Your directors have great pleasure in presenting the Annual Report together with the Audited Accounts
of the Company for the year ended at 31^st March, 2025.

FINANCIAL SUMMARY AND HIGHLIGHTS

The Company's financial performance for the year under review along with previous years' figures is given
hereunder:

Financial Year 2024-25 has been a dynamic year filled with both challenges and meaningful achievements that
have set up the Company's resilience and positioned it for continued growth.

STATE OF COMPANIES AFFAIR AND FUTURE OUTLOOK

The Company is engaged in the business of healthcare service provider and has incurred a loss of Rs. 54.73 lakhs
in current financial year i.e. FY2024-25 as compared to a loss of Rs. 14.07 lakhs in previous financial year i.e.
FY2025-26. For a deeper understanding of our business performance, please refer to the Management Discussion
& Analysis Report included in the Annual Report. Your directors are hopeful of generating more revenues and
focusing further growth in coming years.

DIVIDEND

During the reporting period, in order to conserve the resources of the Company for future growth and
development, the Board of Directors do not recommend any dividend.

TRANSFER TO RESERVES

During the period under review, no amount was transferred to General Reserve of the Company.
CHANGE IN NATURE OF BUSINESS

The Company has not changed its business or objects and continues to be in the same line of business as per the
main objects of the Company.

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

The Company does not have any funds lying unpaid or unclaimed for a period of seven years. Therefore, no
funds were required to be transferred to Investor Education and Protection Fund.

CASH FLOW AND FINANCIAL STATEMENTS

As required under Regulation 34 of the Listing Regulations, a Cash Flow Statement and Financial Statement
form part of the Annual Report.

SHARE CAPITAL

> Authorized Capital

During the year reporting period, the Authorized Share Capital of your Company as on 31st March 2025 stood
at Rs. 8,00,00,000/- (Rupees Eight Crores) divided into 80,00,000 Equity Shares of Rs. 10/- each.

> Issued, Subscribed and Paid-up Share Capital

The Issued, Subscribed and Paid-up Share Capital as on 31st March, 2025 was Rs. 7,00,22,000 (Rupees Seven
Crores Twenty-Two Thousand) divided into 70,02,200 Equity Shares of 10/- each.

During the reporting period, there is no change in the share capital of the company.

DETAILS OF SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR

During the reporting period, the company does not have any holding company or subsidiary company or joint
venture.

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

Subsequent to the end of the financial year, a significant development has occurred which materially impacts
the financial position and future outlook of the Company.

The Company, which had previously been subjected to suspension from trading of its securities on BSE Limited
and other trading platforms due to non-compliance issues, has undertaken extensive corrective measures under
the leadership and close supervision of its management. These measures included strengthening internal
controls, enhancing corporate governance practices, timely regulatory filings, and aligning operational
procedures with applicable statutory requirements.

As a result of these persistent and strategic efforts, the Company received an official communication from BSE
Limited dated March 18, 2025, notifying the revocation of the suspension imposed on the trading of its equity
shares. This revocation effectively reinstates the Company's eligibility to trade its securities on the stock
exchange.

This development is a noteworthy milestone in the Company's turnaround journey and forms a critical part of
its broader strategic roadmap aimed at business revival, growth, and long-term value creation for its
stakeholders. The reinstatement of trading privileges is expected to enhance market visibility, improve investor
confidence, and unlock new opportunities for capital raising and strategic partnerships.

SECRETARIAL STANDARD

The Directors state that applicable Secretarial Standards i.e. SS-1 and SS-2, relating to 'Meetings of the Board of
Directors' and 'General Meetings' respectively, have been duly followed by the Company.

DEPOSITS

The Company has not accepted deposit from the public falling within the ambit of Section 73 of the Companies
Act, 2013 and The Companies (Acceptance of Deposits) Rules, 2014. No amount of principal or interest was
outstanding as on the date of Balance Sheet.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

> Composition

During the year under review, the Board of the Company comprised of 6 (six) Directors, Out of which , 3 (three)
were Executive Directors and 3 (three) were Non-Executive Independent Directors, including 1 (one) woman
Independent Director.

