Directors Report of Broach Lifecare Hospital Ltd.

Mar 31, 2025

Your Directors have pleasure in presenting the 2^nd Board’s Report together with the
Audited Statement of Accounts and the Auditors’ Report of your company for the
financial period ended 31st March, 2025.

FINANCIAL HIGHLIGHTS

The Company’s performance during the financial year ended March 31, 2025 as
compared to the previous financial year is summarized below:

(Amount in Lakhs)

Particulars	2024-25	2023-24
Net Sales / Income from Business Operations	317.94	260.58
Other Income	4.58	0.00
Total Income	322.52	260.58
Less: Expenses	250.91	167.24
Profit / Loss before tax and Extra Ordinary / Exceptional Items	71.61	93.34
Less: Extra Ordinary / Exceptional Items	0.00	0.00
Profit Before Tax	71.61	93.34
Less: Current Income Tax	15.88	21.00
Less: Previous period Adjustment of Income Tax	0.00	0.00
Less: Deferred Tax	2.14	2.58
Net Profit After Tax	53.59	69.76

STATE OF COMPANY''S AFFAIRS AND FUTURE OUTLOOK

During the period under review, the Company has earned Rs. 317.94 Lakhs as revenue
from operations as compared to 260.58 Lakhs for the previous year. However, the net
profit for the period under review has been Rs. 71.61 Lakhs as compared to 69.76 Lakhs
for the previous year. Your Directors are continuously looking for avenues for future
growth of the Company. They are working on enhancing revenues and profitability of
the company. It will now be the Company’s endeavor to improve on it in the years
ahead. The Company got listed on SME platform of BSE Limited during the year.

change in nature of business:

The Company is primarily engaged in the activities of healthcare services. During the
period under review, there was no change in nature of business of the Company.

dividend

With a view to conserve the resources for future prospect and growth of the Company,
the Board of Directors of the Company have not recommended any Dividend on Equity
Shares of the Company. Dividend Distribution policy is uploaded on website at
www.maplehospital.in.

annual return

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, the Annual
Return for the financial year ended March 31, 2024 is available on the website of the
Company at www.maplehospital.in, under the section ‘Investor Relations’.

transfer to reserves in terms of section 134 (3) (J) of the companies act, 2013

It is not proposed to transfer any amount to reserves out of the profits earned during FY
2024-25.

information about subsidiary/ joint venture/ associate company

The Company does not have any Subsidiary, Joint venture or Associate Company. No
Company has become or ceased to be subsidiary, Joint Venture or Associate Company
during the period under the review.

corporate social responsibilty:

The provision of Section 135 of Companies Act, 2013 and rules made thereunder are not
applicable to our Company for the financial year ended 31st March, 2025.

corporate governance:

Pursuant to Regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the compliance under Regulation 27(2) of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 shall not apply to our Company.
Therefore, the Company has not provided a separate report on Corporate Governance.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND

During the year, there was no unpaid/unclaimed Dividend declared and paid last year,
the provisions of Section 125 of the Companies Act, 2013 do not apply.

MATERIAL CHANGES AND COMMITMENTS

Except as disclosed elsewhere in this report, no material changes and commitments
which could affect the Company’s financial position, have occurred between the end
of the financial year of the Company and date of this report.

MEETINGS OF THE BOARD OF DIRECTORS

During the Financial Period 2024-25, the Company held 11 (Eleven) board meetings of
the Board of Directors as per Section 173 of Companies Act, 2013 which is summarized
below. The provisions of Companies Act, 2013 were adhered to while considering the
time gap between two meetings.

Sr. No	Date of Board Meeting	Board Strength	Number of Directors present
1	02/04/2024	5	5
2	22/05/2024	5	5
3	24/05/2024	5	5
4	15/06/2024	5	5
5	04/07/2024	5	5
6	15/07/2024	5	5
7	06/08/2024	5	5
8	19/08/2024	5	5
9	30/10/2024	5	5
10	14/11/2024	5	5
11	13/03/2025	5	5

Sr. No	Name	No. of Board meeting Entitled to attend	No. of Board meeting Attended
1.	Dr. Jaykumar Narendra Vyas	11	11
2.	Dr. Shachi Jaykumar Vyas	11	11
3.	Mrs. Dhyuti Krupesh Joshi	11	11
4.	Mr. Mehul Narendrakumar Hingu	11	11
5.	Mr. Shrikrishna Ramesh Chaudhari	11	11

Meetings of Stakeholder Relationship Committee

The Stakeholder Relationship Committee of the Board met 1 time during the Financial
Period under review as follows:

S. No.	Date of Committee Meeting	Number of members of Committee	Number of members who attended the Committee Meeting
1.	13/03/2025	3	3

Meetings of Audit Committee

The Audit Committee of the Board met 10 times during the Financial Period under review
as follows:

S. No.	Date of Committee Meeting	Number of members of Committee	Number of members who attended the Committee Meeting
1.	02/04/2024	3	3
2.	22/05/2024	3	3
3.	15/06/2024	3	3
4.	04/07/2024	3	3
5.	15/07/2024	3	3
6.	06/08/2024	3	3
7.	19/08/2024	3	3
8.	30/10/2024	3	3
9.	14/11/2024	3	3
10.	13/03/2025	3	3

Meetings of Nomination and Remuneration Committee Meeting

The Nomination and remuneration Committee of the Board met 2 times during the
Financial Period under review as follows:

S. No.	Date of Committee Meeting	Number of members of Committee	Number of members who attended the Committee Meeting
1.	02/04/2024	3	3
2.	13/03/2025	3	3

MEETINGS OF THE MEMBERS

During the Financial Period 2024-25, the Company held 1 (One) general meetings of the
members which is summarized below.

