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DIRECTORS' REPORT

Advanced Enzyme Technologies Ltd.

GO
Market Cap. ( ₹ in Cr. ) 3663.55 P/BV 2.73 Book Value ( ₹ ) 119.92
52 Week High/Low ( ₹ ) 571/258 FV/ML 2/1 P/E(X) 27.94
Book Closure 23/07/2025 EPS ( ₹ ) 11.72 Div Yield (%) 1.59
Year End :2025-03 

Your Board of Directors (“Board”) is pleased to present the 36th Annual Report of Advanced Enzyme Technologies Limited (“Company”)
along with the Audited financial statements for the financial year ended March 31,2025.

FINANCIAL HIGHLIGHTS

The financial performance of your Company for the financial year ended March 31, 2025 is summarized below:

(J in million)

Standalone

Consolidated

Particulars

Year ended
March 31, 2025

Year ended
March 31, 2024

Year ended
March 31, 2025

Year ended
March 31, 2024

Revenue from operations

3,514

3,655

6,369

6,239

EBITDA

706

1,052

1,944

2,045

Less:

Finance Cost

2

2

35

29

Depreciation and Amortisation

114

109

365

352

Add:

Other income

615

588

330

366

Profit before exceptional items and Tax

1,205

1,529

1,874

2,030

Exceptional items

0

189

0

151

Profit Before Tax (PBT)

1,205

1,340

1,874

1,879

Less: Provision for Taxation

Current tax

169

270

495

566

Deferred tax

12

(11)

39

(53)

MAT credit entitlement

-

-

(2)

(4)

Tax adjustment for earlier years

-

-

2

-

Tax expenses

181

259

534

509

Profit for the year

1,024

1,081

1,340

1,370

Surplus Brought Forward from the Previous Year

4,696

4,175

10,795

10,023

Amount Available for Appropriations

5,147

5,256

12,135

11,393

Earnings Per Share (Amount in H)

Basic

9.16

9.67

11.72

11.92

Diluted

9.15

9.66

11.71

11.92

RESULTS FROM OPERATIONS
Revenue - Consolidated

Your Company's revenue from operations on a consolidated
basis increased to H 6,369 million in the financial year 2024-25
(“
FY25”) from H 6,239 million in the financial year 2023-24
(“
FY24”), a growth rate of 2%. The total revenue comprises
international sales amounting to H 3,464 million (FY24 - H 3,133
million), an increase of 11% and domestic sales amounting to
H 2,905 million (including Export Incentives of H 4 million) (FY24 -
H 3,106 million (including Export Incentives of H 4 million),
decrease of 6%.

Your Company's domestic sales constitute about 46% of
revenue from operations during FY25 as compared to 50% of
revenue from operations during FY24. International sales were
54% of revenue from operations as compared to 50% of revenue
from operations during FY24.

Revenue - Standalone

Your Company's revenue from operations on a standalone
basis were H 3,514 million in FY25 from H 3,655 million
in FY24, a decrease of 4%. The total revenue comprises
international sales of H 1,270 million (FY24 - H 1,134 million),
an increase of 12% and domestic sales at H 2,244 million
(including Export Incentives of H 4 million) (FY24 - H 2,520 million
(including Export Incentives of H 4 million), a decrease of 11%.

The domestic sales constitute 64% of revenue from operations
during FY25 as compared to 69% of revenue from operations
during FY24. International sales were 36% of revenue from
operations during FY25 as compared to 31% of revenue from
operations during FY24.

Profits - Consolidated

EBITDA (Earnings before interest, tax, depreciation &
amortisation excluding other income) during FY25 was H 1944
million (31%) as compared to H 2,045 million (33%) during FY24,
a decrease of 5%.

Profit before tax stood at H 1,874 million (29%) during FY25 as
against H 1,879 million (30%) in the previous year, a decrease
of 0.3%. Profit after tax stood at H 1,340 million during FY25 as
compared to H 1,370 million during FY24, a decrease of 2%.

Profits - Standalone

EBITDA during the year under review was at H 706 million (20%)
as compared to H 1,052 million (29%) in FY24. Profit before tax
stood at H 1,205 million during FY25 as compared to H 1,340
million in FY24, a decrease of 10%. Profit after tax stood at
H 1,024 million during FY25 as compared to H 1,081 million during
FY24, a decrease of 5%.

DIVIDEND

During the financial year under review, the Board of Directors
of your Company had declared an Interim Dividend @ 200% i.e.
H 4/- per Equity Share of face value of H 2/- each for the financial
year 2024-25, aggregating to about H 44730 million (subject to
deduction of taxes, as applicable).

