Your directors have the pleasure in presenting the Thirty-First (31st) Annual Report of the Company for the year ended March 31, 2026.
FINANCIAL PERFORMANCE
A summary of the Company’s financial performance for the year is provided below:
(Amount ' in Lakh)
|
Particulars
|
March 31, 2026
|
March 31, 2025
|
|
Operating Profit (Before Interest & Depreciation)
|
6,322.92
|
6,105.37
|
|
Less: Finance costs
|
2,074.57
|
2,794.79
|
|
Profit before Depreciation
|
4,248.35
|
3,310.58
|
|
Less: Depreciation and amortization expenses
|
1,873.00
|
1,839.89
|
|
Profit before Exceptional item and tax
|
2,375.35
|
1,470.69
|
|
Exceptional Item
|
262.88
|
-
|
|
Profit / (Loss) before Tax
|
2,112.47
|
1470.69
|
|
Current Tax
|
855.53
|
362.49
|
|
Adjustment of tax related to earlier years
|
3.43
|
-3.27
|
|
Deferred Tax
|
-234.01
|
61.40
|
|
Profit after Tax
|
1,487.52
|
1,050.07
|
1. REVIEW OF BUSINESS OPERATIONS
Your directors are pleased to present the Financial Report for year ended March 31, 2026.
The year under review has remained very eventful creating strong growth base for your Company. Significant events as under:
a) IPO and Listing
Amanta Healthcare Limited launched a fresh issue of 1 crore equity shares, totaling ^126 crore, and successfully got its equity shares listed & traded on the National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) with effect from September 9, 2025.
b) Preference Shares Redemption:
As part of its capital restructuring, the company redeemed preference shares during this period, aimed at simplifying the capital structure post-IPO.
c) Expansion Projects:
The company is implementing major capital expenditure utilizing IPO proceeds to set up new manufacturing lines for SteriPort (approx. ^ 90 crore) and Small Volume Parenterals (SVP) (approx. ^30.13 crore) at its facility in Hariyala, Dist.- Kheda, Gujarat.
The Steriport project is currently at completion stage and commercial operations expected by Sept 2026. The SVP line is targeted for completion during Q4 2027.
d) Solar initiative for Cost Optimization:
To improve operational efficiency and reduce energy costs, Amanta Healthcare Limited has set up a 10.8 MW captive solar power plant. Generation from the plant has already started from June 2026.
The investment is part of the company’s ESG (Environmental, Social, and
Governance) initiatives and is specifically intended to optimize operational costs by
reducing electricity expenses.
As far as the operations are concerned, as company is operating at full capacity the turnover of the company for the year ended 31st March, 2026 has remained stable. Company has achieved turnover of ' 28767.67 lakhs for FY 26 against ' 27471 lakhs for FY 25.
Domestic demand for our product is robust. At the same time Company aims to increase export business significantly creating a strong base for future.
2. CHANGES IN SHARE CAPITAL OF THE COMPANY
Authorized Share Capital
The authorized share capital of the Company remains unchanged at ^. 90,15,00,000 comprising of 8,01,50,000 equity shares of ^10 each and 1,00,00,000 preference shares of ' 10 each.
Paid-Up Share Capital
The paid-up share capital of the Company has been increased from 28,82,93,510 comprising of 2,88,29,351 equity shares of =? 10 each to 38,82,93,510 comprising of 3,88,29,351 equity shares of ^ 10 each, pursuant to shares allotted on account of Initial Public Offering during the year.
Redemption of Preference Shares (RPS)
The Company has redeemed 1,00,00,000 redeemable preference shares of ^10 each, which were issued on 30th March, 2022.
The redemption was carried out on 29th September, 2025 at a premium of ^11.742 per RPS, out of the distributable profits of the Company, in accordance with the provisions of Section 55 of the Companies Act, 2013 and the terms of issue authorized by the Articles of Association.
An amount equal to the nominal value of RPS i.e., ^ 10,00,00,000 (Rupees Ten Crores only), has been transferred to the Capital Redemption Reserve (CRR) Account from the balance of distributable profits available in the Statement of Profit and Loss, in accordance with the provisions of the Act.
