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A Oneindia Venture

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Sensex 84,929.36 +0.53%

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Sensex 84,929.36 +0.53%

Nifty 25,966.40 +0.58%

22k Gold ₹ 12,300 /gm

Directors Report of Jeevan Scientific Technology Ltd.

Mar 31, 2024

The Directors have pleasure in presenting the 26th Directorsâ Report of the Company together with the Audited Statements of Accounts (Standalone and Consolidated) for the year ended 31 st March, 2024.

1. FINANCIAL SUMMARY/HIGH LIGHTS:

The performance of the Company for the period ended 31 st March, 2024 is as under:

/Rq In I

Particulars	Standalone		Consolidated
Particulars	2023-24	2022-23	2023-24	2022-23
Revenue from Operations	3850.17	3617.80	3965.04	3617.80
Other Income	69.00	106.19	67.46	107.41
Profit/Loss before depreciation, finance costs,	505.04	238.45	529.34	239.45
exceptional items and Tax expense
Less: Depreciation/Amortisation	554.68	502.36	592.93	507.32
Profit/Loss before finance costs, exceptional	(49.65)	(263.91)	(63.59)	(267.87)
items and Tax expense
Less: Finance Costs	73.28	97.76	96.80	100.41
Profit/Loss before Exceptional Items and Finance Costs	(122.93)	(361.86)	(160.39)	(368.27)
Add/(Less): Exceptional Items	â	â	â	â
Profit/Loss before Tax expense	(122.93)	(361.86)	(160.39)	(368.27)
(Less): Tax Expense (current & deferred)	17.96	61.56	27.67	61.79
Profit/(Loss) for the year (1)	(104.97)	(300.30)	(132.72)	(306.48)
Total Comprehensive lncome/(Loss) (2)	2.09	(8.60)	2.09	(8.60)
Total (1 2)	(102.87)	(308.90)	(130.62)	(315.08)
Earnings per share	(0.68)	(1.96)	(0.86)	(2.00)
Balance of profit /loss for earlier years	3283.58	3528.16	3270.94	3528.16
Less: Transfer to Debenture Redemption Reserve	--	-	--	-
Less: Transfer to Reserves	48.55	60.96	23.88	73.60
Less: Dividend paid on Equity Shares	--	183.62	--	183.62
Less: Dividend Distribution Tax	â	-	â	-
Balance carried forward	3332.13	3283.58	3294.82	3270.94

2. OVERVIEWS. STATE OF THE COMPANYâS AFFAIRS:

Revenues-standalone

During the year under review, the Company on a standalone basis has recorded an income of Rs. 3919.17 Lakhs and incurred a loss of Rs. 102.87 Lakhs as against the income of Rs. 3723.99 Lakhs and Loss of Rs. 308.90 Lakhs respectively in the previous financial year ending 31.03.2023.

Revenues - Consolidated

During the year under review, the Company on a consolidated basis has recorded an income of Rs. 4032.51 Lakhs and incurred a loss of Rs. 132.72 Lakhs as against the income of Rs. 3725.20 Lakhs and Loss of Rs. 306.48 Lakhs respectively in the previous financial year ending 31.03.2023.

3. DIVIDEND:

No dividend is proposed for the year under review.

4. TRANSFERTO RESERVES:

Pursuant to provisions of Section 134 (3) (j) of the Companies Act, 2013, the Company has not transferred any amount to general reserves account of the Company during the year under review.

5. MATERIAL CHANGES & COMMITMENT AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

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

6. SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS:

No significant or material orders have been passed against the Company by the Regulators, Courts or Tribunals, which impacts the going concern status and Companyâs operations in future.

7. REVISION OF FINANCIAL STATEMENTS:

There was no revision of the financial statements for the year under review.

8. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

The Company has not undergone any change in the nature of business during the F Y 2023-24.

9. DEPOSITS FROM PUBLIC:

The Company has not accepted any public deposits during the Financial Year ended March 31,2024 and as such, no amount of principal or interest on public deposits was outstanding as on the date of the balance sheet and hence there has been no non- compliance with the requirements of the Act.

10. INFORMATION ABOUT THE FINANCIAL PERFORMANCE / FINANCIAL POSITION OF THE SUBSIDIARIES/ASSOCIATES:

The Company has one subsidiary namely Nayas Laboratories Private Limited situated in Hyderabad, Telangana. In accordance with Section 129(3) of the Companies Act, 2013, a statement containing salient features of the financial statements of the subsidiary company in Form AOC-1 is attached herewith forming part of the Annual Report. In accordance with the proviso to Section 136(1) of the Companies Act, 2013, the Annual Report of your Company, containing therein its audited standalone and the consolidated financial statements has been placed on the website of the Company atwww.jeevanscientific.com.

11. COMPANIES WHICH HAVE BECOME OR CEASED TO BE SUBSIDIARIES:

During the financial year, no company have become or ceased to be subsidiary of the company.

12. INDEPENDENT DIRECTORâS FAMILIARIZATION PROGRAMMES:

Independent Directors are familiarized about the Company''s operations, businesses, financial performance and significant development so as to enable them to take well-informed decisions in timely

manner. Interaction with the Business heads and key executives of the Company is also facilitated. Detailed presentations on important policies of the Company are also made to the directors. Direct meetings with the Chairperson are further facilitated to familiarize the incumbent Director about the Company/its businesses and the group practices.

The details of familiarization programme held in FY 2023-24 are also disclosed on the Company''s website: http://www.jeevanscientific.com.

13. BOARD EVALUATION

Performance of the Board and Board Committees was evaluated on various parameters such as structure, composition, diversity, experience, corporate governance, competencies, performance of specific duties and obligations, quality of decision-making and overall Board effectiveness. Performance of individual Directors was evaluated on parameters such as meeting attendance, participation and contribution, engagement with colleagues on the Board, responsibility towards stakeholders and independent judgement.

All the Directors participated in the evaluation process conducted in February 2024. The Board discussed the performance evaluation reports of the Board, Board Committees, Individual Directors. The Board upon discussion noted the inputs of the Directors.

The detailed procedure followed for the performance evaluation of the Board, Committees and Individual Directors is enumerated in the Corporate Governance Report.

14. MEETINGSOFTHE BOARD

The Board of Directors duly met 4 (Four) times on 27.05.2023, 14.08.2023, 13.11.2023 and 14.02.2024 in respect of which meetings, proper notices were given and the proceedings were property recorded and signed in the Minutes Book maintained for the purpose.

15. COMMITTEESOFTHE BOARD

There are various Board Committees as stipulated under the Act and Listing Regulations namely Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship, Corporate Social Responsibility Committee and Risk Management Committee. Brief details pertaining to composition, terms of reference, meetings held and attendance thereat of these Committees during the year have been enumerated in Corporate Governance Reportforming part of this Annual Report.

16. AUDIT COMMITTEE RECOMMENDATIONS:

During the year, all recommendations of Audit Committee were approved by the Board of Directors.

17. APPOINTMENT / RE-APPOINTMENT / RESIGNATION / RETIREMENT OF DIRECTORS /CEO/ CFO AND KEY MANANGERIAL PERSONNEL

As on date of this report, the Company has ten Directors, out of which four are Independent and four are executive including one women director and two non-executive Directors.

a) Appointment/Re-appointment/Resignation of Directors/KMP of the Company

â¢ Resignation of Mr. Rama Krishna Prasad Kakaralaas Director of the Company with effect from 12th August, 2023.

â¢ Appointment of Mr. Divakar Atluri as Non-Executive Director of the Company with effect from 14th August, 2023.

â¢ Retirement of Mr. S. S. R. Koteswara Rao as an Independent Director of the Company with effect from 29th September, 2023.

â¢ Resignation of Mrs. Mrs. Sharvari Swapnil Shinde as Company Secretary of the Company with effect from 31st March, 2024.

â¢ Appointment of Mr. Krishna Sainadh Kodati as Company Secretary of the Company with effect from 30th May, 2024

b) Key Managerial Personnel:

Key Managerial Personnel for the financial year2023-24

â¢ Mr. Kuchipudi Krishna Kishore, Vice Chairmen and Managing Director of the company.

â¢ Mr. Jeevan Krishna Kuchipudi, Executive Director and CFO of the company.

â¢ Mrs. Snigdha Mothukuri, Executive Directorand CEO of the company.

â¢ Mr. NageswarRao Yarllagadda, Executive Director of the company.

â¢ Mr. Krishna Sainadh Kodati as Company Secretary and Compliance Officer of the company.

c) Information u/r 36(3) of SEBI (LODR), Regulations, 2015:

As required under regulation 36 (3) of the SEBI (LODR), Regulations, 2015, brief particulars of the Directors seeking appointment/re-appointments are given as Annexure Ato the notice of the AGM forming part of this Annual Report.

18. STATUTORYAUDIT ANDAUDITORS REPORT:

The members of the Company in accordance with Section 139 of the Companies Act, 2013 have passed a resolution for appointment of M/s. Pavuluri & Co., Chartered Accountants, Hyderabad (Firm Registration No. 012194S) as Statutory Auditors of the Company fora period of 5 years in the AGM held on 29.09.2022 to hold office up to the conclusion of 29th Annual General Meeting of the Company to be held for the financial year2026-2027.

The notes of the financial statements referred to in the Auditors'' Report issued by M/s. Pavuluri & Co., Chartered Accountants, Hyderabad for the financial year ended on 31st March, 2024 are self-explanatory and do not call for any further comments. The Auditorsâ Report does not contain any qualification, reservation or adverse remark.

19. INTERNALAUDITORS:

Pursuant to provisions of Section 138 read with Rule 13 of the Companies (Accounts) Rules, 2014 and Section 179 read with Rule 8(4) of the Companies (Meetings of Board and its Powers) Rules, 2014; during the year under review, the Internal Audit of the functions and activities of the Company was undertaken by M/s. KP& Associates the Internal Auditor of the Company.

Deviations are reviewed periodically and due compliance was ensured. Summary of Significant Audit Observations along with recommendations and its implementations are reviewed by the Audit Committee and concerns, if any, are reported to the Board. There were no adverse remarks or qualification on accounts of the Company from the Internal Auditor.

The internal audit is conducted at the Company and covered all key areas. All audit observations and follow up actions are discussed with the Management as also the Statutory Auditors and the Audit Committee reviews the same regularly.

The Board has re-appointed M/s. K P & Associates, Chartered Accountants, Hyderabad, as Internal Auditors for the Financial Year 2024-25.

20. SECRETARIAL AUDITOR & AUDIT REPORT:

In terms of section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, based upon the recommendations of the Audit Committee, the Board of Directors had appointed Mrs. Aakanksha Sachin Dubey, Practicing Company Secretary (CP No. 20064) as the Secretarial Auditor of the Company, for conducting the Secretarial Audit for financial year ended March 31,2024.

The Secretarial Audit was carried out by Mrs. Aakanksha Sachin Dubey, Company Secretary for the financial year ended March 31, 2024. The Report given by the Secretarial Auditor is annexed herewith as Annexure-I and forms integral part of this Report. The Secretarial Audit Report does not contain any qualification, reservation oradverse remark.

The Board has also appointed Mrs. Aakanksha Sachin Dubey, Practicing Company Secretary as Secretarial Auditor to conduct Secretarial Audit of the Company for the financial year 2024-25.

21. ANN UAL SECRETARIAL COMPLIANCE REPORT:

SEBI vide its Circular No. CIR/CFD/CMD1/27/2019 dated February 08,2019 read with Regulation 24(A) of the Listing Regulations, directed listed entities to conduct Annual Secretarial compliance audit from a Practicing Company Secretary of all applicable SEBI Regulations and circulars/guidelines issued thereunder. Further, Secretarial Compliance Report dated May 24, 2024, was given by Mrs. Aakanksha Sachin Dubey, Practicing Company Secretary which was submitted to BSE Limited.

22. COST RECORDS AND COST AUDIT:

Maintenance of cost records and requirement of cost audit as prescribed under the provisions of Section 148( 1) of the Act, are not applicable for the business activities carried out by the Company.

23. NO FRAUDS REPORTED BY STATUTORY AUDITORS:

During the Financial Year 2023-24, the Auditors have not reported any matter under section 143(12) of the Companies Act, 2013, therefore no detail is required to be disclosed under section 134(3) (ca) of the Companies Act, 2013.

24. DECLARATION FROM INDEPENDENT DIRECTORS ON ANNUAL BASIS

The Company has, inter alia, received the following declarations from all the Independent Directors as prescribed under sub-section (6) of Section 149 of the Companies Act, 2013 and under Regulation 16( 1 )(b) read with Regulation 25 of the SEBI (LODR), Regulations, 2015 confirming that:

a. they meet the criteria of independence as prescribed under the provisions of the Act, read with Schedule IV and Rules issued thereunder, and the Listing Regulations. There has been no change in the circumstances affecting theirstatus as Independent Directors of the Company;

b. they have complied with the Code for Independent Directors prescribed under Schedule IV to the Act; and

c. they have registered themselves with the Independent Director''s Database maintained by the Indian Institute of Corporate Affairs and have qualified the online proficiency self-assessment test or are exempted from passing the test as required in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014.

d. theyhad no pecuniary relationship or transactions with the Company, other than sitting fees, commission and reimbursement of expenses incurred by them for the purpose of attending meetings of the Board of Directors and Committee(s).

The Board of Directors of the Company has taken on record the declaration and confirmation submitted by the Independent Directors after undertaking due assessment of the veracity of the same.

25. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO:

The required information as per Sec. 134 of the Companies Act 2013 is provided hereunder:

A. Conservation of Energy:

The Company''s operations are not energy intensive. Adequate measures have been taken to conserve energy wherever possible by using energy efficient computers and purchase of energy efficient equipment.

B. Technology Absorption:

Research and Development (R&D): JSTLâs Bioanalytical research laboratory is designed with state of the art facility equipped with advanced analytical instrumentation having 2 processing labs and 4 LC-MS/MS labs, currently accommodating 10 LCMS/MS instruments and one ELISA. JSTL offers a unique combination of highly trained workforce enabled with well-equipped bio analytical Research and Development (R&D) laboratory. There was considerable adoption of new and challenging techniques by our expert scientists to utilize our instruments to the best possible extent in development of methods used for assessment of some critical and complex molecules.

The Company promotes innovation and ambitious work culture across all levels; we strive to adopt and upgrade to new technology as well as new techniques/processes wherever applicable and feasible to improve and optimize our systems resulting in high Quality deliverables to our customers. We are continuously driving towards automation/digitization, resulting in more paperless procedures, accurate

database management, easy workflow management, reduced turnaround times and considerable cost reduction with strict adherence to regulatory compliance.

C. Foreign Exchange Earnings and Out Go:

The foreign exchange earned in terms of actual inflows during the year and the foreign exchange outgo during the year in terms of actual outflow: Please refer notes to accounts attached to this report.

26. CORPORATE GOVERNANCE:

Your Company has taken adequate steps to ensure compliance with the provisions of Corporate Governance as prescribed under the Listing Regulations. A separate section on Corporate Governance, forming a part of this Report and the requisite certificate from the Company''s Auditors confirming compliance with the conditions of Corporate Governance is attached to the report on Corporate Governance as Annexure-I I.

27. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Management discussion and analysis report for the year under review as stipulated under Regulation 34(2) (e) read with schedule V, Part B of SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015 with the stock exchange in India is annexed herewith as Annexure-I 11 to this report.

28. RISK MANAGEMENT POLICY:

The Board of Directors had constituted Risk Management Committee to identify elements of risk in different areas of operations and to develop policy for actions associated to mitigate the risks. The Committee is responsible for reviewing the risk management plan and ensuring its effectiveness. The major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continual basis.

29. ANNUALRETURN:

Pursuant to Sections 92 & 134(3) of the Act and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return in Form MGT-7 is also available on the Company''s website: https://www.jeevanscientific.com.