None of the Directors/KMPs of the Company are disqualified under any of the provisions of the Act and
relevant Regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI
Listing Regulations").

Following are the details of Directors and Key Managerial Personnel (KMP) of the Company as on 31^st
March, 2025:

Changes in Board Composition

During the year under review and after 31st March, 2025 the following changes took place in the Board of
Directors and Key Managerial Persons:

1. Ms. Priyanka Lohiya tendered her resignation from the position of Company Secretary of the Company
with effect from 29^th June, 2024

2. Ms. Seema Baghel has been appointed as an Additional Director of the company with effect from 05^th
October, 2024

3. Ms. Mandeep Kaur was appointed as the company secretary of the company with effect from 05^th October,
2024.

4. The following changes were observed in the Board Composition as on 12^th May, 2025:

• Resignation of Mr. Pratik Satish Patil from the position of Managing Director

• Resignation of Ms. Seema Baghel from the position of Additional Director

• Resignation of Ms. Sadhana Satish Patil from the position of Executive Director

• Resignation of Manpreet Doad Powani from the position of Chief Financial Officer

• Appointment of Mr. Vishnubhai Mohanbhai Desai as a Managing Director of the company

• Appointment of Mr. Yash Arun Chaudhary as an Additional Non Executive Non Independent Director
of the company

• Appointment of Kunjan Nathabhai Rathod as Chief Financial Officer(CFO) of the company

• Re-designation of Mr. Ghanshyam Dhananjay Gavali (DIN: 03343352) as Executive director of the
company

5. Resignation of Vishnubhai Mohanbhai Desai from the position of Managing Director and Re-designation of
Mr. Ghanshyam Dhananjay Gavali (DIN: 03343352) as Managing director of the company with effect from
08^th July, 2025

The Company has received consent in writing to act as directors in Form DIR-2 and intimation in Form DIR-8

pursuant to Rule 8 of the Companies (Appointment and Qualification of Directors) Rules, 2014, to the effect that
they are not disqualified under section (2) of section 164 of the Companies Act, 2013. The Board considers that
his association would be immense benefit to the Company and it is desirable to avail his services as Directors.
Accordingly, the Board recommends the resolution related to appointment of above directors for the approval
of shareholders of the company.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the provisions contained in Section 134 (5) of the Companies Act, 2013, Your Directors, confirm that:

i) In the preparation of the annual accounts for the financial year ended on March 31, 2025 the applicable Indian
Accounting Standards have been followed and there are no material departures from the same;

ii) The selected accounting policies were applied consistently and the Directors made judgments and estimates
that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at
March 31, 2025 and of the profit of the Company for that period.

iii) 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;

iv) The annual accounts have been prepared on a 'going concern' basis.

v) The Internal financial controls have been laid by the Directors to be followed by the Company and such
financial controls are adequate and were operating effectively.

vi) Proper systems had been devised in compliance with the provision of the all-applicable laws and such
systems were adequate and operating effectively.

EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of 92(3) and Section 134(3) (a) of the Companies, Act,2013 read with Rule 12 of the
Companies (Management and Administration) Rules, 2014, the draft Annual Return of the Company for the
Financial Year 31st March, 2025 is uploaded on the website of the Company and can be accessed at
http://www. bostonbio. in.

CORPORATE GOVERNANCE REPORT

As per Regulation 15 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
Corporate Governance provisions as specified in Regulation 17 to 27, clauses (b) to (i) [and (t)] of sub-regulation
(2) of regulation 46 and Paragraph C, D and E of Schedule V are not applicable on the companies whose paid-
up share capital and net worth is less than Rupees Ten Crore and Rupees Twenty-Five Crore respectively.

Since the paid-up share capital and net worth of the Company is less than the aforesaid threshold limit, the
Company is not required to comply with the above mentioned Corporate Governance provisions.

DETAILS OF THE BOARD MEETINGS HELD DURING THE YEAR 1ST APRIL, 2024 TO 31ST MARCH,
2025

The number of Meetings of the Board of Directors and the number of Meetings attended by each Directors of
Boston Bio Systems Limited during the Financial Year 2024-2025 is summarized in the table below:

*As appointment as an additional director of the company with effect from 05^th October, 2024.

