Directors Report of Coral Laboratories Ltd.

Mar 31, 2025

Your Directors have pleasure in presenting their Forty-Third (43rd) Annual Report and the Audited Financial Statements for the year ended March 31,2025.

FINANCIAL SUMMARY AND HIGHLIGHTS:

Standalone financial highlights of the company based on Indian Accounting Standards (Ind AS) for FY 2024-2025 (i.e., from 1 April 2024 to 31 March 2025) compared to the previous financial year is as under:

('' in Lacs)
Particulars	2024-2025	2023-2024
Income	12411.39	9029.28
Expenditure	9087.41	6939.74
Earnings before Tax	3323.98	2089.54
Provision for Tax	833.00	490.92
Provision for Deferred Tax	-1.54	3.38
Less: Income Tax Adjustments of earlier years	76.96	16.35
Earnings after Tax	2415.56	1578.90
Other Comprehensive Income (net of tax)	26.80	690.95
Total Comprehensive Income	2442.37	2269.85
Add: IND-AS Adjustment	-	-
Add: Balance Brought forward	16971.89	14702.04
Less: Dividend Paid (including Dividend Distribution tax)	(71.45)	-
Deferred tax liability	-	-
Balance carried forward to Balance Sheet	19,342.81	16971.89

PERFORMANCE:

Our Company continues to operate only in one segment i.e., pharmaceuticals and there is no change in the nature of business of the Company. During the year under review, the company posted Revenue of Rs. 12411.39 lacs as compared to previous year Rs. 9029.28 lacs. The earnings after tax stood at Rs. 2415.56 lacs as compared to Rs. 1578.90 lacs during the previous year.

TRANSFER TO RESERVES:

Your Company does not propose to transfer any amount to the general reserve.

STATE OF AFFAIRS:

During the year under review, your Company enjoyed a cordial relationship with workers and employees at all levels.

CHANGE IN NATURE OF BUSINESS, IF ANY:

The Company operated in a single segment i.e., Pharmaceuticals. During the year, there was no change in the nature of business of the Company.

DIVIDEND:

The Directors of the Company have recommended The Final Dividend at the rate of Rs. 1.5/- per equity share (i.e 15%) of Rs. 10/-each, fully paid-up, for the financial Year ended March 31,2025, subject to the approval of the Shareholders of the Company at the ensuing Annual General Meeting (AGM).

MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENT RELATE AND THE DATE OF THE REPORT:

No material changes and commitments affecting the financial position of the company have occurred between the end of the financial year of the company to which the financial statement relate and the date of the report.

HOLDING, SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

Your Company does not have any Holding, Subsidiaries, Joint Venture or Associate Companies.

EXTRACT OF ANNUAL RETURN:

In accordance with the Companies Act, 2013, the annual return in the prescribed format is available at website link https://corallab.com/Investors.aspx

RELATED PARTY TRANSACTIONS:

All related party transactions that were entered into during the financial year were in the ordinary course of the business. There are no materially significant related party transactions made by the company with Promoters, Key Managerial Personnel or other designated persons which may have potential conflict with the interest of the company at large. Thus, we can conclude there was no materially significant Related Party Transaction made by the company during the year under review, except transactions which happen in ordinary course of business.

The Company has adopted a RPT policy, to regulate transactions between the Company and its Related Parties, in compliance with the applicable provisions of the Companies Act 2013, the Rules there under and the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015. This Policy is available on the website of the Company at www.corallab.com

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

Details of loans, guarantees and investments covered under Section 186 of the Companies Act, 2013, along with the purpose for which such loan or guarantee was proposed to be utilized by the recipient, form part of the notes to the financial statements provided in this annual report.

SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS:

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

SHARE CAPITAL:EQUITY SHARE CAPITAL:

The Authorised Share Capital of the company is Rs. 10,00,00,000/- and the Paid-up Equity Share Capital as on March 31,2025, is at Rs. 3,57,26,000/-. During the year under review, the Company has not altered its Share Capital nor issued shares or convertible securities or shares with differential voting rights nor has granted any stock options or sweat equity or warrants.

PUBLIC DEPOSIT:

Your Company has neither accepted nor renewed any deposits covered under Chapter V of the Companies Act, 2013 and other applicable provisions, if any, and the necessary rules made there under during the year ended March 31,2025.

DEMATERIALIZATION:

The Equity shares of the Company can be held in dematerialized form. The Company has signed the tripartite agreement with National Securities Depository Limited and Central Depository Services (India) Limited and MUFG Intime India Pvt. Ltd. (Formerly known as âLink Intime India Pvt Ltdâ), Registrar & Transfer Agent for dematerialization of existing holding of the shareholders.

Further as per SEBI Notification No. SEBI/LAD-NRO/GN/2018/24 dated June 8, 2018 and further amendment vide Notification No. SEBI/LAD-NRO/GN/2018/49 dated November 30, 2018, requests for effecting transfer of securities (except in case of transmission or transposition of securities) shall not be processed from April 1, 2019, unless the securities are held in the dematerialized form with the depositories. Therefore, shareholders are requested to take action to dematerialize the Equity Shares of the Company to eliminate all the risks associated with physical shares, promptly.

The International Securities Identification Number allotted to the Company is INE683E01017. The equity shares of the Company are listed at BSE Limited (BSE).

LISTING WITH STOCK EXCHANGES:

The Equity Shares of the Company continue to be listed at BSE Limited. The scrip code number of the Equity shares of the Company on BSE is 524506. The Company confirms that it has paid up to date listing fees to BSE Limited.

Your Company has also been enlisted in the SEBI compliant redressal system (SCORES) enabling the investors to register their complaints if any for speedy redressal.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

A detailed report on the Management Discussion and Analysis in terms of Regulation 34(2)(e) read with Schedule V Part B of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is enclosed as a part of this report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

The particulars as prescribed under Section 134(3)(m) of the Companies Act, 2013, read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are attached as âAnnexure [II]â to this report.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

Company is committed to good corporate citizenship. As a part of its corporate social responsibility, the Company continues to undertake a range of activities for the welfare of the society. The CSR policy of the Company is placed on the website of the www.corallab.com

During the year under review, the Company was supposed to spent Rs. 24,08,284/- (2% of the average net profits of last three financial years) towards Corporate Social Responsibility (CSR) activities. In compliance with Section 135 of the Act, the Company has undertaken CSR activities, projects, programs, excluding activities undertaken in pursuance of its normal course of business.

During the year under review the Company has spent Rs. 24,08,284/- of the average qualifying net profits of last three financial years) on CSR activities on projects qualifying as per Section 135 of the Act, duly approved by the CSR Committee of the Board.

The salient features of the CSR Policy and details of activities as required under Companies (Corporate Social Responsibility Policy) Rules, 2014 are provided in âAnnexure [III]â of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014. For other details regarding the CSR Committee, please refer to the Corporate Governance Report, which is a part of this report. The CSR policy is available on website of the Company: www.corallab.com

Your Company has taken adequate steps to ensure compliance with the provisions of Corporate Governance, as prescribed under the Listing Regulations. A detailed report on the Corporate Governance systems and practices of the company has been enclosed as a part of this Annual Report.

The Certificate from the M/s. SARK & Associates LLP Company Secretaries (Erstwhile SARK & Associates, Company Secretaries) confirming the compliance with the conditions of Corporate Governance as stipulated under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is also included as a part of this report.

NUMBER OF MEETING OF THE BOARD OF DIRECTORS:

Your Board of Directors has duly met 9 (Nine) times during the financial year 2024-2025 i.e., on April 04, 2024, April 24, 2024, May 23, 2024, July 13, 2024, August 09, 2024, August 14, 2024, September 24, 2024, November 14, 2024 and February 13, 2025 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minute Book maintained for the purpose. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013. Further details can be seen in the Corporate Governance Report Included in the Annual Report.

NUMBER OF MEETINGS OF AUDIT COMMITTEE:

Audit Committee has duly met 6 (Six) times during the financial year 2024-2025 i.e., on April 04, 2024, May 23, 2024, August 14, 2024, September 24, 2024, November 14, 2024 and February 13, 2025 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minute Book maintained for the purpose. Further details can be seen in the Corporate Governance Report Included in the Annual Report.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP):

(i) Changes in Directors and Key Managerial Personnel (KMP):

During the year, there were no major changes in Key Managerial Personnel (KMP) in the Financial Year 2024-2025:

â¢ Mr. Rajendrasinh Rana (DIN: 09306136), retires by rotation at this Annual General Meeting and being eligible, seeks reappointment.

â¢ Mr. Girish M Dhameja (DIN: 07798455), retires by rotation at this Annual General Meeting and being eligible, seeks reappointment.

â¢ Mrs. Ruchi Pipara was appointed as Company Secretary & Compliance Officer of the Company with effect from April 24, 2024.

â¢ Mrs. Ruchi Pipara resigned from the post of Company Secretary & Compliance Officer of the Company with effect from July 13, 2024.

â¢ Mrs. Dhwani Desai was appointed as Company Secretary & Compliance Officer of the Company with effect from July 15, 2024.

â¢ At the Board Meeting dated August 09, 2024, Ms. Pooja Hindia (DIN: 09840237) was appointed as an Additional Independent Director of the Company for a first term of five consecutive years with effect from August 09, 2024 and Approval of the shareholders at the 42nd Annual General Meeting held on September 27, 2024.

â¢ Cessation of Mrs. Sheela Kamdar due to Completion of second term of 5 (five) years of Mrs. Sheela Kamdar (DIN: 06948522) as an Independent Director, expires on August 11, 2024 and accordingly she ceased to be Independent Director on the Board of the Directors, from the closure of business hours on August 11,2024

Constitution of Board of Directors as on March 31,2025, is as follows:
Sr. No.	Name of Director	Category
1	Mr. Girish M Dhameja	Whole Time Director
2	Mrs. Sushma Kadkade	Non-Executive Director & CFO
3	Mr. Malay Doshi	Non-Executive Independent Director
4	Mr. Saurabh Shah	Non-Executive Independent Director
5	Mr. Rajendrasinh Rana	Non-Executive Director
6	Ms. Pooja Hindia	Non-Executive Independent Director

*Terms of Mrs. Sheela Kamdar expired on August 11,2024 and Ms. Pooja Hindia was appointed as an additional Independent Director on August 09, 2024, approval of the shareholders at the 42nd Annual General Meeting held on September 27, 2024.

The following are the Key Managerial Personnel of the Company as on March 31,2025:

1. Mr. Girish M Dhameja-Whole Time Director

2. Mrs. Sushma Kadkade- Chief Financial Officer (CFO)

3. Mrs. Dhwani Desai - Company Secretary & Compliance Officer.

DECLARATION FROM INDEPENDENT DIRECTORS:

In accordance with provisions of section 149 of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, your Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under the Section 149 of Companies Act, 2013 and Regulation 16(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

As per MCA Circular dated October 22, 2019 - Companies fifth Amendment in rules -Companies (Appointment and Qualification of Directors) Rules, 2014, the names of the Independent Directors Mr. Saurabh Shah, Mr. Malay Doshi and Ms. Pooja Hindia, are registered with the databank maintained by the Indian Institute of Corporate Affairs and qualify online proficiency self- assessment test within 1 year time post registration.

