Dear Members,

Your Director's have an immense pleasure to present the 39th Annual Report together With the Audited Financial Statements for the year ended March 31, 2026. (‘F.Y.2025-26')

FINANCIAL RESULTS:

(Rs. In Lakhs)

STATEMENT OF AFFAIRS OF THE COMPANY:

During the Financial Year 2025-26, the Company continued to strengthen its position in the pharmaceutical industry through a focused approach towards business expansion, operational e_iciency and product portfolio enhancement. The Company witnessed significant growth in its revenue and profitability during the year, reflecting the effectiveness of its business strategies and continued demand for its products across domestic and international markets.

The Company remains committed to maintaining high standards of quality, regulatory compliance and customer satisfaction. Continuous efforts were undertaken towards process optimisation, strengthening distribution networks, enhancing operational capabilities and expanding market reach. The Company also continued to invest in technology, digital initiatives and systems aimed at improving operational e_iciencies and supporting sustainable growth.

During the year under review, the Company continued to strengthen its operational framework through process improvements, adoption of new softwares and enhancement of internal systems and controls. The management remained focused on improving e_iciency, supporting the learning curve of its workforce and strengthening engagement with customers, employees, business partners and other stake holders. These initiatives have contributed towards building a stronger foundation for sustainable growth and long-term value creation.

The Board believes that the Company's strong fundamentals, diversified product portfolio, experienced management team and robust governance framework position it favourably to capitalise on emerging opportunities in the pharmaceutical sector. The Company remains focused on creating long-term value for its stakeholders while maintaining financial discipline and sustainable business practices.

There has been no material change in the nature of business of the Company during the Financial Year 2025-26.

DIVIDEND:

The Board of Directors have recommended a final dividend of 7% on the paid-up ordinary Equity Shares of the Company payable to those shareholders of the Company whose names appear in the Register of Members as on the Record date.

The Board of Directors has recommended a final dividend of Rs. 0.70/- (Seventy Paise only) per equity share of Rs 10/- (Rupee Ten only) each for the year ended March 31, 2026. The dividend is subject to approval of shareholders at the ensuing Annual General Meeting ("AGM").

TRANSFER TO RESERVES:

During the financial year under review, your Company have not transferred any amount to reserves.

SHARE CAPITAL:

The Details of Equity Share Capital of the Company are as follows:

STATEMENT OF COMPLIANCE WITH MATERNITY BENEFIT ACT:

The Directors confirm that the Company has complied with the provisions of the Maternity Benefit Act, 1961, as amended from time to time. Maternity benefits, such as paid leave and medical bonuses where applicable, have been given to eligible women employees as per law. The Company has also informed all employees about their rights related to maternity. The Company remains committed to supporting the health and welfare of its women employees during maternity and ensuring a safe and inclusive workplace.

PREFERENTIAL ALLOTMENT OF SECURITIES:

During the financial year 2025–26, the Company undertook a preferential allotment of securities in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 ("ICDR Regulations").

Pursuant thereto, the Company allotted 6,44,360 (Six Lakh Fourty-Four Thousand Three Hundred and Sixty)Equity Shares of face value Rs. 10/- (Rupees Ten Only) each, fully paid-up, at an issue price of Rs. 1,250/- (Rupees Ten Only) per share (including a premium of Rs. 1,240/- (Rupees one thousand two hundred and fourty) per share), aggregating to Rs. 80,54,50,000/- (Rupees Eight Crores Fifty-Four Lakhs Fifty Thousand).