Initial Public Offering
Amanta Healthcare Limited a leading player in the field of wide variety of large and small volume preparations in sterile dosage forms, has initiated its Initial Public Offering (IPO), marking a pivotal development in its over three-decade-long corporate journey. Incorporated in 1994 and headquartered in Ahmedabad, Amanta Healthcare Limited has grown into a significant provider of sterile liquid and have geared its production facility to become a versatile manufacturer.
The IPO comprised of 1,00,00,000 Equity Shares of face value of ^10 per equity share at an issue price of ^126 per equity share (including a premium of ^116 per equity share). The primary purpose of the fresh issue was to fund capital expenditure for setting up new manufacturing line of SteriPort and SVP at Hariyala, Kheda, Gujarat, and support general corporate purposes.
The offer also included provisions for participation by qualified institutional buyers (QIBs), non-institutional investors (NIIs), and retail individual investors (RIIs), in accordance with SEBI regulations. NSE has been designated as the lead stock exchange for the issue.
Amanta Healthcare Limited made a stellar debut on the National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) on 9th September, 2025. Following the listing, the shares of the Company are traded in electronic form under the symbol: [NSE Trading Symbol: AMANTA & BSE Scrip Code:544502]”.
The Company is regular in payment of Annual Listing Fees. The Company has paid Listing fees up to the year 2026-27.
3. REPORT ON THE UTILISATION OF PROCEEDS OF THE INITIAL PUBLIC OFFER RAISED DURING THE FINANCIAL YEAR 2025-26
The Company has appointed ‘CRISIL Ratings Limited’ as the monitoring agency to monitor the utilization of the issue proceeds from the Initial Public offer of the Company raised during the financial year 2025-26.
The Monitoring agency duly submit its report on a quarterly basis to the Audit Committee and the Board of Directors. The Audit Committee and Board of Directors duly took note of the same and filed it with the stock exchange as required under Regulation 32(6) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.
During the quarter ended September 30, 2025, net proceeds have been revised from ' 10,673.57 lakhs to ' 10,315.19 lakhs, on account of actual issue expenses being higher than estimated as disclosed in the Prospectus, by ' 358.38 lakhs and the same has been adjusted with General corporate purposes.
4. RESERVES
Your Company does not propose to transfer any amount to general reserve.
5. ANNUAL RETURN
In terms of Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company is available on the website of the Company and may be accessed through www.amanta.co.in.
6. DIRECTORS RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 134(5) of the Companies Act, 2013 your Directors confirm to the best of their knowledge and belief that:
a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
b) The Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of financial year and of the profit and loss of the company for that period.
c) The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
d) The Directors had prepared the annual accounts on a going concern basis;
e) The directors, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and operating effectively; and
f) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
7. DIRECTORS AND KEY MANAGERIAL PERSONNELS
Board of Directors
The composition of the Board of Directors of the Company is in accordance with the provisions of Section 149 of the Act and Regulation 17 of the Listing Regulations, with an appropriate combination of Executive, Non-Executive, and Independent Directors. The Board of the Company has 6 (Six) Directors comprising of 1 (One) Managing Director, 2 (Two) Non-Executive Directors, and 3 (Three) Independent Directors (including a Woman Director). The complete list of Directors of the Company along with their brief profile has been provided in the Report on Corporate Governance forming part of this Annual Report.
Further, all the Directors and senior management personnel of the Company affirmed compliance with the Code of Conduct for the financial year 2025-2026 and the declaration in this respect appears elsewhere in the Annual Report.
In accordance with the provisions of Section 152 and other applicable provisions, if any, of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Nimesh P Patel, Non-executive Director is liable to retire by rotation at the ensuing 31st AGM and being eligible, has offered himself for re-appointment. Company has not received any amount from a director or a relative of the director of the Company, as deposit or otherwise, during the year under review.
Key Managerial Personnels
As on the date of this report, the following are Key Managerial Personnels (“KMPs”) of the Company as per Sections 2(51) and 203 of the Companies Act, 2013:
1. Shri Bhavesh Girishbhai Patel, Managing Director,
2. Shri Shailesh Shah, Chief Financial Officer (up to May 17, 2025)
2. Shri Paras Mehta, Chief Financial Officer (from May 26, 2025) and
3. Ms. Nikhita Dinodia, Company Secretary and Compliance officer
During the FY 2025-26, Shri Shailesh Shah ceased to be KMP on account of his resignation w.e.f May 17, 2025.