30. AUTHORISED AND PAID-UP CAPITALOF THE COMPANY:

The authorized capital of the company stands at Rs. 21,00,00,000 /- divided into 2,10,00,000 equity shares of Rs. 10/-each.

The paid-up Share capital of the Company stands at Rs.15,48,02,150/- divided into 1,54,80,215 equity shares of Rs.10/- each.

31. DECLARATION FROM DIRECTORS

None of the Directors of the Company are disqualified from being appointed as Directors as specified under Section 164(1) and 164(2) of the Act read with Rule 14(1) of the Companies (Appointment and Qualifications of Directors) Rules, 2014 (including any statutory modification(s) and/or re-enactment(s) thereof for the time being in force) or are debarred or disqualified by the Securities and Exchange Board of India (âSEBIâ), Ministry of Corporate Affairs (âMCAâ) or any other such statutory authority.

All members of the Board and Senior Management have affirmed compliance with the Code of Conduct for Board and Senior Management for the financial year 2023-24. The Company had sought the following certificates from independent and reputed Practicing Company Secretaries confirming that:

a. none of the Director on the Board of the Company has been debarred or disqualified from being appointed and/or continuing as Directors by the SEBI/MCAorany othersuch statutory authority.

b. independence of the Directors of the Company in terms of the provisions of the Act, read with Schedule IV and Rules issued thereunderand the Listing Regulations.

32. DIRECTORâS RESPONSIBILITY STATEMENT:

In pursuance of section 134 (5) of the Companies Act, 2013, the Directors hereby confirm that:

a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b) 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 yearand of the profit and loss of the company for that period;

c) 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;

d) The Directors had prepared the annual accounts on a going concern basis; and

e) The Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

f) 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.

33. VIGILMECHANISM/WHISTLE BLOWER POLICY:

The Company has formulated a Vigil Mechanism / Whistle Blower Policy pursuant to Reg. 22 of SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015 and Section 177(10) of the Companies Act 2013, enabling stakeholders to report any concern of unethical behaviour, suspected fraud orviolation.

The said policy inter-alia provides safeguard against victimization of the Whistle Blower. Stakeholders including directors and employees have access to the Vice Chairman and Managing Director and Chairperson of the Audit Committee.

During the year under review, no stakeholder was denied access to the Chairperson of the Audit Committee. The policy is available on the website of the Company at www.jeevanscientific.com.

34. EMPLOYEE STOCKOPTION SCHEME:

The Company adopted an Employee Stock Option (ESOP) scheme, namely âEmployee Stock Option Scheme 2016-" (âJSTL- ESOP Scheme 2016) which helps the Company to retain and attract right talent. The Nomination and Remuneration Committee (NRC) administers the Company''s ESOP scheme. There were no changes in the ESOP scheme during the financial year under review. The scheme is in compliance with the Securities and Exchange Board of India (Share-Based Employee Benefits and Sweat Equity) Regulations, 2021.

Following are the details of the E SOPs as on date of Directors Report:

SI. No.	Details Related to ESOPS	JSTL ESOP Scheme 2016
1.	Description of each ESOP that existed at any times during the year, including the general terms and conditions of each ESOPS including:
	a. Date of Shareholders Approval	30.09.2016
	b. Total no. of options approved under ESOPS	25,00,000
	c. Vesting Requirements	Vesting period shall not be less than one year and not more than 5 years from the date of grant of options.
	d. Exercise price or Pricing Formula	As decided by NRC
	e. Maximum term of options granted	5 years

	f. Source of shares (primary, secondary or combination)	Primary
	g. Variation in terms of options	-
2	Method used to account for ESOPS	Blackscholes
3	Option movement during the year:
aa.	Number of options outstanding at the beginning of the period	14,24,000
bb.	Adjustment on account of bonus issue (if any)	NA
cc.	No. of options granted during the year	0
dd	No. of options forfeited/lapsed during the year added back to the pool	2,47,000
ee.	No. of options vested during the year	2,04,000
ff.	No. of options exercised during the year	0
gg	No. of shares arising as a result of exercise of options	0
hh	Money realized by exercise of options (INR), if scheme is implemented directly by the company	0
ii.	Loan repaid by the trust during the year from exercise price received	NA
jj	No. of option outstanding at the end of the year (including the lapsed options being added back to pool account)	16,71,000
kk.	No. of options exercisable at the end of the year	NA
4.	Weighted average exercise prices and weighted average fair values of options shall be disclosed separately for options whose exercise price either equals or exceeds or is less than the market price of the stock	NA

Disclosure in compliance with the Securities and Exchange Board of India (Share-Based Employee Benefits and Sweat Equity) Regulations, 2021 are available on the company website of the company at website: https://www.jeevanscientific.com.

Further, a certificate from Mrs. Aakanksha Sachin Dubey, Secretarial Auditor of the Company certifying that the (âJSTL- ESOP Scheme 2016) has been implemented in accordance with these regulations and in accordance with the resolution of the Company in the general meeting is enclosed as Annexure-I V.

35. CORPORATE SOCIAL RESPONSIBILITY (CSR, COMPOSITION OF CSR COMMITTEE AND CONTENTS OF CSR POLICY)

The company has attracted the provisions of Corporate Social Responsibility u/s 135 of Companies Act, and accordingly has formed the CSR committee to oversee the CSR activities, adopted the CSR policy may be accessed on the Company''s website at: www.jeevanscientific.com. The Corporate Social Responsibility Report is enclosed as Annexure V.

In terms of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014 as amended (âCSR Rules") and in accordance with the CSR Policy, during the financial year 2023-2024, your Company has spent Rs. 14,34,408/- while the total obligation is Rs. 14,34,408/-(representing 2 % of the average net profit for the past the three financial years, being FY 20-21, FY 21-22 and FY 2022-23). Areas of CSR Activities undertaken by the Company are Rural Development Projects, developmentof tribal and deprived Communities.

36. SECRETARIAL STANDARDS:

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and such systems are adequate and operating effectively. During the year under review, the Company was in compliance with the Secretarial Standards (SS) i.e., SS-1 and SS- 2, relating to âMeetings of the Board of Directorsâ and âGeneral Meetingsâ, respectively.

37. INSURANCE:

The properties and assets of your Company are adequately insured.

38. PARTICULARSOF LOANS, GUARANTEES OR INVESTMENTS:

The particulars of loans, guarantees or investments provided under Section 186 of the Companies Act, 2013 are as mentioned below:

SI.

No.

Name of the Company

Particulars

Amount (Rs.)

Nayas Laboratories Private Limited (Nayas)

Loan and/ or Corporate Guarantee

During the FY 2023-24 the Company has approved Loan and/ or Corporate Guarantee Up to Rs. 15,00,00,000.

Nayas has received sanction for a Loan of Rs. 6,90,00,000 from Karur Vysya Bank for which company has provided guarantee.

As on 31.03.2024, Company has given a loan of Rs. 1.34 Crores to Nayas.

39. INTERNAL FINANCIAL CONTROL SYSTEMS:

Your Company has well laid out policies on financial reporting, asset management, adherence to Management policies and also on promoting compliance of ethical and well-defined standards. The Company follows an exhaustive budgetary control and standard costing system. Moreover, the management team regularly meets to monitor goals and results and scrutinizes reasons for deviations in order to take necessary corrective steps. The Audit Committee which meets at regular intervals also reviews the internal control systems with the Management and the internal auditors.

The Company laid down internal financial controls and that such internal financial controls are adequate and were operating effectively.

40. RELATED PARTY TRANSACTIONS:

All related party transactions that were entered into during the financial yearwereon armâs length basis and in the ordinary course of business. The Form AOC-2 pursuant to Section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is annexed herewith as Annexure-VI to this report.

41. POLICY ON DIRECTORâSAPPOINTMENT AND REMUNERATION:

I n adherence to the provisions of Section 134(3)(e) and 178( 1) & (3) of the Companies Act, 2013, the Board of Directors upon recommendation of the Nomination and Remuneration Committee approved a policy on Directorâs appointment and remuneration, including, criteria for determining qualifications, positive attributes, independence of a Director and other matters. The said Policy extract is covered in Corporate Governance Report which forms part of this Report and is also uploaded on the Company''s website at www.jeevanscientific.com.

42. TRANSFER OF UN-CLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION:

Pursuant to the provisions of Section 124 of the Companies Act 2013, Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ("I EPF Rulesâ) read with the relevant circulars and amendments thereto, the amount of dividend remaining unpaid or unclaimed for a period of seven years from the due date is required to be transferred to the Investor Education and Protection Fund (âIEPFâ), constituted by the Central Government

During the Year, no amount of dividend was unpaid or unclaimed for a period of seven years and therefore no amount is required to be transferred to Investor Education and Provident Fund under the Section 125(1) and Section 125(2) of theAct.

43. SHARES TRANSFERRED TO INVESTOR EDUCATION AND PROTECTION FUND:

No shares were transferred to the Investor Education and Protection Fund during the yearunder review.

44. DETAILS OF NODAL OFFICER:

The Company has designated Mr. Krishna Sainadh Kodatiasa Nodal Officerforthe purpose of I EPF.

45. DETAILS OF UTILIZATION OF FUNDS:

During the year under review, the Company has not raised any funds through Private Placement, Preferential Allotment or Qualified Institutions Placement as specified under Regulation 32(7A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

46. STATEMENT SHOWING THE NAMES OF THE TOP TEN EMPLOYEES IN TERMS OF REMUNERATION DRAWN AND THE NAME OF EVERY EMPLOYEE AS PER RULE 5(2) & (3) OF THE COMPANIES (APPOINTMENT& REMUNERATION) RULES,2014:

Atable containing the particulars in accordance with the provisions of Section 197(12) of the Act, read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is appended as Annexure VII (a) to this Report.

A statement showing the names of the top ten employees in terms of remuneration drawn and the name of every employee is annexed to this Annual report as Annexure VII (b).

During the year, NONE of the employees (excluding Executive Directors) is drawing a remuneration of Rs. 1,02,00,000/- and above per annum or Rs.8,50,000/- and above in aggregate per month, the limits specified under the Section 197(12) of the Companies Act,2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

47. RATIO OF REMUNERATION TO EACH DIRECTOR:

Undersection 197(12)of the Companies Act, 2013, and Rule 5(1) (2)& (3)of the Companies (Appointment & Remuneration) Rules, 2014, the ratio of remuneration to median employees is as mentioned in Annexure-Vll(a).

48. NON-EXECUTIVE DIRECTORSâCOMPENSATION AND DISCLOSURES:

None of the Independent / Non-Executive Directors has any pecuniary relationship or transactions with the Company which in the Judgement of the Board may affect the independence of the Directors except Mr. T. Ravi Babu (Non- Executive Director) who is holding 3,93,200 Equity Shares.

49. INDUSTRY BASED DISCLOSURES AS MANDATED BY THE RESPECTIVE LAWS GOVERNING THE COMPANY:

The Company is not a NBFC, Housing Companies etc., and hence Industry based disclosures is not required.

50. FAILURE TO IMPLEMENT CORPORATE ACTIONS:

During the year under review, no corporate actions were done by the Company which were failed to be implemented.

51. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016:

During the year under review, there were no applications made or proceedings pending in the name of the Company under Insolvency and Bankruptcy Code, 2016.

52. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

During the year under review, there has been no one time settlement of loans taken from banks and financial institutions.

53. POLICIES:

The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 mandated the formulation of certain policies for all listed companies. All the policies are posted on our website www.jeevanscientific.com.

54. STATUTORY COMPLIANCE:

The Company has complied with the required provisions relating to statutory compliance with regard to the affairs of the Company in all respects.

55. CODE OF CONDUCT FOR THE PREVENTION OF INSIDER TRADING:

Pursuant to the provisions of SEBI (Prohibition of InsiderTrading) Regulations, 2015 as amended from time to time, the Company has formulated a Code of Conduct for Prevention of InsiderTrading (âInsiderTrading Codeâ) and a Code of Practices and Procedures for fair disclosure of Unpublished Price Sensitive Information (âUPSIâ).

The Code of Practices and Procedures for fair disclosure of UPS I is posted on the website of the Company at https://www.jeevanscientific.com.

56. CEO/CFO CERTIFICATION:

As required Regulation 17(8) read with Schedule II of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the CEO/CFO certification is attached with the annual report as Annexure VIII.

57. PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE:

The Company has adopted a policy on Prevention of Sexual Harassment at Workplace which aims at prevention of harassment of employees and lays down the guidelines for identification, reporting and prevention of undesired behaviour. An Internal Complaints Committee (âICCâ) has been set up by the senior management (with women employees constituting the majority). The ICC is responsible for redressal of complaints against sexual harassment and follows the guidelines provided in the Policy.

During the financial year ended March 31,2024, no complaints pertaining to sexual harassment have been received.

58. EVENT BASED DISCLOSURES

During the year under review, the Company has not taken up any of the following activities:

a. Issue of sweat equity share: N A

b. Disclosure on purchase by Company or giving of loans by it for purchase of its shares: NA

c. Buy back shares: NA

d. Preferential Allotment of Shares: NA

e. Issue of equity shares with differential rights as to dividend, voting: NA

59. APPRECIATION & ACKNOWLEDGEMENT:

Your directors place on record their appreciation for the overwhelming co-operation and assistance received from the investors, customers, business associates, bankers, vendors, as well as regulatory and governmental authorities. Your directors also thank the employees at all levels, who through their dedication, co-operation, support and smart work have enabled the Company to sustain its operations and is determined to poise a rapid and remarkable growth in the years to come.

Your directors also wish to place on record their appreciation of all stakeholders including business constituents, banks and other âfinancial institutions and shareholders of the Company SEBI, BSE, NSDL, CDSL, Company''s Bankers, etc. for their continued support for the growth of the Company.

For and on behalf of the Board of Jeevan Scientific Technology Limited

Sd I- Sd/-

Snigdha Mothukuri K. Krishna Kishore

p, â . . . Executive Director and CEO Vice Chairman and Managing Director

Dat?30 05 2024 (DIN: 08934860) (DIN: 00876539)

Mar 31, 2023

The Directors have pleasure in presenting the 25th Directorsâ Report of the Company together with the Audited Statements of Accounts (Standalone and Consolidated) forthe year ended 31st March, 2023.

1. FINANCIAL SUMMARY/HIGHLIGHTS:

The performance of the Company forthe period ended 31st March, 2023 is as under:

Particulars	Standalone		Consolidated
Particulars	2022-23	2021-22	2022-23	2021-22
Revenue from Operations	3617.80	5655.49	3617.80	6779.30
Other Income	106.19	590.98	107.42	592.44
Profit/Loss before depreciation,finance costs, exceptional items and Tax expense	235.27	2298.66	236.27	2268.00
Less: Depreciation/Amortisation	502.36	367.93	507.32	368.88
Profit/Loss before finance costs, exceptional items and Tax expense	(267.09)	1930.73	(271.05)	1899.12
Less: Finance Costs	94.76	95.83	97.21	96.30
Profit/Loss before Exceptional Items and Finance Costs	(361.85)	1834.90	(368.26)	1802.82
Add/(Less): Exceptional Items	--	--	--	--
Profit/Loss before Tax expense	(361.85)	1834.90	(368.26)	1802.82
(Less): Tax Expense (current & deferred)	61.55	608.59	61.79	608.46
Profit/(Loss) for the year (1)	(300.30)	1226.31	(306.47)	1194.36
Total Comprehensive lncome/(Loss) (2)	(8.60)	21.03	(8.60)	21.03
Total (1 2)	(308.90)	1247.34	(315.07)	1215.39
Earnings per share	(1.96)	8.15	(2.00)	7.94
Balance of profit /loss for earlier years	3528.16	2094.74	3528.16	1972.13
Less: Transferto Debenture Redemption Reserve	-	-	-	-
Less: Transferto Reserves	60.96	(1509.92)	73.60	(1632.53)
Less: Dividend paid on Equity Shares	183.62	76.50	183.62	76.50
Less: Dividend Distribution Tax	-	-	-	-
Balance carried forward	3283.58	3528.16	3270.94	3528.16

2. OVERVIEW & STATE OF THE COMPANYâS AFFAIRS:

Revenues-standalone

During the year under review, the Company on a standalone basis has recorded an income of Rs. 3723.99 Lakhs and incurred a loss of Rs. 308.90 Lakhs as against the income of Rs. 6246.47 Lakhs and Profit of Rs. 1247.34 Lakhs respectively in the previous financial year ending 31.03.2022.