Pursuant to the Dividend Distribution Policy of the Company,
the Board of Directors recommends a final Dividend @ 60%

i.e. H 1.20/- per Equity Share of face value of H 2/- each for the
financial year 2024-25 (“
FY25”), aggregating to about H 134.26
million (subject to deduction of taxes, as applicable) i.e. an
increase of 9.10% on the previous year final Dividend.

The final Dividend payout is subject to approval of the Members
at 36th Annual General Meeting (“AGM”) of your Company.

Further, the Board of Directors of your Company declared an
Interim Dividend @ 200% i.e. H 4/- per Equity Share of face value
of H 2/- each for the financial year 2025-26 (“
FY26”), aggregating
to about H 447.52 million (subject to deduction of taxes, as
applicable).

The Dividend Distribution Policy of the Company is available on
the website of the Company at www.advancedenzymes.com/
investors/corporate-governance/#codes-and-policies.

The Dividend Distribution Tax payable by domestic companies
on declaration of dividend has been abolished w.e.f. April
01, 2020. Pursuant to this amendment and consequential
amendments brought vide Finance Act, 2020, as the dividend by
the companies is taxable in the hands of the shareholders, the
Company would be under an obligation to deduct tax at source
(“TDS”) in accordance with the provisions of the Income Tax Act,
1961 (as amended from time to time).

RESERVES

During the FY25, your Company has not transferred any amount
to the General Reserves.

EMPLOYEES STOCK OPTION PLAN

The Members of the Company approved Advanced Enzyme
Technologies Limited - Employees Stock Option Scheme 2022
("
ESOP Scheme 2022") and related matters on August 19, 2022 at
the 33rd Annual General Meeting of the Company. Your Company
has received the In-principle approval from BSE Limited (BSE)
and National Stock Exchange of India Limited (NSE).

During the reporting period, the Company allotted 57,075 Equity
Shares of face value of H 2 per share pursuant to the Exercise of
Options under ESOP Scheme 2022.

Consequent to the said allotment, the paid-up share capital
of the Company increased from H 223,648,150 comprising
of 111,824,075 Equity Shares of H 2 each to H 223,762,300
comprising of 111,881,150 Equity Shares of H 2 each.

During the reporting period, the Nomination & Remuneration
Committee of the Company vide its circular resolution passed
on March 27, 2025 approved the Grant of 512,500 stock Options
in aggregate having face value of H 2 each to the eligible
Employees, under the ESOP Scheme 2022.

The Company has received a certificate from Mr. Shiv Hari
Jalan, Proprietor of Shiv Hari Jalan & Co., Practicing Company
Secretaries that ESOP Scheme 2022 has been implemented in
accordance with the Securities and Exchange Board of India
(Share Based Employee Benefits and Sweat Equity) Regulations,
2021 [“
SEBI SBEB Regulations”]

by the Members in the General meeting. The certificate will be
placed at the ensuing AGM for inspection by the Members of the
Company.

The disclosure pertaining to the said ESOP Scheme 2022
as required under the Act and SEBI SBEB Regulations are
provided on the website of the Company under the tab ‘Details
of Employees Stock Option’ at www.advancedenzymes.com/
investors/shareholder-information

FINANCIAL STATEMENTS

The financial statements of your Company for the year ended
March 31, 2025 are prepared in accordance with the Indian
Accounting Standards ("
IND AS"), read with the provisions
of Section 129 and other applicable provisions, if any, of the
Companies Act, 2013 (“
the Act”), rules framed thereunder and
Regulation 33 of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations,
2015 (including any statutory modification(s) or re-enactments
thereof for the time being in force) [“
SEBI Listing Regulations”]
and forms part of this Integrated Annual Report.

The estimates and judgments relating to the financial
statements are made on a prudent basis, so as to reflect in a
true and fair manner, the form and substance of transactions
and reasonably present the Company’s state of affairs, profits
and cash flows for the year ended March 31, 2025.

SUBSIDIARIES

Your Company has 12 (Twelve) subsidiaries as on March 31,2025
as listed below:

Domestic Subsidiaries:

1. Advanced Bio-Agro Tech Limited (60%) [“ABAT ”];

2. Advanced EnzyTech Solutions Limited (100%) [“AESL”];

3. JC Biotech Private Limited (95.72%) [“JCB”];

4. SciTech Specialities Private Limited (51%) [“SciTech”]

5. Saiganesh Enzytech Solutions Private Limited (50%)
[“
Saiganesh”]

In terms of the financial performances:

i. ABAT’s revenue for FY25 was H 479 million (previous
financial year [“FY24”] - H 448 million), and Profit after Tax
for FY25 was H 36 million (FY24 - H 40 million).

ii. AESL’s revenue for FY25 was H 183 million (FY24 - H 153
million), and Profit after Tax for FY25 was H 22 million
(FY24 - H 19 million).

iii. JCB’s revenue for FY25 was H 600 million (FY24 - H 626
million), and Profit after Tax for FY25 was H 12 million (FY24 -
H 18 million).

iv. SciTech’s revenue for FY25 was H 542 million (FY24 - H 418
million), and Profit after Tax for FY25 was H 37 million (FY24 -
H 37 million).

v. Saignesh’s revenue for FY25 was H 213 million (FY24 - H 267
million), and Profit after Tax for FY25 was H 16 million (FY24 -
H 26 million).

