Your Directors have immense pleasure in presenting the Twenty Sixth (26^th) Annual Report on the business and
operations of the Company together with the Audited Financial Statements of your Company for the financial Year
ended March 31^st, 2025.

The Director Report is prepared based on the standalone financial statements of the company and the Report on the
performance and financial position of the Company.

1. FINANCIAL RESULTS:

(Amount in Lakhs except EPS)

2. PERFORMANCE REVIEW & STATE OF COMPANY'S

AFFAIRS:

1. The Company is engaged in the Manufacturing
business of Active Pharma Ingredients ("APIs"),
and Fine Chemicals. Our product portfolio
presently comprises of APIs and Fine Chemical
which are marketed domestically and exported.

2. The highlights of the Company's performance
are as under:-

? Revenue from operations has increased to
? 10,097.35/- Lakhs during the current year
compared to previous year of ? 9,564.04/-
Lakhs i.e. the increase in the current year is
approx. 533.30 Lakhs.

? Although revenue increased, the Net Profit
after tax for the current year decreased to ?
1,335.79/- Lakhs compared to the previous
year of ? 1,450.10/- Lakhs i.e. variation in the
current year is approx. -7.88 %

? The earning per share has decreased to
10.86 as compared to 11.78 in the previous
year, i.e. variation in the current year is
approx. -7.81%.

? For FY 2024-25, our domestic and
international operations accounted for
approx. 74.82% and 25.18 % respectively, of
our total sales.

? There are four Manufacturing Blocks at
Bhavnagar which are for different products
having a capacity of approx. 9,700 MTPA.
Block 1- APIs, Block 2- Magnesium
Hydroxide, Block 3- Fine Chemicals and
Block 4- APIs/ Fine Chemicals.

To ensure sustainable growth and long-term
value creation, the Company has decided to
divest one of its units and simultaneously enter
into a new vertical of business. This decision,
based purely on commercial rationale, follows

a careful evaluation of operational and financial
trends. While turnover had increased, the
growth was largely attributed to higher input
costs, which in turn impacted sale prices.
However, sales volumes (in quantity terms)
remained stagnant, and no significant growth is
anticipated despite best efforts.

The company is currently running the business
in the field of pharmaceuticals industries and
board of director of the company decided to
expand the business activities in the three
new sectors like Real estate and Construction,
capital Market and Clean and renewable energy
which are the growth areas and which has been
consistently yielding double digit core business
growth. And looking to the present scenario,
the promoters of the company have found
more opportunities in the sector of real estate
& construction market, capital market and clean
energy market as compared to the existing
business of the company. For that company has
obtained approval of members to amend object
clause of Memorandum of Association of the
Company.

Further, company has obtained approval
of members for Slump Sale of the existing
establishment (Land, Building, Plant & Machinery,
Specific Current Assets & Current Liabilities)

under Section 180(1)(A) of The Companies Act,
2013 and Regulation 37A of Securities And
Exchange Board of India (Listing Obligations
And Disclosure Requirements) Regulations,
2015 to Phal-Jig Fine Chemicals Private Limited
towards its consideration of Rs. 95 Crores. The
Promoters of the company will utilize the fund
into the three different sector in the Reals estate
and construction Rs. 27 Crore, Clean energy
Market Rs. 27 Crore and in the Capital Market
Rs. 41. Crore.

As per Section 188(1) of the Act read with Rule
15 of the Companies (Meetings of Board and its
Powers) Rules, 2014 ("Rules") and Regulation 23
of Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements)
Regulations, 2015 ("SEBI - LODR"), the said
transaction was a related party transaction.

For the above mentioned businesses, Company
had obtained approval of members for the
abovementioned transaction vide special
resolution passed with requisite majority in the
Extra Ordinary General Meeting of the members
held on 12^th Day of February, 2025.

However, the said transaction is expected to
complete within 30^th September, 2025 to 31^st
December, 2025 and the transaction is proposed
to be one time transaction.