The Company also issued and allotted 3,51,600 (Three Lakh Fifty One Thousand Six Hundred) Convertible Warrants to non-promoters and 2,00,00 (Two Lakhs) Convertible Warrants to the Promoter and Promoter Group on a preferential basis. Each warrant is convertible into one Equity Share of face value Rs. 10/- (Rupees Ten Only) each, fully paid-up, within a period of 18 months from the date of allotment, at an issue price of Rs. 1,250/- (Rupees one thousand two hundred and fifty only) per warrant (including a premium of Rs. 1240/- (Rupees one thousand two hundred and forty only) per warrant), aggregating up to Rs. 43,95,00,000/- (Rupees Forty Three Crores Ninety Five Lakhs only) to Non-Promoters and Rs. 25,00,00,000/- (Rupees Twenty Five Crores) in respect of warrants issued to the Promoter and Promoter Group respectively.

During the year under review, 1,06,668 (One Lakh Six Thousand Six Hundred and Sixty-Eight) Equity Shares of face value Rs. 10/- (Rupees Ten Only) each were allotted upon conversion of an equivalent number of Convertible Warrants held by the Promoters, in accordance with the ICDR Regulations.

MONITORING AGENCY REPORT:

Pursuant to Regulation 32 of the SEBI (Listing

Obligations and Disclosure Requirements) Regulations, 2015, the Company has appointed Care Ratings Limited as Monitoring Agency to monitor the utilization of proceeds raised from Preferential Issue.

During the financial year under review, the Monitoring Agency has submitted its report(s) for the quarter ended

December 31, 2026.

The said report(s) have been reviewed by the Audit Committee and taken on record by the Board of Directors.

The Company has complied with the requirements of Regulation 32 and has submitted the report(s) to the Stock Exchange(s) within the prescribed timelines.

INVESTOR RELATIONS AND SHAREHOLDER ENGAGEMENT:

During the financial year under review, the Company actively engaged with investors, analysts, and other stakeholders through investor meetings, conference calls, and presentations. The details of such interactions, including schedules of analyst/institutional investor meetings and presentations made, were duly intimated to the Stock Exchanges in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and are also available on the website of the Company. No unpublished price sensitive information was shared during these interactions.

DISCLOSURE RELATING TO EQUITY SHARES WITH DIFFERENTIAL RIGHTS:

The Company has not issued any equity shares with differential rights during the financial year under review and information pursuant to provisions of Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is not applicable.

DISCLOSURE IN RESPECT OF VOTING RIGHTS NOT DIRECTLY EXERCISED BY EMPLOYEES:

There are no shares held by trustees for the benefit of employees and hence no disclosure under Rule 16(4) of the Companies (Share Capital and Debentures) Rules, 2014 has been furnished.

DISCLOSURE RELATING TO SWEAT EQUITY SHARES:

The Company has not issued any sweat equity shares during financial year under review and hence information pursuant to provisions of Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is not applicable.

Fredun Pharmaceuticals Ltd.

CONSOLIDATED FINANCIAL STATEMENT:

In accordance with the provisions of the Companies Act, 2013 ("the Act") and the Listing Regulations read with Ind AS 110-Consolidated Financial Statements, Ind AS 28-Investments in Associates and Joint Ventures and IND AS 111-Interests in Joint Ventures, the consolidated audited financial statement forms part of this Annual Report.

SUBSIDIARY COMPANY, ASSOCIATE COMPANY, AND JOINT VENTURE COMPANY:

The Company had incorporated a Wholly Owned Subsidiary named Fredun Retail Private Limited ("FRPL") with the objective of expanding the retail chain operations of the Company. The consolidated financial statements presented in this Annual Report include the financial results of the said subsidiary.

On March 27, 2025, FRPL acquired 100% of the equity shareholding of One Pet Stop Private Limited. Subsequently, on December 22, 2025, FRPL incorporated a wholly owned subsidiary, Wagr Retail Private Limited, thereby making it a step-down subsidiary of Fredun Pharmaceuticals Limited. These developments is in line with the Company's strategic vision to strengthen its retail and distribution footprint in the pet care segment.

Copies of the standalone and consolidated financial statements of Fredun Retail Private Limited, along with details of its subsidiary, are available on the website of the Company under the investor section and can be accessed at: www.fredungroup.com.

