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Zenith Health Care Ltd.

BSE: 530665 Sector: Health care
NSE: N.A. ISIN Code: INE812B01026
BSE 11:32 | 28 Sep 7.00 0.06
(0.86%)
OPEN

7.10

HIGH

7.19

LOW

6.90

NSE 05:30 | 01 Jan Zenith Health Care Ltd
OPEN 7.10
PREVIOUS CLOSE 6.94
VOLUME 10467
52-Week high 15.38
52-Week low 3.50
P/E 77.78
Mkt Cap.(Rs cr) 38
Buy Price 6.96
Buy Qty 7.00
Sell Price 7.00
Sell Qty 2192.00
OPEN 7.10
CLOSE 6.94
VOLUME 10467
52-Week high 15.38
52-Week low 3.50
P/E 77.78
Mkt Cap.(Rs cr) 38
Buy Price 6.96
Buy Qty 7.00
Sell Price 7.00
Sell Qty 2192.00

Zenith Health Care Ltd. (ZENITHHEALTH) - Director Report

Company director report

To

The Members

Your Directors are pleased to present 26th Annual Report and the company'saudited financial statement for the financial year ended March 31 2020.

FINANCIAL RESULTS:

The Company's financial performance for the year ended March 31 2020 is summarizedbelow:

(Amount in Rs.)

Year ended on 31st March 2020 Year ended on 31st March 2019
Particulars
Revenue from Operations 119792557 98331966
Other Income 3001884 2055816
Total Revenue 122794441 100387782
Provision for Depreciation 2545392 2470036
Profit /(Loss) before Exceptional Item & Tax 5849638 1654916
Add: Exceptional Items - -
Profit/(Loss) Before Tax 5849638 1654916
Less: Provision for Tax 235000 320000
Add: Deffered Tax (Assets)/liabilities (42015) (30083)
Net Profit/(Loss) after Tax 5656653 1364999
Net Profit/(Loss) carried to Balance Sheet 5656653 1364999

YEAR UNDER REVIEW :

During the year under review the Company has achieved revenue from operations to thetune of Rs. 122794441 against Rs. 100387782 in the previous year. The Profit of the yearis Rs. 5656653 for the current year as against the Profit of Rs. 1346999 of the previousyear.

TRANSFER TO RESERVES IN TERMS OF SECTION 134 (3) (J) OF THE COMPANIES ACT 2013

Rs. 5656653/- has been transferred to General Reserve during the year.

DIVIDEND

The Company has not recommended any dividend for current year.

IMPACT OFTHE COVID-19

In the last month of FY 2020 the COVID-19 pandemic developed rapidly into a globalcrisis forcing governments to enforce lock-downs of all economic activity. For theCompany the focus immediately shifted to ensuring the health and well-being of allemployees and on minimizing disruption to services for all our customers. The switch towork from home for employees was carried out seamlessly to work remotely and securely upto31.03.2020. This response has reinforced customer and employee confidence in ZenithHealthcare Limited and many of them have expressed their appreciation and gratitude forkeeping their businesses running under most challenging conditions.

Although there are uncertainties Zenith Healthcare Limited as always involved inpublic service started mass production of Sanitizers Sanitizer Sprays and Wipes at areasonable rate to serve the nation in these trying times. With it's positive outlookinnovative business model and work commitment even in these uncertain time due to thepandemic the Company is anticipating to navigate the challenges ahead and gain bettermomentum in the near future.

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

Covid-19 pandemic is something that no one has planned for it. As the lockdown startedin last week of March Our Financial Year 2019-20 had negligible effect of it andthenafter Q1 of Financial Year 2020-21 saw lockdown across India for almost more than 60days.

As we had assumed that this will last long our first priority was safety of our team.Our team has a ESIC cover since long. At the same time the Company had Insured our Teamwith Covid-19 Mediclaim coverage as per IRDA notification covered Covid cases.

Our Factory was operational after first week of April 2020 due to essential suppliesproducts. Supply chain and demand were hit from day one and was worsening as days passedby. As a company we are saw an opportunity in healthcare and wellness products and thuslaunched 3 new products to cater the demand. Initial response of the new products wasencouraging. We see new opportunity in this segment which was untouched by the company.We are planning to launch new products in this segment and entering areas which are newfor us.

DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL:

There are no significant and material orders passed by the regulators or courts ortribunals impacting the going concern status and company's operations in future.