Revenues-Consolidated

During the year under review, the Company on a consolidated basis has recorded an income of Rs. 3725.20 Lakhs and incurred a loss of Rs. 315.07 Lakhs as againstthe income of Rs. 7371.74 Lakhs and Profit of Rs. 1215.39 Lakhs respectively in the previous financial year ending 31.03.2022.

3. DIVIDEND:

No dividend is proposed fortheyear under review.

4. TRANSFERTO RESERVES:

Pursuant to provisions of Section 134 (3) (j) of the Companies Act, 2013, the Company has not transferred any amount to general reserves account of the Company during theyear under review.

5. MATERIAL CHANGES & COMMITMENT AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

6. SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS:

No significant or material orders have been passed against the Company by the Regulators, Courts or Tribunals, which impacts the going concern status and Companyâs operations in future.

7. REVISION OF FINANCIAL STATEMENTS:

There was no revision ofthefinancial statements fortheyearunder review.

8. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

The Company has not undergone any change in the nature of business during the FY 2022-23.

9. DEPOSITS FROM PUBLIC:

The Company has not accepted any public deposits during the Financial Year ended March 31,2023 and as such, no amount of principal or interest on public deposits was outstanding as on the date of the balance sheet and hence there has been no non-compliance with the requirements of the Act.

10. INFORMATION ABOUT THE FINANCIAL PERFORMANCE / FINANCIAL POSITION OF THE SUBSIDIARIES/ASSOCIATES:

The Company has one subsidiary namely Nayas Laboratories Private Limited situated in Hyderabad, Telangana. In accordance with Section 129(3) of the Companies Act, 2013, a statement containing salient features ofthefinancial statements of the subsidiary company in Form AOC-1 is attached herewith forming part of the Annual Report. In accordance with the proviso to Section 136(1) of the Companies Act, 2013, the Annual Report ofyour Company, containing therein its audited standalone and the consolidated financial statements has been placed on the website of the Companyatwww.jeevanscientific.com.

11. COMPANIES WHICH HAVE BECOME OR CEASED TO BE SUBSIDIARIES:

During the financial year, Company has invested in 20,00,000 Equity Shares at Rs. 10/- each of Nayas Laboratories Private Limited constituting 88.9 % of post Paid-up equity share capital of Nayas Laboratories Private Limited. As a result, Nayas Laboratories Private Limited has become a subsidiary of the Jeevan Scientific Technology Limited.

12. INDEPENDENT DIRECTORâS FAMILIARIZATION PROGRAMMES:

Independent Directors are familiarized about the Companyâs operations, businesses, financial performance and significant development so as to enable them to take well-informed decisions in timely manner. Interaction with the Business heads and key executives of the Company is also facilitated. Detailed presentations on important policies of the Company are also made to the directors. Direct meetings with the Chairperson are further facilitated to familiarize the incumbent Director about the Company/its businesses and the group practices.

The details of familiarization programme held in FY 2022-23 are also disclosed on the Companyâs website: http://www.jeevanscientific.com.

13. BOARD EVALUATION

All the Directors participated in the evaluation process conducted in February 2023. The Board discussed the performance evaluation reports of the Board, Board Committees, Individual Directors. The Board upon discussion noted the inputs of the Directors.

The detailed procedure followed forthe performance evaluation ofthe Board, Committees and Individual Directors is enumerated in the Corporate Governance Report.

14. MEETINGSOFTHE BOARD

The Board of Directors duly met 6 (Six) times on 20.04.2022, 30.05.2022, 12.08.2022, 11.11.2022, 08.02.2023 and 27.03.2023 in respect of which meetings, proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained forthe purpose.

15. COMMITTEES OF THE BOARD

16. AUDITCOMMITTEE RECOMMENDATIONS:

During theyear, all recommendations of Audit Committee were approved by the Board of Directors.

17. APPOINTMENT / RE-APPOINTMENT / RESIGNATION / RETIREMENT OF DIRECTORS /CEO/ CFOAND KEYMANANGERIAL PERSONNEL

As on date of this report, the Company has ten Directors, out ofwhich four are Independent and four are executive including one women director and two non-executive Directors.

a) Appointment/Re-appointment/Resignation of Directors/KMP of the Company

â¢ Resignation of Mr. M. Srikanth Shashidhar as Chief Financial Officer of the Company with effect from 16th September, 2022.

â¢ Appointment of Mr. Jeevan Krishna Kuchipudi as Chief Financial Officer ofthe Company with effect from 16th September, 2022.

â¢ Resignation of Mr. Rama Krishna Prasad Kakaralaas Director ofthe Company with effect from 12th August, 2023.

â¢ Appointment of Mr. DivakarAtluri as Non-Executive Director of the Company with effect from 14th August, 2023.

b) Key Managerial Personnel:

Key Managerial Personnel forthefinancial year2022-23

â¢ Mr. Kuchipudi Krishna Kishore, Vice Chairmen and Managing Director ofthe company.

â¢ Mr. Jeevan Krishna Kuchipudi, Executive Director and CFO ofthe company.

â¢ Ms. Snigdha Mothukuri, Whole- Time Director and CEO ofthe company.

â¢ Mr. NageswarRaoYarllagadda, Executive Director and CFO ofthe company.

â¢ Ms. Sharvari Swapnil Shinde as Company Secretary and Compliance Officer of the company.

c) Information u/r36(3)of SEBI (LODR), Regulations, 2015:

As required under regulation 36 (3) of the SEBI (LODR), Regulations, 2015, brief particulars of the Directors seeking appointment/re-appointments are given as AnnexureAto the notice ofthe AGM forming part of this Annual Report.

18. STATUTORYAUDITAND AUDITORS REPORT:

The members ofthe Company in accordance with Section 139 ofthe Companies Act, 2013 have passed a resolution for appointment of M/s. Pavuluri & Co., Chartered Accountants, Hyderabad (Firm Registration No. 012194S) as Statutory Auditors of the Company for a period of5years in the AGM held on 29.09.2022 to hold office up to the conclusion of 29th Annual General Meeting ofthe Company to be held forthefinancial year 2026-2027.

The notes ofthe financial statements referred to in the Auditorsâ Report issued by M/s. Pavuluri & Co., Chartered Accountants, Hyderabad for the financial year ended on 31st March, 2023 are self-explanatory and do not call for any further comments. The Auditorsâ Report does not contain any qualification, reservation or adverse remark.

19. INTERNALAUDITORS:

Pursuant to provisions of Section 138 read with Rule 13 of the Companies (Accounts) Rules, 2014 and Section 179 read with Rule 8(4) ofthe Companies (Meetings of Board and its Powers) Rules, 2014; during the year under review, the Internal Audit ofthe functions and activities ofthe Company was undertaken by M/s. KP&Associatesthe Internal Auditor ofthe Company.

The Board has re-appointed M/s. KP & Associates, Chartered Accountants, Hyderabad, as Internal Auditors forthe Financial Year 2023-24.

20. SECRETARIAL AUDITOR & AUDIT REPORT:

In terms of section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, based upon the recommendations of the Audit Committee, the Board of Directors had appointed Ms. Aakanksha, Practicing Company Secretary (CP No. 20064) as the Secretarial Auditor of the Company, for conducting the Secretarial Audit for financial year ended March 31,2023.

The Secretarial Audit was carried out by Ms. Aakanksha, Company Secretary forthe financial year ended March 31,2023. The Report given by the Secretarial Auditor is annexed herewith as Annexure-I and forms integral part of this Report. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

The Board has also appointed Ms. Aakanksha, Practicing Company Secretary as Secretarial Auditor to conduct Secretarial Audit ofthe Company forthefinancial year 2023-24.

21. ANNUAL SECRETARIAL COMPLIANCE REPORT:

SEBI vide its Circular No. CIR/CFD/CMD1/27/2019 dated February 08,2019 read with Regulation 24(A) of the Listing Regulations, directed listed entities to conduct Annual Secretarial compliance audit from a Practicing Company Secretary of all applicable SEBI Regulations and circulars/guidelines issued thereunder. Further, Secretarial Compliance Report dated May 26, 2023, was given by Ms. Aakanksha, Practicing Company Secretary which was submitted to BSE Limited.

22. COST RECORDS AND COSTAUDIT:

Maintenance of cost records and requirement ofcost audit as prescribed underthe provisions ofSection 148(1) of the Act, are not applicable forthe business activities carried out by the Company.

23. NO FRAUDS REPORTED BY STATUTORY AUDITORS:

During the Financial Year 2022-23, the Auditors have not reported any matter under section 143(12) ofthe Companies Act, 2013, therefore no detail is required to be disclosed under section 134(3) (ca) of the CompaniesAct, 2013.

24. DECLARATION BYTHE COMPANY:

None of the Directors of the Company are disqualified for being appointed as Directors as specified in Section 164 (2) of the Act read with Rule 14 of Companies (Appointment and Qualifications of Directors) Rules, 2014.

25. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO:

The required information as perSec.134 ofthe Companies Act 2013 is provided hereunder:

A. Conservation of Energy:

The Companyâs operations are not energy intensive. Adequate measures have been taken to conserve energy wherever possible by using energy efficient computers and purchase of energy efficient equipment.

B. Technology Absorption:

i. Research and Development (R&D): Bioanalytical research laboratory is designed with state ofthe art facility equipped with advanced analytical instrumentation having 2 processing labs and 4 LC-MS/MS labs, which can accommodate up to 12 LCMS/ MS. Jeevan Scientific offers a unique combination of highly trained workforce enabled with well-equipped bio analytical Research And Development (R&D) laboratory.

ii. There was considerable technology absorption, adoption, innovation and implementation along with addition of the above equipment in the facility. These technological advancements include automation/digitization of the Clinical Trial Participant Management, resulting in paperless procedure, accurate database management, easy workflow management, reduced turnaround times and considerable cost reduction with strict adherence to regulatory compliance. Also, there has been significant implementations of newer advanced software/hardware and/or upgradations built/used to enhance the data storage/process for longer durations, to adhere to regulatory compliances, to ensure error-free mechanisms and to automate the manual process being followed in the company.

C. Foreign Exchange Earnings and Out Go:

The foreign exchange earned in terms of actual inflows during the year and the foreign exchange outgo during theyear in terms of actual outflow: Please refer notes to accounts attached to this report.

26. CORPORATE GOVERNANCE:

Your Company has taken adequate steps to ensure compliance with the provisions of Corporate Governance as prescribed underthe Listing Regulations. A separate section on Corporate Governance, forming a part of this Report and the requisite certificate from the Companyâs Auditors confirming compliance with the conditions of Corporate Governance is attached to the report on Corporate Governance as Annexure-II.

27. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

28. RISK MANAGEMENT POLICY:

29. ANNUALRETURN:

30. AUTHORISED AND PAID-UP CAPITAL OF THE COMPANY:

The authorized capital of the company stands at Rs. 21,00,00,000/-divided into 2,10,00,000 equity shares ofRs.10/- each.

During the year under review 1,78,750 equity shares are allotted on conversion and exercise of ESOPs to the employees of the Company.

The paid-up Share capital of the Company stands at Rs.15,48,02,150/- divided into 1,54,80,215 equity shares of Rs.10/- each.

31. DECLARATION OF INDEPENDENCE:

The Company has received declarations from all the Independent Directors of the Company confirming that they meet with both the criteria of independence as prescribed under sub-section (6) of Section 149 of the Companies Act, 2013 and under Reg.16(1)(b) read with Reg. 25 of SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015.

In compliance with Rule 6 of Companies (Appointment and Qualification of Directors) Rules, 2014, all the PIDs of the Company have registered themselves with the India Institute of Corporate Affairs (IICA), Manesar and have included their names in the databank of Independent Directors within the statutory timeline.

The Independent Directors have also confirmed that they have complied with Schedule IV of the Act and the Companyâs Code of Conduct.

In terms of Reg. 25(8) ofSEBI (Listing Obligations and Disclosure Requirements), Regulations 2015, the Independent Directors have confirmed thatthey are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independentjudgement and without any external influence.

During the year, Independent Directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees, commission and reimbursement of expenses incurred by them for the purpose of attending meetings of the Board of Directors and Committee(s).

32. DIRECTORâS RESPONSIBILITY STATEMENT:

In pursuance of section 134 (5) of the Companies Act, 2013, the Directors hereby confirm that:

a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b) The Directors had selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company atthe end of the financial year and of the profit and loss of the company for that period;

c) The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Actfor safeguarding the assets ofthe company and for preventing and detecting fraud and other irregularities;

d) The Directors had prepared the annual accounts on a going concern basis; and

e) The Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

f) 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.

33. VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The Company has formulated a Vigil Mechanism i Whistle Blower Policy pursuant to Reg. 22 of SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015 and Section 177(10) of the Companies Act 2013, enabling stakeholders to report any concern of unethical behaviour, suspected fraud orviolation.

During the year under review, no stakeholder was denied access to the Chairperson of the Audit Committee. The policy is available on the website ofthe Company atwww.jeevanscientific.com.

34. EMPLOYEE STOCKOPTION SCHEME:

The Company adopted an Employee Stock Option (ESOP) scheme, namely âEmployee Stock Option Scheme 2016-â (âJSTL- ESOP Scheme 2016) which helps the Company to retain and attract right talent. The Nomination and Remuneration Committee (NRC) administers the Companyâs ESOP scheme. There were no changes in the ESOP scheme during the financial year under review. The scheme is in compliance with the Securities and Exchange Board of India (Share-Based Employee Benefits and Sweat Equity) Regulations, 2021.

Following are the details ofthe ESOPsas on 31st March 2023:

SI. No.	Details Related to ESOPS	JSTL ESOP Scheme 2016
1.	Description of each ESOP that existed at any times during the year, including the general terms and conditions of each ESOPS including:
	a. Date ofShareholders Approval	30.09.2016
	b. Total no. of options approved under ESOPS	25,00,000
	c. Vesting Requirements	Vesting period shall not be less than one year and not more than 5 years from the date of grant of options.
	d. Exercise price orPricing Formula	As decided by NRC
	e. Maximum term of options granted	5 years
	f. Source of shares (primary, secondary or combination)	Primary
	g. Variation in terms of options	--
2.	Method used to account for ESOPS	Blackscholes
3.	Option movement during the year:
a	Number of options outstanding at the beginning ofthe period	16,00,000
b	Adjustment on account of bonus issue (if any)	NA
c	No. of options granted during the year	1,76,000
d	No. of options forfeited/lapsed during the year	NA
e	No. of options vested duringthe year	1,85,00C
f.	No. of options exercised during the year	1,78,750

g	No. of shares arising as a result ofexercise of options	1,78,750
h	Money realized by exercise of options (INR), if scheme is implemented directly by the company	Rs. 17,87,500
i.	Loan repaid by the trust during the yearfrom exercise price received	NA
j-	No. of option outstanding at the end ofthe year	14,24,000
k	No. of options exercisable at the end ofthe year	6,250
4.	Weighted average exercise prices and weighted average fairvalues of options shall be disclosed separately for options whose exercise price either equals or exceeds or is less than the market price of the stock	NA

Further, a certificate from Ms. Aakanksha, Secretarial Auditor of the Company certifying that the (âJSTL- ESOP Scheme 2016) has been implemented in accordance with these regulations and in accordance with the resolution of the Company in the general meeting is enclosed as Annexure-IV.

