Dear Members,

Your Directors are pleased to present the 36th Annual Report together with the Audited Financial Statements of the Company for the financial year ended 31st March 2026.

1. PERFORMANCE

Your Company reported revenue of ^4,162.79 million for the financial year under review, as compared to ^3,482.22 million in the previous financial year, recording a growth of 19.54%. The EBITDA margin stood at 35.8%, compared to 36.2% in the previous financial year.

The financial performance of the Company for the year ended 31st March 2026 is summarized below:

(^ in millions)

# Statutory impact of new Labour Codes

2. MANAGEMENT DISCUSSION AND ANALYSIS

A. Macro Economy Global Economy

The global economy entered the year on a stable footing, supported by resilient output and steady investment momentum. Early-year estimates projected global GDP growth at 3.3% for 2026 and 3.2% for 2027 according to the January 2026 IMF Update. Inflation was expected to continue moderating, with global headline inflation easing to 3.8% in 2026 and 3.4% in 2027. Against this backdrop, several major economies were positioned for solid performance: the United States was projected to grow 2.4% in 2026 supported by fiscal policy and lower policy rates, while India was expected to expand at 6.4% in 2026 owing to strong underlying momentum and a positive tariff environment. Global trade volumes were anticipated to normalize after expanding 4.1% in 2025.

However, the economic landscape shifted following the outbreak of conflict in the Middle East in late February 2026, which disrupted energy markets and critical shipping routes. The oil prices which previously were expected to decline are now projected to rise by 21.4% in 2026 because of supply interruptions through the Strait of Hormuz. Energy commodity prices as a whole are expected to increase by 19% in 2026. This shock prompted a downward revision of global growth to 3.1% for 2026, compared with the earlier 3.3% estimate. Global inflation projections were revised upward to 4.4%, reflecting higher energy and food costs partially tied to disrupted transport and fertilizer markets. Emerging market and developing economies particularly energy importers face the sharpest impact, with growth for this group revised down by 0.3 percentage points for 2026.

Despite these headwinds, several structural positives continue to support global activity. Advanced economies are expected to record combined growth of 1.8% in 2026, while technology-related investment remains a key driver of output as firms continue to expand AI-related capital expenditure. Global trade volumes are projected to grow 2.8% in 2026 and 3.8% in 2027, supported by resilient services trade and the gradual reorientation of supply chains. Financial conditions, although affected by risk-off sentiment at the onset of the conflict, remain broadly accommodative relative to historical norms. These factors help offset the near-term drag from commodity-linked inflation and supply bottlenecks.

Outlook

Looking ahead, global growth is expected to stabilize at 3.2% in 2027, assuming a gradual normalization of energy supplies and a stabilization of geopolitical conditions. Key tailwinds include sustained productivity gains from AI investment, resilient domestic demand in several large economies, and easing trade policy uncertainty as temporary tariff measures expire or are replaced by negotiated arrangements. However, the outlook remains sensitive to persistent energy price volatility, elevated geopolitical risk, and tighter financial conditions. Under the adverse-case scenario outlined in the April 2026 WEO, global growth could slow further to 2.5% in 2026, and in a severe scenario involving prolonged energy market disruption it could approach 2%, bringing the world close to recession territory. Even so, the global economy has demonstrated considerable adaptability in recent years, and with constructive policy coordination and improving supply conditions, a gradual return to stronger medium- term growth remains achievable.

(Source: IMF January 2026, IMF April 2026)

Indian Economy

India continued to stand out as one of the fastest-growing major economies, underpinned by strong domestic demand, resilient services exports, and sustained public investment. Real GDP growth for 2025 is estimated at 7.3% in the IMF January 2026 Update and was revised upward to 7.6% in the IMF April 2026 World Economic Outlook, reflecting stronger-than-expected momentum and favourable carryover effects into 2026. Growth is projected to moderate to around 6.4-6.5% in 2026 and 2027, primarily as cyclical factors normalize, yet remains well above both the global average and peer emerging- market economies.

Inflation conditions improved markedly in 2025, aided by subdued food prices and easing supply pressures. While global commodity prices rose sharply following the escalation of conflict in the Middle East, India's inflation is expected to remain broadly contained. Consumer price inflation is projected at 4.7% in 2026, before easing to 4.0% in 2027, broadly aligned with the Reserve Bank of India's target range. Stable labor-market conditions further support domestic demand, with unemployment projected to remain around 4.9% during 2025-2027.

The outbreak of war in the Middle East in early 2026 introduced new external risks for the Indian economy, primarily through higher global energy and food prices and increased volatility in shipping and financial markets. Oil prices are projected to rise significantly in 2026 under the baseline conflict scenario, increasing import costs for energy-dependent economies such as India. As a result, India's current account deficit is projected to widen from -0.9% of GDP in 2025 to -2.0% in 2026, before narrowing to -1.6% in 2027 as price pressures ease and services exports remain strong. Despite these pressures, India benefits from resilient remittance inflows, a competitive services sector, and improved market access following reductions in U.S. tariffs on Indian goods.

Overall, while global uncertainties have increased, India's economic fundamentals·supported by investment, formalization, and ongoing infrastructure expansion· continue to provide a degree of insulation against external shocks.

Outlook

Looking ahead, India's growth outlook remains favourable despite heightened global risks. The IMF expects India to remain a key driver of global growth through 2027, even as world output slows to 3.1% in 2026 and 3.2% in 2027 amid geopolitical tensions and tighter financial conditions. Downside risks for India stem primarily from prolonged energy price volatility, escalation of geopolitical conflicts, and slower global trade growth. At the same time, upside potential exists from faster adoption of digital technologies, continued public-sector capital expenditure, and structural reforms that enhance productivity and manufacturing competitiveness. In the baseline scenario, India is expected to sustain medium-term growth above 6.5%, reinforcing its position as one of the most resilient large economies in a challenging global environment.

(Source: IMF January 2026, IMF April 2026)

B. Industry Overview

1. Contract Research Organisation

1.1 Global Scenario

The global Contract Research Organization (CRO) market is experiencing strong growth, driven by increasing outsourcing of clinical research by pharmaceutical, biotechnology, and medical device companies. The market is projected to grow from USD 91.4 billion in 2026 to USD 175.8 billion by 2033, at a CAGR of ~9.8%, supported by rising drug development complexity and the need for cost- efficient, faster time-to-market solutions.

(Source: Coherent Market Insights)

• Drug Discovery services

The global drug discovery market is witnessing strong and accelerated growth, expanding from USD 124.1 billion in 2025 to USD 142.5 billion in 2026, and is projected to reach ~USD 250.5 billion by 2030, registering a CAGR of ~15%. Growth is driven by the rising prevalence of chronic and infectious diseases, increasing pharmaceutical R&D spending, and growing collaborations between biotechnology and pharmaceutical companies.

The market outlook remains highly positive, supported by advancements in molecular biology, increasing healthcare expenditure, and the need for continuous innovation in drug development. Emerging trends such as AI-driven drug discovery, personalized medicine, integration of genomics (omics data), and adoption of automation and robotics are significantly improving efficiency and accelerating drug development timelines.

Additionally, the market is witnessing structural shifts due to outsourcing to CROs and increasing use of advanced technologies such as high- throughput screening and nanotechnology. However, macroeconomic factors including geopolitical tensions, trade tariffs, and supply chain disruptions are increasing input costs·particularly for laboratory equipment and reagents·while also encouraging localization and self-reliance in certain markets.

Overall, the drug discovery market remains a critical and innovation-driven segment of the pharmaceutical industry, with strong long-term growth supported by technology adoption, rising healthcare needs, and sustained investment in R&D.

(Source: Research and Markets)

• Pre-Clinical services

The global preclinical Contract Research Organization (CRO) market is witnessing steady growth, driven by increasing outsourcing of early-stage development activities and rising R&D investments.

Within this landscape, preclinical services for agrochemical and specialty chemical industries primarily comprise allied non-clinical studies such as toxicology, ecotoxicology, environmental fate, residue analysis, and regulatory dossier preparation, which are critical for demonstrating product safety and environmental compliance prior to commercialization.

Pharmaceutical, biotechnology, agrochemical, and specialty chemical companies are increasingly relying on CROs to access specialized expertise, reduce infrastructure costs, and accelerate development timelines, particularly as development pipelines become more complex and compliance requirements intensify.

Technological advancements are significantly transforming the market, with the adoption of AI/ML, 3D cell culture models, and organ-on-chip platforms enhancing predictive accuracy and reducing reliance on traditional animal testing. These innovations support improved decision-making in early-stage safety and pharmacokinetic assessments across both pharmaceutical and chemical regulatory programs.

Global demand is further driven by stringent regulations, notably Europe's REACH framework, which mandates extensive non-clinical data for both new and existing chemicals, creating sustained opportunities for global CROs. While the market is mature in North America and Europe, Asia-Pacific has emerged as the fastest-growing execution hub due to cost efficiencies and expanding regulatory adoption. Despite challenges arising from diverse regulatory requirements and high GLP compliance costs, regulatory complexity, sustainability focus, technological innovation, and outsourcing trends underpin a stable, long-term growth outlook for CROs supporting these industries.

(Source: ECHA, Market Research Future, Emergen Research, VPA Research, NCBI, Outcome Capital, Research and Markets)

• Bioanalytical testing and bioavailability/ bioequivalence (BA/BE) and Clinical Trials

The global bioequivalence studies market is witnessing steady growth, and projected to reach ~USD 1.35 billion by 2033, growing at a CAGR of ~7.5%. Growth is primarily driven by the rising demand for generic drugs, increasing patent expiries, and regulatory requirements mandating bioequivalence studies for drug approvals.

• Clinical trials market size was estimated is projected to reach USD 158.4 billion by 2033, growing at a CAGR of 7.7% from 2026 to 2033, driven by the rising prevalence of chronic and rare diseases, advancements in precision medicine and biotechnology, the expansion of decentralized & virtual trials, and growing R&D investments by pharmaceutical and biotech companies.

