Directors Report of Concord Biotech Ltd.

Mar 31, 2025

The Directors have pleasure in presenting the 40th Annual Report on the business and operations along with audited standalone
and consolidated financial statement of accounts of the Company for the financial year ended on 31st March, 2025.

1. FINANCIAL RESULTS

The financial results of the company for the year under review are as under:

Particulars	2024-25 (''in Lacs)		2023-24 (''in Lacs)
	Standalone	Consolidated	Standalone Consolidated
Revenue from Operation	1,20,009	1,20,009	1,01,694	1,01,694
Other Income	4,445	4,445	3,378	3,378
Share of Profit in Joint venture with Japan	-	-132	-	337
Profit/loss before Depreciation, Finance Costs, Exceptional items and Tax Expense	55,078	54,946	46,534	46,871
Less: Depreciation/ Amortization/ Impairment	5,437	5,437	5,359	5,359
Profit /loss before Finance Costs, Exceptional items and Tax Expense	49,641	49,509	41,175	41,512
Less: Finance Costs	53	53	255	255
Profit /loss before Exceptional items and Tax Expense	49,588	49,456	40,920	41,257
Add/(less): Exceptional items	0	0	0	0
Profit /loss before Tax Expense	49,588	49,456	40,920	41,257
Less: Tax Expense:
Current	11,896	11,896	9,983	9,983
Deferred	395	395	463	463
Short provision for tax of earlier years	-	-	-	-
Profit /loss for the year (1)	37,297	37,165	30,474	30,811
Total Comprehensive Income/loss (2)	597	597	(1)	(1)
Total (1 2)	37,894	37,762	30,473	30,810
Balance of profit /loss for earlier years	1,51,480	1,51,619	1,28,152	1,27,954
Add: Profit for the Year	37,297	37,165	30,474	30,811
Add: Other Comprehensive Income	597	597	(1)	(1)
Less: Dividend paid on Equity Shares	(9,154)	(9,154)	(7,145)	(7,145)
Less: Dividend paid on Preference Shares	0.00	0.00	0.00	0.00
Less: Dividend Distribution Tax	0.00	0.00	0.00	0.00
Balance carried forward	1,80,220	1,80,227	1,51,480	1,51,619

The standalone and consolidated financial statement of
the Company have been prepared in accordance with the
Indian Accounting Standards (''Ind AS'') as notified under
the Companies (Indian Accounting Standard) Rules, 2015 as
amended.

REVIEW OF OPERATIONS AND THE STATE OF
COMPANY''S AFFAIRS

In FY25, your Company achieved a robust revenue from
operations of ''1,20,009 lakhs, marking an impressive year-
on-year growth of 18.01% compared to ''1,01,694 lakhs in
FY24. This growth was primarily driven by the continued
strength of our Active Pharmaceutical Ingredients
(API) segment, which contributed ''94,009 lakhs, accounting
for 78% of total revenue. The Formulations segment
contributed ''26,000 lakhs, representing the remaining 22%.

From a geographical perspective, domestic sales
constituted ''66,183 lakhs (55%), while exports contributed

''53,826 lakhs (45%), reaffirming our strong global footprint
and sustained international demand.

Other Income rose to ?4,445 lakhs in FY25 from ?3,378 lakhs
in FY24, primarily driven by gains from strategic investments.

On a consolidated basis, the Company reported Net Profit of
''37,165 Lakhs for the year ended 31 March 2025, as against
''30,811 Lakhs in the previous financial year.

The consistent growth in both revenue and profitability
underscores the Company''s strategic focus, operational
efficiency, and resilience in a dynamic business environment.

AWARDS AND RECOGNITIONS:

? Concord has been honored with the DET Hurun Award
for Outstanding Contribution to India''s Manufacturing
Economy at the India Manufacturing Excellence
Awards 2025. This prestigious event, held on February
25, 2025, in Mumbai, was organized by Hurun India in

collaboration with the Dubai Department of Economy
and Tourism.

? Concord Biotech has been honored with the prestigious

Sustainability Reporting Award for 2023-2024 by the
Institute of Chartered Accountants of India (ICAI). This
esteemed recognition underscores the company''s
commitment to excellence in Business Responsibility
and Sustainability Reporting (BRSR), reflecting our
dedication to transparency, ethical governance, and
sustainable business practices.

2. DIVIDEND

Your directors have recommended final dividend of
'' 10.70/- per equity share having face value of '' 1 each for
the financial year ended on 31st March, 2025. The dividend,
if approved at the ensuing Annual General Meeting (''AGM''),
will be paid to those members whose names appear as on
Record date fixed on close of Wednesday, 3rd September,
2025. The total dividend payout will be approximately
111.94 Crores.

Pursuant to Regulation 43A(1) of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (''Listing
Regulations''), the Board has formulated and adopted
Dividend Distribution Policy which has been hosted on the
website of the Company and the same can be accessed
through below weblink.

https://www.concordbiotech.com/public/assets/pdf/

Concord-Biotech-Limited-Dividend-Distribution-Policy.pdf.

CHANGE IN THE NATURE OF BUSINESS, IF ANY:

There is no change in the nature of business during the
financial year 2024-25.

SHARE CAPITAL

During the year there was no change in share capital of the
Company. The Paid-up Equity Share Capital as at 31 March,
2025 stood at ''10,46,16,204.

KEY DEVELOPMENTS AND STRATEGIC INITIATIVES

During the financial year ended 31 March 2025, your
Company achieved several significant milestones that
reinforce its commitment to innovation, regulatory
excellence, and sustainable growth:

0 Commissioning of Injectable Facility: The Company
successfully commissioned and commenced
production of injectable formulations at its
manufacturing facility located in Valthera, marking a
key expansion in its product portfolio.

0 Strategic Investment in Palvella Therapeutics Inc.

USA: The Company made a strategic investment in
M/s Palvella Therapeutics, a biotechnology company
focused on developing and commercializing therapies
for rare genetic skin diseases, thereby supporting
innovation in rare disease therapeutics.

0 Investment in Renewable Energy: In line with our
long-term sustainability objectives, the Company
has made a strategic investment in M/s Clean Max
Everglades Private Limited through a rights issue. This
investment is directed towards the installation of a
hybrid renewable energy plant dedicated to powering
our manufacturing operations at the Dholka facility.
The initiative underscores our commitment to reducing
carbon emissions and enhancing energy efficiency
across our operations.

REGULATORY APPROVALS:

In 2024-25, different plants of your company were inspected

by various regulatory bodies.

i. MFDS Inspection at Manufacturing Unit-I,
Dholka

We successfully completed an inspection by the
Ministry of Food and Drug Safety (MFDS), South
Korea, at our Manufacturing Unit located in Dholka.
This achievement reflects our adherence to stringent
international regulatory standards and strengthens our
position in the South Korean pharmaceutical market.

ii. EU-GMP Certification for Valthera Facility

Our Valthera facility received EU-GMP certification
from the Health Products Regulatory Authority of
Ireland. This certification is a testament to our robust
quality systems and enables us to expand our reach in
European markets with confidence and credibility.

iii. SFDA Inspection at our Formulation Unit at
Valthera

The Company successfully completed an inspection
by the Saudi Food and Drug Authority (SFDA) at
our Formulation Unit at Valthera. This highlights our
commitment to regulatory compliance and supports
our strategic growth in the Middle East region.