3. MARKET PRICE DATA:

Our Company listed on NSE Main Board Platform having Symbol -"PAR", ISIN: INE04LG01015. The following table
shows High, Low during the respective month and number of equity shares traded during each month in the FY
2024-25 on NSE¹;

4. CHANGE IN THE BUSINESS OF THE COMPANY:

5. DIVIDEND:

The company is currently running the business in
the field of pharmaceuticals industries and board of

director of the company decided to expand the
business activities in the three new sectors like Real
estate and Construction, capital Market and Clean
and renewable energy which are the growth areas
and which has been consistently yielding double digit
core business growth. And looking to the present
scenario, the promoters of the company have found
more opportunities in the sector of real estate &
construction market, capital market and clean energy
market as compared to the existing business of the
company. For that company has obtained approval of
members to amend object clause of Memorandum of
Association of the Company.

Further, company has obtained approval of members
for Slump Sale of the existing establishment (Land,
Building, Plant & Machinery, Specific Current
Assets & Current Liabilities) under Section 180(1)
(A) of The Companies Act, 2013 and Regulation
37A of Securities And Exchange Board of India
(Listing Obligations And Disclosure Requirements)
Regulations, 2015 to Phal-Jig Fine Chemicals Private
Limited towards its consideration of Rs. 95 Crores.
The Promoters of the company will utilize the fund
into the three different sector in the Reals estate
and construction Rs. 27 Crore, Clean energy Market
Rs. 27 Crore and in the Capital Market Rs. 41. Crore.

For the above mentioned businesses, Company
had obtained approval of members for the
abovementioned transaction vide special resolution
passed with requisite majority in the Extra Ordinary
General Meeting of the members held on 12^th Day of
February, 2025.

Your directors don't recommend any Interim and
final dividend for the year under review.

6. TRANSFER TO RESERVE:

Pursuant to provisions of Section 134(1)(j) of the
Companies Act, 2013, the company has not proposed
to transfer any amount to general reserves account
of the company during the year under review.

Further, there are no changes in Capital Reserve.
During the year an amount of ? 1,335.79/- Lakhs
transferred to the Surplus in the Statement of Profit
& Loss whereas an amount of ? 1.50/- Lakhs utilized
for income tax adjustment of earlier year.

7. MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE FINANCIAL POSITION OF THE
COMPANY:

There are no any material changes and commitments
affecting the financial position of the Company
occurred between the end of the financial year to
which these financial statements relate except
as mentioned under point no. 2 and 4 of director
report regarding slump sale and proposed change in
business of the company.

8. INTERNAL FINANCIAL CONTROL SYSTEMS AND
THEIR ADEQUACY

The Company's management is responsible for
establishing and maintaining internal financial
controls based on the internal control over financial
reporting criteria established by the Company
considering the essential components of internal
control stated in the Guidance Note on Audit of
Internal Financial Controls over Financial Reporting
issued by the Institute of Chartered Accountants of
India ('ICAI').

These responsibilities include the design,
implementation and maintenance of adequate
internal financial controls that were operating
effectively for ensuring the orderly and efficient
conduct of its business, including adherence
to company's policies, the safeguarding of its
assets, the prevention and detection of frauds
and errors, the accuracy and completeness of the
accounting records, and the timely preparation of
reliable financial information, as required under the
Companies Act, 2013.

The management finds that the Verification of
FinancialAccounting&Documents,GSTCompliances,
Stores, Factory Gate, Statutory Payments, Statutory
Returns, Pending Claims are satisfactory and nature
and in Physical Verification of Inventories & Capital
Assets need some improvement.

All the transactions are properly authorized,
recorded and reported to the Management. The
Company is following all the applicable Accounting
Standards for properly maintaining the books of
accounts and reporting financial statements. The
Management of the Company and internal auditor
checks and verifies the internal control and monitors
them in accordance with.

9. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS
PASSED BY THE REGULATORS, COURTS AND
TRIBUNALS:

As there are no any significant and material orders
were passed by any regulators and/or courts and
tribunals during the year under review which may
have the impact on the going concern status and
company's operations in future.

