Directors Report of Unjha Formulations Ltd.

Mar 31, 2025

Your directors have pleasure in presenting their 31st Annual Report together
with Audited Statement of Accounts of the Company for the year ended 31^r March. 2025.

The Working results of the Company are as under:

PARTICULARS	31.03.2025	31.03.2024
TURNOVER	1386.21	1849.60
OTHER INCOME TOTAL INCOME	11.46 1397.67	1.15 1850.74
PROFIT BEFORE DEPRECATION AND TAXATION	62.19	53.28
LESS: DEPRECATION	9.84	8.10
PROFIT/LOSS BEFORE TAX	52.35	45.18
LESS: PROVISION FOR TAXATION	11.60	16.80
PROFIT FOR THE YEAR	40.75	27.79
BALANCE AS PER LAST BALANCE SHEET TOTAL PROFIT/LOSS	(174.93) (134.18)	(202.72) (174.93)

BUSINESS OPERATIONS & PROSPECTS:

Financial Year 2024-2025 has been yet another year of achievements for your Company.
Performance highlights of your Company for the Financial Year 2024-2025 are mentioned
briefly to give all. an overview of accomplishments of the Company

During the year under review your company has sales turnover of Rs.13.86 Cr.(in respect of
Its existing activities),Profit after tax to Rs.40.75Lacs.

DIVIDEND:

In view of the need to conserve the resources of the Company, the Directors of the Company
do not recommend dividend for the year.

CHANGE IN NATURE OF BUSINESS:

There is no change in the nature if business during the year.

SHARE CAPITAL:

The paid-up equity share capital 8S on 31“ March. 2025 was Rs. 4,48,05,000/- There was no
public issue, nght issue, bonus issue or preferential issue etc during the year The company

has not issued shares with differential voting rights, sweat equity shares nor has it granted any
stock options.

NUMBER OF MEETING OF BOARD OF DIRECTORS:

The board of Directors duly met 5 times in a year and in respect of these meetings proper
notices were given and the proceedings were properly recorded in the minute''s book of the
company maintained for this purpose under the Companies Act. 2013.

S.UBSlpjARY/jpjNTJ/ENJURES/ASSOCIATE COMPANIES;

The company has no any subsidiary, joint venture or associate companies.

PlSCJ^SUAfLBJJ^EPE^

The board of the company consist of 6 Directors, out of which three are independent
Directors, one Managing Director and one whole Time Director

All independent Directors have given declarations that they meet the criteria of Independence
as laid down under Section 149 of the Companies Act. 2013 and SEBI(Listing Obligations and
Disclosure Requirements) Regulation.2015 which has been relied on by the company.

CORPORATE GOVERNANCEAND MANAGEMENT DISCUSSION
& ANALYSIS REPORTS:

As per Regulation 27(2) of the SEBI (LODR) Regulations, 2015. Corporate Governance
Report with Auditors’ Certificate thereon and Management Discussion and Analysis are given
in Annexure B forming part of this Report.

MARKETING:

Your Company has continued manufacturing agreement with Reckit Benckiser India Ltd., for
sales of Isabgol Husk based product ''Fybogel''. Abbot Healthcate Pvt Ltd., for sales of
‘FABOLITE’ .Karnataka Antibiotics & Pharmaceuticals Ltd for sale of
Husky''. Radiant Nutracetical Bangladesh for exports. Rhine Biogenics Pvt. Ltd for sale of
''Trugol SF Powder'' Nutragenix Healthcare Pvt Ltd. for sale of Fibapure Group of product and
Appolo Pharmacy for sale of Sat-lsabgol etc. Your Company has also continued
manufacturing agreement with Karnataka Antibiotics & Pharmaceuticals Limited for sale of
Isabgol Husk based product on third party contract manufacturing.

EXPORT:

During the period under review your company exported Rs.32837270.00 (USS 387227.75).The
Company continued its focus on development of Export Markets, for Albendazole Bolus.
Fibron SF Powder and Fibermate (Isabgol based formulations) to supplement the present low
domestic demand situation Dunng the current year under review company entered into
manufacturing contract with South America based well known Pharmaceuticals Company.

CORPORATE GOVERNANCE:

The report on the Corporate Governance code along with a certificate from the Auditors of
the Company regarding the Management Discussion and Analysis Report are annexed to this
report.

DIRECTOR''S RESPONSIBILITY STATEMENT:

The Directors confirm:

1. In the preparation of the annual accounts the applicable accounting standards had
been followed.

2 The Directors have selected such accounting policies and applied them
consistently and made judgment and estimates that are reasonable and prudent so as
to give a true and fair view of the state of affair of the Company at the end of
financial year and of the profit of the Company for that period.

3. The directors had taken proper and sufficient care lor the maintenance ol adequate
accounting records in accordance with the provisions of The Companies Act. 2013 for
safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities.

4. The company has prepared the attach annual statement for the year ended 31 "March,
2025 a going concern basis.

5. The Directors have laid down internal financial controls to be followed by the Company
and that such internal financial controls are adequate and are operating effectively,
and

6. There is proper system to ensure compliance with the provisions of ail applicable laws
and that such systems are adequate and operating effectively

P.EC.LARATIONFROMINDEPEND^NXDiRECIORS

The Company has received necessary declaration from each Independent Director of the Company
under Section 149 (7) of the Companies Act. 2013 that the Independent Directors of the Company
meet with the criteria of their Independence laid down in Section 149(6) of the Companies Act,2013.

ANNUAL EVALUATION OF THE BOARD AND BOARD COMMITTEES :

The Board carried out an annual evaluation of its own performance, of the Independent
Directors Individually as well as of the working of the Committees of the Board The evaluation
of performance of the Board and its Committees. Independent Directors, Non-Independent
Directors and Chairperson earned out by the Board was found to be highly satisfactory. The
Board also noted that all the Independent Directors of the Company are fulfilling the criteria of
their independence as per the provisions of section 149 (6) of the Companies Act, 2013 and
Regulation 16 (1)(b) ofSEBI (LODR) Regulations. 2015

DEPOSITORY SYSTEM:

Your Company has entered into agreement with National Securities Depository Limited (NSDL)
and Central Depository Services (India) Limited (CDSL) to enable members to hold shares
in Dematerialized form.

LISTING INFORMATION :

The equity shares of the Company are listed on the Bombay Stock Exchange. The listing fees
for the year 2024-2025 have been paid to BSE.

DEMATERIALISATION OF SHARES

The Promoters and Promoter group have dematerialized 88.47% of their shareholding as on
date of this report The Promoters and Promoter Group have finished the dematerialization of
their shareholding whatever has been possible.

INDUSTRIAL RELATIONS:

Industrial relations remained cordial throughout the year Your Directors place on record their
deep appreciation of the contribution made by the employees at all levels.

DEPOSITS:

The company h3s not invited or accepted any Deposits within the meaning of Section 73 of
the Companies Act. 2013 and the rules made there under.

LOANS, GUARANTEE AND INVESTMENTS:

Pursuant to the Provision of Section 186(4) of the Companies Act. 2013 requiring disclosure in
the financial statements of the full particulars of the loan given, investment made or guarantee
given or security provided directly or indirectly, to any person (other than to employees under
contractual obligations) or to other body corporate. The company does not make any
investment in securities or give guarantee to any other body corporate. Further, the company
has not given any loan to others during the year ended March 31,2025.

§iSmCANT_AND MATERIAL ORDERS PASSED^

OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS OF THE COMPANY:

There are no significant and/or material orders passed by the Regulators or Courts of
Tribunals impacting the going concern status of the Company.

AUDIT COMMITTEE:

The Audit committee of the Comprises of Smt. Jashodaben S. Patel. Thereafter
Smt. Krutiben M. Patel, Mr. Jitendra P. Limbachiya and Mr. Hasmukh S. Darji and
Mr. Mustufa Najmuddm Jodhpurwala Members.The members of the Audit Committee duly met 5
times in year.