Further, Shri Paras Mehta was appointed as Chief Financial Officer with effect of 26th May, 2025.
Independent Directors
The Independent Directors had submitted their disclosures to the Board that they fulfil the requirements as stipulated under Section 149(6) of the Act and Regulation 25(8) of Listing Regulations. There had been no change in the circumstances affecting their status as Independent Directors of the Company to qualify themselves to be appointed as Independent Directors under the provisions of the Act and the relevant regulations. The Independent Directors have given the declaration under Rule 6(3) of the Companies (Appointment and Qualification of Directors) Rules, 2014 confirming compliance with Rule 6(1) and (2) of the said Rules that their names are registered in the databank as maintained by the Indian Institute of Corporate Affairs (“IICA”).
In the opinion of the Board, Mr. Kshitij Manubhai Patel, Mr. Nitin Jain and Ms. Anjali Nirav Choksi are persons of integrity and fulfils requisite conditions as per applicable laws and are independent of the management of the Company.
During the year under review, the Independent Directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees, and reimbursement of expenses, if any.
Shri Nitin Jain, Independent Director, holds 1 equity shares of the Company, Smt. Dympal Jain, wife of Shri Nitin Jain (Independent Director) holds 15,676 equity shares of the Company, and Ms. Anjali Nirav Choksi, Independent Director, holds 1500 equity shares of the Company during the financial year ended 31st March, 2026.
The Board is of the view that Mr. Kshitij Manubhai Patel, Mr. Nitin Jain and Ms. Anjali Nirav Choksi possess adequate integrity, expertise (including the proficiency) and experience for the effective and efficient discharge of duties of Independent Directors.
Separate meeting of Independent Directors
During the year under review, a separate meeting of Independent Directors of the Company was held on 22nd August, 2025 and 16th March, 2026 to consider:
I. Recommendation of the price band in relation to the public offer;
II. the Performance evaluation of Chairperson, Non-Independent Directors and the Board as a whole; and
III. assess the quality, quantity and timeliness of flow of information between the Company’s Management and the Board that is necessary for the Board to effectively and reasonably perform their duties.
Committees of the Board
During the year 2025-26, in compliance with the SEBI listing regulations, the Company has constituted mandatory committees as mentioned below.
|
Audit Committee
|
|
Sr. No.
|
Name of the Chairperson/Member
|
Position in the Committee
|
|
1.
|
Mr. Kshitij Manubhai Patel
|
Chairperson
|
|
2.
|
Mr. Bhavesh Girishbhai Patel*
|
Member
|
|
3.
|
Ms. Anjali Nirav Choksi
|
Member
|
|
*Mr. Nimesh P Patel ceases to be member of Audit Committee w.e.f.
|
11.11.2025 due to his other pre-occupancies.
|
|
*Mr. Bhavesh Girishbhai Patel has been appointed as member of Audit Committee w.e.f. 11.11.2025.
|
|
Nomination and Remuneration Committee
|
|
|
Sr. No.
|
Name of the Chairperson/Member
|
Position in the Committee
|
|
1.
|
Mr. Kshitij Manubhai Patel
|
Chairperson
|
|
2.
|
Mr. Nimesh P Patel
|
Member
|
|
3.
|
Ms. Anjali Nirav Choksi
|
Member
|
|
Corporate Social Responsibility Committee
|
|
|
Sr. No.
|
Name of the Chairperson/Member
|
Position in the Committee
|
|
1.
|
Mr. Bhavesh Girishbhai Patel
|
Chairperson
|
|
2.
|
Mr. Kshitij Manubhai Patel
|
Member
|
|
3.
|
Mr. Nimesh P Patel
|
Member
|
|
4.
|
Ms. Anjali Nirav Choksi
|
Member
|
|
Stakeholders Relationship Committee
|
|
Sr. No.
|
Name of the Chairperson/Member
|
Position in the Committee
|
|
1.
|
Mr. Nimesh P Patel
|
Chairperson
|
|
2.
|
Mr. Kshitij Manubhai Patel
|
Member
|
|
3.
|
Ms. Anjali Nirav Choksi
|
Member
|
|
Initial Public Offer Committee (IPO Committee)*
|
|
Sr. No.
|
Name of the Chairperson/Member
|
Position in the Committee
|
|
1.
|
Mr. Bhavesh Girishbhai Patel
|
Chairperson
|
|
2.
|
Mr. Kshitij Manubhai Patel
|
Member
|
|
3.
|
Mr. Nimesh P Patel
|
Member
|
*IPO Committee dissolved with effect of 5th August, 2026.