35. CORPORATE SOCIAL RESPONSIBILITY (CSR, COMPOSITION OF CSR COMMITTEE AND CONTENTS OF CSR POLICY)

The company has attracted the provisions of Corporate Social Responsibility u/s 135 of Companies Act, and accordingly has formed the CSR committee to oversee the CSR activities, adopted the CSR policy may be accessed on the Companyâs website at: www.jeevanscientific.com. The Corporate Social Responsibility Report is enclosed asAnnexureV.

In terms of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014 as amended (âCSR Rulesâ) and in accordance with the CSR Policy, during the financial year 2022-2023, your Company has spent Rs. 11,13,627/- while the total obligation is Rs. 11,13,627/-(representing 2 % of the average net profit for the past the three financial years, being FY 19-20, FY 20-21 and FY 2021-22). Areas of CSR Activities undertaken bythe Company are Health Care and old age home.

36. SECRETARIAL STANDARDS:

37. INSURANCE:

The properties and assets of your Company are adequately insured.

38. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The particulars of loans, guarantees or investments provided under Section 186 of the Companies Act, 2013 are as mentioned below:

S. No	Name of the Company	Particulars	Amount (Rs.)
1	Nayas Laboratories Private Limited	Subscribed to the equity shares	Rs. 2,00,00,000 (20 lakhs equity shares of Rs. 10 each
2	Nayas Laboratories Private Limited	Loan and/ or Corporate Guarantee	Upto Rs. 15,00,00,000 against which Company (Nayas) has received sanction for a Loan of Rs. 6,90,00,000 from Karur Vysya Bank. So far the Company (Nayas) has availed Rs. 3.14 crores as a term loan.
3	Tanvi Foods Limited	Loan repayment	Loan of Rs. 3.00 crores was repaid by Tanvi Foods Limited on 05.07.2023.

39. INTERNAL FINANCIAL CONTROL SYSTEMS:

Your Company has well laid out policies on financial reporting, asset management, adherence to Management policies and also on promoting compliance of ethical and well-defined standards. The Company follows an exhaustive budgetary control and standard costing system. Moreover, the management team regularly meets to monitor goals and results and scrutinizes reasons for deviations in orderto take necessary corrective steps. The Audit Committee which meets at regular intervals also reviews the internal control systems with the Management and the internal auditors.

The Company laid down internal financial controls and that such internal financial controls are adequate and were operating effectively.

40. RELATED PARTYTRANSACTIONS:

All related party transactions that were entered into during the financial year were on armâs length basis and in the ordinary course of business. The Form AOC-2 pursuant to Section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is annexed herewith as Annexure-VI to this report.

41. POLICYON DIRECTORâS APPOINTMENTAND REMUNERATION:

In adherence to the provisions of Section 134(3)(e) and 178(1) & (3) of the Companies Act, 2013, the Board of Directors upon recommendation of the Nomination and Remuneration Committee approved a policy on Directorâs appointment and remuneration, including, criteria for determining qualifications, positive attributes, independence of a Director and other matters. The said Policy extract is covered in Corporate Governance Report which forms part of this Report and is also uploaded on the Companyâs website at www.jeevanscientific.com.

42. TRANSFER OF UN-CLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION:

Pursuantto the provisions ofSection 124 ofthe Companies Act 2013, Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (âIEPF Rulesâ) read with the relevant circulars and amendments thereto, the amount of dividend remaining unpaid or unclaimed for a period of seven years from the due date is required to be transferred to the Investor Education and Protection Fund (â I EPFâ), constituted by the Central Government

During the Year, no amount of dividend was unpaid or unclaimed fora period of seven years and therefore no amount is required to be transferred to Investor Education and Provident Fund under the Section 125(1) and Section 125(2) ofthe Act.

43. SHARES TRANSFERRED TO INVESTOR EDUCATION AND PROTECTION FUND:

No shares were transferred to the Investor Education and Protection Fund during the year under review.

44. DETAILS OF NODAL OFFICER:

The Company has designated Ms. Sharvari Swapnil Shinde as a Nodal Officerfor the purpose of IEPF.

45. DETAILS OF UTILIZATION OF FUNDS:

46. STATEMENT SHOWING THE NAMES OF THE TOP TEN EMPLOYEES IN TERMS OF REMUNERATION DRAWN AND THE NAME OF EVERY EMPLOYEE AS PER RULE 5(2) & (3) OF THE COMPANIES (APPOINTMENT & REMUNERATION) RULES, 2014:

Atable containing the particulars in accordance with the provisions ofSection 197(12) ofthe Act, read with Rule 5(2) ofthe Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is appended asAnnexure VII (a) to this Report.

A statement showing the names of the top ten employees in terms of remuneration drawn and the name of every employee is annexed to this Annual report as Annexure VII (b).

During the year, NONE of the employees (excluding Executive Directors) is drawing a remuneration of Rs.1,02,00,000/- and above per annum or Rs.8,50,000/- and above in aggregate per month, the limits specified under the Section 197(12) of the Companies Act,2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

47. RATIO OF REMUNERATION TO EACH DIRECTOR:

Under section 197(12) of the Companies Act, 2013, and Rule 5(1) (2) & (3) of the Companies (Appointment & Remuneration) Rules, 2014, the ratio of remuneration to median employees is as mentioned in Annexure-Vll(a).

48. NON-EXECUTIVE DIRECTORSâCOMPENSATION AND DISCLOSURES:

None of the Independent/ Non-Executive Directors has any pecuniary relationship or transactions with the Company which in the Judgement of the Board may affect the independence of the Directors except Mr. T. Ravi Babu and Mr. K. Rama Krishna Prasad (Non- Executive Directors) who are holding 3,93,200 Equity Shares and 3,00,000 Equity Shares respectively.

49. INDUSTRY BASED DISCLOSURES AS MANDATED BY THE RESPECTIVE LAWS GOVERNING THE COMPANY:

The Company is not a NBFC, Housing Companies etc., and hence Industry based disclosures is not required.

50. FAILURE TO IMPLEMENTCORPORATE ACTIONS:

During the year under review, no corporate actions were done by the Company which were failed to be implemented.

51. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016:

During the year under review, there were no applications made or proceedings pending in the name of the Company under Insolvency and Bankruptcy Code, 2016.

52. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

During the year under review, there has been no onetime settlement of loans taken from banks and financial institutions.

53. POLICIES:

TheSEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015mandated the formulation of certain policies for all listed companies. All the policies are posted on our website. www.jeevanscientific.com.

54. STATUTORYCOMPLIANCE:

The Company has complied with the required provisions relating to statutory compliance with regard to the affairs of the Company in all respects.

55. CODE OF CONDUCT FOR THE PREVENTION OF INSIDER TRADING:

Pursuant to the provisions of SEBI (Prohibition of Insider Trading) Regulations, 2015 as amended from time to time, the Company has formulated a Code of Conduct for Prevention of Insider Trading (âInsider Trading Codeâ) and a Code of Practices and Procedures for fair disclosure of Unpublished Price Sensitive Information (âUPSIâ).

The Code of Practices and Procedures for fair disclosure of UPSI is posted on the website of the Company at https:// www.jeevanscientific.com.

56. CEO/CFOCERTIFICATION:

57. PREVENTION OF SEXUAL HARASSMENTAT WORKPLACE:

The Company has always believed in providing a safe and harassment free workplace for every woman working in its premises through various policies and practices. The Company always endeavours to create and provide an environment that is free from discrimination and harassment including sexual harassment.

During the financial year ended March 31,2023, no complaints pertaining to sexual harassment have been received.

58. EVENT BASED DISCLOSURES

During theyear under review, the Company has nottaken up any of the following activities:

a. Issueofsweatequityshare: NA

b. Disclosure on purchase by Company or giving of loans by itfor purchase of its shares: NA

c. Buy back shares: NA

d. Preferential Allotment of Shares: NA

e. Issue of equity shares with differential rights as to dividend, voting: NA

59. APPRECIATION & ACKNOWLEDGEMENT:

Your directors places on record their appreciation for the overwhelming co-operation and assistance received from the investors, customers, business associates, bankers, vendors, as well as regulatory and governmental authorities. Your directors also thank the employees at all levels, who through their dedication, co-operation, support and smart work have enabled the Company to sustain its operations and is determined to poise a rapid and remarkable growth i n the years to come.

Your directors also wishes to place on record their appreciation of all stakeholders including business constituents, banks and other âfinancial institutions and shareholders of the Company SEBI, BSE, NSDL, CDSL, Companyâs Bankers, etc. fortheir continued support for the growth of the Company.

For and on behalf of the Board of Jeevan Scientific Technology Limited

Sd/- Sd/-

Snigdha Mothukuri K. Krishna Kishore

Place* Hyderabad Executive Director and CEO Vice Chairman and Managing Director

Date: 14.08.2023 (DIN: 08934860) (DIN: 00876539)

Mar 31, 2018

To the Members,

The Directors have pleasure in presenting before you the 20^th Directorâs Report of the Company together with the Audited Statements of Accounts for the year ended 31^st March, 2018.

FINANCIAL SUMMARY/HIGHLIGHTS, OPERATIONS, STATE OF AFFAIRS:

The performance during the period ended 31^st March, 2018 has been as under:

(Rs. In Lakhs)

Particulars	Standalone		Consolidated
Particulars	2017-2018	2016-2017	2017-2018	2016-2017
Total Income	2,016.91	1,803.05	2,132.04	1,878.89
Total Expenditure	1,968.42	1,690.22	2,095.84	1,777.82
Profit Before Tax	48.49	112.83	36.20	101.07
Provision for Tax	23.79	9.63	25.02	10.74
Profit before Other Comprehensive Income	24.70	103.20	11.18	90.33
Other Comprehensive Income	5.84	(14.60)	5.84	(14.60)
Profit after Tax	30.54	88.60	17.02	75.73

REVIEW OF OPERATIONS:

During the year under review, your company recorded a turnover of Rs. 2,016.91 Lakhs as against Rs. 1,803.05 Lakhs in the previous financial year. The turnover includes revenue from the Clinical Research services, Information Technology Services and Data Management Service charges.

MATERIAL CHANGES AND COMMITMENTS:

There were no material changes and commitments affecting financial position of the company between 31^st March and the date of Boardâs Report. (i.e. 14.08.2018)

CHANGE IN THE NATURE OF BUSINESS, IF ANY:

During the period under review and the date of Boardâs Report there was no change in the nature of Business.

TRANSFER TO RESERVES:

On allotment of 21,80,000 equity pursuant to conversion of 21,80,000 warrants on 06.03.2018, an amount of Rs. 4,41,45,000 was transferred to reserves.

FAMILIARISATION PROGRAMMES:

The Company familiarises its Independent Directors on their appointment as such on the Board with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, etc. through familiarisation programme. The Company also conducts orientation programme upon induction of new Directors, as well as other initiatives to update the Directors on a continuing basis. The familiarisation programme for Independent Directors is disclosed on the Companyâs website www.bnrsecurities.com

CORPORATE GOVERNANCE:

A separate section titled âReport on Corporate Governanceâ along with the Auditorsâ Certificate on Corporate Governance as stipulated under Regulation 34 read with Schedule V of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of this Annual Report.

REVISION OF FINANCIAL STATEMENTS:

There was no revision of the financial statements for the year under review.

EXTRACT OF ANNUAL RETURN:

Extract of Annual Return is Annexed as Annexure no.II of this Annual Report.

SHARE CAPITAL:

The authorised capital of the company is Rs. 21,00,00,000/- consisting of 2,10,00,000 equity shares of Rs. 10/- each and the paid up share capital of the Company is Rs. 15,30,14,650/consisting of 1,53,01,465 equity shares of Rs. 10/- each.

In the Board Meeting held on 06.03.2018, 21,80,000 warrants were converted into 21,80,000 equity shares of Rs. 10/- each at an issue price of Rs. 30.25 per share.

Further, in the Board Meeting held on 12.06.2018, 38,42,000 warrants were converted into 38,42,000 equity shares of Rs. 10/- each at an issue price of Rs. 30.25 per share.

As a result, the paid up capital of the company increased from Rs. 9,27,94,650/- consisting of 92,79,465 equity shares of Rs. 10/- each to to Rs. 15,30,14,650/- consisting of 1,53,01,465 equity shares of Rs. 10/- each as on the date of Boardâs Report (14.08.2018).

DIVIDEND:

As the profits are inadequate, the Directors do not propose any dividend for the year under review.

BOARD MEETINGS:

The Board of Directors duly met 7 (seven) times on 10-04-2017, 30-05-2017, 14-08-2017, 27-09-2017, 14-12-2017, 12-02-2018 and 06-03-2018 and in respect of which meetings, proper notices are given and the proceedings are properly recorded and signed in the Minutes Book maintained for the purpose.

DIRECTORS AND KEY MANANGERIAL PERSONNEL:

The following Directors/ KMPs are appointed or resigned during the year 2017-18 and upto the date of Boardâs Report as on 14.08.2018:

i. Mr. Raghav Beeram resigned as Director of the Company w.e.f 11.10.2017.

ii. Mr. A. Vijay Kumar resigned as Director of the Company w.e.f 01.04.2018.

iii. Mr. K. Krishna Kishore was appointed as Managing Director w.e.f 10.04.2017

iv. Mr. G. Ravi kumar was appointed as CFO of the Company w.e.f 03.05.2018.

v. Mrs. G. Krishna Sowjanya, Company Secretary cum Compliance officer resigned w.e.f 28.04.2018

The Board places its sincere appreciation for the services renedered by Mr. Raghav Beeram and Mr. A. Vijay Kumar and Mrs. G. Krishna Sowjanya during their period of service in the Company.

As required under regulation 36 (3) of the SEBI (LODR), Regulations, 2015, brief particulars of the Directors or Key Managerial Personnels who are apppointed during the year and upto the date of Boardâs Report or seeking appointment/re-appointment are given as under:-

DIRECTORâS RESPONSIBILITY STATEMENT:

In pursuance of section 134 (5) of the Companies Act, 2013, the Directors hereby confirm that:

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) 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;

(c) 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;

(d) The Directors had prepared the annual accounts on a going concern basis; and

(e) The Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

(f) 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.

DECLARATION FROM INDEPENDENT DIRECTORS ON ANNUAL BASIS:

The Company has received a declarations from Independent directors of the company, Mr. G. Bhanu Prakash, Mr. S.S.R Koteswara, Mr. K. Rama Krishna Prasad and Mr. T. Ravi Babu, to the effect that they are meeting the criteria of independence as provided in Sub-section (6) of Section 149 of the Companies Act, 2013 and Regulation 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 annexed to the Annual Report as Annexure -III. STATUTORY COMPLIANCE:

The Company has complied with the required provisions relating to statutory compliance with regard to the affairs of the Company in all respects.

INFORMATION ABOUT THE FINANCIAL PERFORMANCE / FINANCIAL POSITION OF THE SUBSIDIARIES / ASSOCIATES / JOINT VENTURES:

In accordance with Section 129(3) of the Companies Act, 2013, a statement containing salient features of the financial statements of the subsidiary companies in Form AOC 1 is as an attachment herewith forming part of the Annual Report. In accordance with third provison to Section 136(1) of the Companies Act, 2013, the Annual Report of your Company, containing therein its audited standalone and the consolidated financial statements has been placed on the website of the Company at www.jeevanscientific.com. Further, audited financial statements together with related information and other reports of each of the subsidiary companies, have also been placed on the website of the Company at www.jeevanscientific.com.

THE NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR.

No companies have become or ceased to be the subsidiaries, joint ventures or associate companies of the company.

DETAILS IN REPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO CENTRAL GOVERNMENT.

There were no frauds reported by the auditors as per section 143 (12).

AUDITORS:

STATUTORY AUDITORS:

M/s. Pavuluri & Co, were appointed as Statutory Auditors for a period of 5 years in the previous Annual General Meeting held on 27^th September, 2017.

