Your directors are pleased to present the 41^st Annual Report of your Company together with the
Audited Statement of Accounts and the Auditor''s Report for the financial year ended, 31st March,
2026.

1. HIGHLIGHTS OF PERFORMANCE:

The financial performance of your Company for the year ending March 31, 2026, is
summarized below:

Standalone (Rs. In Lacs)

Consolidated (Rs. In Lacs)

CONSOLIDATED ACCOUNTS

The consolidated financial statements for the year ended March 31, 2026 pursuant to Section 129(3)
of the Companies Act, 2013, form part of this Annual Report.

RESULTS OF OPERATIONS AND THE STATE OF COMPANY''S AFFAIRS & FUTURE OUTLOOK:

During the financial year ended 31st March, 2026, Arvaya Healthcare Limited (formerly known as Bijoy
Hans Limited) Continued to focus on strengthening its presence in the healthcare sector and
developing an integrated healthcare platform securing Revenue from operation for Rs. In Lacs 911.33.
During the year under review, the Company continued to pursue its strategic objectives of expanding
its healthcare operations, strengthening its business capabilities and evaluating opportunities in
healthcare services, hospital management, healthcare technology and allied healthcare activities.

The Company also continued to undertake various strategic and corporate initiatives with a view to
create a sustainable and scalable healthcare business. The Company believes that the healthcare
sector continues to present significant long-term opportunities owing to increasing healthcare
awareness, rising demand for quality and accessible healthcare services, expansion of healthcare
infrastructure, growing healthcare expenditure and increasing adoption of technology in healthcare
delivery.

During the year under review, the Company''s financial performance was influenced by its ongoing
business and strategic initiatives, including the expansion and development of its healthcare
operations and associated activities. The management continues to focus on improving operational
efficiency, strengthening business processes and optimising the Company''s resources with a view to
achieving sustainable growth.

State of Affairs of the Company:

The Company has been pursuing a strategy of establishing and strengthening its presence in the
healthcare sector through a combination of healthcare delivery, hospital operations, healthcare
technology and allied healthcare services.

During the year under review, the Company continued to evaluate and undertake strategic
opportunities for expansion and consolidation of its healthcare business. The Company, through its
subsidiaries and other business interests, is working towards developing an integrated healthcare
ecosystem capable of delivering quality, accessible and technology-enabled healthcare services.

The Company also continues to focus on strengthening its organisational, operational and governance
framework to support the growth of its healthcare businesses and future expansion plans.

The detailed financial performance of the Company, including the standalone and consolidated
financial results, is set out in the audited financial statements forming part of this Annual Report.

Business and Strategic Outlook

The healthcare industry continues to undergo significant transformation, supported by increasing
demand for quality healthcare, technological advancement, digitalisation of healthcare services and
growing emphasis on accessibility, efficiency and patient-centric care.

In this environment, the Company intends to focus on developing a scalable and integrated healthcare
platform with emphasis on:

• expansion and strengthening of healthcare delivery capabilities;

• improvement in quality and accessibility of healthcare services;

• adoption of technology and digital solutions in healthcare operations;

• enhancement of patient engagement and experience;

• strategic acquisitions, investments and partnerships in complementary businesses; and

• prudent and efficient allocation of capital towards sustainable growth.

The Company will continue to assess opportunities in the healthcare and allied sectors which are
strategically aligned with its long-term objectives and which have the potential to strengthen its
business and create sustainable value for its stakeholders.

Future Outlook

The Company remains focused on building a diversified and integrated healthcare platform with
healthcare services and technology forming important components of its long-term strategy.

The Company intends to leverage its existing healthcare capabilities and explore opportunities for
expansion through organic growth, acquisitions, strategic investments, collaborations, new
incorporation and other suitable business arrangements. The Company also proposes to enhance the
use of technology and digital solutions in its healthcare operations with the objective of improving
operational efficiency, patient engagement, service delivery and scalability.

The Company will continue to monitor developments in the healthcare industry and the broader
economic and regulatory environment and will take appropriate measures to respond to emerging
opportunities and challenges.

The management remains optimistic about the long-term prospects of the healthcare sector and
believes that the Company''s strategic initiatives, operational capabilities and continued focus on
technology, quality healthcare delivery and prudent capital allocation will provide a strong foundation
for sustainable growth.

Material Developments and Strategic Initiatives Subsequent to the Financial Year

Subsequent to the close of the financial year, the Company has continued to undertake various
strategic and corporate initiatives towards strengthening its healthcare platform and expanding its
business operations. These include initiatives relating to healthcare acquisitions, strengthening of
subsidiaries, healthcare technology and proposed expansion of the Company''s healthcare ecosystem.

The Company has also been evaluating opportunities for strategic acquisitions and investments in
businesses complementary to its existing healthcare operations. Such initiatives are being undertaken
subject to applicable statutory, regulatory, contractual and shareholder approvals, wherever required.

The Board and management remain focused on ensuring that such initiatives are implemented in a
disciplined manner and are aligned with the Company''s long-term strategy and interests of its
stakeholders.

Opportunities and Challenges

The Company believes that the growing demand for healthcare services, expansion of healthcare
infrastructure, increasing adoption of technology and digital healthcare solutions and greater
emphasis on quality and accessible healthcare provide significant opportunities for future growth.

At the same time, the healthcare sector is subject to various challenges, including regulatory
requirements, competitive pressures, availability and retention of qualified healthcare professionals,
operating costs, technology and cybersecurity risks and the capital requirements associated with
expansion. The Company will continue to monitor these factors and adopt appropriate measures to
mitigate associated risks.

2. KEY DEVELOPMENT DURING THE YEAR
Change In Control of the Company

During the year under review, the Company witnessed a change in control pursuant to the acquisition
of shares by Mr. Kaushal Uttam Shah, Agri One India Ventures LLP, SMCV Management Services
Private Limited, U G Patwardhan Services Private Limited and Mr. Shantanu Surpure, in accordance
with the provisions of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

Shifting its Registered Office

The Company initiated the process for shifting its Registered Office from the State of Assam to the
State of Maharashtra, in accordance with the applicable provisions of the Companies Act, 2013.

Preferential Allotment of Equity Shares

During FY 2025-26, the Company allotted 45,00,000 equity shares of ^10 each at an issue price of
^12.50 per share, aggregating to ^5.625 crore, on a preferential basis to the proposed Promoters,
pursuant to the requisite approvals.

The allotment was completed on 27 May 2025, resulting in an increase in the Company''s paid-up
equity share capital from ^3.00 crore to ^7.50 crore. The shares were subsequently listed and
admitted for trading on BSE Limited with effect from 10 September 2025.

Acquisition of Healthcare and Technology Businesses:

During FY 2025-26, the Company approved and completed the acquisition of 100% equity share capital
of Health Secure Hospitals Private Limited, Arvaya Health and Wellness Private Limited and Tec-Pool
Solutions Private Limited, thereby expanding its presence across healthcare, wellness and technology-
enabled services.

The acquisitions were undertaken through a preferential issue/share-swap arrangement, pursuant to
which 4,05,21,836 equity shares of the Company were allotted at an issue price of ^12.50 per equity
share. Consequently, the aforesaid entities became wholly owned subsidiaries of the Company,
subject to requisite corporate and regulatory approvals.

Change in Business Focus and Name

During FY 2025-26, the Company initiated the process of aligning its name and business profile with
its strategic focus on the healthcare sector. The Board approved the change of name from "Bijoy Hans
Limited" to "Arvaya Healthcare Limited" in March 2026. The change of name was subsequently
effected from 11 May 2026, after the end of the financial year, subject to applicable approvals.

Reclassification of Promoters

During the year, the Company also undertook the process for reclassification of certain members of
the Promoter/Promoter Group category to the Public category in accordance with the applicable
provisions of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Company received/initiated the requisite regulatory processes in relation to such reclassification,
with the relevant disclosures being made to the Stock Exchange.

Delisting from Calcutta Stock Exchange

During FY 2025-26, the Company voluntarily delisted its equity shares from The Calcutta Stock
Exchange Limited (CSE) with effect from 18 March 2026, pursuant to the applicable provisions of the
SEBI (Delisting of Equity Shares) Regulations, 2021. The Company''s equity shares continue to remain
listed and traded on BSE Limited.

