133 of the Companies Act, 2013 read with Rule 7 of the
Companies (Accounts) Rules, 2014 of India have been
followed in preparation of these financial statements and
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("SEBI Listing Regulations"), as amended.

DIVIDEND

The Company is in the growth phase and expanding
organically as well as inorganically. In order to save the
profit earned during the year for future expansion of
the Company, your directors do not recommend any
dividend for the financial year ended March 31, 2025.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR
EDUCATION AND PROTECTION FUND

There was no amount outstanding to be an Unclaimed
Dividend to Investor Education and Protection Fund during
the FY 2024-2025.

TRANSFER TO RESERVE

The Board has decided to retain the entire profit for the
year under review in the Statement of Profit & Loss, and no
amount has been transferred to any reserve

BRIEF DESCRIPTION OF THE STATE OF THE COMPANY'S
AFFAIRS

There is no change in company affairs or business by the
company during the period under review.

However, during the year Company has registered an
increase in the overall sales, for future years company
has target to increase the sales growth rate and will
concentrate more on profitable projects deriving more
value for the shareholders.

For this purpose, Company is planning for both vertical
and horizontal expansions.

Company has already contracted with hundreds of small
labs to perform test for them with latest technology and
equipment.

Company is constantly improving its service quality to
deliver best services and welcome suggestions from its
patients through its patient feedback program.

Company has in-house team of experts who constantly
work towards quality enhancements through application
of latest quality controls of the industry.

CHANGE IN NAME AND STATUS OF THE COMPANY

The application for change of the Corporate Identification
Number (CIN) has been filed with the Registrar of
Companies (RoC) and the change is pending approval,
to take effect upon the listing of the Company's equity
shares on the NSE Emerge platform on February 17, 2025.

INITIAL PUBLIC ISSUE (IPO)

The Company has successfully completed the Initial
Public Offer (IPO). In the IPO, 67,52,000 Equity Shares of
Rs.10/- each was offered by the Company for subscription
at an issue price band of Rs 159/- per shares aggregating
to ' 10,698.84 Lakhs which was oversubscribed by 7.04
times. The issue was opened for subscription on February
10, 2025 and closed on February 12, 2025. The allotment
for Chandan Healthcare Limited IPO was finalized on
Thursday, February 13, 2025. The shares got listed on NSE
Emerge (SME) platform on February 17, 2025.

The Issue was made in accordance with SEBI (Issue of
Capital and Disclosure Requirements) Regulations, 2018,
as amended.

The success of IPO reflects the trust and confidence
of stakeholders in the Board and Management of the
Company.

STATEMENT OF DEVIATION(S) OR VARIATION(S)

In terms of Regulation 32 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 read with
SEBI Circular No. CFD/CMD1/162/2019 dated December 24,
2019 there was no deviation or variation in connection
with the terms of the objects of the issue mentioned in the
Prospectus dated February 12, 2025, in respect of the Initial
Public Offering of the Company.

During the Year under Review, the Company has fully
utilized the Proceeds Raised through IPO in the Following
manner and there is no deviation or variation in the use
of proceeds, from the objects as stated in the Prospectus.

DEMATERIALISATION OF SHARES

During the year under review, the Company has entered into tripartite agreement for dematerialization of equity shares
with the KFin Technologies Limited, National Securities Depository Limited and Central Depository Services (India)
Limited. As on March 31, 2025, the share of the Company held in demat form represents 98.75% of the total issued and
paid- up capital of the Company.

The Company ISIN No. is INE0B2N01016.

M/s. KFin Technologies Limited act as the Registrar and Share Transfer Agent of the Company.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, 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

During the period after the close of the financial year and up to the date of this Report, the following material event has
occurred which has a bearing on the financial position of the Company:

The Company successfully completed its Initial Public Offer (IPO) of 67,52,000 equity shares of face value of S10/- each
at a price of S159/- per equity share (including premium), comprising an Offer for Sale (OFS) of 22,99,936 equity shares
aggregating to ^3,656.90 Lakhs.

The Issue was fully subscribed by the public and the allotment of equity shares was completed on 13th February, 2025.
Post the IPO, the equity shares of the Company are listed on the SME Platform of National Stock Exchange of India
Limited (NSE EMERGE), thereby enhancing the Company's visibility, corporate governance framework, and access to
capital markets.