Technological advancements and biosimulation are reshaping the sector by enabling virtual bioequivalence assessments and reducing dependence on extensive in- vivo studies. Growing outsourcing to CROs and the rapid expansion of clinical research infrastructure particularly in emerging markets like India and China are further accelerating market growth.

However, the market faces challenges from stringent regulatory requirements, high validation costs, and data quality constraints, which can increase timelines and operational complexity. Overall, the bioequivalence studies market remains a critical component of generic drug development, with stable long-term growth supported by regulatory compliance needs and the expanding global generics market.

(Source: openPR.com, Grandview research)

Outlook

The overall outlook for drug discovery, pre-clinical services, BA/BE studies, and the broader CRO sector remains strongly positive. Drug discovery is accelerating with advances in AI, genomics, automation, and sustained growth in global R&D spending. Pre-clinical services continue to expand as companies outsource complex toxicology and regulatory studies, supported by technologies like 3D cell culture and organ-on-chip. BA/BE studies show stable growth driven by rising generic drug demand, patent expiries, and biosimulation-based efficiencies. Across all segments, CROs benefit from deeper outsourcing, growing therapeutic complexity, and Asia-Pacific's rise as a cost-efficient research hub, reinforcing long-term sector resilience.

1.2 Indian Scenario

The Indian pharmaceutical Contract Research Organization (CRO) market is witnessing robust growth, supported by increasing outsourcing of drug development activities and the country's emergence as a preferred destination for clinical research. The market is projected to reach ~USD 5.0 billion by 2033, growing at a CAGR of ~9.5%.

Growth is driven by rising R&D costs, increasing patent expiries, and the need for cost optimization, prompting pharmaceutical companies to outsource clinical and pre-clinical activities. India's cost-effective healthcare ecosystem, skilled talent pool, and growing number of CROs are further strengthening its position as a global outsourcing hub.

Services-wise, clinical research dominates the market, while pre-clinical services are expected to witness the fastest growth, reflecting increasing demand for early- stage drug development support. Additionally, factors such as increasing healthcare investments, favorable regulatory environment, and logistical advantages are expected to sustain strong growth momentum. Overall, India continues to gain prominence in the global CRO landscape, driven by outsourcing trends.

(Source: Grand View Research)

• Drug Discovery Outsourcing

The India drug discovery outsourcing market is witnessing strong growth, with market size projected to reach ~USD 497.7 million by 2033, growing at a CAGR of ~10.8%. This growth is driven by increasing outsourcing by global pharmaceutical and biotechnology companies seeking cost efficiency, access to skilled scientific talent, and faster drug development timelines.

India is emerging as a key global hub for early- stage drug discovery services, supported by low operating costs (up to ~40% lower than developed markets), availability of skilled professionals, and WHO-cGMP compliant infrastructure. Demand is further supported by rising prevalence of complex and genetic diseases, increasing R&D investments, and government initiatives to strengthen the pharmaceutical ecosystem.

Segment-wise, lead identification and candidate optimization dominate the market, reflecting growing demand for early-stage discovery services, while other associated workflows are expected to witness the fastest growth. Overall, India's increasing integration into global drug development value chains and its cost-capability advantage position it as a high-growth, strategic outsourcing destination in the pharmaceutical industry.

(Source: Grand View Research)

• Pre-Clinical Services

The India preclinical CRO market is witnessing strong growth projected to reach ~USD 450.9 million by 2033, growing at a CAGR of ~9.7%. Growth is primarily driven by the increasing cost and complexity of drug development, rising R&D investments, and growing pressure on pharmaceutical companies to adhere to strict timelines, thereby accelerating outsourcing of preclinical research activities.

India is emerging as a preferred destination for preclinical outsourcing, supported by its, skilled talent pool, and increasing investments from global pharmaceutical companies. Service-wise, toxicology testing dominates the market, while bioanalysis and DMPK studies are expected to witness the fastest growth, reflecting rising demand for advanced and complex testing capabilities.

Overall, the market outlook remains positive, supported by increasing global outsourcing trends, technological advancements, and India's growing integration into the global drug development value chain.

(Source: Grand View Research)

• Bioanalytical testing and bioavailability/ bioequivalence (BA/BE) and Clinical trials

The Bioequivalence (BE) studies market in India is projected to grow at a Compound Annual Growth

Rate (CAGR) of 9% from 2025 to 2030, with revenue expected to reach USD 42.6 million by 2030. The broader bioanalytical testing services market in India is projected to see an even higher CAGR of 10.7% to 11.3% from 2025 to 2032/2033.

India has introduced significant regulatory reforms through the New Drugs and Clinical Trials (Second Amendment) Rules, 2026, aimed at simplifying and accelerating export-focused bioavailability and bioequivalence (BA/BE) studies. The amendment introduces a "prior intimation" route, allowing eligible low-risk BA/BE studies to commence upon online submission and acknowledgment, eliminating the need for prior regulatory approval and thereby reducing approval timelines and procedural delays.

The relaxation applies to specific study types involving already approved molecules in India or major global markets, while maintaining safeguards such as mandatory ethics approvals and exclusions for high- risk drug categories. Overall, the reform is expected to enable faster study initiation, improve turnaround times for global regulatory submissions, and enhance India's competitiveness as a hub for pharmaceutical research and export-oriented clinical studies, while retaining necessary regulatory oversight.

• India's clinical trials ecosystem is expected to grow at a CAGR of 8.6% by from 2026 to 2030, supported by regulatory reforms, a large and diverse patient pool, and strong pharmaceutical capabilities. With rising global confidence and growing registrations, India is emerging as a key global hub for efficient, scalable clinical research.

(Source: Lex Counsel)

Outlook

India's life sciences outsourcing market is set for strong growth across drug discovery, preclinical research, BA/BE studies, and CRO services. Rising R&D costs, increasing patent expiries, and demand for cost-efficient development continue to drive outsourcing to India's skilled, costcompetitive ecosystem. Drug discovery outsourcing is expanding rapidly, supported by advanced capabilities and growing global integration. Pre- Clinical services and BA/BE studies are also accelerating, aided by regulatory reforms, expanding clinical research infrastructure, and rising demand for toxicology, bioanalysis, and generics development. Clinical trials market is also expanding significantly, driven by increasing global demand for cost-effective research and modernized, faster approval processes under the New Drugs and Clinical Trials (NDCT) Rules. Overall, India is strengthening its position as a high- growth global hub for pharmaceutical R&D and clinical research.

The global pharmaceutical analytical testing market is witnessing robust growth, driven by increasing regulatory stringency, rising complexity of drug development, and the expanding pipeline of biologics and biosimilars. The market is estimated at approximately USD 10.5 billion in 2026 and is projected to reach USD 15.7 billion by 2031, growing at a CAGR of ~8.3%.

Growth is primarily supported by stringent regulatory frameworks such as evolving validation and compliance standards, which require continuous verification of analytical procedures across the drug lifecycle. Additionally, the increasing complexity of modern therapeutics including cell and gene therapies, antibody-drug conjugates, and mRNA based drugs has significantly elevated the demand for advanced analytical capabilities.

A key structural trend is the outsourcing of analytical testing to specialized contract research organizations (CROs), driven by cost optimization and the need for advanced instrumentation and expertise. Furthermore, rising scrutiny around impurities (e.g., nitrosamines) and stability testing is increasing testing volumes. Despite challenges such as high equipment costs and data security concerns, the market remains resilient, underpinned by its non-discretionary role in regulatory compliance and drug safety.

(Source: Morder Intelligence)

The Indian pharmaceutical analytical testing outsourcing market is witnessing strong and sustained growth, driven by increasing regulatory stringency, rising R&D investments, and the growing complexity of drug development. The market is projected to reach ~USD 780 million by 2035, expanding at a CAGR of around 8.7%.

Growth is primarily supported by the increasing shift toward outsourcing, as pharmaceutical and biopharmaceutical companies seek to optimize costs, access specialized expertise, and focus on core competencies. Heightened regulatory scrutiny and compliance requirements, particularly around quality assurance, are further accelerating demand for advanced analytical testing services.

Additionally, the expansion of biologics, personalized medicine, and complex formulations is driving the need for sophisticated testing capabilities, including characterization, impurity testing, bioassays, bioanalytical testing, stability studies, and method validation. Technological advancements such as automation, digitalization, and advanced analytical techniques are further enhancing testing efficiency and accuracy.

Overall, India is emerging as a strategic hub for pharmaceutical analytical testing outsourcing, supported by strong scientific talent, cost competitiveness, and increasing integration into global pharmaceutical value chains.

(Source: Market Research Future)

3. Testing, Inspection & Certification Market 3.1 Global Scenario

The global Testing, Inspection and Certification (TIC) market is a key enabler of quality assurance and regulatory compliance across industries. It is projected to reach USD 555.9 billion by 2033, growing at a CAGR of 3.6%. Growth is driven by increasing regulatory requirements, rising consumer awareness of safety and quality, and expanding global trade requiring adherence to international standards.

Demand for TIC services remains strong across sectors such as healthcare, food & agri, automotive, Electronics, energy, and manufacturing, supported by rapid industrialization, infrastructure development, and increasingly complex supply chains. Technological advancements, including automation, artificial intelligence, IoT, and data analytics, are enhancing efficiency, accuracy, and scalability of services.

Testing services dominate the market due to their widespread use in industrial and manufacturing processes, while certification services are expected to grow faster, driven by sustainability and regulatory needs. Although in-house services currently lead due to greater control, outsourcing is gaining traction as companies seek specialized expertise and cost efficiencies.

Manufacturing remains the largest application segment, while healthcare is expected to grow at a faster pace due to stringent safety standards. Regionally, Asia Pacific leads the market, driven by strong industrial growth and export- oriented economies such as China and India, while North America and Europe benefit from established regulatory frameworks.