EXPLANATION OR COMMENTS ON DISQUALIFICATIONS RESERVATIONS ADVERSE REMARKS ORDISCLAIMERS IN THE AUDITOR'S REPORTS

There have been no disqualifications reservations adverse remarks or disclaimers inthe auditor's reports requiring explanation or comments by the Board.

REPORTING OF FRAUDS

There was no instance of fraud during the year under review which required theStatutory Auditors to report to the Audit Committee and / or Board under Section 143(12)of Act and Rules framed thereunder.

INSURANCE

The Company has taken adequate insurance to cover the risks to its people plants andmachineries buildings and other assets profit and third parties.

RISK MANAGEMENT

Risk management is embedded in your company's operating framework. Your companybelieves that managing risk helps in maximizing returns. The company's approach toaddressing business risk is comprehensive and includes periodic review of such risks and aframework for mitigating controls and reporting mechanism of such risks. The riskmanagement framework is reviewed periodically by the Board and the Audit Committee. Someof the risks that the company is exposed to are:

Commodity Price Risks

The Company is exposed to the risk of price fluctuation of raw material as well asfinished goods. The company proactively manages these risks through forward bookingInventory management and proactive vendor development practices. The Company's reputationfor quality product differentiation and service coupled with existence of powerful brandimage with robust marketing network mitigation the impact the impact of price risk onfinished goods.

Regulatory Risks

The company is exposed to risks attached to various statues and regulations includingthe company Act. The company is mitigating these risks through regular review of legalcompliances carried out through internal as well as external compliance audits.

Human Resources Risks

Retaining the existing talent pool and attracting new talent are major risks. Thecompany has initialed various measures including rolling out strategic talent managementsystem training and integration of learning and development activities.

Strategic Risks

Emerging businesses capital expenditure for capacity expansion etc. are normalstrategic risk faced by the company. However the company has well-defined processes andprocedures for obtaining approvals for investments in new business and capacity expansionetc.

INTERNAL FINANCIAL CONTROL:

The Company has a good system of internal controls in all spheres of its activity. Theinternal control system is supplemented by effective internal audit being carried out byan external firm of Chartered Accountants. The Audit committee regularly reviews thefindings of the internal auditors and effective steps to implement the suggestion /observation of the Auditors are taken and monitored regularly. In the opinion of theBoard an effective internal control system adequate to the size of the Company exists.

DEPOSITS:

Your Company has not accepted any deposits which fall under Chapter V and Section 73 toSection 76 of the Companies Act 2013 read with the Companies (Acceptance of Deposits)Rules 2014.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186

Particulars of loans given investments made guarantees and securities provided undersection 186 of the Companies Act 2013 are provided in the notes of Standalone FinancialStatement.(Please refer to Note 4 and 5 to financial statement).

SUBSIDIARIES/ Joint Venture/ Associate Companies:

Company has no subsidiary/joint ventures/associate companies. As there are nosubsidiaries associates and joint ventures companies no consolidated financialstatements required to be given.

DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Companies Act 2013 (including any statutorymodification(s) or re-enactment(s) for the time being in force) the Directors of ourCompany confirm that:

i) In the preparation of the annual accounts for the financial year ended 31stMarch 2020 the applicable accounting standards had been followed and that there are nomaterial departures;

ii) The Directors have selected such accounting policies and applied them consistentlyand made judgments and estimates that were reasonable and prudent so as to give a true andfair view of the state of affair s of the Company at the end of the financial year and ofthe profit / loss of the Company for the year under review;

iii) Proper and sufficient care has been taken for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 (includingany statutory modification(s) or re-enactment(s) for the time being in force) forsafeguarding the assets of the company and for preventing and detecting fraud and otherirregularities;

iv) The directors had prepared the annual accounts on a going concern basis;

v) The directors had laid down internal financial controls to be followed by thecompany and that such internal financial controls are adequate and were operatingeffectively;

vi) The directors had devised proper system to ensure compliance with the provisions ofall applicable laws and that such system were adequate and operating effectively.

CORPORATE GOVERNANCE:

As per Regulation 15(2) of SEBI (Listing Obligation and Disclosures requirement)Regulation 2015 Report on Corporate Governance is not applicable on the Company as theCompany is not having the paid up share capital exceeding Rs. 10 crores and Net worth isexceeding Rs. 25 crores as on the last date of previous Financial Year.