Pursuant to first proviso to sub-section (3) of section 129 read with Rule 5 of Companies (Accounts) Rules, 2014, Form AOC-1 is annexed to this report as "Annexure I". The Company has formulated Policy for Determining Material Subsidiary. The Policy can be accessed on the Company's website at www.fredungroup.com.

CHANGE IN THE NATURE OF THE BUSINESS:

The Company is primarily engaged in the activities of Pharma. During the financial year under review, there has been no change in the nature of the business of your Company.

COMMODITY PRICE RISKS/FOREIGN EXCHANGE RISK AND HEDGING ACTIVITIES:

During the financial year under review, the Company does not possess any commodity price risks and commodity hedging activities.

DIRECTORS AND KEY MANAGERIAL PERSONNEL: a) DIRECTOR RETIRING BY ROTATION

In accordance with the provisions of the Companies Act, 2013 and in terms of the Memorandum and Articles of Association of the Company; Dr. Mrs. D. N. Medhora, Whole Time Director (DIN No: 01745277) is liable to retire by rotation at the ensuing 39th Annual General Meeting and being eligible, has offered himself for re-appointment. His re-appointment is being placed for your approval at the 39th Annual General Meeting. A brief resume, nature of expertise, details of directorships held in other Companies, of the Directors proposed to be appointed/re-appointed, along with his shareholding in the Company, as stipulated under the Secretarial Standards and Listing Regulations, is annexed as an Annexure to the Notice of this AGM. b) CHANGE IN DIRECTORS

During the year under review, Mr. Nariman Medhora ceased to be a Director of the Company due to his demise on June 20, 2025. The Board places on record its appreciation for his valuable contributions during his tenure.

Mr. Anshu Agarwal and Ms. Sonal Dharmin Desai were appointed as Non-Executive Independent Directors of the Company with effect from July 30, 2025. Further, Ms. Pooja Sanghavi was appointed as a Non-Executive Independent Director with effect from November 28, 2025, in accordance with the provisions of the Companies Act, 2013 and applicable regulations.

c) KEY MANAGERIAL PERSONNEL

During the year under review, Mr. Parag Ashok Goyal resigned from the position of Company Secretary and Compliance O_icer of the Company, with effect from November 26, 2025. The Board places on record its sincere appreciation for the valuable services and contributions made by her during her tenure. Subsequently, Ms. Vaishnavi Rajkamal Sahu was appointed as the Company Secretary and Compliance O_icer of the Company with effect from November 28, 2025, in accordance with the provisions of the

Companies Act, 2013 and applicable regulations.

d) DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declaration from all the Independent Directors under Section 149(7) of The Companies Act, 2013 in the first Board Meeting of the Financial Year 2025-26 held on April 08, 2025; stating that they meet the criteria of Independence as laid down under Section 149(6) of the Companies Act, 2013. During the year, the Non-Executive Directors of the Company had no pecuniary relationship or transactions with the Company, other than the sitting fees.

BOARD AND COMMITTEES OF BOARD: a) BOARD

The Board of your company comprises of 2 (Two) Executive Directors, and 4 (Four) Non-Executive Independent Directors. The Board of Directors met 15 (Fifteen) times during the financial year under the review as per the provisions of Secretarial Standards, Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations').

b) COMMITTEES OF THE BOARD

The Committees of the Board viz; Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility Committee, Stakeholders' Relationship Committee and Risk Management Committee are duly constituted as per the provisions of Companies Act, 2013 and applicable SEBI Listing Regulations. Details of composition, terms of reference and meetings are mentioned in Corporate Governance section forming part of this Annual Report. The Company has also constituted functional committees delegating certain powers of the Board for administrative e_iciency. All the recommendations made by all Board Committees were accepted by the Board.