SN	Date of Meeting	Type of Meeting	Members Strength	No. of Members Present
1.	01/07/2024	Annual General Meeting	8	7

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013 the Board of Directors of the

Company confirms that-

(a) In the preparation of the annual accounts for the Financial period ended on 31^st
March, 2025, the applicable accounting standards had been followed along with
proper explanation relating to material departures;

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

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

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

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

(f) The directors had devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems were adequate and operating
effectively.

RELATED PARTY TRANSACTIONS

All the related party transactions entered by the Company were at arms’ length and in
the ordinary course of business. Transactions with related parties are conducted in a
transparent manner with the interest of the Company and Stakeholders as utmost
priority. The material contracts or arrangements entered into during the Financial Period
2024-25 are disclosed in Form AOC-2 annexed herewith as Annexure: 1. The details of all
related party transactions are disclosed in Notes to Financial Statements.

PARTICULARS OF EMPLOYEES AND REMUNERATION

Disclosure with respect to the remuneration of Directors and employees as required
under Section 197 of the Companies Act and Rule 5(1) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 has been provided in Annexure
2_attached herewith and forms part of this Report. The information required pursuant to
Section 197 of the Companies Act read with Rule 5(2) & (3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of
employees of the Company is provided in a separate exhibit which is available on the
website of the Company www.maplehospital.in, under the section ‘Investor Relations’,
and is also available for inspection by the Members up to the date of the ensuing
Annual General Meeting.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis report has been separately furnished in the
Annual Report and forms a part of the Annual Report. Same is annexed as Annexure- 3.

AUDITORS

Statutory Auditor

Present statutory Auditor M/s. K. K. Haryani & Co., Chartered Accountants (FRN:
121950W) were reappointed at first Annual general meeting held on 1^st July, 2024 to hold
office till conclusion of Sixth Annual General meeting of the company. The Statutory
Auditors have confirmed that they are not disqualified to continue as Statutory Auditors
and are eligible to hold office as Statutory Auditors of your Company. The company had
received eligibility certificate from the auditor.

Internal Auditor''s appointment

M/s. R. M. Hariyani & Co, Chartered Accountant (Firm Registration No. 147657W),
Bharuch, Internal Auditor of the Company in pursuance of Section 138 of the Companies
Act, 2013, and applicable provisions of Listing Regulations for the Financial Year 2024-25,
in the Board meeting held on Thursday, November 14, 2024.

Secretarial Auditor''s appointment

M/s. N R Shah & Co, Practicing Company Secretary, Vadodara as Secretarial Auditor of
the Company in pursuance to the provisions of the section 204 of the Companies Act,
2013 for the Financial Year 2024-25, in the Board meeting held on Thursday, November
14, 2024.

STATUTORY AUDITORS'' REPORT

The auditor’s report does not contain any qualification, reservation or adverse remark or
disclaimer or modified opinion.

SECRETARIAL AUDIT REPORT FOR THE YEAR ENDED MARCH 31,2025

As required under provisions of Section 204 of the Companies Act, 2013, the reports in
respect of the Secretarial Audit for FY 2024-25 carried out by M/s. N R Shah & Co,
Practicing Company Secretaries, in Form MR-3 forms part to this report and annexed as
Annexure-4. The said report does not contain any adverse observation or qualification
or modified opinion except comments non filing of Form MGT 14 & CHG 1. No charge
instrument is executed by the Bank for such Overdraft facility. The Company is taking
required steps to fulfill the requirement of Companies Act, 2013. Delay of 1 day for
intimation of trading window closure was unintentional. Same was due to lack of clarity
regarding appropriate platform or channel for submission of said intimation.

REPORTING OF FRAUD BY AUDITORS

During the period under review, statutory auditor has not reported under section 143 (12)
of the Companies Act, 2013, any instances of fraud committed against the company by
its officers or employees.

LOANS, GUARANTEES AND INVESTMENTS

Kindly refer the financial statements for the loans, guarantees and investments
given/made by the Company as on March 31,2025.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
OUTGO:

A. Conservation of Energy, Technology Absorption
CONSERVATION OF ENERGY:

(i)	The steps taken or impact on conservation of energy.	The Company exercised the strict control in its operations to minimize the power cost and reduce the waste of energy.
(ii)	The steps taken by the company for utilizing alternate sources of energy.	N. A.
(iii)	The capital investment on energy conservation equipments.	N. A.