CORPORATE SOCIAL RESPONSIBILITIES:

As the Company's net worth turnover or net profits are below the limit prescribedunder section 135 of the Companies Act 2013 and hence CSR is not applicable to yourCompany.

RELATED PARTIES TRANSACTIONS

All the related party transactions are being entered on arm's length basis in ordinarycourse of business and in compliance with the applicable provisions of the Companies Act2013 and relevant Regulations of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015. There were no materially significant related partytransactions made by the Company with Promoters Directors or Key Managerial Personneletc. which may have potential conflict with the interest of the Company at large.

All the related party transactions are presented to the Audit Committee and the Board.Omnibus approval has been obtained from Audit Committee Board of Directors and membersfor the transactions with the related parties.

Moreover your Directors draw your attention to Note to the financial statement whichsets out related party disclosures.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All related party transactions that were entered into during the financial year were onan arm's length basis and were in the ordinary course of business. There were nomaterially significant related party transactions made by the Company with PromotersDirectors Key Managerial Personnel or other designated persons which may have a potentialconflict with the interest of the Company at large. Particulars of the contracts orarrangement with related parties referred into Section 188 (1) of the Companies Act 2013in prescribed Form AOC -2 is attached as "Annexure - D.

Necessary disclosures required under the Ind AS 24 have been made in Note No. 32 of theNotes to the Financial Statements for the year ended March 31 2020.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

In accordance with the provisions of the Act and the Articles of Association of theCompany Mrs. Neela M. Raycha Non-executive & Non independent director (DIN:01258479) will retire by rotation at the ensuing Annual General Meeting and beingeligible has offered herself for re-appointment. Pursuant to Regulation 17 of SEBI (LODR)Regulations 2015 details of Directors retiring by rotation is provided under explanatorystatement of the Notice of the Annual General Meeting

The Board of directors on the recommendations of the Nomination and RemunerationCommittee (NRC) had reappointed Mr. Mahendra C. Raycha (DIN: 00577647) as a ManagingDirector w. e. f. April 01 2020 for a further period of 5 years or upto his age of 70years whichever is earlier subject to special resolution to be passed by the Shareholdersat the AGM. All Independent Directors (IDs) have given declaration that they meet thecriteria of independence as laid down under section 149(6) of the Companies Act 2013 andRegulation 16(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations2015.

Mr. Prashant R. Gupta has been appointed as Chief Financial Officer of the Company bythe Board with effect from May 14 2019 due to resignation of Mr. Mital Natwarlal Shah(former Chief Financial Officer w.e.f. 14th May 2019).

Mr. Mihir S. Shah has been appointed as Company Secretary and Compliance Officer ofthe Company by the Board with effect from February 09 2016.

COMPOSITION OF BOARD OF DIRECTORS AND ITS COMMITTEES:

The Board of Directors has an optimum combination of Executive and Non-ExecutiveDirectors and Independent directors in accordance with the provisions of the Act. Thecomposition of the Board of Directors of the company as on 31st March 2019 isas under:

Sl. No. Name Designation Executive/ Non Executive
1. Mr. Mahendra C. Raycha Chairman & Managing Director Executive
2. Mr. Akshit Raycha Joint Managing Director Executive
3. Mrs. Neela Raycha Non Independent Non Executive
4. Mr. Atul Thakkar Non Independent Non Executive
5. Mr. Gaurang Vora Independent Director Non Executive
6. Mr. Rajesh Thakkar Independent Director Non Executive
7. Mr. Tejas Thakkar Independent Director Non Executive

04 (Forth) Board meetings and an AGM were held during the year. The details of BoardMeetings are given below:

Date of meeting No. of directors present
30/05/2019 7
13/08/2019 7
26/09/2019 (AGM) 5
13/11/2019 7
13/02/2019 7
26/05/2020 (Ind. Director) Cancelled due to lock-down

AUDIT COMMITTEE:

During the year the company has reconstituted its Audit Committee. The Composition ofCommittee is as under:

Sl. No. Name Designation Position in Committee
01 Mr. Gaurang Vora Independent Director Chairman
02 Mr. Tejas Thakkar Independent Director Member
03 Mr. Atul Thakkar Non Executive Director Member

The composition of committee inter alia meets with the requirement of Section 177 ofthe Companies Act 2013

FUNCTIONS AND POWERS OF AUDIT COMMITTEE:

The Committee shall have discussions with the auditors periodically about internalcontrol systems the scope of audit including observation of the auditors and review offinancial statement before their submission to the Board and discuss any related issuewith internal and statutory auditors and the management of the company.