Following are the updates on regulatory Approvals

till signing of this report:-

i. USFDA Inspection of API Facility, Dholka

The Active Pharmaceutical Ingredient (API) facility
at Dholka underwent a successful inspection by
the USFDA, reaffirming our compliance with global
quality and regulatory benchmarks. This milestone
underscores our dedication in maintaining excellence
in manufacturing practices and product integrity.

ii. USFDA Approval for Teriflunomide Tablets

The Company received final approval from the United
States Food and Drug Administration (USFDA) for the
marketing of Teriflunomide Tablets. This approval marks
a significant step in expanding our footprint in the
U.S. generics market and reinforces our commitment
to delivering high-quality, affordable medications
globally.

Russian GMP (Good Manufacturing Practice)
inspection of API facility, Dholka

Successful completion of the Russian GMP (Good
Manufacturing Practice) inspection at our Active
Pharmaceutical Ingredient (API) manufacturing facility
located in Dholka, Gujarat. This achievement underscores
our unwavering commitment to upholding the highest
standards of quality, safety, and regulatory compliance
across all aspects of our operations.

3. RESERVES

The Board does not propose to carry any amount to the
reserves for the financial year ending 31st March 2025.

4. MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

Pursuant to Regulation 34 of the SEBI Listing Regulations,
the Management Discussion and Analysis Report for the year
under review, is forms part of the Integrated Annual Report.

5. BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORTING

In Compliance with Regulation 34 of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the
Company is required to prepare a Business Responsibility
and Sustainability Report on the environmental, social and
governance disclosures.

The Business Responsibility and Sustainability Report of
the Company for the financial year ended 31 March, 2025,
is presented in the separate section forming part of this
Annual Report.

6. CORPORATE GOVERNANCE

The Company remains determined in its commitment to
uphold the highest standards of corporate governance. We
believe that sound governance practices are fundamental to
build and sustain a resilient and responsible organization.
Our approach is rooted in implementing robust policies,
fostering a culture of ethical leadership, and ensuring
compliance with applicable laws and regulations across all
levels of the organization.

A separate section on Corporate Governance standards
followed by your Company, as stipulated under Regulation
27 and 34 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is enclosed to this Report.

A Certificate from Mr. Ashish Shah, Practicing Company
Secretary, conforming compliance to the conditions of
Corporate Governance as stipulated under Regulation
27 and 34 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, is annexed to this Report.

7. MATERIAL CHANGES AND COMMITMENTS

Pursuant to the provisions of the Companies Act, 2013, a
material change and commitment has occurred between

the end of the financial year and the date of this report that
may have a bearing on the financial position of the Company.

0 Concord Biotech Limited has made a strategic
investment by acquiring a 75% equity interest in Stellon
Biotech Inc., thereby designating it as a subsidiary
entity incorporated in the United State. This initiative is
aimed to enhance the Company''s commercial presence
in the U.S. market. Stellon Biotech Inc. will serve as a
dedicated platform for the distribution and sale of
Concord''s products, thereby reinforcing its global
footprint and supporting long-term growth objectives.

0 Concord Lifegen Limited, a wholly Owned Subsidiary
of Concord Biotech Limited, is Incorporated to
manage the marketing, sales, and distribution of
pharmaceutical products. It''s primary objectives
include executing targeted sales strategies, ensuring
regulatory compliance across domestic and
international markets, handling logistics and customer
support, and maintaining transparent reporting to the
holding company.

8. INTERNAL FINANCIAL CONTROL

The Company has established a comprehensive framework
of internal financial controls designed to ensure the
orderly and efficient conduct of its business operations.
These controls encompass robust framework of internal
financial controls that includes clearly defined policies,
procedures, and systems—both manual and technology-
enabled. These controls are designed to ensure adherence
to internal guidelines, safeguard the Company''s assets,
prevent and detect fraud and errors, and support the
accuracy, completeness, and reliability of financial reporting.
Continuous technological enhancements further strengthen
the effectiveness and efficiency of these controls, aligning
with evolving business needs and regulatory expectations.

Periodic internal audits are conducted by the Company''s
Internal Auditors to provide reasonable assurance on the
effectiveness of the control systems and to recommend
improvements aligned with industry best practices. The
Audit Committee, comprising Independent Directors,
regularly reviews key findings from both internal and
statutory audits, monitors the implementation of corrective
actions, and ensures timely mitigation of identified risks.

9. DETAILS OF SUBSIDIARY/JOINT VENTURES/
ASSOCIATE COMPANIES

Concord Biotech Japan KK based in Japan is a Joint venture
Company in which Company holds 50 % Stake.

During the financial year, the Company acquired a 26%
equity interest in M/s Clean Max Everglades Private Limited
to facilitate the establishment of a hybrid renewable energy
facility. This strategic investment is in alignment with the
Company''s long-term sustainability goals and has led to the

classification of Clean Max Everglades Private Limited as an
associate company.

Pursuant to provisions of Section 129(3) of the Companies
Act, 2013 read with Companies (Accounts) Rules, 2014,
Concord Biotech Japan KK and M/s Clean Max Everglades
Private limited are Joint Venture and Associate Company
respectively, a statement containing salient features of
the financial statements in Form AOC-1 is attached to the
financial statements of the Company as Annexure I.

10. ANNUAL RETURN

As per provisions of Section 92(3) Annual Return of the
Company for the financial year ended on March 31, 2025 is
placed on the website of the Company and the same can
be accessed through https://www.concordbiotech.com/
investors.

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

Details of Loans, Guarantees and Investments covered under
the provisions of Section 186 of the Companies Act, 2013 are
given in the notes to the Financial Statement.

12. CHANGES IN DIRECTORS AND KEY MANAGERIAL
PERSONNEL

Pursuant to the provisions of Section 152 (6) of the
Companies Act, 2013 and other applicable provisions, if
any, of the Companies Act, 2013 (including any statutory
modification or re-enactment thereof for the time being
in force) Mr. Rajiv Agrawal (Din: 00379990), Director of the
Company is liable to retire by rotation, and being eligible,
offer himself for re-appointment. The Board of Directors
in its meeting held on August 08, 2025 recommends to
the members of the Company, reappointment of Mr. Rajiv
Agrawal (Din: 00379990) as Director. Necessary resolution
for his appointment is therefore proposed in the ensuing
Annual General Meeting.

After the closure of financial year, there was a change in
the Key Managerial Personnel of the Company. Mr. Prakash
Sajnani ceased to hold office as the Company Secretary
and Compliance Officer with effect from close of working
hours on 29th May 2025. Upon the recommendation of the
Nomination and Remuneration Committee, the Board of
Directors, at its meeting held on 29th May 2025, appointed
Ms. Hina Patel (ACS: 56541) as the Company Secretary and
Compliance Officer of the company with effect from 30th
May, 2025.

13. DECLARATION BY INDEPENDENT DIRECTORS

Pursuant to Section 149(6) of the Companies Act, 2013,
Independent Directors of the Company have made a
declaration confirming the compliance of the conditions of
the independence stipulated in the aforesaid section read
with Schedule IV of the Companies Act, 2013.

14. NUMBER OF THE MEETINGS OF THE BOARD OF
DIRECTORS

During the financial year 2024-25, the Board of Directors
met Five (5) times i.e. 23rd May, 2024, 9th August, 2024, 11th
November, 2024, 13th February, 2025 and 4th March, 2025.
Detailed information on the Board Meetings is included in
the Corporate Governance Report, which forms part of this
Annual Report.

Committees of the Board of Directors

Your Company has diverse Committees which have been
constituted as part of the best Corporate Governance
practices and are in compliance with the requirements of the
relevant provisions of applicable laws and statutes.

The Company has following Committees:

• Audit Committee

• Stakeholder''s Grievances and Relationship Committee

• Nomination and Remuneration Committee

• Corporate Social Responsibility Committee

• Risk Management Committee

• Management Committee

The details with respect to the compositions, powers,
terms of reference and other information of the relevant
committees of the Board of Directors are given in details in
the Corporate Governance Report which forms part of this
Annual Report.