3. SHARE CAPITAL

During FY 2025-26, the Authorized Share Capital of the Company was increased from ^10.00 crore to
^60.00 crore, divided into 6,00,00,000 equity shares of ^10 each, pursuant to the Special Resolution
passed by the Members at the Extra-Ordinary General Meeting held on 28 November 2025.

Subsequent to the financial year-end, the Authorized Share Capital was further increased from ^60.00
crore to ^200.00 crore, divided into 20,00,00,000 equity shares of ^10 each, pursuant to the Special
Resolution passed through Postal Ballot on 19 April 2026.

As at 31 March 2026, the paid-up share capital of the Company stood at ^48,02,18,570, comprising
equity shares of ^10 each

4. EXTRACT OF ANNUAL RETURN

A copy of Annual Return as required under The Companies Act, 2013 has been placed on the
Company''s website viz of the Company atwww.arvayahealth.com.

5. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

Regular meetings of the Board are held at least once in a quarter inter-alia to review the quarterly
results of the Company and to discuss and decide on various business policies strategies and other
businesses

During the year under review, Board of Directors of the Company met 9 (Nine) times, and the
intervening gap between the Meetings was within the period prescribed under the Companies Act,
2013 and the Listing Regulations.

Details of the attendance of the Directors at the Board meetings held during the year ended 31st
March 2026 are as follows:

6. ACCOUNTING POLICIES AND PROCEDURES

The Company has adopted the Indian Accounting Standards ("Ind AS") notified under the Companies
(Indian Accounting Standards) Rules, 2015, for preparation and presentation of these Financial
Statements.

The financial statements provide a true and fair view of the state of affairs of the Company and are
compliant with the accounting standards notified in the Companies Act, 2013.

7. CHANGE IN CAPITAL STRUCTURE

During the financial year 2025-26, the paid-up share capital of the Company increased from
^3,00,00,210, comprising 30,00,021 equity shares of ^10/- each, to ^48,02,18,570, comprising
4,80,21,857 equity shares of ^10/- each.

As at 1 April 2025 to ^48,02,18,570 comprising 4,80,21,857 equity shares of ^10/- each as at 31 March
2026.

During the year, the Company allotted 45,00,000 equity shares on preferential basis on 27 May 2025
and further allotted 4,05,21,836 equity shares on preferential basis on 4 March 2026, at an issue price
of ^12.50/- per equity share.

8. DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013 the Directors of the Company
hereby confirm, to the best of their knowledge and belief that-

a. In preparation of the Annual Accounts, the applicable Accounting Standards have been
followed along with proper explanations relating to material departures;

b. The Directors have 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 the financial year and of the loss of the
Company, for that period.

c. The Directors have 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 have prepared the Annual Accounts on a going concern basis.

e. The Directors had laid down internal financial controls to be followed by the Company which
are adequate and operating effectively and

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

9. STATEMENT OF DECLARATION BY AN INDEPENDENT DIRECTOR(S)

Pursuant to the provisions of Section 149 of the Companies Act, 2013 (the Act) and Regulation 25 read
with Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015 (Listing Regulations), the Independent Directors of the Company have submitted necessary
declarations confirming that they meet the criteria of independence as laid down under Section 149(6)
of the Act and the Listing Regulations. In terms of Regulation 25(8) of the Listing Regulations, the
Independent Directors have also confirmed that they are not aware of any circumstances or situations
which exist or may reasonably be anticipated that could impair or impact their ability to discharge
their duties with an objective and independent judgment, free from any external influence.

The Company has received declarations from all Independent Directors confirming compliance with
the provisions of Rule 6(3) of the Companies (Appointment and Qualification of Directors) Rules, 2014,
as amended, relating to their registration with the databank of Independent Directors maintained by
the Ministry of Corporate Affairs (MCA).

The Independent Directors possess integrity, expertise and experience, including proficiency in their
respective fields, and fulfil the conditions specified under the Act and the Listing Regulations. In the
opinion of the Board, all the Independent Directors are persons of integrity and fulfil the conditions of
independence and are independent of the management.

10. FAMILIARIZATION PROGRAMMES

The Company has in place a structured familiarization programme for Independent Directors to enable
them to understand the nature of the industry, business model, operations, regulatory environment
and their roles, rights and responsibilities. Independent Directors are periodically updated on business
performance, strategy, risk management practices, internal control systems and regulatory
developments. The Members of the Board of the Company have been provided opportunities to
familiarize themselves with the Company, its Management, and its operations. The Directors are
provided with all the documents to enable them to have a better understanding of the Company, its
various operations, and the industry in which it operates.

All the Independent Directors of the Company are made aware of their roles and responsibilities at
the time of their appointment through a formal letter of appointment, which also stipulates various
terms and conditions of their engagement.

Senior management personnel of the Company present to the Board Members on a periodical basis,
briefing them on the operations of the Company, plans, strategy, risks involved, new initiatives, etc.,
and seek their opinions and suggestions on the same. In addition, the Directors are briefed on their
specific responsibilities and duties that may arise from time to time.

The detail policy on the familiarization programme is available on the website at
www.arvayahealth.com

11. MEETING OF INDEPENDENT DIRECTORS

During the year Mr. Sanjay Baid and Mr. Amit Dugar stepped down from the post of Independent
Director due to change in management and control of the Company.

A separate meeting of the Independent Directors was held on 10^th June 2025 and 6^th February 2026;
as per the provisions of Schedule IV (Code for Independent Directors) of the Companies Act, 2013 and
Regulation 25(3) of Listing Regulations; in which the following matters were considered:

• Evaluation of the performance of Non-Independent Directors and the Board of Directors.

• Evaluation of the performance of the Chairman, taking into account the views of the Executive
and Non- Executive Directors.

• Evaluation of the quality, content and timeliness of flow of information between the
management and the Board that is necessary for the Board to effectively and reasonably
perform its duties.

The Independent Directors expressed satisfaction with the overall performance of the Directors and
the Board as a whole.

12. AUDITORS

STATUTORY AUDITORS

The Statutory Auditors'' Report for the financial year ended 31 March 2026 has been issued with an
unmodified opinion by M/s. Khire Khandekar and Kirloskar, Chartered Accountants, Statutory Auditors
of the Company.

The Auditors'' Report forms part of the Annual Report and does not contain any qualification,
reservation, adverse remark or disclaimer requiring specific comments by the Board.

INTERNAL AUDITOR

Pursuant to Section 138 of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts)
Rules, 2014, Mr. Ashlesh Ramchandra Parannawar, Chartered Accountant (M. No. 130228), was the
Internal Auditor of the Company for FY 2025-26.

He resigned as Internal Auditor with effect from 20 April 2026. Subsequently, M/s. G. K. Vora & Co.,
Chartered Accountants (FRN: 163371W) was appointed as Internal Auditor for FY 2026-27.

COST AUDITORS

The Cost Audit pursuant to section 148 of the Companies Act, 2013 read with Companies (Cost Records
and Audit) Rules, 2014 is not applicable to the Company.

SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the rules made
thereunder and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Company has appointed M/s. SKGK & Associates LLP, Company Secretaries in
Practice, Pune, to undertake the Secretarial Audit of the Company for a period of 5 (five) consecutive
years, commencing from the 40th AGM to hold office till the conclusion of the 45th AGM of the
Company.

The Secretarial Audit Report in Form No. MR-3 for the financial year ended 31st March, 2026, issued
by M/s. SKGK & Associates LLP, Company Secretaries in Practice, is annexed to this Report as Annexure
-D and forms an integral part of the Annual Report.

The Secretarial Audit Report for the financial year contains observation / remark as follows:

13. LOANS, GUARANTEES AND INVESTMENTS

The particulars of loans / investments have been disclosed in the Financial Statements.

14. RELATED PARTY DISCLOSURE

All the related party transactions entered into during the financial year ended 31^st March, 2026 were
on arm''s length price and were in the ordinary course of business. As attached in annexure B

15. DEPOSITS

During the financial year 2025-26, the Company has not accepted any deposits from the public within
the meaning of Chapter V of the Companies Act, 2013 read with the Companies (Acceptance of
Deposits) Rules, 2014.