ALTERATION OF MEMORANDUM AND ARTICLES OF ASSOCIATION

The Authorized Share Capital of the Company has been increased, and consequently, the capital clauses of the
Memorandum of Association were amended by the shareholders;

SUBSIDARIES

During the Financial Year 2024-25, no company has newly become or ceased to be a Subsidiary or Associate of your
Company except as provided below.

Your Company had the following subsidiaries [as defined under Section 2(87) of the Companies Act, 2013] during the
Financial Year 2024-25:

SHARE CAPITAL

1. Authorized Capital

The Authorized share Capital of the Company, as at closure of financial year 2024-25, was INR 2,500.00 Lakhs
divided into 2,50,00,000 Equity Shares of INR 10.00 each.

2. Issued, Subscribed & Paid-up Capital

Issued, Subscribed & Paid-up share Capital of the Company as at closure of financial year 2024-25, was INR
2,445.21 Lakhs divided into 2,44,52,064 Equity Shares of INR 10 each.

Issued, Subscribed & Paid-up share Capital was increased from INR. 200,000,000 divided into 20,000,000 equity
shares of INR.10/'each to INR. 24,45,20,640 divided into 2,44,52,064 equity shares of INR.10/' each.

During the year under review, following changes took places in paid-up capital of the Capital:

a. Buy Back of Securities:

Company has not bought back any of its securities during the year under review.

b. Sweat Equity:

Company has not issued any Sweat Equity Shares during the year under review.

c. Rights Issue:

During the year under review, there was no Right issue of shares by the company.

d. Bonus Issue:

Company has not issued any Bonus Shares during the year under review.

e. Initial Public Offer (IPO):

The Company came up with an Initial Public Offer of 67,52,000 equity shares of INR 10.00 each at a price band
of INR 159.00 per equity shares comprising offer for sale (OFS) of 22,99,936* Equity Shares of face value of g
10 each aggregating g 3,656.90 Lakhs. The said 67,52,000 equity shares were successfully subscribed by the
public and Company has made allotment of equity shares on February 13, 2025.

The entire Paid-up Equity shares of the Company were then listed at Emerge Platform of National Stock
Exchange of India Limited.

BOARD MEETING

Regular meetings of the Board are held, inter-alia, to review and discuss the various businesses that require the
approval of the Board. Additional Board meetings are convened, as and when required, to discuss and decide on
various business policies, strategies and other businesses. The Board meetings are generally held at registered office
of the Company.

During the year under review, Board of Directors of the Company met 19 (Nineteen) times, viz

ATTENDANCE OF DIRECTORS AT THE BOARD MEETINGS

As per standard 9 of the Secretarial Standard on Meetings of the Board of Directors ('SS-1') issued by the Institute of
Company Secretaries of India ('ICSI'), the attendance of Directors at Board meetings held during the financial year
2024-25 are as under:

GENERAL MEETING

During the year under review, the following General Meeting were held:

The gap between two consecutive meetings was not more than one hundred and twenty days as provided in section
173 of the Companies Act, 2013. A total of 17 (Seventeen) Board Meetings were held prior to the Listing, and a total of 02
(two) Board Meetings were held post Listing of the Company.

MEETING OF THE INDEPENDENT DIRECTORS

During FY 2024-25, 2 (two) meeting of Independent Directors were held without the presence of the Executive Directors
or Management Personnel on 16th April 2024 and 20th January 2025. At such meeting, the Independent Directors have
discussed, among other matters, the challenges faced by the Company, growth strategies, flow of information to the
Board, strategy, leadership strengths, compliance, governance, HR related matters and performance of Executive
Directors.

Managerial Personnel in compliance with Section 203 of
the Companies Act, 2013.

INDEPENDENT DIRECTORS

In terms of Section 149 of the Companies Act, 2013
and rules made there under, the Company had three
Non-Executive Independent Directors in line with the
Companies Act, 2013. Further, all of the Independent
Directors of the Company had registered themselves in
the Independent Directors' Data Bank.