SEPARATE MEETING OF INDEPENDENT DIRECTORS

Independent Directors of the Company held their Separate meeting under Regulation 25(3) of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 and Schedule IV of Companies Act, 2013 on 30^th
May, 2024 at the registered office of the Company.

DIRECTORS RETIRING BY ROTATION

As per the provisions of Section 152(6) of the Act, not less than two-third of the total number of Directors,
excluding Independent Directors, are liable to retire by rotation and one-third of such Directors are required to
retire at each AGM. Accordingly, Mr Ghanshyam Dhananjay Gavali (DIN: 03343352), who has been longest in
office since his last appointment, retires by rotation at the ensuing AGM and, being eligible, offers himself for
re-appointment. A resolution seeking Members' approval for his re-appointment forms part of the Notice
convening 30^th AGM.

INDEPENDENT DIRECTORS DECLARATION

The Company has received the Declaration of Independence from its Independent Directors confirming that
they meet the criteria of independence as provided in section 149(6) of the Companies Act, 2013 read with
Regulations 16 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and that they are not
disqualified from continuing their appointment as Independent Director.

During the year under review the non- executive directors of the company had no Pecuniary relationship or
transactions with the Company other than sitting fees, commission, if any and reimbursement of expenses
incurred for the purpose of attending the meetings of the board or committees of the company.

The Company has received requisite annual declarations/confirmations from all the aforesaid Independent
Directors. The Board of Directors of the Company is of the view that Independent Directors fulfill the criteria of
independence and they are independent from the management of the Company.

The Company has noted that the names of all Independent Directors have been included in the data bank
maintained with the Indian Institute of Corporate Affairs, Manesar ('IICA'). Accordingly, all the Independent
Directors of the Company have registered themselves with IICA for the said purpose. In terms of Section 150 of
the Act read with the Companies (Appointment & Qualification of Directors) Rules, 2014, as amended thereof,
both the Independent Directors are exempted from undertaking online proficiency self-assessment test
conducted by the IICA.

DISCLOSURE ON THE NOMINATION AND REMUNERATION POLICY OF THE COMPANY
PURSUANT TO SECTION 134(3) (e) AND SECTION 178 (3)

The Company's Policy on Director's appointment and remuneration including criteria for determining
qualifications, positive attributes, independence of a Director and other matters as provided under Section
178(3) of the Companies Act, 2013 can be accessed on the Company's website at http://www.bostonbio.in.

The Objective of the Policy is to ensure that

• The level and composition of remuneration is reasonable and sufficient to attract, retain and motivate

Directors of the quality required to run the Company successfully.

• Relationship of remuneration to performance is clear and meets appropriate performance benchmarks
and

• Remuneration to Directors, Key Managerial Personnel and Senior Management involves a balance
between fixed and incentive pay reflecting short and long term performance objectives appropriate to the
working of the Company and its goals.

DETAILS OF ESTABLISHMENT OF VIGIL MECHANISM:

Pursuant to the provisions of Section 177(9) of the Companies Act, 2013 read with the Companies (Meetings of
Board and its Powers) Rules, 2014, the Company has formulated a 'Whistle Blower Policy' for the Directors and
Employees to report genuine concerns or grievances about unethical behavior, actual or suspected fraud or
violation of the Company's Code of Conduct and provides safeguard against victimization of director or
employees or any other person who avail the mechanism and also provide for direct access to the Chairman of
the Audit Committee in exceptional cases. The same is also uploaded on the website of the Company at
http://www.bostonbio.in.

During the year under review, no complaints have been received by the Company from any whistle blower.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report for the Financial Year 2024-25 as required under Regulation
34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed to this Report as
Annexure - I.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF
SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT.

During the year under consideration, Statutory Auditor has not reported any instances of frauds committed in
the Company under section 143(12) of the Companies Act, 2013.

HUMAN RESOURCES

The Management has a healthy relationship with the officers and the Employee.

17. AUDITORS &THEIR REPORT

> Statutory Auditors

In terms of provisions of Section 139 of the Companies Act, 2013, the Board of Directors of the Company had
appointed M/s Nahar V& Co. Chartered Accountant (Firm Registration No. 010443C) as Statutory Auditors of
the Company or a period of 5 years.

