DIRECTORS' REPORT

Your Directors are pleased to present the FORTY FIFTH ANNUAL REPORT and the audited financial statements for the year
ended March 31,2026.

FINANCIAL RESULTS

RESULTS OF OPERATIONS

During the year under review, the revenue from operations
of the Company grew by 13% to ' 93,262 million compared
to ' 82,021 million in the previous year. The profit after tax
for the year increased by 15% to ' 14,926 million compared
to ' 12,963 million in the previous year.

During the year under review, the consolidated revenue from
operations of the Company increased by 16% to ' 252,285
million compared to ' 217,940 million in the previous year.
The profit after tax for the year for the group increased by
33% to ' 20,027 million compared to ' 15,051 million in the
previous year.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with Companies Act, 2013 (“the Act”) and
Ind AS 110 - Consolidated Financial Statements read
with Ind AS 28 - Investment in Associates and Ind AS
31 - Interests in Joint Ventures, the audited consolidated
financial statements form part of the Annual Report.

In terms of provision to sub section (3) of Section 129 of the
Act, the salient features of the financial statements of the
Subsidiaries, Associates and Joint Venture Companies are
set out in the prescribed Form AOC-1, which forms a part
of the Annual Report.

In accordance with Section 136 of the Act, the audited
financial statements, including the consolidated financial
statements of the Company and audited accounts of
the subsidiaries are available at the Company's website:

https://www.apollohospitals.com/. The documents will also
be available for inspection during business hours at the
registered office of the Company.

MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE COMPANYComposite Scheme of Arrangement

The Board of Directors, at its meeting held on June 30,
2025, approved the Composite Scheme of Arrangement
amongst Apollo Hospitals Enterprise Limited (“Company”),
Apollo Healthco Limited (“Transferor Company 1”), Keimed
Private Limited (“Transferor Company 2”), and Apollo
Healthtech Limited (“Resultant Company”) (the “Scheme”).

The Company received the approval of the Competition
Commission of India on September 23, 2025, for approving
the combination proposed under the Scheme. The
Company has also received observation letters containing
“No Objection” from BSE Limited and National Stock
Exchange of India Limited, dated December 24, 2025 and
December 23, 2025, respectively.

Subsequently, the Company, Transferor Company 1,
Transferor Company 2, and the Resultant Company jointly
filed Application No. CA (CAA) / 8 / (CHE) / 2026 under
Sections 230 to 232 of the Companies Act, 2013 before the
Hon'ble National Company Law Tribunal, Chennai Bench,
seeking directions to convene meetings of the equity
shareholders and creditors in connection with the proposed
Scheme.

Pursuant to the orders of the Hon'ble Tribunal, meetings
of the Secured Creditors, Unsecured Creditors, and
Equity Shareholders of the Company are scheduled to be
convened on June 24, 2026 at 10:00 A.M., 11:00 A.M., and
2:30 P.M., respectively. Notices convening the aforesaid
meetings were dispatched to the equity shareholders and
creditors on May 21,2026.

Proposal to create one of India’s largest integrated
Maternity and Fertility Care Platforms

The Board of Directors, at the meeting held on May

20,2026 approved the proposal for Apollo Health and
Lifestyle Limited (“AHLL”), a wholly owned subsidiary of the
Company, to combine with Kids Clinic India Limited, which
operates under the brand name “Cloudnine”, to create one
of India's largest maternity and fertility care platforms in
India. As part of this arrangement, AHLL will divest its stake
in its subsidiaries, namely Apollo Specialty Hospitals Private
Limited and Apollo Fertility Centre Private Limited, to Kids
Clinic India Limited at an enterprise value of approximately
' 15,500 million, comprising cash of ' 7,650 million and
an equity stake of around 9.9% in Kids Clinic India Limited
valued at ' 7,850 million. The transaction is subject to
receipt of approval from the Competition Commission of
India.