The requirement to place the matter relating to appointment of Auditors for ratification by members at every Annual General Meeting is done away with vide notification dated May 7, 2018 issued by the Miunistry of Corporate Affairs, New Delhi. Accordingly, no resolution is proposed for ratification of appointment of Auditors, who were appointed in the Annual General Meeting held on September 27, 2017.

INTERNAL AUDITORS:

M/s. K P & Associates, Chartered Accountants, Hyderabad are the internal Auditors of the Company for the financial year 2017-18 SECRETARIAL AUDITORS:

Pursuant to the provisions of Section 134(3)(f) & Section 204 of the Companies Act, 2013, Secretarial audit report as provided by M/s. S.S. Reddy & Associates., Practicing Company Secretaries is annexed to this Report as Annexure - IV.

INDIAN ACCOUNTING STANDARDS

The implementation of Indian Accounting Standards (IAS) was a major change process which the company has implemented with effect from 1st April 2017 onwards.

QUALIFICATIONS IN AUDIT REPORTS:

(a) Statutory Auditors Report:

The Board has duly reviewed the Statutory Auditorâs Report on the Accounts for the year ended March 31, 2018 and has noted that the same does not have any reservation, qualification or adverse remarks. However, the Board decided to further strengthen the existing system and procedures to meet all kinds of challenges and growth in the market expected in view of the robust growth in the industry.

(b) Secretarial Audit Report:

CONSOLIDATED FINANCIAL STATEMENTS:

In compliance with the provisions of the Companies Act, 2013 and the Accounting Standards AS-21 and AS-27 on consolidated financial statements, the Directors have provided the consolidated financial statements for the financial year ended March 31, 2018 which forms part of the Annual Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO:

The required information as per Sec.134(3)(m) of the Companies Act 2013 is provided hereunder:

A. Conservation of Energy:

B. Technology Absorption:

i. Research and Development (R&D): The company has started a Bioanalytical Lab in the new premises. Bioanalytical research laboratory is designed with state of the art facility equipped with advanced analytical instrumentation having 2 processing labs and 4 LC-MS/MS labs, which can accommodate up to 12 LCMS/ MS. Jeevan Scientific offers a unique combination of highly trained workforce enabled with well-equipped bio analytical research and development (R&D) laboratory.

ii. Technology absorption, adoption and innovation: There was considerable technology absorption, adoption and innovation with the addition of the above equipment in the new facility the results of which can be seen in the years to come.

C. Foreign Exchange Earnings and Out-Go: The foreign exchange earned in terms of actual inflows during the year and the foreign exchange outgoduring the year in terms of actual outflow: Please refer to note no.1(xiv) of notes to accounts.

DETAILS RELATING TO DEPOSITS, COVERING THE FOLLOWING:

The Company has not accepted any deposits falling within the meaning of Sec.73, 74 & 76 of the Companies Act, 2013 read with the Rule 8(v) of Companies (Accounts) Rules 2014, during the financial year under review.

DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS:

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate. During the year under review, no material or serious observation has been received from the Internal Auditors of the Company for inefficiency or inadequacy of such controls. The Company maintains appropriate system of internal control, including monitoring procedures, to ensure that all assets are safeguarded against loss from unauthorized use or disposition. Company policies, guidelines and procedures provide for adequate checks and balances, and are meant to ensure that all transactions are authorized, recorded and reported correctly.

DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL

No orders have been passed by any Regulator or Court or Tribunal which can have impact on the going concern status and the Companyâs operations in future.

INSURANCE:

The properties and assets of your Company are adequately insured.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The company has not given any Loans, Guarantees or Investments during the year under review.

CREDIT & GUARANTEE FACILITIES:

The Company has been availing facilities of Credit and Guarantee as and when required, for the business of the Company, from The Karur Vysya Bank Ltd. and Personal Guarantees were given by Mr. K. Krishna Kishore, Vice Chairman & Managing Director, Smt. K. Vanaja, Director & Shri. M. Rajendra Prasad Whole Time Director & CEO without any consideration for obtaining Bank Guarantees.

RISK MANAGEMENT POLICY:

The Company follows a comprehensive system of Risk Management. The Company has adopted a procedure for assessment and minimization of probable risks. It ensures that all the risks are timely defined and mitigated in accordance with the well structured risk management process.

CORPORATE SOCIAL RESPONSIBILTY POLICY:

Since the Company does not have net worth of Rs. 500 Crore or more, or turnover of Rs. 1000 Crore or more, or a net profi36t of Rs. 5 Crore or more during the financial year, section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility is not applicable and hence the Company need not adopt any Corporate Social Responsibility Policy.

RELATED PARTY TRANSACTIONS:

All contracts/arrangements/transactions entered into by the Company during the financial year with related parties were in the ordinary course of business and on armâs length basis. During the year, the Company had not entered into any contract/arrangement/transaction with related parties which could be considered material in accordance with the policy of the company on materiality of related party transactions.

The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Companyâs website at www.jeevanscientific.com.

The Directors draw attention of the members to Note no.31 in notes to accounts which sets out related party disclosures.

DISCLOSURE ABOUT COST AUDIT:

Cost Audit is not applicable to the Company.

STATEMENT SHOWING THE NAMES OF THE TOP TEN EMPLOYEES IN TERMS OF REMUNERATION DRAWN AND THE NAME OF EVERY EMPLOYEE:

A statement showing the names of the top ten employees in terms of remuneration drawn and the name of every employee is annexed to this Annual report as Annexure A

RATIO OF REMUNERATION TO EACH DIRECTOR:

Under section 197(12) of the Companies Act, 2013, and Rule 5(1)(2) & (3) of the Companies(Appointment & Remuneration) Rules, 2014 read with Schedule V of the Companies Act, 2013 a remuneration to Mr. K. Krishna Kishore,Vice-Chairman and Managing Director of the Company is 14:1 and to Mr. Rajendra Prasad, Whole-Time director and CEO of the Company is 12:1.

NON-EXECUTIVE DIRECTORSâ COMPENSATION AND DISCLOSURES

None of the Independent / Non-Executive Directors has any pecuniary relationship or transactions with the Company which in the Judgment of the Board may affect the independence of the Directors.

CEO/ CFO Certification

The Managing Director and CEO/ CFO certification of the financial statements for the year 2017-18 is provided elsewhere in this Annual Report.

BOARD EVALUATION:

Pursuant to the applicable provisions of the Companies Act, 2013 and SEBI Listing Regulations, the Board has carried out an Annual Evaluation of its own performance, performance of the Directors and the working of its Committees. The Boardâs functioning was evaluated on various aspects, including inter alia degree of fulfilment of key responsibilities, Board structure and composition, establishment and delineation of responsibilities to various Committees, effectiveness of Board processes, information and functioning.

Evaluation of the Committees performance was based on the criteria like composition, its terms of the reference and effectiveness of committee meetings, etc., Individual Directorâs performance evaluation is based on their preparedness on the issues to be discussed, meaningful and constructive discussions and their contribution to the Board and Committee meetings. The Chairperson was evaluated mainly on key aspects of his role. These performance exercises were conducted seeking inputs from all the Directors / Committee Members wherever applicable.

The evaluation procedure followed by the company is as mentioned below:

i) Feedback is sought from each Director about their views on the performance of the Board, covering various criteria such as degree of fulfilment of key responsibilities, Board structure and composition, establishment and delineation of responsibilities to various Committees, effectiveness of Board processes, information and functioning, Board culture and dynamics, quality of relationship between the Board and the Management and efficacy of communication with external stakeholders. Feedback was also taken from every Director on his assessment of the performance of each of the other Directors.

ii) The Nomination and Remuneration Committee (NRC) then discusses the above feedback received from all the Directors.

iii) Based on the inputs received, the Chairman of the NRC also makes a presentation to the Independent Directors at their meeting, summarising the inputs received from the Directors as regards Board performance as a whole and of the Chairman. The performance of the Non-Independent Non-Executive Directors and Board Chairman is also reviewed by them.

iv) Post the meeting of the Independent Directors, their collective feedback on the performance of the Board (as a whole) is discussed by the Chairman of the NRC with the Chairman of the Board. It is also presented to the Board and a plan for improvement is agreed upon and is pursued.

v) Every statutorily mandated Committee of the Board conducts a self-assessment of its performance and these assessments are presented to the Board for consideration. Areas on which the Committees of the Board are assessed include degree of fulfilment of key responsibilities, adequacy of Committee composition and effectiveness of meetings.

vi) Feedback is provided to the Directors, as appropriate. Significant highlights, learning and action points arising out of the evaluation are presented to the Board and action plans are drawn up. During the year under report, the recommendations made in the previous year were satisfactorily implemented.

The peer rating on certain parameters, positive attributes and improvement areas for each Board member are also provided to them in a confidential manner. The feedback obtained from the interventions is discussed in detail and, where required, independent and collective action points for improvement are put in place.

LISTING WITH STOCK EXCHANGES:

The Company confirms that it has paid the Annual Listing Fees for the year 2017-2018 to Bombay Stock Exchange where the Companyâs Shares are listed.

MANAGEMENT DISCUSSION AND ANALYSIS:

Management discussion and analysis report for the year under review as stipulated under Regulation 4(3) read with schedule V , Part B of SEBI(Listing Obligations and Disclosure Requirements), Regulations 2015 with the stock exchange in India is presented in a separate section forming part of the annual report.

INDUSTRY BASED DISCLOSURES AS MANDATED BY THE RESPECTIVE LAWS GOVERNING THE COMPANY

The Company is not a NBFC, Housing Companies etc., and hence Industry based disclosures is not required.

SECRETARIAL STANDARDS

The company is in compliance with Secretarial Standards issued by The Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings.

EVENT BASED DISCLOSURES

During the year under review, the Company has not taken up any of the following activities:

1. Issue of sweat equity share: The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014.

2. Issue of shares with differential rights: The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014.

3. Issue of shares under employeeâs stock option scheme:The Company has not issued any equity shares under Employees Stock Option Scheme during the year under review and hence no information as per provisions of Section 62(1)(b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014

4. Non- Exercising of voting rights : During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014.

5. Disclosure on purchase by company or giving of loans by it for purchase of its shares: The company did not purchase or give any loans for purchase of its shares.

6. Buy back shares: The company did not buy-back any shares during the period under review.

7. Disclosure about revision: Since the company did not undergo any revision, this clause is Not Applicable to the company for the period under review.

8. Preferential Allotment of Shares:

(i) 21,80,000 warrants were converted into 21,80,000 equity shares of Rs. 10/- each at an issue price of Rs. 30.25/- per share on preferential basis on 06.03.2018

(ii) 38,42,000 warrants were converted into 38,42,000 equity shares of Rs. 10/- each at an issue price of Rs. 30.25/- per share on preferential basis on 12.06.2018

The proceeds of the preferential issues was spent/ utilized towards intended objects and as mentioned in the explanatory statement of the notice of the AGM dated 30^th Day of August, 2016.

EMPLOYEE RELATIONS:

The Directors are pleased to record their sincere appreciation of the contribution by the staff at all levels in the improved performance of the Company.

None of the employees is drawing Rs. 8,50,000/- and above per month or Rs.1,02,00,000/- and above in aggregate per annum, the limits prescribed under Section 197(12) of Companies Act 2013 read with Rule 5 of Companies(Appointment & Remuneration Of Managerial Personnel) Rules, 2014.

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. Internal Complaint Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees are covered under this policy.

The following is the summary of sexual harassment complaints received and disposed during the calendar year.

- No. of complaints received: Nil

- No. of complaints disposed off: Nil

The directors further state that during the year under review, there were no cases filed pursuant to the Sexual Harassment of Women at Work Place. (Prevention, Prohibition and Redressal Act, 2013)

ACKNOWLEDGEMENTS:

The Directors wish to place on record their appreciation of the contribution made by the employees at all levels, to the continued growth and prosperity of your Company.

The Directors also wish to place on record their appreciation of business constituents, banks and other financial institutions and shareholders of the Company like SEBI, BSE, NSE, MCX, NSDL, CDSL, The Karur Vysya Bank, Oriental Bank of Commerce, Andhra Bank and State Bank of India etc. for their continued support for the growth of the Company.

For and on behalf of the Board

Jeevan Scientific Technology Limited

Sd/- Sd/-

Place : Hyderabad K. Krishna Kishore M. Rajendra Prasad

Date : 14.08.2018 Vice Chairman & Whole-Time Director

Managing Director and CEO

(DIN : 00876539) (DIN : 02376561)

Mar 31, 2016

To the Members,

The Directors have pleasure in presenting before you the 18^th Annual Report of the Company together with the Audited Statements of Accounts for the year ended 31st March, 2016.

FINANCIAL SUMMARY/HIGHLIGHTS, OPERATIONS, STATE OF AFFAIRS:

The performance during the period ended 31^st March, 2016 has been as under:

(Rs. In Lakhs)

Particulars	Standalone		Consolidated
Particulars	2015-2016	2014-2015	2015-16
Total Income	1,774.01	1,354.32	1,778.92
Total Expenditure	1,709.78	1,210.70	1,757.73
Profit Before Tax	64.23	143.62	21.62
Provision for Tax	22.29	-	22.29
Profit after Tax	41.94	143.62	(0.66)
Transfer to General Reserves	-	-	-
Balance Carried to Balance Sheet	41.94	143.62	(0.66)

REVIEW OF OPERATIONS:

During the year under review your company recorded a turnover of Rs. 1,774.01 Lakhs as against Rs. 1,354.32 Lakhs for the previous financial year. The turnover includes revenue from the Clinical Research services, Information Technology Services and Data Management Service charges. Multi-fold growth in business is expected in the coming year(s) with the stable business operations

EVENTS SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS:

There were no material changes and commitments affecting financial position of the company between 31^st March and the date of Boardâs Report. (i.e. 30-Aug-2016)

CHANGE IN THE NATURE OF BUSINESS, IF ANY:

During the period under review and the date of Boardâs Report there was no change in the nature of Business.

TRANSFER TO RESERVES:

The company has not transferred any amount to reserves for the year.

CORPORATE GOVERNANCE:

Corporate Governance is not applicable to the company since the paid up equity share capital and net worth of the company does not exceed Rs. 10 crores and Rs. 25 crores respectively. However, the company voluntarily provides a separate section in the Annual Report titled âReport on Corporate Governanceâ along with the Auditorsâ Certificate on Corporate Governance as stipulated under Regulation 34 read with Schedule V of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

REVISION OF FINANCIAL STATEMENTS:

There was no revision of the financial statements for the year under review EXTRACT OF ANNUAL RETURN:

As required pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of annual return in MGT 9 is given as Annexure II to this Annual Report.

SHARE CAPITAL:

The authorised capital of the company is Rs. 9,99,00,000 consisting of 99,90,000 equity shares of Rs. 10/- each and the paid up share capital of the Company is Rs. 6,04,16,000/consisting of 60,41,600 equity shares of Rs. 10/- each.

DIVIDEND:

As the profits are inadequate, your Directors do not propose any dividend for the year under review.

BOARD MEETINGS:

The Board of Directors duly met 5 (five) times on 07-May-2015, 29-May-2015, 10-Aug-2015, 13-Nov-2015 and 12-Feb-2016 and in respect of which meetings, proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose.

DIRECTORS AND KEY MANANGERIAL PERSONNEL:

During the year Mr. K. Rama Krishna Prasad was appointed as Additional Director in the capacity of Indpendent Director w.e.f. 12-Feb-2016 to hold office upto the date of ensuing Annual General Meeting and Mr. SSR Koteswara Rao, existing Director of the Company was appointed as Non-executive Chairman of the Company with effect from 13-Nov-2015. Mr. T. Vijay Vardhan resigned as a Director w.e.f. 10-Aug-2015 and Ms. T. Kamala Kumari resigned as a Company Secretary w.e.f. 10-Aug-2015 and Mrs. K. Sowjanya Guntaka was appointed

as a Company Secretary w.e.f. 25-Jan-2016. The Board places its sincere appreciation for the services renedered by Mr. T. Vijay Vardhan during his tenure as director of the Company.