M/s Nahar V & Co. Chartered Accountants, (Firm Registration No. 010443C) shall hold the office till the
conclusion of 30th Annual General Meeting to be held in the year 2025, but has tendered his resignation as dated
4th September, 2025.

Further the report of the Statutory Auditors along with notes to Schedules is enclosed to this report. There were
no observations or qualifications, or remarks made by the Statutory Auditors in their report for the financial year
ended 31 March 2025.

> Secretarial Audit

In terms of the provision of the Section 204 of the Act read with Companies (Appointment and Remuneration of

Managerial Personnel) Rules, 2014, the Board of Directors had appointed M/ s Shashank Kumar & Associates, a
peer reviewed Practicing Company Secretaries as Secretarial Auditor of the Company for the Financial Year 2024¬
25.

In accordance with the provisions of Section 204 of the Act, M/s Shashank Kumar & Associates conducted the
secretarial audit for the financial year ended 31 March 2025. The Secretarial Audit Report issued by the Secretarial
Audit in Form MR-3 is attached as Annexure II and forms part of the Directors' Report. There are no
qualifications or remarks.

> Internal Audit

In terms of the provision of the Section 138 of the Companies Act, 2013 read with the Rule 13 of the Companies
(Accounts) Rules, 2014, the Board had appointed M/s Vyom Advisors (Proprietorship Firm) as Internal Auditor
of the Company for the financial year 2024-2025.

The Report of the Internal Auditors is reviewed by the Audit Committee.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE
COMPANIES ACT, 2013

The Particulars of loans, guarantees and investments have been disclosed in the financial statements.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During the year under review, there were no transactions held either at arm's length or not at arm's length
basis.

Accordingly, the disclosure in Form AOC-2 as prescribed under Section 134 of the Companies Act, 2013 read
with the Companies (Accounts) Rules, 2014 is not required and hence, the same is not attached with this Report.
Details of transactions with related parties have been provided in the notes to the Financial Statements of the
Company.

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

The Company does not have any manufacturing activity. Thus, the provisions related to conservation of energy
and technology absorption are not applicable on the Company. However, the Company makes all efforts
towards conservation of energy, protection of environment and ensuring safety.

Further, details of foreign exchange earnings and outgo, details as mentioned below:

STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT
POLICY OF THE COMPANY

Pursuant to the provisions of Section 134(3)(n) of the Companies Act, 2013, the Company has a structured Risk
Management Policy duly approved by the Board of Directors. The Risk Management process is designed to
safeguard the Company from various risks through adequate and timely actions. It is designed to anticipate,
evaluate and mitigate risks in order to minimize its impact on the business of the Company. The potential risks
are integrated with management process such that they receive the necessary consideration during the decision
making. It has been dealt in greater detail in Management Discussion and Analysis Report annexed to this
Report.

CORPORATE SOCIAL RESPONSIBILITY POLICY

Pursuant to the provisions of Section 135(1) of the Companies Act, 2013, the provisions related to Corporate
Social Responsibility (CSR) are applicable on companies having net worth of rupees five hundred crore or more;
or turnover of rupees one thousand crore or more; or a net profit of rupees five crore or more. The present
financial position of the Company does not make it mandatory for the Company to undertake CSR initiatives
or to formulate CSR Policy during the Financial Year ended March 31, 2025. The Company will constitute CSR
Committee, develop CSR Policy and implement the CSR initiatives whenever the same becomes applicable on
the Company.

EVALUATION BY BOARD OF ITS OWN PERFORMANCE, ITS COMMITTEES AND INDIVIDUAL
DIRECTORS

In compliance with the provisions of the Act, and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the performance evaluation was carried out as under:

Board:

In accordance with the criteria suggested by the Nomination and Remuneration Committee, the Board of
Directors evaluated the performance of the Board, having regard to various criteria such as Board composition,
Board processes, Board dynamics etc. The Independent Directors, at their separate meeting, also evaluated the
performance of the Board as a whole based on various criteria. The Board and the Independent Directors were
of the view that performance of the Board of Directors as a whole was satisfactory.