Merger of Apollo Hospitals North Limited into the
Company

The Board of Directors, at its meeting held on May 20, 2026,
approved the proposal for the merger of Apollo Hospitals
North Limited, a wholly owned subsidiary of the Company,
with and into Apollo Hospitals Enterprise Limited (“Holding
Company” or the “Company”) under Section 230-232 of
the Companies Act, 2013 read with Rules thereunder.

The proposed merger is subject to receipt of the necessary
statutory and regulatory approvals, including the approval
of the Hon'ble National Company Law Tribunal, Chennai
Bench in accordance with the provisions of the Companies
Act, 2013.

DIVIDEND

During the year, your Company declared an interim dividend
of ' 10/- (200%) per equity share of face value of ' 5/- each
amounting to ' 1,437.85 million and the said dividend was
paid on February 27, 2026 to the shareholders on whose
names appeared in the register of members as on February
16, 2026, being the record date fixed for this purpose.

Your Directors are pleased to recommend a Final Dividend
of ' 10/- (200%) per equity share of face value of ' 5/- each
for the year ended March 31,2026.

The Final Dividend, subject to the approval of Members
at the Annual General Meeting on Tuesday, August 25,
2026 will be paid on or before September 10, 2026 to the
Members whose names appear in the Register of Members,
as on Friday, the August 14, 2026, being the record date
fixed for this purpose. In respect of shares held in electronic
form, the dividend will be paid on the basis of beneficial
ownership furnished by the depositories viz., NSDL and
CDSL for this purpose.

The total dividend for the financial year, including the
proposed Final Dividend amounts to ' 20/- per equity
and will aggregate to a sum of ' 2,875.70 million (400%
on the face value of ' 5/- per equity share). The dividend
recommended is in accordance with the Company’s
Dividend Distribution Policy.

In view of the changes made under the Income-tax Act,
2025, dividends paid by the Company shall be taxable
in the hands of the shareholders. Your Company shall,
accordingly, make the payment of the Final Dividend after
deduction of tax at source.

DIVIDEND DISTRIBUTION POLICY

Pursuant to Regulation 43A of the Securities and
Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 [SEBI Listing
Regulations], the Board of Directors of the Company had
formulated a Dividend Distribution Policy (‘the Policy’).
The Policy is available on the Company's website: https://
www.apollohospitals.com/apollo_pdf/dividend-distribution-
policy.pdf

TRANSFER TO RESERVES

The Company does not propose to transfer any amount to
general reserve on declaration of dividend. The Board of
Directors have decided to retain the entire amount of profits
for 2025-26 in the distributable retained earnings.

SUBSIDIARIES, ASSOCIATE COMPANIES AND JOINT
VENTURES

At the beginning of the year, your Company had twenty-
three direct subsidiaries and sixteen step down subsidiaries.
As on March 31,2026 your Company had twenty-five direct
subsidiaries and nineteen step down subsidiaries.

*Company Owned and Operated | Franchise Owned and Operated

MATERIAL SUBSIDIARY

Apollo Healthco Limited continues to be the material
subsidiary of the Company, in terms of provisions of
Regulation 16(1 )(c) of the SEBI Listing Regulations and
Company's Policy on determining “Material Subsidiary”.
Further details on the subsidiary monitoring framework have
been provided as part of the Corporate Governance report.

INVESTMENTSAssam Hospitals Limited

During the year, the Company had acquired 1,441,690
equity shares including a Preferential Allotment of 1,315,790
shares of face value of ' 10/- each at a premium of ' 370
per share of Assam Hospitals Limited for an aggregate sum
of ' 547 million.

Apollo Healthtech Limited

During the year, the Company had acquired 450,000 equity
shares of ' 2 each from the existing shareholders for a
total consideration of ' 0.9 million and consequent to the
acquisition, Apollo Healthtech Limited became a wholly
owned subsidiary of the Company.

Apollo Health and Lifestyle Limited (AHLL)

During the year, the Company had acquired 41,650,638
equity shares from existing investors International
Finance Corporation, Washington (IFC) and IFC EAF
Apollo Investment Company (IFC EAF) for an aggregate
consideration of ' 12,540.68 million and the balance shares
held by individual shareholders aggregating to 775,744
equity shares for a total consideration of ' 186.95 million.