In discharging the function of the Audit Committee the committee shall have theauthority to investigate into any matter in relating to any terms specified in Section 177or referred to it by the Board.

RESPONSIBILITY OF THE COMMITTEE:

The Committee may assign any matter of importance nature relating to the accountsfinance taxation inspection and investigation from time to tome and may requiresubmitting a report to the Board on such matters within the stipulated time.

The committee on any matter relating to financial management including audit reportshall submit a report to the Board from time to time.

The Board has accepted all the recommendation made by the Audit Committee.

NOMINATION AND REMUNERATION COMMITTEE:

- To formulate the criteria for determining qualifications positive attributes andindependence of a director and recommend to the board of directors a policy relating tothe remuneration of the directors key managerial personnel Senior Management and otheremployees;

- To formulate the criteria for evaluation of performance of independent directors andthe board of directors;

- To devise a policy on diversity of board of directors;

- To identify persons who are qualified to become directors and who may be appointed insenior management in accordance with the criteria laid down and recommend to the board ofdirectors their appointment and removal.

- To determine whether to extend or continue the term of appointment of the independentdirector on the basis of the report of performance evaluation of independent directors.

- To recommend to the board all remuneration in whatever form payable to seniormanagement.

- To review HR Policies and Initiatives.

The Committee shall while formulating the policy ensure the following:

- The level and composition of remuneration is reasonable and sufficient to attractretain and motivate Directors of the quality required to run the Company successfully;

- Relationship of remuneration to performance is clear and meets appropriateperformance benchmarks; and

Remuneration to Directors KMP and Senior Management involves a balance between fixedand incentive pay reflecting short and long term performance objectives appropriate to theworking of the Company and its goals.

The Composition of Committee is as under:

Sl. No. Name Designation Position in Committee
01 Mr. Rajesh Thakkar Independent Director Chairman
02 Mr. Gaurang Vora Independent Director Member
03 Mr. Tejas Thakkar Independent Director Member

STAKEHOLDERS RELATIONSHIP COMMITTEE

The existing Investor Grievance Committee has been reconstituted and re-named asStakeholders Relationship Committee. The composition of the Committee is in accordancewith the Companies Act 2013. The Composition of the Committee is as under:

Sl. No. Name Designation Position in Committee
01 Mr. Tejas Thakkar Independent Director Chairman
02 Mr.Gaurang Vora Independent Director Member
03 Mr. Atul Thakkar Non Executive Director Member

Basic Responsibilities of the Committee:

Considering and resolving the grievance of shareholders of the Company with respect totransfer of shares non receipt of annual report etc. Ensuring expeditious share transferprocess in line with the proceedings of the Share Transfer Committee. Evaluatingperformance and service standards of the Registrar & Share Transfer Agent of theCompany. Providing guidance and making recommendation to improve service levels forinvestors. Complaints status for the period 01-04-2019 to 31-03-2020

Number of complaints received Number of complains pending Number of complains resolved
0 0 0

DETAILS OF THE MEETING AND ITS ATTENDANCE ARE GIVEN AS UNDER:

Audit Committee Nomination & Remuneration Committee Stakeholders Relationship Committee
No. of Meetings held
Attendance
Mr. Guarang Vora 4 2 4
Mr. Rajesh Thakkar - 2 4
Mr. Tejash Thakkar 4 2 4
Mr. Atul Thakkar 4 - -

BOARD EVALUATION:

Pursuant to the provisions of the Companies Act 2013 the Board has carried out anannual performance evaluation of its own performance the directors individually as wellas the evaluation of the working of its Audit Nomination & Remuneration andStakeholders Relationship Committee.

Various aspects of the Board's functioning were evaluated such as adequacy of thecomposition of the Board and its Committees Board culture execution and performance ofspecific duties obligations and governance.

A separate exercise was carried out to evaluate the performance of individual Directorsincluding the Chairman of the Board who were evaluated on parameters such as level ofengagement and contribution independence of judgment safeguarding the interest of theCompany and its minority shareholders etc. The performance evaluation of the IndependentDirectors was carried out by the entire Board. The performance evaluation of the Chairmanand the Non Independent Directors was carried out by the Independent Directors. TheDirectors expressed their satisfaction with the evaluation process.