During the year under review, the Company has received certain amounts by way of loans from
Directors and/or other Companies, which are not considered as "deposits" in terms of the applicable
exclusions prescribed under Rule 2(1)(c) of the Companies (Acceptance of Deposits) Rules, 2014,
subject to fulfilment of the conditions prescribed thereunder.

16.SUBSIDIARIES/ JOINT VENTURES / ASSOCIATE COMPANY

During the financial year under review, the Company acquired 100% equity shareholding in the
following companies, which consequently became wholly-owned subsidiaries of the Company with
effect from March 4, 2026:

Health Secure Hospitals Private Limited

Arvaya Health and Wellness Private Limited

Tec-Pool Solutions Private Limited

The Company did not have any Joint Venture or Associate Company during the financial year under
review.

The details of the aforesaid subsidiaries, as required under the provisions of the Companies Act, 2013
and the rules made thereunder, are provided in the prescribed manner. The requisite particulars
relating to the subsidiaries are also set out in the Form AOC-1 (Annexure A), which forms part of the
financial statements of the Company.

17. TRANSFER TO RESERVES

Your Board has considered appropriate not to transfer any amount to the General Reserves of the
Company.

18. DIVIDEND

In view of the planned business growth, your directors deem it proper to preserve the resources of
the Company and therefore, do not propose any dividend for the financial year ended 31^st March,
2026.

19. RISK MANAGEMENT

The Company is exposed to various risks and uncertainties in the ordinary course of its business,
including business, operational, financial, regulatory, technological and market-related risks.

The Company has appropriate processes in place for identifying, assessing and monitoring significant
risks associated with its business operations. The management periodically reviews such risks and
takes appropriate measures, wherever necessary, to mitigate and manage the same.

The Board of Directors oversees the Company''s risk profile and reviews significant business and
operational risks from time to time. The Company strives to ensure that appropriate systems and
controls are in place to identify and address potential risks and to support the achievement of its
business objectives.

The Company will continue to monitor emerging risks and developments in the healthcare sector,
regulatory environment, technology and market conditions and take appropriate measures to
mitigate their potential impact on the Company''s operations and performance.

20. PARTICULARS OF EMPLOYEES

The information required pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(1)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are given
in Annexure - C. Further, during the period under review, no employee of the Company drew
remuneration in excess of the limits specified under the provisions of Section 197(12) of the
Companies Act, read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 and hence no disclosure is required to be made in the Annual
Report.

21. MAINTENANCE OF COST RECORDS

The Company is not required to maintain the cost records under the provisions of section 148 of the
Company Act, 2013.

22. REMUNERATION POLICY AND CRITERIA FOR APPOINTMENT OF DIRECTORS

The Company has in place a Nomination and Remuneration Policy formulated in accordance with
Section 178 of the Companies Act, 2013 and the applicable provisions of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.

The Policy lays down the criteria for appointment and remuneration of Directors, Key Managerial
Personnel and Senior Management. The Nomination and Remuneration Committee considers the
qualifications, experience, skills, expertise, integrity, independence and suitability of candidates
before recommending their appointment to the Board.

The remuneration of Directors and Key Managerial Personnel is determined having regard to their
qualifications, experience, responsibilities, performance and applicable statutory requirements, with
the objective of attracting, retaining and motivating competent personnel.

The Nomination and Remuneration Policy is available on the Company''s website under the Investor
Relations section.

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

The Company has a policy in place in compliance with the POSH Act, 2013 and is committed to
providing a safe and conducive work environment. During FY 2025-26, no complaints of sexual
harassment were received or pending.

24.STATEMENT REGARDING COMPLIANCES OF APPLICABLE SECRETARIAL STANDARDS

The Company has complied with the provisions of applicable Secretarial Standards issued by the
Institute of Company Secretaries of India.

25. 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.

26. SUCCESSION PLAN

The Company recognises the importance of orderly succession of its Directors, Key Managerial
Personnel and Senior Management. The Board considers succession requirements from time to time
based on the business needs of the Company and applicable statutory and regulatory requirements.

27. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND
OUTGO

(A) Conservation of energy:

Steps taken / impact on conservation of energy, with special reference to the following:

(i) Steps taken or impact on conservation of energy: Installation of energy-efficient lighting along with
motion sensors to prevent unnecessary power wastage.

(ii) Steps taken by the company for utilizing alternate sources of energy including waste generated: Nil

(iii) Capital investment on energy conservation equipment: Nil

(B) Technology absorption:

(i) Efforts, in brief, made towards technology absorption: Nil

(ii) Benefits derived as a result of the above efforts, e.g., product improvement, cost

reduction, product development, import substitution, etc.: Nil

(iii) In case of imported technology (imported during the last 3 years reckoned from the
beginning of the financial year), following information may be furnished: Nil

(iv) Details of technology imported: Nil

(v) Year of import: Nil

(vi) Whether the technology been fully absorbed: Nil

(vii) If not fully absorbed, areas where absorption has not taken place, and the reasons
therefore: Nil

(viii) The expenditure incurred on Research and Development: Nil

(C) Foreign exchange earnings and Outgo (at actuals):

28. CAUTIONARY STATEMENT

The statements contained in this Board''s Report describing the Company''s objectives, expectations,
estimates, projections, plans, strategies and future prospects may contain certain forward-looking
statements within the meaning of applicable laws and regulations. These statements are based on the
Company''s current expectations, assumptions and assessments and are subject to various risks,
uncertainties and other factors that may cause actual results, performance or achievements to differ
materially from those expressed or implied in such statements.

Such factors may include, among others, changes in economic and business conditions, developments
in the healthcare industry, regulatory changes, competition, technological developments, availability
of resources, changes in market conditions and other factors beyond the control of the Company.

The Company does not undertake any obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise.

29. ANNUAL EVALUATION BY THE BOARD

The evaluation framework for assessing the performance of Directors companies of the following key
areas:

i) Attendance of Board and Committee Meetings.

ii) Quality of contribution to Board deliberations.

iii) Strategic perspectives or inputs regarding future growth of Company and its performance.

iv) Providing perspectives and feedback going beyond information provided by the
management.

v) Commitment to Shareholders and other stakeholder interests.

The evaluation involves Self-Evaluation by the Board Member and subsequently assessment by the
Board of Directors.

A member of the Board will not participate in the discussion of his/ her evaluation.

The following functioned as Key Managerial Personnel during the year:

31. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has in place adequate internal financial controls with reference to financial Statements.
An independent firm of Chartered Accountants serves as an internal auditor to execute the internal
audit functions. The management and the Audit Committee of the Board observe and then
recommend corrective measures following such audits to improve business operations.

32. CORPORATE SOCIAL RESPONSIBILITY

It is not obligatory on the part of your Company to have a Corporate Social Responsibility
Policy/Committee since your Company''s net worth, turnover and net profit during the financial year
ended on 31st March, 2026 is below the threshold limits as specified in Section 135 of the Companies
Act 2013.

33. COMMITTEES OF THE BOARD

As on March 31, 2026, the Board has 3 (Three) statutory committees. Audit Committee, Nomination
and Remuneration Committee and Stakeholders Relationship Committee . The details pertaining to
the meetings and composition of the Committees of the Board are included in the Corporate
Governance Report, which forms part of this Report.

34. VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has put in place a Vigil Mechanism Policy in accordance with Section 177(10) of the
Companies Act, 2013 for the Directors and Employees of the Company to report their genuine
concerns or grievances relating to actual or suspected fraud, unethical behaviour, violation of the
Company''s Code of Conduct or Ethics Policy, and any other event which would adversely affect the
interests of the business of the Company.

The details of the policy may be viewed at the official website of the Company
www.arvayahealth.com.

It is affirmed that no Personnel has been denied access to the Audit Committee.

35. FRAUD REPORTING

There were no frauds reported by the auditor during the year under sub-section (12) of section 143
other than those which are reportable to the Central Government.

36. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis as prescribed under Part B of Schedule V read with
Regulation 34(3) of the Listing Regulations is provided in a separate section and forms part of this
Report which includes the state of affairs of the Company and there has been no change in the nature
of business of the Company during FY25-26.

37. CORPORATE GOVERNANCE REPORT AND CERTIFICATE

The Corporate Governance Report and the certificate from the practicing company secretaries as
stipulated in Schedule V of the SEBI Listing Regulations, are provided in a separate section and forming
part of this Report.