International Subsidiaries:

1. Advanced Enzymes USA (100%)

A. Advanced Supplementary Technologies Corporation
(100% Subsidiary of Advanced Enzymes USA) ;

B. Cal-India Foods International (doing Business as
Specialty Enzymes and Biotechnologies) (100%
Subsidiary of Advanced Enzymes USA);

C. Enzyme Innovation Inc. (100% Subsidiary of Cal-India
Foods International);

D. Starya Labs Inc. effective from December 09, 2024
(100% Subsidiary of Advanced Enzymes USA)*

*Note: (iii)The Board of Directors of Advanced
Enzymes USA (“AEU”), a wholly owned subsidiary of
the Company, has accorded its approval for formation
of a new corporation in California (US), Starya Labs,
Inc (“Starya Labs”). Cal-India Foods International
USA, a step-down wholly owned subsidiary of the
Company (“SEB”), to spin-off and transfer its enzyme/
probiotic laboratory testing services (“SEB Lab”)
together with certain assets and liabilities related
to the said SEB Lab into Starya Labs. The aggregate
value of the assets to be transferred by SEB to Starya
Labs, including any liabilities, contracts, intellectual
property, and personnel, not exceeding US $500,000

I n terms of the consolidated financial performance
of Advanced Enzymes USA, the revenue for FY25 was
H 2,342 million (FY24 - H 2,128 million), and Profit after
Tax for FY25 was H 714 million (FY24 - H 616 million).

2. Advanced Enzymes Europe B.V. (100%) [“AEE”]

In terms of the consolidated financial performance
(including its subsidiary, evoxx technologies, GmbH),
AEE’s revenue for FY25 was H 214 million (FY24 - H 230
million), and profit for FY25 was H 30 million (which
includes about H 13 million of operational loss, H 123
million of other income, H 9 million of deferred tax reversal,
H 59 million of amortization expense and H 31 million of
finance cost) as compared to loss of H 78 million for FY24.

3. evoxx technologies GmbH [100% subsidiary of AEE] [“evoxx”]

For FY25, the revenues for evoxx was H 214 million (FY24
- H 230 million) and had a negative impact on the bottom
line by H 39 million including operational loss of H 27 million
(FY24 - negative impact on the bottom line by H 26 million
including operational loss of H 15 million) and charge of H 9
million (FY24 - H 11 million) of an amortization expense.

The Policy for determining Material Subsidiaries is available
on the website of the Company: www.advancedenzymes.
com/investors/corporate-governance. During the year
under review, JC Biotech Private Limited in India and Cal-
India Foods International in USA were Material Subsidiaries
of your Company based on the criteria specified in the SEBI
Listing Regulations.

A separate statement containing the salient features of
the financial performance of subsidiaries in the prescribed
Form AOC-1 is annexed to the financial statements of the
Company. The Audited Consolidated financial statements
together with Auditors' Report forms an integral part of the
Annual Report.

The individual financial statements and other reports of
the Company’s subsidiaries have not been attached to the
financial statements of the Company for FY25. Pursuant
to the provisions of Section 136 of the Act read with the
SEBI Listing Regulations, the financial statements of
the subsidiaries and related information are uploaded
on the website of your Company and can be accessed
on the web link, www.advancedenzymes.com/investors/
quarterly-updates/financial-results and also available
for inspection, during working hours at the registered
office of the Company on working days except Saturdays
and Sundays, up to the date of 36th AGM of the Company.
Any Member desirous of conducting inspection and/or of
seeking information on the Annual financial statements
of the Company’s subsidiaries may write and intimate in
advance, to the Company Secretary.

SUBSIDIARIES, JOINT VENTURE AND ASSOCIATE COMPANIES

During the year under review:

(i) Based on the approval of the Board of Directors of your
Company, a further investment of H 478.18 million [Euro
5.36 million] in Advanced Enzymes Europe B.V., wholly
owned subsidiary [“AEE”] through acquisition/subscription
to the issue of 3,623,163 Equity Shares of AEE at Euro 1.48
per Equity Share was completed by your Company on
December 19, 2024. The said investment was utilized by
AEE to retire interest bearing debt borrowed earlier by AEE
from Advanced Enzymes USA, a wholly owned subsidiary
of your Company. AEE continues to be the wholly owned
subsidiary of the Company and there was no change in the
percentage shareholding (100%) of the Company in AEE
pursuant to said further investment.