Separate meetings of Independent Directors were held
on April 16, 2024, and January 20, 2025, to review the
performance of Non-Independent Directors, the Board
as a whole, and the performance of the Chairperson of
the Company, including the assessment of the quality,
quantity, and timeliness of the flow of information between
the Company management and the Board.

The terms and conditions of appointment of Independent
Directors and Code for Independent Director are
incorporated on the website of the Company at www.
chandandiagnostic.com.

DECLARATION BY INDEPENDENT DIRECTOR

The Company has received necessary declaration
from each independent director under Section 149(7)
of the Companies Act, 2013 that they meet the criteria
of independence laid down in Section 149(6) of the
Companies Act, 2013and the rules made thereunder and
Listing Regulations.

All the Independent Directors of the Company have
registered themselves with the Indian Institute of
Corporate Affairs ("IICA"). Further, as per the declarations
received, all the Independent Directors of Company
have either passed or were exempted to clear online
proficiency test as per the first proviso to Rule 6(4) of the
MCA Notification dated October 22, 2019 and December
18, 2020.

Accordingly, the Company has taken on record, the
Statement of Declaration of Independence, as submitted
by all the Independent Directors.

In the opinion of the Board of Directors, all Independent
Directors of the Company fulfils the conditions specified
in the Act and Rules made thereunder.

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
familiarization 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 Company's
website www.chandandiagnostic.com.

Accordingly, the Company has taken on record the
Statement of Declaration of Independence, as submitted
by all the Independent Directors.

In the opinion of the Board of Directors, all Independent
Directors of the Company fulfil the conditions specified in
the Act and Rules made thereunder.

COMMITTEES OF BOARD

Pursuant to an IPO, in addition to the applicable provisions
of the Companies Act, 2013 in respect to Corporate
Governance, provisions of the SEBI Listing Regulations are
also applicable on the Company.

Further, the requirement specified in regulations 17 to, 27
and clauses (b) to (i) of sub regulation (2) of regulation
46 and para C, D and E of Schedule V is not applicable
to the Company, although we require to comply with
requirement of the Companies Act, 2013 wherever
applicable. Company has complied with the corporate
governance requirement, particularly in relation to
appointment of independent directors including woman
director on the Board and also constitution of an Audit
Committee, Stakeholders Relationship Committee and
Nomination and Remuneration Committee. Board of
the Company functions either on its own or through
committees constituted thereof, to oversee specific
operational areas.

During the year under review, Company has constituted
the Audit Committee, Nomination & Remuneration
Committee and Stakeholder Relationship Committee
vide Board Resolution dated August 26, 2024

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders Relationship Committee

4. Corporate Social Responsibility Committee

COMPOSITION OF COMMITTEE, MEETING AND
ATTENDANCE OF EACH MEMBER AT MEETINGS

Pursuant to an IPO, in addition to the applicable provisions

of the Companies Act, 2013 in respect to Corporate Governance, provisions of the SEBI Listing Regulations are also
applicable on the Company.

1. Audit Committee

The Audit Committee of the Company is constituted in line with the provision of Section 177 of the Companies Act,
2013. The Audit Committee is constituted in line to monitor and provide effective supervision of the management's
financial reporting process, to ensure accurate and timely disclosures, with the highest level of transparency,
integrity, and quality of Financial Reporting

During the Financial Year under review, five (5) meetings of the members of the Audit Committee were held. The
meetings took place on April 4, 2024; August 18, 2024; September 12, 2024; December 30, 2024; and January 30,
2025.

Recommendations of Audit Committee, wherever/whenever given, have been accepted by the Board of Directors.
Company Secretary and Compliance Officer of the Company act as the secretary of the Committee.

2. Nomination and Remuneration Committee

The Nomination and Remuneration Committee of the Company is constituted with the provision of Section 178
of the Companies Act, 2013. The Nomination and Remuneration Committee recommends the appointment of
Directors and remuneration of such Directors.

The level and structure of appointment and remuneration of all Key Managerial personnel and Senior Management
Personnel of the Company, as per Remuneration policy, is also overseen by this Committee.

During the Financial Year under review 3 (Three) meetings of the members of the Nomination and Remuneration
Committee were held. The dates on which the said meetings were held on June 29, 2024, August 09, 2024, and
December 23, 2024:

Company Secretary and Compliance Officer of the Company act as the secretary of the Committee.