10. DETAILS OF SUBSIDIARY, JOINT VENTURE OR
ASSOCIATE COMPANIES:

The Company does not have any Subsidiary, Joint
Venture or Associate Company.

11. DEPOSITS:

The Company has neither accepted nor renewed
any deposits falling within the purview of Section
73 and 76 of the Companies Act, 2013 read with
Companies (Acceptance of Deposits) Rules, 2014 as
amended from time to time, during the year under
review.

12. AUDITORS & AUDITORS' REPORT:

Statutory Auditors:

It is recommended to appoint M/s. Sarupria
Somani & Associates, Chartered Accountants
(Firm Registration No.: 010674C), having valid Peer
Review certificate, as the Statutory Auditors of the
company from the conclusion of the 26^th Annual
General Meeting till the conclusion of the 27^th
Annual General Meeting of the Company to be held
for the F.Y. 2025-26 at an annual remuneration /

fee of ? 2,25,000/- (Rupees Two Lakh Twenty-Five
Thousand only) plus out of pocket expenses and
taxes as applicable from time to time with the power
to the Board/Audit Committee to alter and vary
the terms and conditions of appointment, revision
including upward revision in the remuneration
during the remaining tenure. As required under the
provisions of Section 139 of the Companies Act,
2013, company has obtained confirmation from
M/s. Sarupria Somani & Associates, Chartered
Accountants (Firm Registration No.: 010674C), that
their appointment, if made, would be in conformity
with the limits specified in the said Section.

Board's comment on the Auditors' Report:

Audit report to the Shareholders does not contain
any qualification, reservation or adverse remarks.
The observations of the Statutory Auditors, when
read together with the relevant notes to the accounts
and accounting policies are self-explanatory and
does not call for any further comment.

Secretarial Auditor:

Pursuant to provisions of Section 204 of the
Companies Act, 2013, Board of Directors had
appointed M/s. DG Patel & Associates, Practicing
Company Secretaries (C.P. No.: 13774) as Secretarial
Auditor to conduct Secretarial Audit of the Company
for Financial Year 2024-25.

Secretarial Auditor's Report:

Secretarial Audit report to the Shareholders
contains following qualification, reservation or
adverse remarks:

1. The Special Resolution for Alteration in object
clause of the Memorandum of Association of
the company passed by the company in the
Extra-ordinary General Meeting held on 12^th
February, 2025 has not been yet filed with the
Registrar of Companies in Form No. MGT-14 as
required under provisions of Section 13 read
with Section 117 of the Companies Act, 2013
and Rules made thereunder.

Directors' comments on above mentioned
qualification point wise:

1. The company is currently running the business
in the field of pharmaceuticals industries and
board of director of the company decided to
expand the business activities in the three
new sectors like Real estate and Construction,
capital Market and Clean and renewable energy
which are the growth areas and which has been
consistently yielding double digit core business
growth.

Further, Company has obtained approval
of members for Slump Sale of the existing
establishment (Land, Building, Plant & Machinery,
Specific Current Assets & Current Liabilities)

under Section 180(1)(A) of The Companies Act,
2013 and Regulation 37A of Securities And
Exchange Board of India (Listing Obligations
And Disclosure Requirements) Regulations, 2015
to Phal-Jig Fine Chemicals Private Limited. For
the said transaction Company has entered the
Business Transfer Agreement for the slump sale
with Phal-Jig Fine Chemicals Private Limited
which is yet to be closed.

Company shall expand the business activities
in the three new sectors like Real estate and
Construction, capital Market and Clean and
renewable after completion of slump sale
transaction and If company files Form No.
MGT-14 for Change in Object clause of the
Company (which is approved by the shareholder
in the Extra Ordinary General Meeting held on
12.02.2025), will result in change of Corporate
Identification Number (CIN) of the company,
which will cause operational and administrative
inconvenience for the day to day business
activities of the Company. Therefore, company
has kept on hold filing of Form No. MGT-14 with
Ministry of Corporate Affairs.

The Secretarial Audit Report for the financial year
ended 31^st March, 2025 is annexed herewith as
Annexure - I to this report.