Consequent to the above, AHLL has become a wholly
owned subsidiary of the Company

Apollo PET-CT Private Limited (PET-CT)

During the year, the Company had acquired 8,500,000
equity shares from existing investor Parkway-Healthcare
(Mauritius) Limited for a consideration of ' 85.00 million.
Pursuant to the aforesaid acquisition, PET-CT has become
a Wholly Owned Subsidiary of the Company.

Asclepius Hospitals & Health Care Private Limited
(AHHCPL)

During the year, the Company had invested an amount of
' 143.00 million through the acquisition of 2,600,300 equity
shares of ' 10 each from existing shareholders.

Kerala First Health Service Private Limited (KFHSPL)

During the year, the Company had invested an amount of
' 200 million in Kerala First Health Services Private Limited
(KFHSPL), by way of subscription of 20 million Redeemable
Preference Shares.

Vajrala Lakshmi Energy Private Limited (VLPL)

During the year, the Company had invested an amount of
' 2.60 million by way of subscription of 260,000 shares of
VLPL.

CORPORATE GOVERNANCE

The Company is committed to maintain the highest
standards of corporate governance and adhere to the
corporate governance requirements set out by SEBI.
The report on corporate governance as required under
the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015 (hereinafter Listing Regulations), forms an integral
part of this report as Annexure C. The requisite certificate
from M/s. Lakshmmi Subramanian & Associates, Practising
Company Secretaries confirming the compliance with the
conditions of corporate governance is attached to the
report on Corporate Governance as Annexure D.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the
year under review, as stipulated under Regulation 34 of
the Listing Regulations is presented in a separate section
forming part of the Annual Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT

As stipulated under the SEBI Listing Regulations, the
Business Responsibility and Sustainability Report along
with Reasonable Assurance Report on BRSR core forms
part of this Annual Report. The report outlines the initiatives
taken by the Company from an environmental, social and
governance perspective and is part of the Annual Report.
Further the Company had taken reasonable assurance
on BRSR core from a third-party Independent Assurance
Provider, TUV SUD South Asia Private Limited.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has established a vigil mechanism for
Directors, Employees and other stakeholders to report
their genuine concerns, the details of which are given in
the Corporate Governance Report. The policy on Vigil
Mechanism and Whistle Blower Policy has been posted on
the website of the Company https://www.apollohospitals.
com/apollo_pdf/Whistle-Blower-Policy.pdf

PARTICULARS OF LOANS, GUARANTEES AND
INVESTMENTS

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

FIXED DEPOSITS

During the year, your company did not accept any deposits
or renew existing deposits from the public /members. The
total outstanding deposits with the Company as on March

31,2026 is Nil.

SEXUAL HARASSMENT POLICY

The Company has adopted a policy on prevention, prohibition
and redressal of sexual harassment at the workplace in line
with the provisions of the Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal) Act,
2013 and the rules framed thereunder. The Company has
constituted an Internal Complaints Committee for providing
a redressal mechanism pertaining to sexual harassment of
women employees at the work place.

DIRECTORS AND KEY MANAGERIAL PERSONNEL
(KMPS)Board Composition and Independent Directors

The Board consists of an Executive Chairman, three
Executive Directors, one Non-Executive Director and
five Independent Directors. Independent Directors are
appointed for a term of five years and are not liable to retire
by rotation.

All Independent Directors have given their declarations that
they meet the criteria of independence as laid down under
Section 149(6) of the Companies Act, 2013 and Regulation
16(1 )(b) of the SEBI Listing Regulations. The Board is of
the opinion that the Independent Directors possess the
requisite integrity, expertise and experience and fulfil the
conditions specified under the Companies Act, 2013.