As per MCA Circular dated December 18, 2020- Companies (Appointment and Qualification of Directors) Fifth Amendments Rules, 2020, Independent Directors were given certain relaxations namely:

â¢ The time limit to qualify online proficiency self-assessment test has been increase to âwithin 2 yearsâ time post registration with data bank maintained by the Indian Institute of Corporate Affairs. Further extension of 1 year was provided in subsequent circular.

â¢ Exemption to pass and qualify online proficiency self-assessment was given to individuals who has served for a total period of not less than three years as on the date of inclusion of the name in the data bank as director or key managerial personnel, as on the date of inclusion of his name in the databank, in one or more of the following, namely: -

(a) listed public company; or

(b) unlisted public company having a paid-up share capital of rupees ten crore or more; or

(c) body corporate listed on any recognized stock exchange or in a country which is a member State of the Financial Action Task Force on Money Laundering and the regulator of the securities market in such member State is a member of the International Organization of Securities Commissions; or

(d) bodies corporate incorporated outside India having a paid-up share capital of US$ 2 million or more; or

(e) statutory corporations set up under an Act of Parliament or any State Legislature carrying on commercial activities.

Further, Mr. Saurabh Shah and Mr. Malay Doshi were appointed on the Board of the Company in the year 2019 and 2021 as a result they are not exempted from appearing and qualifying online proficiency self-assessment test. Both the Directors appeared for online proficiency self-assessment test and have successfully cleared the exam conducted by Indian Institute of Corporate Affairs (IICA) within specified timeline and are eligible to continue as Independent Director of the Company.

Mrs. Pooja Hindia was appointed as an additional independent director of the Company for the first term of five consecutive years with effect from August 09, 2024.

BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and as per SEBI Regulations, evaluation of all Board members is performed on annual basis. The evaluations of all the directors, Committees, Chairman of Board and Board as a whole was conducted based on criteria and framework adopted by the Board.

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

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

The Board and the Nomination and Remuneration Committee (âNRCâ) reviewed the performance of the individual Directors based on the criteria such as the contribution of the individual Director to the Board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings etc.

In a separate meeting of independent Directors, performance of Non-Independent Directors, performance of the board as a whole and performance of the Chairperson was evaluated, taking into account the views of Executive Directors and NonExecutive Directors. The same was discussed in the board meeting that followed the meeting of the independent Directors, at which the performance of the Board, its committees and individual Directors was also discussed.

The committees are evaluated on certain parameters such as effective discharge of their roles, responsibilities and advice given to the board for discharging its fiduciary responsibilities, including adequate and periodical updates to the board on the committeesâ functioning.

COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961

The Company affirms that it has duly complied with all provisions of the Maternity Benefits Act, 1961, and has extended all statutory benefits to eligible women employees during the year.

BOARD COMMITTEES:

The Board of Directors have the following Committees:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholdersâ Relationship Committee

4. Corporate Social Responsibility Committee

The details of the Board Committees along with their composition as well as changes in their composition, number of meetings and attendance at the meetings are provided in the Corporate Governance Report.

NOMINATION, REMUNERATION AND BOARD DIVERSITY POLICY:

The Board of Directors has adopted NRC policy which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and Senior Management of the Company.

The Policy broadly lays down the guiding principles, philosophy and the basis for payment of remuneration to Executive and Non-executive Directors (by way of sitting fees and commission), Key Managerial Personnel, Senior Management and other employees. The policy also provides the criteria for determining qualifications, positive attributes and Independence of Director and criteria for appointment of Key Managerial Personnel /Senior Management and performance evaluation which are considered by the Nomination and Remuneration Committee and the Board of Directors while making selection of the candidates. The above policy has been posted on the website of the Company at www.corallab.com under investorâs relations /policies.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Your company has an effective internal control and risk - mitigation system, which are constantly assessed and strengthened with new/revised standard operating procedures. The Companyâs internal control system is commensurate with its size, scale and complexities of its operations. The internal and operational audit is entrusted to M/s. S. K. Doshi & Associates, Chartered Accountant, Internal Auditor for the Financial Year 2024-2025. The main thrust of internal audit is to test and review controls, appraisal of risks and business processes, besides benchmarking controls with best practices in the industry.

The Audit Committee of the Board of Directors actively reviews the adequacy and effectiveness of the internal control systems and suggests improvements to strengthen them. The Company has a robust Management Information System, which is an integral part of the control mechanism.

RISK MANAGEMENT:

Pursuant to section 134(3)(n) of the Companies Act, 2013 & Regulation 21 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company is not required to constitute a risk management committee. Hence it is not applicable to the Company for the year under review.

At present the company has not identified any element of risk which may threaten the existence of the company. The Company has adopted Risk Management Policy which has been posted on the website of the Company: www.corallab.com

DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND PARTICULARS OF EMPLOYEES:

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of Directors/ employees of your Company is set out in âAnnexure [IV]â to this Report.

AUDITORS AND AUDITORSâ REPORT:(i) Statutory Auditors:

As the members are aware M/s M. A. Parekh & Associates, Chartered Accountants (having Firm Registration No: 121973W) were appointed as Statutory Auditors of the Company by the shareholders at the 39th Annual General Meeting held on September 24, 2021, for a period of 4 years till the conclusion of the 43rd Annual General Meeting of the Company.

However in terms of Section 139 of the Companies Act, 2013 (the âActâ) read with the Companies (Audit and Auditors) Rules, 2014, a listed company shall not appoint or re-appoint an audit firm as auditor for more than two terms of five consecutive years and that the period for which the audit firm has held office as auditor prior to the commencement of the Act shall be taken into account for calculating the period of ten consecutive years. However, the said Section further provides a transition period of three years from the date of commencement of the Act i.e., 1st April 2014 to comply with the aforesaid requirements.

Further, the Companies (Audit and Auditors) Rules, 2014 contains manner and procedure of selection and appointment of auditors, which inter alia provides that the Audit Committee shall consider that whether the qualification and experience of the firm are commensurate with the size and requirements of the Company. While considering the appointment, the Audit Committee shall also have regard to any order or pending proceedings relating to professional matters of conduct against the proposed auditors.

The Auditorsâ Report for the Financial Year 2024-2025 does not contain any qualification, reservation, or adverse remark. The Auditorâs Report is annexed along with financials of the Company.

(ii) Secretarial Auditor:

In terms of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company is required to appoint Secretarial Auditor, who shall be a Company Secretary in practice, to conduct Secretarial Audit of the Company.

The Board of Directors at their meeting held on May 30, 2025, based on the consent received from M/s SARK & Associates LLP Company Secretaries appointed M/s SARK & Associates LLP, Company Secretaries, as Secretarial Auditor of the Company for the first term of five years subject to the approval of the members at the ensuing Annual General Meeting of the Company. M/s SARK & Associates Company Secretaries are now M/s SARK & Associates LLP Company Secretaries.

The Secretarial Audit Report is annexed herewith as âAnnexure [V]â to this Report.

(iii) Cost Auditor:

In accordance with the provisions of Section 148 of the Companies Act, 2013 and the Companies (Cost Records and Audit) Rules, 2014, your Company is required to maintain Cost Records of the Company. Such accounts and records have been duly

maintained by the Company.

On the recommendation of the audit committee, the board had appointed M/s Aatish Dhatrak & Associates (Membership no.: 30105) Cost & Management Accountant, a sole proprietor bearing FRN: 101575 as Cost Auditor of the company to conduct Audit for F.Y 2025-2026 at a remuneration of Rs. 2,73,000 plus reimbursement of out-of-pocket expenses at actual and applicable taxes. The provisions also require that the remuneration of the cost auditors be ratified by the shareholders. Hence, approval of shareholders is being taken in this Annual General Meeting.

SECRETARIAL STANDARDS

In terms of Section 118(10) of the Companies Act, 2013, the company complies with Secretarial Standards 1 and 2, relating to the âMeetings of the Board of Directorsâ and âGeneral Meetingsâ respectively as specified by the Institute of Company Secretaries of India and approved by the Central Government.

INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

Pursuant to the provisions of the Companies Act, 2013, read with IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended, declared dividends which remained unpaid or unclaimed for a period of seven years have been transferred by the company to the IEPF, which has been established by the Central Government. The above-referred rules also mandate transfer of shares on which dividend are lying unpaid or unclaimed for a period of seven consecutive years to IEPF.

The company will issue individual notices to the shareholders whose equity shares are liable to be transferred to IEPF, advising them to claim their dividend on or before 03rd November 2025. The details of unpaid/unclaimed dividend will be available on our website: www.corallab.com.

Hereunder are the details of Dividends paid by the Company and their proposed due dates and year of transfer of unclaimed/un-encashed dividends to the designated fund of the Central Government.

Date of Declaration of Dividend	Dividend for the year	Proposed due date for transfer to Investor Education and Protection Fund (IEPF)
27th September, 2018	2017- 2018	3rd November, 2025
27th September, 2019	2018-2019	3rd November, 2026
17th September, 2020	2019-2020	No dividend was declared during the year
24th September, 2021	2020-2021	No dividend was declared during the year
29th September, 2022	2021-2022	No dividend was declared during the year
11th August, 2023	2022-2023	No dividend was declared during the year
27th September, 2024	2023-2024	3rd November, 2031

During the Financial Year 2024-2025, the company has transferred to the Investor Education and Protection Fund (IEPF) following amount of unclaimed dividends and corresponding shares thereto as stated below:

Particulars	Amount of dividend transferred (in Rs.)	No. of shares transferred
For the year 2016-2017	Rs. 697085 /-	4055

Any corporate benefits accruing on such shares, viz. bonus shares, split etc., shall also be credited to unclaimed suspense account, for a period of seven years and thereafter will be transferred by the company to IEPF, in accordance with provisions of section 124(5) and (6) of the Companies Act, 2013 and rules made thereunder.

Any person whose shares and unpaid/unclaimed dividends get transferred to the IEPF may claim the shares and unpaid/unclaimed dividends from the IEPF in accordance with such procedure and on submission of such documents as prescribed. The Voting rights on such shares shall remain frozen till the rightful owner of such shares claims the shares.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)Â© of the Companies Act, 2013, Directors of your Company hereby state and confirm that-

(a) In the preparation of the Annual Accounts for the year ended March 31,2025, 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 year and of the profit and loss of the company for that period.

(c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of 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 have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

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

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

In pursuance of the provisions of section 177(9) & (10) of the Companies Act, 2013 and Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Vigil Mechanism for Directors and employees to report genuine concerns has been established.

The purpose of the âWhistle Blower Policyâ is to allow employees to raise concerns about unacceptable, improper or unethical practices being followed in the organization. They will be protected against any adverse action and/or discrimination as a result of such a reporting, provided it is justified and made in good faith. The complaints can also be addressed to Chairperson of Audit Committee and Chairman in exceptional cases.

The âWhistle Blower policyâ has been uploaded on the website of the Company at www.corallab.com REPORTING OF FRAUDS:

There was no instance of fraud during the year under review, which required the Statutory Auditors to report to the Audit Committee and / or Board under Section 143(12) of Act and Rules framed thereunder.

CODE OF CONDUCT:

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees during day-to-day business operations of the company. The Company believes in âZero Toleranceâ against bribery, corruption and unethical dealings/ behavior of any form and the Board has laid down the directives to counter such acts. The code laid down by the Board is known as âcode of business conductâ which forms an Appendix to the Code. The Code has been posted on the Companyâs website www.corallab.com.

The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the workplace, in business practices and in dealing with stakeholders. The Code gives guidance through examples of the expected behavior from an employee in a given situation and the reporting structure.