38. DEMATERIALISATION OF SECURITIES

The Company''s shares are compulsorily traded in dematerialised form and are available on both NSDL
and CDSL. As on March 31, 2026, [43257257] fully paid-up equity shares were held in physical form,
constituting [90.07%] of the total equity shares of the Company. Letters have been sent to all
shareholders holding shares in physical mode informing them that as per revised Regulation 40 of SEBI
(LODR) Regulations 2015, shares will be transferred only in dematerialized mode effective from 1st
April, 2019 and the shareholders have been requested to dematerialize their existing shares in physical
form.

39. CODE OF CONDUCT

The Company has laid down a code of conduct which has been effectively adopted by the Board
Members and Senior Management Code of Conduct Personnel of the Company.

The detail policy on the Code of Conduct is available on the website at
www.arvayahealh.com

40. MATERIAL CHANGES AND COMMITMENTS

Except as disclosed elsewhere in this Annual Report, there have been no material changes and
commitments affecting the financial position of the Company between the end of the financial year
ended 31 March 2026 and the date of this Report.

However, the following significant developments have taken place subsequent to the end of the
financial year:

a. Increase in Authorised Share Capital: The authorised share capital of the Company was increased
from ^60,00,00,000 to ^200,00,00,000 pursuant to the approval of the Members through Postal
Ballot, the result of which was declared on 19 April 2026.

b. Change of Name of the Company: The name of the Company was changed from *"Bijoy Hans
Limited" to "Arvaya Healthcare Limited" pursuant to a fresh Certificate of Incorporation dated 11 May
2026, reflecting the Company''s strategic transition towards the healthcare sector.

c. Acquisition of Healthcare Businesses: Subsequent to the end of the financial year, with effect from
4 March 2026, the Company acquired Health Secure Hospitals Private Limited ("HSHPL"), Arvaya
Health and Wellness Private Limited ("AHWPL") and Tec-Pool Solutions Private Limited ("TPSPL")
pursuant to share-swap arrangements. Through these acquisitions, the Company has established an
integrated healthcare group and strengthened its presence across healthcare delivery, wellness and
allied healthcare services. HSHPL, in turn, holds the operating healthcare business carried on through
Health Secure Hospital & Clinical Services Private Limited ("HSHCSPL"), operating under the "SeCURE
Hospitals" brand.

d. Strengthening of Technology Platform: The Company has continued to develop its technology-
enabled healthcare ecosystem through initiatives including *"SecurANT", a clinical data and
intelligence platform, and "MyArvaya", a patient-focused digital platform, with the objective of
enabling data-driven healthcare delivery and enhancing patient engagement and access to healthcare
services.

e. Changes in Board and Management: Subsequent to the end of the financial year, the Board and
management of the Company were further strengthened and reconstituted, including changes in the
composition of the Board and appointment/regularisation of directors and key managerial personnel,
as detailed elsewhere in this Annual Report.

Except for the matters stated above and other matters specifically disclosed elsewhere in this Annual
Report, there have been no other material changes or commitments affecting the financial position of
the Company between 31 March 2026 and the date of this Report.

41. ACKNOWLEDGEMENTS

Your directors would like to place on record their sincere appreciation for the assistance and
cooperation received from the financial institutions, banks, Government authorities, customers,
vendors and members during the year under review. Your directors also wish to place on record their
deep sense of appreciation for the committed services by the Company''s executives, staff and
workers.

For and on behalf of the Board of Directors of
ARVAYA HEALTHCARE LIMITED
(formerly known as BIJOY HANS LIMITED)

Sd/- Sd/-

Place: Pune Kaushal Uttam Shah Salil Shetty

Date: 12^th August 2026 Managing Director Director

DIN:02175130 DIN:07424136

Your directors are pleased to present the 40^th Annual Report of your Company together with the Audited
Statement of Accounts and the Auditor’s Report for the financial year ended, 31st March, 2025.

HIGHLIGHTS OF PERFORMANCE

RESULTS OF OPERATIONS AND THE STATE OF COMPANY’S AFFAIRS & FUTURE
OUTLOOK:

During the year, there was change in the control & management of the Company. The new management
intends to start healthcare business activities, subject to all necessary approvals. Since the Open offer was
completed on 03^rd July, 2025, hence new management will take necessary steps to start new business
activities.

The Board was informed that, there is change in the Management & Control of the Company pursuant to
Open Offer under SEBI (SAST) Regulations, 2011 which was handled by Swaraj Shares & Securities
Private Limited, Merchant Bankers, open offer was closed on 03rd July, 2025.

The Acquirers namely M/S U G Patwardhan Services Private Limited (Acquirer 1), Mr. Kaushal Uttam
Shah (Acquirer 2), M/S Agri One India Ventures Llp (Acquirer 3), And Mr. Shantanu Surpure (Acquirer
4) has made an open offer for acquisition of up to 19,50,010 (Nineteen Lakh Fifty Thousand Ten) Equity
Shares, representing 26% (Twenty-sixty Percent) of the Voting Share Capital of Bijoy Hans Limited, at
an offer price of Rs. 12.50/- (Rupees Twelve and Fifty paisa Only) per Equity Share, to the Public
Shareholders of the Target Company. Since the Acquirers has kept the 100% consideration in the escrow
account and open offer was completed, hence as per SEBI (SAST) Regulations, 2011, the board &
management was changed on 28^th July, 2025.

The Acquirers are acquiring the management control of the Company from the existing board of directors
under SEBI (SAST), Regulations, 2011 & amended from time to time, pursuant to open offer. The change
in the control & management of the Company will have effect in the re-constitution of Board &
maintaining Corporate Office at Pune, where the new management team will be situated

SHARE CAPITAL

The Paid-up Share Capital of the Company, comprising Equity Shares, is Rs. 3,00,00,210 as on 31^st
March, 2025.

The company had proposed to issue 45,00,000 (Forty-Five Lakhs) fully paid-up equity shares of the
Company having face value of ?10/- (Indian Rupees Ten) each at an issue price of ?12.50/- (Indian
Rupees Twelve Point Fifty Paisa Only) each aggregating up to ? 5,62,50,000/- (Indian Rupees Five
Crores Sixty-Two Lakhs Fifty Thousand Only) to persons, being proposed promoters of the Company.
The company had called an extra-ordinary general meeting for the above purpose on 24^th January, 2025.

The Company had received in principle approval from BSE Limited for issue of 45,00,000 Equity shares
of Rs. 10/- each at an issue price not less than Rs. 12.50/- on a preferential basis on March 10, 2025 and
from CSE Limited on May 12, 2025.

The Company had allotted 45,00,000 equity shares pursuant to preferential issue on 27^th May, 2025.
Further the Listing approval was filed with both the exchanges, and approval for the same is awaited.

EXTRACT OF ANNUAL RETURN

A copy of Annual Return as required under The Companies Act, 2013 has been placed on the Company''s
website viz of the Company at www.biiovhans.net .

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

Regular meetings of the Board are held at least once in a quarter inter-alia to review the quarterly results
of the Company and to discuss and decide on various business policies strategies and other businesses.
During the year under review, Board of Directors of the Company met 10 (Ten) times, and the
intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013
and the Listing Regulations. The Board meetings held on 30.05.2024; 26.07.2024; 13.08.2024;
21.08.2024; 08.10.2024; 09.11.2024; 26.12.2024; 07.01.2025; 04.02.2025; 24.03.2025.

Details of the attendance of the Directors at the Board meetings held during the year ended 31st March
2025 are as follows:

ACCOUNTING POLICIES AND PROCEDURES

The Company has adopted the Indian Accounting Standards (“Ind AS”) notified under the Companies
(Indian Accounting Standards) Rules, 2015, for preparation and presentation of these Financial
Statements.

The financial statements provide a true and fair view of the state of affairs of the Company and are
compliant with the accounting standards notified in the Companies Act, 2013.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013 the Directors of the Company
hereby confirm, to the best of their knowledge and belief that-

a. In preparation of the Annual Accounts, the applicable Accounting Standards have been followed
along with proper explanations relating to material departures;

b. The Directors have 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 the financial year and of the loss of the Company, for
that period.

c. The Directors have 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 have prepared the Annual Accounts on a going concern basis.

e. The Directors had laid down internal financial controls to be followed by the Company which are
adequate and operating effectively and

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

STATEMENT OF DECLARATION BY AN INDEPENDENT DIRECTOR(S)

Independent Directors of Company have submitted a declaration that each of them meets the criteria of
independence as provided in section 149(6) of the Act and there has been no change in the circumstances
which may affect their status as independent Director during the year.