STATEMENT OF DECLARATION BY AN INDEPENDENT DIRECTOR(S)

All Independent Directors have given declarations that they meet the criteria ofindependence as laid down under Section 149(6) of the Companies Act 2013 andsub-regulation (8) of Regulation of 25 SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015.

The Independent Directors have complied with the Code of Conduct for IndependentDirectors prescribed in Schedule IV of the Companies Act 2013.

EXTRACT OF ANNUAL RETURN:

As required pursuant to section 92(3) of the Companies Act 2013 and rule 12(1) of theCompanies (Management and Administration) Rules 2014 an extract of annual return in theform MGT-9 attached as a part of this Director's Report as "Annexure - C".

REMUNERATION TO DIRECTORS:

The remuneration paid to Directors Non Executive Directors and Independent Directorsare disclosed in the Extract to the Annual Return i.e. MGT – 9 as AnnexureC to the Board Report.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

Pursuant to the provisions of section 177(9) & (10) of the Companies Act 2013 andRegulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015a Vigil Mechanism or ‘Whistle Blower Policy' for directors employees and otherstakeholders to report genuine concerns has been established. The Audit committee reviewsthe functioning of the Whistle Blower mechanism on a quarterly basis. Due to changes inSEBI (Prohibition of Insider Trading) Regulations 2015. The Policy has a systematicmechanism for directors and employees to report concerns about unethical behavior actualor suspected fraud or violation of the Company's Code of Conduct or policy.

SHARE CAPITAL & EMPLOYEE STOCK OPTION ETC:

The paid up share Capital of the Company is Rs.537.39 Lacs. During the year there areno issue of equity shares with differential rights no issue of sweat equity shares noissue of employee stock options and no provision of money by company for purchase of itsown shares by employees or by trustees for the benefit of the employees the detailsrequired to be given under various rules issued under the Companies Act 2013 is NIL.

RECONCILIATION OF SHARE CAPITAL AUDIT:

As stipulated by the SEBI a qualified Practicing Company Secretary carries out theReconciliation of Share Capital Audit to reconcile the total admitted share capital withNational Securities Depository Limited (NSDL) and Central Depository Services (India)Limited (CDSL) and total Issued and Paid-Up Share Capital of the Company. This audit iscarried out every quarter. The audit inter alia confirms that the Listed and Paid-UpShare Capital of the Company is in agreement with the aggregate of the total number ofshares in dematerialized form held with NSDL and CDSL and the total number of shares inphysical form.

SECRETARIAL AUDITOR:

In terms of Section 204 of the Companies Act 2013 the Board of Directors of yourCompany has appointed M/s. Kamlesh M. Shah & Co. Practicing Company SecretariesAhmedabad as a Secretarial Auditor to conduct an Audit of secretarial records andcompliances for the financial year ending on March 31 2020.

The Secretarial Audit Report for the financial year ended on March 31 2020 is annexedherewith as Annexure-F to this report and the same does not contain anyqualification reservation or adverse remarks.

AUDITORS AND AUDITORS REPORT:

M/s. A.R. Pandhi & Associates Chartered Accountants Ahmedabad (FRN: 118057W) arethe statutory auditors of the Company for the year as per the Section 139 of the CompaniesAct 2013

There are no specific qualifications reservation or adverse remark or disclaimer madeby the statutory auditors in their auditor's report.

The Company has received a certificate from M/s. A.R. Pandhi & AssociatesChartered Accountants confirming their eligibility to continue as Auditors of the Companyin terms of the provisions of Section 141 of the Companies Act 2013 and the Rules framedthereunder. They have also confirmed that they hold a valid certificate issued by the PeerReview Board of the ICAI as required under the provisions of Regulation 33 of the ListingRegulations.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company believes that a strong internal control framework is necessary for businessefficiency management effectiveness and safeguarding assets. The Company has awell-defined internal control system in place which is designed to provide reasonableassurance related to operation and financial control. The Management of the Company isresponsible for ensuring that Internal Financial Control has been laid down in the Companyand that controls are adequate and operating adequately.