TECHNOLOGY ABSORPTION:

1	Efforts in brief, made towards technology absorption, adaptation and innovation	None
2	Benefits derived as a result of the above efforts	N. A.
3	Information Regarding Imported Technology	N. A.
4	Expenditure Incurred on R & D	N. A.

B. Foreign exchange earnings and Outgo

Particulars	Amount in Lakhs
Earnings	NIL
Outgo	NIL

DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY

The Company has developed and implemented a risk management policy which
identifies major risks which may threaten the existence of the Company. Risk mitigation
process and measures have been also formulated and clearly spelled out in the said
policy.

DIRECTORS & KMP

During the period, the composition of the Board of Directors of your Company has been
in conformity with the requirements of the Companies Act, 2013. The Board of Directors
of the Company as on 31st March, 2025 consisted of 5 Directors. During the year, there

was no change in constitution of Board of directors of the Company. There was no
changes in KMP during the year.

Mrs. Shachi Jaykumar Vyas, Whole-Time Director of the company, was retired by rotation
and was re-appointed as a director at the 1st Annual General Meeting of the Company
held on July 1,2024.

Mrs. Dhyuti Krupesh Joshi, Chairperson and Non-Executive Director of the Company,
retire by rotation at the ensuing Annual General Meeting in terms of Section 152, and
has offered herself for reappointment. The Board of Directors, based on the
recommendation of the Nomination and Remuneration (“NRC”) Committee, has
recommended her re-appointment.

The resolution for the above reappointment of Director is incorporated in the Notice of
the ensuing Annual General Meeting. In the opinion of the Board, all the Directors
possess the requisite qualifications, experience, and expertise and hold high standards of
integrity.

Composition of Board

The composition of the Board of Directors as on March 31,2025 is as under:

Sr. No	Name	DIN	Date of Appointment	Designation
1.	Dr. Jaykumar Narendra Vyas	08736387	April 25, 2023	Managing Director
2.	Dr. Shachi Jaykumar Vyas	09063799	April 25, 2023	Whole-time Director
3.	Mrs. Dhyuti Krupesh Joshi	08736388	October 5, 2023	Chairman & Non¬ Executive Director
4.	Mr. Mehul Narendrakumar Hingu	10404685	December 9, 2023	Non-Executive Independent Director
5.	Mr. Shrikrishna Ramesh Chaudhari	10427970	December 15, 2023	Non-Executive Independent Director

Details of KMP as on March 31,2025 is as under:

Sr. No	Name	Date of Appointment	Designation
1.	Urvi Mrunal Hindia	01/12/2023	Chief Financial Officer
2.	Swati Sharma	21/12/2023	Company Secretary and Compliance officer

DISCLOSURE OF COMPOSITION OF STAKEHOLDER RELATIONSHIP COMMITTEE:

The Company has constituted Stakeholder Relationship Committee (SRC) Committee on
21^st December, 2023 and duly complied with the provisions of the Companies Act, 2013.

The SRC Committee of the Board of the Company comprises of the following members
as on 31^st March, 2025:

Name of Director	Position in the Committee	Designation
Mr. Shrikrishna Ramesh Chaudhari	Chairperson	Non - Executive Independent Director
Dr. Jaykumar Narendra Vyas	Member	Managing Director
Dr. Shachi Jaykumar Vyas	Member	Whole-time Director

The Company Secretary of the Company act as a Secretary of the Committee.
DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE:

The provisions of Sec.177 of the Companies Act, 2013 read with Rule 6 of the Companies
(Meetings of the Board and its Powers) Rules, 2013 have now become applicable to the
Company. The Company has constituted Audit Committee on 21^st December, 2023. The
Audit Committee constitution is as follows as on 31^st March, 2025:

Name of Directors	Position in the Committee	Designation
Mr. Mehul Narendrakumar Hingu	Chairperson	Non - Executive Independent Director
Mr. Shrikrishna Ramesh Chaudhari	Member	Non - Executive Independent Director
Dr. Jaykumar Narendra Vyas	Member	Managing Director

The Company Secretary of the Company act as a Secretary of the Committee.

DISCLOSURE OF COMPOSITION OF NOMINATION AND REMUNERATION COMMITTEE:

The provisions of Section 178(1) relating to constitution of Nomination and Remuneration
Committee has become applicable to the Company. Nomination and Remuneration
Committee (NRC) of the Board has been constituted. The Company has constituted
NRC Committee on 21^st December, 2023. The NRC consists of the following Directors as
on 31^st March, 2025:

Name of Directors	Position in the Committee	Designation
Mr. Shrikrishna Ramesh Chaudhari	Chairperson	Non - Executive Independent Director
Mr. Mehul Narendrakumar Hingu	Member	Non - Executive Independent Director
Mrs. Dhyuti Krupesh Joshi	Member	Non - Executive Director and Chairperson

The Company Secretary of the Company act as a Secretary of the Committee.