In the opinion of the Board, all the Independent Directors are well experienced business leaders. Their
vast experience shall greatly benefit the Company. Further, they possess integrity and relevant proficiency
which will bring tremendous value to the Board and to the Company.

FAMILIARIZATION PROGRAMMES

The Members of the Board of the Company have been provided opportunities to familiarize themselves
with the Company, its Management, and its operations. The Directors are provided with all the documents
to enable them to have a better understanding of the Company, its various operations, and the industry in
which it operates.

All the Independent Directors of the Company are made aware of their roles and responsibilities at the
time of their appointment through a formal letter of appointment, which also stipulates various terms and
conditions of their engagement.

Senior management personnel of the Company present to the Board Members on a periodical basis,
briefing them on the operations of the Company, plans, strategy, risks involved, new initiatives, etc., and
seek their opinions and suggestions on the same. In addition, the Directors are briefed on their specific
responsibilities and duties that may arise from time to time.

The Statutory Auditors and Internal Auditors of the Company presents to the Board of Directors on
Financial Statements and Internal Controls including presentation on regulatory changes from time to
time.

The detail policy on the familiarization programme is available on the website at
www.biiovhans.net.

MEETING OF INDEPENDENT DIRECTORS

A separate meeting of the Independent Directors was held on 30th March, 2023; as per the provisions of
Schedule IV (Code for Independent Directors) of the Companies Act, 2013 and Regulation 25(3) of
Listing Regulations; in which the following matters were considered:

• Evaluation of the performance of Non-Independent Directors and the Board of Directors.

• Evaluation of the performance of the Chairman, taking into account the views of the Executive
and Non- Executive Directors.

• Evaluation of the quality, content and timeliness of flow of information between the management
and the Board that is necessary for the Board to effectively and reasonably perform its duties.

The Independent Directors expressed satisfaction with the overall performance of the Directors and the
Board as a whole.

BOARD’S COMMENTS ON THE STATUTORY AUDITOR’S REPORT AND IN THE REPORT
OF THE SECRETARIAL AUDITOR

The Statutory Auditors have issued an Audit Report with unmodified opinion on the Financial Results of
the Company for the year ended 31^st March, 2025 and there were no qualifications, reservations, adverse
remarks or disclaimers in the said report and also in the Secretarial Audit Report.

LOANS, GUARANTEES AND INVESTMENTS

There were no loans, guarantees or investments made by the Company under Section 186 of the
Companies Act, 2013 during the year under review and hence the said provision is not applicable.

RELATED PARTY DISCLOSURE

All the related party transactions entered into during the financial year ended 31^st March, 2025 were on
arm’s length price and were in the ordinary course of business. Therefore, the provisions of Section 188
of the Companies Act, 2013 were not attracted. Further there was no materially significant related party
transaction during the year under review made by the Company with Promoters, Directors, Key
Managerial Personnel and other designated person which may have a potential conflict with the interest of
the Company at large. Thus, disclosure in Form AOC-2 is not required.

STATE OF THE COMPANY’S AFFAIRS AND FUTURE OUTLOOK

The Company is engaged in the business of Pharmaceutical, Medical and cosmetics goods. There has
been no change in the business of the company during the financial year ended 31st March, 2025.

TRANSFER TO RESERVES

Your Board has considered appropriate not to transfer any amount to the General Reserves of the
Company.

DIVIDEND

In view of the planned business growth, your directors deem it proper to preserve the resources of the
Company and therefore, do not propose any dividend for the financial year ended 31^st March, 2025.

RISK MANAGEMENT

The Company does not have any Risk Management Policy as the elements of risk threatening the
Company’s existence are very minimal.

ANNUAL EVALUATION BY THE BOARD

The evaluation framework for assessing the performance of Directors companies of the following key
areas:

i) Attendance of Board and Committee Meetings.

ii) Quality of contribution to Board deliberations.

iii) Strategic perspectives or inputs regarding future growth of Company and its performance.

iv) Providing perspectives and feedback going beyond information provided by the management.

v) Commitment to Shareholders and other stakeholder interests.

The evaluation involves Self-Evaluation by the Board Member and subsequently assessment by the Board
of Directors.

A member of the Board will not participate in the discussion of his/ her evaluation.
DIRECTORS

KEY MANAGERIAL PERSONNEL

The following functioned as Key Managerial Personnel during the year:

DEPOSITS

The Company has not accepted any deposit from the public, falling within the ambit of Section 73 of the
Companies Act, 2013 and The Companies (Acceptance of Deposits) Rules, 2014.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE TRIBUNAL,
COURTS AND REGULATORS

There are no significant and material orders passed by the Tribunals, Courts and regulators that would
impact the going concern status of the Company and its future operation.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has in place adequate internal financial controls with reference to financial Statements. An
independent firm of Chartered Accountants serves as an internal auditor to execute the internal audit
functions. The management and the Audit Committee of the Board observe and then recommend
corrective measures following such audits to improve business operations.

CORPORATE SOCIAL RESPONSIBILITY

It is not obligatory on the part of your Company to have a Corporate Social Responsibility
Policy/Committee since your Company’s net worth, turnover and net profit during the financial year
ended on 31st March, 2025 is below the threshold limits as specified in Section 135 of the Companies Act
2013.

AUDIT COMMITTEE

The Board of Directors has constituted an Audit Committee which consists of 3 (Three) Non-Executive
Directors of whom two are Independent Directors possessing the requisite experience and expertise. The
composition of the Audit Committee is as follows:

Audit Committee as on date of this report;

All recommendations of the Audit Committee were duly accepted by the Board and there were no
instances of any disagreements between the Committee and the Board during the year.

NOMINATION AND REMUNERATION COMMITTEE:

The Board of Directors has constituted a Nomination and Remuneration Committee which consists of 3
(Three) Non-Executive Directors possessing the requisite experience and expertise.

During the year under review, Two Nomination and Remuneration Committee meeting was held on 13 ^th
August, 2024, 26^th December 2024.

The composition of the Nomination and Remuneration Committee is as follows:

Nomination and Remuneration Committee as on date of this report;

STAKEHOLDERS RELATIONSHIP COMMITTEE:

Pursuant to the Companies Act, 2013 and the Listing Regulations, the Company has constituted a
Stakeholders Relationship Committee. The Committee looks into the grievances of security holders of the
Company. During FY 2024-2025, No complaints from investors were received on any matters.

Stakeholders Relationship Committee as on date of this report;

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has put in place a Vigil Mechanism Policy in accordance with Section 177(10) of the
Companies Act, 2013 for the Directors and Employees of the Company to report their genuine concerns
or grievances relating to actual or suspected fraud, unethical behavior, violation of the Company’s Code
of Conduct or Ethics Policy, and any other event which would adversely affect the interests of the
business of the Company.

The details of the policy may be viewed at the official website of the Company at www.bijoyhans.net. It
is affirmed that no Personnel has been denied access to the Audit Committee.

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

The Company is committed to provide a safe and conducive work environment to its employees. During
the year under review, no case of sexual harassment was reported.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of Regulation 34(2)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, a Management Discussion and Analysis Report is annexed hereto as “Annexure I”.

CORPORATE GOVERNANCE CERTIFICATE

Your Company is exempted from complying with the Corporate Governance provisions under Regulation
15 of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, since the Company’s
share capital and net worth was less than the specified threshold as on the last day of the previous
financial year.

SECRETARIAL STANDARDS

The Board of Directors affirms that the Company has, during the year, complied with the applicable
Secretarial Standards issued by the Institute of Company Secretaries of India.

DEMATERIALISATION OF SECURITIES

The shares of the Company are compulsorily traded in dematerialized form for all shareholders. 8.35% of
the total number of shares stand dematerialized as on 31st March, 2025. Letters have been sent to all
shareholders holding shares in physical mode informing them that as per revised Regulation 40 of SEBI
(LODR) Regulations 2015, shares will be transferred only in dematerialized mode effective from 1st
April, 2019 and the shareholders have been requested to dematerialize their existing shares in physical
form.