Details of Re-appointments/Appointment of Directors/Chairman:

Name of the Director/Chairman	Mr. K. Rama Krishna Prasad (Director)	Ms. K. Vanaja	Mr. K. Gopi Krishna
Date of Birth	30-Jan-1961	14-Jun-1967	16-May-1975
Date of Appointment	12-Feb-2016	30-Aug-2016	30-Aug-2016
Qualifications	Bachelors in Engineering	Graduate Diploma in Pharmacy	Bachelors in Engineering
No. of shares held in the company	â	3,73,800	2,70,000
Directorships held in other companies (excluding private limited and foreign companies)
Positions held in mandatory committees of other companies

DIRECTORâS RESPONSIBILITY STATEMENT:

In pursuance of section 134 (5) of the Companies Act, 2013, the Directors hereby confirm that:

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(d) The Directors had prepared the annual accounts on a going concern basis; and

(e) The Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

(f) 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.

DECLARATION FROM INDEPENDENT DIRECTORS ON ANNUAL BASIS:

The Company has received a declaration from Mr. A. Vijay Kumar, Mr. G. Bhanu Prakash, Mr. SSR Koteswara Rao, Mr. K. Rama Krishna Prasad and Mr. T. Ravi Babu, Independent directors of the company to the effect that they are meeting the criteria of independence as provided in Sub-section (6) of Section 149 of the Companies Act, 2013 and Regulation 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 annexed to the Annual Report as Annexure -III.

STATUTORY COMPLIANCE:

The Company has complied with the required provisions relating to statutory compliance with regard to the affairs of the Company in all respects.

INFORMATION ABOUT THE FINANCIAL PERFORMANCE / FINANCIAL POSITION OF THE SUBSIDIARIES / ASSOCIATES / JOINT VENTURES:

In accordance with Section 129(3) of the Companies Act, 2013, a statement containing salient features of the financial statements of the subsidiary companies in Form AOC1 is as an attachment herewith forming part of the Annual Report. In accordance with third provison to Section 136(1) of the Companies Act, 2013, the Annual Report of your Company, containing therein its audited standalone and the consolidated financial statements has been placed on the website of the Company at www.jeevanscientific.com Further, audited financial statements together with related information and other reports of each of the subsidiary companies, have also been placed on the website of the Company at www.jeevanscientific.com.

AUDITORS:

STATUTORY AUDITORS:

M/s. L N P & Co, Chartered Accountants, Statutory Auditors of the company retires at the ensuing annual general meeting and is eligible for reappointment. As required under the provisions of Section 139 of the Companies Act, 2013, the Company has received a written consent from the auditors to their re-appointment and a certificate to the effect that their reappointment, if made, would be in accordance with the Companies Act, 2013 and the rules framed there under and that they have satisfied the criteria provided in Section 141 of the Companies Act, 2013. The Board recommends the re-appointment of M/s. L N P & Co, as the statutory auditors of the Company from the conclusion of this Annual General meeting till the conclusion of the next Annual General Meeting.

INTERNAL AUDITORS:

M/s. K P & Associates, Chartered Accountants, Hyderabad are the internal Auditors of the Company.

SECRETARIAL AUDITORS:

AUDIT REPORTS:

(a) Statutory Auditors Report: r i

The Board has duly reviewed the Statutory Auditorâs Report on the Accounts for the year ended March 31, 2016 and has noted that the same does not have any reservation, qualification or adverse remarks. However, the Board decided to further strengthen the existing system and procedures to meet all kinds of challenges and growth in the market expected in view of the robust growth in the industry.

(b) Secretarial Audit Report:

The Board has duly reviewed the Secretarial Audit Report on the Compliances according to the provisions of section 204 of the Companies Act 2013 and has noted that the same does not have any reservations qualifications, or adverse remarks. The Secretarial Audit Report in Form Mr-3 is annexed to the Annual Report as Annexure - IV. However as regards to non- filing of certificate u/r 7 of SEBI (LO&DR) Regulations, 2015 issued by M/s CIL Securities Limited , Registrar and Share Transfer Agent, the Board explained that it is by oversight.

COMPLIANCE WITH SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015:

In compliance with SEBI ( Listing Obligations and Disclosure Requirements) Regulations, 2015 the Company has signed uniform listing agreement with BSE Limited and framed the following policies which are available on Companyâs website i.e.www.jeevanscientific.com

i. Board Diversity Policy

ii. Policy on preservation of Documents

iii. Risk Management Policy

iv. Whistle Blower Policy

v. Familiarization programme for Independent Directors

vi. Anti-Sexual Harrassment Policy

vii. Related Party Policy

viii. Code of Conduct

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO:

The required information as per Sec.134(3)(m) of the Companies Act 2013 is provided hereunder:

A. Conservation of Energy:

Your Companyâs operations are not energy intensive. Adequate measures have been taken to conserve energy wherever possible by using energy efficient computers and purchase of energy efficient equipment.

B. Technology Absorption:

i. Research and Development (R&D): Your company has started a Bioanalytical Lab in the new premises. Bioanalytical research laboratory is designed with state of the art facility equipped with advanced analytical instrumentation having 2 processing labs and 4 LC-MS/MS labs, which can accommodate up to 12 LCMS/

MS. Jeevan Scientific offers a unique combination of highly trained workforce enabled with well-equipped bio analytical research and development (R&D) laboratory.

C. Foreign Exchange Earnings and Out-Go: The foreign exchange earned in terms of actual inflows during the year and the foreign exchange outgo during the year in terms of actual outflow: Please refer to note no.1(j) of notes to accounts.

DETAILS RELATING TO DEPOSITS, COVERING THE FOLLOWING:

Your Company has not accepted any deposits falling within the meaning of Sec.73, 74 & 76 of the Companies Act, 2013 read with the Rule 8(v) of Companies (Accounts) Rules 2014, during the financial year under review.

DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS:

DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL

No orders have been passed by any Regulator or Court or Tribunal which can have impact on the going concern status and the Companyâs operations in future.

INSURANCE:

The properties and assets of your Company are adequately insured.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The company has not given Guarantees during the year under review. However the company has made an investment of Rs. 50,00,000 in its wholly-owned subsidiary Enhops Solutions Private Limited and Rs. 2,69,000 in another wholly owned subsidiary Enhops, Inc. (U.S.A) which is within the limits of Sec. 186(3) of Companies Act, 2013.

CREDIT & GUARANTEE FACILITIES:

The Company has been availing facilities of Credit and Guarantee as and when required, for the business of the Company, from The Karur Vysya Bank Ltd. And Oriental Bank of Commerce and Personal Guarantees was given by Mr. K. Krishna Kishore, Executive Vice Chairman, Smt. K. Vanaja, Director, Shri. Raghav Beeram, Director & Shri. M. Rajendra Prasad (Director) without any consideration for obtaining Bank Guarantees.

RISK MANAGEMENT POLICY:

Your Company follows a comprehensive system of Risk Management. Your Company has adopted a procedure for assessment and minimization of probable risks. It ensures that all the risks are timely defined and mitigated in accordance with the well structured risk management process.

CORPORATE SOCIAL RESPONSIBILTY POLICY:

Since your Company does not have net worth of Rs. 500 Crore or more, or turnover of Rs. 1000 Crore or more, or a net profit of Rs. 5 Crore or more during the financial year, section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility is not applicable and hence the Company need not adopt any Corporate Social Responsibility Policy.

RELATED PARTY TRANSACTIONS:

The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Companyâs website at www.jeevanscientific.com.

Your Directors draw attention of the members to Note 24 in notes to accounts which sets out related party disclosures.

DISCLOSURE ABOUT COST AUDIT:

Cost Audit is not applicable to your Company.

RATIO OF REMUNERATION TO EACH DIRECTOR:

Under section 197(12) of the Companies Act, 2013, and Rule 5(1)(2) & (3) of the Companies(Appointment & Remuneration) Rules, 2014, a remuneration of Rs. 12,00,000/is being paid to Mr. K. Gopi Krishna, Managing Director of the Company and a remuneration of Rs. 12,00,000/- is being paid to Mr. K. Krishna Kishore, Executive Vice-Chairman and a remuneration of Rs. 29,41,663/- is being paid to Mr. M. Rajendra Prasad, Whole Time Director of the Company and a remuneration of Rs. 20,16,664/- is being paid to Mr. B. Raghav, Director of the Company.

NON-EXECUTIVE DIRECTORSâ COMPENSATION AND DISCLOSURES

None of the Independent / Non-Executive Directors has any pecuniary relationship or transactions with the Company which in the Judgment of the Board may affect the independence of the Directors.

CEO/ CFO Certification

The Managing Director and CEO/ CFO certification of the financial statements for the year 2015-16 is provided elsewhere in this Annual Report.

LISTING WITH STOCK EXCHANGES:

The Company confirms that it has paid the Annual Listing Fees for the year 2016-2017 to Bombay Stock Exchange where the Companyâs Shares are listed.

MANAGEMENT DISCUSSION AND ANALYSIS:

INDUSTRY BASED DISCLOSURES AS MANDATED BY THE RESPECTIVE LAWS GOVERNING THE COMPANY

The Company is not a NBFC, Housing Companies etc., and hence Industry based disclosures is not required.

SECRETARIAL STANDARDS

The company is in compliance with Secretarial Standards issued by The Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings

EVENT BASED DISCLOSURES

During the year under review, the Company has not taken up any of the following activities:

3. Issue of shares under employeeâs stock option scheme: The Company has not issued any equity shares under Employees Stock Option Scheme during the year under review and hence no information as per provisions of Section 62(1)(b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014

5. Disclosure on purchase by company or giving of loans by it for purchase of its shares: The company did not purchase or give any loans for purchase of its shares.

6. Buy back shares: The company did not buy-back any shares during the period under review.

7. Disclosure about revision: Since the company did not undergo any revision, this clause is Not Applicable to the company for the period under review.

8. Preferential Allotment of Shares: The company did not allot any shares on preferential basis during the period under review.

EMPLOYEE RELATIONS:

Your Directors are pleased to record their sincere appreciation of the contribution by the staff at all levels in the improved performance of the Company.

None of the employees is drawing Rs. 8,50,000/- and above per month or Rs.1,02,00,000/-and above in aggregate per annum, the limits prescribed under Section 197(12) of Companies Act 2013 read with Rule 5 of Companies(Appointment & Remuneration Of Managerial Personnel) Rules, 2014.

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

The following is the summary of sexual harassment complaints received and disposed during the calendar year.

- No. of complaints received: Nil

- No. of complaints disposed off: Nil

Your directors further state that during the year under review, there were no cases filed pursuant to the sexual harassment of women at work place. (Prevention, prohibition and Redressal act, 2013)

ACKNOWLEDGEMENTS:

Your Directors wish to place on record their appreciation of the contribution made by the employees at all levels, to the continued growth and prosperity of your Company.

Your Directors also wish to place on record their appreciation of business constituents, banks and other financial institutions and shareholders of the Company like SEBI, BSE, NSE, MCX, NSDL, CDSL, The Karur Vysya Bank, Oriental Bank of Commerce, Andhra Bank and State Bank of India etc. for their continued support for the growth of the Company.

For and on behalf of the Board

Jeevan Scientific Technology Limited

Sd/- Sd/-

Place: Hyderabad K. Krishna Kishore K. Gopi Krishna

Date: 30-Aug-2016 Vice Chairman & CFO Managing Director

(DIN No. 00876539) (DIN : 02376561)

Mar 31, 2015

To the Members,

The Directors have pleasure in presenting before you the Seventeenth Annual Report of the Company together with the Audited Statements of Accounts for the year ended 31st March, 2015.

FINANCIAL SUMMARY/HIGHLIGHTS, OPERATIONS, STATE OF AFFARIS:

The performance during the period ended 31st March 2015 has been as under:

(INR In Lakhs) Particulars FY: 2014-2015 FY: 2013-2014

Total Income 1,354.32 647.09

Total Expenditure 1,210.70 624.35

Profit Before Tax 143.62 22.74

Provision for Tax - -

Profit after Tax 143.62 22.74

Transfer to General Reserves 143.62 22.74

Profit available for appropriation - -

Provision for Proposed Dividend - -

Provision for Corporate Tax - -

Balance Carried to Balance Sheet 143.62 22.74

Review of operations:

During the year under review your company recorded a turnover of Rs. 1,354.32 Lakhs as against Rs. 647.09 Lakhs for the previous financial year. The turnover includes the Clinical Research services, Education Services, HR Staffing Services and Data Management Service charges. The Business plan is to ensure at least two fold growth in business in the coming year(s) with the stable business.

Share Capital:

The paid up share capital of the Company is Rs.6,04,16,000/- consisting of 60,41,600 equity shares of Rs. 10/- each.

DIVIDEND:

As the profits are inadequate, your Directors do not propose any dividend for the year under review.

BOARD MEETINGS:

The Board of Directors duly met 7 (seven) times on 01.04.2014, 29.05.2014, 21.07.2014, 13.08.2014, 24.10.2014, 10.12.2014 and 12.02.2015 in respect of which meetings, proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose.

DIRECTORS AND KEY MANANGERIAL PERSONNEL:

During the year Mr. Raghav Beeram was appointed as Additional Director & Executive Director w.e.f. 07.05.2015 to hold office upto the date of ensuing Annual General Meeting and Mr. Sreerama Koteswara Rao Surapaneni as Additional Director under independent category w.e.f. 10.08.2015 to hold office upto the date of ensuing Annual General Meeting.

Mr. Vijay Vardhan Tatipaka has resigned as Director w.e.f. 10.08.2015 and Ms. Kamala Kumari Tamada has resigned as Company secretary w.e.f. 01.08.2015 due to their pre-occupations. The Board placed on record its sincere appreciation for the valuable services rendered by them during their tenure.

DIRECTOR'S RESPONSIBILITY STATEMENT:

In pursuance of section 134 (5) of the Companies Act, 2013, the Directors hereby confirm that:

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) 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;

(c) 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;

(d) The Directors had prepared the annual accounts on a going concern basis; and

(e) The Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

(f) 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.

VIGIL MECHANISM:

Vigil Mechanism Policy has been established by the Company for directors and employees to report genuine concerns pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013. The same has been placed on the website of the Company.

STATUTORY COMPLIANCE:

The Company has complied with the required provisions relating to statutory compliance with regard to the affairs of the Company in all respects.

UN PAID / UN CLAIMED DIVIDEND:

In terms of the provisions of the Companies Act, the Company is obliged to transfer dividends, which remain unpaid or unclaimed for a period of seven years from the declaration to the credit of the Investor education and Protection Fund established by the Central Government. The Company has not declared any dividend since its inception and hence the transfer of any unpaid /unclaimed dividend to the credit of the Investor education and Protection Fund does not arise.

INFORMATION ABOUT THE FINANCIAL PERFORMANCE / FINANCIAL POSITION OF THE SUBSIDIARIES / ASSOCIATES / JOINT VENTURES:

The company is not having any subsidiaries / associates / joint ventures.

EXTRACT OF ANNUAL RETURN:

As required pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014,an extract of annual return in MGT 9 as at 31st March 2015 forms part of this Annual Report as Annexure A.

AUDITORS:

STATUTORY AUDITORS:

M/s. L N P & Co, Chartered Accountants, Statutory Auditors of the company retires at the ensuing annual general meeting and is eligible for reappointment. As required under the provisions of Section 139 of the Companies Act, 2013, the Company has received a written consent from the auditors to their re-appointment and a certificate to the effect that their re- appointment, if made, would be in accordance with the Companies Act, 2013 and the rules framed there under and that they have satisfied the criteria provided in Section 141 of the Companies Act, 2013.

The Board recommends the re-appointment of M/s. L N P & Co, as the statutory auditors of the Company from the conclusion of this Annual General meeting till the conclusion of the next Annual General Meeting.