All the Board Members and the Senior Management personnel have confirmed compliance with the Code. All Management Staff were given appropriate training in this regard.

PREVENTION OF INSIDER TRADING:

Code requires pre-clearance for dealing in the Companyâs shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed.

The Board of Directors and the designated employees have confirmed compliance with the Code. The policy for same has been posted on the website of the company.: www.corallab.com

DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

In order to comply with provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules framed thereunder, the Company has formulated and implemented a policy on prevention, prohibition and redressal of complaints related to sexual harassment of women at the workplace. All women employees permanent, temporary or contractual are covered under the above policy. The said policy has been uploaded on the internal portal of the Company for information of all employees. An Internal Complaint Committee (ICC) has been set up in compliance with the said Act.

During the financial year 2024-2025, the company has not received any complaints on sexual harassment and hence no complaints remain pending as of March 31,2025.

Number of complaints filed during the financial year	Number of complaints disposed of during the financial year	Number of complaints pending as on end of the financial year
0	0	0

ACKNOWLEDGMENT:

Your directors place on record, their sincere appreciation for the steadfast commitment and highly motivated performance by employees at all levels across the globe, which was instrumental in sustained performance of the Company. Your directors also sincerely thank all the stakeholders, business partners, government & other statutory bodies, banks, financial institutions, analysts and shareholders for their continued assistance, cooperation and support.

Mar 31, 2024

Your Directors have pleasure in presenting their Forty-Second (42nd) Annual Report and the Audited Financial Statements for the year ended March 31,2024.

FINANCIAL SUMMARY AND HIGHLIGHTS:

Standalone financial highlights of the company based on Indian Accounting Standards (Ind AS) for FY2023-2024 (i.e., from 1 April 2023 to 31 March 2024) compared to the previous financial year is as under:

Particulars	2023-2024	2022-2023
Income	9029.28	8501.35
Expenditure	6939.74	7682.56
Earnings before Tax	2089.54	818.80
Provision for Tax	490.92	182.00
Provision for Deferred Tax	3.38	(3.93)
Less: Income Tax Adjustments of earlier years	16.35	(3.81)
Earnings after Tax	1578.90	644.54
Other Comprehensive Income (net of tax)	690.95	(770.04)
Total Comprehensive Income	2269.85	(125.50)
Add: IND-AS Adjustment	-	-
Add: Balance Brought forward	14702.04	14827.53
Less: Dividend Paid (including Dividend Distribution tax)	-	-
Deferred tax liability	-	-
Balance carried forward to Balance Sheet	16,971.88	14702.04

PERFORMANCE:

Our Company continues to operate only in one segment i.e., pharmaceuticals and there is no change in the nature of business of the Company. During the year under review, the company posted Revenue of Rs. 9029.28 Lacs as compared to previous year Rs. 8501.35 Lacs. The earnings after tax stood at Rs. 1578.90 Lacs as compared to Rs. 644.54 Lacs during the previous year.

TRANSFER TO RESERVES:

Your Company does not propose to transfer any amount to the general reserve.

STATE OF AFFAIRS:

During the year under review, your Company enjoyed a cordial relationship with workers and employees at all levels.

CHANGE IN NATURE OF BUSINESS, IF ANY:

The Company operated in a single segment i.e., Pharmaceuticals. During the year, there was no change in the nature of business of the Company.

DIVIDEND:

The Directors of the Company have recommended the Final Dividend at the at the rate of Rs. 2/- per equity share (i.e 20%) of Rs. 10/- each, fully paid-up, for the financial Year ended March 31,2024, subject to the approval of the Shareholders of the Company at the ensuing Annual General Meeting (AGM).

MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OFTHECOMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENT RELATE AND THE DATE OF THE REPORT:

HOLDING, SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

Your Company does not have any Holding, Subsidiaries, JointVenture or Associate Companies.

EXTRACT OF ANNUAL RETURN:

In accordance with the Companies Act, 2013, the annual return in the prescribed format is available at website linkhttps://corallab.com/lnvestors.aspx

RELATED PARTY TRANSACTIONS:

The Company has adopted a RPT policy, to regulate transactions between the Company and its Related Parties, in compliance with the applicable provisions of the Companies Act 2013, the Rules there under and the SEBI(Listing Obligation and Disclosure Requirements) Regulations, 2015. This Policy is available on the website of the Company atwww.corallab.com

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS:

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

SHARE CAPITAL:

EQUITY SHARE CAPITAL:

The Authorised Share Capital of the company is Rs. 10,00,00,000/- and the Paid-up Equity Share Capital as on March 31,2024, is at Rs. 3,57,26,000/-. During the year under review, the Company has not altered its Share Capital nor issued shares or convertible securities or shares with differential voting rights nor has granted any stock options or sweat equity or warrants.

PUBLIC DEPOSIT:

DEMATERIALIZATION:

The Equity shares of the Company can be held in dematerialized form. The Company has signed the tripartite agreement with National Securities Depository Limited and Central Depository Services (India) Limited and Link Intime India Private Limited, Registrar&Transfer Agent for dematerialization of existing holding of the shareholders.

Further as per SEBI Notification No. SEBI/LAD-NRO/GN/2018/24 dated June 8,2018 and further amendment vide Notification No. SEBI/LAD-NRO/GN/2018/49 dated November 30, 2018, requests for effecting transfer of securities (except in case of transmission or transposition of securities) shall not be processed from April 1, 2019, unless the securities are held in the dematerialized form with the depositories. Therefore, shareholders are requested to take action to dematerialize the Equity Shares of the Company to eliminate all the risks associated with physical shares, promptly.

The International Securities Identification Number allotted to the Company is INE683E01017. The equity shares of the Company are listed at BSE Limited (BSE).

LISTING WITH STOCK EXCHANGES:

The Equity Shares of the Company continue to be listed at BSE Limited. The scrip code number of the Equity shares of the Company on BSE is 524506.The Company confirms that it has paid up to date listing fees to BSE Limited.

Your Company has also been enlisted in the SEBI compliant redressal system (SCORES) enabling the investors to register their complaints if any for speedy redressal.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

The particulars as prescribed under Section 134(3)(m) of the Companies Act, 2013, read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are attached as âAnnexure [II]â to this report.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

During the year under review, the Company was supposed to spent Rs. 22,24,565/- (2% of the average net profits of last three financial years) towards Corporate Social Responsibility (CSR) activities. In compliance with Section 135 of the Act, the Company has undertaken CSR activities, projects, programs, excluding activities undertaken in pursuance of its normal course of business.

During the year under review the Company has spent Rs 22,24,565/- of the average qualifying net profits of last three financial years) on CSR activities on projects qualifying as per Section 135 of the Act, duly approved by the CSR Committee of the Board.

CORPORATE GOVERNANCE:

The Certificate from the M/s. SARK & Associates LLP, Company Secretaries (Erstwhile SARK & Associates, Company Secretaries)confirming the compliance with the conditions of Corporate Governance as stipulated under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is also included as a part of this report.

NUMBER OF MEETING OF THE BOARD OF DIRECTORS:

Your Board of Directors has duly met 7 (Seven) times during the financial year 2023-2024, i.e., on May 23,2023, July 11,2023, August 12, 2023, September 26, 2023, November 09, 2023, February 14, 2024 and March 08, 2024 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minute Book maintained for the purpose. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013. Further details can be seen in the Corporate Governance Report Included in the Annual Report.

NUMBER OF MEETINGS OF AUDIT COMMITTEE:

Audit Committee has duly met 5 (Five) times during the financial year 2023-2024 i.e., on May 23,2023, July 11,2023, August 12, 2023, November 09,2023 and February 14,2024 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minute Book maintained for the purpose. Further details can be seen in the Corporate Governance Report Included in the Annual Report.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP):

(i) Changes in Directors and Key Managerial Personnel (KMP):

During the year, there were no major changes in Key Managerial Personnel (KMP) in the Financial Year 2023-2024:

â¢ Mr. RajendrasinhRana (DIN: 09306136), retires by rotation atthis Annual General Meeting and being eligible, seeks reappointment.

â¢ Mr. Girish M Dhameja (DIN: 07798455), retires by rotation at this Annual General Meeting and being eligible, seeks reappointment.

â¢ At the Board Meeting dated May 23, 2023, the Board of Directors re-appointed Mr. Girish M Dhameja (DIN:07798455) as Whole Time Director of the Company for a further tenure commencing from 26th May 2023 to 30th September 2027 and approved by the shareholders at 41st Annual General Meeting held on August 11,2023.

Changes after closure of the Financial Year 2023-2024in Key Managerial Personnel (KMP):

â¢ Resignation of Ms. Ruchi Anjaria from the post of Company Secretary & Compliance Officer with effect from December 08,

2023.

â¢ Ms. Shifa Memon was appointed as Company Secretary & Compliance Officer of the Company with effect from March 9,

2024.

â¢ Ms. Shifa Memon resigned from the post of Company Secretary & Compliance Officer of the Company with effect from March 14,2024.

â¢ Mrs. Ruchi Pipara was appointed as Company Secretary & Compliance Officer of the Company with effect from April 24, 2024.

â¢ Mrs. Ruchi Pipara resigned from the post of Company Secretary & Compliance Officer of the Company with effect from July 13,2024.

â¢ Mrs. Dhwani Desai was appointed as Company Secretary & Compliance Officer of the Company with effect from July 15, 2024.

â¢ At the Board Meeting dated August 09, 2024, the Board of Directors appointed Ms. Pooja Hindia (DIN: 09840237) as an Additional Independent Director of the Company for a first term of five consecutive years with effect from August 09,2024 subject to the approval of the shareholders at the forthcoming Annual General Meeting.

(ii) Constitution of Board of Directors as on March 31,2024, is as follows:

Sr. No.	Name of Director	Category
1	Mr. Girish M Dhameja	Whole Time Director
2	Mrs. Sushma Kadkade	Non-Executive Director & CFO
3	*Mrs. Sheela Kamdar	Non-Executive Independent Director
4	Mr. Malay Doshi	Non-Executive Independent Director
5	Mr. Saurabh Shah	Non-Executive Independent Director
6	Mr. Rajendrasinh Rana	Non-Executive Director

*Terms of Mrs. Sheela Kamdar expired on August 11, 2024 and Ms. Pooja Hindia was appointed as an additional Independent Director on August 09,2024, subject to the approval of shareholders in AGM.

(iii) KEY MANAGERIAL PERSONNEL (KMP):

The following are the Key Managerial Personnel of the Company as on March 31,2024:

1. Mr. Girish M Dhameja-Whole Time Director

2. Mrs. Sushma Kadkade-Chief Financial Officer (CFO)

*Mrs. Dhwani Desai appointed as Company Secretary & Compliance Officer w.e.f July 15,2024.

DECLARATION FROM INDEPENDENT DIRECTORS:

As per MCA Circular dated October 22, 2019 -Companies fifth Amendment in rules - Companies (Appointment and Qualification of Directors) Rules, 2014, the names of the Independent Directors Mrs. Sheela Kamdar, Mr. Saurabh Shahand Mr. Malay Doshiare registered withthe databank maintained by the Indian Institute of Corporate Affairs and qualify online proficiency self-assessmenttest within 1 year time post registration.