AUDITORS

M/s Rajesh Surana & Co., Chartered Accountants (Firm Regn No. 325658E), was appointment as
auditors of the company to hold office for a period of 5 years from the conclusion of 38^th Annual General
Meeting of the Company on a remuneration to be mutually agreed upon between the Board of Directors
of the Company. However, the company has appointed Khire Khandekar and Kirloskar, Chartered
Accountants, with Firm Registration Number 105148W from the conclusion of this Annual General
Meeting till the Conclusion of Annual General Meeting to be held in year 2030.

SECRETARIAL AUDIT

Pursuant to Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration
of Management Personnel) Rules, 2014, M/s Pooja Gala & Associates, Peer Reviewed Practicing
Company Secretary (Peer review No. 5760/2024), were appointed as Secretarial Auditor of the Company
to issue to report for the financial year 2024- 2025. The Secretarial Audit Report is annexed as Annexure
II and forms part of this report.

INTERNAL AUDITOR

Mr. Aslesh Ramchandra Parannawar, Chartered Accountant (Membership No.: 130228) has been
appointed as Internal Auditor by complying with the provisions of Section 138 of The Companies Act,
2013 read with Rule 13 of The Companies (Accounts) Rules, 2014.

LISTING OF EQUITY SHARES

The Company’s equity shares are listed on The BSE Limited (Scrip Code: 524723) and CSE Ltd (Script
Code: 012097).

HOLDING, SUBSIDIARIES, JOINT VENTURES AND ASSOCIATES COMPANIES AS PER
THE COMPANIES ACT, 2013

The Company does not have any holding, subsidiary, joint venture and associate companies as per the
Companies Act, 2013.

CORPORATE SOCIAL RESPONSIBILITY

The provisions of Section 135 of The Companies Act, 2013 read with The Companies (Corporate Social
Responsibility Policy) Rules, 2014 are not applicable to the Company. Hence, there is no need to develop
CSR policy and to take initiative thereon.

CODE OF CONDUCT

The Company has laid down a code of conduct which has been effectively adopted by the Board
Members and Senior Management Code of Conduct Personnel of the Company.

The detail policy on the Code of Conduct is available on the website at
www.biiovhans.net.

MATERIAL CHANGES AND COMMITMENTS

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 relates and the date of this report.

ACKNOWLEDGEMENTS

Your directors would like to place on record their sincere appreciation for the assistance and cooperation
received from the financial institutions, banks, Government authorities, customers, vendors and members
during the year under review. Your directors also wish to place on record their deep sense of appreciation
for the committed services by the Company’s executives, staff and workers.

For and on behalf of the Board of Directors of
BIJOY HANS LIMITED

Sd/- Sd/-

Place: Guwahati Kaushal Uttam Shah Dhavalkumar Pravinkumar Mashru

Date: 28-07-2025 Managing Director Director

DIN: 02175130 DIN:01972489

Your Directors are pleased to present the 39^th Annual Report of your Company together with the Audited Statement of
Accounts and the Auditor''s Report for the financial year ended, 31st March, 2024.

HIGHLIGHTS OF PERFORMANCE

(Rs. In Hundreds)

SHARE CAPITAL

The Paid-up Share Capital of the Company, comprising Equity Shares, is Rs.300.00 Lacs as on 31^st March, 2024. The
Company has not issued any shares during the year.

EXTRACT OF ANNUAL RETURN

A copy of Annual Return as required under The Companies Act, 2013 has been placed on the Company''s website viz of
the Company at www.bijoyhans.net.

MEETINGS

During the year under review, 7 (Seven) Board Meetings were held on 30.05.2023; 24.06.2023, 04.08.2023,
14.08.2023; 14.11.2023; 12.02.2024; and 12.03.2024.

During the year under review, 4 (Four) Audit Committee Meetings were held on 30.05.2023; 14.08.2023; 14.11.2023
and 12.02.2024.

The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.
ACCOUNTING POLICIES AND PROCEDURES

The Company has adopted the Indian Accounting Standards ("Ind AS") notified under the Companies (Indian
Accounting Standards) Rules, 2015, for preparation and presentation of these Financial Statements.

The financial statements provide a true and fair view of the state of affairs of the Company and are compliant with the
accounting standards notified in the Companies Act, 2013.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013 the Directors of the Company hereby confirm,
to the best of their knowledge and belief that-

a. In preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with
proper explanations relating to material departures;

b. The Directors have 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 the financial year and of the loss of the Company, for that period.

c. The Directors have 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 have prepared the Annual Accounts on a going concern basis.

e. The Directors had laid down internal financial controls to be followed by the Company which are adequate
and operating effectively and

The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that
such systems are adequate and operating effectively.

STATEMENT OF DECLARATION BY AN INDEPENDENT DIRECTOR(S)

The independent directors have submitted declaration that each of them meets the criteria of independence as
provided in Section 149(6) of the Companies Act, 2013 and regulation 25(8) of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and there has been no change in the circumstances which may affect their status of
independence.

BOARD''S COMMENTS ON THE STATUTORY AUDITOR''S REPORT AND IN THE REPORT OF THE SECRETARIAL AUDITOR

The Statutory Auditors have issued an Audit Report with unmodified opinion on the Financial Results of the Company
for the year ended 31^st March, 2024 and there were no qualifications, reservations, adverse remarks or disclaimers in
the said report and also in the Secretarial Audit Report.

LOANS, GUARANTEES AND INVESTMENTS

There were no loans, guarantees or investments made by the Company under Section 186 of the Companies Act, 2013
during the year under review and hence the said provision is not applicable.

RELATED PARTY DISCLOSURE

All the related party transactions entered into during the financial year ended 31^st March, 2024 were on arm''s length
price and were in the ordinary course of business. Therefore, the provisions of Section 188 of the Companies Act, 2013
were not attracted. Further there was no materially significant related party transaction during the year under review
made by the Company with Promoters, Directors, Key Managerial Personnel and other designated person which may
have a potential conflict with the interest of the Company at large. Thus, disclosure in Form AOC-2 is not required.

STATE OF THE COMPANY''S AFFAIRS AND FUTURE OUTLOOK

The Company is engaged in the business of Pharmaceutical, Medical and cosmetics goods. There has been no change
in the business of the company during the financial year ended 31st March, 2024.

TRANSFER TO RESERVES

Your Board has considered appropriate not to transfer any amount to the General Reserves of the Company.

DIVIDEND

In view of the planned business growth, your Directors deem it proper to preserve the resources of the Company and
therefore, do not propose any dividend for the financial year ended 31^st March, 2024.

RISK MANAGEMENT

The Company does not have any Risk Management Policy as the elements of risk threatening the Company''s existence
are very minimal.

ANNUAL EVALUATION BY THE BOARD

The evaluation framework for assessing the performance of Directors companies of the following key areas:

i) Attendance of Board and Committee Meetings

ii) Quality of contribution to Board deliberations

iii) Strategic perspectives or inputs regarding future growth of Company and its performance

iv) Providing perspectives and feedback going beyond information provided by the management

v) Commitment to Shareholders and other stakeholder interests.

The evaluation involves Self-Evaluation by the Board Member and subsequently assessment by the Board of Directors.
A member of the Board will not participate in the discussion of his/ her evaluation.

DIRECTORS

Pursuant to the provisions of section 152 of the Companies Act, 2013 and in accordance with the provisions of the
Articles of Association of the Company, Mr. Ashim Kumar Patawari (DIN: 01972489), retires by rotation at the

forthcoming Annual General Meeting and, being eligible, offers himself for reappointment. Mr. Pukhraj Lunkar (DIN:
01958134) has been resigned from the Company w.e.f. 01^st June, 2023.

Mr. Ashim Kumar Patawari is not disqualified under section 164(2) of the Companies Act, 2013.

Brief profile of the Director being reappointed have been provided in the Notice of the Annual General Meeting.