INTERNAL AUDITORS:

M/s. K P & Associates, Chartered Accountants, Hyderabad are the internal Auditors of the Company.

SECRETARIAL AUDITORS:

Pursuant to the provisions of Section 134(3)(f) & Section 204 of the Companies Act, 2013, Secretarial audit report as provided by M/s. S.S. Reddy & Associates., Practicing Company Secretaries is annexed to this Report as Annexure C.

QUALIFICATIONS IN AUDIT REPORTS:

Nil

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO:

The required information as per Sec.134(3)(m) of the Companies Act 2013 is provided hereunder:

A. Conservation of Energy:

Your Company's operations are not energy intensive. Adequate measures have been taken to conserve energy wherever possible by using energy efficient computers and purchase of energy efficient equipment.

B. Technology Absorption:

i. Research and Development (R&D): Your company has started a Bioanalytical Lab in the new premises. Bioanalytical research laboratory is designed with state of the art facility equipped with advanced analytical instrumentation having 2 processing labs and 4 LC-MS/MS labs, which can accommodate up to 12 LC- MS/MS. Jeevan Scientific offers a unique combination of highly trained workforce enabled with well-equipped bioanalytical research and development (R&D) laboratory.

ii. Technology absorption, adoption and innovation: There was considerable technology absorption,adoption and innovation with the addition of the above equipment in the new facility the results of which can be seen in the years to come.

C. Foreign Exchange Earnings and Out Go:

The foreign exchange earned in terms of actual inflows during the year and the foreign exchange outgo during the year in terms of actual outflow: Please refer to note no.1 of notes to financial statements.

DETAILS RELATING TO DEPOSITS, COVERING THE FOLLOWING:

Your Company has not accepted any deposits falling within the meaning of Sec.73, 74 & 76 of the Companies Act, 2013 read with the Rule 8(v) of Companies (Accounts) Rules 2014, during the financial year under review.

DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS:

Your Company has well established procedures for internal control across its various locations, commensurate with its size and operations. The organization is adequately staffed with qualified and experienced personnel for implementing and monitoring the internal control environment. The internal audit function is adequately resourced commensurate with the operations of the Company and reports to the Audit Committee of the Board.

INSURANCE:

The properties and assets of your Company are adequately insured.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The company has not given loans, Guarantees or made any investments during the year under review.

CREDIT & GUARANTEE FACILITIES:

The Company has been availing facilities of Credit and Guarantee as and when required, for the business of the Company, from The Karur Vysya Bank Ltd. Personal Guarantees was given by Mr. Krishna Kishore Kuchipudi, Executive Vice Chairman without any consideration for obtaining Bank Guarantees.

RISK MANAGEMENT POLICY:

Your Company follows a comprehensive system of Risk Management. Your Company has adopted a procedure for assessment and minimization of probable risks. It ensures that all the risks are timely defined and mitigated in accordance with the well structured risk management process.

CORPORATE SOCIAL RESPONSIBILTY POLICY:

Since your Company does not have net worth of Rs. 500 Crore or more, or turnover of Rs. 1000 Crore or more, or a net profit of Rs. 5 Crore or more during the financial year, section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility is not applicable and hence the Company need not adopt any Corporate Social Responsibility Policy.

RELATED PARTY TRANSACTIONS:

All contracts/arrangements/transactions entered into by the Company during the financial year with related parties were in the ordinary course of business and on arm's length basis. During the year, the Company had not entered into any contract/arrangement/transaction with related parties which could be considered material in accordance with the policy of the company on materiality of related party transactions.

The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Company's website at http:// www.jeevanscientific.com.

Your Directors draw attention of the members to Note 22 to the financial statement which sets out related party disclosures.

FORMAL ANNUAL EVALUATION:

As per section 149 of the Companies Act, 2013 read with clause VII (1) of the schedule IV and rules made thereunder, the independent directors of the company had a meeting on 10th day of August 2015 without attendance of non-independent directors and members of management. In the meeting the following issues were taken up:

(a) Review of the performance of non-independent directors and the Board as a whole;

(b) Review of the performance of the Chairperson of the company, taking into account the views of executive directors and non-executive directors;

(c) Assessing the quality, quantity and timeliness of flow of information between the company management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

The meeting also reviewed and evaluated the performance of non-independent directors. The company has 5 (Five) non-independent directors namely: i.) Mr Gopi Krishna Kilaru - Managing Director Cum CFO, ii.) Mr Krishna Kishore Kuchipudi - Executive Vice Chairman, iii) Mr. Rajendra Prasad Muppavarapu- Whole time director, iv. Mr Raghav Beeram- Whole time director and Mrs. Vanaja Kuchipudi - Non Executive Director The meeting recognized the significant contribution made by non-independent directors in the shaping up of the company and putting the company on accelerated growth path. They devoted more time and attention to bring up the company to the present level.

The meeting also reviewed and evaluated the performance of the Board as whole in terms of the following aspects:

- Preparedness for Board/Committee meetings

- Attendance at the Board/Committee meetings

- Guidance on corporate strategy, risk policy, corporate performance and overseeing acquisitions and disinvestments.

- Monitoring the effectiveness of the company's governance practices

- Ensuring a transparent board nomination process with the diversity of experience, knowledge, perspective in the Board.

- Ensuring the integrity of the company's accounting and financial reporting systems, including the independent audit, and that appropriate systems of control are in place, in particular, systems for financial and operational control and compliance with the law and relevant standards.

It was noted that the Board Meetings have been conducted with the issuance of proper notice and circulation of the agenda of the meeting with the relevant notes thereon.

DISCLOSURE ABOUT COST AUDIT:

Cost Audit is not applicable to your Company.

RATIO OF REMUNERATION TO EACH DIRECTOR:

Under section 197(12) of the Companies Act, 2013, and Rule 5(1)(2) & (3) of the Companies(Appointment & Remuneration) Rules, 2014, a remuneration of Rs. 12,00,000/- is being paid to Mr. Gopi Krishna Kilaru, Managing Director of the Company and a remuneration of Rs. 12,00,000/- is being paid to Mr. Krishna Kishore Kuchipudi, Whole Time Director and a remuneration of Rs. 12,00,000/- is being paid to Mr. Rajendra Prasad Muppavarapu, Whole Time Director of the Company.

LISTING WITH STOCK EXCHANGES:

The Company confirms that it has paid the Annual Listing Fees for the year 2015-2016 to Bombay Stock Exchange where the Company's Shares are listed.

REPORT ON CORPORATE GOVERNANCE:

A detailed report on corporate governance prepared in substantial compliance with the provisions of the listing agreement with stock exchange together with the auditors certificate regarding the compliance of conditions of corporate governance forms part of the annual report.

MANAGEMENT DISCUSSION AND ANALYSIS:

Management discussion and analysis report for the year under review has stipulated under clause 49 of the listing agreement with the stock exchange in India is presented in a separate section forming part of the annual report.

INDUSTRY BASED DISCLOSURES AS MANDATED BY THE RESPECTIVE LAWS GOVERNING THE COMPANY

The Company is not a NBFC, Housing Companies etc., and hence Industry based disclosures is not required.

SECRETARIAL STANDARDS

EVENT BASED DISCLOSURES

During the year under review, the Company has not taken up any of the following activities:

1. Issue of sweat equity share: NA

2. Issue of shares with differential rights: NA

3. Issue of shares under employee's stock option scheme: NA

4. Disclosure on purchase by company or giving of loans by it for purchase of its shares: NA

5. Buy back shares: NA

6. Disclosure about revision: NA

7. Preferential Allotment of Shares: NA

EMPLOYEE RELATIONS:

Your Directors are pleased to record their sincere appreciation of the contribution by the staff at all levels in the improved performance of the Company.

None of the employees is drawing Rs. 5,00,000/- and above per month or Rs.60,00,000/- and above in aggregate per annum, the limits prescribed under Section 134 of the Companies Act, 2013

General: There is no change in the nature of the business of the company. There are no companies which have become or ceased to be its subsidiaries, joint ventures or associate companies during the year.

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.

Your directors further state that during the year under review, there were no cases filed pursuant to the sexual harassment of women at work place.(Prevention, prohibition and Redressal act, 2013)

ACKNOWLEDGEMENTS:

Your Directors wish to place on record their appreciation of the contribution made by the employees at all levels, to the continued growth and prosperity of your Company.

Your Directors also wish to place on record their appreciation of business constituents, banks and other financial institutions and shareholders of the Company like SEBI, BSE, NSE, MCX, NSDL, CDSL, The Karur Vysya Bank, Oriental Bank of Commerce, Andhra Bank and State Bank of India etc. for their continued support for the growth of the Company.

For and on behalf of the Board

Jeevan Scientific Technology Limited

Sd/-

Gopi Krishna Kilaru

Place: Hyderabad Managing Director

Date : 10.08.2015 DIN No. 02376561

Mar 31, 2014

Dear members,

The Directors present herewith the Sixteenth Annual Report and the audited accounts for the Year ended 31st March 2014 together with the Auditors'' Report thereon.

1) FINANCIAL RESULTS:

(Rs. In lakhs) 2013-2014 2012-2013

Turnover 647.09 129.28

Profit/ (Loss) before depreciation and Tax 50.02 (194.84)

Depreciation 27.28 26.63

Profit/ (Loss) after depreciation and before Tax 22.74 (221.47)

Tax 0 0

Profit/ (Loss) after Tax 22.74 (221.47)

3) DIRECTORS:

In accordance with the provisions of the Companies Act, 1956 and the Articles of Association of the Company Smt. K. Vanaja and Sri. T. Ravi Babu retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

During the year under review, Sri. D. Seetharamaiah (resigned on 10.06.2013) and Sri. Ch. Udaya Kumar (resigned on 31.03.2014) have resigned from the Board due to their preoccupations. The Board also noted that, with the vacation of office of directorship of Sri. Ch. Udaya Kumar, the alternate director Sri. T. Chalapathi Rao is ceased to be vacated. The Board expressed their gratitude towards the services rendered by them during their tenure.

The board appointed Sri. A. Vijay Kumar and Sri. T. Vijay Vardhan as Additional Directors of the company to hold office till the conclusion of the next annual general meeting of the company. The Board received notice from one of the members proposing their candidature to the office of director along with necessary deposit and the Board recommend their appointment for the approval of the members.

The Board also appointed Sri. M. Rajendra Prasad as additional director on 31st march 2014 and appointed him as whole time director in the Extra Ordinary General meeting held on 19th day of May 2014.

M. Rajendra Prasad- Executive Director:

At Jeevan, has the vision of developing Jeevan as a fully functional CRO. Prasad is an excellent strategist, and a prudent decision maker with insightful and articulate vision. Prasad has been an exemplary leader in establishing and maintaining long-term business relationships. Before joining with Jeevan, Prasad was associated with Veeda Clinical Research as Chief Business Officer.

He had been associated with Veeda since its inception in 2004, in various leadership roles and had contributed immensely in the growth of Veeda both in "Technical" and "Business" fronts. He has a diversified experience and knowledge of various functional domains in the CRO industry including clinical operations, BA/ BE studies, data management and bioanalytical.

He has lead the team in research and development and has hands on experience in developing and validating various bioanalytical methods. Prasad has a rich experience of more than 20 years in pharmaceutical and CRO industry and has worked in several leading names in the industry including GVK Bio, Aurobindo Pharma, Cadila Pharma, Lambda Therapeutics, Sun Pharma and Vimta Labs. He is a well-known "team builder" in CRO industry. Prasad holds a MasterÂ´s Degree in Pharmacy.

4) DIVIDEND:

As there are no profits during this year your directors do not propose any dividend for the year.

5) AUDITORS:

The Statutory Auditors of M/s. L N P & Co., Chartered Accountants Hyderabad holds office till the conclusion of the forthcoming Annual General Meeting. The Company has received a letter from the auditors to the effect that their appointment as Auditors, if made, would be within the limits under Section 224 (1-B) of the Companies Act, 1956.

6) REPLIES TO AUDITORS QUALIFICATION:

With regards auditor''s qualification in respect of employee Gratuity liability- In view of the small in number of Employees, company has not gone for actuarial valuation as per AS-15 Employee Benefit. However the company has provided the gratuity liability on estimated basis in accordance with payment of Gratuity Act.

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

Information U/S 217(i)(e) of the Companies Act, 1956 read within the report of the Board of Directors Rules 1988 and forming part of Directors report.

A. Details of Conservation of energy:

Company''s operations require the use of electrical energy for power supply to Computer systems and lighting and are not energy intensive. However the Company is taking adequate measures to reduce energy consumption where ever possible.

B. Technology absorption:

The Company has a high technology oriented center for development of software, which are comparable to International standards. The company has upgraded its skills of Microsoft Navision and Axapta to its latest versions, and also developed inherent skills required to integrate it to various other platforms. Further the Company has a team of dedicated and qualified manpower to develop quality software to meet the required standards.

C. Foreign Exchange Earnings and Outgo: During the year the company has earned Rs. 65.13 lakhs as income from IT Enabled Services in Foreign Exchange, and Foreign Exchange Outgo Rs. Nil.

8) LISTING OF SHARES IN STOCK EXCHANGES:

The Shares of the Company are listed at Bangalore Stock Exchange. The listing fee was paid up to date in the stock exchange.

9) CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the Listing Agreement, your Company has to mandatorily comply with the requirements of Corporate Governance. A separate section on Corporate Governance and a Certificate from the practicing Company Secretary regarding compliance of conditions on Corporate Governance, form part of the Annual Report.

10) FIXED DEPOSITS:

The Company has not accepted any fixed deposits from the public during the financial year 2013-14.

11) PERSONNEL:

None of the employees are covered under Sec.217 (2A) of the Companies Act 1956 read with (Particulars of the Company) Rules 1975 and forming part of the Directors Report for the Accounting year 2013-14.

12) INSURANCE:

All the properties of the Company including Buildings, Plant and Machinery and Stocks have been adequately insured.

13) HUMAN RESOURCES:

Human resources of the Company across all sections contributed significantly towards better performance and look forward for higher growth.

14) INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company is having an Internal Audit System and M/s. K P & Associates, Chartered Accountants, Hyderabad are the Internal Auditors of the Company.

15) MATERIAL DEVELOPMENTS IN HUMAN RESOURCES/INDUSTRIAL RELATIONS:

The Company did not loose any of its key personnel during the year. The employees'' morale is high and adequate steps are being taken for continuous training of staff in new technologies to take up challenging assignments.

16) DIRECTORS RESPONSIBILITY STATEMENT:

The Directors would like to inform the members that the Audited Annual Accounts for the year ended 31st March 2014 are in full conformity with the requirements of Companies Act 1956. The Directors further confirm that:

a) In preparation of the Annual Accounts the applicable Accounting Standards have been followed with proper explanation wherever required.

b) The Directors have 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 loss of the Company for that period.

c) The Directors have taken proper and sufficient care 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 directors have prepared the Annual Accounts on a going concern basis.

17) INDUSTRIAL RELATIONS:

Industrial relations have been cordial and your Directors appreciate the sincere and efficient services rendered by the employees of the Company at all levels towards the successful working of the Company.

18) ACKNOWLEDGMENTS:

Your Directors wish to place on record their sincere thanks to all those who have supported your Company''s all round activities and contributed towards growth particularly Members, Bankers, Government Agencies, customers, staff members and all others involved with the Company.

For and on behalf of Board of Directors

Sd/- Sd/- Place: Hyderabad K. Krishna Kishore K. Gopi Krishna Date: 21.07.2014 Executive Vice Chairman Managing Director

Mar 31, 2013

Dear members,

The Directors present herewith the Fifteenth Annual Report and the audited accounts for the Year ended 31st March 2013 together with the Auditors'' Report thereon.