The details of attendance of Directors at the Board Meeting and Members at the Committee Meetings are disclosed under Corporate Governance section of Annual Report.

c) SEPARATE MEETING OF INDEPENDENT DIRECTORS Separate meeting of Independent Directors was convened during the financial year on May 30, 2025 complying with the requirements of Schedule IV of the Companies Act, 2013 and the provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to Section 134 (5) of the Companies Act, 2013 ("the Act"), Directors of your Company confirm that: i) In the preparation of the annual accounts for the year ended March 31, 2026 read with requirements set out under Schedule III to the Act, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any; ii) 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 as at March 31, 2026 and its loss for the year ended on that date; iii) The Directors have taken proper and su_icient 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; iv) The Directors have prepared the Annual Accounts for the financial year ended March 31, 2026 on a going concern basis; v) The Directors have laid down internal financial controls which are followed by the Company and that such internal financial controls are adequate and are operating effectively; and vi) 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.

PERFORMANCE AND PERFORMANCE OF ITS COMMITTEES AND OF INDIVIDUAL DIRECTORS:

Pursuant to Section 134 (3) (p), Schedule IV of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 and Regulation 17 and 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a formal evaluation needs to be done by the Board of its own performance and that of its Committees and individual Directors and that Independent Directors shall evaluate non- independent

Directors and the Chairperson of the Board.

The Board at its meeting held on April 08, 2025 carried out the evaluation of every Director's performance, its own performance and that of its Committees and Individual Directors. The evaluation of the Independent Directors was carried out by the entire Board, excluding the Independent Director being evaluated. Further, the Independent Directors at their Meeting held on May 30, 2025 evaluated performance of the Chairperson, non-independent Directors of the Company and the performance of the Board as a whole.

The Directors were satisfied with the evaluation results, which reflect the overall engagement of the Board and its Committees. The Nomination & Remuneration Committee at its meeting held on May 17, 2025 reviewed the implementation and compliance of the process of evaluation of performance as specified by the said Committee.

VIGIL MECHANISM FOR THE DIRECTORS AND EMPLOYEES: The Company has adopted a Whistle Blower Policy and has established the necessary vigil mechanism for Directors and employees in conformity with Section 177 of Companies Act, 2013 and Regulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, to report genuine concerns and to provide for adequate safeguards against victimization of persons who may use such mechanism. The functioning process of this mechanism has been more elaborately mentioned in the Corporate Governance Report annexed to this Annual Report. The said policy is also hosted on the website of the Company at www.fredungroup.com.

ARRANGEMENTS WITH RELATED PARTIES:

In line with the requirements of the Act and the SEBI Listing Regulations, the Company has formulated a Policy on Related Party Transactions. The Policy can be accessed on the Company's website at www.fredungroup.com. During the year under review, all related party transactions entered into by the Company, were approved by the Audit Committee and were at arm's length and in the ordinary course of business. Prior omnibus approval is obtained for related party transactions which are of repetitive nature and entered in the ordinary course of business and on an arm's length basis. During the year under review there were no material related party contracts entered into by the Company requiring shareholders approval. There were no materially significant Related Party Transactions made by the Company during the year that would fall under the scope of Section 188 of the Company Act, 2013. Disclosure in Form AOC-2 in terms of Section 134(3) (h) of The Companies Act, 2013 is annexed as "Annexure II".

The policy on materiality of information / documents and dealing with it has been approved by the Board and the same is also available on the website of the Company at www.fredungroup.com.

CORPORATE SOCIAL RESPONSIBILITY:

Pursuant to the provisions of Section 135 of the Companies Act, 2013, read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Board of Directors has constituted a Corporate Social Responsibility (CSR) Committee. The composition, roles, and responsibilities of the CSR Committee are outlined in the Corporate Governance Report, which forms part of this Annual Report.

During the financial year under review, the Company has spent the requisite 2% of its average net profits of the previous three financial years, calculated in accordance with Section 198 of the Companies Act, 2013, on CSR activities. These activities are in line with the Company's CSR Policy and focus on promoting education, healthcare, environmental sustainability, and other areas as prescribed under Schedule VII of the Act.

