TO THE MEMBERS:

The Directors have pleasure in presenting the 38^th Annual Report together with Audited Statement of Accounts of the Company for the financial year ended on 31^s1 March, 2023.

1. FINANCIAL RESULTS

The financial results of the company for the year under review are as under:

2. DIVIDEND

The Board has recommended final dividend of Rs. 6.83/- per equity share i.e. 683% on equity shares of Rs. 1 each for the financial year ended on 31^st March, 2023. The resultant dividend would result in total cash outflow of Rs. 7145.29 Lacs.

3. RESERVES

The Board does not propose to carry any amount to the reserves.

4. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS

Company continues to add assets and enhance its manufacturing abilities to cater the growing market add new products to the product portfolio. The injectables facility is likely to commence commercial production during the current financial year, however considering legal requirements revenue from this facility is expected during the financial year 2024-25. The new facility has also been successfully inspected by the USFDA authorities and accordingly, Company will be able to sell the products to the United States also from die new facility, During the period under review the total revenue of die Company increased from Rs. 71293 lakhs to Rs. 84018 lakhs.

During the year Company has not changed in it's nature of Business.

5. LISTING ON STOCK EXCHANGES

In order to meet its commitments as per the investment agreement entered into with the investors, the Board of Directors of the Company has subject to necessary approvals and market conditions decided to list the shares of the Company on stock exchanges through offer of sale by the existing investors. While no fresh funds are proposed to be raised by Company the listing will be beneficial for its stakeholders.

6. MATERIAL CHANGES AND COMMITMENTS

There are no material changes and commitments have occurred between the end of financial year and date of the report, which could affect financial position of the Company.

7. INTERNAL CONTROL SYSTEM

Your Company has strong Internal Controls and Risk Assessment/ Management systems. These systems enable the Company to comply with Internal Company policies, procedures, standard guidelines and local laws to help protect company's Assets and Confidential information against financial losses and unauthorized use. Further, M/s. Ramanlal G. Shah & Co., Chartered Accountants, appointed as Internal Auditor of the Company and based on findings of Internal Audit Report, the Company further took action to strengthen control measures and M/s Manubhai & Shah LLP carries out management audit to ensure ongoing control and improvement of the systems.

8. DETAILS OF SUBS1DIARY/JOINT VENTURES/ASSOCIATE COMPANIES

Concord Biotech Japan KK based out in Japan is an associate Company in which Company holds 50 % Stake.

Pursuant to provisions of Section 129(3) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014, a statement containing salient features of die financial statements of the Concord Biotech Japan KK an Associate Company, in Form AOC-1 is attached to the financial statements of die Company.

9. ANNUAL RETURN

As per provisions of Section 92(3) Annual Return of die Company for the financial year ended on March 31, 2023 is placed on the website of the Company and the same can be accessed through https; / / www.concordbiotech.com/investors

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

Details of Loans, Guarantees and Investment covered under Section 186 of the Companies Act, 2013 appear in the notes to the financial statement.

11. CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Utpal Hemendra Sheth and Mr. Amit Varma, Directors of the Company would retire by rotation, and being eligible, offer themselves for re-appointment. Mr. Sudhir Vaid, Chairman & Managing Director of the Company and Mr. Ankur Vaid, Joint Managing Director and CEO will be reappointed due to their expiry of term. As per the requirement of the provisions of the Companies Act, 2013 approval of the shareholders is required to be obtained in the general meeting of the Company. Necessary resolutions are therefore proposed in the ensuing Annual General Meeting.

During the year, Mr. Rajeev Agarwal resigned from the post of Director of die Company with effect from 30^th May, 2022 and Board places on record their appreciation for the contribution made by him during his association with the Company, Mr. Arvind Agarwal was appointed as an Independent Director on 24^th May 2022, Mr. Jayaram Easwaran and Mr. Chakaravarthy Mandayam Sriraman both were appointed as Independent Directors with effect from 14^th June, 2022.

12. DECLARATION BY INDEPENDENT DIRECTORS

All the Independent Directors have provided declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013.

13. NO. OF MEETINGS OF THE BOARD OF DIRECTORS

There were total five (5) meetings of the Board of Directors of the Company held during the financial year from April 01, 2022 to March 31, 2023 on following dates:

14. DEPOSITS

The Company has not accepted any deposits during the period under review and there are no outstanding deposits as on March 31, 2023. There have been no matured deposits remaining unpaid at the year-end.

15. PARTICULARS OF CONTRACTS OR ARRAGEMENTS WITH RELATED PARTIES

The particulars of every contract or arrangements entered into by the Company with related parties referred to in sub section (1) of section 188 of the Companies Act, 2013 including arms length transactions under third proviso thereto is annexed in Annexure I.

16. INFORMATION PURSUANT TO SECTION 134 OF THE COMPANIES ACT, 2013

a. Conservation of energy and technology absorption.

Information pursuant to clause (m) sub-section (3) of section 134 of The Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 and forming part of this report are given in the Annexure II.

b. The details of foreign exchange earnings and outgo are annexed in Annexure II.