Familiarization Program for Independent Directors
Board understand the value of familiarization for the independent directors, thus the Independent directors are being acquainted at the time of their joining Company’s business, industry’s overview, its business model, and other associated elements. On regular basis they are being acquainted with company’s performance, business updates, associated risks and opportunities etc. through various presentations at the meeting of the board of directors of the Company and that the regulatory updates are also presented or circulated to the Board members from time to time towards their familiarization program.
8. BOARD MEETING
The details of composition of the Board, its committees, their meetings held and attendance of the Directors at such meetings are provided in the Corporate Governance Report, which is a part of this Report.
Following is the meeting of Board of Directors during the Financial Year 2025-26.
| |
|
No. of Directors attended
|
Whether Quorum was present
|
|
Sr. No.
|
Date of Board Meeting
|
the meeting out of total strength of 6 Directors
|
|
1
|
17-05-2025
|
5
|
Yes
|
|
2
|
17-07-2025
|
6
|
Yes
|
|
3
|
25-07-2025
|
5
|
Yes
|
|
4
|
22-08-2025
|
5
|
Yes
|
|
5
|
29-08-2025
|
2
|
Yes
|
| |
|
No. of Directors attended
|
Whether Quorum was present
|
|
Sr. No.
|
Date of Board Meeting
|
the meeting out of total strength of 6 Directors
|
|
6
|
04-09-2025
|
5
|
Yes
|
|
7
|
26-09-2025
|
5
|
Yes
|
|
8
|
11-11-2025
|
5
|
Yes
|
|
9
|
19-01-2026
|
6
|
Yes
|
|
10
|
10-02-2026
|
6
|
Yes
|
|
11
|
26-03-2026
|
6
|
Yes
|
9. PERFORMANCE EVALUATION OF THE BOARD, BOARD COMMITTEES, AND DIRECTORS
The Company has adopted the Board Evaluation Framework and Policy based on the recommendation of the Nomination and Remuneration Committee (NRC), which sets a mechanism and criteria for performance evaluation of the Board, Board Committees and Directors, including Independent Directors. The same is available at the website of the Company www.amanta.co.in.
The performance of the Board, the Committees and individual Directors was evaluated by the Board after seeking inputs from all the Directors through a questionnaire wherein the Directors evaluated the performance on scale of one to ten based on the following criteria:
a) Criteria for Board performance evaluation includes degree of fulfilment of key responsibilities, Board structure and composition, establishment, and delineation of responsibilities to committees, effectiveness of board processes, information and functioning, board culture and dynamics, quality of relationship between the Board and the management.
b) Criteria for Committee performance evaluation includes degree of fulfilment of key responsibilities, adequacy of committee composition, effectiveness of meetings, committee dynamics, quality of relationship of the committee with the Board, and the management.
c) Criteria for performance evaluation of Individual Directors includes fulfilment of the independence criteria as specified in the Listing Regulations and their independence from the management, attendance, contribution at meetings, guidance, support to management outside Board/ Committee meetings.
The above criteria are broadly based on the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India on January 5, 2017.
The NRC also reviewed the performance of the individual directors. In a separate meeting of Independent Directors, performance of Non-Independent Directors and performance of the Board was evaluated, views of
the Non-Executive Directors were also taken.
The Board and the NRC reviewed the performance of individual Directors on the basis of criteria such as the contribution of the individual Directors to the Board and Committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.
In the Board meeting that followed the meeting of the Independent Directors and meeting of NRC, the performance of the Board, its committees and individual directors were also discussed.
Performance evaluation of Independent Directors was done by the entire Board, excluding the Independent Director being evaluated.
10. NET WORTH OF THE COMPANY
The Net Worth of the Company as on 31st March 2026 is ' 22021.10 Lakhs as compared to ' 9638.83 Lakhs as on 31st March, 2025.
11. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
As at 31st March, 2026, the Company has no inter¬ corporate loans, guarantees, investments or security as specified in Section 186 of the Act.