As per MCA Circular dated December 18, 2020- Companies (Appointment and Qualification of Directors) Fifth Amendments Rules, 2020, Independent Directors were given certain relaxations namely:

(a) listed public company; or

(b) unlisted public company having a paid-up share capital of rupees ten crore or more; or

(d) bodies corporate incorporated outside India having a paid-up share capital of US$ 2 million or more; or

(e) statutory corporations set up under an Act of Parliament or any State Legislature carrying on commercial activities.

Considering the exemptions given in the MCA Circular dated December 18, 2020, Sheela Kamdar is exempt to appear and qualify online proficiency self-assessment test, since she is acting as Independent Director in the Company since 2014, i.e., she was on the Board of the Company and served as Director of the Company for more than 3 years as on the date of inclusion of her name in the Data Bank.

Further, Mr. Saurabh Shah and Mr. Malay Doshi were appointed on the Board of the Company in the year 2019 and 2021 as a result they are not exempted from appearing and qualifying online proficiency self-assessment test. Both the Directors appeared for online proficiency self-assessment test and have successfully cleared the exam conducted by Indian Institute of Corporate Affairs (IICA) within specified time line and are eligible to continue as Independent Director of the Company.

Mrs. Pooja Hindia was appointed as an additional independent director of the Company for a first term of five consecutive years with effect from August 09,2024.

BOARD EVALUATION:

Pursuant to the provisions of the Companies Act,2013 and as per SEBI Regulations, evaluation of all Board members is performed on annual basis. The evaluations of all the directors, Committees, Chairman of Board and Board as a whole was conducted based on criteria and framework adopted by the Board.

In a separate meeting of independent Directors, performance of Non-Independent Directors, performance of the board as a whole and performance of the Chairperson was evaluated, taking into account the views of Executive Directors and Non-Executive Directors. The same was discussed in the board meeting that followed the meeting of the independent Directors, at which the performance of the Board, its committees and individual Directors was also discussed.

BOARD COMMITTEES:

The Board of Directors have the following Committees:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholdersâ Relationship Committee

4. Corporate Social Responsibility Committee

NOMINATION, REMUNERATION AND BOARD DIVERSITY POLICY:

The Board of Directors has adopted NRC policy which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and Senior Management of the Company.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Your company has an effective internal control and risk - mitigation system, which are constantly assessed and

strengthened with new/revised standard operating procedures. The Companyâs internal control system is commensurate with its size, scale and complexities of its operations. The internal and operational audit is entrusted to M/s. Paresh Vora & Associates, Chartered Accountant, Internal Auditor for the Financial Year 2023-2024. The main thrust of internal audit is to test and review controls, appraisal of risks and business processes, besides bench marking controls with best practices in the industry.

RISK MANAGEMENT:

DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND PARTICULARS OF EMPLOYEES:

AUDITORS AND AUDITORSâ REPORT:

(i) Statutory Auditors:

As the members are aware M/s M. A. Parekh & Associates, Chartered Accountants (having Firm Registration No: 121973W) were appointed as Statutory Auditors of the Company by the shareholders at the 39thAnnual General Meeting held on September24,2021, for a period of 4years till the conclusion of the 43rdAnnual General Meeting of the Company.

The Auditorsâ Report for the Financial Year 2023-2024 does not contain any qualification, reservation, or adverse remark. The Auditorâs Report is annexed along with financials of the Company.

(ii) Secretarial Auditor:

Secretary in practice, to conduct Secretarial Audit of the Company.

The Board of Directors at their meeting held on May 23, 2023, based on the consent received from M/s SARK & Associates, Company Secretaries appointed M/s SARK & Associates, Company Secretaries, as Secretarial Auditor of the Company for the Financial Year ended 31stMarch 2024. M/s SARK & Associates Company Secretaries are now M/s SARK & Associates LLP, Company Secretaries.

The Secretarial Audit Report is annexed herewith as âAnnexure [V] â to this Report.

COMMENTS OF THE BOARD FOR REMARKS

The Secretarial Audit Report and/or Secretarial Compliance Report does not contain any qualification, reservation, or adverse remark.

(iii) Cost Auditor:

In accordance with the provisions of Section 148 of the Companies Act, 2013 and the Companies (Cost Records and Audit) Rules,2014, your Company is required to maintain Cost Records of the Company. Such accounts and records have been duly maintained by the Company.

On the recommendation of the audit committee, the board had appointed M/s Aatish Dhatrak & Associates (Membership no.: 30105) Cost & Management Accountant, a sole proprietor bearing FRN: 101575 as Cost Auditor of the company to conduct Audit for F.Y. 2024-2025 at a remuneration of Rs. 2,35,000 plus reimbursement of out-of-pocket expenses at actual and applicable taxes. The provisions also require that the remuneration of the cost auditors be ratified by the shareholders. Hence, approval of shareholders is being taken in this Annual General Meeting.

SECRETARIAL STANDARDS

INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

The company will issue individual notices to the shareholders whose equity shares are liable to be transferred to IEPF, advising them to claim their dividend on or before 27th October 2024, The details of unpaid/unclaimed dividend will be available on our website: www.corallab.com.

Hereunder are the details of Dividends paid by the Company and their proposed due dates and year of transfer of unclaimed/un-encashed dividends to the designated fund of the Central Government.

Date of Declaration of Dividend	Dividend for the year	Proposed due date for transfer to Investor Education and Protection Fund (IEPF)
19th September, 2017	2016-2017	27th October, 2024
27th September, 2018	2017-2018	4th November, 2025
27th September, 2019	2018-2019	4th November, 2026
17th September. 2020	2019-2020	No dividend was declared during the year
24th September. 2021	2020-2021	No dividend was declared during the year
29th September, 2022	2021-2022	No dividend was declared during the year

During the Financial Year 2023-2024, the company has transferred to the Investor Education and Protection Fund (IEPF) following amount of unclaimed dividends and corresponding shares thereto as stated below:

Particulars	Amount of dividend transferred (in Rs.)	No. of shares transferred
For the year 2015-2016	Rs. 438,876/-	4562

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(C) of the Companies Act, 2013, Directors of your Company hereby state and confirm that-

(a) In the preparation of the Annual Accounts for the year ended March 31,2024, the applicable accounting standards had been followed along with proper explanation relating to material departures.

(d) The Directors had prepared the Annual Accounts on a going concern basis and

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

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

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The âWhistle Blower policyâ has been uploaded on the website of the Company at www.corallab.com

REPORTING OF FRAUDS:

There was no instance of fraud during the year under review, which required the Statutory Auditors to report to the Audit Committee and/or Board under Section 143(12) of Act and Rules framed thereunder.

CODE OF CONDUCT:

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all

employees during day-to-day business operations of the company. The Company believes in âZero Toleranceâ against bribery, corruption and unethical dealings/ behavior of any form and the Board has laid down the directives to counter such acts. The code laid down by the Board is known as âcode of business conductâ which forms an Appendixtothe Code. The Code has been posted on the Companyâs website www.corallab.com.

All the Board Members and the Senior Management personnel have confirmed compliance with the Code. All Management Staff were given appropriate training in this regard.

PREVENTION OF INSIDER TRADING:

Based on the recommendation of the Audit Committee, the Company has adopted a revised Code of Conduct for the Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Companyâs shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when theTrading Window is closed.

The Board of Directors and the designated employees have confirmed compliance with the Code. The policy for same has been posted on the website of the company.: www.corallab.com

DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

During the financial year 2023-2024, the company has not received any complaints on sexual harassment and hence no complaints remain pending as of March 31,2024.

REGISTERED OFFICE OFTHE COMPANY:

During the financial year 2023-2024, Registered Office of the company was shifted from gujaratto maharashtra ACKNOWLEDGMENT:

By Order of the Board

For Coral Laboratories Limited

Sd /- Sd /-

Girish MDhameja SushmaKadkade

WholeTime Director Director& CFO

(DIN: 07798455) (DIN: 07791735)

Place: Mumbai Date: 14th August 2024

Mar 31, 2018

Dear Member(s),

The Directors have pleasure in presenting the 36^th Annual Report together with the Audited Financial Statements for the year ended 31^st March 2018.

FINANCIAL RESULTS:

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

(Rs. in Lacs)

Particulars	2017-18	2016-17
Income	9694.07	9883.72
Expenditure	7889.12	7395.07
Earnings before Tax	1804.94	2488.65
Provision for Tax	550.00	822.00
Provision for Deferred Tax	10.36	4.74
Less: Income Tax Adjustments of earlier years	â	32.34
Earnings after Tax	1244.58	1629.58
Other Comprehensive Income (net of tax)	(311.77)	2467.40
Total Comprehensive Income	932.81	4096.98
Add: IND-AS Adjustment	â	â
Add: Balance Brought forward	10137.99	6240.14
Less: Dividend Paid (including Dividend Distribution tax)	(214.99)	â
Deferred tax liability	â	(199.13)
Balance carried forward to Balance Sheet	10855.82	10137.99

DIVIDEND:

Your Directors are pleased to recommend dividend for the financial year 2017-2018 on the Equity Shares of the Company of face value of Rs.10.00/- each at the rate of 20% i.e. Rs.2/-per equity share of the Company.

PERFORMANCE:

During the year under review, the company posted Revenue of Rs. 9694.07 lacs as compared to previous year Rs. 9883.73 lacs. However, the earnings after tax stood at Rs. 1244.59 lacs as compared to Rs.1629.58 lacs during the previous year

TRANSFER TO RESERVES:

Your Company does not propose to transfer any amount to the general reserve.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

As required under Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) REGULATIONS, 2015 entered with Stock Exchanges, the Management Discussion and Analysis Report is enclosed as a part of this report.

DISCLOSURE IN COMPLIANCE WITH THE ACCOUNTING STANDARD ON âRELATED PARTY DISCLOSURES:

As required under Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) REGULATIONS, 2015 with Stock Exchanges, the disclosure in compliance with the accounting standard on ârelated party disclosuresâ are enclosed as a part of this report.

LISTING WITH STOCK EXCHANGES:

The Equity Shares of the Company continues to be listed at Bombay Stock Exchange. The scrip code number of the Equity shares of the Company on BSE is 524506.The Company confirms that it has paid up to date listing fees to Bombay Stock Exchanges.

DEMATERIALIZATION:

The Equity shares of the Company can be held in dematerialized form. The Company has signed the tripartite agreement with National Securities Depository Limited and Central Depository Services (India) Limited and existing Registrar & Transfer Agent for dematerialization of existing holding of the shareholders.

The International Securities Identification Number allotted to the Company is INE683E01017. The equity shares of the Company are listed at Bombay Stock Exchange Limited (BSE).

95.61% of the company''s paid up Equity Share Capital is in dematerialized form as on 31^st March 2018 and balance 4.39% is in physical form. The Company''s Registrar and share transfer agents are Link Intime India Private Limited, C-101, 247 Park, L.B. S Marg, Vikhroli (West), Mumbai - 400 083.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

During the financial Year 2017-2018, the Company has not made any contribution to Corporate Social Responsibility as the Company was identifying the right avenue. The Company has as on the date of signing the report initiated the policy of contributing towards Corporate Social Responsibility.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

Information required under section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is given in the Annexure - A to this report.

STATE OF AFFAIRS:

During the year under review, your Company enjoyed cordial relationship with workers and employees at all levels.