Lead Independent Director

Shri. MBN Rao, Independent Director and Chairman of
the Audit Committee has been appointed as the Lead
Independent Director with effect from May 25, 2022. The

roles and responsibilities of the Lead Independent Director
are provided in the Corporate Governance Report forming
part of this Annual Report.

Retirement by Rotation

Pursuant to Section 152 of the Companies Act 2013, Smt.
Sangita Reddy and Dr. Prathap C Reddy, Directors retire by
rotation at the ensuing Annual General Meeting and being
eligible offers themselves for re-appointment. Based on
the outcome of the performance evaluation process and
the recommendation of the Nomination and Remuneration
Committee (“NRC”), the Board recommends their respective
reappointment. The notice convening the 45^th AGM, to be
held on August 25, 2026 sets out the relevant details.

Re-appointment of Executive Chairman

Given the founder's instrumental role in ensuring the
Company's growth over the last four decades and especially
given this period of strategic transformation and movement
across all business verticals, which will bring the ecosystem
together in a definitive way, the Board deems extending the
Executive Chairman's tenure for an additional two years as
essential to ensure the Company navigates this transitional
period responsibly and conscientiously, delivering the
promised benefits to all its stakeholders. To this end, the
Board at its meeting held on May 20, 2026 and on the
recommendation of the NRC, approved the re-appointment
of Dr. Prathap C Reddy as Executive Chairman for a further
period of 2 years with effect from June 25, 2026 liable to
retire by rotation subject to approval of the Members at the
45^th AGM.

Re-appointment of Independent Director

Pursuant to the provisions of the Companies Act, 2013
(“Act”), the shareholders through postal ballot dated
November 12, 2021 appointed Smt. Rama Bijapurkar as an
Independent Director to hold office for five (5) consecutive
years for a term up to November 11, 2026. Smt. Rama
Bijapurkar is eligible for re-appointment for a second term
of five consecutive years.

Pursuant to the provisions of the Act and based on the
recommendation of the NRC, the Board recommends the
approval of the Members through Special Resolution at
the ensuing AGM of the Company for the re-appointment
of Smt. Rama Bijapurkar as an Independent Director for a
second term of five consecutive years commencing from
November 12, 2026.

Relevant details pertaining to the proposals, including
terms of re-appointment are provided as part of the Notice
convening the 45^th AGM.

Key Managerial Personnel

Pursuant to the provisions of Section 203 of the Companies
Act, 2013, the Key Managerial Personnel of the Company
are Smt. Suneeta Reddy, Managing Director, Shri. Krishnan
Akhileswaran, Chief Financial Officer and Shri.S.M.Krishnan,
Sr. Vice President-Finance & Company Secretary and
Compliance Officer as on March 31,2026. There has been
no change in the Key Managerial Personnel during the year.

BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013 and
in terms of Regulation 17(10) of the SEBI Listing Regulations,
the Board has carried out an annual performance evaluation
of its own performance, the directors individually as well
as the evaluation of the working of the Committees. The
manner in which the evaluation has been carried out has
been explained in the Corporate Governance Report.

NOMINATION & REMUNERATION POLICY

The Board has, on the recommendation of the NRC,
approved a policy for selection and appointment of Directors,
Key Managerial Personnel and Senior Management
Personnel and their remuneration. The Nomination and
Remuneration Policy is stated in the Corporate Governance
Report.

MEETINGS OF THE BOARD

The Board met eight (8) times during the financial year,
the details of which are given in the Corporate Governance
Report. The intervening gap between the Meetings was
within the period prescribed under the Companies Act,
2013 and SEBI Listing Regulations. The necessary quorum
was present for all the meetings.

RISK MANAGEMENT

The Board of Directors had constituted a Risk Management
Committee to identify elements of risk in different areas of
operations and to develop a policy for actions associated
to mitigate the risks. The Committee on a timely basis

informed the members of the Board of Directors about
risk assessment and minimisation procedures and in
the opinion of the Committee there was no risk that may
threaten the existence of the Company. The details of the
Risk Management Committee are included in the Corporate
Governance Report.