Overall, the TIC market is expected to witness steady, compliance-led growth, with emerging sectors such as electric vehicles, renewable energy, and advanced manufacturing creating new opportunities, alongside increasing digitalization and outsourcing.

(Source: Grand View Research)

• Food and Agricultural Testing Industry

The global food safety testing market is witnessing strong growth, driven by increasing concerns over foodborne illnesses, rising consumer awareness, and stringent regulatory requirements. The market was valued at approximately USD 26.3 billion in 2025 and is projected to reach USD 48.0 billion by 2033, growing at a CAGR of 7.8% (2026-2033). Growth is further supported by the rising consumption of processed and packaged foods, globalization of food supply chains, and parallel expansion in agricultural testing, which ensures quality and safety at the source level. Agricultural testing, involving analysis of soil, water, seeds, and fertilizers, is gaining importance due to the need for higher crop productivity, contamination control, and sustainable farming practices, with the market expected to grow at over 7% CAGR.

Demand for food safety testing is underpinned by regulatory frameworks and standards such as HACCP and ISO, as well as enforcement by authorities like the FDA and FSSAI. Increasing incidences of

contamination, product recalls, and health risks are prompting food manufacturers to adopt robust testing protocols, while agricultural testing is being increasingly integrated into the farm-to-fork value chain to enhance traceability and quality assurance.

Technological advancements including PCR- based testing, biosensors, DNA-based agricultural diagnostics, and rapid testing methods are improving the speed, accuracy, and efficiency of testing processes, enabling real-time monitoring across both agricultural inputs and downstream food processing systems. From a segment perspective, microbiological testing dominates the food safety market due to its critical role in detecting pathogens, while soil and water analysis represent key segments within agricultural testing, driven by concerns over pollution and nutrient management.

Traditional testing methods continue to hold the largest share due to their reliability and regulatory acceptance, although rapid testing technologies are expected to grow at a faster pace due to shorter turnaround times across both domains. Meat, poultry, and seafood remain the largest application segment in food testing due to high contamination risks, while increasing demand for organic produce and precision farming techniques is driving growth in agricultural testing services.

Regionally, Europe leads due to stringent food safety regulations, while Asia Pacific is the fastest-growing region, supported by expanding food processing industries, rising agricultural modernization, and stronger regulatory enforcement in countries such as India and China. Overall, the market is characterized by growing integration between agricultural and food testing ecosystems, technological innovation, and increasing consolidation, positioning testing services as a critical enabler of food safety, sustainability, and regulatory compliance.

(Source: Grand View Research, CMI, [giiresearch. coml)

• Electrical and Electronics Testing

The global Electrical & Electronics (E&E) Testing, Inspection, and Certification (TIC) industry remains a critical enabler of product safety, regulatory compliance, and international trade. The market is expected to reach USD 25.58 billion by 2033, growing at a CAGR of approximately 4.5% during 2026-2033.

Growth continues to be driven by stringent regulatory standards, increasing adoption of electrified and connected devices, and the expanding scale of global electronics manufacturing. Mandatory requirements related to electrical safety, electromagnetic compatibility (EMC), and energy efficiency support stable demand across consumer and industrial segments.

Asia Pacific remains the largest regional market, supported by strong manufacturing activity, while India is expected to record the highest growth rate over the forecast period due to rapid industrialization and strengthening compliance frameworks.

Outlook

Looking ahead, the industry outlook remains stable, with sustained demand anticipated from electrification, digitalization, and evolving regulatory requirements. Providers with strong technical capabilities, global accreditations, and digital testing infrastructure are well positioned for longterm growth.

(Source: Verified Market Reports)

3.2 Indian Scenario

The Indian Testing, Inspection and Certification (TIC) market is witnessing robust growth, driven by increasing regulatory enforcement, industrial expansion, and deeper integration with global supply chains. The market is projected to reach USD 33.2 billion by 2033, growing at a CAGR of 7.2%, significantly higher than the global average. India accounted for around 4.5% of the global TIC market in 2025 and is expected to remain one of the fastest- growing markets in the Asia Pacific region, supported by stricter compliance requirements across sectors such as food, healthcare, and electronics.

Testing services dominate the market, accounting for over 80% share, driven by strong demand across manufacturing and industrial applications. Certification services are expected to grow at a faster pace due to increasing regulatory scrutiny, export requirements, and rising focus on quality and sustainability standards. Government initiatives such as Make in India and the Smart Cities Mission, along with growth in infrastructure, pharmaceuticals, and healthcare, are further driving demand for TIC services.

Outlook

Overall, the India TIC market is expected to sustain strong growth over the medium to long term, supported by regulatory tightening, infrastructure development, and increasing participation in global trade, alongside a gradual shift toward specialized and outsourced testing and certification services.

(Source: Grand View Research)

• Food Testing

The food safety testing market in India is characterized by robust expansion, driven by a compound annual growth rate (CAGR) of 9.8% from 2024 to 2033. Valued at USD 655.4 million in 2024, the market is projected to reach approximately USD 1.51 billion by 2033. This growth is underpinned by rising consumer awareness regarding foodborne illnesses and the increasing stringency of domestic food safety regulations.

Segment and Regional Insights

• Dominant Segments: Meat, poultry, seafood, daily products, fruits and vegetables testing remains the largest application area, reflecting India's significant role in global protein exports and the high safety standards required for these commodities. Microbiological testing is the primary service requested, focusing on the detection of pathogens like Salmonella and Listeria.

• Technological Shifts: There is a notable transition toward rapid testing methods, including PCR-based assays and immunoassay- based technologies, as manufacturers seek to reduce turnaround times and enhance supply chain efficiency.

• Geographical Drivers: The market is concentrated in regions with high industrial activity and food processing hubs. These areas benefit from a dense network of accredited laboratories and proximity to major export ports, facilitating seamless compliance with both local and international safety mandates.

The ongoing geopolitical hostilities in Eastern Europe and the Middle East have significantly disrupted global food trade, placing food export shipments to Gulf markets at risk due to the instability of critical shipping corridors. Exports of key agricultural products have declined sharply, with rice, bananas, and other food items seeing steep drops, including reported declines of up to 58% in March 2026. Large volumes of Basmati rice and seafood remain stranded due to shipping disruptions, while instability around the Strait of Hormuz has driven up logistics, insurance, and fuel costs, causing delays and container shortages. Rising prices of imported fertilizer inputs from the Gulf are further pressuring domestic agricultural production.

These disruptions have forced a strategic pivot toward intensified shelf-life and stability testing to manage extended transit times, alongside frequent re-verification of products rerouted to alternative destination markets. Furthermore, surging energy costs and supply chain volatility for laboratory reagents have increased operational overhead, accelerating an industry wide shift toward localized, on-site testing and mobile diagnostics to de-risk quality assurance from centralized, vulnerable logistics hubs.

Outlook

The Indian market is poised for long-term sustainability as the food processing industry matures. The integration of advanced analytical tools and the expansion of third-party testing services are expected to remain key themes. As regulatory oversight continues to harmonize with global standards, the demand for comprehensive contaminant testing covering pesticides, antibiotics, toxins, and heavy metals will serve as a critical pillar for brand protection and public health safety.

(Source: Grand View Research, Money Control, NDTV, Outlook Business, Deccan Chronicle, The ET)

• Electrical and Electronics Testing

India has emerged as a highgrowth market, driven by the government's push to develop a global electronics manufacturing hub and strengthen indigenous R&D capabilities, including in the defence and strategic sectors. The expansion of mandatory BIS certification continues to create stable, non-discretionary demand for domestic TIC services, while India has become the fastest-growing TIC submarket in Asia-Pacific, supported by up to USD 5 billion in production- linked incentives. Under the Atmanirbhar Bharat framework, scaling domestic manufacturing alongside defence-related R&D in areas such as aerospace, missiles, electronics, and secure communications is increasing the need for compliance with international certification standards, including advanced EMI/ EMC testing to support reliable and mission-critical systems. The forthcoming USD 5 billion Mobile PLI 2.0 scheme is expected to further deepen the domestic manufacturing base and drive incremental certified testing requirements.

Near-term risks have risen due to the Iran-US-Israel conflict, which has pushed up energy costs for a country sourcing roughly half of its crude and most LNG from the Middle East. Higher input prices are pressuring manufacturing margins, delaying product launches, and slowing the flow of goods entering the certification cycle, while heightened geopolitical uncertainty is weighing on private investment and R&D pipelines.

Outlook

Despite these pressures, the medium-term outlook for India's E&E TIC sector remains strong. Growth will be supported by automation-led testing innovations, rising demand for complex compliance services such as EMI/ EMC driven by defence and high-reliability electronics R&D, supply-chain diversification into India, and policy- driven manufacturing expansion. The combination of regulatory requirements, domestic capability building across commercial and defence sectors, and global supply-chain realignment positions India's TIC sector for sustained outperformance.

(Source: Manufacturing today India, Verified Market Reports, Ministry of Defence, DRDO, MIL-STD Reamt)

4. Environment Testing Industry

4.1 Global Scenario

The global environmental testing market is evolving rapidly, shaped by increasingly stringent compliance requirements, advances in analytical technologies, and a growing emphasis on sustainable operations. The market expanded from USD 8.07 billion in 2025 to USD 8.61 billion in 2026, reflecting steady demand for accurate and timely environmental monitoring across industrial, utility, laboratory, agricultural, and government applications.

Environmental testing supports regulatory alignment, public-health protection, and environmental risk mitigation through comprehensive analysis of air, water, soil, and noise samples. The market encompasses a broad range of testing technologies, from conventional methods to advanced solutions such as chromatography, mass spectrometry, molecular diagnostics, and PCR-based testing, enabling faster, more reliable, and increasingly field-deployable assessments of chemical, microbiological, physical, and radiological contaminants.