INVESTOR EDUCATION AND PROTECTION FUND(IEPF):

As per the provisions of section 124 & 125 read with rules namely âInvestor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016â, unpaid dividends, if any will be transferred to the Investor Education and Protection Fund of the Central Government pursuant to the provisions of Companies Act after completion of seven years from the date of its transfer to unpaid dividend account. Further Ministry of Corporate Affairs has recently notified new Rules namely âInvestor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016â which have come into force from September 7, 2016. The said Rules, amongst other matters, contain provisions for transfer of all shares in respect of which dividend has not been paid or claimed for seven consecutive years in the name of IEPF Suspense Account. The details of unpaid / unclaimed dividend are available on our website: www.corallab.com.

During the Financial Year 2017-2018, the company has transferred to the Investor Education and Protection Fund (IEPF) following amount of unclaimed dividend and corresponding shares thereto as stated below:

Particulars	Amount of dividend transferred (in Rs.)	No. of shares transferred
For the year 2008-2009	Rs. 106025	22712 Shares
For the year 2009-2010	Rs.106890	1661 Shares

CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:

Your Company has taken adequate steps to adhere to all the stipulations laid down in Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. A report on Corporate Governance is included as a part of this Annual Report. Certificate from the M/s. Uma Lodha& Co. Practicing Company Secretaries confirming the compliance with the conditions of Corporate Governance as stipulated under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is included as a part of this report.

Your Company has also been enlisted in the new SEBI compliant redressal system (SCORES) enabling the investors to register their complaints if any for speedy redressal.

PUBLIC DEPOSIT:

Your Company has neither accepted nor renewed any deposit within the meaning of Section 73 and other applicable provisions, if any, of the Companies Act, 2013 and the necessary rules made there under during the year ended 31^st March, 2018.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The particulars of loans, guarantees and investment have been disclosed in the notes to the financial statements.

DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

(i) Changes in Directors and Key Managerial Personnel (KMP):

There were changes in Directors or Key Managerial Personnel (KMP) in the financial year 2017-2018 as follows:

- At the Board Meeting dated 26^th May, 2017,Mr. Navin Doshi (Director), Mr. Kishor Mehta (Whole-Time Director) and Mrs. Meeta Sheth (ChiefFinancial Officer) tendered their resignation.

- Mr. Girish Dhameja (DIN: 07798455) was appointed as an Additional Director of the Company. Accordingly, the Board appointed him as Whole-Time Director w.e.f. 26^th May, 2017, subject to approval by the Members of the Company. At the AGM held on 19^th September, 2017, members approved his appointment.

- Mr. Chetan Doshi (DIN: 00319134) was appointed as an Additional Director of the Company w.e.f. 26^th May, 2017, subject to approval by the Members of the Company. At the AGM held on 19^th September, 2017, members approved his appointment.

- Mr. Sanket Mehta (DIN:05309112)was appointed as an Additional Director and Independent Director of the Company w.e.f. 26^th May, 2017, subject to approval by the Members of the Company. At the AGM held on 19^th September,2017, members approved his appointment.

- Mrs. Sushma C. Chinchane (DIN:07791735) was appointed as an Additional Director and Chief Financial Officer of the Company w.e.f. 26^th May, 2017. At the AGM held on 19^th September, 2017 members approved her appointment.

- Ms. Nirali Mehta has been appointed as Company Secretary and Compliance Officer of the company with effect from 10^th August, 2017.

DECLARATION OF INDEPENDENCE:

Your Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under the provisions of Companies Act, 2013.

BOARD EVALUATION:

The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual Directors pursuant to the provisions of the Companies Act,2013 and as per Regulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Your company has an effective Internal Control and Risk - Mitigation System, which are constantly assessed and strengthened with new/revised standard operating procedures. The Company''s Internal Control System is commensurate with its size, scale and complexities of its operations. The internal and operational audit is entrusted to M/s. Hardik Shah & Associates, a Chartered Accountants firm. The main thrust of internal audit is to test and review controls, appraisal of risks and business processes, besides benchmarking controls with best practices in the industry.

The Audit Committee of the Board of Directors actively reviews the adequacy and effectiveness of the internal control systems and suggests improvements to strengthen the same. The Company has a robust Management Information System, which is an integral part of the control mechanism.

The Audit Committee of the Board of Directors, Statutory Auditors and the Business Heads are periodically apprised of the internal audit findings and corrective actions taken. Audit plays a key role in providing assurance to the Board of Directors. Significant audit observation and corrective actions taken by the management are presented to the Audit Committee of the Board. To maintain its objectivity and independence, the internal Audit function reports to the Chairperson of the Audit Committee.

DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND PARTICULARS OF EMPLOYEES:

The information required under Section 197 of the Companies Act, 2013 read with Companies Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of Directors/ employees of your Company is set out in âAnnexure [D]â to this Report.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(c) of the Companies Act, 2013, Directors of your Company hereby state and confirm that

(a) In the preparation of the Annual Accounts for the year ended 31st March 2018, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(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) They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

COMMITTEES:

( i ) Audit Committee:

The Board has constituted a well-qualified Audit Committee with majority of them are Independent Directors including Chairperson of the committee. They possess sound knowledge on accounts, audit, finance, taxation, internal controls etc. Mr. Rajesh R. Parikh acts as Chairman to the Audit committee.

The Composition of Audit Committee comprises the following:

Sr. No.	Name of the Director	Designation in Committee	Nature of Directorship
1.	Mr. Rajesh R. Parikh	Chairman	Non-Executive (Independent)
2.	Mrs. Sheela R. Kamdar	Member	Non-Executive(Independent)
3.	Mrs. Sushma Chinchane (w.e.f. 26^th May, 2017)	Member	Non- Executive -Non-Independent

(i) Nomination and Remuneration Committee:

The Composition of Nomination and Remuneration Committee comprises the following:

Sr.No.	Name of the Director	Designation in Committee	Nature of Directorship
1.	Mr. Rajesh R. Parikh	Chairman	Non-Executive (Independent)
2.	Mrs. Sheela R. Kamdar	Member	Non-Executive(Independent)
3.	Mrs. Sushma Chinchane (w.e.f. 26^th May, 2017)	Member	Non- Executive -Non-Independent

(ii) Stakeholders Relationship Committee:

The Composition of Stakeholders Relationship Committee comprises the following:

Sr.No.	Name of the Director	Designation in Committee	Nature of Directorship
1.	Mr. Rajesh R. Parikh	Chairman	Non-Executive (Independent)
2.	Mrs. Sushma Chinchane (w.e.f. 26^th May, 2017)	Member	Non- Executive -Non-Independent

(iii) Corporate Social Responsibility Committee:

The Composition of Corporate Social Responsibility Committee comprises the following:

Sr.No.	Name of the Director	Designation in Committee	Nature of Directorship
1.	Mr. Rajesh R. Parikh	Chairman	Non-Executive (Independent)
2.	Mrs. Sheela R. Kamdar	Member	Non-Executive(Independent)
3.	Mrs. Sushma Chinchane (w.e.f. 26^th May, 2017)	Member	Non- Executive -Non-Independent

AUDITORS AND AUDITORSâ REPORT:

STATUTORY AUDITORS:

M/s. SPVM & CO., Chartered Accountants, (FRN: 136751W),the Statutory Auditors of the Company hold the office up to the conclusion of the ensuing Annual General Meeting and being eligible offers themselves for re-appointment for the financial year 2018-2019. Your Company has received written consent and a certificate stating that they satisfy the criteria provided under Section 141 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 and that the appointment, if made, shall be in accordance with the applicable provisions of the Companies Act, 2013 and rules issued there under.

As required under Regulation 18 read with Part C of Schedule II of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Audit Committee and the Board of Directors recommend the appointment of M/s. SPVM & CO., Chartered Accountants, (FRN: 136751W) as Auditors of your Company for the financial year 2018- 19 from the conclusion of this Annual General Meeting (AGM) till the conclusion of the upcoming Annual General Meeting of the Company (subject to ratification of their appointment at every AGM).

The Auditors'' Report for the financial year 2017-18, does not contain any qualification, reservation or adverse remark.

SECRETARIAL AUDITOR /SECRETARIAL AUDIT REPORT:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company has appointed M/S Uma Lodha & Co., Practicing Company Secretary to conduct the Secretarial Audit of your Company. The Secretarial Audit Report is annexed herewith as âAnnexure - [C]â to this Report.

Certain reservations and observations made in the secretarial audit report with regard to following:

- Non- engagement of graduate/ technician apprentices as prescribed under The Apprentices (Amendment) Act, 1973,1986 & 2014.

- Non-compliance regarding publication under Regulation 47 of SEBI (Listing obligations and Disclosure Requirements) Regulations, 2015.

However, the Company would ensure in future that all the provisions are complied with to the fullest extent and the website of the Company is updated regularly.

COST AUDIT:

The Board of Director of Your Company has re-appointed M/s. Ketki D. Visariya & Co. Cost Accountants, to conduct audit of your Company''s cost records for the Financial Year 2018-2019 at a remuneration of Rs. 60,000/- (Rupees Sixty Thousand only). As required under the provisions of Companies Act, 2013, the remuneration of Cost Auditor as approved by the Board of Directors is subject to ratification by the shareholders at the ensuing Annual General Meeting.

The Cost Audit Report will be filed within the prescribed period of 180 days from the close of the Financial Year.

WEB ADRESS OF ANNUAL RETURN:

Pursuant to Section 92(3) of the Companies Act, 2013 and the Extract of Annual Return (Form No. MGT-9) as on the financial year ended on 31st March,2018 has been uploaded on the website of the Company and weblink of the same is www.corallab.com.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS AND AUDIT COMMITTEES:

Your Board of Directors has duly met 4(Four) times during the financial year i.e. on 26^th May 2017, 10^th August 2017, 06^th November, 2017 and 25^th January 2018 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minute Book maintained for the purpose. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

The Audit Committee has duly met 4 (Four) times during the financial year i.e. 26^th May 2017, 10^th August 2017, 06^th November 2017 and 25^th January 2018 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minute Book maintained for the purpose.

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013 and Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Vigil Mechanism for Directors and employees to report genuine concerns has been established.

The purpose of the âWhistle Blower Policyâ is to allow employees to raise concerns about unacceptable, improper or unethical practices being followed in the organization. They will be protected against any adverse action and/or discrimination as a result of such a reporting, provided it is justified and made in good faith. The Chairman of the Audit Committee has been designated for receiving and recording any complaints under this policy.

The Vigil Mechanism Policy has been uploaded on the website of the Company at http://www.corallab.com/pdf/Whistle-Blower-Policy.pdf

RELATED PARTY TRANSACTIONS:

Transactions with related parties entered by the Company in the normal course of business are periodically placed before the Audit Committee for its omnibus approval and the particulars of contracts entered during the year as per Form AOC-2 is enclosed as Annexure-E. The Board of Directors of the Company has, on the recommendation of the Audit Committee, adopted a policy to regulate transactions between the Company and its Related Parties, in compliance with the applicable provisions of the Companies Act 2013, the Rules there under and the SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015. This Policy was considered and approved by the Board has been uploaded on the website of the Company at http://www.corallab.com/pdf/Related-Party-Transaction-Policy.pdf

CODE OF CONDUCT:

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees during day to day business operations of the company. The Company believes in âZero Toleranceâ against bribery, corruption and unethical dealings / behavior of any form and the Board has laid down the directives to counter such acts. The code laid down by the Board is known as âcode of business conductâ which forms an Appendix to the Code. The Code has been posted on the Company''s website http://www.corallab.com/pdf/Code-of-Conduct-Coral-Lab.pdf

The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the work place, in business practices and in dealing with stakeholders. The Code gives guidance through examples on the expected behavior from an employee in a given situation and the reporting structure.