Committees of the Board:

The performance of the Audit Committee, the Nomination and Remuneration Committee, the Stakeholders
Relationship Committee was evaluated by the Board having regard to various criteria such as committee
composition, committee processes, committee dynamics etc. The Board was of the view that all the committees
were performing their functions satisfactorily.

Individual Directors:

In accordance with the criteria suggested by the Nomination and Remuneration Committee, the performance
of each director was evaluated by the entire Board of Directors (excluding the director being evaluated) on
various parameters.

Independent Directors, at their separate meeting, have evaluated the performance of Non independent
Directors and the Board as a whole; and of the Chairman of the Board, taking into account the views of other
Directors; and assessed 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.
The Board and the Independent Directors were of the view that performance of the all the Directors as a whole
was satisfactory.

The evaluation framework for assessing the performance of the Directors includes the following broad
parameters:

> Relevant expertise;

> Attendance of Directors in various meetings of the Board and its Committees;

> Effective participation in decision making process;

> Objectivity and independence;

> Level of awareness and understanding of the Company's business;

> Professional conduct of the directors in various meetings of the Board and its committees;

> Compliance with the Code of Conduct of the Company;

> Ability to act in the best interest of the Company

INTERNAL FINANCIAL CONTROLS

The Company has laid proper and adequate systems of internal financial control commensurate with the size
of its business and nature of its operations with regard to the following:

(i) Systems have been laid to ensure that all transactions are executed in accordance with management's
general and specific authorization.

(ii) Systems and procedures exist to ensure that all transactions are recorded as necessary to permit preparation
of financial statements in conformity with generally accepted accounting principles or any other criteria
applicable to such statements, and to maintain accountability for aspects and the timely preparation of
reliable financial information.

(iii) Access to assets is permitted only in accordance with management's general and specific authorization. No
assets of the Company are allowed to be used for personal purposes, except in accordance with terms of
employment or except as specifically permitted.

(iv) The existing assets of the Company are verified/ checked at reasonable intervals and appropriate action is
taken with respect to any differences, if any.

(v) Proper systems are in place for prevention and detection of frauds and errors and for ensuring adherence
to the Company's policies.

The Company has in place adequate internal financial controls with reference to financial statements. During
the year, such controls were tested and no reportable material weaknesses in the design or operation were
observed.

COMMITTEES OF BOARD
A. AUDIT COMMITTEE

The Audit Committee of the Board as on 31-03-2025 consist of three (3) Directors of the company. The Audit
Committee has been authorized to look after the following major functions:

i. To recommend for appointment, remuneration and terms of appointment of auditors of the company;

ii. To review and monitor the auditor's independence and performance, and effectiveness of audit
process;

iii. To examine the financial statement and the auditors' report thereon;

iv. To approve or any subsequent modification of transactions of the company with related parties;

v. To conduct scrutiny of inter-corporate loans and investments;

vi. To evaluate undertakings or assets of the company, wherever it is necessary;

vii. To evaluate internal financial controls and risk management systems;

viii. To monitor the end use of funds raised through public offers and related matters.

ix. To call for the comments of the auditors about internal control systems, the scope of audit, including
the observations of the auditors and review of financial statement before their submission to the Board
and to discuss any related issues with the internal and statutory auditors and the management of the
company.

x. To investigate into any matter in relation to the items specified in or referred to it by the Board and for
this purpose shall have power to obtain professional advice from external sources and have full access
to information contained in the records of the company.

DETAILS OF COMPOSITION, NAMES OF MEMBERS, NUMBER OF MEETINGS HELD AND
ATTENDANCE OF AUDIT COMMITTEE DURING THE YEAR FROM 01^st APRIL, 2024 TO 31^st
MARCH, 2025

During the financial year 2024-2025 Four (4) Meetings of Audit Committee were held:

• 30.05.2024

• 13.08.2024

• 14.11.2024

• 14.02.2025

B. NOMINATION AND REMUNERATION COMMITTEE

The Nomination & Remuneration Committee of the Board was formed in compliance with provisions of
Section 178 of Companies Act,2013 and Rule 6 and 7 of Companies (Meetings of Board and its Powers)
Rules, 2014. The Committee has been authorized to look after following major functions:

1. To identify persons who are qualified to become directors and who may be appointed in senior
management in accordance with the criteria laid down, recommend to the Board their appointment and
removal and shall carry out evaluation of every director's performance.