Internal Auditor:

As per Section 138 of Companies Act 2013, every
Listed Company is required to appoint an Internal
Auditor or a firm of Internal Auditors.

During the year under review, M/s Siddhpura & Co.,
Chartered Accountants was appointed as Internal

Auditors to conduct internal audit as per agreed
scope of works pursuant to the provision of section
138 of Companies Act, 2013 read with Companies
(Accounts) Rules, 2014.

13. DETAILS OF FRAUD REPORTING BY AUDITOR:

Pursuant to provisions of Section 143(12) of the
Companies Act, 2013, the Statutory Auditors have
not reported any incident of fraud.

14. MAINTENANCE OF COST RECORDS & COST AUDIT:

Maintenance of cost records as specified by the
Central Government under sub-section (1) of
section 148 of the Companies Act, 2013 is required
by the Company and accordingly such accounts and
records are made and maintained.

Requirement of cost audit as prescribed under the
provisions of Section 148(1) of the Companies Act,
2013 was not applicable to the Company for the FY
2024-25.

However, as per Section 148 of the Companies Act,
2013, the Company is required to have the audit of
its cost records conducted by a Cost Accountant
in practice for the FY 2025-26. Accordingly, M/s
Maulin Shah & Associates, Cost Accountants
(Firm Registration Number -101527) were appointed
by the Board of Directors of the Company in its
meeting held on 29^th August, 2025 as Cost Auditors
to conduct the audit of the cost accounting records
of the Company as prescribed under the Companies
(Cost Records and Audit) Rules, 2014 for the financial
year ending on March 31, 2026.

15. DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP):

15.1 Composition of Board of Directors:

The Board of Directors of Company is a balanced one with an optimum mix of Executive and Non-Executive
Directors The Board of the Company is headed by an Executive Chairman.

As on 31^st March, 2025 the Board of Company consists of following Directors:

Notes:

(i) Chairmanship/Membership of Committee only includes Audit Committee and Stakeholders' Relationships
Committee in Indian Public Limited companies other than Par Drugs and Chemicals Limited. Members
of the Board of the Company do not have membership of more than ten Board-level Committees or
Chairperson of more than five such Committees.

(ii) None of the directors are related to each other except Mr. Falgun Vallabhbhai Savani and Mr. Jignesh
Vallabhbhai Savani who are related to each other.

(iii) Details of Director(s) retiring or being re-appointed are given in notice to Annual General Meeting.

(iv) Brief profiles of each of the above Directors are given in the beginning of the report.

(v) Mr. Ghanshayambhai Bhagvanbhai Savani, Whole-time Director (DIN: 03055941) and Mrs. Nayna Jignesh
Savani, Non-Executive Director (DIN: 00198189) resigned from their respective positions w.e.f. January
15, 2025.

15.2Key Managerial Personnel (KMP):

As on 31^st March, 2025, Mr. Falgun Vallabhbhai Savani, Chairman & Managing Director; Mr. Jignesh Vallabhbhai
Savani, Chief Executive Officer; Mr. Chintan Pratapbhai Chauhan, Chief Financial Officer and Mr. Sanket
Bhupendrabhai Trivedi, Company Secretary and Compliance Officer of the Company are the Key Managerial
Personnel as per the provisions of the Companies Act, 2013.

15.3Directors retiring by rotation and seeking appointment/re-appointment:

In terms of section 152 of the Companies Act, 2013, Mr. Falgun Vallabhbhai Savani, Chairman & Managing
Director (DIN: 00198236), who retires by rotation and being eligible offers himself for re-appointment.
Based on the performance evaluation and recommendation of the nomination and remuneration committee,
the Board recommends his reappointment.

Term of Mrs. Bintal Bhaveshkumar Shah (DIN: 08893054) as an Independent Director of the Company will
ended on 27^th September, 2025. It is proposed to re-appoint her as an Independent Director for a second
term of Five consecutive years w.e.f. 28^th Day of September, 2025 to 27^th September, 2030.