1) FINANCIAL RESULTS:

(Rs. In lakhs) 2012-2013 2011-2012

Turnover 129.28 336.31

Profit/(Loss) before depreciation and Tax (194.84) 25.52

Depreciation 26.63 21.70

Profit/(Loss) after depreciation and before Tax (221.47) 3.82

Earlier Year Tax- Fringe Benefit Tax 0 0.06

Profit/(Loss)after Tax (221.47) 3.76

3) DIRECTORS:

In accordance with the provisions of the Companies Act, 1956 and the Articles of Association of the Company Sri. Ch. Uday Kumar and Sri G. Bhanu Prakash retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment. During the year under review, there is no change in the constitution of the Board.

4) DIVIDEND:

As there are no profits during this year your directors do not propose any dividend for the year.

5) AUDITORS:

The Statutory Auditors of M/s. K.S. Rao & Co., Chartered Accountants Hyderabad holds office till the conclusion of the forthcoming Annual General Meeting. The Company has received a letter from the auditors to the effect that their appointment as Auditors, if made, would be withi n the limits under Section 224 (1-B) of the Companies Act, 1956.

6) AUDITORS QUALIFICATION:

With regards auditor''s qualification in respect of employee Gratuity liability- In view of the small in number of Employees, company has not gone for actuarial valuation as per AS- 15 Employee Benefit. However the company has provided the gratuity liability on estimated basis in accordance with payment of Gratuity Act.

The Board is aware that the Company''s Current libilities exceeded its total assets by Rs.1.26 Crores and that the accumulated losses have exeeded 50% of the Networth of the Company.

However the above qualification of the auditors should be viewed with all the positive aspects raised in the director''s report vis-a-vis various business verticals and the potential for growth.

Keeping the above in view and the positive trends/ work orders in hand the Board is confident that the Company is a going concern.

Confirmation of balances in respect of Trade Receivables amount to Rs.3,65,40,840/-. The Board is confident that these outstanding are good debts and there is no bad debts element and therefore no adjustment in the Balance sheet and Profit and Loss account is envisaged.

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

Information U/S 217(i)(e) of the Companies Act, 1956 read within the report of the Board of Directors Rules 1988 and forming part of Directors report.

A Details of Conservation of energy: Company''s operations require the use of electrical energy for power supply to Computer systems and lighting and are not energy intensive. However the Company is taking adequate measures to reduce energy consumption where ever possible.

B. Technology absorption:

The Company has a high technology oriented center for development of software, which are comparable to International standards. The company has upgraded its skills of Microsoft Navision and Axapta to its latest versions, and also developed inherent skills required to integrate it to various other platforms. Further the Company has a team of dedicated and qualified manpower to develop quality software to meet the required standards.

C. Foreign Exchange Earnings and Outgo: During the year the company has earned Rs. 39.19 lakhs as income from IT Enabled Services in Foreign Exchange, and Foreign Exchange Outgo Rs. 22.31 lakhs.

8) LISTING OF SHARES IN STOCK EXCHANGES:

The Shares of the Company are listed at Bangalore Stock Exchange. The listing fee was paid up to date in the stock exchange.

9) CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the Listing Agreement, your Company has to mandatorily comply with the requirements of Corporate Governance. A separate section on Corporate Governance and a Certificate from the practicing Company Secretary regarding compliance of conditions on Corporate Governance, form part of the Annual Report.

10) FIXED DEPOSITS:

The Company has not accepted any fixed deposits from the public during the financial year 2012-13.

11) PERSONNEL:

None of the employees are covered under Sec.217 (2A) of the Companies Act 1956 read with (Particulars of the Company) Rules 1975 and forming part of the Directors Report for the Accounting year 2012-13.

12) INSURANCE:

All the properties of the Company including Buildings, Plant and Machinery and Stocks have been adequately insured.

13) HUMAN RESOURCES:

Human resources of the Company across all sections contributed significantly towards better performance and look forward for higher growth.

14) INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company is having an Internal Audit System and M/s. K P & Associates, Chartered Accountants, Hyderabad are the Internal Auditors of the Company.

15) MATERIAL DEVELOPMENTS IN HUMAN RESOURCES/INDUSTRIAL RELATIONS:

The Company did not loose any of its key personnel during the year. The employees'' morale is high and adequate steps are being taken for continuous training of staff in new technologies to take up challenging assignments.

16) DIRECTORS RESPONSIBILITY STATEMENT:

The Directors would like to inform the members that the Audited Annual Accounts for the year ended 31st March 2013 are in full conformity with the requirements of Companies Act 1956. The Directors further confirm that:

a) In preparation of the Annual Accounts the applicable Accounting Standards have been followed with proper explanation wherever required.

b) The Directors have 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 loss of the Company for that period.

c) The Directors have taken proper and sufficient care 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 directors have prepared the Annual Accounts on a going concern basis.

17) INDUSTRIAL RELATIONS:

Industrial relations have been cordial and your Directors appreciate the sincere and efficient services rendered by the employees of the Company at all levels towards the successful working of the Company.

18) ACKNOWLEDGMENTS:

Your Directors wish to place on record their sincere thanks to all those who have supported your Company''s all round activities and contributed towards growth particularly Members, Bankers, Government Agencies, customers, staff members and all others involved with the Company.

For and on behalf of Board of Directors Sd/- Sd/- Place: Hyderabad K. Krishna Kishore K. Gopi Krishna Date: 29.05.2013 Executive Vice Chairman Managing Director

Mar 31, 2012

Dear members,

The Directors present herewith the Fourteenth Annual Report and the audited accounts for the Year ended 31st March 2012 together with the Auditors'' Report thereon.

1) FINANCIAL RESULTS:

(Rs. In lakhs) 2011-2012 2010-2011

Turnover 336.31 246.75

Profit before depreciation and Tax 25.52 23.73

Depreciation 21.70 17.39

Profit after depreciation and before Tax 3.82 6.34

Earlier Year Tax- Fringe Benefit Tax 0.06 0.02

Profit after Tax 3.76 6.32

2)MANAGEMENT DISCUSSIONS & ANALYSIS:

This report contains financial review, opportunities, challenge, outlook etc.

i) FINANCIAL REVIEW:

Income earned to the extent of Rs. 336.31 lakhs as against 246.75 lakhs of previous year.

ii) PERFORMANCE:

During the year under review your company recorded a turnover of Rs. 336.31 Lakhs as against Rs.246.75 Lakhs for the previous financial year. The turnover includes the ERP modules sales, Medical writing services, Corporate and Students training programs, and income from Study centers, Annamalai University multimedia programs, International Staffing Services and Domestic Staffing Services. The Business plan is to ensure at least two fold growth of business in the coming year(s) with the stable revenues.

During the financial year under report, ERP division in a phased manner sold ERP modules, which have given us high yields to enhance the top line revenues.

During the Financial Year under report, Education Division created status for your company as "NATIONAL COORDINATOR" cum "TECHNICAL COLLABORATOR" for ANNAMALAI UNIVERSITY having created 35 additional learning centers to promote and conduct PG/UG/Diploma/Certificate programmes related to Media Management, Fine arts, Media Graphics, Animation, Film & TV. Annamalai University is one of the leading Unitary and Residential Universities in India to offer various disciplined University programmes under distance education across the country. Annamalai University has attained the status as one of the leading Universities to have more than 500 programmes offered through distance educational programmes. Under this new Business arrangement, Education division have scaled up its Network of Centers presence across India from existing 25 centers in last financial year to current FY 2011-12 to 60 Learning centers, so as to generate more admissions for the above disciplined programs.

During this financial year under review, your company as a SIFY channel partner have played a significant role and made its mark as one of the best authorized i-Test Center facility at Hyderabad to conduct all kinds of online assessment examinations for professional bodies like Institute of Company Secretaries of India (ICSI), UIDAI Â Government of India, Aadhar operator''s online examinations along with conduction of various IIBF & IBPS - JAIIB, CAIIB and Banking personnel inter office promotion examinations.

Education division: Future focus is to get established as one of the Leading Service provider for University Education Services and aim to reach the magical figure of 100 learning centers during the FY 2012-13 for promoting the technically collaborated media and entertainment industry related programmes of Annamalai University. Education division of your company has devised strategic plans to have close to 500 students on board for the University of Madras and Annamalai University Technically Collaborated Programmes under distance education mode. Education division also have plans to explore new association possibilities with universities and premier business schools and eyeing for a tie-up to promote Management & IT programs. Education division is widening its operations through establishing comprehensive & unique business models across India to generate assured revenue engines to boost the top line of your company in the coming years.

During the Financial Year under report Staffing services have added several new client''s to name few, Beam telecom, Brother International, System tech, Applied Dev, AGC Networks, HDFC Std Life Insurance, Lenovo, Karvy Group of Companies, SBI Life Insurance with clear cut segregation into different verticals like BFSI, I T, ITES, Logistics companies. Focused approach and efforts by staffing division is now reaping satisfactory results and revenues.

Future focus is to add more MNCs and Top IT clients & increase fulfillment capability in permanent staffing services to the clients. Our Immediate plans are also to commence the Contract staffing services to boost our Top line sales. Staffing services division has created innovative business plans to increase the revenues and capture the market share in providing complete HR solutions. Staffing Services division is working strong to scale up the business to greater heights. International Staffing Division has done excellent in the first year of its operations and is looking at increasing the sales in the next financial year by achieving more contracts with MNCs.

Further your company has started a new division, Clinical Research Services to cater the Clinical Medical Writing, Clinical Data Management & Clinical Bio-statistics to various clients around the globe. This area has a vast potential and your company is looking to partner with major pharmaceutical giants in the world. Your company has made agreements with the following companies in India & abroad:

1. Eli Lily, Taiwan

2. Boerhinger Ingelheim, Germany

3. Medavante, USA

4. Novo Nordisk, India

5. Pfizer, India

A. OPPORTUNITIES:

Your Company could visualize increasing opportunities in exploring new avenues in Education Sector, Staffing Services both in Domestic and International and Clinical Research Services. The marketing efforts of the company received an encouraging response.

B. CHALLENGES:

Your Company faces normal market competition in all its business from domestic and overseas companies. Our business strategies and global competitive cost position have enabled us to retain the market position and maintain operating margin and enhance long term, even under difficult operating conditions for the I.T industry, Pharmaceutical and Education Sectors also we intend to diversify and explore other areas to achieve higher revenues. We endeavor to enhance its competitive advantage through a process of continuous improvements and by implementing appropriate business strategies.

C. OUTLOOK:

The outlook for margins in current scenario will depend upon global demand and supply trends in the pharmaceutical / education industry. We intend to extend our educational programs and explore the new avenues and opportunities by entering in to tie-up arrangements with more national and International Universities. In the Clinical research services area we plan to extend our services to a variety of pharmaceutical industries around the world covering all the therapeutic areas.

D. ADEQUACY OF INTERNAL CONTROL: Your company has internal auditors to ensure that internal control systems are in place and all assets are safeguarded and protected against loss. An extensive program of Internal Audit and reviews supplement the internal control systems by management & documented policy guidelines and procedures. The internal control systems are designed to ensure that the financial records are available for preparing financial statements and other data and maintaining accountability of assets.

E. QUALITY:

Our Motto is to ensure total Customer Satisfaction. Proactive efforts are directed towards determining customers'' requirements and achieving all round customer satisfaction. This is primarily achieved through automated systems, high attention to complaint resolution online communication and information exchange, quality circles and adoption of programs.

F. HUMAN RESOURCES DEVELOPMENT (HRD):

Yours is a young Company, with human resources of an average age of 30 years for its employees as on March 31, 2012. Right from the beginning the Company got good HRD policies for retaining manpower.

G. LEARNING & TRAINING:

Training Programmes have been devised to develop cross-functional skills.

3) DIRECTORS:

In accordance with the provisions of the Companies Act, 1956 and the Articles of Association of the Company Smt. K. Vanaja and Sri T. Ravi Babu retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

During the year under review, there is no change in the constitution of the Board.

4) DIVIDEND:

As there is marginal operational surplus during this year your directors do not propose any dividend for the year.

5) AUDITORS:

The Statutory Auditors of M/s. K.S. Rao & Co., Chartered Accountants Hyderabad holds office till the conclusion of the forthcoming Annual General Meeting. The Company has received a letter from the auditors to the effect that their appointment as Auditors, if made, would be within the limits under Section 224 (1-B) of the Companies Act, 1956.

6) AUDITORS QUALIFICATION:

With regards auditor''s qualification in respect of employee Gratuity liability, in view of the small in number of Employees, company has not gone for actuarial valuation as per AS-15 Employee Benefit. The company has provided the gratuity liability on estimated basis in accordance with payment of Gratuity Act.

Similarly in respect of conformations from Sundry debtors and for Loans and Advances the directors are of the opinion that they are fully recoverable during the course of business.

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

Information U/S 217(i)(e) of the Companies Act, 1956 read within the report of the Board of Directors Rules 1988 and forming part of Directors report.

A. Details of Conservation of energy: Company''s operations require the use of electrical energy for power supply to Computer systems and lighting and are not energy intensive. However the Company is taking adequate measures to reduce energy consumption where ever possible.

B. Technology absorption:

The Company has a high technology oriented center for development of software, which are comparable to International standards. The company has upgraded its skills of Microsoft Navision and Axapta to its latest versions, and also developed inherent skills required to integrate it to various other platforms. Further the Company has a team of dedicated and qualified manpower to develop quality software to meet the required standards.

C. Foreign Exchange Earnings and Outgo: During the year the company has earned Rs. 216.36 lakhs /- as income from IT Enabled Services in Foreign Exchange, and Foreign Exchange OutgoÂ Nil.

8) LISTING OF SHARES IN STOCK EXCHANGES:

The Shares of the Company are listed at Bangalore Stock Exchange. The listing fee was paid up to date in the stock exchange.

9) CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the Listing Agreement, your Company has to mandatorily comply with the requirements of Corporate Governance. A separate section on Corporate Governance and a Certificate from the practicing Company Secretary regarding compliance of conditions on Corporate Governance, form part of the Annual Report.

10) FIXED DEPOSITS:

The Company has not accepted any fixed deposits from the public during the financial year 2011-12.

11) PERSONNEL:

None of the employees are covered under Sec.217 (2A) of the Companies Act 1956 read with (Particulars of the Company) Rules 1975 and forming part of the Directors Report for the Accounting year 2011-12.

12) INSURANCE:

All the properties of the Company including Buildings, Plant and Machinery and Stocks have been adequately insured.

13) HUMAN RESOURCES:

Human resources of the Company across all sections contributed significantly towards better performance and look forward for higher growth.

14) INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company is having an Internal Audit System and M/s. K P & Associates, Chartered Accountants, Hyderabad are the Internal Auditors of the Company.

15) MATERIAL DEVELOPMENTS IN HUMAN RESOURCES/INDUSTRIAL RELATIONS: The Company did not lose any of its key personnel during the year. The employees'' morale is high and adequate steps are being taken for continuous training of staff in new technologies to take up challenging assignments.

16) DIRECTORS RESPONSIBILITY STATEMENT:

The Directors would like to inform the members that the Audited Annual Accounts for the year ended 31st March 2012 are in full conformity with the requirements of Companies Act 1956. The Directors further confirm that:

a) In preparation of the Annual Accounts the applicable Accounting Standards have been followed with proper explanation wherever required.

b) The Directors have 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 Profit of the Company for that period.

c) The Directors have taken proper and sufficient care 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 directors have prepared the Annual Accounts on a going concern basis.

17) INDUSTRIAL RELATIONS:

Industrial relations have been cordial and your Directors appreciate the sincere and efficient services rendered by the employees of the Company at all levels towards the successful working of the Company.

18) ACKNOWLEDGMENTS:

Your Directors wish to place on record their sincere thanks to all those who have supported your Company''s all round activities and contributed towards growth particularly Members, Bankers, Government Agencies, customers, staff members and all others involved with the Company.

For and on behalf of Board of Directors

Place: Hyderabad Sd/- Sd/- Date: 13.08.2012 K. Krishna Kishore K. Gopi Krishna Executive Vice Chairman Managing Director

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