The audit scope reporting framework is defined in charter of the Internal Audit whichis approved by the Audit Committee of the Board of Directors. The Internal Auditorsevaluates the efficacy and adequacy of internal control system its compliance withoperating systems and policies of the Company and accounting procedures at all thelocations of the Company. Based on the report of the Internal Auditors process ownersundertake corrective action in their respective areas and thereby strengthen the controls.Significant audit observations and corrective actions thereon are placed before the AuditCommittee of the Board. The Internal Audit also continuously evaluates the variousprocesses being followed by the Company and suggests value addition to strengthen suchprocesses and make them more effective.

A STATEMENT UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION PROHIBITION ANDREDRESSAL) ACT 2013

The Company has in place a Prevention of sexual harassment policy in line with therequirements of the Sexual Harassment of Women at Workplace (Prevention Prohibition andRedressal) Act 2013.

Internal Complaints Committee has been set up to redress complaints received regardingsexual harassment. All employees (permanent contractual temporary trainees) are coveredunder this policy.

Your Company has adopted a policy on prevention prohibition and redressal of sexualharassment at the workplace in line with the provisions of the Sexual Harassment of Womenat Workplace (Prevention Prohibition and Redressal) Act 2013 and Rules made there under.Your Company has constituted an Internal Complaints Committee to handle all clearing andforwarding Agency where our employees are working and Manufacturing site.

Disclosures in relation to the Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013:

a. number of complaints filed during the financial year : Nil

b. number of complaints disposed of during the financial year :Nil

c. number of complaints pending as on end of the financial year :Nil

PARTICULARS OF EMPLOYEES AND OTHER RELATED DISCLOSURES:

The Company has no employee drawing the remuneration of Rs.5 Lacs p.m or Rs.60 Lacsp.a.

However the information required pursuant to Section 197 read with Rule 5 (1) of TheCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 in respect ofemployees of the Company has been provided in Annexure-E.

In terms of Section 136 of the Act the Report and Accounts are being sent to theMembers and others entitled thereto excluding the information on employees' particularswhich is available for inspection by the Members at the Registered Office of the Companyduring business hours on working days of the Company up to the date of the ensuing AnnualGeneral Meeting. If any Member is interested in obtaining a copy thereof such Member maywrite to the Secretarial Department at the Regd. Office of the Company.

COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND ANNUAL GENERAL MEETINGS

The Company has complied with Secretarial Standards issued by the Institute of CompanySecretaries of India on Board meetings and Annual General Meetings.

Listing of Shares:

The Company's Equity Shares are at present listed at Bombay Stock Exchange Limited. TheEquity Shares of the Company are freely tradable on at BSEs and trading thereof have notbeen suspended at any time during the year under review. The Company has been regularlyand timely making all compliances of the various clauses of the Listing Agreement and SEBIRegulations from time to time. The Company has duly paid the annual Listing Fees of theStock Exchange for and up to the financial year ending on 31.03.2020.

ISIN of the Company : INE812B01026

Share Transfer System

Share transfers are registered and returned within a period of 15 days from the date ofreceipt provided documents are correct and valid in all respect. Thereby the average timetaken in transfer of shares is 15 days. The depositories directly transfer thedematerialized shares to the beneficiaries.

DISCLOSURE REGARDING MAINTENANCE OF COST RECORDS

Section 148 of the Act read with the Companies (Cost Records and Audit) Rules 2014 asamended from time to time is not applicable to your company hence your Company is notrequired to maintain cost records.

Post-employment benefit plans:

Gratuity for employees in India is as per the Payment of Gratuity Act 1972. Employeeswho are in continuous service for a period of 5 years are eligible for gratuity. Theamount of gratuity payable on retirement/termination is the employees last drawn basicsalary per month computed proportionately for the number of years of service. Company willpay the Gratuity payable as and when due.

Acknowledgment:

Your Directors wish to place on record their deep sense of gratitude to Banks for theircontinued support and cooperation. Our sincere thanks are also due to our esteemedcustomers suppliers and finally to employees of the Company for their untiring effortsand commitment to their duties.

By Order of the Board By Order of the Board
Place: Ahmedabad For Zenith Healthcare Ltd. For Zenith Healthcare Ltd.
Date: August 28 2020 Sd/- Sd/-
Akshit M. Raycha Mahendra C. Raycha
Joint Managing Director Chairman & Managing Director
DIN 03039859 DIN 00577647

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