(ii) The Board of Directors of your Company approved a
collaboration of the Company with a developer engaged in
the development of group captive solar power project, for
setting up a solar power plant through its Special Purpose
Vehicle, to avail and meet the power / electricity requirement
through solar for the Plants of the Company at Sinnar,
Nashik. In such case, the developer would undertake the
group captive solar power plant project through a Special
Purpose Vehicle company ("SPV") wherein the buyer of the
solar power is required to invest in at least 26% of the said
SPV as per the requirement of the applicable laws. In view
of this, once the developer/in-principle terms are finalized
and the requisite agreements formalized, the Company
will be required to invest in 26% Equity shares of such SPV,
with the total investment amount in the said Equity Shares
not to exceed H 10 million.

(iii) The Board of Directors of Advanced Enzymes USA (“AEU”),
a wholly owned subsidiary of your Company, accorded its

approval for formation of a new corporation in California
(US), Starya Labs, Inc (“Starya Labs”). Cal-India Foods
International USA, a step-down wholly owned subsidiary
of the Company (“SEB”) to spin-off and transfer its
enzyme/probiotic laboratory testing services (“SEB Lab”)
together with certain assets and liabilities related to the
said SEB Lab into Starya Labs. The said new corporation,
Starya Labs was incorporated and become a wholly owned
subsidiary of AEU on December 09, 2024. The aggregate
value of the assets to be transferred by SEB to Starya Labs,
including any liabilities, contracts, intellectual property,
and personnel, not to exceed US $500,000

The details are available on the website of the Company at
www.advancedenzymes.com/investors/announcements-notices

Except as mentioned above, no other entity has become or
ceased to be a Subsidiary, Joint Venture or Associate of the
Company during the year under review.

MANAGEMENT DISCUSSION AND ANALYSIS

A detailed review of the operations, performance and future
outlook of your Company, Subsidiaries and its Business including
Risks, Opportunities and Threats are given in the Management
Discussion and Analysis, as required under the SEBI Listing
Regulations, which is provided in separate section and forms an
integral part of this Report.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134 of the Companies Act,
2013, the Directors, to the best of their knowledge and belief
and based on the information and explanations provided to
them, confirm that:

a. in the preparation of the annual accounts for the year ended
March 31, 2025, the applicable accounting standards read
with requirements set out under Schedule III to the Act,
have been followed and there are no material departures
from the same;

b. appropriate accounting policies have been selected and
applied consistently and judgments and estimates are
made reasonably and prudently so as to give a true and fair
view of the state of affairs of the Company as at March 31,
2025 and of the profit of the Company for the year ended on
that date;

c. Proper and sufficient care has been taken for the
maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding the assets
of the Company and for preventing and detecting fraud and
other irregularities;

d. the annual accounts have been prepared on a 'going
concern' basis;

e. Proper internal financial controls are devised to ensure
compliance with all the provisions of the applicable laws
and that such internal financial controls are adequate and
are operating effectively; and

f. Proper systems are devised to ensure compliance with the
provisions of all applicable laws and that such systems are
adequate and operating effectively.

RISK MANAGEMENT

Your Company understands that controlling risks through a
formal program is a necessary component and an integral

cornerstone of Corporate Governance. Your Company has
adopted Risk Assessment & Management policy which embeds
the vision that a robust Risk Management system ensures
commensurate controls and monitoring mechanism for smooth
and efficient management of Business. The Policy outlines
the framework for identification, measurement, evaluation,
monitoring and mitigation of various risks. The Management has
also reviewed the Risk Management framework of the Company.
The Risk Registers are prepared by the concerned departments
wherein the respective risks are identified along with its current
control activities and the mitigation plans. Thereafter, the
registers are reviewed.

The Risk Management Committee constituted by the Board
of Directors of your Company (“Board”) assists the Board
in monitoring and review of Risk Management Policy of the
Company including associated systems, processes, controls
& strategies thereto, various risks exposures of the Company,
on a periodic basis and then inform the Board about the risks
assessed, their concerns and action plan with strategy for
mitigation of the risks and such other functions related to risk
management & mitigation as may be required by the Board, from
time to time.

RELATED PARTY TRANSACTIONS

During the year under review, all transactions with the Related
Parties were placed before the Audit Committee for its approval.
An omnibus approval from the Audit Committee was obtained
for the Related Party transactions which are repetitive in
nature. The Audit Committee and the Board, reviewed all the
transactions entered into pursuant to the omnibus approvals
on a quarterly basis. All the transactions with Related Parties,
entered into during the year under review, were in the ordinary
course of business and on arms’ length basis in accordance with
the provisions of the Act, Rules made thereunder and the SEBI
Listing Regulations. Approval of the Members of the Company is
also obtained in case any Related Party transaction exceeds the
prescribed limits and as good corporate governance practice
as there may be few transactions that may be carried out in
the long-term interest of the Company. The transactions of the
Company with its wholly-owned subsidiaries as per the terms
mentioned in the Act and the SEBI Listing Regulations, are
exempted from the approval of the Members, and hence such
approvals are not obtained by the Company.

