BUSINESS:

The Overall income is increasing year after year. However, company has incurred a loss of Rs. 14.00 Lacs before tax due to reason mentioned above. The Board of Directors are hopeful turned-around in the year 2013-14, as the company has undertaken a new projects/Tenders.

DIVIDEND:

Due to the loss the Board expresses their inability to recommend any dividend for the year 2013-2014.

LISTING:

Shares of your Company continue to be listed on Bombay Stock Exchange Limited, Mumbai and the listing fee has been paid for the year 2013-2014 in the month of May, 2013.

DIRECTORS:

Dr. Gautam Sehgal & Dr. Vivek Sehgal, Directors of the Company retire by rotation and being eligible, offer themselves for reappointment.

The Board recommends to the shareholders the re-appointments of the above-mentioned Directors.

THE DIRECTORS RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 217(2AA) OF THE COMPANIES ACT (AMENDMENT ACT), 2000

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors'' Responsibility Statement, it is hereby confirmed:

i) That in the preparation of the accounts for the financial year ended 31st March, 2013, the applicable accounting standards have been followed along with proper explanation related to material departures;

ii) That the Directors have selected sound accounting policies and applied them consistently and made adjustments and estimates that were reasonable and prudent so as to give a 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 the year under review;

iii) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the Assets of the Company and for preventing and detecting fraud and other irregularities;

iv) That the Directors have prepared the accounts for the financial year ended 31st March 2013 on a ''going concern'' basis.

AUDITORS'' REPORT AND RE-APPOINTMENT OF AUDITORS

The Auditors, M/s R. Nagpal Associates, Chartered Accountants, New Delhi hold office till the conclusion of the ensuing Annual General Meeting and are recommended for re-appointment. They have furnished a certificate to the effect that their re-appointment, if made, will be in accordance with Section 224 (IB) of the Companies Act, 1956.

The observation of Auditors and Notes on Accounts are self-explanatory.

EMPLOYEES PARTICULARS j

The Provisions of Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended by Amendment Rules, 2011 do not apply, as none of the employees of the Company was paid a salary of Rs. 5,00,000/- (Rupees Five Lacs Only) or more per month, if employed for part of the year or i Rs.60,00,000/- (Rupees Sixty Lacs Only) per annum, if employed throughout the year.

FD£ED DEPOSITS

The Company has not accepted any deposits under Section 58A of Companies Act, 1956 during the financial year under review.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EARNINGS AND OUTGO

The information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo is given in the Annexure forming part of this Report.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the co-operation and assistance extended by the Bankers, the Medical Professionals and the Staff.

For and on behalf of the Board of Directors

Dr. Gautam Sehgal Dr. (Mrs.) Versha Sehgal Managing Director Director

Place: New Delhi

Date: 30th May 2013.

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Mar 31, 2012

The Directors have pleasure in presenting the Twenty Seventh Annual Report together with the audited accounts for the year ended 31st March 2012.

FINANCIAL 2011-2012 2010-2011 RESULTS (Rs.) (Rs.)

Operating Income 41153323.33 36817661.93

Profit before Interest & Depreciation 4266691.79 5748384.00

Less: a) Interest 852967.25 1313343.84 b) Depreciation 2949370.45 3493130.44

Net Profit/(Loss) before Taxation 464354.09 941909.72

Provision for Income Tax 600000.00 175000.00

Provision for Deferred Tax (248001.00) 4266.00

Net Profit/(Loss) after Taxation 112355.09 762643.72

Add: Balance of Profit Brought

Forward from previous years (336626.99) (1074430.71)

Add: Excess/(Short) Provision for Income Tax for Previous Years (20459.00) (24840.00) Balance carried to Balance Sheet (244730.90) (336626.99)

OPERATIONS:

The operational income of the Company has increased from Rs. 368.18 Lacs to Rs. 411.53 Lacs, registering a growth of 11.77% in the current year. Income from scanning business has decreased from Rs. 17.12 Lacs to Rs. 10.77 Lacs during the year under review. The income from trading and servicing has decreased from Rs. 293.23 Lacs to Rs. 236.74 Lacs for the current year. While Distribution Commission has increased from Rs. 50.90 Lacs to Rs. 158.88 Lacs for the current year. Overall income has increased by Rs. 43.35 Lacs, during the year under review.