All the Board Members and the Senior Management personnel have confirmed compliance with the Code. All Management Staff were given appropriate training in this regard.

RISK MANAGEMENT:

Pursuant to section 134 (3) (n) of the Companies Act, 2013 & Regulation 21 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company is not required to constitute a business risk management committee. Hence it is not applicable to the Company for the year under review.

At present the company has not identified any element of risk which may threaten the existence of the company.

PREVENTION OF INSIDER TRADING:

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

All Board Directors and the designated employees have confirmed compliance with the Code.

SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS:

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

General

a) Your Company has not issued Equity Shares with differential rights as to dividend, voting or otherwise; and

b) Your Company does not have any ESOP scheme for its employees/Directors.

DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has zero tolerance for sexual harassment at workplace and has adopted a policy against sexual harassment in line with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder.

During the financial year 2017-18, the company has not received any complaints on sexual harassment and hence no complaints remain pending as of 31^st March, 2018.

ACKNOWLEDGMENT:

We take this opportunity to express our deep sense of gratitude to Securities and Exchange Board of India, Bombay Stock Exchange Limited, Registrar of Companies, National Securities Depository Limited, Central Depository Services (India) Limited, M/s. Link Intime India Private Limited, Bankers, Shareholders and other Government Agencies for their continued support.

By Order of the Board

For Coral Laboratories Limited

Sd/- Sd/- Sd/-

Chetan Doshi Girish Dhameja Sushma Chinchane

Chairman & Director Whole-Time Director CFO & Director

(DIN: 00319134) (DIN: 07798455) (DIN: 07791735)

Place : Mumbai

Date : 8^th August, 2018

Mar 31, 2016

Dear Members,

The Directors have pleasure in presenting the 34th Annual Report together with the Audited Financial Statements for the year ended 31st March, 2016.

FINANCIALRESULTS:

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

(Rs. in Lakhs)

Particulars	2015-16	2014-15
Income	7990.89	6201.45
Expenditure	6250.73	4980.46
Earnings before Tax	1740.15	1220.99
Provision for Tax	492.00	257.55
Provision for Deferred Tax	7.79	6.42
Less: Income Tax Adjustments of earlier years	0.6688	Nil
Earnings after Tax	1239.70	957.02
Less: Proposed Dividend and Tax on Dividend	128.97	107.50
Balance Brought forward	5129.44	4279.91
Balance carried forward to Balance Sheet	6240.14	5129.44

DIVIDEND:

Your Directors are pleased to recommend dividend for the financial year 2015-2016 on the Equity Shares of the Company of face value of Rs.10.00/- each at the rate of Rs.3/- (i.e. 30%) per equity share of the Company.

PERFORMANCE:

During the year under review, the company posted Revenue of Rs. 7990.89 lakhs as compared to previous year Rs.6201.45 lakhs. However, the earnings after tax stood at Rs.1239.70 lakhs as compared to Rs.957.02 lakhs during the previous year.

TRANSFERTO RESERVES:

Your Company does not proposes to transfer any amount to the general reserve. An amount of Rs.1110.70 lakhs is proposed to be retained in the Statement of Profit and Loss.

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND:

The Company is yet to transfer a sum of Rs. 66,828/- in respect of unpaid/unclaimed dividend for the Financial Year 2007-08 to the Investor Education And Protection Fund (IEPF).

Dividend for the Financial Year ended 2008-09 and thereafter, which remain unclaimed for a period of seven years will be transferred to IEPF. Members who have not encased dividend warrant(s)/instrument(s) for the said years are requested to obtain duplicate warrant(s) for the said years are requested to obtain duplicate warrant(s)/demand drafts by writing to the Company''s Registrar and Transfer Agent.

MANAGEMENT DISCUSSIONANDANALYSIS REPORT:

As required under Regulation 34 of the (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 entered with Stock Exchanges, the Management Discussion and Analysis Report is enclosed as a part of this report.

DISCLOSURE IN COMPLIANCE WITH THE ACCOUNTING STANDARD ON âRELATED PARTY DISCLOSURES:

As required under Regulation 34 of the (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 with Stock Exchanges, the disclosure in compliance with the accounting standard on ârelated party disclosures are enclosed as a part of this report.

LISTING WITH STOCK EXCHANGES:

DEMATERIALIZATION:

The Equity shares of the Company can be held in dematerialized form. The Company has signed the tripartite agreement with National Securities Depository Limited and Central Depository Services (India) Limited and existing Registrar & Transfer Agent for dematerialization of existing holding of the shareholders.

The International Securities Identification Number, allotted to the Company is INE683E01017. The equity shares of the Company are listed at Bombay Stock Exchange Limited (BSE).

94.25%of the company''s paid up Equity Share Capital is in dematerialized form as on 31st March, 2016 and balance 5.75% is in physical form. The Company''s Registrars are Link In time India Private Limited, C-13, Pannalal Silk Mills Compound, L. B. S. Marg, Bhandup (West), Mumbai - 400 078.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

The Company is committed to good corporate citizenship. As a part of its corporate social responsibility, the Company continues to undertake a range of activities including preventive healthcare. The CSR policy of the Company is placed on the website of the www.corallab.com.

During the year under review, the Company was suppose to spent Rs. 19,83,419/- on its various CSR activities whereas the Company could only spend Rs. 2,56,321/-during the year under review. Further the Company is still in the process of identifying the right avenue for spending more on various CSR activities.

In accordance with the provisions of Section 135 of the Companies Act, 2013, an abstract on Company''s CSR activities is furnished as Annexure to this report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

Information required under section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is given in the Annexure- Atothisreport.

STATEOFAFFAIRS:

During the year under review, your Company enjoyed cordial relationship with workers and employees at all levels.

CORPORATE GOVERNANCEANDSHAREHOLDERSINFORMATION:

Your Company has taken adequate steps to adhere to all the stipulations laid down in Clause 49 of the Listing Agreement entered into with the Stock Exchange of India for the period 1st April 2015 to 30th November 2015 and as per the relevant provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (collectively referred to as âSEBI Listing Regulations, 2015) as referred in Regulation 15(2) of the listing regulations for the period 1st December 2015 to 31st March 2016.

A report on Corporate Governance is included as a part of this Annual Report.

PUBLICDEPOSIT:

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The particulars of loans, guarantees and investment have been disclosed in the notes to the financial statements.

DIRECTORS AND KEYMANAGERIAL PERSONNEL (KMP)

(i) Changes in Directors and Key Managerial Personnel (KMP):

(a) In accordance with the provision of Section 152(6)(a) of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Navin. B. Doshi (DIN: 00232287) of the Company retires by rotation at the ensuing Annual General Meeting and being eligible, offers, himself for reappointment. Your Board recommends his reappointment.

DECLARATION OF INDEPENDENCE:

Your Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under the provisions of Companies Act, 2013.

BOARD EVALUATION:

The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual Directors pursuant to the provisions of the Act and as per Regulation 17(1) of the Listing Obligations and Disclosure Requirements Regulations, 2015.

The Board and the Nomination and Remuneration Committee (âNRCâ) reviewed the performance of the individual Directors on the basis of the criteria such as the contribution of the individual Director to the Board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings etc.

In a separate meeting of independent Directors, performance of Non-independent Directors, performance of the board as a whole and performance of the Chairperson was evaluated, taking into account the views of Executive Directors and Non Executive Directors. The same was discussed in the board meeting that followed the meeting of the independent Directors, at which the performance of the Board, its committees and individual Directors was also discussed.

INTERNALCONTROLSYSTEMSANDTHEIR ADEQUACY:

Your company has an effective internal control and risk - mitigation system, which are constantly assessed and strengthened with new/revised standard operating procedures. The Companyâs internal control system is commensurate with its size, scale and complexities of its operations. The internal and operational audit is entrusted to M/s. R J Mehta & Associates, a Chartered Accountants firm. The main thrust of internal audit is to test and review controls, appraisal of risks and business processes, besides benchmarking controls with best practices in the industry.

DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND PARTICULARS OF EMPLOYEES:

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(c) of the Companies Act, 2013, Directors of your Company hereby state and confirm that

(a) In the preparation of the Annual Accounts for the year ended 31st March 2016, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(d) The Directors had prepared the Annual Accounts on a going concern basis; and

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

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

COMMITTEES:

(i) Audit Committee:

The Board has constituted a well-qualified Audit Committee with majority of them are Independent Directors including Chairman. They possess sound knowledge on accounts, audit, finance, taxation, internal controls etc. Mr. Rajesh R. Parikh, Director acts as Chairman to the Audit committee.

The Composition of Audit Committee comprises the following:

Sr. No.	Name of the Director	Designation in Committee	Nature of Directorship
1.	Mr. Rajesh R. Parikh	Chairman	Non Executive (Independent)
2.	Mrs. Sheela R. Kamdar	Member	Non Executive (Independent)
3.	Mr. KishorR. Mehta	Member	Executive

(ii) Nomination and Remuneration Committee:

The Composition of Nomination and Remuneration Committee comprises the following:

Sr. No.	Name of the Director	Designation in Committee	Nature of Directorship
1.	Mr. Rajesh R. Parikh	Chairman	Non Executive (Independent)
2.	Mrs. Sheela R. Kamdar	Member	Non Executive (Independent)
3.	Mr. Navin B. Doshi	Member	Non Executive

(iii) Stakeholders Relationship Committee:

The Composition of Stakeholders Relationship Committee comprises of the following:

Sr. No.	Name of the Director	Designation in Committee	Nature of Directorship
1	Mr. Rajesh R. Parikh	Chairman	Non Executive (Independent)
2.	Mr. Navin B. Doshi	Member	Non Executive

STATUTORYAUDITORS:

M/s. Shah Sanghvi &Co., Chartered Accountants, having (Firm Registration number 109794W), Baroda, the Statutory Auditors of the Company hold the office up to the conclusion of the ensuing Annual General Meeting and being eligible offers themselves for re-appointment for the financial year 2016-2017. Your Company has received written consent and a certificate stating that they satisfy the criteria provided under Section 141 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 and that the appointment, if made, shall be in accordance with the applicable provisions of the Companies Act, 2013 and rules issued there under.

As required under Regulation 18 read with Part C of Schedule II of the Listing Obligations and Disclosure Requirements Regulations, 2015, the Audit Committee and the Board of Directors recommend the appointment of M/s. Shah Sanghvi & Co., Chartered Accountant.

M/s. Shah Sanghvi & Co., Chartered Accountant has also confirmed that they hold a valid certificate issued by the Peer Review Board of ICAI. The Audit Committee and the Board of Directors recommend the appointment of M/s. Shah Sanghvi& Co., Chartered Accountants, as the Auditors of your Company for the financial year 2016-17 till the conclusion of the next AGM. The Auditorsâ Report for the financial year 2015-16, does not contain any qualification, reservation or adverse remark.

AUDITORSâREPORT/SECRETARIALAUDITREPORT:

The Auditors have referred to certain routine matters in their report and the respective notes to the accounts are self-explanatory.