3. Stakeholder's Relationship Committee

The Company has a Stakeholders Relationship Committee of Directors in compliance with provisions of the
Companies Act, 2013 to look into the redressal of complaints of investors such as transfer or credit of shares, non¬
receipt of dividend/notices/annual reports, etc.

During the Financial Year under review 1 (One) meeting of the members of the Stakeholders Relationship Committee
was held. The dates on which the said meetings were held on March 26, 2025:

4. Corporate Social Responsibility Committee*

During the Financial Year under review 2 (Two) meetings of the members of the Corporate Social Responsibility
Relationship Committee were held. The dates on which the said meetings were held on August 27, 2024, and
February 21, 2025:

The report on the performance evaluation of the
Individual Directors was reviewed by the Board and
feedback was given to the Directors. The performance
of each director was satisfactory.

c. Board of Directors

The performance of the Board was evaluated by the
Board after seeking inputs from all the Directors on the
basis of the criteria such as the Board composition
and structure, effectiveness of Board processes,
information and functioning etc.

d. Performance Evaluation of the Committee

The performance of the Committees was evaluated
by the Board after seeking inputs from the
Committee Members on the basis of the criteria such
as the composition of Committees, effectiveness of
committee meetings, etc.

Outcome of Evaluation:

Board of the Company was satisfied with the functioning
of the Board and its Committees. The Committees are
functioning well and besides covering the Committees'
terms of reference, as mandated by law, important issues
are brought up and discussed in the Committee meetings.
The Board was also satisfied with the contribution of
Directors, in their individual capacities.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the provisions of the Companies Act, 2013
and the Rules made thereunder, the Company is
required to maintain cost records as specified under
Section 148(1) of the Act. However, the requirement of
cost audit is not applicable to the Company for the
financial year 2024-25.

a. In preparation of annual accounts for the year ended
March 31, 2025, the applicable accounting standards
have been followed and that no material departures
have been made from the same;

b. The Directors 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 or loss of the Company for that year;

c. 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;

d. The Directors had prepared the annual accounts
for the year ended March 31, 2025 on going concern
basis.

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

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

g. The Board confirms that the cost records have been
prepared, reviewed, and approved as per applicable
Cost Accounting Standards and are adequate for
audit.

STATUTORY AUDITORS

Pursuant to the provisions of Section 139 of the Companies
Act, 2013, M/s. MSNT & Associates LLP, Chartered
Accountants (FRN: 018542C), were appointed as the
Statutory Auditors of the Company for a period of five
consecutive years, to hold office from April 1, 2023, until
March 31, 2028.

Further, pursuant to Section 141 of the Act and relevant
Rules prescribed there under, the Company has
received certificate from the Auditors along with peer
review certificate, that they are eligible to continue with
their appointment and that they are not disqualified in
any manner whatsoever from continuing as Statutory
Auditors.

The Financial Statements and the Auditor's Report for
the financial year ended on March 31, 2025 are free
from any qualification, reservation, observation and
adverse remark; further the notes on accounts are self¬
explanatory. The Auditors' Report is enclosed with the
Financial Statements in this Annual Report.

INDEPENDENT AUDITORS' REPORT

The Statutory Auditors' Report for the Financial Year 2024¬
25 is annexed to this Annual Report. The Statutory Audit
Report does not contain any qualification reservation or
adverse remark or disclaimer made by Statutory Auditors.
The notes to the accounts referred to in the Auditors'
Report are self-explanatory and, therefore, do not call for
any further comments.

SECRETARIAL AUDIT REPORT

Pursuant to the provisions of Section 204 of the Companies
Act, 2013 and Rules made thereunder, the Company
had appointed m/s Umesh Kumar & Associates (FRN:
I2009DE661900, Membership No. 21567, CP No. 8361 & PR
No. 1895/2022), Practicing Company Secretary, to carry
out the Secretarial Audit of the Company for the FY 2024¬
25. The Secretarial Audit Report for FY 2024-25 is annexed
herewith marked as "Annexure I" to this Report.