The Policy on Related Party Transactions (as reviewed and
revised by the Board effective February 08, 2025) is available
on the Company's website and can be accessed at www.
advancedenzymes.com/investors/corporate-governance

As prescribed under Section 134(3)(h) of the Companies Act,
2013 read with Rule 8(2) of the Companies (Account) Rules, 2014,
particulars of contracts/arrangements with Related Parties are
given in Form AOC-2, annexed as Annexure I to this Report.

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND
(IEPF)

Pursuant to Section 124(6) of the Companies Act, 2013, all
shares in respect of which Dividend has not been paid or claimed
for seven consecutive years or more shall be transferred by the
company in the name of Investor Education and Protection
Fund (“
IEPF”). Your Company transferred 9,663 unclaimed
Equity Shares pertaining to financial year 2016-17 to the Demat
account of IEPF during November 2024. The details of the said
shares are provided on the website of the Company at www.
advancedenzymes.com/investors/shareholder-information

During the year under review, the Company transferred unclaimed
Dividend of H 181,186 for the financial year 2016-17 As on March
31,2025, the total amount lying in the Unpaid Dividend accounts
of the Company in respect of the last seven years was around
H 1.49 million. In addition, the total amount lying in the Unpaid
(Interim) Dividend account of the Company for FY25 is around H
0.79 million. Details of unclaimed Dividend and Shares due for
transfer with due dates and procedure to claim the same are
provided in the Notes to the Notice convening 36th AGM of the
Company (“AGM Notice” / “Notice of 36th AGM”) and briefly in the
Corporate Governance Report which forms an integral part of
this Report.

Details of Nodal Officer are displayed on the Company’s website at:

www.advancedenzymes.com/investors/shareholder-

information

CORPORATE SOCIAL RESPONSIBILITY (“CSR”)

The Annual Report on Corporate Social Responsibility (“CSR”)
activities/project is provided in Annexure II and the report
along with all the details thereto, forms an integral part of this
Report. The Composition of CSR Committee is disclosed in
the said Annual Report on CSR Activities and in the Corporate
Governance report section.

The CSR policy of the Company intends to focus on certain
projects which include initiatives in the field of education,
skill development/vocational training, health care, sanitation,
safe drinking water, environment sustainability, women
empowerment and rural development which will
inter alia
enable creation of a sustainable livelihood in the society and
better human capital. The CSR policy covers the potential
CSR activities in line with the provisions of Section 135 of the
Companies Act, 2013 (as amended) and Schedule VII thereto.

The Corporate Social Responsibility Policy may be accessed
on the Company's website at www.advancedenzymes.com/
investors/corporate-governance.

POLICY ON CRITERIA FOR APPOINTMENT / REMOVAL OF
DIRECTORS AND SENIOR MANAGEMENT PERSONNEL AND
REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL
AND EMPLOYEES

As per the Nomination & Remuneration Policy of the Company
("
Policy"), the Nomination and Remuneration Committee inter
alia
recommends the appointment of Directors, Key Managerial
Personnel (KMP) and Senior Management Personnel. The Policy
lays down the criteria for such appointments and the framework
in relation to remuneration of Directors including Managerial
Personnel, KMPs and employees of the Company. The
Nomination & Remuneration Committee oversees the matter
of remuneration to the Executive Directors, KMPs and Senior
Management Personnel and recommends to the Board, revision,
if any, in the remuneration of the said Directors / Personnel
subject to limits as may be approved by the Members.

The Nomination and Remuneration Policy may be accessed on
the website of the Company at www.advancedenzymes.com/
investors/corporate-governance.

The Board affirms that the remuneration paid to the Directors is
as per the terms laid out in the Nomination and Remuneration
Policy of the Company.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under review, there has been no change in the
composition of Board and Key Managerial Personnel of the Company.

DECLARATION BY THE INDEPENDENT DIRECTORS

All Independent Directors of the Company have given the
following declarations stating that:

(i) they meet the 'criteria of Independence' as defined
under Regulation 16(1) of the SEBI Listing Regulations
and Section 149(6) of the Companies Act, 2013 read with
Schedule IV and the relevant Rules made thereunder;

(ii) they have complied with the provisions of the Code of
Conduct & Ethics of the Company. The Independent
Directors have confirmed that they are not aware of any
circumstance or situation which exist or may be reasonably
anticipated, that could impair or impact their ability to
discharge their duties with an objective independent
judgment and without any external influence.