INCOME FROM NON DIAGNOSTIC BUSINESS:

The Overall income has increased during the year. However, profit before tax was lower due to stiff competition is Rs. 4.64 Lacs. The Board of Directors are hopeful to win the tenders in the year 2012-13 by which performance of the company will improve further.

DIVIDEND:

Due to the past losses the Board expresses their inability to recommend any dividend for the year 2012-2013.

LISTING:

Shares of your Company continue to be listed on Bombay Stock Exchange Limited, Mumbai and the listing fee has been paid for the year 2012-2013 in the month of April, 2012.

DIRECTORS:

Mr. Anil Mithal & Mrs. Radhika Sehgal, Directors of the Company retire by rotation and being eligible, offer themselves for reappointment.

The Board recommends to the shareholders the re-appointments of the above-mentioned Directors.

THE DIRECTORS RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 217(2AA) OF THE COMPANIES ACT (AMENDMENT ACT), 2000

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors' Responsibility Statement, it is hereby confirmed:

i) That in the preparation of the accounts for the financial year ended 31st March, 2012, the applicable accounting standards have been followed along with proper explanation related to material departures;

ii) That the Directors have selected sound accounting policies and applied them consistently and made adjustments and estimates that were reasonable and prudent so as to give a 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 the year under review:

iii) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the Assets of the Company and for preventing and detecting fraud and other irregularities;

iv) That the Director have prepared the accounts for the financial year ended 31st March 2012 on a 'going concern' basis.

AUDITORS' REPORT AND RE-APPOINTMENT OF AUDITORS

The Auditors, M/s Khattar Khanna & Associates, Chartered Accountants, New Delhi has resigned as company's auditors. Board of Directors place on record their appreciation for the services rendered by M/s Khattar Khanna & Associates from 1999 to 2012 and in future also will continue giving honorary services as and when required by the company.

The observation of Auditors and Notes on Accounts are self-explanatory.

EMPLOYEES PARTICULARS

The Provisions of Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended by Amendment Rules, 2011 do not apply, as none of the employees of the Company was paid a salary of Rs. 5,00,000/- or more per month, if employed for part of the year or Rs. 60,00,000/- per annum, if employed through out the year.

FIXED DEPOSITS

The Company has not accepted any deposits under Section 58A of Companies Act, 1956 during the financial year under review.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EARNINGS AND OUTGO

The information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo is given in the Annexure forming part of this Report.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the co-operation and assistance extended by the Bankers, the Medical Profession-able and the Staff.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Dr. GAUTAM SEHGAL Dr.(Mrs.) VERSHA SEHGAL Managing Director Director



Place : New Delhi Date : 7th July, 2012.

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Mar 31, 2011

TO THE MEMBERS:

The Directors have pleasure in presenting the Twenty Sixth Annual Report together with the audited accounts for the year ended 31st March, 2011.

FINANCIAL RESULTS 2010-2011 2009-2010 (Rs.) (Rs.)

Operating Income 36817661.93 34092894.48

Profit before Interest & Depreciation 5748384.00 6123314.42

Less: a) Interest 1313343.84 1508688.15

b) Depreciation 3493130.44 3586140.71

Net Profit / (Loss) before Taxation 941909.72 1028485.56

Provision for Income Tax 175000.00 175000.00

Fringe Benefit Tax 0.00 0.00

Provision for Deferred Tax 4266.00 1199651.00

Net Profit / (Loss) after Taxation 762643.72 (346165.44)

Add: Balance of Profit Brought Forward from previous years (1074430.71) (717512.27)