The details of terms of reference of the Audit Committee, number and dates of meetings held,
attendance of the Directors and remuneration paid to them are given separately in the
attached Corporate Governance Report.

REMUNERATION AND NOMINATION COMMITTEE:

The Remuneration and Nominalion committee of the Comprises of Smt.Jashodaben S Patel
Thereafter Smt Krutiben M. Patel and Mr. Jitendra P. Limbachiya as Members.The members
of the Remuneration and Nomination committee duly mot 4 times in year.

The details of terms of reference of the Remuneration and Nomination Committee, number
and dates of meetings held, attendance of the Directors and remuneration paid to them are
given separately in the attached Corporate Governance Report

STAKEHOLDERS RELATIONSHIP COMMITTEE:

The Stakeholders Relationship Committee of the Comprises of Smt. Krutiben M. Patel.
Mr. Hasmukh S. Darji and Mr. MustufaNajamuddinJodhpurwala as Members.The members of the

Stakeholders Relationship Committeeduly met 4 times in year.

The details of terms ol reference of the Stakeholders Relationship Committee, number and
dates of meetings held, attendance of the Directors and remuneration paid to them are given
separately in the attached Corporate Governance Report

DIRECTORATE AND KEY MANAGERIAL PERSONNEL:

CHANGE IN DIRECTORS AND KEY MANAGERIAL PERSONNEL :

Smt. Krutiben M. Patel(DIN. 01866427). Director of the Company retires by rotation at the
ensuing Annual General Meeting and being eligible, offers himself for reappointment.

PERSONNEL;

There are no employees covered Under Section 197 of the Companies Act. 2013 read
with Companies (Particulars of Employees) Rules, 1975 and hence no information required to
this report.

¦MERNALCONTROL AND JIS ADEQUACY:

The company has adequate internal controls and processes in place with respect to its
financial statements which provides reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements. Those controls and processes are
driven through various policies, procedures and certifications The processes and controls are
reviewed periodically. The company has a mechanism of testing the controls at regular
intervals for their design and operating effectiveness to ascertain the reliability and authenticity
of financial information.

corporate

Since the Company''s net worth does not exceed Rs.500 crores or Company''s turnover does
not exceed Rs.1000 crore or the Company''s net profit does not exceed Rs.5 crore for any

financial year, the provisions of section 135 of the Companies Act, 2013 are not applicable to the
Company.

PARTICULARS OF CONSERVATION OF ENERGY ETC,:

Particulars with respect to Conservation of Energy as per Section 134 of theCompanies Act, 2013 read
with the (Disclosures of particulars the Report of Board of Directors) Rules. 1988 and forming part of the
Directors.

AUDITORS:

In accordance with the provisions of Section 139 of the Companies Act. 2013 read with Rule 3 of the
Companies (Audit and Auditors) Rules. 2014, M/s. Jain and Golechha. Chartered Accountants (Firm
Registration Number 119637W). were appointed as Statutory Auditors of the Company in the
Annual General Meeting to hold office from the conclusion of the 30th Annual General Meeting till the
conclusion of the 33rd Annual General Meeting i.e. from F.Y. 2023-24 to F.Y. 2025-26.

COST AUDITORS & COST AUDIT REPORT:

Pursuant to the directives of the Central Government under the provisions of Section 148(3) of the
Companies Act. 2013,the appointment of Cost Auditors is not applicable to the Company.

SECRETARIAL AUDITORS AND SECRETARIAL AUDITORS REPORT:

Pursuant to the provisions of Section 204 of the Act. readwith the rules made thereunder, the Board re¬
appointed Ajay Parikh and Associates. Practicing CompanySecretary. to undertake the Secretarial Audit
of yourCompany for FY 2024-25. The Secretarial Audit Reportfor the year under review is provided as
Annexure-Bof this report.

The Secretarial Audit Report does not contain anyqualification, reservation, adverse remark or
disclaimer.The observation of Secretarial Auditor is self- explanatoryin nature and does not require any
commentsfrom the Board

Further, pursuant to amended Regulation 24 A of SEBIListing Regulations, and subject to your approval
beingsought at the ensuing AGM scheduled on August13, 2025,M/s Ajay Parikh and Associates,
Practicing CompanySecretary (C. P. No. 6503: Peer reviewed certificate no.1334/2021) has been
appointed as a Secretarial Auditor toundertake the Secretarial Audit of your Company for thefirst term of
five consecutive years from FY 2025-26 tilIFY 2029-30. M/s. Ajay Pankh& Associates have
confirmedthat it is not disqualified to be appointed as a SecretanalAuditor and is eligible to hold office as
Secretarial Auditorof your Company.

RESERVATION ANDQUALIFICATION ON AUDITOR REPORT:

There are no qualifications or adverse remarks in the Auditors'' Report which require any clarification/
explanation. The notes on financial statements are self-explanatory, and needs no further explanation

Further the Auditor’s Report for the Financial year ended 31 ’ March. 2025 is annexed herewith for your
kind perusal and information

RELATED PARTY TRANSACTIONS:

All the related party transactions are entered on arm’s length basis and are in compliance with the
applicable provisions of section 188 of the Companies Act. 2013 There are no materially significant related
party transactions made by the company with promoters. Directors or key Managerial Personnel etc. which
may have potential conflict with the interest of the company at large.

The details of the transactions with Related Party are provided in the accompanying financial statements in
Form AOC-2 enclosed asAnnexure D.

The Company has formulated a Policy on Prevention of Sexual Harassment at Workplace for prevention,
prohibition and redressal of sexual harassment at workplace in accordance with the Sexual Harassment of
Women at WorkplacefPrevention. Prohibition and Redressal) Act. 2013 {hereinafter referred to as
"Prevention of Sexual Harassment Act"). Internal Complaints Committees have also been set up to redress
any such complaints received. The Company Iscommitted to providing a safe and conducive work
environment to all of Its employees and associates. The Companyperiodically conducts sessions for
employees across the organization to build awareness about the Policy and theprovisions of Prevention of
Sexual Harassment Act.

No Complaints of sexual harassment were received during the financial year 2024-25 by the Company
RISK MANAGEMENT:

The Company has put in place adequate effective system and man power for the purposes of risk
Management by formulating risk management policy of the Company.

INSURANCE:

All the properties of the Company including Building. Plant & Machinery. Stock and Stores have been
adequately insured

CASH FLOW STATEMENT:

As required by amended Clause 32 of the Listing Agreement a Cash Flow Statement is appended
FORMALANNUAL EVALUATION:

The Company has devised a policy for performance evaluationof Independent directors. Board.
Committees & individual Directors which includes criteria for performance evaluation of Executive Directors
& non-executive Directors. Boardof directors have expressed their satisfaction with the evaluation process.

DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM FOR DIRECTORS AND EMPLOYEES:

The Company has formulated a Policy to establish a vigil mechanism for Directors and employees of Ihe
Companyto report concerns about unethical behavior, actual or suspected fraud or violation of the
company''s code of conduct.

APPRECIATION:

Your Directors express their sincere thanks for the co-operation and assistance receivedfrom Dena Bank.
Your Directors also express their gratitude to the investors.Employees, Agents. Dealers and Consumers of
the Company for their valuable support and continued confidence report In the company.

By order of the Board

PLACE: Sidhpur Smt. Jashodaben S. Patel

DATE:16.05.2025 (CHAIRPERSON)

---

Mar 31, 2024

Your directors have pleasure in presenting their 30thAnnual Report together With Audited
Statement of Accounts ol the Company for the year ended 31'' March. 2024.