12. RELATED PARTY TRANSACTIONS
The Company has a Policy on Materiality of Related Party Transactions and on dealing with Related Party Transactions, in accordance with the Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. This Policy is disclosed on the website of the company and may be accessed through www.amanta.co.in.
During the financial year under consideration, all contracts / transactions entered into by the Company with related parties were in the ordinary course of business and on arm’s length basis. The Company has not entered into any contract / arrangement / transaction with related party(ies) which may be termed as material in nature and not executed in ordinary course of business and not on arm’s length basis. Hence, details are not required to be furnished in Form AOC-2 as “Annexure-1”.
26. CREDIT RATING
During the year CRISIL Ratings Limited has improved credit rating of the Company from BBB- to BBB, based on improved Financials and Business operations of the Company. Accordingly, current Ratings are as under:
|
Facilities
|
Ratings Agency
|
Rating
|
Dated
|
|
Long term Bank Facilities
|
CRISIL Ratings Limited
|
CRISIL BBB/stable
|
February 16, 2026
|
|
Short Term Bank Facilities
|
CRISIL Ratings Limited
|
CRISIL A3
|
February 16, 2026
|
13. DIVIDEND AND DIVIDEND DISTRIBUTION POLICY
The Board of Directors of the Company (“Board”), after considering the relevant circumstances holistically and keeping in view the Company’s Dividend Distribution Policy, has decided that it would be prudent not to recommend any dividend for the year under review.
In compliance with Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has Dividend Distribution Policy in place. This policy is disclosed on the website of the Company and may be accessed through www.amanta.co.in.
14. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND
There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended March 31, 2026.
15. MATERIAL ORDER PASSED BY REGULATORS
No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company’s operations in future.
16. THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016
Neither application was made nor any proceeding is pending under the Insolvency and Bankruptcy Code, 2016.
17. MATERIAL CHANGES AND COMMITMENTS, AFFECTING THE FINANCIAL POSITION OF THE COMPANY
No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which these financial statements relate and the date of this Report.
18. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF
No settlements have been done with banks or financial institutions.
19. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The information pertaining to conservation of energy, technology absorption, foreign exchange Earnings and outgo as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 forms part of this report and is given by way of “Annexure- 2”.
20. RISK MANAGEMENT
The Company has put in place a Risk Management Policy to define a framework for identification, assessment, categorization and treatment of risks and selecting appropriate risk management approach. The Company’s outlook in dealing with various risks associated with the business includes the decision on acceptance of risks, avoidance of risks, transfer of risks and risks tolerance level.
This Policy is disclosed on the website of the company and may be accessed through www.amanta.co.in.
21. INTERNAL CONTROL SYSTEM AND ITS ADEQUACY
The Company has effective internal control system in place, which ensures that all the assets of the Company are safeguarded and protected against any loss from unauthorized use or disposition. The Company has also put in place adequate internal controls with reference to the financial statements commensurate with the size and nature of operations of the Company. Such controls were tested and test results summary of the testing done based on key controls shown effective controls prevailing within the Company during the year under review.
Internal auditor of the Company also periodically carry out review of the internal control system and procedures and their reports are placed before Audit Committee for review. There were no significant comments / findings in the reports of Internal auditor during the year under review.
22. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE
In compliance with the requirements of Section 135 of the Companies Act, 2013 (‘the Act’) read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 (CSR Rules), the Board of Directors have constituted a Corporate Social Responsibility Committee. Annual Report on CSR containing particulars specified in Annexure II to the CSR Rules is forming part of the Board’s Report as per “Annexure 3”.
The contents of the CSR Policy of the Company as approved by the Board on the recommendation of the Corporate Social Responsibility Committee and other details are available on the website of the Company and may be accessed through www.amanta.co.in.
23. POLICY ON DIRECTOR’S APPOINTMENT AND REMUNERATION
Nomination Policy acts as a guideline for determining qualifications, positive attributes, independence of Directors and matters related to the appointment and removal of Directors and Senior Management.
Remuneration Policy lays down the Company’s philosophy and criteria as well as manner of determining the remuneration of Managing Director, Executive/
Non-Executive Directors, Independent Directors, Senior Management, Key Managerial Personnel and other employees.