As required under Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company has appointed M/S Uma Lodha & Co., Practicing Company Secretary to conduct the Secretarial Audit of your Company. Certain reservations and observations made in the report with regard to No appointment of Company Secretary. The Company is still looking for the right professional and that 100 percent of Promoters Shares are not in Demat form. The Company has already initiated the process of demoting the balance physical holding of Promoterâs Shares. However, the Company would ensure in future that all the provisions are complied with to the fullest extent.

SECRETARIALAUDIT:

COST AUDIT:

The Board of Director of Your Company has appointed M/s. Ketki D. Visariya& Co., Cost Accountants, to conduct audit of your Companyâs cost records for the Financial Year 2016-17 at a remuneration of Rs.60,000 (Rupees Sixty Thousand only). As required under the provisions of Companies Act, 2013, the remuneration of Cost Auditor as approved by the Board of Directors is subject to ratification by the shareholders at the ensuing Annual General Meeting.

The Cost Audit Report will be filed within the prescribed period of 180 days from the close of the Financial Year.

EXTRACT OF THEANNUAL RETURN:

Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rule, 2014, the Extract of Annual Return (Form No. MGT-9) as on the financial year ended on 31st March, 2016 is enclosed as âAnnexure - [B]â to the Directorsâ Report.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS AND AUDIT COMMITTEES:

Your Board of Directors has duly met 5 (Five) times during the financial year i.e. on 29th May 2015,29th July 2015,4th November 2015,12th February 2016 and 15th March 2016 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

The Audit Committee has duly met 4 (Four) times during the financial year i.e. on 29th May 2015,29th July 2015,4th November 2015 and 12th February 2016 respectively in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose.

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013 and Regulation 22 of the Listing Obligations and Disclosure Requirements Regulations, 2015, a Vigil Mechanism for Directors and employees to report genuine concerns has been established.

The purpose of the âWhistle Blower Policyâ is to allow employees to raise concerns about unacceptable, improper or unethical practices being followed in the organization. They will be protected against any adverse action and/or discrimination as a result of such a reporting, provided it is justified and made in good faith. The Chairman of the Audit Committee has been designated for the purpose of receiving and recording any complaints under this policy.

The Vigil Mechanism Policy has been uploaded on the website of the Company at http://www.corallab.com/pdf/Whistle-Blower-Policy.pdf

RELATED PARTYTRANSACTIONS:

Transactions with related parties entered by the Company in the normal course of business are periodically placed before the Audit Committee for its omnibus approval and the particulars of contracts entered during the year as per Form AOC-2 is enclosed as Annexure-E. The Board of Directors of the Company has, on the recommendation of the Audit Committee, adopted a policy to regulate transactions between the Company and its Related Parties, in compliance with the applicable provisions of the Companies Act 2013, the Rules there under and the Listing Agreement. This Policy was considered and approved by the Board has been uploaded on the website of the Company at http://www.corallab.com/pdf/Related-Party-Transaction-Policy.pdf

CODEOF CONDUCT:

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees in the course of day to day business operations of the company. The Company believes in âZero Toleranceâ against bribery, corruption and unethical dealings / behavior of any form and the Board has laid down the directives to counter such acts. The code laid down by the Board is known as âcode of business conductâ which forms an Appendix to the Code. The Code has been posted on the Companyâs website http://www.corallab.com/pdf/Code-of-Conduct-Coral-Lab.pdf

The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the work place, in business practices and in dealing with stakeholders. The Code gives guidance through examples on the expected behavior from an employee in a given situation and the reporting structure.

All the Board Members and the Senior Management personnel have confirmed compliance with the Code. All Management Staff were given appropriate training in this regard.

RISK MANAGEMENT:

Pursuant to section 134 (3) (n) of the Companies Act, 2013 & Regulation 21 of the Listing Obligations and Disclosure Requirements Regulations, 2015, the Company is not required to constitute a business risk management committee. Hence it is not applicable to the company for the year under review.

At present the company has not identified any element of risk which may threaten the existence of the company.

PREVENTIONOFINSIDERTRADING:

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

All Board Directors and the designated employees have confirmed compliance with the Code.

SIGNIFICANT/MATERIAL ORDERS PASSED BYTHE REGULATORS:

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

General

a) Your Company has not issued Equity Shares with differential rights as to dividend, voting or otherwise; and

b) Your Company does not have any ESOP scheme for its employees/Directors.

DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

During the financial year 2015-16, the company has not received any complaints on sexual harassment and hence no complaints remain pending as of 31st March, 2016.

ACKNOWLEDGMENT:

We take this opportunity to express our deep sense of gratitude to Securities and Exchange Board of India, Bombay Stock Exchange Limited, Registrar of Companies, National Securities Depository Limited, Central Depository Services (India) Limited, M/s. Link In time India Private Limited, Bankers, Shareholders and other Government Agencies for their continued support.

By Order of the Board

For Coral Laboratories Limited

sd/- sd/-

Navin B. Doshi Kishor R. Mehta

Place: Mumbai Chairman/Director Whole-Time Director

Date: 10th August 2016 DIN:00232287 DIN: 00235120

Mar 31, 2014

Dear Members,

The Directors take pleasure in presenting the Thirty Second annual Report and audited accounts for the year ended 31st March, 2014. The Financial Performance for the year under review are given below:

1. Financial Performance (Rs. in Lacs)

2013-14 2012-13

Sales & Other Income 5201.63 4291.28

Expenditure 4078.94 3403.18

Earnings before depreciation, Interest & Tax 1122.69 888.10

Interest & Other Financial Charges 1.68 4.36

Depreciation 123.85 126.77

Earnings before tax 997.16 756.97

Provision for tax 200.00 151.45

Provision for deferred tax 6.29 2.72

Short provision for IT earlier year 4.10 0.00

Earnings after tax 786.77 602.79

Balance brought forward 3636.73 3126.72

Profit available for appropriation 4423.50 3729.55

APPROPRIATIONS

Proposed Dividend 71.45 53.59

Tax on Dividend 12.14 8.69

Transfer to general reverse 60.00 30.50

Balance carried forward to balance sheet 4279.91 3636.73

* Previous Year figures has been regrouped in view of the Revised Schedule VI.

DIVIDEND

The Board of Directors have recommended dividend of 20%, i.e., Rs. 2.00/- fully paid per equity share of Rs. 10/- each for the financial year 2013-14

PERFORMANCE:

During the year under review, the company posted Revenue of Rs. 5201.63 Lacs as compared to previous year Rs. 4291.28 Lacs. Earnings after tax stood at Rs. 786.77 Lacs as compared to Rs. 602.79 lacs during the previous year.

DIRECTORS

In accordance with Section 152 and other applicable provisions of Companies Act, 2013 Mr. Navin B. Doshi (DIN: 00232287), who retires by rotation and being eligible offers himself for re-appointment. Your Directors recommend their re-appointment. Also as per provisions of Companies Act 2013 it is proposed to appoint Mr. Priyush Dhedhi (DIN: 00164786), Mr. Rajesh R. Parikh (DIN:02527339) and Mrs. Sheela Kamdar as Independent Directors of the Company for a consecutive term of five years from this Annual General Meeting.

Brief resumes of Directors, nature of experience and the names of the Companies in which they hold directorship and the membership/chairmanship of the Board/ Committees , as stipulated under Clause 49 of the listing Agreement with the stock Exchange are provided in the report on Corporate Governance forming part of the Annual Report.

Based on the confirmations received, none of the Directors are disqualified for appointment under Section 274(1)(g) of the Companies Act, 1956 and Section 164(2) of Companies Act, 2013.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2AA) of the Companies (Amendment) Act, 2000 the Directors confirm that:

a) in the preparation of the annual accounts, applicable accounting standards have been followed and proper explainations relating to material departures, if any, have been furnished.

b) the estimates are made so as to give true and fair view of the statement of affairs of the Company at the end of the financial year.

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.

PARTICULARS AS PER SECTION 217(2A) OF THE COMPANIES ACT,1956

The information as required under section 217(2A) of the Companies Act, 1956 as amended, read with the Companies (Particulars of Employees) Rules, 1975 and forming part of the Directors Report is not applicable as there are no employees who are in receipt of Rs 60, 00,000/- or more per annum if employed throughout the year under review or Rs. 5, 00,000/- or more per month if employed for the part of the year under review.

CORPORATE GOVERNANCE

Your Company strives to imbibe high standards of corporate governance while communicating with all its stakeholders. The Company has complied with the corporate governance code as stipulated under the Listing Agreement with the Stock Exchanges. A report on corporate governance alongwith a certificate from the Auditors confirming the level of compliance is annexed and forms a part of the Directors'' Report.

MANAGEMENT''S DISCUSSION AND ANALYSIS REPORT

In accordance with Clause 49 of the Listing Agreement with the Stock Exchanges, Management Discussion & Analysis Report is attached as part of this Annual Report.

FIXED DEPOSITS

Your Company has not accepted any deposits from the Public during the year under review.

AUDITORS

M/s. Shah Sanghvi & Co., Chartered Accountants and Statutory Auditors will retire at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. Members are requested to consider their re-appointment at a remuneration to be decided by the Board of Directors for the financial year.

COST AUDITOR

The Company has appointed M/s. Kailash Sankhlecha and Associates, Cost Accountant, as Cost Auditor for conducting the cost audit for the financial year.

AUDITORS OBSERVATIONS

The Auditors have referred to certain routine matters in their report and the respective notes to the accounts are self-explanatory.

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

TAX PROVISIONS

The Company has made adequate tax provisions under the provisions of Income Tax Act, 1961.

LISTING

The Equity Shares of the Company continues to be listed at Bombay Stock Exchange. The scrip code number of the Equity shares of the Company on BSE is 524506. The trading in the Securities of the Company has been resumed in "T" group.

DEMATERIALIZATION

The Equity shares of the Company can be held in dematerialized form. The Company has signed the tripartite agreement with National Securities Depository Limited and Central Depository Services (India) Limited and existing Registrar & Transfer Agent for dematerialization of existing holding of the shareholders.

The International Securities Identification Number, allotted to the Company is INE 683E01017. The equity shares of the Company are listed on Bombay Stock Exchange Limited.

HUMAN RESOURCES

Your Directors acknowledge and appreciate the sincere efforts and effective services rendered by the committed officers and staff of the company.

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

In compliance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, your Company has formed a Committee to look into such cases as and when they arise.

During the period under review, no cases were filed with the Committee.

WHISTLE BLOWER POLICY

As per the provision of Section 177(9) of the Companies Act, 2013 the listed Company shall established a vigil mechanism for directors and employees. The vigil mechanism shall also provide for adequate safeguards against victimization of persons who use such mechanism and make provision for direct access to the chairperson of the Audit Committee in appropriate or exceptional cases. However such mechanism has been disclosed by the Company on its website.

The purpose of the Whistleblower Policy is to allow employees to raise concerns about unacceptable, improper or unethical practices being followed in the organization. They will be protected against any adverse action and/or discrimination as a result of such a reporting, provided it is justified and made in good faith. The Chairman of the Audit Committee has been designated for the purpose of receiving and recording any complaints under this policy.

COMPLIANCE CERTIFICATE

Since the Paid up Capital is less than Rs. 5 crores, the company has obtained Compliance Certificate u/s 383A of the Companies Act, 1956 from Company Secretary in Practice, for the year 2013-14

ACKNOWLEDGEMENT

Your Directors wish to thank all stakeholders and business partners, your Company''s bankers, financial institutions, medical profession and business associates for their continued support and valuable co-operation. The Directors also wish to express their gratitude to investors for the faith that they continue to repose in the Company.