17. DIRECTOR'S RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(c) of the Companies Act, 2013 the Directors confirm the following:

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

ii. Your Directors had selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the stale of affairs of the Company at the end of the financial year and of tire profit of the Company for that period.

iii. Your Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with tire provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and order irregularities.

iv. Your Directors had prepared the attached Annual Accounts for the year ended on March 31, 2023 on a going concern basis.

v. Your Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

18. AUDIT COMMITTEE:

The Audit Committee of the Company is constituted in line with the provisions of Section 177 of the Companies Act, 2013. The composition of audit committee is given below:

During the year two Audit Committee Meetings were held on 18.07.2022 and 11.01.2023.

19. POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION AND OTHER DETAILS

The Company has formed a Nomination and Remuneration Committee of Directors in line with the provisions of Section 178 of the Companies Act, 2013. The composition of committee is given below:

During the year two Meetings of Nomination and Remuneration Committee were held on 24.05.2022 and 18.07.2022

The Nomination and Remuneration Committee has formulated policy relating to the remuneration for the directors, KMPs and other employees and same is attached as Annexure- III.

20. 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 activity 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. The policy is available on the website of the Company.

21. SECRETARIAL AUDIT REPORT

Pursuant to Section 204 of the Act, the Secretarial Audit Report for the Financial Year ended on 31^sl March, 2023 provided by Mr. Ashish Shah of M/s. Ashish Shah & Associates, Practicing Company Secretary is annexed herewith as Annexure-V to this Report.

22. AUDITORS

M/s. Deloitte Haskins & Sells, Chartered Accountants, (Firm Registration No. 117365W) has been appointed in the Amiual General Meeting of Financial Year 2018-19 for a term of 5 consecutive years from the Annual General Meeting of Financial Year 2018-19 till the conclusion of the Annual General Meeting for the Financial Year 2023-24.

23. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND SECRETARIAL AUDITOR

There are no qualifications or comments by the Statutory Auditors and Secretarial Auditors which require explanation from the Directors.

24. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE.

There are no material orders passed by the Regulators, Courts, and tribunals impacting going concern status and the Company's operations in future.

25. VIGIL MECHANISM:

In Compliance with the provisions of Companies Act, 2013, tire Company has established a vigil mechanism and overseas through the Committee, the genuine concerns about unethical behavior expressed by the employees and other Directors, The Company has also provided adequate safeguards against victimization of employees and Directors who express their concerns, The Company has also provided direct access to the Chairman of the Audit Committee on reporting issues concerning the interests of employees and the Company. The board has approved a policy for vigil mechanism which has been hosted on the website of the Company,

26. RISK MANAGEMENT POLICY OF THE COMPANY:

The Company has structured risk management policy. The Risk management process is designed to safeguard the organization from various risks through adequate and timely actions. IL is designed to anticipate, evaluate and mitigate risks in order to minimize its impact on the business. The potential risks are inventoried and integrated with the management process such that they receive the necessary consideration during decision making. It is dealt with in greater details in the management discussion and analysis section

27. INCREASE AND SUB DIVISION IN AUTHORISED SHARE CAPITAL:

The Share Capital of the Company was sub-divided from existing rs. 10,000,00,00/- consisting of rs. 1,00,00,000 equity shares of face value of rs. 10 each to rs.10,00,00,000 consisting of 10,00,00,000 equity shares of face value of rs. 1 each during the year. Further the authorized share capital of the Company was increased from the existing rs.10.00. 00.000/- (Rupees ten crore only) divided into 10,00,00,000 equity shares of rs. 1/- (Rupees one only) each to f 11,00,00,000/- (Rupees Eleven Crores only) divided into 11.00. 00.000/- (Eleven Crores) equity shares of rs. 1~ (Rupees One only) each,

There were no other changes in the Share Capital during the year,

28. INCREASE IN ISSUED, SUBSCRIBED AND PAID-UP SHARE CAPITAL:

The Paid-Up Share Capital of the Company was increased from Rs 9,51,05,640/- to Rs 10,46,16,204/- during the year by allotment of 9510564 as Bonus Shares on 8^th July 2022.

There were no other changes in the Paid-Up Share Capital during the year.

29. MAINTENANCE OF COST RECORDS AS SPECIFIED BY THE CENTRAL GOVERNMENT UNDER SUB SECTION (1) OF SECTION 148 OF THE COMPANIES ACT, 2013 AND STATUS OF THE SAME:

M/s, Dal wadi & Associates, Cost Accountants have been duly reappointed as Cost Auditors of the Company for tire financial year 2022-23. The cost records as specified by the Central Government under sub section (1) of section 148 of tire Companies Act, 2013 are made and maintained by the Company.

30. CONSTITUTION OF INTERNAL COMPLAINTS COMMITTEE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has established an Internal Complaint Committee under the Sexual Harassment of Woman at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

During the year under review, there were no incidences of sexual harassment reported.

31. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUBSECTION (12) OF SECTION 143 OTHAR THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT:

No frauds have been noticed or reported during the year under audit report which are reportable to the Central Government.

32. HUMAN RESOURCES

The employees have played a major role in the performance of the Company over the years. They will continue to be the Company's pillars of strength in the years to come as proper training and exposure to the new products will be forthcoming. Industrial relations in the Company were amicable throughout the year under review.

33. ACKNOWLEDGEMENT

The Directors wish to express their gratitude towards the Bankers of the Company for the cooperation provided by them throughout tire year. The Directors also place on record the trust put in by the members in the management of the Company. Your Directors are also grateful to all tire agencies, customers, suppliers and all other concerned persons, who have cooperated in the business of the Company.