Term of Mr. Falgun Vallabhbhai Savani (DIN: 00198236) as Chairman & Managing Director ended on 25^th
Day of November, 2023. He was re-appointed as Chairman & Managing Director for further period of 5 years
from 26^th Day of November, 2023 to 25^th Day of November, 2028 in the 24^th Annual General Meeting of the
company held on 16^th September, 2023.

Term of Mr. Jignesh Vallabhbhai Savani (DIN: 00198203) as CEO ended on 25^th Day of November, 2023.
He was re-appointed as CEO for further period of 5 years from 26^th Day of November, 2023 to 25^th Day of
November, 2028 in the 24^th Annual General Meeting of the company held on 16^th September, 2023.

Term of Mr. Pravin Manjibhai Bhayani (DIN: 08332851) as an Independent Director of the Company ended
on 16^th Day of January, 2024. He was re-appointed as an Independent Director for a second term of Five
consecutive years w.e.f. 17^th January, 2024 to 16^th January, 2029 in the 24^th Annual General Meeting of the
company held on 16^th September, 2023.

Term of Mrs. Krishna Mitulbhai Shah (DIN: 08317678) as an Independent Director of the Company ended
on 16^th Day of January, 2024. She was re-appointed as an Independent Director for a second term of Five
consecutive years w.e.f. 17^th January, 2024 to 16^th January, 2029 in the 24^th Annual General Meeting of the
company held on 16^th September, 2023.

Term of Mrs. Kajal Chintanbhai Vaghani (DIN: 08317641) as an Independent Director of the Company ended
on 16^th Day of January, 2024. She was re-appointed as an Independent Director for a second term of Five
consecutive years w.e.f. 17^th January, 2024 to 16^th January, 2029 in the 24^th Annual General Meeting of the
company held on 16^th September, 2023.

16. MEETINGS OF BOARD OF DIRECTORS;

Details of the Board Meetings held during the Financial Year ended 31^st March, 2025 are as under. The intervening
gap between the Meetings was within the period prescribed under Companies Act, 2013.

The names of members of the Board and their attendance at the Board Meetings are as under:

*ceased to be Whole-time Director w.e.f. January 15, 2025, entitled to attend only six Board Meeting during the
year 2024-25.

**ceased to be Non-Executive (Non Independent) Director w.e.f. January 15, 2025, entitled to attend only six
Board Meeting during the year 2024-25.

16.1 Board Committees and their Meetings:

1. Audit Committee:

The Audit Committee comprises of four members with three Independent Directors and one Executive
Director as on 31^st March, 2025.

The Composition of the Committee as on March 31, 2025 and its attendance for meetings held during the
year is set out below:

The Chairman of the Committee has attended the last Annual General Meeting of the Company held on
September 21, 2024.

2. Nomination and Remuneration Committee:

The Nomination and Remuneration Committee comprises of three members with two Independent
Directors and one Non-executive Director as on 31^st March, 2025.

The Committee met two times during the year August 16, 2024 and February 14, 2025. The Composition
of the Committee as on March 31, 2025 and its attendance for meetings held during the year is set out
below:

*Mrs. Nayna Jignesh Savani, Non-Executive, Non-Independent Director was committee member up to
15/01/2025, attended 1/1 meetings of committee, resigned w.e.f 15/01/2025 so that there is requirement
to reconstitute the Nomination and Remuneration Committee, the board in its Board meeting held on
11.01.2025 has appointed Mrs. Bintal Bhaveshkumar Shah, Independent Director (DIN: 08893054) as a
member of Nomination and Remuneration Committee with effect from January 15, 2025.

The Chairman of the Committee has attended the last Annual General Meeting of the Company held on
September 21, 2024.

3. Stakeholder's Relationship Committee:

Company has constituted a Stakeholders Relationship Committee to redress complaints of the shareholders
The Stakeholder's Relationship Committee comprises of three members with two Independent Directors
and one Executive Director as on 31^st March, 2025.