The Company has a Policy on Corporate Social responsibility (CSR) duly approved by the Board and the same has been hosted on Company's website at www.fredungroup.com.

A detailed report on CSR activities undertaken by the Company, including the composition of the CSR Committee, projects approved, amount spent, and the manner of implementation, as required under Section 135(5) and (6) of the Act, is annexed to this report as

"Annexure III".

STATUTORY AUDITORS:

M/s. R.H. Nisar & Co. (Chartered Accountant) (FirmFredun Pharmaceuticals Ltd. Registration Number: 103659), were appointed as the Statutory Auditors of the Company in terms of Section 139 of the Companies Act, 2013 for a period of 5 (five) years commencing from conclusion of 36th Annual General Meeting upto the conclusion of the 41st Annual General Meeting of the Company to be held in the year 2028. The remarks and observations made in the Auditor's Report of M/s. R.H. Nisar & Co., Chartered Accountants read together with relevant notes thereon, are self-explanatory and hence do not call for any comments as same have since been addressed appropriately.

AUDITORS' REPORT:

The Auditors' Report on Standalone and Consolidated Financial Statements for the year ended March 31, 2026 forms integral part of this Annual Report There are no qualifications, reservations or adverse remarks or disclaimers made M/s. R.H. Nisar & Co. (Chartered Accountant) in their Report dated May 26, 2026 on the Financial Statements of the Company for Financial Year 2025-26.

The Statutory Auditors of the Company have not reported any fraud under Section 143(12) of the Companies Act, 2013 (including any statutory modification(s) or re-enactment for the time being in force).

SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT:

Ms. Kala Agarwal, Practicing Company Secretary, Secretarial Auditor submitted the Secretarial Auditors Report for the financial ended March 31, 2026 which is annexed as "Annexure IV" to this report. In compliance with Regulation 24A of the SEBI Listing Regulations, the Annual Secretarial Compliance Report issued by the Secretarial Auditor was submitted to the Stock Exchanges within the statutory timelines. The Secretarial Audit Report and the Annual Secretarial Compliance Report did not contain any qualification, reservation, adverse remarks or observation. In compliance with the provisions of the SEBI Listing Regulations, on the recommendation of the Audit

Committee, the Board of Directors recommended the appointment of Ms. Kala Agarwal, Practicing CompanyAnnual report 2025-26 Secretary as the Secretarial Auditor of the Company for a term of five (5) consecutive years commencing from the conclusion of 38th AGM till the conclusion of 43rd AGM. The proposal forms part of the 38th AGM notice.

Ms. Kala Agarwal, Practicing Company Secretary had confirmed her eligibility and independence and had also expressed their willingness to accept the appointment upon approval. Brief profile of the Secretarial Auditors is available on the website of the Company.

COST AUDITOR AND COST AUDIT REPORT:

Based on the recommendation of Audit Committee, the Board appointed M/s Joshi Apte & Associates – Cost Accountants (Firm Registration No. 000240), as the Cost Auditor to conduct the audit of the Company's cost records for the financial year ended March 31, 2026. The Cost Auditor will submit his report for FY 2025-26 by the due date.

The Cost Audit Report, for FY 2024-25, was filed with the Central Government. The Company maintains the cost records in compliance with provisions of Section 148(1) of the Act.

Based on the recommendation of the Audit Committee, the Board at its meeting held on May 26, 2026 had approved the appointment of M/s Joshi Apte & Associates – Cost Accountants (Firm Registration No. 000240), as the Cost Auditor to conduct the cost audit for financial year ending March 31, 2026.

In accordance with the provisions of Section 148 of the Act read with the Companies (Audit and Auditors) Rules, 2014, since the remuneration to the Cost Auditor for auditing the cost records for FY 2025-26 is required to be ratified by the members, the Board of Directors recommends the same for ratification at the ensuing AGM. The proposal forms part of the 39th AGM notice. Brief profile of the Cost Auditors is available on the website of the Company. During the year under review, the Statutory, Secretarial and Cost Auditors did not report any instance of fraud committed in the Company by its officers or employees under Section 143(12) of the Act, the details of which need to be mentioned in the Board's report.