By the Order of the Board For Coral Laboratories Limited

sd/- NAVIN B. DOSHI Chairman

Place : Mumbai Date : 30th May, 2014

Mar 31, 2013

Dear Shareholders,

The directors are pleased to present their Thirty First Annual Report and Audited Statement of Accounts for the year ended 31 st March, 2013. The Financial Performance for the year under review are given below:

1. Financial Performance

(Rs. in Lacs)

2012-13 2011-12

Sales & Other Income 4291.28 4084.99

Expenditure 3403.18 3246.54

Earnings before depreciation, Interest & Tax 888.10 838.45

Interest & Other Financial Charges 4.36 3.77

Depreciation 126.77 126.57

Earnings before tax 756.97 708.11

Provision for tax 151.45 137.81

Provision for deferred tax 2.72 5.52

Earnings after tax 602.79 564.78

Balance brought forward 3126.72 2659.23

Profit available for appropriation 3729.55 3224.00

APPROPRIATIONS

Proposed Dividend 53.59 53.59

Tax on Dividend 8.69 8.69

Transfer to general reverse 30.50 35.00

Balance carried forward to balance sheet 3636.73 3126.72

2. PERFORMANCE:

During the year under review, the company posted Revenue of Rs. 4291.28 Lacs as compared to previous year Rs. 4084.99 Lacs. However, the earnings after tax stood at Rs. 602.79 Lacs as compared to Rs. 564.78 Lacs during the previous year.

3. DIVIDEND

The Board of Directors have recommended dividend of 15%, i.e., Rs. 1.50/- per equity share of Rs. 10/- each for the financial year 2012-13

4. CAPITAL STRUCTURE

During the financial year under review, the share capital remains the same.

5. DIRECTORS

In accordance with provisions of the Companies Act 1956 and the Company''s Articles of the Association, Mr. Rajesh Ranjitkumar Parikh who retires by rotation and being eligible offers himself for re-appointment.

6. DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2A) of the Companies (Amendment) Act, 2000 the Directors confirm that:

a) in the preparation of the annual accounts, applicable accounting standards have been followed.

b) the estimates are made so as to give true and fair view of the statement of affairs of the Company at the end of the financial year.

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.

7. PARTICULARS OF EMPLOYEES

Information as per section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended is not applicable to your Company.

8. FIXED DEPOSITS

Your Company has not accepted any deposits from the Public during the year under review.

9. AUDITORS

The shareholders of the company are requested to re-appoint the retiring Auditors M/s. Shah Sanghvi & Co., Chartered Accountants, the retiring Auditors, who have furnished the requisite certificate u/s 224(1 B) of the Companies Act, 1956 and therefore eligible for re-appointment as Auditors of the company.

10. COMPLIANCE CERTIFICATE

Since the Paid Up Capital is less than Rs. 5 crores, the company has obtained Compliance Certificate u/s 383A of the Companies Act, 1956 from Company Secretary in Practice, for the year 2012-13.

11. CORPORATE GOVERNANCE

Your Company strives to imbibe high standards of corporate governance while communicating with all its stakeholders. The Company has complied with the corporate governance code as stipulated under the Listing Agreement with the Stock Exchanges. A report on corporate governance along with a certificate from the Auditors confirming the level of compliance is annexed and forms a part of the Directors'' Report.

12. PERSONNEL

The Board wishes to thanks its Executives, Staff, Bankers and other Business associates for their Support during the year.

13. Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange earnings / outgo is annexed herewith.

By the Order of the Board

NAVIN B. DOSHI

Chairman

Place : Mumbai

Date :26th August, 2013

Mar 31, 2012

The directors are pleased to present their Thirtieth Annual Report and Audited Statement of Accounts for the year ended 31st March, 2012. The Financial Performance for the year under review are given below:

1. Financial Performance (Rs. in Lacs)

2011-12 2010-11

Sales & Other Income 4084.99 3333.23

Expenditure 3246.54 2672.08

Earnings before depreciation, Interest & Tax 838.45 661.15

Interest & Other Financial Charges 3.77 9.88

Depreciation 126.57 126.39

Earnings before tax 708.11 524.88

Provision for tax 137.81 105.15

Provision for deferred tax 5.52 3.50

Earnings after tax 564.78 416.24

Balance brought forward 2659.23 2335.28

Profit available for appropriation 3224.00 2751.51

APPROPRIATIONS

Proposed Dividend 53.59 53.59

Tax on Dividend 8.69 8.69

Transfer to general reverse 35.00 30.00

Balance carried forward to balance sheet 3126.72 2659.23

* Previous Year figures has been regrouped in view of the Revised Schedule VI.

2. PERFORMANCE:

During the year under review, the company posted Revenue of Rs. 4,084.99 lacs as compared to previous year Rs.3,333.23 lacs. However, the earnings after tax stood at Rs. 564.78 lacs as compared to Rs. 416.23 lacs during the previous year.

3. DIVIDEND

The Board of Directors have recommended dividend of 15%, i.e., Rs. 1.50/- per equity share of Rs. 10/- each for the financial year 2011-12.

4. CAPITAL STRUCTURE

During the financial year under review, the share capital remains the same.

5. DIRECTORS

In accordance with provisions of the Companies Act 1956 and the Company's Articles of the Association, Mr. Sameer Anil Sheth who retires by rotation and being eligible offers himself for re-appointment.

6. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2A) of the Companies (Amendment) Act, 2000 the Directors confirm that:

a) in the preparation of the annual accounts, applicable accounting standards have been followed.

b) the estimates are made so as to give true and fair view of the statement of affairs of the Company at the end of the financial year.

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.

7. PARTICULARS OF EMPLOYEES

Information as per section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules,1975 as amended is not applicable to your Company.

8. FIXED DEPOSITS

Your Company has not accepted any deposits from the Public during the year under review.

9. AUDITORS

The shareholders of the company are requested to re-appoint the retiring Auditors M/s. Shah Sanghvi & Co., Chartered Accountants, the retiring Auditors, who have furnished the requisite certificate u/s 224(1B) of the Companies Act, 1956 and therefore eligible for re-appointment as Auditors of the company.

10. COMPLIANCE CERTIFICATE

Since the Paid Up Capital is less than Rs. 5 crores, the company has obtained Compliance Certificate u/s 383A of the Companies Act, 1956 from Company Secretary in Practice, for the year 2011-12.

11. CORPORATE GOVERNANCE

Your Company strives to imbibe high standards of corporate governance while communicating with all its stakeholders. The Company has complied with the corporate governance code as stipulated under the Listing Agreement with the Stock Exchanges. A report on corporate governance alongwith a certificate from the Auditors confirming the level of compliance is annexed and forms a part of the Directors' Report.

12. PERSONNEL

The Board wishes to thanks its Executives, Staff, Bankers and other Business associates for their Support during the year.

13. Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange earnings / outgo is annexed herewith.

ANNEXURE

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

A. Power & Fuel Consumption 2011-2012 2010-2011

1. Electricity

Purchase Unit 13,75,180 10,93,443 Total Amount (Rs.) 61,95,334 48,82,875

Rate per Unit 4.51 4.47

2. Furnace Oil

Quantity (Ltrs) 52,840 43,345

Total Amount (Rs.) 23,02,231 17,89,681

Average Rate per Ltr. (Rs.) 43.57 41.29

3. Gas

Quantity (kgs) 37,530 32,043

Total Amount (Rs.) 22,46,562 15,84,171

Average Rate per Kg. (Rs.) 59.86 49.44

B. Expenditure on R & D Nil Nil

C. 1) Foreign Exchange Earning (Rs. in Lacs) 1,246.55 540.80 2) Foreign Exchange Used (Rs. in Lacs) 3.21 4.56

For and on behalf of the board of Directors

Place: Mumbai NAVIN B. DOSHI

Date: 14th August 2012 Chairman.

Mar 31, 2010

The directors are pleased to present their Twenty Eighth Annual Report and Audited Statement of Accounts for the year ended 31st March, 2010. The Financial Performance for the year under review are given below:-

1. FINANCIAL PERFORMANCE (Rs. in Lacs)

2009-10 2008-09

Sales & Other Income 3483.25 3541.34

Expenditure 2743.38 2918.18

Earnings before depreciation, Interest & Tax 739.87 623.16

Interest & Other Financial Charges 46.34 110.31

Depreciation 124.38 119.55

Earnings before tax 569.15 393.30

Provision for tax 99.00 40.95

Provision for deferred tax 3.58 2.72

Fringe benefit tax Ã 4.82

Short provision of previous year income tax - 7.75

Earnings after tax 466.56 337.06

Balance brought forward 1961.40 1704.50

Profit available for appropriation 2427.97 2041.57

APPROPRIATIONS

Proposed Dividend 53.58 42.87

Tax on Dividend 9.10 7.28

Transfer to general reverse 30.00 30.00

Balance carried forward to balance sheet 2335.27 1961.42

2. PERFORMANCE:

During the year under review, the company posted Revenue of Rs. 3483.25 lacs as compared to previous year Rs. 3541.34. However, the profit after tax for year under is Rs. 466.56 lacs as compared to Rs. 337.06 during the previous year.

3. DIVIDEND

The Board of Directors have recommended a dividend of 15%, i.e., Rs. 1.50 per equity share of Rs. 10/- each for the financial year 2009-10.

4. CAPITAL STRUCTURE

During the financial year under review, the share capital remains the same.

5. DIRECTORS

In accordance with provisions of the Companies Act 1956 and the Companys Articles of the Association, Mr.Navin Doshi & Mr. Priyush Dhedhi who retire by rotation and being eligible offers for re-appointment.

6. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2A) of the Companies (Amendment) Act, 2000 the Directors confirm that:

a) in the preparation of the annual accounts, applicable accounting standards have been followed.

b) In the estimates are made so as to give true and fair view of the statement of affairs of the Company at the end of the financial year.

c) that the Directors had taken proper ad 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) that the Directors had prepared the annual accounts on a going concern basis.

6. PARTICULARS OF EMPLOYEES

Information as per section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules,1975 as amended is NIL.

7. FIXED DEPOSITS

Your Company has not accepted any deposits from the Public during the year under review.

8. AUDITORS

The shareholders of the company are requested to re-appoint the retiring Auditors M/s. Shah Sanghvi & Co., Chartered Accountants, the retiring Auditors, who have furnished the requisite certificate u/s 224(1 B) of the Companies Act, 1956 and therefore eligible for re-appointment as Auditors of the company.

9. Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange earnings / outgo is annexed herewith.

10. PERSONNEL

The Board wishes to thank its Executives, Staff, Bankers and other Business associates for their support during the year.

11. CORPORATE GOVERNANCE

Your Company strives to imbibe high standards of corporate governance while communicating with all its stakeholders. The Company has complied with the corporate governance code as stipulated under the listing agreement with the stock exchanges. A report on corporate governance and alongwith a certificate from the Auditors confirming the level of compliance is annexed and forms a part of the Directors Report.

12. COMPLIANCE CERTIFICATE

Since the Paid Up Capital is less than Rs. 5 crores, the company has obtained Compliance Certificate u/s 383A of the Companies Act, 1956, from M/s. Neha T. Kawedia & Associates, Company Secretary in Practice, for the year 2009- 2010.

By the order of the Board

Place : Mumbai NAVIN B. DOSHI

Date : 31st August, 2010 Chairman.

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