The Company has appointed Mr. Salil Sriram Shetty, (DIN: 07424136) and Mr. Amit Jawarimal Dugar (DIN: 01641205)
as Additional Independent Director of the Company w.e.f. 13^th August, 2024, As per the provisions contained under
Section 161 of the Act, the "Additional Director" so appointed shall hold office up to the date of the next Annual
General Meeting or the last date on which the Annual General Meeting should have been held, whichever is earlier.
However, pursuant to amendment (effective from 1st January, 2022) to Regulation 17(1C) of Listing Regulations, every
listed entity shall ensure that approval of shareholders for appointment of a person on the Board of Directors is taken
at next general meeting or within a time period of three months from the date of appointment, whichever is earlier.
Therefore, approval of the shareholders is sought for the appointment of Mr. Salil Sriram Shetty and Amit Jawarimal
Dugar, as an Independent Director of the Company in this AGM.

KEY MANAGERIAL PERSONNEL

The following functioned as Key Managerial Personnel during the year:

Ashok Kumar Patawari - Managing Director

Richi Patawari - Chief Financial Officer

Manisha Agarwala - Company Secretary

DEPOSITS

The Company has not accepted any deposit from the public, falling within the ambit of Section 73 of the Companies
Act, 2013 and The Companies (Acceptance of Deposits) Rules, 2014.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE TRIBUNAL, COURTS AND REGULATORS

There are no significant and material orders passed by the Tribunals, Courts and regulators that would impact the
going concern status of the Company and its future operation.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has in place adequate internal financial controls with reference to financial Statements. An independent
firm of Chartered Accountants serves as an internal auditor to execute the internal audit functions. The management
and the Audit Committee of the Board observe and then recommend corrective measures following such audits to
improve business operations.

CORPORATE SOCIAL RESPONSIBILITY

It is not obligatory on the part of your Company to have a Corporate Social Responsibility Policy/Committee since your
Company''s net worth, turnover and net profit during the financial year ended on 31st March, 2024 is below the
threshold limits as specified in Section 135 of the Companies Act 2013.

AUDIT COMMITTEE

The Board of Directors has constituted an Audit Committee which consists of 3 (Three) Non-Executive Directors of
whom two are Independent Directors possessing the requisite experience and expertise. The composition of the Audit
Committee is as follows:

Audit Committee as on date of this report;

All recommendations of the Audit Committee were duly accepted by the Board and there were no instances of any
disagreements between the Committee and the Board during the year.

Nomination and Remuneration Committee:

During the year under review, One Nomination and Remuneration Committee meeting was held on 13^th August, 2024.
Nomination and Remuneration Committee as on date of this report;

Stakeholders Relationship Committee:

Pursuant to the Companies Act, 2013 and the Listing Regulations, the Company has constituted a Stakeholders
Relationship Committee. The Committee looks into the grievances of security holders of the Company. During FY
2023-2024, No complaints from investors were received on any matters.

Stakeholders Relationship Committee as on date of this report:

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has put in place a Vigil Mechanism Policy in accordance with Section 177(10) of the Companies Act, 2013
for the Directors and Employees of the Company to report their genuine concerns or grievances relating to actual or
suspected fraud, unethical behavior, violation of the Company''s Code of Conduct or Ethics Policy, and any other event
which would adversely affect the interests of the business of the Company.

The details of the policy may be viewed at the official website of the Company at www.biiovhans.net. It is affirmed that
no Personnel has been denied access to the Audit Committee.

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION &
REDRESSAL) ACT, 2013.

The Company is committed to provide a safe and conducive work environment to its employees. During the year under
review, no case of sexual harassment was reported.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of Regulation 34(2)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a
Management Discussion and Analysis Report is annexed hereto as "Annexure I".

CORPORATE GOVERNANCE CERTIFICATE

Your Company is exempted from complying with the Corporate Governance provisions under Regulation 15 of SEBI
(Listing Obligations and Disclosure Requirements), Regulations, 2015, since the Company''s share capital and net worth
was less than the specified threshold as on the last day of the previous financial year.

SECRETARIAL STANDARDS

The Board of Directors affirms that the Company has, during the year, complied with the applicable Secretarial
Standards issued by the Institute of Company Secretaries of India.

DEMATERIALISATION OF SECURITIES

The shares of the Company are compulsorily traded in dematerialised form for all shareholders. 7.86% of the total
number of shares stand dematerialised as on 31st March, 2024. Letters have been sent to all shareholders holding
shares in physical mode informing them that as per revised Regulation 40 of SEBI (LODR) Regulations 2015, shares will
be transferred only in dematerialised mode effective from 1st April, 2019 and the shareholders have been requested
to dematerialise their existing shares in physical form.

AUDITORS

M/s Rajesh Surana & Co., Chartered Accountants (Firm Regn No. 325658E), was appointment as auditors of the
company to hold office for a period of 5 years from the conclusion of 38^th Annual General Meeting of the Company on
a remuneration to be mutually agreed upon between the Board of Directors of the Company and the Auditors in place
of M/s. Mahendra Pareek & Co. who has retired in terms of Section 139 of the Companies Act, 2013.

SECRETARIAL AUDIT

Pursuant to Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of
Management Personnel) Rules, 2014, M/s Pooja Gala & Associates., Company Secretaries were appointed as
Secretarial Auditor of the Company. The Secretarial Audit Report is annexed as Annexure II and forms part of this
report.

INTERNAL AUDITORS

M/s. Ketan Mehta & Associates, Chartered Accountants (Firm Registration Number : 104994W) have been appointed
as Internal Auditors by complying with the provisions of Section 138 of The Companies Act, 2013 read with Rule 13 of
The Companies (Accounts) Rules, 2014.

LISTING OF EQUITY SHARES

The Company''s equity shares are listed on The BSE Limited (Scrip Code: 524723) and suspended on CSE Ltd (Script
Code: 012097), however Company is under process for revocation of suspension of securities from the CSE Ltd.

HOLDING, SUBSIDIARIES, JOINT VENTURES AND ASSOCIATES COMPANIES AS PER THE COMPANIES ACT, 2013

The Company does not have any holding, subsidiary, joint venture and associate companies as per the Companies Act,
2013.

CORPORATE SOCIAL RESPONSIBILITY

The provisions of Section 135 of The Companies Act, 2013 read with The Companies (Corporate Social Responsibility
Policy) Rules, 2014 are not applicable to the Company. Hence, there is no need to develop CSR policy and to take
initiative thereon.

MATERIAL CHANGES AND COMMITMENTS

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 relates and the date of this report.

ACKNOWLEDGEMENTS

Your Directors would like to place on record their sincere appreciation for the assistance and cooperation received
from the financial institutions, banks, Government authorities, customers, vendors and members during the year
under review. Your Directors also wish to place on record their deep sense of appreciation for the committed services
by the Company''s executives, staff and workers.

For and on behalf of the Board of Directors of
BIJOY HANS LIMITED

Sd/- Sd/-

Place: Guwahati Ashok Kumar Patawari Ashim Kumar Patawari

Date : 21-08-2024 Managing Director Director

DIN:00154286 DIN:01972489

Dear Members,

The directors wish to present the Twenty Ninth Annual Report together with the Audited

Accounts of the Company for the year ended 31st March, 2014.

FINANCIAL RESULTS:

(Rs. In Lacs)

2013-14 2012-13

Turnover/Income 62.65 55.00

Profit/(Loss)

Before Depreciation and tax 10.90 10.40

Depreciation 7.63 9.12

Profit/(Loss) before tax 3.27 1.29

Provision for Taxes 0.00 0.00

Profit/(loss) after Tax 3.27 1.29

Deferred Tax adjustments 0.31 0.60

Surplus brought forward 171.43 169.54

Balance carried to Balance Sheet 175.01 171.43

DIRECTORS:

Sri Ashok Kumar Patawari, Director of the Company retires by rotation at the ensuing Annual General Meeting, and being eligible offers himself for reappointment.

AUDITORS:

Messrs Mohanlal Sharma & Co., Chartered Accountants, retire as Auditors of the Company and, being eligible, offer themselves for re-appointment.

The Company has received letter from them to the effect that their re-appointment, if made, would be within the prescribed limits under Section 141(3) (g) of the Companies Act, 2013 and that they are not disqualified for re-appointment.

The Notes on Financial Statements referred to in the Auditor''s Report are self explanatory and do not call for any further comments.

CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, a report on Corporate Governance is given in Annexure A.