FINANCIAL RESULTS:

The Working results of the Company are as under:

PARTICULARS	31.03.2024	31.03.2023
TURNOVER	1849.60	1315.37
OTHER INCOME	1.15	03.07
TOTAL INCOME	1850.74	1318.44
PROFIT BEFORE DEPRECATION AND TAXATION	53.28	40.61
LESS DEPRECATION	8.10	7.65
PROFIT/LOSS BEFORE TAX	45.18	32.96
LESS. PROVISION FOR TAXATION	16.80	4.71
PROFIT FOR THE YEAR	27.79	28.25
BALANCE AS PER LAST BALANCE SHEET	(202.72)	(250.47)
TOTAL PROFIT/LOSS	(174.93)	(222.22)

BUSINESS OPERATIONS & PROSPECTS:

Financial Year 2023-2024 has been yet another year of achievements for your Company.
Performance highlights of your Company for the Financial Year 2023-2024 are mentioned
briefly to give all, an overview of accomplishments of the Company.

During the year under review your company has sales turnover of Rs. 18.49 Cr.(in respect of
its existing activities).Profit aftertax to Rs.27.79 Lacs.

DIVIDEND:

In view of the need to conserve the resources of the Company, the Directors of the Company
do nol recommend dividend for the year.

CHANGE IN NATURE OF BUSINESS:

There is no change in the nature If business during the year.

SHARE CAPITAL:

The paid-up equity share capital as on 31*¹ March. 2024 was Rs 44,805,000/-. There was no
public issue, right issue, bonus issue or preferential Issue etc. during the year The company

has not issued shares with differentia! voting rights, sweat equity shares nor has it granted any
stock options.

NUMBER OF MEETING OF BOARD OF DIRECTORS:

The board of Directors duly met 6 times in a year and in respect of these meetings proper
notices were given and the proceedings were properly recorded in the minute''s book of the
company maintained for this purpose under the Companies Act. 2013.

SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES:

The company has no any subsidiary, joint venture or associate companies.

DISCLOSURE BY INDEPENDENT DIRECTOR IN THE BOARD REPORT U/S 149 (10):

The board of the company consist of 6 Directors, out of which three are independent
Directors, one Mana ging Director and one whole Time Director.

All independent Directors have given declarations that they meet the criteria of Independence
as laid down under Section 149 of the Companies Act. 2013 and SEBI(Listing Obligations and
Disclosure Requirements) Regulation.2015 which has been relied on by the company.

CORPORATE GOVERNANCEAND MANAGEMENT DISCUSSION
& ANALYSIS REPORTS:

As per Regulation 27(2) of the SEBI (LODR) Regulations. 2015. Corporate Governance
Report with Auditors'' Certificate thereon and Management Discussion and Analysis are given
in Annexure B forming part of this Report.

MARKETING:

Your Company has continued manufactunng agreement with Reckit Benckiser India Ltd., for
sales of Isabgol Husk based product Fybogel''. Abbot Healthcate Pvt Ltd., for sales of
''FABOLITE'' .Karnataka Antibiotics & Pharmaceuticals Ltd for sale of Husky Radiant
Nutracetical Bangladesh for exports. Rhine Biogemcs Pvt. Ltd for sale of ’Trugol SF Powder''
Nutragemx Healthcare Pvt Ltd. for sale of Fibapure Group of product and Appolo Pharmacy
for sale of Sat-lsabgol etc. Your Company has also continued manufacturing agreement with
Karnataka Antibiotics & Pharmaceuticals Limited for sale of Isabgol Husk based product on
third party contract manufacturing.

EXPORT:

During the period under review your company exported Rs..39016106.00 (US$
470788.40).The Company continued its focus on development of Export Markets, for
Albendazole Bolus, Fibron SF Powder and Fibermate (Isabgol based formulations) to
supplement the present low domestic demand situation During the current year under review
company entered into manufacturing contract with South America based well known
Pharmaceuticals Company.

CORPORATE GOVERNANCE:

The report on the Corporate Governance code along with a certificate from the Auditors of
the Company regarding the Management Discussion and Analysis Report are annexed to this
report

DIRECTOR’S RESPONSIBILITY STATEMENT:

The Directors confirm:

1. In the preparation of the annual accounts the applicable accounting standards had
been followed.

2. The Directors have selected such accounting policies and applied them
consistentlyand made judgment and estimates that are reasonable and prudent so as
to give a true and fair view of the state of affair of the Company at the end of
financial year and of the profit of the Company for that period

3. The directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of The Companies Act. 2013 for
safeguarding the assets of the Company and for preventing and detecting fraudand
other irregularities.

4. The company has prepared the attach annual statement for the year ended 31''''March,
2024 a going concern basis.

5. The Directors have laid down internal financial controls to be followed by the Company
and that such Internal financial controls are adequate and are operating effectively;
and

6. There is proper system to ensure compliance with the provisions of all applicable laws
and that such systems are adequate and operating effectively.

DECLARATION FROM INDEPENDENT DIRECTORS

The Company has received necessary declaration from each Independent Director of the Company
under Section 149 (7) of the Companies Act, 2013 that the Independent Directors of the Company
meet with the criteria of their Independence laid down in Section 149(6) of the Companies Act.2013.

ANNUAL EVALUATION OF THE BOARD AND BOARD COMMITTEES :

The Board carried out an annual evaluation of its own performance, of the Independent
Directors individually as well as of the working of the Committees of the Board. The evaluation
of performance of the Board and its Committees, Independent Directors, Non-Independent
Directors and Chairperson carried out by the Board was found to be highly satisfactory. The
Board also noted that all the Independent Directors of the Company are fulfilling the criteria of
their independence as per the provisions of section 149 (6) of the Companies Act, 2013 and
Regulation 16 (1) (b) of SEBI (LODR) Regulations, 2015.

DEPOSITORY SYSTEM:

Your Company has entered into agreement with National Secunties Depository Limited (NSDL)
and Central Depository Services (India) Limited (CDSL) to enable members to hold shares
in Dematerialized form.

LISTING INFORMATION :

The equity shares of the Company are listed on the Bombay Stock Exchange. The listing fees
for the year 2023-2024 have been paid to BSE.

DEMATERIALISATION OF SHARES

The Promoters and Promoter group have dematerialized88.16% of their shareholding as on
date of this report. The Promoters andPromoter Group have finished the dematerialization of
their shareholding whatever has been possible.

INDUSTRIAL RELATIONS:

Industrial relations remained cordial throughout the year. Your Directors place on record their
deep appreciation of the contribution made by the employees at all levels.

DEPOSITS:

The company has not invited or accepted any Deposits within the meaning of Section 73 of
the Companies Act, 2013 and the rules made there under.

LOANS. GUARANTEE AND INVESTMENTS:

Pursuant to the Provision of Section 186(4) of the Companies Act, 2013 requiring disclosure in
the financial statements of the full particulars of the loan given. Investment made or guarantee
given or security provided directly or indirectly, to any person (other than to employees under
contractual obligations) or to other body corporate. The company does not make any
investment in secunties or give guarantee to any other body corporate. Further, the company
has not given any loan to others during the year ended March 31, 2024

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS OF THE COMPANY:

There are no significant and/or material orders passed by the Regulators or Courts of
Tribunals impacting the going concern status of the Company.

AUDIT COMMITTEE:

The Audit committee of the Comprises of Mr.Jashodaben S. Patel .Thereafter Mrs. Krutiben
M Patel, Mr.Jitendra P. Limbachiya and Mr Hasmukh S. Darji and Mr.Mustufa NAjmuddin
JodhpurwalaMembers.Themembers of the Audit Committee duly met 5 times in year.

The details of terms of reference of the Audit Committee, number and dates of meetings held,
attendance of the Directors and remuneration paid to them are given separately in the
attached Corporate Governance Report.

REMUNERATION AND NOMINATION COMMITTEE:

The Remuneration and Nomination committee of the Comprises of Mr. Jashodaben S Patel
Thereafter Mrs. Krutiben M Patel and Mr. Jitendra P Limbachiya as Members.The members
of the Remuneration and Nomination committee duly met 4 times in year.

The details of terms of reference of the Remuneration and Nomination Committee, number
and dates of meetings held, attendance of the Directors and remuneration paid to them are
given separately in the attached Corporate Governance Report.