15. DEPOSITS

The Company has not accepted any deposits during the
period under review and there are no outstanding deposits
as on March 31, 2025. There have been no matured deposits
remaining unpaid at the year-end.

16. PARTICULARS OF CONTRACTS OR ARRAGEMENTS
WITH RELATED PARTIES

During the financial year, all related party transactions
entered into by the Company were conducted in the
ordinary course of business and on an arm''s length basis, in
accordance with applicable regulatory requirements. There
were no materially significant transactions with Promoters,
Directors, Key Managerial Personnel, or other related parties
that could potentially conflict with the interests of the
Company.

All related party transactions, were presented to the Audit
Committee for prior approval. For transactions of a repetitive
nature that occur in the ordinary course of business, the
Company has obtained omnibus approval from the Audit
Committee. In accordance with the approval, the requisite
disclosures are submitted to the Committee on a quarterly
basis, ensuring transparency and compliance with applicable
regulatory requirements.

Details of contracts or arrangements with related parties
referred to in Section 188(1) of the Companies Act, 2013 are
provided in Form AOC-2, which forms part of this Board of
Directors'' Report as Annexure II.

17. INFORMATION PURSUANT TO SECTION 134 OF
THE COMPANIES ACT, 2013

a. Conservation of energy and technology absorption.

I nformation pursuant to clause (m) sub-section (3) of
section 134 of The Companies Act, 2013 read with the
Companies (Accounts) Rules, 2014 and forming part of
this report are given in the Annexure III.

b. The details of foreign exchange earnings and outgo are
annexed in Annexure III.

18. DIRECTOR''S RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(c) of the Companies Act, 2013 the
Directors confirm the following:

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

ii. Your Directors had selected such accounting policies
and applied them consistently and made judgements
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 of the Company for that period.

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

iv. Your directors had prepared the attached Annual
Accounts for the year ended on March 31, 2025 on a
going concern basis.

v. Your directors had laid down internal financial controls
to be followed by the Company and such internal
financial controls are adequate and were operating
effectively.

vi Your Directors had devised proper systems to ensure
compliance with the provisions of all applicable laws
and that such systems were adequate and operating
effectively.

19. DETAILS OF COMMITTEE OF DIRECTORS:

Detailed note on Composition of Audit Committee of
Directors, Nomination and Remuneration Committee, Risk
Management Committee, CSR Committee, and Stake Holders
Relationship Committee of Directors and management
committee, number of meetings held of each Committee
during the financial year 2024-25 and meetings attended

by each member of the Committee as required under the
Companies Act, 2013 are provided in Corporate Governance
Report.

20. PARTICULARS OF EMPLOYEES:

Company does not have any employees who is drawing
remuneration in excess of limit prescribed under Section
197(12) of the Companies Act, 2013 read with Rule 5(2) of the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014.

The information required under section 197(12) of the
Act read with rule 5(1) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014,
attached as “Annexure- IV"

The statement containing the names of top ten employees
will be made available on request sent to the Company on
[email protected].

21. POLICY ON DIRECTORS'' APPOINTMENT AND
REMUNERATION AND OTHER DETAILS

The Company''s Policy relating to appointment of
Directors, payment of Managerial remuneration, Directors''
qualifications, positive attributes, independence of Directors
and other related matters as provided under Section 178(3)
of the Companies Act, 2013 is furnished as attached to this
report. “Annexure - V". The weblink for the same is https://
www.concordbiotech.com/public/assets/pdf/Concord-
Biotech-Limited-Nomination-and-Remuneration-Policy.pdf

22. ANNUAL EVALUATION BY THE BOARD OF ITS
OWN PERFORMANCE, ITS COMMITTEES AND
INDIVIDUAL DIRECTORS:

Board Diversity

The Board remains committed to fostering a diverse and
inclusive leadership structure that reflects a wide range of
perspectives, experiences, and expertise. We believe that
diversity at the board level enhances governance quality,
promotes balanced decision-making, and strengthens
stakeholder confidence. During the year, we continued to
advance our diversity agenda by ensuring representation
across gender, professional backgrounds, and industry
experience. This approach not only aligns with our corporate
values but also supports our long-term strategic objectives
and sustainable growth.

Board Evaluation

Pursuant to the provisions of the Companies Act, 2013
and Regulation 17 and Regulation 25 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, a structured questionnaire was prepared after taking
into consideration of the various aspects of the Board''s
functioning, Composition of the Board and Committees,
culture, execution and performance of specific duties,
obligation and governance. The performance evaluation of
the Independent Directors was completed.

During the financial year under review, the Independent
Directors met on 13th February, 2025, inter alia, to discuss:

• Performance evaluation of Non-Independent Directors
and Board of Directors as a whole;

• Performance evaluation of the Chairman of the
Company;

• Evaluation of the quality of flow of information between
the Management and Board for effective performance
by the Board.

The Board of Directors expressed their satisfaction with the
evaluation process.

23. CORPORATE SOCIAL RESPONSIBILITY:

In Compliance with Section 135 of the Companies Act, 2013
read with the Companies (Corporate Social Responsibility
Policy) Rules, 2014, the Company has established Corporate
Social Responsibility (CSR) Committee and statutory
disclosures with respect to CSR Committee and an Annual
Report on CSR Activities forms part of this Board of Director''s
Report as “Annexure-VI" to this report.

The details of policy developed and implemented by the
Company on Corporate Social Responsibility is available on
website of Company at www.concordbiotech.com.

24. AUDITORS
Statutory Auditors

The Statutory Auditors, M/s. BSR & Co. LLP, Chartered
Accountants (ICAI Registration No. 101248W/ W-100022), has
been appointed for a period of five years till the conclusion
of 44th Annual General Meeting to be held in the Financial
year 2028-29 on such remuneration as may be decided by
the Board in consultation with the Statutory Auditors of the
Company.

The Auditors'' Report on the financial statements of the
Company for the Financial Year ended March 31, 2025,
is unmodified i.e. it does not contain any qualification,
reservation or adverse remark or disclaimer. The Auditors''
Report is enclosed with the financial statements forming
part of the Integrated Annual Report.

Cost Auditors

The Cost Records as specified by the central government
under sub-section(1) of the Section 148 of the Companies
Act, 2013 are made and maintained by the company.

The Board, on recommendation of the Audit Committee,
has appointed M/s. Dalwadi & Associate, Cost Accountants
(Firm Registration Number 000338) as the Cost Auditors
of the Company to conduct the audit of Company''s cost
records for the Financial Year 2025-26. The Cost Auditors
have confirmed that their appointment is within the limits
of Section 141(3) (g) of the Companies Act, 2013 and have

also certified that they are free from any disqualifications
specified under Section 141(3) and proviso to Section 148(3)
read with Section 141(4) of the Companies Act, 2013. The
Audit Committee has also received a certificate from the Cost
Auditors certifying their independence and arm''s length
relationship with the Company. In accordance with the
provisions of Section 148 of the Companies Act, 2013 read
with the Companies (Audit and Auditors) Rules, 2014, since
the remuneration payable to the Cost Auditor is required
to be ratified by the members, the Board recommends the
same for approval by members at the ensuing AGM.

Internal Auditor

M/s Manubhai & Shah LLP, Chartered Accountants,
Ahmedabad, were appointed as Internal Auditors for FY
2024-25 and reappointed for FY 2025-26 by the Board on
the Audit Committee''s recommendation.

The Internal Auditor presents their report and findings on
the internal audit of the Company to the Audit Committee
on a quarterly basis. The scope and coverage of the internal
audit are reviewed and approved by the Audit Committee
to ensure alignment with the Company''s risk management
framework and operational priorities. The internal audit
function continues to play a critical role in evaluating the
effectiveness of internal controls, identifying areas for
improvement, and supporting the Board in maintaining
robust governance standards.