INTERNAL FINANCIAL CONTROLS AND THEIR
ADEQUACY

The Company has an Internal Control System,
commensurate with the size, scale and complexity of its
operations.

The scope and authority of the Internal Audit (IA) function is
defined in the Internal Audit Charter. To maintain its objectivity
and independence, the Internal Audit function reports to the
Chairman of the Audit Committee of the Board. The details
of the internal control system and its terms of reference are
set out in the Management Discussion and Analysis Report
forming part of the Board's Report.

The Board of Directors has laid down internal financial
controls to be followed by the Company and the policies
and procedures to be adopted by the Company for ensuring
the orderly and efficient conduct of its business, including
adherence to the Company’s policies, the 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 reliable financial information.
The Audit Committee evaluates the internal financial control
systems periodically.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY
THE REGULATORS OR COURTS

There are no significant material orders passed by the
Regulators / Courts which would impact the going concern
status of the Company and its future operations.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act 2013, the
Board of Directors to the best of their knowledge hereby
state and confirm:

a. that in the preparation of the annual financial
statements for the year ended March 31, 2026 the
applicable accounting standards have been followed
along with proper explanations relating to material
departures, if any;

b. that such accounting policies have been selected and
applied consistently and judgement and estimates
have been made that are reasonable and prudent so
as to give a true and fair view of the state of affairs of
the Company as at March 31,2026 and of the profit of
the Company for the year ended on that date;

c. that proper and sufficient care has been taken 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. that the annual financial statements have been
prepared on a going concern basis;

e. that proper internal financial controls were in place and
that the financial controls were adequate and were
operating effectively;

f. that systems to ensure compliance with the provisions
of all applicable laws were in place and were adequate
and operating effectively.

SHARE CAPITAL

The authorised Share Capital of the Company as on March

31,2026 is ' 1,100 million and paid-up Equity Share Capital
as on March 31,2026 was ' 718.93 million.

During the year under review, the Company has not issued
shares with differential voting rights nor sweat equity.
As of March 31, 2026, the details of shareholding in the
Company held by the Directors are set out in the Corporate
Governance Report forming part of the Board’s Report and
none of the directors hold convertible instruments of the
Company.

EMPLOYEE STOCK OPTION SCHEME

The Board of Directors of the Company, based on the
recommendation of the Nomination and Remuneration
Committee, at their meeting held on August 03, 2024
approved the employee stock option scheme namely
‘Apollo Hospitals Enterprise Limited Employee Stock
Option Plan 2024’ (“APOLLO ESOP 2024”) to create and
grant upto 2,156,770 options (1.5% of the total paid up
capital) to the eligible employees upon such terms and
conditions as applicable.

The shareholders at their meeting held on August 30, 2024
approved the Apollo ESOP 2024. As on March 31, 2026,

the Company had granted 277,234 employee stock options
(“Options”) and 103,950 Restricted Stock Units (“RSU”) in
accordance with the Plan to the identified employees of
the Company (“Eligible Employees”) pursuant to approvals
of the Nomination and Remuneration Committee and the
Board

A certificate from the Secretarial Auditor confirming that the
Scheme has been implemented in line with Regulation 13
of the SEBI (Share Based Employee Benefits and Sweat
Equity) Regulations, 2021, (SBEB Regulations) is provided
in Annexure - H. The details required under Rule 12 (9)
of Companies (Share Capital and Debentures) Rules, 2014
and the disclosure required to be made under Regulation 14
of SEBI SBEB Regulations, 2021 is available on the website
of the Company at https://www.apollohospitals.com/sites/
default/files/2026-07/disclosure_sbeb_2026.pdf.

CREDIT RATING

CRISIL has given the credit rating of CRISIL AA Positive for
the Company's long term bank credit facilities and CRISIL
A1 (Reaffirmed) for short term (working capital) facilities.
India Rating has given a credit rating of IND AA /Positive/
IND A1 for the Company's long term bank credit facilities.