SEGMENT:

The Company operates only in a single segment i.e. Pharmaceutical Segment.

CORPORATE GOVERNANCE REPORT:

As per Regulation 34(3) read with Schedule V of the Listing Regulations, your Company has complied with the requirements of Corporate Governance. A Corporate Governance Report along with Certificate from Practicing Company Secretary confirming compliance of corporate governance for the year ended March 31, 2026 is provided separately and forms integral part of this Annual Report.

MANAGEMENT DISCUSSION& ANALYSIS REPORT:

The Management Discussion and Analysis for the year under review, as stipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is provided separately and forms integral part of this Annual Report.

ANNUAL RETURN:

Pursuant to the provisions of Sections 134(3) (a) and 92(3) of the Act read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the Annual Return as on March 31, 2026, available on the Company's website and can be accessed at www.fredungroup.com.

SECRETARIAL STANDARDS:

The company has complied with all the mandatorily applicable Secretarial Standards issued by the Institute of Company Secretaries of India under Section 118(10) of the Companies Act, 2013.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:

Pursuant to Section 186 of the Companies Act, 2013 disclosure on particulars relating to Loans, Advances, Guarantees and Investments are provided as part of the financial statements.

BUSINESS RISK MANAGEMENT:

The Company is exposed to inherent uncertainties owing to the sector in which it operates. A key factor in determining the Company's capacity to create sustainable value is the ability and willingness of the

Company to take risks and manage them effectively and e_iciently. Many types of risks exist in the Company's operating environment and emerge on a regular basis due to many factors such as changes in regulatory framework, economic fundamentals etc. In order to evaluate, identify and mitigate these business risks, the Company has a robust Risk Management framework. This framework seeks to create transparency, ensure effective risk mitigation process and thereby minimize adverse impact on the business objectives and enhance the Company's competitive advantage. The Business risks as identified are reviewed and a detailed action plan to mitigate the identified risks is drawn up and its implementation is monitored. The key risks and mitigation actions are placed before the Audit Committee of the Company. The Company has put into place a risk management policy that includes a framework for identifying internal and external risks. The Policy is available on the website of the Company at www.fredungroup.com

COMPLIANCE WITH PROVISIONS OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL), 2013:

The Company is committed to uphold and maintain the dignity of Women Employees. An Internal Complaints Committee has been formed to redress and resolve any complaints arising under the POSH Act for each location of the Company under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Company has a broad and comprehensive policy in place to deal with any such situation. The Policy is available on the website of the Company at www.fredungroup.com. No case of Sexual harassment was reported to the Internal Complaints Committee during the year under review.

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

Your Company has heavily invested into the latest machineries for both the manufacturing and packing departments; hence it is imperative to take care of the internal systems and work culture. The Company is continuously complying as per the Pollution Regulation Control Board of Maharashtra. The Company also conducts in-house energy audits at regular intervals with proper monitoring and maintenance of all the machines. Conservation of energy in all the departments is an on- going process which requires a proactive compliance. It is a must to have a high performing and competent Quality Control and Quality Assurance team which monitors the compliance of all the regulatory aspects of manufacturing.

Special emphasis is given on improving the manufacturing processes which will help in reducing manufacturing time, manpower and electricity consumption. Additional conveyor belts are installed to transfer the finished goods from manufacturing departments to BSR and also from BSR to the container loading bay. This has helped in reducing time, money and energy to a great extent. The newly installed automatic equipment and instruments will give higher output with less manpower and increase the productivity of the Company.

The other Integrated Systems with proper data storage gives consistent performance and lowers the cost of production. The continuous monitoring is done of existing compressors, boilers electrical heaters, and pumps etc. for enhancing energy e_iciency.