(iii) they have complied with the provisions of Rule 6(1) and
6(2) of the Companies (Appointment and Qualifications of
Directors) Rules, 2014 (as amended) with regards to the
registration on the Independent Directors’ databank.

None of the Directors of the Company are disqualified for
being appointed as Directors as specified in Section 164(2)
of the Companies Act, 2013 and Rule 14(1) of the Companies
(Appointment and Qualification of Directors) Rules, 2014 (as
amended).

The Board is of the opinion that the Independent Directors of
the Company possess requisite qualifications, experience and
expertise and they hold highest standards of integrity.

The Independent Directors of your Company have registered on
the Independent Directors’ Databank pursuant to the provisions
of Section 149 of the Companies Act, 2013 and the applicable
rules thereunder (“Act”). The Independent Directors, as on
March 31, 2025, have informed the Company, that they have
either claimed exemption or passed the online proficiency test
prescribed under the Act.

RETIREMENT BY ROTATION

In accordance with the provisions of Section 152 of the
Companies Act, 2013 read with Rules made thereunder and
the Articles of Association of the Company, Mr. Mukund Kabra
(DIN: 00148294), Whole-time Director, retires by rotation at
the ensuing AGM and being eligible offers himself for re¬
appointment. The Board recommends the said re-appointment
of Mr. Mukund Kabra at the 36th AGM and his brief profile is
provided in the Notice convening the said AGM of the Company.

AUDITORS AND AUDITORS' REPORT

STATUTORY AUDITORS

Pursuant to provisions of Section 139 of the Companies Act,
2013 read with the Companies (Audit and Auditors) Rules, 2014
(as amended), M/s. MSKA & Associates, Chartered Accountants
[Firm’s Registration No: 105047W] were appointed as Statutory
Auditor for a term of five consecutive years to hold office from
the conclusion of 32nd AGM up to the conclusion of the 37th AGM.
The Auditors' Report to the Members on the financial statements
of the Company for the year ended March 31, 2025 forms a part
of the Annual Report and the Auditors’ Report does not contain
any qualification, reservation or adverse remark.

COST RECORDS AND AUDIT

The Company has maintained Cost records in accordance with
the provisions of Section 148(1) of the Companies Act, 2013,
during the year under review.

In terms of Section 148 of the Companies Act, 2013 read with
Companies (Cost Records and Audits) Rules, 2014, as amended
(“Act”), the Company is not required to have the audit of cost
records conducted by the Cost Accountant in practice, for the
financial year 2025-26 (“FY26”). During the year under review,
based on the recommendations of the Audit Committee, the
Board of your Company approved the appointment of M/s.
Shilpa & Co., Cost Accountants, Nashik (Firm Registration No.
100558) as the Cost Auditors of the Company to carry out the
Cost Audit of the cost records of the Company for FY25. The
remuneration of the Cost Auditors was ratified by the Members
of the Company in its previous Annual General Meeting held on
July 25, 2024.

As per the applicable provisions of the Act, the Cost Auditor
is required to forward the Cost Audit Report to the Company
within 180 days from the end of the financial year. Once the Cost
Audit Report is received and as may be approved by the Board,
the same shall be filed by the Company within the timelines
prescribed under the Act.

SECRETARIAL AUDITOR / AUDITORS REPORT

Pursuant to the provisions of Section 204 of the Companies Act,
2013 read with the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 (as amended), the Board
appointed Mr. Shiv Hari Jalan, Practicing Company Secretary
(FCs No. 5703 C.P. No. 4226) to undertake the Secretarial Audit
of the Company for the financial year 2024-25 (“FY25”). The
Secretarial Audit Report for the FY25 is annexed as Annexure
III (A) and forms an integral part of this Report. The Secretarial
Audit Report for the year ended March 31, 2025 does not contain
any qualification, reservation or adverse remark.

Further, pursuant to the provisions of Regulation 24A of the SEBI
Listing Regulations, the Secretarial Audit Report of JC Biotech
Private Limited, Material Unlisted Subsidiary for the financial
year 2024-25 is annexed as Annexure III (B) and forms an integral
part of this Report. The Secretarial Audit Report of JC Biotech
Private Limited for the year ended March 31, 2025 does not
contain any qualification, reservation or adverse remark.

Pursuant to the provisions of Regulation 24A of the SEBI Listing
Regulations (as amended), the aforesaid provisions of the
Companies Act, 2013 and based on the recommendations of the
Audit Committee and subject to the approval of the members
of the Company, the Board has appointed Mr. Shiv Hari Jalan,
Proprietor of Shiv Hari Jalan & Co., Company Secretary in
practice (FCS No. 5703; C.P. No. 4226) as the Secretarial Auditor
of the Company for a term of 5 (Five) consecutive years to hold
office from the conclusion of ensuing AGM till the conclusion of
41st AGM to be held for the financial year 2029-30 i.e. to conduct
the Secretarial Audit from the financial year 2025-26 to the
financial year 2029-30.