Nomination and Remuneration Policy:

In accordance with the provisions of Section 178 of the Companies Act, 2013, the Board
of Directors of the Company has adopted the Nomination and Remuneration Policy (the
“Policy”). The Policy, inter alia, provides guidelines for the appointment, removal and
remuneration of the Directors, Key Managerial Personnel and Senior Managerial
Personnel of the Company. The said policy can be downloaded from the web link:
https://www.maplehospital.in/Investor-Relations.aspx

DECLARATION BY INDEPENDENT DIRECTORS:

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), Code for independent directors of the
Companies Act, 2013 and they have registered their names in the Independent
Directors’ Databank. All those Independent Directors who are required to undertake the
online proficiency self-assessment test as contemplated under Rule 6(4) of the
Companies (Appointment and Qualification of Directors) Rules, 2014, have passed such
test.

Based on the disclosures received from all independent directors and in the opinion of
the Board, the independent directors fulfil the conditions specified in the Act, the Listing
Regulations, listing manual and are independent of the Management. In the opinion of
the Board, the independent directors so appointed possess requisite integrity, expertise,
experience and proficiency.

FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS

The Directors are regularly informed during meetings of the Board and its Committees on
the activities of the Company, its operations and issues faced by the industry. The details
of familiarization programs provided to the Directors of the Company are available on
the Company’s website www.maplehospital.in.

ANNUAL EVALUATION OF DIRECTORS, COMMITTEE AND BOARD

The Nomination and Remuneration Committee of the Board has formulated a
Performance Evaluation Framework, under which the Committee has identified criteria
upon which every Director, every Committee, and the Board as a whole shall be
evaluated. During the year under review the said evaluation had been carried out.

VIGIL MECHANISM FOR THE DIRECTORS AND EMPLOYEES

In compliance with the provisions of Section 177(9) of the Companies Act, 2013, the
Board of Directors of the Company has framed the “Whistle Blower Policy” as the vigil
mechanism for Directors and employees of the Company.

In compliance with the provisions of Section 177(9) of the Companies Act, 2013, the
Board of Directors of the Company has framed the “Whistle Blower Policy” as the vigil
mechanism for Directors and employees of the Company. The Whistle Blower Policy is
disclosed on the website of Company.

PREVENTION OF INSIDER TRADING

Pursuant to the provision of the Securities and Exchange Board of India (Prohibition of
Insider Trading) Regulation, 2015 and amendments thereto, the company has in place a
code of conduct to regulate, monitor and report trading by insider for prohibition of
Insider trading in the shares of the Company. The code inter alia prohibits purchase/ sale
of shares of the Company by its Designated Persons and other connected persons while
in possession of Unpublished Price Sensitive Information in relation to the Company and
during the period when trading window is close.

The company has also formulated a Code of practices and procedures for fair
disclosure of Unpublished Price Sensitive Information (UPSI) and said code is available on
the website of the Company www.maplehospital.in.

DEPOSITS

During the year under review, your Company neither accepted any deposits nor there
were any amounts outstanding at the beginning of the year which were classified as
‘Deposits’ in terms of Section 73 of the Companies Act, 2013 read with the Companies
(Acceptance of Deposit) Rules, 2014 and hence, the requirement for furnishing of details
of deposits which are not in compliance with the Chapter V of the Companies Act, 2013
is not applicable.

COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961

The Company has duly complied with the provisions of the Maternity Benefit Act, 1961
and the rules made thereunder, as applicable. The Company provides all applicable
benefits to women employees in accordance with the said Act, including maternity
leave, nursing breaks, and other prescribed entitlements. The Company is committed to
ensuring a safe, inclusive, and supportive work environment for all employees,
particularly women during and after maternity.

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

The Company has adopted a policy on prevention, prohibition, and redressal of sexual
harassment at the workplace, in line with the provisions of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

In line with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013, the Company is duly constituted an Internal
Complaints Committee (ICC) to redress complaints, if any, regarding sexual harassment.

During the financial year under review, no complaint was received by the Committee
under the said Act.

CHANGES IN SHARE CAPITAL STRUCTURE OF THE COMPANY

a. BUY BACK OF SECURITIES

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

b. SWEAT EQUITY

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

c. BONUS SHARES

The Company has not Bonus shares during the period under review.

d. EMPLOYEES STOCK OPTION PLAN

The Company has not provided any Stock Option Scheme to the employees.

Authorized Capital and Changes thereon, if any.

During the year, there was no change in authorized share capital of the company.

Initial Public Offering (IPO) & Listing

During the year under review, the Company has issued and allotted 16,08,000 equity
shares having face value of Rs. 10/- each ranking pari passu, through Initial Public
Offerings on August 19, 2024. The equity shares of the Company (of face value Rs. 10/-
each) were admitted and listed at SME Platform of BSE Limited w.e.f. August 21,2024.

ORDER OF COURT

There are no significant and material orders passed by the Regulators, courts or Tribunals
impacting the going concern status and Company’s Operations in future.

COMPLIANCE OF SECRETARIAL STANDARDS

The Directors have devised proper systems to ensure compliance with the provisions of
all applicable Secretarial Standards and that such systems are adequate and operating
effectively.