The Committee met on August 16, 2024. The Composition of the Committee as on March 31, 2025 and
its attendance for meetings held during the year is set out below:

The Chairman of the Committee has attended the last Annual General Meeting of the Company held on
September 21, 2024.

4. CSR Committee:

The board of directors have formulated the CSR Committee on January 23, 2020 in order to take
corporate initiative to assess and take responsibility for the company's effects on the environment and
impact on social welfare.

The CSR Committee comprises of three members with two Independent Directors and one Non-executive
Director as on March 31, 2025.The Committee met two times during the year i.e. on August 16, 2024 and
December 02, 2024.

The Composition of the Committee as on March 31, 2025 and its attendance for meetings held during the
year is set out below:

*Mrs. Nayna Jignesh Savani, Non-Executive, Non-Independent Director was committee member up to
15/01/2025, attended 2/2 meetings of CSR committee during the year, resigned w.e.f 15/01/2025 so
that there is requirement to reconstitute the CSR Committee, the board in its Board meeting held on
11.01.2025 has appointed Mrs. Bintal Bhaveshkumar Shah, Independent Director (DIN: 08893054) as a
member of CSR Committee with effect from January 15, 2025.

The Chairman of the Committee has attended the last Annual General Meeting of the Company held on
September 21, 2024.

5. Independent Director Meeting:

One Meeting of Independent Directors held on 29/03/2025 during the year under review and attendance
for meetings held during the year is set out below:

17. DETAILS OF REMUNERATION PAID TO DIRECTORS/KMPS;

18. POLICY ON APPOINTMENT AND REMUNERATION TO DIRECTORS, KMP & SENIOR MANAGEMENT PERSONNEL:

The Board has, on the recommendation of the Nomination and Remuneration Committee framed a policy for
selection and appointment of Directors, Senior Management and their remuneration. Company's policy on
Directors' appointment and remuneration and other matters provided in Section 178(3) of the Companies Act,
2013 is available on the website of the company at Click here

19. CODE OF CONDUCT;

The Board has laid down a Code of Conduct for all Board Members and Senior Management of the Company
which is posted on the website of the Company at Click here

20. INSIDER TRADING;

As per SEBI (Prohibition of Insider Trading) Regulations, 2015, the Company has devised the Code of Conduct
to regulate, monitor and report trading in Company's securities by persons having access to unpublished price
sensitive information of the Company. The Company Secretary is the Compliance Officer for the purpose of this
code.

21. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTOR;

The Independent Directors are very enthusiastic to get involved in the activity of the Company and on continuous
basis they are in constant touch with the executive directors of the Company and also they have taken part in
the activity like to visit Company's plants, where plant heads appraise them of the operational and sustainability
aspects of the plants to enable them to have full understanding on the activities of the Company and initiatives
taken on safety, quality, CSR, Sustainability etc. Further detailed programme is available on the website of the
company at click here

22. BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17(10) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations 2015, the Board has carried out an annual performance evaluation of its
own performance, the directors individually as well as the evaluation of the working of its all committees.

23. DECLARATION BY INDEPENDENT DIRECTORS:

The Company has received declarations from all the Independent Directors confirming that they meet criteria
of independence as prescribed under Section 149(6) of the Companies Act, 2013 and under Regulation 16(1)(b)
of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015. Pursuant to Ministry of Corporate
Affairs Notification, dated October 22, 2019 all the Independent Directors of the Company have already registered
themselves on IICA and also they have successfully qualified online proficiency for Independent Director's Data
bank from Indian Institute of Corporate Affairs as on date this report.

24. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTU/S 186 OF THE COMPANIES ACT, 2013:

During the reporting period, your Company has not granted any loans, guarantees or made investments or
provided securities in violation of Section 186 of the Companies Act, 2013 and rules thereof. Details of Loans,
Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given
in the notes to the Financial Statements forming part of this annual report.

25. WEB LINK OF ANNUAL RETURN:

Pursuant to Section 92(3) and Section 134(3)(a) of the Companies Act, 2013, the Company has placed a copy of
the Annual Return as of March 31, 2024, on its website at click here The Company will also place annual return
in Form No MGT-7 for FY 2024-25 on completion of ensuing annual general meeting of shareholders of the
Company in due course.