Secretarial Auditors

Pursuant to the provisions of Section 204 of the Companies
Act, 2013 and rules thereunder, M/s. Ashish Shah & Associates,
Practicing Company Secretaries (Firm Registration Number
S2001GJ041700), were appointed to conduct the secretarial
audit of the Company for the Financial Year 2024-25. The
Secretarial Audit Report for the Financial Year 2024-25 does
not contain any qualification, reservation or adverse remark
or disclaimer. It is annexed herewith as “Annexure-VI" to
this Report.

Pursuant to the provisions of Regulation 24A of the SEBI
Listing Regulations, the Annual Secretarial Compliance
Report for the Financial Year 2024-25, issued by M/s. Ashish
Shah & Associates, Practicing Company Secretaries has been
submitted with the stock exchanges where shares of the
Company are listed, within stipulated timeline.

M/s. Ashish Shah & Associates, Practicing Company
Secretaries, proposed to be appointed on the basis of
recommendation of Audit committee as the Secretarial
Auditors of the Company from the conclusion of this 40th
Annual General Meeting till the conclusion of 45th Annual
General Meeting of the Company pursuant to the provisions
of Regulation 24A of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and Section 204 of the
Companies Act, 2013 and rules made thereunder, subject
to approval of shareholder of the company in the ensuing

Annual General Meeting of the Company. Written consent
of the Secretarial Auditors and confirmation to the effect
that they are eligible and not disqualified to be appointed
as the Secretarial Auditors of the Company in the terms of
the provisions of the Listing Regulations, the Companies Act,
2013 and the rules made thereunder has been received.

25. EXPLANATION OR COMMENTS ON
QUALIFICATIONS, RESERVATIONS OR ADVERSE
REMARKS OR DISCLAIMERS MADE BY THE
AUDITORS AND SECRETARIAL AUDITOR

There are no qualifications or comments by the Statutory
Auditors and Secretarial Auditors which require any
explanation from the Directors.

26. DETAILS OF SIGNIFICANT AND MATERIAL
ORDERS PASSED BY THE REGULATORS OR
COURTS OR TRIBUNALS IMPACTING THE GOING
CONCERN STATUS AND COMPANY''S OPERATIONS
IN FUTURE.

There are no material orders passed by the Regulators,
Courts, and tribunals impacting going concern status and
the Company''s operations in future.

27. VIGIL MECHANISM/ WHISTLE BLOWER
MECHANISM:

The Company has established a vigil mechanism and
accordingly framed a Whistle Blower Policy. The policy
enables the employees to report to the management
instances of unethical behavior, actual or suspected fraud
or violation of Company''s Code of Conduct. Further the
mechanism adopted by the Company encourages the
Whistle Blower to report genuine concerns or grievances
and provide for adequate safe guards against victimization
of Whistle Blower who avails of such mechanism and also
provides for direct access to the Chairman of the Audit
Committee, in exceptional cases. The functioning of vigil
mechanism is reviewed by the Audit Committee from time
to time.

The Whistle Blower Policy of the Company is available on
the website of the Company https://www.concordbiotech.
com/public/assets/pdf/Concord-Biotech-Limited-Whistle-
Blower-Policy.pdf

28. RISK MANAGEMENT POLICY OF THE COMPANY:

The Company has structured risk management policy. The
Risk management process is designed to safeguard the
organization from various risks through adequate and timely
actions. It is designed to anticipate, evaluate and mitigate
risks in order to minimize its impact on the business. The
potential risks are inventoried and integrated with the
management process such that they receive the necessary
consideration during decision making.

The Risk Management Policy of the Company is available on
the website of the Company https://www.concordbiotech.

com/public/assets/pdf/Concord-Biotech-Limited-Risk-

Management-Policy.pdf

29. INCREASE AND SUB DIVISION IN AUTHORISED
SHARE CAPITAL:

There were no changes in Authorized Share Capital of the
Company during the year.

30. INCREASE IN ISSUED, SUBSCRIBED AND PAID-UP
SHARE CAPITAL:

There were no changes in the Paid-Up Share Capital of the
Company during the year.

31. CONSTITUTION OF INTERNAL COMPLAINTS
COMMITTEE UNDER THE SEXUAL HARASSMENT
OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013:

In accordance with the requirements of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition
& Redressal) Act, 2013 ("POSH Act") and the Rules made
thereunder, the Company has in place a policy which
mandates no tolerance against any conduct amounting to
sexual harassment of women at workplace. The Company
has inbuilt mechanism to redress and resolve any complaints
arising under the POSH Act.

Training/awareness Programme were conducted during
the financial year to create sensitivity towards ensuring
respectable workplace.

32. DETAILS IN RESPECT OF FRAUDS REPORTED
BY AUDITORS UNDER SUB-SECTION (12) OF
SECTION 143 OTHAR THAN THOSE WHICH ARE
REPORTABLE TO THE CENTRAL GOVERNMENT:

No frauds have been noticed or reported during the year
under audit report which are reportable to the Central
Government.

33. HUMAN RESOURCES

The employees have played a major role in the performance
of the Company over the years. They will continue to be
the Company''s pillars of strength in the years to come as
proper training and exposure to the new products will be
forthcoming. Industrial relations in the Company were
amicable throughout the year under review.

34. INSURANCE

The Company''s assets are comprehensively insured to
mitigate financial exposure arising from a broad spectrum
of operational, environmental, and other insurable risks,
in alignment with our risk management framework and
commitment to safeguarding stakeholder interests.

35. COMPLIANCE WITH SECRETARIAL STANDARDS:

Your Directors confirm that, Company complies with
applicable mandatory Secretarial Standards issued by the
Institute of Company Secretaries of India.

36. THE DETAILS OF APPLICATION MADE OR ANY
PROCEEDING PENDING UNDER THE INSOLVENCY
AND BANKRUPTCY CODE, 2016 (31 OF 2016)
DURING THE FINANCIAL YEAR:

During the year under review, the Company has not made
any application before the National Company Law Tribunal
under Insolvency and Bankruptcy Code, 2016 for recovery of
outstanding loans against customer and there is no pending
proceeding against the Company under Insolvency and
Bankruptcy Code, 2016.

37. 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 DURING THE FINANCIAL
YEAR:

It is not applicable to the Company, during the financial year.

38. ACKNOWLEDGEMENT

The Directors wish to place on record their appreciation
for the unwavering trust and confidence reposed by the
shareholders in the management and governance of the
Company.

Further, the Board acknowledges the valuable contributions
and support received from various regulatory agencies,
customers, suppliers, and all other stakeholders who have
played a vital role in the successful conduct of the Company''s
business.

Your continued support and collaboration remain the
cornerstone of our progress, and we look forward to
strengthening these relationships in the years to come.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

CONCORD BIOTECH LIMITED

SUDHIR VAID

Place: Ahmedabad Chairman & Managing Director

Date: 8th August, 2025 DIN: 00055967

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Mar 31, 2024

The Directors have pleasure in presenting the 39^th Annual Report on the business and operations along with audited standalone and consolidated financial statement of accounts of the Company for the financial year ended on 31^st March 2024.