Less: Transfer to General Reserve 0.00 0.00

Add : Excess / (Short) Provision for (24840.00) (10753.00) Income Tax for Previous Years

Add: Gratuity Fund surplus on adoption of revised AS 15 0.00 0.00

Balance carried to Balance Sheet (336626.99) (1074430.71)

OPERATIONS:

The operational income of the Company has increased from Rs. 340.93 lacs to Rs. 368.18 Lacs, registering a growth of 8%, in the current year. Income from scanning business has decreased from Rs. 41.88 lacs to Rs. 17.12 Lacs during the year under review. The income from trading and servicing has increased from Rs. 188.44 Lacs to Rs. 294.23 Lacs for the current year. While Distribution Commission has decreased from Rs. 101.88 Lacs to Rs. 50.90 Lacs for the current year. Overall income has increased by Rs. 27.25 Lacs, during the year under review.

INCOME FROM NON DIAGNOSTIC BUSINESS:

The Company has won the tenders for supply of Medical Equipment and hence the income from sales and services has picked up resulting in profit before Tax of Rs. 9.42 lacs for the year under review. The Board of Directors are hopeful to win the tenders in the year 2011- 12 by which performance of the company will improve further.

DIVIDEND:

Due to the past losses the Board expresses their inability to recommend any dividend for the year 2010-2011.

LISTING:

Shares of your Company continue to be listed on Bombay Stock Exchange Limited, Mumbai and the listing fee has been paid for the year 2011-2012 in the month of April, 2011.

DIRECTORS:

Mr. Ravi Kohli & Mr. Girish Sareen, Directors of the Company retire by rotation and being eligible, offer themselves for reappointment.

The Board recommends to the Shareholders the re-appointments of the above-mentioned Directors.

THE DIRECTORS RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 217(2AA) OF THE COMPANIES ACT (AMENDMENT ACT), 2000

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors' Responsibility Statement, it is hereby confirmed:

i) That in the preparation of the accounts for the financial year ended 31st March, 2011, the applicable accounting standards have been followed along with proper explanation related to material departures;

ii) That the Directors have selected sound accounting policies and applied them consistently and made adjustments and estimates that were reasonable and prudent so as to give a 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 the year under review;

iii) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the Assets of the Company and for preventing and detecting fraud and other irregularities;

iv) That the Directors have prepared the accounts for the financial year ended 31st March, 2011 on a 'going concern' basis.

AUDITORS' REPORT AND RE-APPOINTMENT OF AUDITORS

The Auditors, M/s Khattar Khanna & Associates, Chartered Accountants, New Delhi hold office till the conclusion of the ensuing Annual General Meeting and are recommended for re-appointment. They have furnished a certificate to the effect that their re-appointment, if made, will be in accordance with Section 224 (1B) of the Companies Act, 1956.

The observation of Auditors and Notes on Accounts are self-explanatory.

EMPLOYEES PARTICULARS

The Provisions of Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1999 as amended by Amendment Rules, 2002 do not apply, as none of the employees of the Company was paid a salary of Rs. 2,00,000/- or more per month, if employed for part of the year or Rs. 24,00,000/- per annum, if employed through out the year.

FDXED DEPOSITS

The Company has not accepted any deposits under Section 58A of Companies Act, 1956 during the financial year under review.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EARNINGS AND OUTGO

The information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo is given in the Annexure forming part of this Report.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the co-operation and assistance extended by the Bankers, the Medical Professionals and the Staff.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Dr. GAUTAM SEHGAL Dr. (Mrs.) VERSHA SEHGAL Managing Director Director

Place: New Delhi Date : 30th May, 2011.

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Mar 31, 2010

The Directors have pleasure in presenting the twenty fifth Annual Report together with the audited accounts for the year ended 31st March, 2010.