26. SHARE CAPITAL:

Authorized Share Capital:

The authorized share capital of the Company is ? 12,50,00,000/- divided into 1,25,00,000 Equity Shares
Paid up Share Capital:

At present, paid-up equity share capital is ? 12,30,46,360/- consisting of 12304636 equity shares of ? 10/- each.
Buy Back of Securities:

The Company has not bought back any of its securities during the year under review.

Sweat Equity:

The Company has not issued any Sweat Equity Shares during the year under review.

Bonus Shares:

The Company has not issued any Bonus Shares during the year under review.

Employees Stock Option Plan:

The Company has not provided any Stock Option Scheme to the employees during the year under review.

27. DEMATERIALISATION OF SHARES:

100% of the company's paid-up Equity Share Capital is in dematerialized form as on 31^st March, 2025.

28. CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES:

Particulars of contracts or arrangements with related parties under Section 188 of the Companies Act, 2013 during
the year under review are given in Form AOC-2 attached with this report as Annexure - II. Further, the disclosure
of transactions with related party for the year, as per Accounting Standard-18 Related Party Disclosures is given
in Note no. 30 to the Balance Sheet as on 31^st March, 2025.

The Board of Directors of the Company has, on the recommendation of the Audit Committee, adopted a policy
to regulate transactions between the Company and its related parties, in compliance with the applicable
provisions of the Companies Act 2013, the rules made thereunder and the SEBI (Listing Obligation and Disclosure
Requirement) Regulation, 2015. This policy was considered and approved by the Board and has been uploaded
on the website of the Company at click here

29. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO:

A. Conservation of Energy & Technology Absorption:

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 in respect
of conservation of energy and technology absorption have been furnished considering the nature of activities
undertaken by the company during the year under review is annexed hereto as Annexure-III and forms part of
this report.

B. Foreign Exchange earnings and Outgo:

Foreign Earnings: f Rs 2531.67 Lacs (FOB value of Export)

Foreign Outgo: f 18.84 Lacs (Value of imported raw materials consumed)

30. PARTICULARS OF EMPLOYEES:

During the year under review, none of the employees of the Company were in receipt of remuneration exceeding
? 1,02,00,000/- p.a., if employed throughout the year or ? 8,50,000/- p.m. if employed for part of the year.
Further, statement containing particulars of employees under Section 197(12) of the Companies Act, 2013 read
with Rule 5(1) and 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
is as under:

INFORMATION AS PER RULE 5(1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL
PERSONNEL) RULES, 2014

1. Ratio of the remuneration of each director to the median remuneration of the employees and percentage increase
in remuneration of each Director, CEO, CFO and CS of the Company for the financial year 2024-25:

Note: * Remuneration of the Directors consists only of sitting fees drawn by them.

** Remuneration of the Independent Director which is approved in the previous AGM by members

***The percentage increase in remuneration is calculated basis the remuneration as per Section 17 of the Income

Tax Act, 1961.

2. Median remuneration of employee during the year of the company is ? 2.30 Lakh

3. Percentage increase in the median remuneration of employees in the financial year (Median 2024-25/Median
2023-24): 0.88%

4. The number of permanent employees on the rolls of company: 121

5. Average percentile increase already made in the salaries of employees other than the managerial personnel in the
last financial year and its comparison with the percentile increase in the managerial remuneration and justification
thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration:-

a. Average percentage increase in salary of employees other than managerial personnel is 0.52%

b. Average percentage increase in salary of managerial personnel is 15.06%

6. The Company hereby affirm that the remuneration is as per remuneration policy of the Company

Information pursuant to Rule 5(2) & 5(3) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 also forms part of this report pursuant to proviso to Section 136(1) of the Act. Any
shareholder interested in obtaining a copy of the same may write to the Company Secretary at the registered
office address of the Company

31. RISK MANAGEMENT POLICY:

At Par Drugs and Chemicals Limited, risks are measured, estimated and controlled with the objective to mitigate
adverse impact. Your company's fundamental approach to risk management includes to ensure sustainable
business growth with stability and to promote a pro-active approach in reporting, evaluating and resolving risks
associated with the business. The Company has adopted an approach towards risk assessment, risk management
and risk monitoring, which is periodically reviewed by the Board.