1. FINANCIAL RESULTS

The financial results of the company for the year under review are as under:

(INR in Lakhs)
Particulars	FY 2023-24	FY 2022-23
Revenue from Operation	1,01,693.92	85,316.82
Other Income	3,378.00	3,530.93
Share of Profit in Joint venture with Japan	337.13	195.93
Profit/loss before Depreciation, Finance Costs, Exceptional items and Tax Expense	46,533.71	37,859.68
Less: Depreciation/ Amortization/ Impairment	5,359.15	5,403.24
Profit /loss before Finance Costs, Exceptional items and Tax Expense	41,174.56	32,456.44
Less: Finance Costs	255.19	451.03
Profit /loss before Exceptional items and Tax Expense	40,919.37	32,005.41
Add/(less): Exceptional items	0.00	0.00
Profit /loss before Tax Expense	40,919.37	32,005.41
Less: Tax Expense:
Current	9,983.39	7,953.00
Deferred	462.79	238.16
Short provision for tax of earlier years	-	1.61
Profit /loss for the year (1)	30,473.19	23,812.64
Total Comprehensive Income/loss (2)	(0.73)	25.75
Total (1 2)	30,472.46	23,838.39
Balance of profit /loss for earlier years	1,28,151.88	1,09,764.94
Add: Profit for the Year	30,473.19	23,812.64
Add: Other Comprehensive Income	(0.73)	25.75
Less: Dividend paid on Equity Shares	(7,145.29)	(5,356.35)
Less: Dividend paid on Preference Shares	0.00	0.00
Less: Dividend Distribution Tax	0.00	0.00
Balance carried forward	1,51,479.05	1,28,151.88

The stand alone and consolidated financial statement of the Company have been prepared in accordance with the Indian Accounting Standards (''Ind AS’) as notified under the Companies (Indian Accounting Standard) Rules, 2015 as amended.

2. DIVIDEND

Your Directors have recommended final dividend of INR 8.75/- per equity share i.e. 875 % on equity shares of INR 1 each for the financial year ended on 31^st March 2024. The dividend, if approved at the ensuing Annual General Meeting (''AGM’), will be paid to those members whose names appear in the Register of Members as on close of 22^nd of June 2024. The total dividend payout will be approximately INR 91.54 Crores.

Pursuant to Regulation 43 A (1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (''Listing Regulations’), the Board has formulated and adopted Dividend Distribution Policy which has been hosted on the website of the Company https://www.concordbiotech.com/public/assets/pdf/Concord-Biotech-Limited-Dividend-Distribution-Policy.pdf

3. RESERVES

The Board does not propose to carry any amount to the reserves for the financial year ending 31^st March 2024.

4. MANAGEMENT DISCUSSION AND ANALYSIS.

Pursuant to Regulation 34 of the SEBI Listing Regulations, the Management Discussion and Analysis Report for the year under review, is forming part of the Annual Report.

5. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

The Business Responsibility and Sustainability Reporting (''BRSR''), originating from the MCA report on Business Responsibility Reporting, had found its way into the regulatory provisions by way of an amendment to the Regulation 34(2)(f) of the SEBI Listing Regulations, notified on May 05, 2021. SEBI has made BRSR mandatory for the top 1000 (one thousand) listed entities by market capitalisation with effect from Financial Year 2022-23 and your Company forms part of the top thousand companies. Pursuant to Regulation 34(2)(f) of the SEBI Listing Regulations, the BRSR Report for the year under review, is forming part of the Annual Report

6. CORPORATE GOVERNANCE & MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As stipulated by Regulation 34(3) read with Schedule V(C) of the Listing Regulations, a report on Corporate Governance forms part of the Integrated Report. In terms of Schedule V(E) of the Listing Regulations, Auditors’ certificate confirming compliance with the conditions of corporate governance is annexed to the Corporate Governance Report. The Company is committed to maintain the highest standards of corporate governance and set an benchmark itself. We believe in adherence to good corporate practices and implementing effective policies at all levels. Management Discussion & Analysis Report, in terms of Regulation 34 read with Schedule V of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) 2015 is made part of this report.

7. LISTING ON STOCK EXCHANGES

In order to achieve the benefits of listing the Equity Shares on the Stock Exchanges, give exit to the existing Investors coupled with enhancement and visibility of your Company as well as provide a public market for the Equity Shares in India the shares of the Company were listed on the stock exchange through an offer of sale by the Investors. On account of issue being an offer of sale, no fresh funds were received in the Company. The shares of the Company were traded on the stock exchange from 18^th August, 2023.

8. MATERIAL CHANGES AND COMMITMENTS

There are no material changes and commitments have occurred between the end of financial year and date of the report, which could affect financial position of the Company.

9. INTERNAL CONTROL SYSTEM

Your Company has strong Internal Controls and Risk Assessment/ Management systems. These systems enable the Company to comply with Internal Company policies, procedures, standard guidelines and local laws to help protect Company’s Assets and Confidential information against financial losses and unauthorised use. Further, M/s Manubhai & Shah LLP, Chartered Accountants, have been appointed as Internal Auditor of the Company.

10. DETAILS OF SUBSIDIARY/JOINT VENTURES/ ASSOCIATE COMPANIES

Concord Biotech Japan KK based out in Japan is an associate Company in which Company holds 50 % Stake.

Pursuant to provisions of Section 129(3) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014, a statement containing salient features of the financial statements of the Concord Biotech Japan KK an Associate Company, in Form AOC-1 is attached to the financial statements of the Company.

11. ANNUAL RETURN

As per provisions of Section 92(3) Annual Return of the Company for the financial year ended on 31^st March 2024 is placed on the website of the Company and the same can be accessed through https://www.concordbiotech.com/investors

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

Details of Loans, Guarantees and Investment covered under Section 186 of the Companies Act, 2013 appear in the notes to the financial statement.

13. CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

Pursuant to the provisions of Section 152 (6) of the Companies Act, 2013 and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification or re-enactment thereof for the time being in force) Mr. Ravi Kapoor, Director of the Company is liable to retire by rotation, and being eligible, offer himself for re-appointment. The Board of Directors in it''s meeting held on May 23, 2024 on the

recommendations of the Nomination and Remuneration Committee (NRC) further recommends to the members of the Company for reappointment of Mr. Ravi Kapoor (DIN: 00003847) as Director. Necessary resolution for his appointment is therefore proposed in the ensuing Annual General Meeting.

During the year, following changes have been occurred in Directorship of the Company:

• Mr. Amit Varma has resigned from the Directorship of the Company w.e.f. 19^th August 2023

• Mr. Anil Katiyal has resigned from the Directorship of the Company w.e.f. 25^th August 2023

• Mr. Utpal Sheth has resigned from the Directorship of the Company w.e.f. 30^th September 2023

Mr. Sudhir Vaid was reappointed as Chairman and Managing Director of the Company w.e.f. 1^st April 2024 for a period of 5 years and Mr. Ankur Vaid was reappointed as Joint Managing Director and CEO of the Company w.e.f. 1^st June 2024 for a period of 5 years. There were no other changes in Key Managerial Personnel of the Company during the year under review.

14. DECLARATION BY INDEPENDENT DIRECTORS

Pursuant to Section 149(6) of the Companies Act, 2013, Independent Directors of the Company have made a declaration confirming the compliance of the conditions of the independence stipulated in the aforesaid section read with Schedule IV of the Companies Act, 2013.

15. NO. OF MEETINGS OF THE BOARD OF DIRECTORS

There were total Eight (8) meetings of the Board of Directors of the Company held during the financial year from April 01, 2023 to 31^st March 2024 on following dates:

SR.NO.	DATE	SR. NO.	DATE
1.	03-05-2023	5.	09-08-2023
2.	01-07-2023	6.	06-09-2023
3.	17-07-2023	7.	08-11-2023
4.	27-07-2023	8.	08-02-2024

16. DEPOSITS

The Company has not accepted any deposits during the period under review and there are no outstanding deposits as on 31^st March 2024. There have been no matured deposits remaining unpaid at the year-end.