INTERNAL FINANCIAL CONTROLS

The Internal Financial Controls with reference to financial statements as designed and
implemented by the Company are adequate. During the year under review, no
material or serious observation has been received from the Statutory Auditors and the
Internal Auditors of the Company on the inefficiency or inadequacy of such controls.

INTERNAL CONTROL SYSTEMS

Adequate internal control systems commensurate with the nature of the Company’s
business, size and complexity of its operations are in place and have been operating
satisfactorily. Internal control systems comprising of policies and procedures are
designed to ensure reliability of financial reporting, timely feedback on achievement of
operational and strategic goals, compliance with policies, procedure, applicable laws
and regulations. Internal control systems are designed to ensure that all assets and
resources are acquired economically, used efficiently and adequately protected.

MAINTENANCE OF COST RECORDS & COST AUDIT

The maintenance & audit of cost records under section 148 of the act is not applicable
to the Company.

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

There are no proceeding, either filed the Company or filed against the company,
pending under the insolvency and Bankruptcy Code, 2016 as amended, before
National Company Law Tribunal or other courts during the period, 2024-25.

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

During the period under the review, there has been no one time settlement of loan from
banks and financial institution.

ACKNOWLEDGEMENT

Your Directors wish to express their grateful appreciation to the continued co-operation
received from the Banks, Government Authorities, Customers and Shareholders during
the period under review. Your Directors also wish to place on record their deep sense of
appreciation for the committed service of the Executives, staff and Workers of the
Company.

For & on behalf of Board of Directors of
M/s. BROACH LIFECARE HOSPITAL LIMITED

Regd office:

501,5th Floor, Corporate House,

Above Bharuch Orthopaedic Hospital,

R K Casta, Bharuch, Bharuch,

Gujarat, India, 392001. Sd/- Sd/-

JAYKUMAR NARENDRA VYAS SHACHI JAYKUMAR VYAS
Date: 30/05/2025 DIN: 08736387 DIN: 09063799

Place: Bharuch Managing Director Whole-time director

---

Mar 31, 2024

Your Directors have pleasure in presenting the 1^r Board''s Report together with the Audited Statement of Accounts and the Auditors'' Report of your company for the financial period ended 31st March. 2024.

FINANCIAL HIGHLIGHTS

(Amount in Lakhs)
Particulars	2023-24
Net Sales / Income from Business Operations	260.58
Other Income	0.00
Total Income	260.58
Less: Expenses	167.24
Profit / Loss before tax and Extra Ordinary / Exceptional Items	93.34
Less: Extra Ordinary / Exceptional Items	0.00
Proftt Before Tax	93.34
Less. Cuiienl Income Tax	21.00
Less: Previous period Adjustment of Income Tax	0.00
Less: Deferred Tax	2.58
Net Proftt After Tax	69.76

STATE OF COMPANY’S AFFAIRS AND FUTURE OUTLOOK

During the period under review, the Company has earned Rs. 260.58 Lakhs as revenue from operations. The net profit for the period under review has been Rs. 69.76 Lakhs. Your Directors are continuously looking for avenues for future growth of the Company. They are working on enhancing revenues and profitability of the company. If will now be the Company''s endeavor to improve on it in the years ahead.

In accordance with the main objects, our Company acquired the proprietorship concern of Dr. Jaykumar Narendra Vyas. our Promoter comprising of the Hospitals i.e. Dr.

Vyos''s Heart Hospital and Dr. Vyas; Hospital pursuant to a Business Transfer Agreement date July 17. 2023 ("BTA"). Thereafter, our Company was converted into a Public Limited Company and the name of our Company was consequently changed to ''Broach Lifecare Hospital Limited'' and a fresh Certificate of Incorporation dated November 7. 2023 issued by Registrar of Companies, Ahmedabad. The Company has filed draft prospectus on 30th December. 2023 with BSE for listing on SME platform which is under process.

This is first financial year of Company starting from 25''^h April. 2023 to 31 *• March. 2024. Subsequent financial years will start from l*> April of the year to 31⁵'' March of subsequent year.

CHANGE IN NATURE OF BUSINESS:

During the period under review, there was no change in nature of business of the Company.

DIVIDEND

To strengthen the financial position of the Company and to augment working capital, your directors has not recommended final dividend.

WEBLINK OF ANNUAL RETURN

Annual return of the Company will be available at the weblink: https://maplehospital.in/lnvestor-Relations.aspx once it is signed.

TRANSFER TO RESERVES IN TERMS OF SECTION 134 (3) (J) OF THE COMPANIES ACT. 2013

The Company has not transferred any amount from its Profit & Loss Account to General Reserve of the Company.

INFORMATION ABOUT SUBSIDIARY/ JOINT VENTURE/ ASSOCIATE COMPANY

The Company does not have any Subsidiary. Joint venture or Associate Company. No Company has become or ceased to be subsidiary. Joint Venture or Associate Company during the period under the review.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND

Since this first financial year of the company, there was no unpaid/unclaimed Dividend declared and paid last year, the provisions of Secfion 125 of the Companies Act. 2013 do not apply.