The Secretarial Audit Report does not contain any
qualification, reservation or adverse remark, and,
therefore, does not call for any further comments.

INTERNAL AUDITORS

The Company was listed on February 17, 2025 and the
provisions in respect of Internal Audit became applicable
only from that date. The process for appointing the
internal auditor was initiated and pursuant to the
provisions of Section 138 of Companies Act, 2013 read with
the Companies (Accounts) Rules, 2014, the Company has
appointed M/s Renu Agrawal& Co. (FRN No. 018547C), as
Internal Auditor for the FY 2024-25.

COST AUDITORS

In accordance with Section 148 of the Companies Act, 2013
read with the Companies (Cost Records and Audit) Rules,
2014, the Company is required to maintain cost records
and get them audited for certain products/services.

Rahul Jain & Associates Cost Accountants, Ghaziabad
(Firm Registration No. 101515 were appointed as Cost
Auditors of the Company for the FY 2024-2025 to conduct
the audit of cost records in terms of section 148(3) read
with Companies (Audit and Auditors) Rules 2014.

COST AUDITOR'S REPORT HIGHLIGHTS

Pursuant to the provisions of the Companies Act, 2013 and
the Rules made thereunder, the Company is required to
maintain cost records as specified under Section 148(1)
of the Act. However, the requirement of cost audit is not
applicable to the Company for the financial year 2024-25.

EXTRACT OF ANNUAL RETURN

Pursuant to Section 92 (3) read with Section 134 (3)
(a) of the Companies Act, 2013, read with Rule 12 of the
Companies (Management and Administration) Rules,
2014, the Annual Return for the year ending on March 31,
2025 is available on the Company's website and can be
accessed at www.chandandiagnostic.com.

RISK MANAGEMENT

The Company is not required to form a Risk Management
Committee. However, the Company has developed and
implemented a risk management policy for identifying
the risk associated with business of the Company and
measures to be taken by including identification of
elements of risk and measures to control them.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
UNDER SECTION 186 OF THE COMPANIES ACT, 2013

The particulars of loans given, investment made, or
guarantee given or security provided and the purpose
for which the loan or guarantee or security is proposed
to be utilized as per the provisions of Section 186 of the
Companies Act, 2013 are disclosed in the notes to account
to the financial statements for the FY 2024-25.

DISCLOSURE ON RELATED PARTY'S TRANSACTIONS

All Related Party transactions that were entered into
during the FY 2024-2025 were on arm's length basis
and in the ordinary course of business. There are no
materially significant related party transactions made
by the Company with related parties which may have a
potential conflict of interest with the company.

All the related party transactions are in compliance with
the Accounting Standards issued by ICAI and further
details are mentioned in the notes of the Financial
Statements.

All Related party transactions are placed before the
Audit Committee for approval as per the Related Party
Transactions Policy of the Company as approved by the
Board. The policy is also uploaded on the website of the
Company & can be accessed through the link https://
chandandiagnostic.com.

Since, all the related party transactions that were entered
into during the financial year 2024-2025 were on an arm's
length basis and were in the ordinary course of business
and there was no material related party transaction
entered by the Company during the year as per Related
Party Transactions Policy, details are required to be
provided in the Form AOC-2 prescribed under clause (h)
of sub-section (3) of section 134 of the Act and Rule 8(2)
of the Companies (Accounts) Rules, 2014. Particulars of
contracts or arrangements with related parties referred
to in sub-section (1) of section 188 in the prescribed form
(Form AOC-2) are attached as "Annexure-II"

The details of the transaction with related parties
are provided in the notes to accompanying financial
statements.

CORPORATE GOVERNANCE

Your company being responsible corporate citizen
provides utmost importance to best Corporate
Governance practices and always works in the
best interest of its stakeholders. Your Company has
incorporated the appropriate standards for corporate
governance, pursuant to the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015

As per regulation 15(2) of the Listing Regulation, the
Compliance with the Corporate Governance provisions
shall not apply in respect of the following class of the
Companies:

a. Listed entity having paid up equity share capital not
exceeding Rs.10 Crore and Net Worth not exceeding
Rs.25 Crore, as on the last day of the previous financial
year.

b. Listed entity which has listed its specified securities
on the SME Exchange.