For the treatment of waste water, your Company has installed a bigger ETP plant which controls water pollution. The treated water is used for gardening and a green environment is well maintained and no waste water is allowed to run outside the manufacturing unit. The waste sludge is regularly monitored by MPCB Department. With a full-fledged R&D Department, your Company has developed and launched many new molecules like antihypertensive, antidiabetic, ARVs and even narcotics. These molecules are either under patent or still not universally manufactured on a large scale. Continuous efforts are made to improve the quality of the products in respect of better bioavailability and stability.

Two new walk-in stability chambers are also installed for monitoring the stability of the products. Continuous R&D is going on for established products also to reduce the cost of manufacturing and improve the quality and stability of the products. Your Company has also installed fully automatic purified water generation and distribution system to cater to newly started ointments, creams and gels manufacturing Department along with the Department for manufacturing pellets of various APIs complying as per cGMP norms.

FOREIGN EXCHANGE EARNINGS AND OUTGO:

As per RBI Guidelines, the Company manages Foreign Exchange Risk to protect value of exposures. From time to time the Board reviews the Foreign Exchange Exposure.

PARTICULARS OF EMPLOYEES:

None of the employees of the Company fall under the limits laid down in Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The details in terms of sub - section 12 of Section 197 of the Companies Act, 2013 read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are forming part of this Report as "Annexure V"

INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY:

Your Company maintains adequate internal control system and procedures commensurate with its size and nature of operations. The internal control systems are designed to provide a reasonable assurance over reliability in financial reporting, ensure appropriate authorization of transactions, safeguarding the assets of the Company and prevent misuse/ losses and legal compliances.

DETAILS OF SIGNIFICANT MATERIAL ORDERS:

No significant and material orders were passed by the Regulatory Authorities or the Courts or Tribunals that may have an impact on the "Going Concern Status" and Company's Operations in the future.

DETAILS OF FRAUD:

There was no fraud reported by the Auditors of the Company under Section 143 (12) of the Companies Act, 2013, to the Audit Committee or the Board of Directors during the year under review.

PREVENTION OF INSIDER TRADING:

Your Company has adopted a Code of Conduct for prevention of Insider Trading and Code of Fair Disclosure of Unpublished Price Sensitive Information to ensure prevention of Insider Trading in the Organization. The Code is available on the website of the Company at www.fredungroup.com.

MATERIAL CHANGES AND COMMITMENTS OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE REPORT:

There were no reportable material changes or commitment, occurred between the end of the Financial Year and the date of this report, which may have any effect on the financial position of the Company.

TRAINING AND HUMAN RESOURCE MANAGEMENT:

Your Company is working strategically to recruit, develop and utilize people - Our most valuable business resource. Your Company is actively pursuing policies for the strategic and well-planned recruitment, development and utilization of human resources who can understand and practice the Company's Management Principles and Activity Guidelines in order to contribute broadly to society and continue creating new values.

Effective recruitment, development and the utilization of globally competitive human resources are the most important issues for your Company to survive the current ever-changing business environment and achieve sustainable growth. Our concern is to ensure that each of our employees exercise their full potential in line with the business strategy of their respective departments.

INSOLVENCY AND BANKRUPTCY CODE, 2016:

During the year there was no application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016.

DISCLOSURES WITH RESPECT TO SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE ACCOUNT:

The voting rights of the shareholders of the above shares shall remain frozen till the rightful owner claims the shares.

ACKNOWLEDGEMENT:

The Board places on record its deep sense of appreciation for the committed services by all the employees of the Company. The Board would also like to express their deep gratitude and thank the Central and State Governments as well as their respective Departments and Development Authorities connected with the business of the Company, contractors and consultants and also Banks, Financial Institutions, Debenture Trustees, Shareholders, Debenture-Holders and Employees of the Company for their continued support and encouragement and look forward for the same in future.