The Company's term loan facilities were also assigned a
rating of ICRA AAA Stable by ICRA Limited and ICRA A1
for short term rating.

The details of the Credit Ratings are available on the website
www.apollohospitals.com

CONTRACTS AND ARRANGEMENTS WITH RELATED
PARTIES

All contracts/arrangements/transactions entered by the
Company during the financial year with related parties were
in the ordinary course of business and on an arm's length
basis and approved by the Audit Committee and the Board.
In terms of the Act, there were no materially significant
related party transactions entered into by your Company
with its Promoters, Directors, Key Managerial Personnel
and its wholly owned subsidiary companies, or other
designated persons, which may have a potential conflict
with the interest of your Company at large, except as stated
in the Financial Statements.

Hence, the disclosure of the Related Party Transactions as
required under Section 134(3)(h) of the Act in Form AOC-2
is not applicable to the Company for 2025-26.

The details of RPTs during the financial year, including
transactions with person or entities belonging to the
promoter/ promoter group which hold(s) 10% or more
shareholding in the Company are provided in the
accompanying financial statements.

During the financial year, the Independent Directors of the
Company had no pecuniary relationship or transactions
with the Company other than sitting fees, commission and
reimbursement of expenses, as applicable.

Your Directors draw the attention of the members to the
Notes to the financial statements which sets out related
party disclosures.

The Policy on materiality of related party transactions and
dealing with related party transactions as approved by the
Board may be accessed on the Company's website https://
www.apollohospitals.com/sites/default/files/2026-04/rpt_
policy_2026.pdf

PARTICULARS OF EMPLOYEES AND RELATED
DISCLOSURES

Disclosure pertaining to remuneration and other details as
required under Section 197(12) of the Act read with Rule
5(1) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 is annexed to the
Report as Annexure F.

Statement containing particulars of top 10 employees and
particulars of employees as required under Section 197 (12)
of the Act read with Rule 5(2) and (3) of the Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014 is provided as a separate Annexure forming
part of this report.

In terms of proviso to Section 136(1) of the Act, the Report
and Accounts are being sent to the Shareholders, excluding
the aforesaid Annexure. The said Statement is also open for
inspection. Any member interested in obtaining a copy of
the same may write to the Company Secretary.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

In terms of the provisions of Section 1 35 of the Act read
with the Companies (Corporate Social Responsibility
Policy) Rules, 2014, the Board of Directors of the Company
have constituted a Corporate Social Responsibility &
Sustainability (“CSRS”) Committee. As part of its initiatives
under CSR, the Company has focused and undertaken
projects in the areas of Rural Development, Healthcare,

Education & Skill Development, Research in Healthcare
and Medicine and Preservation and protection of national
heritage, art and culture.

These projects are in accordance with Schedule VII of
the Companies Act, 2013. The Report on CSR activities
including summary of impact assessment report for
the financial year 2025-2026 is annexed herewith as
Annexure A.

The Company has in place a CSR Policy, which is
available at https://www.apollohospitals.com/sites/default/
files/2025-03/csr-policy_2025.pdf

STATUTORY AUDITORS

The Members at their 41^st AGM held on August 25, 2022
had approved the re-appointment of Deloitte Haskins &
Sells LLP, Chartered Accountants (“Deloitte”) as statutory
auditors for the second and final term of five consecutive
years, to hold office from the conclusion of 41^st AGM till the
conclusion of the 46^th AGM to be held in the year 2027.

The Report given by M/s. Deloitte on the financial statements
of the Company for the year 2025- 26 is part of the Annual
Report. The Notes on the financial statements referred to in
the Auditor's Report are self-explanatory and do not call for
any further comments.

The Auditors' Report on the financial statements of the
Company for the financial year ended March 31, 2026
is unmodified i.e., it does not contain any qualification,
reservation or adverse remark.

COST AUDITORS

Pursuant to Section 148 of the Companies Act, 2013 read
with the Companies (Cost Records and Audit) Amendment
Rules, 2014, the Board on the recommendation of the Audit
Committee, appointed M/s. A.N. Raman & Associates,
Cost Accountants, Chennai (FRN 102111) to audit the cost
accounts of the Company for the financial year 2026-2027
on a remuneration of '1.65 million.