Since, our Company falls within the ambit of aforesaid
exemption (b); hence compliance with the provision of
Corporate Governance shall not apply to the Company
and it does not form the part of the Annual Report for the
financial year 2024-2025.

SEBI COMPLAINTS REDRESS SYSTEM (SCORES)

The investor complaints are processed in a centralized
web-based complaints redress system. The salient
features of this system are centralized database of all
complaints, online upload of Action Taken Reports\(ATRs)
by the concerned companies and online viewing by
investors of actions taken on the complaint and its current
status. Your Company has been registered on SCORES
and makes every effort to resolve all investor complaints
received through SCORES or otherwise within the statutory
time limit from the receipt of the complaint. The Company
has not received any complaint on the SCORES during
financial year 2024-25.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
FOREIGN EXCHANGE EARNINGS AND OUTGO

The details of conservation of energy, technology
absorption, foreign exchange earnings and outgo
stipulated under Section 134(3)(m) of the Companies Act,
2013 read with Rule 8 of the Companies (Accounts) Rules,

2014 is annexed herewith as "Annexure-III" and the same
forms part of this report.

RISK MANAGEMENT POLICY

Pursuant Section 134(3)(n) of the Act, the Company has
in place a Risk Management Policy which provides for
the identification therein of elements of risk, which in the
opinion of the Board may threaten the existence of the
Company. The Policy further contains risk assessment
and minimization procedures.

The risk management plan is reviewed by the Board from
time to time and suitable changes are made as may be
necessitated.

CHANGE IN THE NATURE BUSINESS

There has been no change in the nature of business of the
Company in the Financial Year under review.

DISCLOSURE UNDER INSOLVENCY AND BANKRUPTCY
CODE, 2016 (31 OF 2016)

During the year under review, neither any application
was made nor is any proceeding pending against the
Company under the Insolvency and Bankruptcy Code,
2016.

CORPORATE SOCIALRESPONSIBILITY

Your Company's CSR initiatives align with the core purpose
afore stated by prioritizing in areas of skilling, education,
and environment sustainability. The Annual Report on CSR
activities pursuant to the provisions of section 134 and 135
of the Act read with rule 8 of the Companies (Corporate
Social Responsibility Policy) Rules, 2014 and rule 9 of the
Companies (Accounts) Rules, 2014 is annexed to this
Directors' Report as 'Annexure IV'.

The Chief Financial Officer of the Company has certified
that the funds disbursed have been utilized for the purpose
and in a manner approved by the Board for FY 2025

The CSR policy is hosted on the Company's website
at www.chandandiagnostic.com.

WHISTLE BLOWER POLICY/ VIGIL MECHANISM

To meets the requirement under Section 177(9) and (10)
of the Companies Act, 2013 and Regulation 22 of the
SEBI (Listing Obligation and Disclosure Requirement)
Regulation, 2015, the Company has adopted a Vigil
Mechanism/ Whistle Blower Policy with a view to provide
a vigilance mechanism for the directors and employees

of the Company to raise concern of any violations
of legal or regulatory requirements, incorrectness or
misinterpretation of any financial statements and
reports etc. The purpose of this Policy is to encourage the
Company's directors and employees who have concerns
about suspected misconduct, to come forward and
express these concerns without fear of punishment or
unfair treatment.

Likewise, under this policy, we have prohibited
discrimination, retaliation or harassment of any kind
against any employee who, based on the employee's
reasonable belief that such conduct or practice have
occurred or are occurring, reports that information or
participates in the said investigation. The Whistle Blower
Policy is displayed on the Company's website at www.
chandandiagnostic.com.

No individual in the Company has been denied access to
the Audit Committee or its Chairman during the FY 2024¬
25

There were no instances of reporting under the Whistle
Blower.

The Whistle Blower Policy of the Company is available on
the website of the Company at www.chandandiagnostic.
com.

PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for
Prevention of Insider Trading with a view to regulate
trading in securities by the Directors and designated
employees of the Company. The Code requires pre¬
clearance for dealing in the Company's shares and
prohibits the purchase or sale of Company shares by
the Directors and the designated employees while in
possession of unpublished price sensitive information in
relation to the Company and during the period when the
Trading Window is closed. The Board is responsible for
implementation of the Code. The Code is displayed on
the Company's website at www.chandandiagnostic.com.