Outlook

Over the forecast period, the environmental testing market is projected to grow at a compound annual growth rate of 6.9%, reaching approximately USD 12.9 billion by 2032. Growth is expected to be supported by tighter environmental regulations, expanding sustainability initiatives, and increased adoption of digital, AI-enabled, and real-time monitoring solutions. While rising tariffs and supply-chain pressures have increased procurement costs for analytical equipment and reagents, organizations are responding through localized sourcing and diversified supplier strategies, supporting continued market resilience and long-term growth. (Source: Research and markets)

The environmental testing market in India continues to expand, driven by stricter environmental regulations, increased industrial activity, and rising ESG compliance across sectors. In 2025, the market generated revenues of approximately USD 535.9 million, supported by demand from manufacturing, infrastructure, pharmaceuticals, and utilities. Rapid testing technologies led the market due to faster turnaround times and growing adoption for regulatory compliance and monitoring applications.

Outlook

Looking ahead, the India environmental testing market is expected to grow at a CAGR of around 8.9% during 2026- 2033, reaching an estimated USD 1,053.0 million by 2033. Growth is anticipated to be driven by tighter enforcement of environmental norms, sustained industrial and infrastructure development, increased corporate focus on sustainability disclosures, and continued adoption of rapid and automated testing solutions. The long-term outlook for the sector remains positive, with stable demand visibility and opportunities for technology-led service expansion.

(Source: Grandview Research)

5. Overall Industry Outlook

Global Scenario

The global CRO, drug discovery, pre-clinical, BA/BE, CT, TIC, food safety, E&E testing, and environmental testing industries are positioned for continued growth despite rising geopolitical and macroeconomic risks. Strong R&D investments, increasing therapeutic complexity, and rising outsourcing to specialized CROs support long-term demand across drug discovery and pre-clinical services. BA/BE and analytical testing continue to expand due to generics growth and evolving regulatory standards. In TIC and food/agri testing, supply chain globalization and stringent compliance drive sustained activity. While energy-linked inflation, disrupted shipping routes, and equipment cost pressures pose near-term challenges, digitalization, AI adoption, and supply-chain reorientation underpin a resilient medium-term global outlook.

Indian Scenario

India's life sciences, CRO, TIC, food testing, and environmental testing sectors are set for strong expansion, supported by cost advantages, regulatory reforms, and growing integration into global value chains. Pharmaceutical CRO and drug discovery outsourcing markets are accelerating due to rising R&D costs, patent expiries, and India's deep scientific talent pool. Pre-clinical and BA/BE services benefit from simplified approval pathways, expanding clinical trial infrastructure, and increasing generics demand. The TIC sector is strengthened by industrial growth, mandatory certification, and PLI-driven electronics manufacturing. Food and environmental testing are rising due to stricter standards and supply-chain disruptions. Overall, India remains a high-growth, strategic hub despite global volatility.

Risks and Concerns

The Company operates in an environment marked by heightened global uncertainty. The escalation of geopolitical tensions, particularly the 2026 Middle East conflict, poses significant macroeconomic risks through rising energy prices, volatile shipping routes, and elevated inflationary pressures. These developments may adversely impact operating costs, laboratory consumables, freight, and turnaround timelines across the services Vimta provides. The risk of global growth deceleration, as projected in revised IMF assessments, remains a source of concern for demand visibility in export-linked segments.

Across the CRO, drug discovery, pre-clinical, and BA/BE markets, the increasing complexity of R&D, tightening regulations, and varying global compliance requirements elevate execution risks. Stringent cGMP, GLP, GCP, and REACH-driven obligations can increase project timelines and operational costs. BA/BE studies face risks from evolving regulatory scrutiny, data integrity expectations, and the need for robust bioanalytical validation. Delays or changes in regulatory frameworks despite recent process simplifications in India remain a key area of uncertainty.

The TIC and analytical testing industries face challenges from equipment cost inflation, reagent supply instability, and rising expectations for advanced testing capabilities. The food and agri-testing ecosystem remains exposed to logistics disruptions, supply chain bottlenecks, and volatile fertilizer import prices, which can affect sample flow and test volumes. In electrical and electronics testing, especially for defence EMI/EMC services, rising input costs and delayed capital expenditure cycles may slow customer investments.

Competitive pressures are intensifying across all service lines due to consolidation, global CRO expansion, and increased entry of domestic players. Maintaining pricing discipline amid tightening margins, especially in commoditized segments, is an ongoing challenge. Talent availability and retention, particularly in specialized scientific and regulatory roles, represent structural operational risks.

Cybersecurity, data protection, and confidentiality risks also remain high due to the sensitive nature of client research data, clinical records, and regulatory submissions. The shift toward digital and decentralized testing models increases exposure to system vulnerabilities, requiring sustained investment in secure digital infrastructure.

Overall, while long-term demand fundamentals remain strong, the Company must navigate an environment characterized by geopolitical volatility, regulatory complexity, supply chain fragility, cost pressures, and intensifying competition, any of which may affect operational performance and growth trajectories.

Competitive Landscape

Global Landscape

Globally, the CRO, drug discovery, pre-clinical, bioanalytical, and TIC industries are witnessing increased consolidation, driven by rising R&D complexity, demand for end-to-end capabilities, and the need for scale in technology and regulatory compliance. Large multinational CROs are expanding portfolios through acquisitions in advanced modalities, bioanalysis, toxicology, and digital clinical platforms. The TIC industry is also consolidating, with leading players strengthening capabilities in food testing, E&E testing, environmental testing, and specialized regulatory services. Competitive intensity continues to increase as technology-enabled service models AI-driven discovery, biosimulation, organ-on-chip, rapid diagnostics, and automated laboratories differentiate global leaders from mid-size and niche providers.

India Landscape

India's competitive environment is strengthening as the country emerges as a preferred global hub for CRO, drug discovery outsourcing, BA/BE studies, analytical testing, and TIC services. Domestic CROs are expanding capacity, building GLP/GCP/GMP - aligned infrastructure, and investing in toxicology, bioanalysis, DMPK, and specialty chemistry capabilities. Regulatory reforms and cost advantages are attracting global partnerships, while local consolidation is accelerating as firms seek scale, deeper scientific expertise, and multi-site capabilities. In TIC, competition is intensifying across food, E&E, and environmental testing, supported by expanding PLI incentives, mandatory certification requirements, and growing demand for EMI/EMC, and high-reliability testing. Overall, India's competitive positioning is improving as companies integrate advanced technologies, expand geographic reach, and align with global quality standards.

Outlook for VIMTA

The outlook for Vimta remains constructive over the medium to long term, supported by favourable industry growth trends and sustained outsourcing across its service lines, alongside increasing opportunities to leverage AI and other technological advancements to enhance productivity, turnaround times, and operating efficiency. However, the short-term outlook remains uncertain given potential disruption from supply-chain constraints in critical reagents and chemicals, volatility in food-testing volumes linked to trade flows between India, the Middle East, and Europe, constraints in sourcing for large-animal testing and soil imports for European REACH-related programs, and rising manpower costs amid growing competition for scientific talent. Notwithstanding these near-term uncertainties, the Company remains well positioned to navigate such factors through its diversified service portfolio, strong domestic franchise, expanding international client base, proven quality and compliance track record, specialised scientific capabilities, economies of scale, and ability to ramp up capacity in line with demand. The Company's experienced senior management and scientific leadership further strengthen execution resilience and strategic agility. Taken together, these strengths provide a strong foundation for sustained growth, deeper client engagement, improved operating leverage, and a positive medium- to long-term outlook.

2.1 OUR STRENGTHS & STRATEGIES

Your Company's strengths have been its human resources, processes, partnerships, and unparalleled laboratory infrastructure. VIMTA provides services to its customers through processes and procedures that are oriented to deliver strong compliance with regulatory requirements, thereby maintaining the integrity of data and the reports, and minimizing risks to the customers. VIMTA has a track record of strong science and quality over a 42-year history, earning it a reputation as a leading, high-quality, sophisticated contract research and testing organization. Over the years, it has developed a wide range of capabilities and offers high-value, advanced testing services to support product research and development. VIMTA believes it is amongst the leaders in the domestic market for GMP analytical services and GLP nonclinical services. The GMP, GLP and GCP compliant services have been successfully audited several times during the year by customers, regulatory agencies, accrediting and certifying bodies.

In addition to its established pre-clinical research, clinical research, and analytical capabilities, VIMTA has strengthened its biopharmaceutical services platform through backward integration across the biologics and peptides drug development continuum. The Company has introduced integrated contract research and development services spanning clone development to product development, including upstream and downstream process development, impurity control studies, and titer enhancement. This integrated capability enables VIMTA to engage across the biologics and peptides development value chain, thereby enhancing scientific continuity, strengthening customer relevance, and expanding value capture across multiple stages of development. It positions the Company as a differentiated, end-to-end contract research and development partner for biologics and peptides, with the ability to deliver integrated solutions spanning the service continuum.

Similarly, in the food testing business, VIMTA is recognized as the leader not only in its testing expertise, technologies, and quality, but also in its scale. VIMTA has the largest pan-

India network of full-fledged laboratories, positioning it to take more market share within the industry and continue to grow. It is counted as a center of excellence for the country by government organizations as well.

In both food and above-mentioned product development services for biopharmaceutical companies, the broad spectrum of our services, cutting edge instrumentation and facilities with large footprint allows VIMTA to offer a comprehensive set of scientific laboratory services. Further, the scale of services enables us to continuously develop and refine our expertise and enhance our ability to bend the cost and time curve of services to our customers. The Company has strengthened its presence in Electronics and Electrical testing and is better positioned to serve the defence, industrial, telecom, and medical devices sectors with enhanced operational capacities and wider market reach.

Across all its business units, the company believes that the technical and scientific expertise of its dedicated employees provides it with a competitive advantage. With a large pool of scientists holding advanced, masters or equivalent degrees, including PhDs, VIMTA has an edge due to the varied-scientific talent pool. The compliment of scientific domain expertise is leveraged often to create innovative as well as comprehensive solutions for customers across industries.