2. To formulate the criteria for determining qualifications, positive attributes and independence of a
director and recommend to the Board a policy, relating to the remuneration for the directors, key
managerial personnel and other employees.

1. To ensure that—

(a) the level and composition of remuneration is reasonable and sufficient to attract, retain and
motivate directors of the quality required to run the company successfully;

(b) relationship of remuneration to performance is clear and meets appropriate performance
benchmarks; and

(c) remuneration to directors, key managerial personnel and senior management involves a balance
between fixed and incentive pay reflecting short and long-term performance objectives appropriate to
the working of the company and its goals.

(d) The policy so framed by the said Committee shall be disclosed in Board's Report to shareholders.

DETAILS OF COMPOSITION, NAMES OF MEMBERS, NO. OF MEETINGS HELD AND ATTENDANCE
OF NOMINATION & REMUNERATION COMMITTEE DURING THE YEAR 1ST APRIL, 2024 TO 31ST
MARCH, 2025

During the financial year 2024-2025 Three (3) meeting of Nomination & Remuneration Committee were
held:

• 29.06.2024

• 09.09.2024

• 05.10.2024

C. STAKEHOLDERS RELATIONSHIP COMMITTEE

The Stakeholders Relationship Committee (SRC) is a key committee under the Companies Act, 2013, primarily
responsible for addressing the grievances and concerns of a company's shareholders and other stakeholders.
Resolving Shareholders' / Investors' Grievances

1. Key Functions of the Stakeholders Relationship Committee:

2. Handling and resolving complaints related to:

3. Transfer/transmission of shares

4. Non-receipt of dividends

5. Non-receipt of annual reports

6. Dematerialization/rematerialization of shares

7. Any other grievance related to shares or debentures and many more.

DETAILS OF COMPOSITION, NAMES OF MEMBERS, NO. OF MEETINGS HELD AND ATTENDANCE
OF STAKEHOLDER RELATIONSHIP COMMITTEE DURING THE YEAR 1ST APRIL, 2024 TO 31ST
MARCH, 2025

During the financial year 2024-2025 Three (1) meeting of Stakeholder Relationship Committee were held:

• 30.05.2024

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

The Company has in place a policy for the prevention of sexual harassment in line with the requirements of the
Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act,
2013"). Internal committees have been set up to redress complaints received regarding sexual harassment. All
employees (permanent, contractual, temporary, trainees) are covered under this policy.

During the reporting period, there were no cases filed pursuant to the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013.

POLICY FOR PREVENTION OF INSIDER TRADING

The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 came into effect
from May 9, 2023 to put in place a framework for prohibition of insider trading in securities and to strengthen
the legal framework thereof. Pursuant to Regulation 8 of Securities and Exchange Board of India (Prohibition of
Insider Trading) Regulations, 2015, the Company has formulated and adopted the Code of Practices and
Procedures for Fair Disclosure of Unpublished Price Sensitive Information ("Code of Fair Disclosure") of the
Company. The Code of Fair Disclosure is available on the website of the Company https:/ /bostonbio.in.

Further, pursuant to Regulation 9 of Securities and Exchange Board of India (Prohibition of Insider Trading)
Regulations, 2015, the Company has formulated and adopted the Code of Conduct for Prevention of Insider
Trading. The Code lays down guidelines and procedures to be followed and disclosures to be made while

dealing with the shares of the Company and cautioning them on the consequence of non-compliances. The
Company Secretary has been appointed as a Compliance Officer and is responsible for monitoring adherence
to the Code. The code of conduct to regulate, monitor and report trading by insiders is also available on the
website of the Company https://bostonbio.in

PARTICULARS OF EMPLOYEES PURSUANT TO THE SECTION 197 (12) OF COMPANIES ACT AND
RULE 5(1), 5(2) AND 5(3) OF COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL
PERSONNEL) RULES, 2014

The information required pursuant to Section 197 read with Rule 5 of The Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and Companies (Particulars of Employees) Rules, 1975, in
respect of employees of the Company and Directors is furnished hereunder:

Statement of Particulars of Employees pursuant to the Section 197 (12) of Companies Act and Rule 5(2) of
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

a) Details of the employees employed throughout the Financial Year, was in receipt of remuneration
for that year which, in the aggregate, was not less than one crore rupees and two lakh rupees.