17. PARTICULARS OF CONTRACTS OR ARRAGEMENTS WITH RELATED PARTIES

The particulars of every contract or arrangements entered into by the Company with related parties referred

to in sub section (1) of section 188 of the Companies

Act, 2013 including arms length transactions under

third proviso thereto is annexed in Annexure I.

18. INFORMATION PURSUANT TO SECTION 134 OF THECOMPANIES ACT, 2013

a. Conservation of energy and technology absorption.

I nformation pursuant to clause (m) sub-section (3) of section 134 of The Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 and forming part of this report are given in the Annexure II.

b. The details of foreign exchange earnings and outgo are annexed in Annexure II.

19. DIRECTOR''S RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(c) of the Companies Act,

2013 the Directors confirm the following:

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

ii. Your Directors had selected such accounting policies and applied them consistently and made judgements 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 of the Company for that period.

iii. Your Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv. Your Directors had prepared the attached Annual Accounts for the year ended on 31^st March 2024 on a going concern basis.

v. Your Directors had laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and were operating effectively.

vi Your Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

20. DETAILS OF COMMITTEE OF DIRECTORS:

Detailed note on Composition of Audit Committee of Directors, Nomination and Remuneration Committee of Directors, CSR Committee, Finance & Investment Committee and Stake Holders Relationship Committee of Directors, number of meetings held of each Committee during the financial year 2022-23 and meetings attended by each member of the Committee as required under the Companies Act, 2013 are provided in Corporate Governance Report.

21. PARTICULARS OF EMPLOYEES:

Company does not have any employees who is drawing remuneration in excess of limit prescribed under Section 197(12) of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The information required under section 197(12) of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, attached as "Annexure- III"

The statement containing the names of top ten employees will be made available on request sent to the Company on [email protected].

22. POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION AND OTHER DETAILS

The Company’s Policy relating to appointment of Directors, payment of Managerial remuneration, Directors’ qualifications, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013 is furnished as attached to this report. "Annexure - IV". The weblink for the same is https://www. concordbiotech.com/public/assets/pdf/Concord-Biotech-limited-Nomination-and-Remuneration-Policy.pdf

23. ANNUAL EVALUATION BY THE BOARD OF ITS OWN PERFORMANCE, ITS COMMITTEES AND INDIVIDUAL DIRECTORS:

The Company has devised a Policy for performance evaluation of the Board, Committees and other individual Directors (including Independent Directors) which includes criteria for performance evaluation of the Non-Executive Directors and Executive Directors. The evaluation process inter alia considers attendance of Directors at Board and committee meetings, acquaintance with business, communicating interse board members, effective participation, domain knowledge, compliance with code of conduct, vision

and strategy, benchmarks established by global peers, etc., which is in compliance with applicable laws, regulations and guidelines.

The Board carried out annual performance evaluation of the Board, Board Committees and Individual Directors and Chairman. The Chairman of the respective Board Committees shared the report on evaluation with the respective Committee members. The performance of each Committee was evaluated by the Board, based on report on evaluation received from respective Board Committees.

The reports on performance evaluation of the Individual Directors were reviewed by the Chairman of the Board.

I n compliance with the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, the performance evaluation was carried out as under Board:

Board:

In accordance with the criteria suggested by the Nomination and Remuneration Committee, the Board of Directors evaluated the performance of the Board, having regard to various criteria such as Board composition, Board processes, Board dynamics etc. The Independent Directors, at their separate meetings, also evaluated the performance of the Board as a whole based on various criteria specified by Companies Act, 2013. The Board and the Independent Directors were of the unanimous view that performance of the Board of Directors as a whole was satisfactory.

Committees of the Board:

The performance of the Audit Committee, the Nomination and Remuneration Committee and the Stakeholders Relationship Committee was evaluated by the Board having regard to various criteria such as committee composition, committee processes, committee dynamics etc. The Board was of the unanimous view that all the committees were performing their functions satisfactorily and according to the mandate prescribed by the Board under the regulatory requirements including the provisions of the Act, the Rules framed there under and the SEBI (l isting Obligations and Disclosures Requirements) Regulations, 2015.

Individual Directors:

Independent Directors: -

In accordance with the criteria suggested by the Nomination and Remuneration Committee, the performance of each Independent Director was evaluated by the entire Board of Directors (excluding

the Director being evaluated) on various parameters like engagement, leadership, analysis, decision making, communication, governance and interest of stakeholders. The Board was of the unanimous view that each Independent Director was a reputed professional and brought his/her rich experience to the deliberations of the Board. The Board also appreciated the contribution made by all the Independent Directors in guiding the management in achieving higher growth and concluded that continuance of each Independent Director on the Board will be in the interest of the Company.

Non-Independent Directors: -

The performance of each of the Non-Independent Directors (including the chairman) was evaluated by the Independent Directors at their separate meeting. Further, their performance was also evaluated by the Board of Directors. The various criteria considered for the purpose of evaluation included leadership, engagement, transparency, analysis, decision making, functional knowledge, governance and interest of stakeholders. The Independent Directors and the Board were of the unanimous view that each of the nonindependent directors was providing good business and people leadership.

24. CORPORATE SOCIAL RESPONSIBILITY:

The details of policy developed and implemented by the Company on Corporate Social Responsibility is available on website of Company at www. concordbiotech.com. Further Annual Report on CSR activities pursuant to Rule 8 of Companies (Corporate Social Responsibility policy) Rules, 2014 as amended is attached as "Annexure-V" to this report.

25. SECRETARIAL AUDIT REPORT

Pursuant to Section 204 of the Act, the Secretarial Audit Report for the Financial Year ended on 31^st March 2024 provided by Mr. Ashish Shah of M/s. Ashish Shah & Associates, Practicing Company Secretary is annexed herewith as "Annexure-VI" to this Report.

26. AUDITORS

M/s. Deloitte Haskins & Sells, Chartered Accountants, (Firm Registration No. 117365W) were reappointed in the Annual General Meeting of Financial Year 201819 for a second term of 5 consecutive years from the Annual General Meeting of Financial Year 2018-19 till the conclusion of the Annual General Meeting for the FY 2023-24. M/s. Deloitte Haskins & Sells, Chartered Accountants, (Firm Registration No. 117365W) are not eligible to be re-appointed as Statutory Auditor of

the Company as they have completed their term of appointment in the Company.

M/s. BSR & Co. LLP Chartered Accountants, being eligible has offered themselves for appointment as Statutory Auditor of the Company and has provided consent cum eligibility letter to the Company. The Board of Directors of the Company at its meeting held on 23.05.2024 has approved the appointment of M/s. BSR & Co. LLP, Chartered Accountants for a period of five years from the conclusion of this Annual General Meeting till the conclusion of 44^th Annual General Meeting to be held in the year 2029. The Company now requests you to pass the resolution for appointment of M/s. BSR & Co. LLP Chartered Accountants as Statutory Auditors of the Company.

27. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND SECRETARIAL AUDITOR

There are no qualifications or comments by the Statutory Auditors and Secretarial Auditors which require any explanation from the Directors.

28. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY''S OPERATIONS IN FUTURE.

There are no material orders passed by the Regulators, Courts, and tribunals impacting going concern status and the Company’s operations in future.

29. VIGIL MECHANISM:

I n Compliance with the provisions of Companies Act, 2013, the Company has established a vigil mechanism and overseas through the Committee, the genuine concerns about unethical behavior expressed by the employees and other Directors. The Company has also provided adequate safeguards against victimisation of employees and Directors who express their concerns. The Company has also provided direct access to the Chairman of the Audit Committee on reporting issues concerning the interests of employees and the Company. The board has approved a policy for vigil mechanism which has been hosted on the website of the Company.