The Board has, on the recommendation of the Nomination and Remuneration Committee, approved a policy for selection and appointment of Directors, Key Managerial Personnel, Senior Management and for determining their remuneration. The Policy of the Company on directors’ appointment and remuneration, including the criteria for determining qualifications, positive attributes, independence of a director and other matters, as required under sub-section (3) of Section 178 of the Companies Act, 2013, is available on Company’s website and accessible through www.amanta.co.in.
24. VIGIL MECHANISM/WHISTLE BLOWER POLICY
The Company has in place Vigil Mechanism/ Whistle Blower Policy. It lays down a mechanism for reporting and investigation of all unethical behaviour, alleged or potential violations of laws, regulations or Code of Conduct, policies, procedures or other standards.
Employees have numerous ways to voice their concerns and are encouraged to report the same internally for resolution. The said Policy provides for adequate
27. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
The Company does not have any Subsidiary, Joint venture or Associate Company.
Company have also framed a policy for determining “material” subsidiaries and the same is available on Company’s website and accessible through www.amanta.co.in.
28. DEPOSITS
The Company has neither accepted nor renewed any deposits during the year. The Company does not have any deposits outstanding as at 31st March, 2026.
29. INSURANCE
The Company’s properties including building, plant and machinery, stocks, stores, etc. continue to be adequately insured against risks such as fire, riot, strike, civil commotion, malicious damages, earthquake, flood, etc.
safeguards against retaliation and access to the Chairperson of the Audit Committee.
The Whistle Blower Policy is available on Company’s website and accessible through www.amanta.co.in.
25. CODE FOR PREVENTION OF INSIDER TRADING
Company has adopted a Code of Conduct (“Code”) to regulate, monitor and report trading in Company’s shares by Company’s designated persons and their immediate relatives as per the requirements under the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.
The Code, inter alia, lays down the procedures to be followed by designated persons while trading/ dealing in Company’s shares and sharing Unpublished Price Sensitive Information (“UPSI”). The Code covers the Company’s obligation to maintain a digital database, mechanism for prevention of insider trading and handling of UPSI, and the process to familiarize with the sensitivity of UPSI. Further, it also includes code for practices and procedures for fair disclosure of unpublished price sensitive information which has been made available on the Company’s website www.amanta.co.in.
30. AUDITORS
Statutory Auditor
M/s Price Waterhouse Chartered Accountants LLP, with Firm Registration Number 012754N/N500016, have been re-appointed as Statutory Auditor of the Company to hold office for a further period of 5 Years commencing from the conclusion of 27th Annual General Meeting until the conclusion of the 32nd Annual General Meeting of the Company. The observations of the Auditors in their report on Accounts and the Financial Statements, read with the relevant notes are self-explanatory. The Audit Report does not contain any qualification, reservation, adverse remark, or disclaimer.
Further, Statutory Auditor have confirmed their eligibility under Section 141 of the Companies Act, 2013 and the Rules framed there under.
All new employees go through a detailed personal orientation on anti-sexual harassment policy adopted by the Company.
|
Sr. No
|
Number of Complaints of Sexual Harassment received in the year;
|
Number of Complaints disposed off during the year;
|
Number of cases pending for more than 90 days
|
|
1.
|
0
|
0
|
0
|
Cost Auditor
As per the requirements of the Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, the Company is required to maintain cost records and accordingly, such accounts are made and records have been maintained every year.
The Board has appointed, M/s. Y.S. Thakar & Co. (FRN: 000318), Cost Accountants, as the Cost Auditor to conduct the audit of the Cost Records of the Company for the Financial Year ended March 31, 2026.
Pursuant to Section 148 of the Companies Act, 2013 read with The Companies (Cost Records and Audit) Amendment Rules, 2014, the Directors on the recommendation of the Audit Committee, re-appointed M/s Y.S. Thakar & Co., Cost Accountants, to audit the Cost Accounts of the Company for the Financial Year ending March 31, 2027 on a remuneration of ' 75,000 plus GST & out of pocket expenses.
As required under the Companies Act, 2013, the remuneration payable to the Cost Auditor is required to be placed before the Members in a general meeting for their ratification. Accordingly, a resolution seeking Member’s ratification for the remuneration payable to M/s. Y.S. Thakar & Co., Cost Accountants for the Financial Year ending March 31, 2027, is proposed in the Notice convening the Annual General Meeting.