VIMTA has strategically developed and oriented its research and testing laboratory services towards the lucratively growing industries and their outsourcing needs, to position itself to win high value-add business. The service model is focused on providing customers with both stand-alone services as well as a mix of full-service contracts. VIMTA leverages its experience in managing laboratory operations for over 40+ years, to create efficient processes delivering quality outputs that help in maintaining long-term stable customer relationships. Furthermore, your company is focused on continuous operational improvements and prudent cost management. Your company believes that its strong financial profile demonstrates the quality and efficiency of the business model and positions it for continued growth.

2.2 KEY FINANCIAL RATIOS

Reason for % change from previous year: Debt service coverage ratio improvement aided by decrease in interest cost owing to debt repayment and increase in earnings available for debt service driven by higher operating revenue.

2.3 MATERIAL DEVELOPMENTS IN HUMAN RESOURCES/ INDUSTRIAL RELATIONS, INCLUDING NUMBER OF PEOPLE EMPLOYED

Vimta has highly talented workforce of 1384 employees out of which 71.11% are scientists. During the year, with the commitment to upskill and retain talent, the company continued to provide various trainings as well as other employee engagement activities. We are focused on increasing productivity of our employees and engaging them well for achieving greater connect to business goals and objectives using various initiatives. The company is using technology effectively to drive some of these employee centric initiatives.

2.4 INFRASTRUCTURE

Vimta is one of India's largest Contract Research & Testing Organisations, headquartered in Hyderabad. As on 31st March 2026, the Company has a network comprising its Registered Office & Central Laboratory at Cherlapally, Hyderabad, a Life Sciences Campus at Genome Valley, Hyderabad. The Company also operates one (1) Electricals & Electronics laboratory and six (6) Food branch laboratories, and one (1) liaison office in Kolkata. The total built-up area of the laboratories is approximately 6,00,000 sq. ft.

2.5 FORAY INTO BIOLOGICS

Vimta has forayed into the niche segment of contract research and development of biologics and peptides in the year 2025-26. The program commenced with strategic manpower recruitment, assessment of infrastructure and technical requirements across upstream, downstream, and analytical development functions. Based on the project scope, procurement of advanced laboratory equipment and development of dedicated laboratory infrastructure were systematically executed. The laboratories have been fully commissioned, including completion of equipment installation, operational qualification and facility readiness. This was followed by establishment of quality and operational systems to support compliant and efficient biopharmaceutical development activities.

We have been engaged in advanced discussions with several customers and are confident of successfully commercializing this business in FY 2026-27, in line with our expectations.

2.6 RISKS & CONCERNS

Risks are inherent to any business. They are managed by the Company through a risk management process of risk identification and risk mitigation, through risk reduction strategies & plans and continuous monitoring of the effectiveness of the risk mitigation measures to control them.

The Company has established a robust risk management framework for identifying, assessing, monitoring, and mitigating risks across its operations. The Risk Management Committee continues to oversee the implementation and effectiveness of the Company's Risk Management Policy and Enterprise Risk Management Framework, supported by a comprehensive Risk Register for systematic monitoring and management of key risks. The Board of Directors periodically reviews the risk management framework to ensure that significant risks are appropriately identified and mitigated, and the Company maintains adequate internal control systems and procedures commensurate with the nature and size of its business.

Vimta continues to strive to stay ahead on the competition curve through creation of new service opportunities, operational excellence and uncompromising commitment to quality, regulatory compliance, and customer service. However, there may be certain risk factors that could adversely impact business.

Quality related risks: Poor performance in regulatory audits and accreditation body audits could adversely impact our business. Maintaining quality and compliance is part of every activity in the organization. The management leads the quality culture, understanding very well that this is critical for business success and survival. However, unforeseen poor or inadequate performance by employees could lead to regulatory risks. There are adequate built in controls and checks to mitigate this risk. Nevertheless, these risks cannot be ruled out.

IT related risks: The Company's operations are dependent on the reliability, security, and uninterrupted functioning of its laboratory, data management, and communication systems. Any system failure, cyber-attack, unauthorized access, or data breach could adversely affect operations and business continuity. To mitigate these risks, the Company maintains robust backup and disaster recovery mechanisms, continuously upgrades its IT infrastructure. Systems and tools such as multi stage authentication, least-privilege access, device validation, and enhanced monitoring across critical digital assets have been implemented. However, despite these measures, the risk of disruption cannot be entirely eliminated.

Service failure related risks: We are a scientific services organization and quality of service to the customers is critical for growth of our business. Quality of service is related to our ability to deliver reports and projects with scientifically reliable and accurate information; compliance to contractual requirements, regulations, standards, guidelines as applicable; and service customers with professional and ethical conduct. If we fail to perform our services per these expectations, we could lose confidence of our customers who may choose not to award further work to us or make claims against us for breach of our contractual obligations. Any such action could have a material adverse effect on our reputation, business, results of operations, financial condition and/ or cash flows. Our mitigation strategy is directed towards continuously strengthening our capabilities and learning and implementing best practices. In addition, we have strengthened our customer feedback mechanisms through stringent review systems and appropriate preventive actions.

Financial risks: Vimta makes continuous investments in capacity expansion, market reach and new business streams. These investments are based on good business judgement through market study, backed by strong planning and risk mitigation measures. However, time factors and market dynamics could delay results and/ or create risks in obtaining returns on such investment. Other financial risks include bad debts from customers for various reasons; and liquidity risks as a result of any poor cash flows that could further lead to non-servicing of loans. Your company has dedicated groups for customer relations management and credit control. There are adequate checks to identify risky customer accounts and control business with them to minimize risks. Nevertheless, these risks cannot be completely ruled out.

Data risks: As a third-party provider of services, we often get into various service agreements, with customers including requirements on data confidentiality, data security and IP protection. Given the large scale of human resources involved in our organization, and the inherent vulnerability of IT solutions deployed, we may be at risk as a result of unintentional violations of customer contracts and agreements, which could further lead to significant legal risks for the business. This is mitigated through strong physical security and electronic security systems; trainings to employees, business continuity processes such as electronic data disaster recovery systems; confidentiality oaths from employees; well-propagated whistle blower policies etc. Nevertheless, these risks cannot be completely ruled out.

Growth and personnel related risks: Growth if not managed well places a strain on human, operational and financial resources. To manage our growth, we must continue to attract and retain talented staff across the business operations. Management pays strong attention to continuously building and improving operating and administrative systems to enhance productivity of personnel and processes and also to have a stronger administrative control on the businesses spread at various locations across the country. Given the dependency of business on quality of personnel there are inherent risks associated with personnel's abilities and ethical conduct, which may impact adversely customer satisfaction. Thus, if we are unable to manage our growth effectively, we could lose business from our customers. Further, if we are unable to recruit, retain and motivate key personnel, our business could be adversely affected. Our success depends on the collective performance, contribution and expertise of our senior management team and other key personnel throughout our businesses, including qualified management, professional, operational, scientific, technical, and business development personnel. There is significant competition for qualified personnel in all the industries that we operate in, particularly personnel with significant experience and expertise. The loss of any key executive, or our inability to continue to recruit, retain and motivate key personnel in a timely fashion, may adversely impact our ability to compete effectively and grow our business and negatively affect our ability to meet our short and long-term business and financial goals. Company takes several steps to maintain a motivated and engaged team. Initiatives such as ESOPs to attract & retain talent, rewards and recognition programs, personnel competency enlargement programs etc., are among the many best practices followed by the company. Nevertheless, the risks related to growth and personnel cannot be completely ruled out.

Other risks: A few more such risks and concerns are, change in regulations and regulatory environment; downturn in economies that our business operates in; steep drop-in service prices from competition; increase in prices of input material; changes in laws such as tax laws etc. External risks also include foreign exchange risks; interest rate risks; risks from terrorism etc. Further there are also risks of critical equipment breakdowns, power breakouts, short supply of any input material or consumable, fire, and other natural calamities. These are handled through a robust business continuity plan where adequate backups are created and tested from time to time for their effectiveness, nevertheless, these risks cannot be completely ruled out. It is possible that the above list of risks does not cover all risks exhaustively. However, being an experienced organization, the mitigation measures are in-built into the organization, its strategy and processes, which have so far helped the organization go through, and grow through, various phases of business and the market situations. It will be management's continuous endeavour to develop strategies that would help the organization de- risk its business & grow with opportunities.

3 DIVIDEND

Your directors have recommended a final dividend of ^ 2/- per equity share of ^ 2/- each, for financial year 2025-26, subject to approval of members.

Dividend Distribution Policy

The Dividend Distribution Policy as formulated and adopted by the Board in terms of Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is available on the Company's website and can be accessed at: httDs://vimta.com/wD-content/ uploads/Dividend-Distribution-Policv.pdf

4 TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION & PROTECTION FUND (IEPF)

Members may please note that as per the provisions of Sections 124 & 125 of the Companies Act, 2013, read with Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, dividends that remain unclaimed for a period of seven consecutive years from the date of transfer to the Unpaid Dividend Account shall be transferred to the Investor Education & Protection Fund.

The details of the unclaimed dividends as on 31st March 2026 and the due dates on which those unclaimed dividends are liable to be transferred to the Investor Education & Protection Fund are given below:

5 TRANSFER TO RESERVES

No amount is proposed to be transferred to the reserves during the year under review.

6 CORPORATE GOVERNANCE REPORT

In compliance with the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate Report on Corporate Governance, together with a certificate from a Practicing Company Secretary confirming compliance with the conditions of Corporate Governance, is attached, which forms an integral part of this Board's Report.

The Corporate Governance Report is enclosed as Annexure A to this Report.