Nil

b) Details of the employees employed for a part of the Financial Year and was in receipt of
remuneration for any part of that year, at a rate which, in the aggregate, was not less than eight lakh
and fifty thousand rupees per month; Nil

c) If employed throughout the Financial Year or part thereof and was in receipt of remuneration in that
year which, in the aggregate, or as the case may be, at a rate which, in the aggregate, is in excess of
that drawn by the Managing Director or Whole-time Director or Manager and holds by himself or
along with his spouse and dependent children, not less than two percent of the equity shares of the
Company.

Nil

DISCLOSURE PERTAINING TO MAINTENANCE OF COST RECORD PERSUANT TO SECTION 148(1)
OF THE COMPANIES ACT, 2013

The company is not required to maintain Cost Records as specified u/s 148(1) of the Companies Act, 2013 read
with the applicable rules thereon for the Financial Year 2024-25. Hence the clause is not applicable to the
Company.

RISK MANAGEMENT POLICY

Pursuant to the provisions of Section 134(3)(n) of the Companies Act, 2013, the Company has a structured Risk
Management Policy duly approved by the Board of Directors. The Risk Management process is designed to
safeguard the Company from various risks through adequate and timely actions. It is designed to anticipate,
evaluate and mitigate risks in order to minimize its impact on the business of the Company. The potential risks
are integrated with management process such that they receive the necessary consideration during the decision
making. It has been dealt in greater detail in Management Discussion and Analysis Report annexed to this
Report.

APPLICATION/PROCEEDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016

Pursuant to rule 8(5)(xi) of the Companies (Accounts) Rules, 2014, no application has been made nor any
proceeding is pending under the Insolvency and Bankruptcy Code, 2016 during the period under review.

COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961

The Company affirms that it is in full compliance with the provisions of the Maternity Benefit Act, 1961, as
amended from time to time. The Company is committed to fostering a supportive and inclusive work
environment, and ensures that all relevant policies and practices are regularly reviewed and aligned with the
applicable statutory requirements.

WEBSITE DISCLOSURE

The Company maintains an updated website at https:/ /bostonbio.in, which serves as a comprehensive resource
for stakeholders, including shareholders, investors, and the general public. The website contains important
information about the Company's operations, corporate governance policies, financial reports, statutory filings,
and other relevant details.

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 UNDER RULE 8(5)(XII) OF THE
COMPANIES (ACCOUNTS) RULES, 2014

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 under
rule 8(5)(xii) of the Companies (Accounts) Rules, 2014 are not applicable to the Company during the period
under review.

GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following items, as there were no
transactions on these items during the reporting period:

(a) Issue of Equity shares with differential rights as to dividend, voting or otherwise.

(b) Issue of shares (including sweat equity shares and ESOS) to employees of the Company under any scheme.

(c) The Company does not have any scheme of provision of money for the purchase of its own shares by

employees or by trustees for the benefit of employees.

ACKNOWLEDGEMENT

Your directors wish to express their grateful appreciation for the valuable support and co-operation received
from sub-brokers, business associates, vendors, bankers, financial institutions, investors, stakeholders, registrar
and share transfer agent, other business affiliates and media.

The Board places on record its sincere appreciation towards the Company's valued clients for the support and
confidence reposed by them in the organization and the stakeholders for their continued co-operation and
support to the company and looks forward to the continuance of this supportive relationship in future.

Your directors also place on record their deep sense of appreciation for the devoted services of the employees
during the year under review.

For and Behalf of Board
Boston Bio Systems Limited

Sd/- Sd/-

Ghanshyam Dhananjay Gavali Yash Arun Chaudhary

Managing Director Director

DIN: 03343352 DIN: 10530036

Dated: 04.09.2025
Place: Gujarat