STAKEHOLDERS RELATIONSHIP COMMITTEE:

The Stakeholders Relationship Committee of the Comprises of Mrs. Krutiben M. Patel, Mr.
Hasmukh S. Darji and Mr.Mustufa NAjmuddin Jodhpurwala as Members.The members of the
Stakeholders Relationship Committeeduly met 4 times in year

The details of terms of reference of the Stakeholders Relationship Committee number and
dates of meetings held, attendance of the Directors and remuneration paid to them are given
separately in the attached Corporate Governance Report.

DIRECTORATE AND KEY MANAGERIAL PERSONNEL:

CHANGE IN DIRECTORS AND KEY MANAGERIAL PERSONNEL :

Pursuant to the recommendation of the Nomination and Remuneration Committee, Ms.. Esha
M. Patel (DIN: 10100236) was appointed by the Board of Directors as a Executive Director
w.e.f. 17-05-2023 for a period of 3 Years, subject to approval of the Members of the Company
in the ensuing Annual General Meeting.

Further Shri Jashodaben S Patel(DIN 05201715). Director of the Company retires by rotation
at the ensuing Annual General Meeting and being eligible, offers himself for reappointment.

Mr. Jitendra P Limbachiya ( DIN07391184) it is proposed to re-appoint himfor term as an
independent Director for a period of five years which shall be starts from the 8thJanuary, 2025
to 7thJanuary, 2030.''’

Mr. Mustufa N Jodhpurwala (DIN09040329) it is proposed to re-appoint himfor term as an
independent Director for a period of five years which shall be starts from the 7th February .
2025 to 6* February. 2030."

Mr. Hashmukh S Darji (DIN02416004) it is proposed to-re appoint him for term as an
independent Director for a period of five years which shall be starts from the1 ^J April. 2024 to
31stMarch, 2029 *

PERSONNEL:

There are no employees covered Under Section 197 of the Companies Act. 2013 read
withCompanies (Particulars of Employees) Rules. 1975 and hence no informationis required
to thisreport.

INTERNAL CONTROL AND ITS ADEQUACY:

The company has adequate Internal controls and processes in place with respect to its
financial statements which provides reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements. These controls and processes are
driven through various policies, procedures and certifications. The processes and controls are
reviewed periodically. The company has a mechanism of testing the controls at regular
intervals for their design and operating effectiveness to ascertain the reliability and authenticity
of financial information.

CORPORATE SOCIAL RESPONSIBILITYfCSR):

Since the Company''s net worth does not exceed Rs.500 crores or Company’s turnover does
not exceed Rs.1000 crore or the Company’s net profit does not exceed Rs.5 crore for any
financial year, the provisions of section 135 of the Companies Act,2013are not a pplicable to
the Company.

PARTICULARS OF CONSERVATION OF ENERGY ETC.:

Particulars with respect to Conservation of Energy as per Section 134 of tneCompanies Act,
2013 read with the (Disclosures of particulars the Report of Board ofDirectors) Rules. 1988
and forming part of the Directors.

AUDITORS:

IWs. Milind Shah & Company . Chartered Accountants, (FRN: 127734W) has tendered
resignation from the post of Statutory Auditor of the Company with effect from October 3, 2023
and to fill the casual vacancy arises due to resignation. M/s. Jain and Golechha, Chartered
Accountants (FRN: 119637W) were appointed as a Statutory Auditor of the Company in Extra¬
ordinary General Meeting held on November6. 2023 and that they shall hold office of Statutory
Auditors of the Company from the conclusion of Extra ordinary General Meeting held on
November 6. 2023 until the conclusion of next Annual General Meeting of the Company. The
Company has received certificate under section 139 of the Companies Act, 2013 from M/s.
Jam and Golechha. Chartered Accountants (FRN: 119637W) signifying that the re¬
appointment if made at the ensuing Annual General Meeting will be within the limits specified.

Accordingly, it is proposed to appoint M''s. Jam and Golechha, Chartered Accountants (FRN:
119637W) as the Statutory Auditors of the Company for term of three years from F.Y. 2024-25
to F Y 2026-27. The resolution for the said appointment of M/s. Jain and Golechha, Chartered
Accountants (FRN; 119637W) being part of the Notice of the ensuing Annual General Meeting
of the members.

OBSERVATIONS OF STATUTORY AUDITORS ON ACCOUNTS FOR THE YEAR ENDED
MARCH 31.2024:

M/s Jain and Golechha, Statutory Auditor of the Company has audited books of account of
the Company for the financial year ended March 31, 2024 and have issued the Auditors''
Report thereon. The auditor''s report does not contain any qualification, reservation or adverse
remark or Disclaimer

COST AUDITORS & COST AUDIT REPORT:

Pursuant to the directives of the Central Government under the provisions of Section 148(3) of
the Companies Act. 2013,the appointment of Cost Auditors is not applicable to the Company.

SECRETARIAL AUDITORS:

Pursuant to the provision of Section 204 of the Companies Act 2013 and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules. 2014. the Company with
the approval of its Board, appointed Mi''s. Ajay Parikh & Associates, a firm of Company
Secretanes in practice to undertake the Secretarial Audit of the company for the financial year
ended March 31,2024. The Secretarial Audit Report is herewith as annexure. The Secretarial
Auditors in their Secretarial Audit Report/in theAnnexure to their Audit Report have not
provided with anyqualification.

RESERVATION AND QUALIFICATION ON AUDITOR REPORT:

There are no qualifications or adverse remarks in the Auditors'' Report which require any
clarification/ explanation. The notes on financial statements are self - explanatory, and needs
no further explanation.

Further the Auditor''s Report for the Financial year ended 3T'' March. 2024 is annexed
herewith for your kind perusal and information.

RELATED PARTY TRANSACTIONS:

All the related party transactions are entered on arm''s length basis and are in compliance with
the applicable provisions of section 188 of the Companies Act. 2013 There are no materially
significant related party transactions made by the company with promoters. Directors or key
Managerial Personnel etc which may have potential conflict with the interest of the company
at large

The details of the transactions with Related Party are provided In the accompanying financial
statements in Form AOC-2 enclosed as Annexure D.

PBEVENTipjLO^

The Company has formulated a Policy on Prevention of Sexual Harassment at Woikplace for
prevention, prohibition and redressa! of sexual harassment at workplace in accordance with the Sexual
Harassment of Women at Workplace(Prevention. Prohibition and Redrossal) Act. 2013 (hereinafter
referred to as "Prevention of Sexual Harassment Act") Internal Complaints Committees have also been
set up to redress any such complaints received The Company iscommltted to providing a safe and
conducive work environment to all of its employees and associates The Companyporiodically conducts
sessions for employees across the organization to build awareness about the Policy and theprovisions
of Prevention of Sexual Harassment Act.

No Complaints of sexual harassment were received during the Financial year 2023-24 by the Company

RISK MANAGEMENT

The Company has put in place adequate effective system and man power for the purposes of
risk Management by formulating risk management policy of the Company.

INSURANCE:

All the properties of the Company including Building, Plant & Machinery,
Stock and Stores have been adequately insured.

CASH FLOW STATEMENT:

As required by amended Clause 32 of the Listing Agreement a Cash Flow Statement is
appended.

FORMAL ANNUAL EVALUATION:

The Company has devised a policy for performance evaluationof Independent directors.
Board, Committees Aindividualdirectors which includes criteria for performance evaluation of
executive directors & non executive directors.Boardof directors have expressed their
satisfaction with theevaluation process.

DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM FOR DIRECTORS AND
EMPLOYEES:

The Company has formulated a Policy to establish a vigil mechanism for Directors and
employees of the Companyto report concerns about unethical behavior, actual or suspected
fraud or violation of the company''s code of conduct.

APPRECIATION:

Your Directors express their sincere thanks for the co operation and assistance receivedfrom
Dena Bank. Your Directors also express their gratitude to the investors.Employees, Agents.
Dealers and Consumers of the Company for their valuable supportand continued confidence
report in the company.