7 ANNUAL RETURN

Pursuant to Section 92(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, a copy of the Annual Return of the Company is available on the website of the Company and can be accessed at https://vimta.com/wp- content/uploads/MGT-7-Website-Upload.pdf

8 CORPORATE SOCIAL RESPONSIBILITY

During the year under review, the Company has spent a total sum of Rs. 1,39,21,028/- (Rupees One Crore Thirty- Nine Lakhs Twenty-One Thousand Twenty-Eight only) on CSR activities as approved by the CSR Committee. The disclosure required under Rule 8 of Companies (Corporate Social Responsibility Policy) Rules, 2014 is enclosed as Annexure I to this report. There is a surplus of Rs. 871 (Rupees Eight Hundred Seventy-One) spent during the financial year under review.

9 MEETINGS OF THE BOARD

During the year under review, four (4) Meetings of the Board were convened and held, the details of which are given in the Corporate Governance Report, which forms part of this report. The intervening gap between the Meetings was within the limits prescribed under the Companies Act, 2013.

The Board Meetings of the Company were convened and conducted in compliance with the applicable provisions of the Companies Act, 2013 and Secretarial Standard on Meetings of the Board of Directors (SS-1).

10 SHARE CAPITAL

As at the end of the year, following is the status on share capital:

1. Authorised share capital: Rs. 11,99,99,500 (Rupees Eleven Crore Ninety-Nine Lakhs Ninety-Nine Thousand Five Hundred only) divided into 5,99,99,750 equity share of Rs. 2/- each.

2. Paid up capital: Rs. 8,93,38,710 (Rupees Eight Crore Ninety-Three Lakhs Thirty-Eight Thousand Seven Hundred and Ten only) divided into 4,46,69,355 equity shares of Rs. 2/- each.

3. ESOPs allotted during the year under review: 1,82,059 equity shares of Rs. 2/- each to the Employees upon exercise of Employee Stock Options under "Vimta Labs Employee Stock Option Plan 2021". The disclosure under Section 67(3)(c) of the Act in respect of voting rights not exercised directly by the employees of the Company is not applicable.

11 ISSUE OF SHARES

During the financial year under review, the Company has not:

i) Issued any shares with differential voting rights pursuant to provisions of Rule 4 of the Companies (Share Capital and Debenture) Rules, 2014.

ii) Issued any sweat equity shares to any of its employees, pursuant to the provisions of Rule 8 of the Companies (Share Capital and Debenture) Rules, 2014.

No shares were bought back during the financial year under review.

Bonus Issue

The Board of Directors, at its meeting held on 28th April 2025, recommended the issue of bonus equity shares, which was subsequently approved by the shareholders at the 35th Annual General Meeting held on 06th June 2025. The shareholders approved the issuance of 2,22,52,784 (Two Crore Twenty-Two Lakh Fifty-Two Thousand Seven Hundred and Eighty-Four) bonus equity shares in the ratio of 1:1, i.e., 1 (One) bonus equity share of ^2/- each for every 1 (One) fully paid-up equity share held.

Pursuant to the aforesaid approval, the Board of Directors allotted the said bonus equity shares on 14th June 2025, to the eligible shareholders as on the record date, i.e., 13th June 2025.

12 FINANCING THE PURCHASE OF SHARES OF THE COMPANY

During the financial year under review, the company has not given, either directly or indirectly, nor by means of a loan, guarantee, the provision of security or otherwise, financial assistance for the purpose of, or in connection with, a purchase or subscription made or to be made, by any person of or for any shares in the company in violation of the provisions of Section 67 of the Companies Act, 2013.

13 EMPLOYEE STOCK OPTION PLAN

The Members of the Company, at their 31st Annual General Meeting held on 05th July 2021, approved the "Vimta Labs Employee Stock Option Plan 2021" ("ESOP 2021") and the grant of stock options to the eligible employees of the Company under the said plan. Pursuant to the same, the Company obtained in-principle approval from the Stock Exchanges for the grant of 6,63,234 stock options.

Further, the Members of the Company, at their 35th Annual General Meeting held on 06th June 2025, approved the issue of bonus equity shares in the ratio of 1:1 to the eligible members as on the record date, i.e., 13th June 2025. Consequent to the bonus issue, the Company obtained additional in-principle approvals from the Stock Exchanges for 5,18,260 stock options under ESOP 2021.

Accordingly, the total in-principle approvals obtained from the Stock Exchanges aggregate to 11,81,494 stock options under ESOP 2021.

Out of the aforesaid, the Nomination and Remuneration Committee, at its meetings held from time to time, has granted stock options at various stages, as detailed below:

On receipt of the in-principle approval from both the Stock Exchanges (post bonus issue) for 5,18,260 grants, eligible employees were granted benefits pursuant to Clause 13.3 of the Vimta Labs Employee Stock Option Plan, 2021. Consequently, the total adjusted eligible employee grants pursuant to the bonus issue stood at 3,41,099.

Further, during the financial year under review, the company allotted 1,82,059 equity shares of ^ 2/- each to the Employees upon exercise of Employee Stock Options under "Vimta Labs Employee Stock Option Plan 2021."

The details of "Vimta Labs Employee Stock Option Plan 2021" form part of the Notes to Accounts of the Financial Statements in this Annual Report.

The disclosures pursuant to Regulation 14 of Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 can be accessed at https://vimta.com/wD-content/uploads/Rea 14.pdf and the same are enclosed as Annexure II to this report together with a certificate obtained from the Secretarial Auditors confirming compliance with the Companies Act, 2013 and the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, which is enclosed as Annexure III to this report.

14 CHANGE IN NATURE OF BUSINESS

There was no change in the nature of business of the Company during the financial year under review. However, the Company has forayed into Contract R&D of Biologics and Peptides, in addition to its existing services.

15 CHANGES IN MEMORANDUM OF ASSOCIATION

During the financial year under review, the Memorandum of Association (MoA) of the Company was amended, pursuant to the approval accorded by the shareholders at the 35th Annual General Meeting held on 06th June 2025. Specifically, the Main Object Clause (Clause III·A) was altered to enable the Company to undertake activities in the Biologics Contract Research and Development and Manufacturing (CDMO) segment. This includes contract development, analytical testing, and other R&D services relating to biologics and peptide-based drug development and manufacturing support. The aforesaid amendment was carried out in strict compliance with the applicable provisions of the Companies Act, 2013.

16 PARTICULARS OF DEPOSITS

During the financial year under review, the company has not accepted any deposit pursuant to the provisions of Sections 73 and 76 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014. Thus, there is no non-compliance with the requirements of Chapter V of the Companies Act, 2013.

17 SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

During the financial year under review, no company has become or ceased to be a subsidiary, joint venture, or associate company of the Company.

18 PARTICULARS OF LOANS AND GUARANTEE GIVEN, SECURITY PROVIDED AND INVESTMENT MADE

As required under Section 186(4) of the Companies Act, 2013, particulars of loans, guarantees given, securities provided, and investments made by the Company are disclosed in Annexure IV and the Notes to the Financial Statements.

(Refer note no. 45 of Financial Statements).

19 PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

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 are provided in Annexure V to this Report.

Any Member interested in obtaining information pursuant to Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, may write to the Company Secretary at the Registered Office of the Company or send an email to shares@vimta.com.

20 AUDITORS

a) Independent Auditor's Report

During the financial year under review, the Company's auditors have not made any qualification, reservation or adverse remark or disclaimer in their Report on the financial statements of the Company and there were no instances of frauds reported by the auditors under Section 143(12) of the Companies Act, 2013.

b) Statutory Auditors

Pursuant to the provisions of Sections 139, 142 and other applicable provisions of the Companies Act, 2013 read with the rules made thereunder, M/s Gattamaneni & Co., Chartered Accountants (Firm Reg. No. 009303S) were appointed as Statutory Auditors of the Company for a term of five consecutive years from the conclusion of the 32nd Annual General Meeting (AGM) held on 25th June 2022 on a remuneration mutually agreed by the Board of Directors and the Auditors. They hold office until the conclusion of the 37th Annual General Meeting to be held in the calendar year 2027. The auditors have confirmed that they hold valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India and are eligible to continue to hold the office for rest of their tenure.

c) Internal Auditors

Pursuant to the provisions of Section 138 of the Companies Act, 2013 and based on the recommendations of Audit Committee, the Board of Directors at their meeting held on 06th May 2026, have reappointed M/s Chaitanya V & Associates, Chartered Accountants as Internal Auditors of the Company for the financial year 2026-27. M/s Chaitanya V & Associates, Chartered Accountants, have confirmed their willingness and eligibility to be reappointed as the Internal Auditors of the Company. Further, the Audit Committee in consultation with Internal Auditors, formulated the scope, functioning periodicity and methodology for conducting the Internal Audit.

d) Cost Auditors

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, the Board of Directors at its meeting held on 17th July 2025, took note of the change in constitution of M/s Lavanya and Associates, Cost Auditors, from proprietorship firm to Limited Liability Partnership, namely M/s Lavanya and Associates LLP (LLP Identification Number: ACO-7111), and treated the same as a casual vacancy. Based on the recommendation of the Audit Committee, the Board approved the appointment of M/s Lavanya and Associates LLP as Cost Auditors for FY 2024-25 and FY 2025-26 at a remuneration of ^50,000/- (Rupees Fifty Thousand only) plus applicable GST per financial year.

Further, based on the recommendation of the Audit Committee, the Board at its meeting held on 06th May 2026, approved the re-appointment of M/s Lavanya and Associates LLP as Cost Auditors of the Company for the financial year 2026-27 at a remuneration of ^50,000/- (Rupees Fifty Thousand only) plus applicable GST.

In accordance with the provisions of the Companies Act, 2013, a resolution seeking ratification of the remuneration payable to the Cost Auditors for financial years 2024- 25, and 2025-26, is included in the Notice of 36th Annual General Meeting.