Brief profile of the said proposed Secretarial Auditor is
separately provided in the Notice of ensuing AGM. Mr. Shiv Hari
Jalan has given his consent to act as the Secretarial Auditor of
the Company and confirmed that: (i) the aforesaid appointment,
if made, would be within the prescribed limits under the Act &
Rules made thereunder and SEBI Listing Regulations; and (ii) he
is not disqualified to be appointed as the Secretarial Auditor in
terms of provisions of the Act, Rules made thereunder and SEBI
Listing Regulations.

CORPORATE GOVERNANCE REPORT

The Report on Corporate Governance and the Certificate of
the Practicing Company Secretary regarding compliance of
the conditions of Corporate Governance as required pursuant

to the provisions of the SEBI Listing Regulations, are enclosed
as Annexure IV. Declaration signed by the Whole-time Director
affirming compliance with the Code of Conduct by the members
of the Board and Senior Management Personnel also forms part
of this Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

Pursuant to the provisions of Regulation 34 of the SEBI Listing
Regulations (as amended), the Business Responsibility and
Sustainability Report (“BRSR Report”) for FY25 is provided
in a separate section of this Annual Report FY25 and may
be accessed on the website of the Company at https://
www.advancedenzymes.com/investors/stock-exchange-
compliance/#other-compliance

COMMITTEES OF THE BOARD

As per the Companies Act, 2013 and the SEBI Listing
Regulations, during the year under review, the Board has five
statutory Committees viz., Audit Committee, Nomination and
Remuneration Committee, Corporate Social Responsibility
Committee, Stakeholders Relationship Committee and the
Risk Management Committee. The details of the composition
of these Committees along with number of meetings held and
attendance at the meetings are provided in the Corporate
Governance Report, which forms an integral part of this Report.

VIGIL MECHANISM

Your Company had adopted Whistle Blower Policy / Vigil
Mechanism Policy pursuant to the provisions of Section 177(9)
of the Companies Act, 2013 and the Companies (Meetings of
Board and its Powers) Rules, 2014 and Regulation 22 of the
SEBI Listing Regulations. Details on the Vigil Mechanism of your
Company have been outlined in Corporate Governance Report,
which forms an integral part of this Report.

The Whistle Blower Policy may be accessed on your Company's
website at www.advancedenzymes.com/investors/corporate-
governance

MEETINGS OF THE BOARD

During the year, 4 (four) meetings of the Board of Directors
were held. The requisite details of the Board Meetings and the
details of the Directors present are provided in the Corporate
Governance Report, which forms part of this Report.

SECRETARIAL STANDARDS

During the year under review, the Company has complied with
the provisions of applicable Secretarial Standards issued by
the Institute of Company Secretaries of India with respect to
the Board and General Meetings, as notified by the Ministry of
Corporate Affairs of India.

EVALUATION OF PERFORMANCE OF BOARD, ITS COMMITTEES
AND DIRECTORS

Pursuant to the provisions of the Companies Act, 2013 and the
SEBI Listing Regulations, the Board has undertaken an Annual
Evaluation of its own performance, its various Committees and
individual Directors. The manner in which the performance
evaluation has been carried out has been given in the Corporate
Governance Report, annexed to this Report. The Board expressed
its satisfaction of the evaluation process and outcome.

The Board Evaluation policy can be accessed on your Company's
website at www.advancedenzymes.com/investors/corporate-
governance.

FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS

Pursuant to provisions of Regulation 25(7) of the SEBI
Listing Regulations, the details of familiarization
program is available on the website of your Company at
www.advancedenzymes.com/investors/corporate-governance.
Further, upon appointment of an Independent Director, the
Company issues a letter of appointment outlining his / her role,
function, duties and responsibilities. The format of the letter of
appointment is available on the Company's website at: www.
advancedenzymes.com/investors/corporate-governance

CODE OF CONDUCT FOR PROHIBITION OF INSIDER TRADING

Your Company has in place a Code of Conduct for Prohibition of
Insider Trading (known as the AETL Insider Trading Code), which
lays down the process for trading in securities of the Company
by the Designated Persons and to regulate, monitor and report
trading by the employees of the Company either on his/her
own behalf or on behalf of any other person, on the basis of
Unpublished Price Sensitive Information.

The aforementioned Code, as amended, is available on the
website of the Company at www.advancedenzymes.com/
investors/corporate-governance

INTERNAL CONTROLAND ITS ADEQUACY

Your Company has adopted procedures and systems for
ensuring the orderly and efficient conduct of its Business,
including adherence to the Company's policies, safeguarding
of its assets, the prevention and detection of frauds and errors,
the accuracy and completeness of the accounting records, and
the timely preparation of financial disclosures. Your Company
maintains appropriate and adequate Internal Control System /
Internal Financial Control commensurate to its size and nature
of operations. Your Company's Internal Control systems are
tested and certified by the Internal Auditors and Statutory
Auditors of the Company.