PROCEEDINGS INITIATED/PENDING AGAINST YOUR
COMPANY UNDER THE INSOLVENCY AND BANKRUPTCY
CODE, 2016

There are no proceedings initiated/pending against
your Company under the Insolvency and Bankruptcy
Code, 2016 which materially impact the Business of the
Company.

DETAILS OF REPORTING OF FRAUD BY AUDITOR

There are no instances of Fraud/ Suspected Fraud
committed against the Company by the Officers or
employees of the Company has been detected by
the Auditor as required under Section 143(12) of the
Companies Act, 2013 read with Rule 13 of the Companies
(Audit and Auditors) Rules, 2014.

INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY

According to Section 134(5) (e) of the Companies Act,
2013 the term "Internal Financial Control (IFC)" means the
policies and procedures adopted by the Company for
ensuring the orderly and efficient conduct of its business,
The Company believes that internal control is a necessary
prerequisite of Governance and that freedom should be
exercised within a framework of checks and balances.
The Company has a well-established internal control
framework, which is designed to continuously assess the
adequacy, effectiveness and efficiency of financial and
operational controls. The financial control framework
includes internal controls, delegation of authority
procedures, segregation of duties, system access controls
and document filing and storage procedures.

The management is committed to ensure an effective
internal control environment, commensurate with
the size, scale and complexity of the business, which
provides an assurance on compliance with internal
policies, applicable laws, regulations and protection of
resources and assets. The control system ensures that the
Company's assets are safeguarded and protected and
also takes care to see that revenue leakages and losses to
the Company are prevented and our income streams are
protected. The control system enables reliable financial
reporting. The Audit Committee reviews adherence to
internal control systems and internal audit reports.

Theyhave been designed to provide reasonable assurance
with regard to recording and providing reliable financial
and operational information, complying with applicable
statutes, safeguarding assets from unauthorized use,
executing transactions with proper authorization and
ensure compliance of corporate policies. It has continued
its efforts to align all its processes and controls with global
best practices.

PUBLIC DEPOSIT

The Company has not accepted any deposits from
Shareholders and Public falling within the ambit of Section
73 of the Companies Act, 2013 and rules made there under.
Hence, the directives issued by the Reserve Bank of India &

the Provision of Section 73 to 76 of the Company Act, 2013
or any other relevant provisions of the Act and the Rules
there under are not applicable.

There were no unclaimed or unpaid deposits as on 31st
March, 2025.

LISTING AND DEPOSITORY FEES

Your Company has paid Annual Listing fees for the
financial year 2024-2025 to National Stock Exchange of
India Limited (NSE) according to the prescribed norms
and regulations. Company has also paid Annual Custody
fee to National Securities Depository Limited and Issuer
fee to Central Depository Services (India) Limited for the
financial year 2024-2025.

CODE OF CONDUCT

Commitment to ethical professional conduct is a must
for every employee, including Board Members and Senior
Management Personnel of the Company. The Code is
intended to serve as a basis for ethical decision-making
in conduct of professional work. The Code of Conduct
enjoins that each individual in the organization must
know and respect existing laws, accept and provide
appropriate professional views, and be upright in his
conduct and observe corporate discipline. The duties
of Directors including duties as an Independent Director
as laid down in the Companies Act, 2013 also form part
of the Code of Conduct. All Board Members and Senior
Management Personnel affirm compliance with the Code
of Conduct annually as "Annexure - V".

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management's Discussion and Analysis Report for the
year under review, as stipulated under regulation 34 (3)
and Part B of schedule V of the SEBI (Listing Obligation and
Disclosure Requirement) Regulation, 2015 is annexed to
this Annual Report as "Annexure - VI".

DISCLOSURE ON SECRETARIAL STANDARDS

During the period under review, applicable Secretarial
Standards, i.e. SS-1 and SS-2, relating to 'Meetings of the
Board of Directors' and 'General Meetings', respectively,
issued by The Institute of Company Secretaries of India
have been duly followed by the Company and have
devised proper systems to ensure compliance with the
provisions of all applicable Secretarial Standards and that
such systems are adequate and operating effectively.