The Company has received the necessary consent and certificate of eligibility from the Cost Auditors confirming their eligibility for appointment.

e) Maintenance of cost records

The Company has maintained the cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013 for the services covered under the said section.

f) Secretarial Auditors

Pursuant to the provisions of regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 204 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Shareholders at the 35th Annual General Meeting appointed M/s D Hanumanta Raju & Co., Practicing Company Secretaries as Secretarial Auditors on a remuneration mutually agreed by the Board of Directors and the Secretarial Auditors for a term of five consecutive years from the conclusion of the 35th Annual General Meeting until the conclusion of the 40th Annual General Meeting of the Company to be held in the year 2030. The auditors have confirmed that they hold valid Peer Review certificate issued by the Institute of Company Secretaries of India and are eligible to continue to hold the office for rest of their tenure.

The Secretarial Auditors' Report for financial year 2025-26 does not contain any qualification, reservation or adverse remark. The Secretarial Audit Report for the financial year 2025-26 in the prescribed form MR-3 is enclosed with this Report as Annexure VI.

g) Annual Secretarial Compliance Report

The Secretarial Compliance Report for the financial year ended 31st March 2026, required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, has been issued by M/s D. Hanumanta Raju & Co., Practicing Company Secretaries, for submission to both the Stock Exchanges in due compliance with the applicable guidelines.

h) Disclosure as per Section 143(12)

During the financial year under review, neither the Statutory Auditors nor the Secretarial Auditor have reported any offence of fraud committed by the Company's officers or employees under Section 143(12) of the Act to the Central Government or to the Audit Committee.

21 AUDIT COMMITTEE

The Board has constituted the Audit Committee as per the provisions of Section 177 of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The composition, attendance, powers and role of the Audit Committee are included in Corporate Governance Report. All the recommendations made by the Audit Committee were accepted by the Board of Directors.

22 COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD MEETINGS AND GENERAL MEETINGS

During the financial year under review, the Company has complied with the Secretarial Standards issued by the Institute of Company Secretaries of India as applicable to Board Meetings and General Meetings.

23 POSTAL BALLOT

During the financial year under review, no Postal Ballot notice was issued.

24 DIRECTORS' RESPONSIBILITY STATEMENT

Directors' Responsibility Statement as required under Section 134 (5) of the Companies Act, 2013 (the Act), Directors of your Company hereby state and confirm that:

a) In the preparation of the annual accounts, the applicable accounting standards have been followed, along with proper explanation relating to material departures, if any;

b) They had selected such accounting policies as mentioned in the notes to the financial statements 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 as at 31st March 2026 and of the profit and loss of the Company for the year ended on that date;

c) They had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d) They had prepared the annual accounts on a going concern basis;

e) They had laid down proper internal financial controls to be followed by the Company and that such internal financial controls were adequate and were operating effectively; and

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

25 DIRECTORS AND KEY MANGERIAL PERSONNEL

The Board of Directors of the Company is constituted in compliance with the requirements of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. It comprises an appropriate mix of Executive Directors and Non-Executive Independent Directors, including a Woman Independent Director

a) Directors retiring by rotation

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Harriman Vungal (DIN: 00242621), Executive Director - Operations, retires by rotation at the ensuing Annual General Meeting and, being eligible, offered himself for re-appointment. The proposal for his re-appointment is included in the Notice of the Annual General Meeting (AGM) along with the requisite details. Subject to his re-appointment, Mr. Harriman Vungal will continue as Executive Director - Operations for the remainder of his tenure.

b) Changes in Directorship/Committee Position

During the financial year under review, there was no change in the composition of the Board except for the reappointment of Dr. Yadagiri Rs. Pendri (DIN: 01966100) as an Independent Director. Similarly, there was no change in the composition of the Board Committees during the year under review.

Currently, the Board has five committees: The Audit Committee, Nomination and Remuneration Committee, Stakeholders' Relationship Committee, Corporate Social Responsibility Committee and Risk Management Committee.

Composition of the committees is given below.

Note: The Board of Directors, at its meeting held on 06th

May 2026, approved the reconstitution of the Corporate Social Responsibility (CSR) Committee. Accordingly, the composition of the CSR Committee with effect from 07th May 2026 is as follows:

Disclosure by Directors

None of the Directors of the Company are disqualified as per the provisions of Section 164(2) of the Companies Act, 2013, and the Directors have made necessary disclosures to this effect. Further, the Company has obtained a Compliance Certificate pursuant to Regulation 34(3) and Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 from M/s D. Hanumanta Raju & Co., Practicing Company Secretaries. The said certificate is annexed to this report.

c) Appointment/ Re-appointment

i. At the 35th AGM held in 2025, Dr. Yadagiri Rs. Pendri (DIN:01966100) was reappointed as an independent director, not liable to retire by rotation, for the second and final term of five years commencing from 10th August 2025 to 09th August 2030;

ii. The Board of Directors in their meeting held on 06th May 2026, on recommendation of Nomination and Remuneration Committee and approval of Audit Committee, has re-appointed Dr. S P Vasireddi (DIN:00242288) as an Executive Chairman, liable to retire by rotation, for a term of five (5) years commencing from 01st July 2026 to 30th June 2031, subject to the approval of the shareholders at the ensuing Annual General Meeting.

d) Changes in the Key Managerial Personnel and their terms and conditions of appointment

Dr. Sivalinga Prasad Vasireddi (DIN: 00242288), Executive Chairman, Ms. Harita Vasireddi (DIN: 00242512), Managing Director, Mr. Harriman Vungal (DIN: 00242621), Executive Director - Operations, Mr. Satya Sreenivas Neerukonda (DIN: 00269814), Executive Director, Mr. Siva Rama Krishna Kambhampati, Chief Financial Officer and Ms. Sujani Vasireddi, Company Secretary, are the Key Managerial Personnel of the Company within the meaning of Sections 2(51) and 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

There have been no changes in the Key Managerial Personnel during the financial year under review.

e) Change in terms and conditions of Appointment

During the financial year under review, the shareholders approved changes in the terms and conditions of appointment, including remuneration, of the following Key Managerial Personnel at the 35th Annual General Meeting:

i. Ms. Harita Vasireddi, Managing Director (DIN: 00242512);

ii. Mr. Harriman Vungal, Executive Director - Operations (DIN: 00242621); and

iii. Mr. Satya Sreenivas Neerukonda, Executive Director (DIN: 00269814).

Mr. Siva Rama Krishna Kambhampati was appointed as the Chief Financial Officer of the Company at the Board Meeting held on 24th January 2025, with effect from 6th March 2025. There was no change in the terms and conditions of his appointment during the financial year under review.

During the financial year under review, there was no change in the terms and conditions of appointment of Ms. Sujani Vasireddi, Company Secretary & Compliance Officer of the Company.

f) Declaration by Independent Directors

As required under Section 149(7) of the Companies Act, 2013, all the Independent Directors of the Company have submitted declarations confirming that they meet the criteria of independence prescribed under Section 149(6) of the Companies Act, 2013 read with Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

g) All the Independent Directors of the Company are registered with and are members of the Independent Directors Databank maintained by the Indian Institute of Corporate Affairs (IICA).

h) It is hereby declared that in the opinion of the Board, each independent director appointed is a person of integrity and possess all the relevant expertise and experience (including proficiency). The Company has imparted necessary familiarization programme to the independent directors.

i) During the financial year under review, Dr. Yadagiri Rs. Pendri (DIN: 01966100), Independent Director of the Company, was re-appointed at the 35th Annual General Meeting.

26 POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION

Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors has approved and adopted a Policy for the selection, appointment and remuneration of Directors, Key Managerial Personnel and other employees of the Company, in accordance with the requirements of Section 178(3) of the Companies Act, 2013.

The Nomination and Remuneration Policy and the Board Diversity Policy are set out in Annexure VII and can also be accessed on the website of the Company at

Nomination and Remuneration Policy

https://vimta.com/wD-content/uploads/NOMINATION-AND-REMUNERATION-POLICY.pdf

Board Diversity Policy

https://vimta.com/wp-content/uploads/Board-Diversity-Policy.pdt

27 HUMAN RESOURCES

Our success depends on the collective performance, contribution, and expertise of our senior management team and several key personnel across the organization, including scientific, technical, administrative, and other business-enabling functions such as business development. With an employee base of 1384, the Company leverages diverse skills and domain expertise to build a scientifically strong and quality-driven organization. Vimta believes that its human resources are key to achieving sustainable business growth. Accordingly, to ensure employee satisfaction, the Company provides a safe, conducive, and productive work environment. Continuous efforts are made to attract new talent and retain existing employees.

To establish a strong connection with employees, several employee engagement initiatives are undertaken. Training and skill development programmes are regularly conducted to promote a culture of continuous learning. Specialised skill development and training programmes are also organised for identified talent pools. The Company continued its focus on employee well-being by organising mental health and wellness programmes aimed at promoting emotional resilience and stress management among employees. Further, various outdoor sports and recreational activities were introduced to encourage physical fitness, team bonding, and a healthy work-life balance, thereby fostering a positive and engaging work environment.

Keeping pace with technological advancements, the Company has digitalised several HR processes through substantial investments in technology and automation.

Employees are sufficiently empowered, and the Company believes that such a work environment enables teams to achieve higher levels of performance. The unwavering commitment of its employees continues to be the driving force behind the Company's profitable growth. Your Company appreciates the dedication, spirit, and valuable contributions of its employees.

28 PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All the contracts/ arrangements/ transactions entered by the Company during the year under review with related parties were in the ordinary course of business and at arm's length basis. The particulars of such contracts or arrangements with related parties, pursuant to the provisions of section 134(3)(h) of the Companies Act, 2013 and Rule 8 of the Companies (Accounts) Rules, 2014, in the prescribed form AOC-2 is enclosed as Annexure VIII to this report.

All Related Party Transactions are placed before the Audit Committee and the Board of Directors for their respective approvals. Omnibus approval of the Audit Committee is obtained in accordance with the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and in compliance with the applicable circulars, notifications, and FAQs relating to Industry Standards on "Minimum Information to be Provided to the Audit Committee and Shareholders for Approval of Related Party Transactions" for transactions that are repetitive in nature and can be foreseen.