By order of the Board

PLACE: Sidhpur Smt. Jashodaben S. Patel

DATE:17.05.2024 (CHAIRMAN)

---

Mar 31, 2015

Dear Members,

The directors have pleasure in presenting their Twenty First Annual Report together With Audited Statement of Accounts of the Company for the year ended 31st March, 2015.

FINANCIAL RESULTS:

The Working results of the Company are as under:

Rs. in Lacs

PARTICULARS 31.03.2015 31.03.2014

TURNOVER 893.40 663.2

OTHER INCOME 9.31 2.26

TOTAL INCOME 902.71 665.58

PROFIT BEFORE DEPRECATION AND TAXATION 26.75 19.06

LESS : DEPRECATION 9.40 6.63

PROFIT/LOSS BEFORE TAX 17.38 12.43

LESS : PROVISION FOR TAXATION NIL NIL

PROFIT FOR THE YEAR 17.38 12.43

BALANCE AS PER LAST BALANCE SHEET (445.85) (456.46)

TOTAL PROFIT/LOSS (428.47) (445.85)



BUSINESS OPERATIONS & PROSPECTS:

During the year under review your company has sales turnover of Rs.8.93 Cr (in respect of its existing activities) with increase of 34.71% over the previous year.

DIVIDEND:

Your Directors do not propose any dividend on Equity Shares for the period ended 31st March, 2015.

SHARE CAPITAL:

The paid-up equity share capital as on 31st March, 2015 was Rs. 44,805,000/-. There was no public issue, right issue, bonus issue or preferential issue etc. during the year. The company has not issued shares with differential voting rights, sweat equity shares nor has it granted any stock options.

NUMBER OF MEETING OF BOARD OF DIRECTORS:

The board of Directors duly met 4 times in a year and in respect of these meetings proper notices were given and the proceedings were properly recorded in the minute's book of the company maintained for this purpose under the Companies Act, 2013.

SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES:

The company has no any subsidiary, joint venture or associate companies.

DISCLOSURE BY INDEPENDENT DIRECTOR IN THE BOARD REPORT U/S 149 (10):

The board of the company consist of 6 Directors, out of which three are independent Directors, one Managing Director and two whole Directors. All independent Directors have given declarations that they meet the criteria of Independence as laid down under Section 149 of the Companies Act, 2013 which has been relied on by the company and placed at the Board Meeting of the company held on 28th May, 2015.

MANAGEMENT DISCUSSION & ANALYSIS REPORT:

A separate report of Management Discussion and Analysis is attached as a part of the Annual report.

EXTRACT OF ANNUAL RETURN:

The details forming part of the extract of the Annual Return in form MGT-9 is annexed herewith.

MARKETING:

Your Company has continued manufacturing agreement with Reckit Benckiser India Ltd., for sales of Isabgol Husk based product 'Fybogel', Abbott Healthcare Pvt. Ltd., for sales of 'FABOLITE' , Karnataka Antibiotics & Pharmaceuticals Ltd for sale of 'Husky', BAPS Herbal Care for sale of 'Easylax Powder', Rhine Biogenics Pvt. Ltd. for sale of 'Trugol Powder'.& Apollo Hospitals Enterprise Ltd., for sales of ' AP Sat-Isabgol'.

Your company is also manufacturing Isabgol based for Kinedex Healthcare Pvt. Ltd., i.e. Laxovel Group of Products.

EXPORT:

During the period under review your company exported Rs. 2,19,04,519.30 (US$ 365573.00). The Company continued its focus on development of Export Markets, for for Fibron SF Powder, Albendazole Bolus and Fibermate (Isabgol based formulations) to supplement the present low domestic demand situation.

CORPORATE GOVERNANCE:

The report on the Corporate Governance code along with a certificate from the Auditors of the Company regarding the Management Discussion and Analysis Report are annexed to this report.

DIRECTOR'S RESPONSIBILITY STATEMENT:

The Directors confirm:

1. In the preparation of the annual accounts the applicable accounting standards had been followed.

2. The Directors have selected such accounting policies and applied them consistently and made judgment and estimates that are reasonable and prudent so as to give a true and fair view of the state of affair of the Company at the end of financial year and of the profit of the Company for that period.

3. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of The Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

4. The company has prepared the attach annual statement for the year ended 31st March, 2015 a going concern basis.

5. The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

6. There is proper system to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

DEPOSITORY SYSTEM:

Trading in shares of your company has commenced in Dematerialized form in B2 group in terms of notification issued by Securities & Exchange Board of India (SEBI). Your Company has entered into agreement with National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) to enable members to hold shares in Dematerialized form.

LISTING FEES:

Your Company has paid Listing Fee for the year 2015-16 at Bombay Stock Exchange Ltd. The Company has already completed the procedure for De-Listing of Share from Ahmedabad Stock Exchange Limited as per amended SEBI Guideline and awaiting approval the ASE.

INDUSTRIAL RELATIONS:

Industrial relations remained cordial throughout the year. Your Directors place on record their deep appreciation of the contribution made by the employees at all levels.

DEPOSITS:

The company has not invited or accepted any Deposits within the meaning of Section 73 of the Companies Act, 2013 and the rules made there under.

LOANS, GUARANTEE AND INVESTMENTS:

Pursuant to the Provision of Section 186(4) of the Companies Act, 2013 requiring disclosure in the financial statements of the full particulars of the loan given, investment made or guarantee given or security provided directly or indirectly, to any person (other than to employees under contractual obligations) or to other body corporate. The company does not make any investment in securities or give guarantee to any other body corporate. Further, the company has not give any loan to others during the year ended March 31,2015.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS OF THE COMPANY:

There are no significant and/or material orders passed by the Regulators or Courts ot Tribunals impacting the going concern status of the Company.

AUDIT COMMITTEE:

The Audit committee of the Comprises of Mr. Mayankkumar S. Patel, Mr. Chandrakant V. Modh and Mr. Hasmukh S. Chavda as Members.

The details of terms of reference of the Audit Committee, number and dates of meetings held, attendance of the Directors and remuneration paid to them are given separately in the attached Corporate Governance Report.

REMUNERATION AND NOMINATION COMMITTEE:

The Remuneration and Nomination committee of the Comprises of Mr. Mayankkumar S. Patel and Mr. Chandrakant V. Modh as Members.

The details of terms of reference of the Remuneration and Nomination Committee, number and dates of meetings held, attendance of the Directors and remuneration paid to them are given separately in the attached Corporate Governance Report.

DIRECTORATE:

Shri Jashodaben S. Patel, will be retiring at the ensuring Annual General Meeting and being eligible offers himself for being re-appointment.

Shri Hasmukh S. Chavda, will be retiring at the ensuring Annual General Meeting and being eligible offers himself for being re-appointment.

PERSONNEL:

There are no employees covered Under Section 197 of the Companies Act, 2013 read with Companies (Particulars of Employees) Rules, 1975 and hence no information is required to this report.

INTERNAL CONTROL AND ITS ADEQUACY:

The company has adequate internal controls and processes in place with respect to its financial statements which provides reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements. These controls and processes are driven through various policies, procedures and certifications. The processes and controls are reviewed periodically. The company has a mechanism of testing the controls at regular intervals for their design and operating effectiveness to ascertain the reliability and authenticity of financial information.

CORPORATE SOCIAL RESPONSIBILITY:

The provision of Section 135 of Companies Act, 2013 is not applicable to our company. So company has not taken any initiatives for development and implementation of corporate social responsibility during the year.

PARTICULARS OF CONSERVATION OF ENERGY ETC.:

Particulars with respect to Conservation of Energy as per Section 134 of the Companies Act, 2013 read with the (Disclosures of particulars the Report of Board of Directors) Rules, 1988 and forming part of the Directors.

AUDITORS:

M/s. Kantilal Manilal Shah & Co., (Chartered Accountants) Auditors, of the company retire by rotation at the ensuring Annual General Meeting and being eligible offer themselves for re-appointment.