FINANCIAL RESULTS 2009-2010 2008-2009 (Rs.) (Rs.) Operating Income 34092894.48 48025575.12 Profit before Interest & Depreciation 6123314.02 6190956.46 Less: a) Interest 1508688.15 1691253.87 b) Depreciation 3586140.31 3761568.11 Net Profit / (Loss) before Taxation 1028485.56 738134.48 Provision for Income Tax 175000.00 80000.00 Fringe Benefit Tax 0.00 200000.00 Provision for Deferred Tax 1199651.00 23911.00 Net Profit / (Loss) after Taxation (346165.44) 434223.48 Add: Balance of Profit / (Loss) Brought Forward from previous years (717512.27)(2325246.75) Less: Transfer to General Reserve 0.00 0.00 Add : Excess / (Short) Provision for (10753.00) 0.00 Income Tax for Previous Years Add: Gratuity Fund surplus on adoption of 0.00 1173511.00 revised AS 15 Balance carried to Balance Sheet(1074430.71) (717512.27)

OPERATIONS:

The operational income of the Company has decreased from Rs. 480.26 lacs to Rs. 340.93 lacs in the current year. Income from scanning business has decreased from Rs. 92.14 lacs to Rs. 41.88 lacs during the year under review. The income from trading and servicing was Rs. 188.44 lacs as against Rs. 348.45 lacs for the previous year. While Distribution Commission was Rs.101.88 lacs as against Rs.38.10 lacs last year. Overall income has decrease by Rs. 139.33 lacs.

INCOME FROM NON DIAGNOSTIC BUSINESS:

The Company has won the tenders for supply of Medical Equipment and hence the income from sales and services has picked up, resulting in profit before Tax of Rs. 10.28 lacs for the year under review. The Board of Directors are hopeful to win the tenders in the year 2010-11 by which performance of the company will improve further.

DIVIDEND:

Due to past losses the Board expresses their inability to recommend any dividend for the year 2009-2010.

LISTING:

Shares of your Company continue to be listed on Bombay Stock Exchange Limited, Mumbai and the listing fee has been paid for the year 2010-2011 in the month of April, 2010.

DIRECTORS:

Dr. Gautam Sehgal & Dr. Vivek Shegal, Directors of the Company retire by rotation and being eligible, offer themselves for re-appointment.

The Board recommends to the shareholders the reappointments of the above-mentioned Directors.

THE DIRECTORS RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 217(2AA) OF THE COMPANIES ACT (AMENDMENT) ACT, 2000

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to Directors Responsibility Statement, it is hereby confirmed:

i) That in the preparation of the accounts for the financial year ended 31st March,

2010, the applicable accounting standards have been followed along with proper explanation related to material departures;

ii) That the Directors have selected sound accounting policies and applied them consistently and made adjustments and estimates that were reasonable and prudent so as to give a 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 the year under review;

iii) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the Assets of the Company and for preventing and detecting fraud and other irregularities;

iv) That the Directors have prepared the accounts for the financial year ended 31st March, 2010 on a going concern basis.

AUDITORS REPORT AND RE-APPOINTMENT OF AUDITORS

The Auditors, M/s Khattar Khanna & Associates, Chartered Accountants, New Delhi hold office till the conclusion of the ensuing Annual General Meeting and are recommended for re-appointment. They have furnished a certificate to the effect that their re-appointment, if made, will be in accordance with Section 224 (IB) of the Companies Act, 1956.

The observation of Auditors and Notes on Accounts are self-explanatory.

EMPLOYEES PARTICULARS

The Provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1999 as amended by Amendment Rules, 2002 do not apply, as none of the employees of the Company was paid a salary of Rs. 2,00,000/- or more •per month, if employed for part of the year or Rs. 24,00,000/- per annum, if employed through out the year.

FDOED DEPOSITS

The Company has not accepted any deposits under Section 58A of Companies Act, 1956 during the financial year under review.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EARNINGS AND OUTGO

The information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo is given in the Annexure forming part of this Report.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the co-operation and assistance extended by the Bankers, the Medical Professionals and the Staff.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS DR. GAUTAM SEHGAL DR. (MRS.) VERSHA SEHGAL Managing Director Director