30. RISK MANAGEMENT POLICY OF THE COMPANY:

The Company has structured risk management policy. The Risk management process is designed to safeguard the organisation from various risks through adequate and timely actions. It is designed to anticipate, evaluate

and mitigate risks in order to minimise its impact on the business. The potential risks are inventoried and integrated with the management process such that they receive the necessary consideration during decision making. It is dealt with in greater details in the management discussion and analysis section

31. INCREASE AND SUB DIVISION IN AUTHORISED SHARE CAPITAL:

There were no changes in Authorised Share Capital of the Company during the year.

32. INCREASE IN ISSUED, SUBSCRIBED AND PAID-UP SHARE CAPITAL:

There were no changes in the Paid-Up Share Capital of the Company during the year.

33. MAINTENANCE OF COST RECORDS AS SPECIFIED BY THE CENTRAL GOVERNMENT UNDER SUB SECTION (1) OF SECTION 148 OF THE COMPANIES ACT, 2013 AND STATUS OF THE SAME:

M/s. Dalwadi & Associates, Cost Accountants have been duly reappointed as Cost Auditors of the Company for the FY 2023-24. The cost records as specified by the Central Government under sub section (1) of section 148 of the Companies Act, 2013 are made and maintained by the Company.

34. CONSTITUTION OF INTERNAL COMPLAINTS COMMITTEE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has established an Internal Complaint Committee under the Sexual Harassment of Woman at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

During the year under review, there were no incidences of sexual harassment reported.

35. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143 OTHAR THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT:

No frauds have been noticed or reported during the year under audit report which are reportable to the Central Government.

36. HUMAN RESOURCES

The employees have played a major role in the performance of the Company over the years. They will

continue to be the Company’s pillars of strength in the years to come as proper training and exposure to the new products will be forthcoming. Industrial relations in the Company were amicable throughout the year under review.

37. COMPLIANCE WITH SECRETARIAL STANDARDS:

Your Directors confirm that, Company complies with applicable mandatory Secretarial Standards issued by the Institute of Company Secretaries of India.

38. THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE FINANCIAL YEAR:

During the year under review, the Company has not made any application before the National Company Law Tribunal under Insolvency and Bankruptcy Code, 2016 for recovery of outstanding loans against customer and there is no pending proceeding against the Company under Insolvency and Bankruptcy Code, 2016.

39. 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 DURING THE FINANCIAL YEAR:

It is not applicable to the Company, during the financial year.

40. ACKNOWLEDGEMENT

The Directors wish to express their gratitude towards the Bankers of the Company for the cooperation provided by them throughout the year. The Directors also place on record the trust put in by the members in the management of the Company. Your Directors are also grateful to all the agencies, customers, suppliers and all other concerned persons, who have cooperated in the business of the Company.

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Mar 31, 2023

The Directors have pleasure in presenting the 38^th Annual Report together with Audited Statement of Accounts of the Company for the financial year ended on 31^st March, 2023.

1. FINANCIAL RESULTS

The financial results of the company for the year under review are as under:

Particulars	2022-23 (Rs.in Lacs)	2021-22 (Rs.in Lacs)
Revenue from Operation	85316.82	71293.35
Other Income	3530.93	2341.65
Share of Profit in Joint venture with Japan	195.93	(363.77)
Profit/loss before Depreciation, Finance Costs, Exceptional items and Tax Expense	37859.68	29669.15
Less: Depreciation/ Amortization/ I mpairment	5403.24	5005.08
Profit /loss before Finance Costs, Exceptional items and Tax Expense	32456.44	24664.07
Less: Finance Costs	451.03	548.36
Profit /loss before Exceptional items and Tax Expense	32005.41	24115.71
Add/(less): Exceptional items	0.00	0.00
Profit /loss before Tax Expense	32005.41	24115.71
Less: Tax Expense:
Current	7953.00	5849.00
Deferred	238.16	370.53
Short provision for tax of earlier years	1.61	39.40
Profit /loss for the year (1)	23812.64	17856.78
Total Comprehensive Income/loss (2)	25.75	(55.80)
Total (1 2)	23838.39	17800.98
Balance of profit /loss for earlier years	109764.94	99016.04
Add: Profit for the Year	23812.64	17856.78
Add: Other Comprehensive Income	25.75	(55.80)
Less: Dividend paid on Equity Shares	(5356.35)	(7052.08)
Less: Dividend paid on Preference Shares	0.00	0.00
Less: Dividend Distribution Tax	0.00	0.00
Balance carried forward	128151.88	109764.94

2. DIVIDEND

The Board has recommended final dividend of '' 6.83/- per equity share i.e. 683% on equity shares of '' 1 each for the financial year ended on 31^st March, 2023. The resultant dividend would result in total cash outflow of '' 7145.29 Lacs.

3. RESERVES

The Board does not propose to carry any amount to the reserves.

4. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS

Company continues to add assets and enhance its manufacturing abilities to cater the growing market add new products to the product portfolio. The injectables facility is likely to commence commercial production during the current financial year, however considering legal requirements revenue from this facility is expected during the financial year 2024-25. The new facility has also been successfully inspected by the USFDA authorities and accordingly, Company will be able to sell the products to

the United States also from the new facility. During the period under review the total revenue of the Company increased from '' 71293 lakhs to '' 84018 lakhs.

During the year Company has not changed in it''s nature of Business.

5. LISTING ON STOCK EXCHANGES

In order to meet its commitments as per the investment agreement entered into with the investors, the Board of Directors of the Company has subject to necessary approvals and market conditions decided to list the shares of the Company on stock exchanges through offer of sale by the existing investors. While no fresh funds are proposed to be raised by Company the listing will be beneficial for its stakeholders.

6. MATERIAL CHANGES AND COMMITMENTS

There are no material changes and commitments have occurred between the end of financial year and date of the report, which could affect financial position of the Company.

7. INTERNAL CONTROL SYSTEM

Your Company has strong Internal Controls and Risk Assessment/ Management systems. These systems enable the Company to comply with Internal Company policies, procedures, standard guidelines and local laws to help protect company''s Assets and Confidential information against financial losses and unauthorized use. Further, M/s. Ramanlal G. Shah & Co., Chartered Accountants, appointed as Internal Auditor of the Company and based on findings of Internal Audit Report, the Company further took action to strengthen control measures and M/s Manubhai & Shah LLP carries out management audit to ensure ongoing control and improvement of the systems.

8. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES

Concord Biotech Japan KK based out in Japan is an associate Company in which Company holds 50 % Stake.

Pursuant to provisions of Section 129(3) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014, a statement containing salient features of the financial statements of the Concord Biotech Japan KK an Associate Company, in Form AOC-1 is attached to the financial statements of the Company.

9. ANNUAL RETURN

As per provisions of Section 92(3) Annual Return of the Company for the financial year ended on March 31,2023 is placed on the website of the Company and the same can be accessed through https://www.concordbiotech.com/ investors

10. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT,

2013

Details of Loans, Guarantees and Investment covered under Section 186 of the Companies Act, 2013 appear in the notes to the financial statement.

11. CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Utpal Hemendra Sheth and Mr. Amit Varma, Directors of the Company would retire by rotation, and being eligible, offer themselves for re-appointment. Mr. Sudhir Vaid, Chairman & Managing Director of the Company and Mr. Ankur Vaid, Joint Managing Director and CEO will be reappointed due to their expiry of term. As per the requirement of the provisions of the Companies Act, 2013 approval of the shareholders is required to be obtained in the general meeting of the Company. Necessary resolutions are therefore proposed in the ensuing Annual General Meeting.