COST AUDITORS & COST AUDIT REPORT:

Pursuant to the directives of the Central Government under the provisions of Section 148(3) of the Companies Act, 2013, qualified Cost Auditors have been appointed to conduct cost audits relating to several products manufactured by the Company. Not applicable.

SECRETARIAL AUDITORS:

Pursuant to the provision of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company with the approval of its Board, appointed M/s. Ajay Parikh & Associates, a firm of Company Secretaries in practice to undertake the Secretarial Audit of the company for the financial year ended March 31,2015. The Secretarial Audit Report is annexed herewith as annexure. There are no qualifications, reservation or disclaimer made by the auditor in the report.

EXPLANATION OR COMMENTS BY THE BOARD FOR INTERNAL AUDITOR AND KEY MANAGERIAL PERSONNEL:

after the point name like Internal Auditor and key Managerial Personnel CFO/CS

The Board has clarified under section 138 of Companies Act, 2013 read with Rule 13 of The Companies (Accounts) rules, 2014 that the Company has qualified and strong management staff. Also, the company has very less turnover of approximate Rs. 9 crs for the year under review and paid up share capital is Rs. 4.48 crs. However, the Board will appoint Internal Auditor soon for the current financial year.

Key Managerial Personnel CFO/CS :

The Board has clarified under section 203(1)(iii) of Companies Act, 2013, they have already appointed senior person who has experience over 10 years in Finance and Accounts and the Board will file his appointment as a CFO very soon.

The Board has firmly assured under section 203(1)(ii) of Companies Act, 2013 that the Board of Directors are trying to appoint Company Secretary, but they could not find any suitable candidate for the same as the company is situated at remote area in between Unjha and Sidhpur highway. However, the Board will appoint Company Secretary for the current year soon.

RESERVATION AND QUALIFICATION ON AUDITOR REPORT:

There are no qualifications or adverse remarks in the Auditors' Report which require any clarification/ explanation. The notes on financial statements are self-explanatory, and needs no further explanation. Further the Auditor's Report for the Financial year ended 31st March, 2015 is annexed herewith for your kind perusal and information.

RELATED PARTY TRANSACTIONS:

All the related party transactions are entered on arm's length basis and are in compliance with the applicable provisions of section 188 of the Companies Act, 2013. There are no materially significant related party transactions made by the company with promoters, Directors or key Managerial Personnel etc. which may have potential conflict with the interest of the company at large.

The details of the transactions with Related Party are provided in the accompanying financial statements.

RISK MANAGEMENT:

Risks are events, situations or circumstances which may lead to negative consequences on the company's businesses. Risk management is a structures approach to manage uncertainty. A formal enterprise wide approach to risk Management is being adopted by the Company and key risks will now be managed within a unitary framework. As a formal roll-out, all business divisions and corporate functions will embrace Risk Management Policy and Guidelines, and make use of these in their decision making. Key business risks and their mitigation are considered in the annual/ strategic business plans and in periodic management reviews. The risk management process in our multi-business, multi-site operations, over the period of time will become embedded into the Company's business systems and processes, such that our responses to risk remain current and dynamic.

INSURANCE:

All the properties of the Company including Building, Plant & Machinery, Stock and Stores have been adequately insured.

CASH FLOW STATEMENT:

As required by amended Clause 32 of the Listing Agreement a Cash Flow Statement is appended.

APPRECIATION:

Your Directors express their sincere thanks for the co-operation and assistance received from Dena Bank. Your Directors also express their gratitude to the investors, Employees, Agents, Dealers and Consumers of the Company for their valuable support and continued confidence report in the company.

By order of the Board

PLACE: Sidhpur Mayank S. Patel DATE: 28.05.2015 (CHAIRMAN CUM MD)

---

Mar 31, 2014

To the Members,

The directors have pleasure in presenting their Twentieth Annual Report together with Audited Statement of Accounts of the Company for the year ended 31st March, 2014.

FINANCIAL RESULTS:

The Working results of the Company are as under:

Rs in Lacs PARTICULARS 31.03.2014 31.03.2013

TURNOVER 663.32 498.21

OTHER INCOME 2.26 0.21

TOTAL INCOME 665.58 498.42

PROFIT BEFORE DEPRECATION AND 19.06 15.92

TAXATION LESS: DEPRECATION 6.33 6.79

PROFIT/LOSS BEFORE TAX 12.43 9.13

LESS: PROVISION FOR TAXATION nil NIL

PROFITFOR THE YEAR 12.43 9.13

BALANCE AS PER LAST BALANCE (456.46) (464.09) SHEET

TOTAL PROFIT/LOSS (445.85) (456.46)

BUSINESS OPERATIONS & PROSPECTS:

During theyear under reviewyour company has sales turnover of Rs. 6.63 Cr (in respect of its existing activities) with increase of 33.12% over the previous year.

DIVIDEND:

Your Directors do not propose any dividend on Equity Shares for the period ended 31 " March, 2014.

MANAGEMENT DISCUSSION & ANALYSIS REPORT:

Aseparate report of Management Discussion and Analysis is attached asa part of the Annual report.

MARKETING:

Your Company has continued manufacturing agreement with Reckit Benckiser India Ltd. For sales of Isabgol Husk based product ''FYBOGEb'', Nicolas Piramal India Ltd., for sales of ''FABOLITE'' & Apollo Hospitals Enterprise Ltd., for sales of ''LAXATIVE AP''. Your Company has also continued manufacturing agreement with Karnataka Antibiotics & Pharmaceuticals Limited for sale of Isabgol Husk based product on Loan Licence basis.

EXPORT:

During the period under review your company exported Rs. 1,84,48,427 (US$ 3,02,573). The Company continued its focus on development of Export Markets, for Albendazole Bolus and Fibermate (Isabgol based formulations) to supplement the present low domestic demand situation.

CORPORATE GOVERNANCE:

The report on the Corporate Governance code along with a certificate from the Auditors of the Company regarding the Management Discussion and Analysis Report are annexed to this report.

DIRECTOR’S RESPONSIBILITY STATEMENT:

As required by Under Section 217 (2AA) of the Companies Act, 1956 your directors confirmed and state that:

1. In the preparation of the annual accounts the applicable accounting standards had been followed.

2. The Directors have selected such accounting policies and applied them consistently and made judgment and estimates that are reasonable and prudent so as to give a true and fair view of the state of affair of the Company at the end of financial year and of the profit of the Company for that period.

3. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of The Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

4. The company has prepared the attach annual statement for the year ended 31st March, 2014 a going concern basis.

DEPOSITORY SYSTEM:

Trading in shares of your company has commenced in Dematerialized form in B2 group in terms of notification issued by Securities & Exchange Board of India (SEBI). Your Company has entered into agreement with National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) to enable members to hold shares in Dematerialized form.

LISTING FEES:

Your Company has paid Listing Fee for the year 2014-15 at Bombay Stock Exchange Ltd. The Company has already completed the procedure for De-Listing of Share from Ahmedabad Stock Exchange Limited as per amended SEBI Guideline and awaiting approval the ASE.

INDUSTRIAL RELATIONS:

Industrial relations remained cordial throughout the year. Your Directors place on record their deep appreciation of the contribution made by the employees at all levels.

DEPOSITS:

The company has not invited or accepted any Deposits within the meaning of Section 58A of the Companies Act, 1956 and the rules made there under.

DIRECTORATE:

Shri Chandra kant V Modh will be retiring at the ensuring Annual General Meeting and being eligible offers himself for being re-appointment.

Shri Chetankumar O Thakker will be retiring at the ensuring Annual General Meeting and being eligible offers himself for being re-appointment.

Shri Jashodaben S. Patel has been appointed as Additional Director of the Company pursuant to provisions of Articles of Association of the Company. Shri Jashodaben Patel will hold the office upto the date of the forthcoming Annual General Meeting and being eligible, offers herself for being appointed as a Director of the Company, liable to retire by rotation.