Cost Audit Report
As per the provisions of Section 148(1) of the Companies Act, 2013, the Company has maintained the cost records, as specified by the Central Government. The Cost Audit Report for the financial year does not contain any qualification(s), reservation(s) or adverse remark(s) or disclaimer.
Internal Auditor
M/s. Parikh Shah & Associates, Chartered Accountants, (Firm Registration No. 123999W) are the Internal Auditors of the Company for the financial year 2026¬ 27. Further, M/s. Parikh Shah & Associates, Chartered Accountants are reappointed as Internal Auditors of the Company for the financial year 2026-27.
Internal Audit Report, their significant observations and follow up actions taken by the Management is reviewed by the Audit Committee.
Secretarial Auditor
The Secretarial Audit Report for the financial year ended March 31, 2026, is annexed as “Annexure-4” and forms an integral part of this Annual Report.
During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards etc. covered under the Secretarial Audit. The Secretarial Audit Report
does not contain any qualification, reservation, or adverse remark.
The Board has appointed M/s Kashyap R. Mehta & Partners, a firm of Practising Company Secretaries to conduct Secretarial Audit of the Company for a period of 5 year from the financial year 2026-27 till the FY 2030-31 subject to approval of members/shareholders pursuant to Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Auditor’s Report and Secretarial Audit Report
The observations of the Auditors in their report on Accounts and the Financial Statements, read with the relevant notes are self-explanatory. The Audit Report does not contain any qualification, reservation, adverse remark, or disclaimer.
In terms of Section 204 of the Companies Act, 2013 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Secretarial Audit Report given by the Secretarial Auditors in Form No. MR-3 is annexed with this Report. There are no qualifications, reservations or adverse remarks made by Secretarial Auditors in their Report.
31. FRAUDS REPORTED BY THE AUDITORS
There was no instance of fraud during the year under review, which required the Statutory Auditors to report to the Audit Committee and / or to the Board as required under Section 143(12) of the Act and the rules made thereunder.
32. REPORT ON CORPORATE GOVERNANCE
The Company is committed to adhere to the Corporate Governance requirements as stipulated under the Companies Act, 2013 read with the rules and regulations issued by the Securities and Exchange Board of India. Report on Corporate Governance for the financial year under review, and a certificate regarding compliance with the conditions of Corporate Governance are appended to the Annual Report as “Annexure - 5”.
33. PREVENTION OF SEXUAL HARRASMENT AT WORKPLACE
As per the requirement of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 and rules made thereunder, the Company has laid down a Prevention of Sexual Harassment (POSH) Policy and has constituted Internal Committees (ICs), to consider and resolve the complaints related to sexual harassment. The ICs includes external members with relevant experience and a senior women as presiding officer. Company has zero tolerance on sexual harassment at the workplace. The ICs also work extensively on creating awareness on relevance of sexual harassment issues. The employees are required to undergo a mandatory training/ certification on POSH to sensitize themselves and strengthen their awareness.
34. STATEMENT BY THE COMPANY WITH RESPECT TO THE COMPLIANCE TO THE PROVISIONS RELATING TO THE MATERNITY BENEFITS ACT, 1961
This is to certify that Amanta Healthcare Limited is fully compliant with the provisions of the Maternity Benefit Act, 1961, as amended from time to time.
The Company ensures the following in accordance with the Act:
Maternity Leave: Female employees are granted maternity leave of 26 weeks (for the first two children) with full wages, as per Section 5 of the Act. For subsequent children, 84 days of maternity leave is provided.
Payment of Maternity Benefit: Eligible women employees are paid maternity benefit at the rate of the average daily wage for the period of their actual absence from duty.
Medical Bonus: An amount of '3500/- will be paid one time “Medical Bonus” once employee resumes duty.
Prohibition of Dismissal: No woman employee is dismissed or discharged on account of her absence due to maternity leave, and all benefits are preserved during such leave.
Awareness and Support: The Company actively informs and supports its female employees about their rights and entitlements under the Act.
Your Company is committed to safeguarding the rights of its female employees and maintaining a workplace that is compliant with all applicable labour laws.
35. DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013 AND OTHER DISCLOSURES AS PER RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014
Disclosures required in accordance with the provisions of Section 197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms part of this Report. However, as per the provisions of Sections 134 and 136 of the Companies Act, 2013, the Report and Financial Statements are being sent to the Members and others entitled thereto, excluding the Statement containing Particulars of Employees, which is available for inspection by the Members up to the date of ensuing Annual General Meeting. Any Member interested in obtaining a copy of such Statement may write to the Company Secretary atcs@amanta.co.in.
(a) The percentage increase in remuneration of each Director, Chief Financial Officer and Company Secretary of the Company and (b) ratio of the remuneration of each director to the median remuneration of the employees of the Company for the financial year 2025-26:
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Name of Director/KMPs
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% increase in remuneration
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Ratio of remuneration of each director/ to the median remuneration of employees
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Bhavesh Girishbhai Patel (Chairman and Managing Director)
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0%
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24.90:1
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Paras Mehta
(Chief Financial Officer)
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N. A.
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N.A.
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Nikhita Dinodia
(Company Secretary and Compliance Officer)
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35%
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1.69:1
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c) The percentage increase in the median remuneration of employees in the financial year: 11.70%.
d) Number of permanent employees on the rolls of the Company: 460 Employees.
e) Average percentage increase made in the salaries of employees (including workmen) other than the managerial personnel in the financial year was 12.2%, whereas the increase in the managerial remuneration was 35%. The average increases every year is an outcome of the Company’s market competitiveness and business performance. Keeping in mind our Nomination and Remuneration policy and benchmarking results, the increases this year reflect market practice.
f) It is hereby affirmed that the remuneration paid to Directors, Key Managerial Personnels and other Employees is as per the Remuneration Policy of the Company.
PARTICULARS OF EMPLOYEES:
There is no Employee drawing remuneration requiring disclosure under Rule 5(2) of Companies (Appointment & Remuneration of Managerial personnel) Rules, 2014.
36. ENVIRONMENT, HEALTH AND SAFETY
The Company is committed to health and safety of its employees, contractors and visitors. We are pleased to say that we are compliant of Environmental, Health & Safety (EHS) Regulations stipulated under the Water (Prevention and Control of Pollution) Act, The Air (Prevention and Control of Pollution) Act, The Environment Protection Act and other applicable Industrial Laws. Our mandate is not to comply but to go beyond compliance standards, and we are progressive in this direction. The health and safety of our people is paramount. We prepare our people as much as possible for the potential risks in our facilities. This preparation includes adherence to clear standards, education, training, auditing and follow-up to reinforce accountability.
37. DEMATERIALIZATION OF EQUITY SHARES
Shareholders have an option to dematerialise their shares with either of the depositories viz NSDL and CDSL. The ISIN No. allotted is INE084k01015.
38. SECRETARIAL STANDARDS
The Company has complied with the applicable provisions of Secretarial Standards 1 and 2 issued by the Institute of Company Secretaries of India and notified by the Ministry of Corporate Affairs.
39. OTHER DISCLOSURES
The Directors state that no disclosure or reporting is required in respect of the following items, as there were no transactions/events of these nature during the year under review:
• Significant or material orders passed by the Regulators or Courts or Tribunals which impact the going concern status and the Company’s operation in future;
• Issue of equity shares with differential rights as to dividend, voting or otherwise;
• Issue of sweat equity shares to directors or employees;
• Issue of bonus shares or ESOPs to employees of the Company;
• One time settlement of loan obtained from the Banks or Financial Institutions.
40. CAUTIONARY STATEMENT
Statements in the Annual Report, including those which relate to Management Discussion and Analysis describing the Company’s objectives, projections, estimates and expectations, may constitute ‘forward looking statements’ within the meaning of applicable laws and regulations. Although the expectations are based on reasonable assumptions, the actual results might differ.
41. ACKNOWLEDGEMENTS
The Directors are highly grateful for all the guidance, support and assistance received from the Government of India, Governments of various states in India, concerned Government departments, Financial Institutions and Banks. The Directors thank all the esteemed shareholders, customers, suppliers and business associates for their faith, trust and confidence reposed in the Company
The Directors wish to place on record their sincere appreciation for the dedicated efforts and consistent contribution made by the employees at all levels, to ensure that the Company continues to grow and excel.
For and on behalf of the Board Bhavesh Girishbhai Patel
Place: Ahmedabad, Gujarat Chairman & Managing Director
Date: 5th August, 2026 DIN: 00085505
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