MATERIAL CHANGES AND COMMITMENTS

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial period to which these financial statements relate and on the date of this report.

MEETINGS OF THE BOARD OF DIRECTORS

During the Financial Period 2023-24. the Company held 25 (Twenty Five] board meetings of the Board of Directors as per Section 173 of Companies Act. 2013 which is summarized below. The provisions of Companies Act. 2013 were adhered to while considering the time gap between two meetings.

Sr. No	Date of Board Meeting	Board Strength	Number of Directors present
1	28/04/2023	2	2
2	20/05/2023	2	2
3	30/05/2023	2	2
4	20/06/2023	2	2
5	10/07/2023	2	2
6	15/07/2023	2	2
7	17/07/2023	2	2
8	20/07/2023	2	2
9	26/07/2023	2	2
10	19/08/2023	2	2
11	25/08/2023	2	2
12	31/08/2023	2	2
13	05/09/2023	2	2

14	16/09/2023	2	2
15	05/10/2023	2	2
16	01/11/2023	3	3
17	09/11/2023	3	3
18	24/11/2023	3	3
19	15/12/2023	4	4
20	21/12/2023	5	5
21	30/12/2023	5	5
22	17/01/2024	5	5
23	01/02/2024	5	5
24	06/03/2024	5	5
25	26/03/2024	5	5

Meetings of Stakeholder Relationship Committee

The Stakeholder Relationship Committee of the Board met 1 time during the Financial Period under review as follows:

S. No.	Date of Committee Meeting	Number of members of Committee	Number of members who attended the Committee Meeting
1.	22/12/2023	3	3

Meetings of Audit Committee

The Audit Committee of fhe Board met 4 times during the Financial Period under review as follows:

S. No.	Date of Committee Meeting	Number of members of Committee	Number of members who attended the Committee Meeting
1.	22/12/2023	3	3

2.	30/12/2023	3	3
3.	15/02/2024	3	3
4	06/03/2024	3	3

Meetings of Nomination and Remuneration Committee

The Nomination and remuneration Committee of the Board met 2 times during the Financial Period under review as follows:

S. No.	Date of Committee Meeting	Number of members of Committee	Number of members who attended the Committee Meeting
1.	22/12/2023	3	3
2.	06/03/2024	3	3

MEETINGS OF THE MEMBERS

During the Financial Period 2023-24. the Company held 10 (Ten) general meetings of the members which is summarized below.

SN	Date of Meeting	Type of Meeting	Members Strength	No. of Members Present
1.	30/05/2023	Extra Ordinary General Meeting	2	2
2.	17/07/2023	Extra Ordinary General Meeting	2	2
3.	20/07/2023	Extra Ordinary General Meeting	2	2
4	25/07/2023	Extra Ordinary General Meeting	2	2
5	16/09/2023	Extra Ordinary General Meeting	8	7
6	05/10/2023	Extra Ordinary General Meeting	8	5
7	11/10/2023	Extra Ordinary General Meeting	8	7

8	09/12/2023	Extra Ordinary General Meeting	8	7
9	20/12/2023	Extra Ordinary General Meeting	8	7
10	26/12/2023	Extra Ordinary General Meeting	8	7

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act. 2013 the Board of Directors of the

Company confirms that-

(a) In the preparation of the annual accounts for the Financial period ended on 31” March. 2024, the applicable accounting standards had been followed along with proper explanation relating to material departures:

(b) The directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial period and of the profit and loss of the company for that period:

(c) The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities:

(d) The directors had prepared the annual accounts on a going concern basis: and

(e) Company being unlisted sub clause (e) of section 134(3) is not applicable.

(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.

AUDITORS

Present statutory Auditor M/s. K. K. Haryani & Co.. Chartered Accountants (FRN:

I2195QW) were appointed at board meeting held on 20th May. 2023 to hold office till

conclusion of first Annual General meeting of the company. The Statutory Auditors have confirmed that they are not disqualified to continue as Statutory Auditors and are eligible to hold office as Statutory Auditors of your Company. Being eligible, they have offered themselves for reappointment. It is proposed to reappoint them for the further period of five years. The company has received eligibility certificate from the retiring auditor.

AUDITORS’ REPORT

The Statutory Auditors’ Report on the Financial Statements of the Company for FY 2023-24 does not contain any qualifications, reservations, adverse remarks or disclaimer except their comments on audit trail feature of accounting software. Regarding comments of auditor for not having a feature of recording audit trail (edit log) facility in accounting software, your Directors wish to state that the company working on enabling a feature of recording audit trail (edit log) facility in accounting software with immediate effect.

REPORTING OF FRAUD BY AUDITORS

During the period under review, statutory auditor has not reported under section 143 (12) of the Companies Act. 2013. any instances of fraud committed against the company by its officers or employees.

LOANS. GUARANTEES AND INVESTMENTS

The Company has given no loans, provided no guarantees and made no investments during the period u/s 186 of the Companies Act. 2013.