PARTICULAR OF EMPLOYEES

The information required under Section 197(12) of the
Companies Act, 2013 read with Rule 5(1) of Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014 are annexed as Annexure VII and
forms part of this Report.

The statement containing names of top ten employees
in terms of remuneration drawn and the particulars of
employees as required under Section 197(12) of the Act read
with Rule 5(2) and 5(3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014,
is provided in a separate annexure forming part of this
report. Further, the report and the accounts are being
sent to the Members excluding the aforesaid annexure.
In terms of Section 136 of the Act, the said annexure is
opened for inspection in electronic form. Any Member
interested in obtaining a copy of the same may write to
the Company Secretary.

DETAILS OF FRAUD REPORTED BY THE AUDITORS

During the year under review, the Statutory Auditors and
Internal Auditor have not reported any instances of fraud
committed in the Company by its officers or employees.

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE
VALUATION

There was no one time settlement by the Company with
the Banks or Financial Institutions during the year under
review, thus, the details of difference between amount of
the valuation done at the time of one-time settlement
and the valuation done while taking loan from the Banks
or Financial Institutions along with the reasons thereof are
not applicable.

POLICY AGAINST SEXUAL HARASSMENT

Your Company has always believed in providing safe and
harassment free workplace for every individual working in
its premises through various interventions and practices.
The Company ensures that the work environment at all
its locations is conducive to fair, safe and harmonious
relations between employees. It strongly believes in
upholding the dignity of all its employees, irrespective of
their gender or seniority. Discrimination and harassment
of any type are strictly prohibited.

The Company has adopted a policy for Prevention,
Prohibition and Redressal of Sexual Harassment of
Women at Workplace in line with the requirements of
the Sexual Harassment of Women at the Workplace
(Prevention, Prohibition and Redressal) Act, 2013 (POSH
Act). The Company has complied with the provisions
relating to constitution of internal complaints committee
(ICC) under the POSH Act. All women employees are
covered under this policy. ICC has been set up to redress
complaints received regarding sexual harassment.

An Internal Compliant Committee (ICC) is in place as per
the requirements of the said Act to redress complaints
received regarding sexual harassment. All employees
(permanent, contractual, temporary, trainees) are
covered under this policy. No case has been reported
during the year under review.

The details of the complaints received during the year
under review were as follows:

STATEMENT ON COMPLIANCE WITH THE MATERNITY
BENEFIT ACT, 1961

The Company has complied with the provisions of
the Maternity Benefit Act, 1961, including all rules and
amendments made thereunder, during the financial year
ended March 31, 2025.

EMPLOYEE DEMOGRAPHICS DISCLOSURE

As on March 31, 2025, the employee strength of the
Company was as follows:

The above figures include all permanent employees of
the Company as on the year-end.

Your Company maintains a website www.
chandandiagnostic.com where detailed information
of the Company and specified details in terms of the
Companies Act, 2013 and SEBI (Listing Obligations &
Disclosure Requirements) Regulations, 2015 have been
provided.

GENERAL

Your Directors state that no disclosure or reporting is
required in respect of the following matters

as there were no transactions on these items during the
year under review:

• Issue of equity shares with differential rights as to
dividend, voting or otherwise.

• Issue of shares (including sweat equity shares) to
employees of the Company under any scheme.

The Company does not have any scheme of provision of
money for the purchase of its own shares by employees
or by trustees for the benefit of employees.

ACKNOWLEDGEMENT

Your Directors wish to place on record their gratitude
for the valuable guidance and support rendered by
the Government of India, various State Government
departments, Banks and stakeholders, including, but not
limited to, shareholders, customers and suppliers, among
others. We place on record, our appreciation of the
contribution made by our employees at all levels.

The Directors take this opportunity to place on record their
deep sense of appreciation for the total commitment,
dedication and hard work put in by the employees of the
Company. Lastly, your directors are deeply grateful for the
continuous confidence and faith shown by the members
of the Company.

For & On Behalf of Board of Directors
Chandan Healthcare Limited

Asmita Singh

(Managing Director)
DIN: 01098055

Date: 05.09.2025
Place: -Lucknow