As the independent directors are concerned, at the ensuing Annual General Meeting of the Company they would be appointed as the independent Directors for a term of four consecutive years commencing from the date of the said meeting.

PERSONNEL:

There are no employees covered Under Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 and hence no information is required to this report.

PARTICULARS OF CONSERVATION OF ENERGY ETC.:

Particulars with respect to Conservation of Energy as per Section 217 (2A) of the Companies Act, 1956 read with the (Disclosures of particulars the Report of Board of Directors) Rules, 1988 and forming part of the Directors.

AUDITORS:

M/s. Kantilal Manilal Shah & Co., (Chartered Accountants) Auditors, of the company retire by rotation at the ensuring Annual General Meeting and being eligible offer themselves for re-appointment.

COSTAUDITORS & COSTAUDIT REPORT:

Pursuant to the directives of the Central Government under the provisions of Section 233 of the Companies Act, 1956, qualified Cost Auditors have been appointed to conduct cost audits relating to several products manufactured by the Company.

INSURANCE:

All the properties of the Company including Building, Plant & Machinery, Stock and Stores have been adequately insured.

CASH FLOWSTATEMENT:

As required by amended Clause 32 of the Listing Agreement a Cash Flow Statement is appended.

APPRECIATION:

Your Directors express their sincere thanks for the co-operation and assistance received from Dena Bank. Your Directors also express their gratitude to the investors, Employees, Agents, Dealers and Consumers of the Company for their valuable support and continued confidence report in the company.

PLACE: Sidhpur by order of the board DATE : 29.05.2014 Mayank S. Patel (CHAIRMAN)

---

Mar 31, 2013

To the Members,

The directors have pleasure in presenting their Nineteenth Annual Report together with Audited Statement of Accounts of the Company for the year ended 31st March, 2013.

FINANCIAL RESULTS:

The Working results of the Company are as under: Rs |n Lacs

PARTICULARS 31.03.2013 31.03.2012

TURNOVER 498.21 590.60

OTHER INCOME 0,21 0.44

TOTAL INCOME 49.842 591.04

PROFIT BEFORE DEPRECATION ANP 15,92 14.98

TAXATION LESS: DEPRECATION 6.9 6.83

PROFIT/LOSS BEFORE TAX 9.3 8.15

I LESS: PROVISION FOR TAXATION NIL Nil

I PROFIT FOR THE YEAR 9.13 8.15

BALANCE AS PER LAST BALANCE (464.09) (468.12) SHEET

PROFIT/LOSS (456.46) (464.09)

BUSINESS OPERATIONS & PROSPECTS:

During the year under reviewyour company has sales turnover of Rs. 4.98 Crores (in respect of its existing activities) with Decrease of 15.74% overthe previous year.

DIVIDEND:

Your Directors do not propose any dividend on Equity Shares for the period ended 31" March, 2013 as there is no profit during the period.

MANAGEMENT DISCUSSION &ANALYSIS REPORT:

AseparatereportofManagementDiscussionandAnalysis is attached asapartof the annual report.

MARKETING:

Your Company has made manufacturing agreement with Reckit Benckiser India Ltd. forsales of Isabgol Husk based product ''FYBOGEL'', Abbott Health care Pvt Ltd., for sales of ''FABOLITE'' & Apollo Hospitals Enterprise Ltd., for sales of AP Satisabgol Your Company has also continued manufacturing agreement with Karnataka Antibiotics & Pharmaceuticals Limited for sale of Isabgol Husk based product on Loan Licence basis.

EXPORT:

During the period under review your company exported Rs. 2152831.00 (US $ 39,240). The Company continued its focus on development of Export Markets, for Albendazole Bolus and Fibermate (Isabgol based formulations) to supplement the present low domestic demand situation.

CORPORATE GOVERNANCE:

The report on the Corporate Governance code along with a certificate from the Auditors of the Company regarding the Management Discussion and Analysis Report are annexed to this report.

DIRECTOR''S RESPONSIBILITY STATEMENT:

As required byUnderSection217(2AA) of the Companies Act,1956Yourdirectors confirmed and state that:

1. In the preparation of the annual accounts the applicable accounting standards had been followed.

2. The Directors have selected such accounting policies and applied them consistently and made judgement and estimates that are reasonable and prudent so as to give a true and fair view of the state of affair of the Company at the end of financial year and of the profit of the Company for that period.

3. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of The Companies ACT9 forsa feguarding theassets of the Company and forpreventing and detecting fraudando therir regularities.



DEPOSrTORY SYSTEM:

Securities ^ExchtnglBl^

(NSDL) and Central Depository Services (India) Limited (CDSL) to enable members to hold shares in Dematerialized form.

LISTING FEES:

[INDUSTRIAL RELATIONS:

contributio DEPOSITS:

The company has not invited or accepted any Deposits within the meaning of Section 58Aof the Companies Act, 1956 and the

DIRECTORATE:

Shri Hasmukh C. Chavda retires by rotation at the ensuring Annual General Meeting and being eligible offers himself for re"aPP°lnt Shri Krutiben M. Patel has appointed as Additional Director w.e.f. 01.09.2012 and also thereafter appointed as the Executive

PERSONNEL:

EmployeesjfelSSS^ PARTICULARS OF CONSERVATION OF ENERGY ETC.:

(Disclosure^ AUDITORS:

INSURANCE:

All the properties of the Company including Building, Plant & Machinery, Stock and Stores have been adequately insured.

CASH FLOW STATEMENT:

As required by amended Clause 32 of the Listing Agreement a Cash Flow Statement is appended. APPRECIATION:

Your Directors express their sincere thanks for the co-operation and assistance received from Dena Bank. Your Directors also express their gratitude to the investors, Employees, Agents, Dealers and Consumers of the Company for their valuable support and continued confidence report in the company.

PLACE: Sidhpur

DATE : 30.05 2013 BY ORDER OF THE BOARD

Mayank S. Patel

(CHAIRMAN)

---

Mar 31, 2012

The directors have pleasure in presenting their Eighteenth Annual Report together with Audited Statement of Accounts of the Company for the year ended 31st March, 2012.

FINANCIAL RESULTS:

The Working results of the Company are as under: Rs.in Lacs

PARTICULARS 31.03.2012 31.03.2011

TURNOVER 590.60 439.41

OTHER INCOME 0.44 1.91

TOTAL INCOME 591.04 441.32

PROFIT BEFORE DEPRECATION AND 14.98 19.40

TAXATION LESS: DEPRECATION 6.83 7.80

PROFIT/LOSS BEFORE TAX 8.15 11.60

LESS: PROVISION FOR TAXATION NIL Nil

PROFIT FOR THE YEAR 8.15 11.60

BALANCE AS PER LAST BALANCE (468.12) (456.52) SHEET

TOTAL PROFIT/LOSS (464.09) (468.12)

BUSINESS OPERATIONS & PROSPECTS:

During the year under review your company has sales turnover of Rs. 5.91 Crores (in respect of its existing activities) with increased of 34.6% over the previous year,

DIVIDEND:

Your Directors do not propose any dividend on Equity Shares for the period ended 31st March, 2012 as there is no profit during the period.

MANAGEMENT DISCUSSION & ANALYSIS REPORT:

A separate report of Management Discussion and Analysis is attached as a part of the annual report.

MARKETING:

Your Company has made manufacturing agreement with Reckit Benckiser India Ltd. For sales of Isabgol Husk based product 'FYBOGEL', Nicolas Piramal India Ltd., for sales of 'FABOLITE' & Apollo Hospitals Enterprise Ltd., for sales of 'LAXATIVE AP'. Your Company has also continued manufacturing agreement with Kamataka Antibiotics & Pharmaceuticals Limited for sale of Isabgol Husk based product on Loan Licence basis.

EXPORT:

During the period under review your company exported Rs.55,43,966 (US $ 1,08,682). The Company continued its focus on development of Export Markets, for Albendazole Bolus and Fibermate (Isabgol based formulations) to supplement the present low domestic demand situation.