RELATED PARTY TRANSACTIONS

All the related party transactions entered by the Company were at arms'' length and in the ordinary course of business. Transactions with related parties are conducted in a transparent manner with the interest of the Company and Stakeholders as utmost priority. The material contracts or arrangements entered into during the Financial Period 2023-24 are disclosed in Form AOC-2 annexed herewith as Annexure: 1 The details of all related party transactions are disclosed in Notes to Financiol Statements.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO:

A. Conservation of Energy, Technology Absorption CONSERVATION OF ENERGY:

(i)	The steps taken or impact on conservation of energy.	The Company exercised the strict control in its operations to minimize the power cost and reduce the waste of enerqy.
(i''l	The steps taken by the company for utilizina alternate sources of energy.	N. A.
(iii)	The capiial investment on energy conservation equipments.	N. A.

TECHNOLOGY ABSORPTION:

1	Efforts in brief, made towards technology absorption, adaptation and innovation	None
2	Benefits derived as a result of the above efforts	N. A.
3	Information Regarding Imported Technology	N. A.
4	Expenditure Incurred on R & D	N. A.

B. Foreign exchange earnings and Outgo

Particulars	Amount in Lakhs
Earnings	NIL
Outgo	NIL

DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY

The Company has developed and implemented a risk management policy which identifies major risks which may threaten the existence of the Company. Risk mitigation process and measures have been also formulated and clearly spelled out in the said policy.

DIRECTORS i KMP

During the period, the composition of the Board of Directors of your Company has been in conformity with the requirements of the Companies Act. 2013. The Board of Directors of the Company as on 31st March. 2024 consisted of 5 Directors. There were following changes in constitution of board of company

Sr no	Name	Date of events	Reasons
i.	Dr. Jaykumar Norendro Vyas	April 25. 2023	Appointment as Executive Director
2.	Dr. Shachi Jaykumar Vyas	April 25. 2023	Appointment as Executive Director
3.	Mrs. Dhyuti Krupesh Joshi	October 5. 2023	Appointment as Additional Non-Executive Director
4.	Mrs. Dhyuti Krupesh Joshi	December 9. 2023	Change in Designation as Chairman & Non-Executive Director
s.	Dr. Jaykumar Ncrcndrc Vyas	December 9, 2023 _._	Change in Designation from Executive Director to Managing Director.
6.	Dr. Shachi Jaykumar Vyas	— December 9. 2023	Change in Designation from Executive Director to Whole-time Director.
7.	Mr. Mehul Ncrendrakumar Hinqu	December 9. 2023	Appointment as Non-Executive Independent Director
8.	Mr. Shrikrishna Ramesh Chaudhari	December 15. 2023	Appointment as Additional Non-Executive Independent Director
		December 20, 2023	Change in Designation as Non-Executive Independent Director

Dr. Shachi Jaykumar Vyas. Whole-time Director of the Company, retire by rotation at the ensuing Annual General Meeting. The Board of Directors, based on the recommendation of the Nomination and Remuneration C''NRC") Committee, has recommended her re-appointment.

In a separate meeting of Independent Directors, performance of Non-Independent ¦ directors, the Board as a whole and Chairman of the Company was evaluated, taking into account the views of executive directors and non- executive directors.

Sr. No	Name	Date	Reason
1.	Dr. Jaykumar Narendra Vyas	April 25. 2023	Appointment as Executive Director
2.	Dr. Shachi Jaykumar Vyas	April 25. 2023	Appointment as Executive Director
3.	Mrs. Urvi Mrunal Hindia	December 1. 2023	Appointment as Cfvef Financial Officer
4.	Mr. Jaykumar Narendra Vyas	December 9. 2023	Change in Designation from Executive Director to Managing Director.
5.	Dr. Shachi Jaykumar Vyas	December 9, 2023	Change in Designation from Executive Director to Whole-time Director.
6.	Mrs. Swati Sharma	December 21. 2023	Appointment as Company Secretary and Compliance Officer

DISCLOSURE OF COMPOSITION OF STAKEHOLDER RELATIONSHIP COMMITTEE:

The Company has constituted Stakeholder Relationship Committee (SRC) Committee on 21" December. 2023 and duly complied with the provisions of the Companies Act. 2013. The SRC Committee of the Board of the Company comprises of the following members as on 31" March. 2024:

Name of Director	Position in the Committee	Designation
Mr. Shrikrishna Ramesh Chaudhari	Chairperson	Non - Executive Independent Director
Dr. Jaykumar Narendra Vyas	Member	Manaqina Director
Dr. Shachi jaykumar Vyas	Member	Wnoie-iime Director

DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE:

The provisions of Sec. 177 of the Companies Act. 2013 read with Rule 6 of the Companies (Meetings of the Board and its Powers) Rules. 2013 have now become applicable to the Company. The Company has constituted Audit Committee on 21" December. 2023. Tne Audit Committee constitution is as follows as on 31" March, 2024:

Name of Directors	Position in the Committee	Designation
Mr. Mehul Narendrakumar Hingu	Chairperson	Non - Executive Independent Diieciui
Mr. Shrikrishna Ramesh Chaudhari	Member	Non - Executive Independent Director
Dr. Jaykumar Narendra Vyas	Member	Managing Director

DISCLOSURE OF COMPOSITION OF NOMINATION AND REMUNERATION COMMITTEE

The provisions of Section I 78(1) relating to constitution of Nomination and Remuneration Committee has become applicable to the Company. Nomination and Remuneration Committee (NRC) of the Board has been constituted. The Company has constituted NRC Committee on 21« December. 2023. The NRC consists of the following Directors as on 31^s'' March. 2024:

Name of Directors	Position in the Committee	Designation
Mr. Shrikrishna Ramesh Chaudhari	Chairperson	Non - Executive Independent Director
Mr. Mehul Narendrakumar Hingu	Member	Non - Executive Independent Director
Mrs. Dhyuti Krupesh Joshi	Member	Non - Executive Director and Chairperson

DECLARATION BY INDEPENDENT DIRECTORS:

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), Code for independent directors of the Companies Act. 2013 and they have registered their names in the Independent Directors’ Databank.

DEPOSITS

There were no outstanding deposits within the meaning of Section 73 and 74 of the Act read with rules made thereunder at the end of FY 2024. Your Company did not accept any deposit during the year under review.

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

The company has in place a policy for prevention of sexual harassment in accordance with the requirements of the Sexual Harassment of women at workplace (Prevention. Prohibition & Redressal) Act. 2013. Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. The Company did not receive any complain during the period 2023-24.

SHARES

a. BUY BACK OF SECURITIES

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

b. SWEAT EQUITY

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

c. BONUS SHARES

1983280 Bonus equity shares were issued during the period under review.

d. EMPLOYEES STOCK OPTION PLAN

The Company has not provided any Stock Option Scheme to the employees.

Details of changes In Authorized Share Capital of the Company since incorporation:
Particulars of change	Date of shareholders'' meeting
The Authorized Share Capital of our Company is * 15,00.000/-consisting of 1.50.000 Equity Shares of face value of ? 10.00 /-each.	On Incorporation
Increase in Authorized Share Capital from ? 15.00.000/-consisting of 1,50.000 Equity Shares of ? 10.00/- each to ? 2.00.00.000/- consisting of 20.00.000 Equity Shares of face value of ? 10.00/- each.	May 30. 2023
Increase in Authorized Share Capital from ? 2.00,00.000/-consisting of 20.00.000 Equity Shares of face value of ? 10.00/-each to ? 5.00.00.000/- consisting of 50.00.000 Equity Shares of face value of ? 10.00/- each.	July 25. 2023

Particulars of change	Date of shareholders'' meeting
Increase in Authorized Share Capital from ? 5.00,00.000/-consistlng of 50.00.000 Equity Shares of face value of t 10.00/-each to * 6,00,00.000/- consisting of 60,00.000 Equity Shares of ? 10.00/- each.	October 5. 2023
Increase in Authorized Share Capital from ? 6.00.00,000/-consisting of 60.00.000 Equity Shares of face value of ? 10.00/-each to * 6.10.00.000/- consisting of 61.00.000 Equity Shares of f 10.00/- each.	December 20. 2023

The following is the history of Equity Share Capital of Company:
Date of Allotment/ Issue	Number of Equity Shares allotted	Issue Price (?)	Nature of Consideration	Nature of aHcfment
On Incorporation	10.000	10.00	Cash	Subscription to MOA
July 20, 2023	18.14.100	10.00	Other than cash- pursuant to Business transfer agreement	Preferential Allotment
August 25. 2023	1.55.000	45.00	Cash	Rights Issue
August 31.2023	2.00.000	45.00	Cash	Rights Issue
September 5. 2023	3.00.000	45.00	Cash	Rights Issue
September 16. 2023	19.83.280	Nil	N.A.	Bonus

ORDER OF COURT

There are no significant and material orders passed by the Regulators, courts or Tribunals impacting the going concern status and Company''s Operations in future.

COMPLIANCE OF SECRETARIAL STANDARDS

The Directors have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and that such systems are adequate and operating effectively.

INTERNAL FINANCIAL CONTROLS

The Company has adequate internal financial controls with reference to the timely preparation of reliable financial statements.

MAINTENANCE OF COST RECORDS & COST AUDIT

The maintenance & audit of cost records under section 148 of the act is not applicable to the Company.

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

There are no proceeding, either filed the Company or filed against the company, pending under the insolvency and Bankruptcy Code. 2016 as amended, before National Company Law Tribunal or other courts during the period. 2023-24.

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

During the period under the review, there has been no one time settlement of loan from banks and financial institution.

ACKNOWLEDGEMENT

Your Directors wish to express their grateful appreciation to the continued co-operation received from the Banks. Government Authorities. Customers and Shareholders during the period under review. Your Directors also wish to place on record their deep sense of appreciation for the committed service of the Executives, staff and Workers of the Company.