The Audit Committee periodically reviews the report(s) of the
independent Internal Auditors along with the adequacy and
effectiveness of Internal Control systems.

SIGNIFICANT AND MATERIAL ORDERS

During the year under review, there were no significant and
material orders passed by the Regulators or Courts or Tribunals
impacting the going concern status and its future operations.

CHANGE IN THE NATURE OF BUSINESS, IF ANY

There was no change in the nature of Business of your Company
during the year under review affecting the financial position of
the Company.

MATERIAL CHANGES FROM THE DATE OF END OF FINANCIAL
YEAR TILL THE DATE OF THIS REPORT

Except as otherwise mentioned in this report, there are no
material changes and commitments affecting the financial
position of the Company which have occurred between the end
of the Financial year of the Company to which the financial
statements relates and the date of this report.

PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE,
GUARANTEES GIVEN AND SECURITIES PROVIDED

The details of Loans and Investments under Section 186 of
the Act read with the Companies (Meetings of Board and its
Powers) Rules, 2014 (as amended), for the FY25 are given in the
Standalone financial statements (Note No. 55 to the Standalone

financial statements). Your Company has not provided any
guarantee or security under Section 186 of the Act during the
year under review.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of
the Act, the Annual Return of the Company as on March
31, 2025 is available on the website of the Company at
www.advancedenzymes.com

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

Information pertaining to conservation of energy, technology
absorption, foreign exchange earnings and outgo as required
under Section 134 of the Act read with Rule 8(3) of the Companies
(Accounts) Rules, 2014 (as amended) is furnished in Annexure V
and forms part of this Report.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

Pursuant to Section 197(12) of the Act read with Rule 5 of the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, as amended (“Rules”), the details are
disclosed in Annexure VI to this report. In terms of Section 136(1)
of the Act read with second proviso to the Rule 5 of the said
Rules, the Integrated Annual Report with Annexure VI is being
sent to the Members excluding the statement of particulars of
employees under Rule 5(2) and (3) of the Rules (“Information”),
which forms part of this report. The Annexure VI / Information
under Rule 5(2) and (3) is available for inspection by the Members
at the registered office of the Company during business hours on
all working days except Saturdays and Sundays up to the date of
the AGM. Any Member interested in conducting inspection and/
or obtaining a copy of the said Annexure/Information may write
to the Company Secretary at the Registered Office address of
your Company.

DEPOSITS

During the year under review, your Company did not invite or
accept any Deposits covered under Chapter V of the Act. There
were no outstanding deposits within the meaning of Sections 73
and 74 of the Act, read together with the Companies (Acceptance
of Deposits) Rules, 2014 (as amended), at the end of the year
under review or the previous financial year.

CREDIT RATING

During the year under review, there was no change in the Credit
Rating obtained by the Company in terms of the Long-Term
rating which remained at CRISIL A /Stable (Reaffirmed). The
Short-Term rating was upgraded from CRISIL A1 to CRISIL A1
for outstanding Bank facilities (outstanding facilities), by Credit
Rating Information Services of India Limited (CRISIL).

GENERAL DISCLOSURES

During the year under review:

a. The Whole-time Director of your Company has not
received any remuneration or commission from any of the
subsidiaries.

b. Your Company has not issued Shares with Differential
Rights as to Dividend, Voting or otherwise.

c. Your Company has devised a policy on Prevention of
Sexual Harassment to comply with the provisions

of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013. The
said policy is hosted on the Company's website at
www.advancedenzymes.com. During the year under review,
there were no cases / grievances reported or pending and
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.

d. There are no details to be disclosed under Section 134(3)
(ca) of the Act as there has been no such fraud reported by
the Auditors under Section 143(12) of the Act.

e. There are no applications made by or any proceedings
pending against the Company under the Insolvency and
Bankruptcy Code, 2016.

f. The details regarding the difference in valuation between
a one-time settlement and valuation for obtaining loans
from banks or financial institutions, along with reasons,
are not applicable.

ACKNOWLEDGEMENTS

Your Directors acknowledge with gratitude the support received
by the Company from the Banks, Government agencies/
organizations and employees of your Company.

Your Directors also acknowledge with thanks the faith reposed
by the Investors in the Company and look forward to their
continued support for times to come.

For and on behalf of the Board of Directors of
Advanced Enzyme Technologies Limited

Mukund Kabra Vinodkumar Jajoo

Whole-time Director Director

DIN:00148294 DIN:08224980

Place: Thane Place: Nashik

Date: May 13, 2025