CORPORATE GOVERNANCE:

The report on the Corporate Governance code along with a certificate from the Auditors of the Company regarding the Management Discussion and Analysis Report are annexed to (his report.

DIRECTOR'S RESPONSIBILITY STATEMENT:

As required by Under Section 217 (2AA) of the Companies Act, 1956 Your directors confirmed and state that:

1. In the preparation of the annual accounts the applicable accounting standards had been followed.

2. The Directors have selected such accounting policies and applied them consistently and made judgement and estimates that are reasonable and prudent so as to give a true and fair view of the state of affair of the Company at the end of financial year and of the profit of the Company for that period.

3. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of The Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

4. The company has prepared the attach annual statement for the year ended 31st March, 2012 a going concern basis.

DEPOSITORY SYSTEM:

Trading in shares of your company has commenced in Dematerialized form in B2 group in terms of notification issued by Securities & Exchange Board of India (SEBI). Your company has entered into agreement with National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) to enable members to hold shares in Dematerialized form.

LISTING FEES:

Your Company has paid Listing Fee for the year 2012-13 at Bombay Stock Exchange Ltd. The Company has already completed the procedure for De-Listing of Share from Ahmedabad Stock Exchange Limited as per amended SEBI Guideline.

IINDUSTRIAL RELATIONS:

Industrial relations remained cordial throughout the year. Your Directors place on record their deep appreciation of the contribution made by the employees at all levels.

DEPOSITS:

The company has not invited or accepted any Deposits within the meaning of Section 58A of the Companies Act, 1956 and the rules made there under.

DIRECTORATE:

Shri Chetan O. Thakker and Shri Chandrakant V. Modh retire by rotation at the ensuring Annual General Meeting and being eligible, offers themselves for re-appointment. The Board has deeply sorrowed for sad demise of our Chairman Late Shri Shambhubhai A. Patel on 19.01.2012.

PERSONNEL:

There are no employees covered Under Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 and hence no information is required to this report.

PARTICULARS OF CONSERVATION OF ENERGYETC:

Particulars with respect to Conservation of Energy as per Section 217 (2A) of the Companies Act, 1956 read with the (Disclosures of particulars the Report of Board of Directors) Rules, 1988 and forming part of the Directors.

AUDITORS:

M/s. Kantilal Manilal Shah & Co., (Chartered Accountants) Auditors, of the company retire by rotation at the ensuring Annual General Meeting and being eligible offer themselves for re-appointment.

INSURANCE:

All the properties of the Company including Building, Plants Machinery, Stock and Stores have been adequately insured. CASH FLOW STATEMENT:

As required by amended Clause 32 of the Listing Agreement a Cash Flow Statement is appended.

APPRECIATION:

Your Directors express their sincere thanks for the co-operation and assistance received from Dena Bank. Your Directors also express their gratitude to the investors, Employees, Agents, Dealers and Consumers of the Company for their valuable support and continued confidence report in the company.

PLACE: Sidhpur BY ORDER OF THE BOARD

DATE : 31.05.2012 Mayank S. Patel

(CHAIRMAN & MD)

---

Mar 31, 2010

The directors have pleasure in presenting their Sixteenth Annual Report together with Audited Statement of Accounts of the Company for the year ended 31st March, 2010.

FINANCIAL RESULTS:

The Working results pf the Company are as under: R« in Lacs

PARTICULARS 31.03.2010 31.03.2009

TURNOVER 488.32 527.72

OTHER INCOM 1.82 2.04

TOTAL INCOME 490.14 529.74

PROFIT BEFORE DEPRECATION AND 2.28 31.63

TAXATION LESS: DEPRECATION 8 .40 10.69

PROFIT/LOSS BEFORE TAX (6.12) 20.94

LESS: PROVISION FOR TAXATION NIL NIL

PROFIT FOR THE YEA (6.12) 20.94

BALANCE AS PER LAST BALANCE (473.59) (494.53)

SHEET TOTAL PROFIT/LOSS (479.72) (473.59)

BUSINESS OPERATIONS & PROSPECTS:

During the year under review your company has sales turnover of Rs. 4.90 Crores (in respect of its existing activities) with decreased of 8 % over the previous year.

DIVIDEND:

Your Directors do not propose any dividend on Equity Shares for the period ended 31st March, 2010 as there is no profit during the period.

MANAGEMENT DISCUSSION & ANALYSIS REPORT:

A separate report of Management Discussion and Analysis is attached as a part of the annual report.

MARKETING:

Your Company has made manufacturing agreement with Reckit Benckiser India Ltd. for sales of Isabgol Husk based product FYBOGEL, Nicolas Piramal India Ltd., for sales of FABOLITE & Apollo Hospitals Enterprise Ltd., for sales of LAXATIVE AP. Your Company has also continued manufacturing agreement with Karnataka Antibiotics & Pharmaceuticals Limited for sale of Isabgol Husk based product on Loan Licence basis.

EXPORT:

During the period under review your company exported Rs,71,08,443. The Company continued its focus on development of Export Markets, for Albendazole Bolus and Fibermate (Isabgol based formulations) to supplement the present low domestic demand situation.

CORPORATE GOVERNANCE:

The report on the Corporate Governance code along with a certificate from the Auditors of the Company regarding the Management Discussion and Analysis Report are annexed to this report.

DIRECTORS RESPONSIBILITY STATEMENT:

As required by Under Section 217 (2AA) of the Companies Act, 1956 Your directors confirmed and state that:

1. In the preparation of the annual accounts the applicable accounting standards had been followed.

2. The Directors have selected such accounting policies and applied them consistently and made judgement and estimates that are reasonable and prudent so as to give a true and fair view of the state of affair of the Company at the end of financial year and of the profit of the Company for that period.

3. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of The Companies Act,1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other

irregularities.

4. The company has prepared the attach annual statement for the year ended 31"March, 2010 a going concern basis. DEPOSITORY SYSTEM:

Trading in shares of your company has commenced in Dematerialized form in B2 group in terms of notification issued by Securities &

Exchange Board of India (SEBI) Your company has entered into agreement with National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) to enable members to hold shares in Dematerialized form.

LISTING FEES:

Your Company has paid Listing Fee for the year 2010-11 at Bombay Stock Exchange Ltd. The Company has started the procedure for De-Listing of Share from Ahmedabad Stock Exchange Limited, Ahmedabad durir 7 the year under review as per SEBI guideline.

INDUSTRIAL RELATIONS:

Industrial relations remained cordiai throughout the year. Your Directors place on record their deep appreciation of the contribution made by the employees at all levels.

DEPOSITS:

The company has not invited or accepted any Deposits within the meaning of Section 58A of the Companies Act, 1956 and the rules made thereunder.

Shri Chetankumar O. Thakker and Shri Chandrakant V. Modh retire by rotation at the ensuring Annual General Meeting and being eligible, offers themselves for re-appointment.

PERSONNEL:

There are no employees covered Under Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 and hence no information is required to this report.

PARTICULARS OF CONSERVATION OF ENERGY ETC.:

Particulars with respect to Conservation of Energy as per Section 217 (2A) of the Companies Act, 1956 read with the (Disclosures of particulars the Report of Board of Directors) Rules, 1988 and forming part of the Directors.

AUDITORS:

M/s. Kantilal Manilal Shah & Co., (Chartered Accountants) Auditors, of the company retire by rotation at the ensuring Annual General Meeting and being eligible offer themselves for re-appointment.

INSURANCE:

All the properties of the Company including Building, Plant & Machinery, Stock and Stores have been adequately insured.

CASH FLOW STATEMENT:

As required by amended Clause 32 of the Listing Agreement a Cash Flow Statement is appended.

APPRECIATION:

Your Directors express their sincere thanks for the co-operation and assistance received from Dena Bank. Your Directors also express their gratitude to the investors, Employees, Agents, Dealers and Consumers of the Company for their valuable support and continued confidence report in the company.

PLACE: Sidhpur BY ORDER OF THE BOARD

DATE : 31.05.2010

CHAIRMAN