32. CORPORATE SOCIAL RESPONSIBILITY:

The brief outline of the corporate social responsibility (CSR) policy of the Company and the initiatives undertaken
by the Company on CSR activities during the year are set out in Annexure-IV of this report in the format
prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014. For other details regarding
the CSR Committee, please refer to the said Report, which is a part of this report. CSR Policy is available on the
Company's website at click here

33. VIGIL MECHANISM:

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for directors
and employees to report genuine concerns has been established. The Vigil Mechanism Policy has been uploaded
on the website of the Company at click here

34. HUMAN RESOURCES:

During the period under review, the personal and industrial relations with the employees remained cordial in all
respects. The management has always carried out systematic appraisal of performance and imparted training at
periodic intervals.

35. CORPORATE GOVERNANCE:

Your company is committed to good Corporate Governance and has taken adequate steps to ensure that
the requirements of Corporate Governance SEBI (LODR) Regulations, 2015 are complied with. The Corporate
Governance Report with the Auditors' Certificate thereon, and Management Discussion and Analysis Report
are attached, and Corporate Governance Report is attached as an Annexure-V. Further Company regularly
filed Corporate Governance Report as required under SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 which are available on the website of the Company at click here

36. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

As required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management
Discussion and Analysis Report is enclosed as a part of this report.

37. PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE:

The Company has zero tolerance towards sexual harassment at the workplace and has adopted a policy on
prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder.
Internal Complaint Committee is set up to redress complaints received regularly. There were no complaints
received and reported under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013. Following are the data with respect to complaints received and reported under the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

38. DISCLOSURE WITH RESPECT TO COMPLIANCE OF THE PROVISIONS RELATING TO THE MATERNITY BENEFIT
ACT 1961:

The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961, and has
extended all statutory benefits to eligible women employees during the year under review.

39. DIRECTOR'S RESPONSIBILITY STATEMENT:

Pursuant to Section 134 (5) of the Companies Act, 2013 the Board of Directors of the Company confirms that-

a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with
proper explanation relating to material departures;

b) The Directors had selected such accounting policies and applied them consistently and made judgments
and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the
Company at the end of the financial year and of the profit and loss of the Company for that period;

c) The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing
and detecting fraud and other irregularities;

d) The Directors had prepared the annual accounts on a 'going concern' basis;

e) the directors had laid down internal financial controls to be followed by the Company and that such internal
financial controls are adequate and were operating effectively and

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

40. COMPLIANCE WITH SECRETARIAL STANDARDS:

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

41. THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF
THE FINANCIAL YEAR:

Not applicable as no application made or any proceeding pending under the Insolvency and Bankruptcy Code,
2016.

42. 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.

Not applicable.

43. ACKNOWLEDGMENT:

Your Directors would like to express their sincere appreciation for the assistance and cooperation received
from the 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 & On Behalf of Board of Directors
PAR DRUGS AND CHEMICALS LIMITED

Sd/- Sd/-

(Mr. Falgun V. Savani) (Mr. Jignesh V. Savani)

Date: August 29, 2025 Chairman & Managing Director Director & CEO

Place: Vadodara (DIN: 00198236) (DIN: 00198203)

1

Source: Historical data available on www.nseindia.com

2

EQ- This series allows trading in Intra-day transactions for equity permissible, normal trading is done in this
category. BE- This series does not allow trading in Intra-day transactions Shares falling in the Trade for Trade

3

Sitting Fees

4

ceased to be Whole-time Director w.e.f. January 15, 2025

5

ceased to be Non-Executive (Non-Independent) Director w.e.f. January 15, 2025

# The remuneration of Independent Director approved by passing special resolution by the members in the
previous annual general meeting of the Company held on September 21, 2024