The Company has formulated a Policy on Materiality of Related Party Transactions and on dealing with Related Party Transactions, including amendments made thereto from time to time, for the purpose of identification, monitoring, and regulation of such transactions. The said Policy is available on the website of the Company and can be accessed at https://vimta.com/wD-content/uploads/ Policy-on-Related-Party-Transactions.pdf .

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

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is enclosed as Annexure IX to this report.

30 RISK MANAGEMENT POLICY

The Risk Management Committee, constituted by the Board of Directors during the previous financial year, continues to oversee the implementation and effectiveness of the Company's Risk Management Policy and Enterprise Risk Management Framework, including the identification, assessment, monitoring, and mitigation of key risks. The Company also maintains a comprehensive Risk Register to systematically monitor, evaluate, and manage identified risks across the organisation. The Committee ensures effective implementation of risk management practices throughout the Company.

During the financial year under review, two (2) meetings of the Risk Management Committee were held. The details of the meetings are provided in the Corporate Governance Report. The Board of Directors continues to review and support the Company's risk management framework to ensure that significant risks are periodically identified, assessed, and appropriately mitigated. Further, details of key risks and the management's perception thereof are provided in the Management Discussion and Analysis section (refer point no.2) of this Report and also in the Business Responsibility and Sustainability Report (BRSR).

31 ANNUAL EVALUATION OF BOARD PERFORMANCE AND PERFORMANCE OF ITS COMMITTEES AND OF DIRECTORS

Pursuant to the provisions of the Companies Act, 2013 and Regulation 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out the annual performance evaluation of its own, that of its committees and individual directors.

A structured evaluation is performed covering various aspects of the Board's functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance aspects.

The performance evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors who also reviewed the performance of the Secretarial Department. All the evaluations had satisfactory outcomes.

32 CODE OF CONDUCT FOR BOARD OF DIRECTORS AND SENIOR MANAGEMENT PERSONNEL

The Company has adopted a comprehensive Code of Conduct ("Code") pursuant to Regulation 17(5) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, applicable to all Directors and Senior Management Personnel, including Independent Directors, as may be applicable based on their roles and responsibilities. The Code incorporates the duties of Independent Directors as prescribed under the Companies Act, 2013, and provides guidance for ethical conduct of business and compliance with applicable laws. Further, the Company has in place a policy on obligations of Directors and Senior Management Personnel for disclosure of committee positions and commercial transactions pursuant to Regulation 26(2), (5) and (6) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. All Directors and Senior Management Personnel have affirmed compliance with the Code. A declaration to this effect signed by the CEO forms part of this Report and is annexed as Annexure X to the Corporate Governance Report.

33 PREVENTION OF INSIDER TRADING

Pursuant to Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, the Company has adopted and complied to the Code of Internal Procedures and Conduct for Regulating, monitoring and reporting of trading by designated persons and their immediate relatives along with Code of Fair Disclosures.

34 PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT AT WORKPLACE

The Company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The company formed a committee to attend to the complaints and monitor implementation of the above Act. During the financial year ended 31st March 2026, the company has not received any complaints from employees regarding sexual harassment. The number of complaints filed, disposed of, and pending as of the financial year under review is zero (0).

35 VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has a Whistle Blower Policy in place, framed to deal with instances of fraud and mismanagement, if any in the Company. The Policy provides for adequate safeguards against victimization of employees who avail the mechanism and also provides for direct access to the Chairman of the Audit Committee. The details of the Policy are explained in the Corporate Governance Report and also posted on the website of the Company, which can be accessed at https://vimta.com/wp-content/uploads/ Whistle-Blower-Policv.pdt.

36 INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

A robust internal control mechanism is a prerequisite to ensure that an organisation functions ethically, complies with all legal and regulatory requirements and observes the generally accepted principles of good governance.

Your Company has adequate internal control systems for business processes, efficiency in its operations, and compliance with all the applicable laws and regulations. Regular internal checks and audits ensure that the responsibilities are being effectively executed. In-depth review of internal controls, accounting procedures and policies of Company is conducted. Your Company has adopted adequate internal controls and audit system commensurate with its size and nature of business. Internal financial control with reference to financial statement is adhered.

Internal audit is carried on a quarterly basis. The Internal Auditor reports directly to the Audit Committee of the Board, which ensures process independence. The Audit

Committee reviews the adequacy and efficacy of the internal controls, as well as the effectiveness of the risk management process across the Company. After reviewing the findings and suggestions, the Audit Committee directs the respective departments through Board to implement the same.

37 CASH FLOW STATEMENT

In compliance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Companies Act, 2013, and the applicable Accounting Standards, the Cash Flow Statement has been prepared and forms part of the Financial Statement for the year ended 31st March 2026 included in this Annual Report.

38 ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Company has established adequate internal financial controls with reference to the financial statements, commensurate with the size, scale, and complexity of its operations. These controls are designed to ensure the orderly and efficient conduct of business, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, and timely preparation of reliable financial information. The internal financial controls were operating effectively during the financial year under review.

Based on the internal financial control framework and compliance systems established and maintained by the Company, the audit and review processes carried out by the Internal Auditors, Statutory Auditors, and Secretarial Auditors, along with the periodic reviews undertaken by the Management and the relevant Board Committees, including the Audit Committee, the Board of Directors is of the opinion that the Company's internal financial controls with reference to the financial statements were adequate and effective as at 31st March 2026.

Pursuant to the Circular dated 07th January 2026 issued by the National Financial Reporting Authority (NFRA) on "Effective Communication Between Statutory Auditors and Those Charged With Governance (TCWG), including Audit Committees", the Company has constituted a Those Charged With Governance (TCWG) Committee to oversee the implementation of the requirements prescribed under the said circular.

In line with the recommendations of the aforesaid circular, the Company has also adopted an appropriate framework to facilitate structured and effective communication between the Statutory Auditors and the TCWG, including documentation, monitoring, and governance mechanisms, thereby strengthening the overall corporate governance and audit oversight processes

39 PROCEEDINGS UNDER THE INSOLVENCY & BANKRUPTCY CODE, 2016 (31 OF 2016)

During the financial year under review, the company has neither made any application under the Insolvency and Bankruptcy Code, 2016, nor any proceeding is pending under the said code.

40 BORROWINGS

During the financial year under review, the company has not approached its Bankers/Financial Institutions for one time settlement in respect of its borrowings. Accordingly, no valuation was done during the year under review.

41 TRANSFER OF SHAREHOLDING FROM ANDHRA PRADESH INDUSTRIAL DEVELOPMENT CORPORATION LIMITED TO TELANGANA STATE INDUSTRIAL DEVELOPMENT CORPORATION LIMITED

During the financial year under review, the shareholding held by Andhra Pradesh Industrial Development Corporation Limited ("APIDC") was transferred to Telangana State Industrial Development Corporation Limited ("TSIDC") with effect from 18th November 2025. The said transfer is pursuant to the bifurcation of the erstwhile State of Andhra Pradesh and the demerger scheme of APIDC in accordance with the provisions of the Andhra Pradesh Reorganisation Act, 2014.

In accordance with Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, APIDC was classified as a Promoter pursuant to the Investment Agreement dated 27th June 1991. In view of the transfer of shareholding and in accordance with Regulation 31A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, TSIDC has been classified as 'Promoter - Body Corporate' and APIDC has been reclassified under the 'Public' category, pursuant to the provisions of the Andhra Pradesh Reorganisation Act, 2014 enacted by the Parliament of India.

The matter relating to the Investment Agreement dated 27th June 1991 remains sub judice before the appropriate judicial authority.

42 MATERIAL CHANGES

No material changes have occurred subsequent to the end of the financial year of the Company to which the financial statements relate and till the date of the report, that have an impact on the financial position of the Company.

43 PARTICULARS OF SIGNIFICANT/MATERIAL ORDERS PASSED, IF ANY

During the financial year under review, there were no significant and material orders passed by any Regulator or Court or Tribunals which would impact the going concern status of the Company's operations in future.

44 BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

Your Company is committed to conducting its business in a responsible and sustainable manner by integrating environmental, social, and governance (ESG) principles into its operations and service delivery. As a leading testing, inspection, and certification Company, your Company plays a vital role in supporting quality, safety, and regulatory compliance across industries, thereby contributing to environmental protection and public health.

Your Company continues to strengthen its sustainability practices across its operations with a focus on efficient resource utilization, responsible waste management, energy conservation, and compliance with applicable environmental laws and regulations. Your Company also places strong emphasis on ethical business conduct, employee well-being, diversity and inclusion, and proactive stakeholder engagement as part of its ESG framework.

Through its services, your Company enables its clients to meet regulatory standards and sustainability objectives, thereby creating a positive impact across the value chain and the communities it serves.

In pursuance of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Business Responsibility and Sustainability Report (BRSR), describing the initiatives taken by your Company from an environmental, social and governance perspective, forms part of this Annual Report. Kindly refer to Annexure B for detailed disclosures.

45 GREEN INITIATIVE IN CORPORATE GOVERNANCE

The Ministry of Corporate Affairs (MCA), as part of its green initiative in corporate governance, has permitted companies to undertake paperless compliances and to serve Annual Reports and other documents to shareholders through electronic mode, subject to compliance with the prescribed conditions. Members who have not yet registered their email addresses are requested to register the same with their respective Depository Participants, in case the shares are held in electronic form, and with the Company's Registrar and Share Transfer Agent, CIL Securities Limited, in case the shares are held in physical form.

46 ACKNOWLEDGEMENTS

The Directors place on record their deep appreciation for the valuable contributions made by employees at all levels for their sincerity, hard work, solidarity, and dedicated support to the Company during the financial year under review. The Directors also express their gratitude to the shareholders, customers, vendors, consultants, bankers, and all other stakeholders for their continued trust and support extended to the Company.