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.A.N. Raman
& Associates, Cost Accountants, Chennai (FRN102111) is
included at Item no. 08 of the Notice convening the Annual
General Meeting.

The Company has maintained cost records in accordance
with the provisions of the Companies Act, 2013 read with
the Companies (Cost Records and Audit) Amendment
Rules, 2014 in respect of healthcare services.

SECRETARIAL AUDITORS

Shareholders at the 44^th AGM appointed M/s. Lakshmmi
Subramanian & Associates, Practicing Company
Secretaries as the Secretarial Auditors for a period of five
consecutive years commencing from Financial Year 2025¬
2026 to 2029-2030.

The Auditor has confirmed that they are not disqualified
from continuing as the Secretarial Auditors of the Company.

The Company has obtained the necessary consent and
eligibility confirmation from the Secretarial Auditor to
continue as the Secretarial Auditor of the Company for the
financial year 2026-27.

Secretarial Auditors Report

The Secretarial Audit Report for the financial year ended
March 31,2026 is annexed herewith as Annexure B. The
Secretarial Audit Report does not contain any qualification,
reservation or adverse remark.

Secretarial Audit of Unlisted Material Indian Subsidiary

The Company’s unlisted material subsidiary, Apollo Healthco
Limited (AHL) had also undergone Secretarial Audit in terms
of Regulation 24A of the Listing Regulations and Circulars/
Guidelines issued thereunder. The Secretarial Audit Report
of AHL in Form MR-3 for the financial year ended March 31,
2026 is annexed herewith as Annexure B1. The Secretarial
Audit Report also does not contain any qualification,
reservation, or adverse remark.

BOARD’S RESPONSE ON AUDITOR’S QUALIFICATION,
RESERVATION OR ADVERSE REMARKS OR
DISCLAIMER MADE.

The Directors hereby confirm that there are no qualifications,
reservations or adverse remark made by the statutory
auditors of the company or in the secretarial audit report
by the practicing company secretary and secretarial
compliance report for the year ended March 31,2026.

REPORTING OF FRAUDS BY AUDITORS

During the year under review, neither the statutory auditors
nor the secretarial auditor have reported to the Audit

Committee, under Section 143 (12) of the Companies
Act, 2013, any instances of fraud committed against the
Company by its officers or employees.

OTHER DISCLOSURES

a. During the year, the Company had complied with the
applicable, Secretarial Standards relating to “Meetings
of the Board of Directors” and “General Meetings”.

b. There are no proceedings initiated/pending against
your Company under the Insolvency and Bankruptcy
Code, 2016 which materially impact the business of
the Company.

c. There were no instances where your Company
required the valuation for one time settlement or while
taking loans from the Banks or Financial Institutions.

d. During the year there has been no change in the nature
of business of the Company.

PARTICULARS REGARDING CONSERVATION OF
ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS AND OUTGO.

Information as required to be disclosed on conservation
of energy, technology absorption and foreign exchange
earnings and outgo stipulated under Section 134(3)
(m) of the Companies Act, 2013 read with Rule 8 of The
Companies (Accounts) Rules, 2014, is annexed herewith
as Annexure G.

ANNUAL RETURN

In terms of Section 92(3) and 134(3)(a) 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 at
https://www.apollohospitals.com/sites/default/
files/2026-07/ac389189313.06.2026_0.pdf.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation
of the contribution made by the employees at all levels,
towards the continued growth and prosperity of your
Company.

Your Directors also wish to place on record their
appreciation of business constituents, banks and other
financial institutions and shareholders of the Company for
their continued support.

For and on behalf of the Board of Directors
APOLLO HOSPITALS ENTERPRISE LIMITED

Dr. Prathap C Reddy

Place : Chennai Executive Chairman

Date : May 20, 2026 DIN : 00003654