During the year, Mr. Rajeev Agarwal resigned from the post of Director of the Company with effect from 30^th May, 2022 and Board places on record their appreciation for the contribution made by him during his association with the Company. Mr. Arvind Agarwal was appointed as an Independent Director on 24^th May 2022, Mr. Jayaram Easwaran and Mr. Chakaravarthy Mandayam Sriraman both were appointed as Independent Directors with effect from 14^th June, 2022.

12. DECLARATION BY INDEPENDENT DIRECTORS

All the Independent Directors have provided declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013.

13. NO. OF MEETINGS OF THE BOARD OF DIRECTORS

There were total five (5) meetings of the Board of Directors of the Company held during the financial year from April 01, 2022 to March 31,2023 on following dates:

SR. NO.	DATE	SR. NO.	DATE
1.	24-05-2022	4.	14-09-2022
2.	29-07-2022	5.	11-01-2023
3.	09-08-2022

14. DEPOSITS

The Company has not accepted any deposits during the period under review and there are no outstanding deposits as on March 31, 2023. There have been no matured deposits remaining unpaid at the year-end.

15. PARTICULARS OF CONTRACTS OR ARRAGEMENTS WITH RELATED PARTIES

The particulars of every contract or arrangements entered into by the Company with related parties referred to in sub section (1) of section 188 of the Companies Act, 2013 including arms length transactions under third proviso thereto is annexed in Annexure I.

16. INFORMATION PURSUANT TO SECTION 134 OF THE COMPANIES ACT, 2013

a. Conservation of energy and technology absorption.

Information pursuant to clause (m) sub-section (3) of section 134 of The Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 and forming part of this report are given in the Annexure II.

b. The details of foreign exchange earnings and outgo are annexed in Annexure II.

17. DIRECTOR''S RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(c) of the Companies Act, 2013 the Directors confirm the following:

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

ii. Your Directors had selected such accounting policies and applied them consistently and made judgements 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 of the Company for that period.

iii. Your Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv. Your Directors had prepared the attached Annual Accounts for the year ended on March 31,2023 on a going concern basis.

There were no other changes in the Paid-Up Share Capital during the year.

29. MAINTENANCE OF COST RECORDS AS SPECIFIED BY THE CENTRAL GOVERNMENT UNDER SUB SECTION (1) OF SECTION 148 OF THE COMPANIES ACT, 2013 AND STATUS OF THE SAME:

M/s. Dalwadi & Associates, Cost Accountants have been duly reappointed as Cost Auditors of the Company for the financial year 2022-23. The cost records as specified by the Central Government under sub section (1) of section 148 of the Companies Act, 2013 are made and maintained by the Company.

30. CONSTITUTION OF INTERNAL COMPLAINTS COMMITTEE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has established an Internal Complaint Committee under the Sexual Harassment of Woman at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

During the year under review, there were no incidences of sexual harassment reported.

v. Your Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

18. AUDIT COMMITTEE:

The Audit Committee of the Company is constituted in line with the provisions of Section 177 of the Companies Act, 2013. The composition of audit committee is given below:

Name	Category
Amitabh Thakore	Independent, Non- Executive Member Chairman
Dr. Arvind Agarwal	Independent, Non-Executive
Amit Varma	Non-Executive Director-Member

During the year two Audit Committee Meetings were held on 18.07.2022 and 11.01.2023.

19. POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION AND OTHER DETAILS

The Company has formed a Nomination and Remuneration Committee of Directors in line with the provisions of Section 178 of the Companies Act, 2013. The composition of committee is given below:

Name	Category
Amitabh Thakore	Chairman (Independent Non- Executive)
Dr. Amit Varma	Member (Non-Independent Non- Executive)
Bharti Khanna	Independent, Non-Executive Member

During the year two Meetings of Nomination and Remuneration Committee were held on 24.05.2022 and 18.07.2022

The Nomination and Remuneration Committee has formulated policy relating to the remuneration for the directors, KMPs and other employees and same is attached as Annexure III.

20. CORPORATE SOCIAL RESPONSIBILITY:

The brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the initiatives undertaken by the Company on CSR activity during the year are set out in Annexure IV of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014. The policy is available on the website of the Company.

21. SECRETARIAL AUDIT REPORT

Pursuant to Section 204 of the Act, the Secretarial Audit Report for the Financial Year ended on 31^st March, 2023 provided by Mr. Ashish Shah of M/s. Ashish Shah & Associates, Practicing Company Secretary is annexed herewith as Annexure-V to this Report.

22. AUDITORS

M/s. Deloitte Haskins & Sells, Chartered Accountants, (Firm Registration No. 117365W) has been appointed in the Annual General Meeting of Financial Year 2018-19 for a term of 5 consecutive years from the Annual General Meeting of Financial Year 2018-19 till the conclusion of the Annual General Meeting for the Financial Year 2023-24.

23. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND SECRETARIAL AUDITOR

There are no qualifications or comments by the Statutory Auditors and Secretarial Auditors which require explanation from the Directors.

24. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY''S OPERATIONS IN FUTURE.

There are no material orders passed by the Regulators, Courts, and tribunals impacting going concern status and the Company''s operations in future.

25. VIGIL MECHANISM:

In Compliance with the provisions of Companies Act,

2013, the Company has established a vigil mechanism and overseas through the Committee, the genuine concerns about unethical behavior expressed by the employees and other Directors. The Company has also provided adequate safeguards against victimization of employees and Directors who express their concerns. The Company has also provided direct access to the Chairman of the Audit Committee on reporting issues concerning the interests of employees and the Company. The board has approved a policy for vigil mechanism which has been hosted on the website of the Company.

26. RISK MANAGEMENT POLICY OF THE COMPANY:

The Company has structured risk management policy.

The Risk management process is designed to safeguard the organization from various risks through adequate and timely actions. It is designed to anticipate, evaluate and mitigate risks in order to minimize its impact on the business. The potential risks are inventoried and integrated with the management process such that they receive the necessary consideration during decision making. It is dealt with in greater details in the management discussion and analysis section

27. INCREASE AND SUB DIVISION IN AUTHORISED SHARE CAPITAL:

The Share Capital of the Company was subdivided from existing ? 10,000,00,00/- consisting of ? 1,00,00,000 equity shares of face value of ? 10 each to ? 10,00,00,000 consisting of 10,00,00,000 equity shares of face value of ? 1 each during the year. Further the authorized share capital of the Company was increased from the existing ? 10,00,00,000/- (Rupees ten crore only) divided into

10.00. 00.000 equity shares of ? 1/- (Rupees one only) each to ? 11,00,00,000/- (Rupees Eleven Crores only) divided into

11.00. 00.000/- (Eleven Crores) equity shares of ? 1/- (Rupees One only) each.

There were no other changes in the Share Capital during the year.

28. INCREASE IN ISSUED, SUBSCRIBED AND PAID-UP SHARE CAPITAL:

The Paid-Up Share Capital of the Company was increased from '' 9,51,05,640/- to '' 10,46,16,204/- during the year by allotment of 9510564 as Bonus Shares on 8^th July 2022.

31. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143 OTHAR THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT:

No frauds have been noticed or reported during the year under audit report which are reportable to the Central Government.

32. HUMAN RESOURCES

The employees have played a major role in the performance of the Company over the years. They will continue to be the Company''s pillars of strength in the years to come as proper training and exposure to the new products will be forthcoming. Industrial relations in the Company were amicable throughout the year under review.

33. ACKNOWLEDGEMENT

The Directors wish to express their gratitude towards the Bankers of the Company for the cooperation provided by them throughout the year. The Directors also place on record the trust put in by the members in the management of the Company. Your Directors are also grateful to all the agencies, customers, suppliers and all other concerned persons, who have cooperated in the business of the Company.