DIRECTORS'' RESPONSIBILITY STATEMENT:

As required under section 217(2AA) of the Companies Act, 1956 the Directors confirm that:

a) in preparation of the annual accounts, the applicable accounting standards have been followed and there has been no material departure;

b) 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 31 March, 2014 and of the Profit of the Company for the year ended as on date;

c) proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act,1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

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

COMPLIANCE CERTIFICATE UNDER THE COMPANIES ACT, 1956:

A certificate issued by a Company Secretary in terms of the provisions of Section 383A of the Companies Act, 1956 to the effect that the Company has complied with the applicable provisions of the said Act is attached to this report.

EMPLOYEES:

The Company has no employees in respect of whom the provisions of Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 are applicable.

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

The provisions of Section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the report of the Board of Directors) Rules, 1988 are not applicable to the Company.

ACKNOWLEDGEMENT:

Your Directors wish to place on record their deep appreciation to bankers, shareholders, the valued customers and employees and various other government agencies for their continued support and encouragement in ensuing all around operational performance.

By order of the Board For Bijoy Hans Limited

Place: Guwahati Date: 31st July, 2014

Ashok Kumar Patawari Ashim Kumar Patawari Managing Director Director

Dear Shareholders

The directors wish to present the Twenty Eighth Annual Report together with the Audited Accounts of the Company for the year ended 31st March, 2013.

FINANCIAL RESULTS:

(Rs. In Lacs)

2012-13 2011-12

Turnover/Income 25.69 25.69 Profit/(Loss)

Before Depreciation and tax 12.19 12.19

Depreciation 7.07 7.07

Profit/(Loss) before tax 5.12 5.12

Provision for Taxes 0.78 0.78

ProfitZ(loss) after Tax 4.34 4.34

Deferred Tax adjustments 0.12 0.12

Surplus brought forward 165.08 165.08

Balance carried to Balance Sheet 169.54 169.54

DIRECTORS:

Sri Ashim Kumar Patawari and Sri Hemraj Nahata, Directors of the Company retire by rotation at the ensuing Annual General Meeting, and is eligible offers themselves for reappointment.

AUDITORS:

Messrs Mohanlal Sharma & Co., Chartered Accountants, retire as Auditors of the Company and, being eligible, offers themselves for re-appointment.

CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, a report on Corporate Governance is given in Annexure A.

DIRECTORS'' RESPONSIBILITY STATEMENT:

As required under section 217(2AA) of the Companies Act, 1956 the Directors confirm that:

a) in preparation of the annual accounts, the applicable accounting standards have been followed and there has been no material departure;

b) 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 31st March, 2013 and of the Profit of the Company for the year ended as on date;

c) proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

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

COMPLIANCE CERTIFICATE UNDER THE COMPANIES ACT, 1956:

A certificate issued by a Company Secretary in terms ofhe provisions of Section 383A of the Companies Act, 1956 to the effect that the Company has complied with the applicable provisions of the said Act is attached to this report.

EMPLOYEES.

The Company has no employees in respect of whom the provisions of Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 are applicable.

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

The provisions of Section 217(l)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the report of the Board of Directors) Rules, 1988 are not applicable to the Company.

ACKNOWLEDGEMENT:

Your Directors wish to place on record their deep appreciation to bankers, shareholders, the valued customers and employees and various other government agencies for their continued support and encouragement in ensuing all around operational performance. By order of the Board

For Bijoy Hans Limited

Place: Guwahati

Date: 26th August, 2013 Ashok Kumar Patawari Ashim Kumar Patawari Managing Director Director

The directors wish to present the Twenty Seventh Annual Report together with the Audited Accounts of the Company for the year ended 31st March, 2012.

FINANCIAL RESULTS: (Rs. In Lacs) 2011- 12 2010-11

Turnover/Income 25.69 44.98 Profit/(Loss)

Before Depreciation and tax 12.19 15.47

Depreciation 7.07 7.16

Profit/(Loss) before tax 5.12 8.31

Provision for Taxes 0.78 1.36

Profit/(loss) after Tax 4.34 6.95

Deferred Tax adjustments 0.12 0.05

Surplus brought forward 165.08 158.07

Balance carried to Balance Sheet 169.54 165.08

DIRECTORS:

Sri Sanjay Nahata and Sri Ashok Kumar Patawari, Directors of the Company retire by rotation at the ensuing Annual General Meeting, and is eligible offers themselves for reappointment.

AUDITORS:

Messrs Mohanlal Sharma & Co., Chartered Accountants, retire as Auditors of the Company and, being eligible, offers themselves for re-appointment.

CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, a report on Corporate Governance is given in Annexure A.

DIRECTORS' RESPONSIBILITY STATEMENT:

As required under section 217(2AA) of the Companies Act, 1956 the Directors confirm that:

a) in preparation of the annual accounts, the applicable accounting standards have been followed and there has been no material departure;

b) 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 31st March, 2012 and of the Profit of the Company for the year ended as on date;

c) proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

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

COMPLIANCE CERTIFICATE UNDER THE COMPANIES ACT, 1956:

A certificate issued by a Company Secretary in terms of the provisions of Section 383A of the Companies Act. 1956 to the effect that the Company has complied with the applicable provisions of the said Act is attached to this report.

EMPLOYEES:

The Company has no employees in respect of whom the provisions of Section 2I7(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 are applicable.

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

The provisions of Section 217(1 )(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the report of the Board of Directors) Rules, 1988 are not applicable to the Company.

ACKNOWLEDGEMENT:

Your Directors wish to place on record their deep appreciation to bankers, shareholders, the valued customers and employees and various other government agencies for their continued support and encouragement in ensuing all around operational performance.

By order of the Board For Bijoy Hans Limited

Place: Guwahati

Date: 1st September, 2012

The directors wish to present the Twenty Fifth Annual Report together with the Audited Accounts of the Company for the year ended 31st March. 2010.

FINANCIAL RESULTS: (Rs. In Lacs)

2009- 10 2008-09

Turnover/Income 76.03 23.38

Profit (Loss)

Refore Depreciation and tax 19.78 8.10

Depreciation 8.12 3.75

Profit (Loss) before tax 11.66 4.35

Provision for Taxes 1.63 0.86

Profit.(loss) after Tax 10.03 3.49

Deferred fax adjustments 0.50 0.35

Surplus brought forward 147.54 143.70

Balanee carried to Balance Sheet 158.07 147.54



DIRECTORS:

Sri Ashim Kumar Patawari and Sri Sanjay Nahata , Directors of the Company retire by rotation at the ensuing Annual General Meeting, and is eligible offers themselves for reappointment.

AUDITORS:.

Messrs Mohanlal Sharma & Co.. Chartered Accountants, retire as Auditors of the Company and. being eligible, offers themselves for re-appointment.

CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, a report on Corporate Governance is given in Annexure A.

DIRECTORS RESPONSIBILITY STATEMENT:

As required under section 217(2AA) of the Companies Act. 1956 the Directors confirm that:

a) in preparation of the annual accounts, the applicable accounting standards have been followed and there has been no material departure:

b) 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 31st March. 2010 and of the Profit of the Company for the year ended as on date:

c) proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the companies Act. 1956 for safeguarding the assets of the Company and for preventing and delecting fraud and other irregularities; and

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

COMPLIANCE CERTIFICATE UNDER THE COMPANIES ACT, 1956:

A certificate issued by a Company Secretary in terms of the provisions of Section 383A of the Companies Act. 1956 to the effect that the Companv has complied with the applicable provisions of the said Act is attached to this report.

EMPLOYEES:

The Company has no employees in respect of whom the provisions of Section 217(2 A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules. 1975 are applicable.

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

The provisions of Section 217( 1 )(e) of the Companies Act. 1956 read with Companies (Disclosure of Particulars in the report of the Board of Directors) Rules. 1988 are not applicable to the Company.

ACKNOWLEDGEMENT:

Your Directors wish to place on record their deep appreciation to bankers, shareholders. the valued customers and employees and various other government agencies for their continued support and encouragement in ensuing all around operational performance.

By order of the Board

For Bijoy Hans Limited

Place: Guwahati

Date: 30th August. 2010

Ashok Kumar Palawari Ashim Kumar Palawan Managing Director Director