41st Annual report for year 2025-26

Date:28th August 2026 BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001 Respected Authorities, Sub: Annual Report for the Financial Year 2025-26 along with Notice of the Annual General Meeting Ref: “Arvaya Healthcare Limited” (ARVAYA/524723) Pursuant to Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’), we are enclosing herewith Annual Report and the Notice of the Forty First Annual General Meeting (‘AGM’) of the Company for the Financial Year 2025-26, to be held on 21 September 2026 at 3:00 p.m. (IST) through Video Conferencing. The Notice of the AGM and the Annual Report are being dispatched electronically to those members whose e-mail IDs are registered with the Company / Registrar and Share Transfer Agent (“RTA”)/ Depositories. Further, pursuant to Regulation 36(1)(b) of the SEBI Listing Regulations, a physical Communication is also being sent by the Company to those shareholders whose e-mail addresses are not registered with the Company/RTA/ Depositories, providing them a web-link for accessing the Notice of the AGM and Annual Report. The Notice of the AGM and the Annual Report are also available on the Company’s website and can be accessed at www.arvayahealth.com The above is for your information and records please. Thanking you, For Arvaya Healthcare Limited (formerly known as Bijoy Hans Limited) Kaushal Uttam Shah Managing Director DIN:02175130 Date:28th August 2026 Place: Sangli INDEX Particulars Page Nos. Corporate Information 2-4 Notice of Annual General Meeting 5-80 Director’s Report 81-99 Form AOC-1 and AOC-2 (Annexure A and B) 100-106 Ratio of Remuneration of Directors 107-109 Form MR-3 – Secretarial Audit Report 110-115 MD & CFO Certification and Code of Conduct Declaration 116-117 Management Discussion and Analysis Report 118-128 Corporate Governance Report 129-150 Certificate of Compliance and Non-Disqualification of Director 151-153 Standalone and Consolidate Financial Statements 154 Onwards CORPORATE INFORMATION BOARD OF DIRECTORS Mr. Kaushal Uttam Shah Managing Director & Chairman (Appointed on 26th May 2025) Mr. Salil Sriram Shetty CEO & Executive Director Mrs. Manali Aditya Pandit Non-Executive Independent Director Mr. Rahul Ravindra Mayur Non-Executive Independent Director (Appointed on 28th July 2025) Mr. Brijesh Jugalkishor Biyani Non-Executive Independent Director (Appointed on 28th July 2025) Mr. Ashok Patwari Non-Executive Director (Resigned on 4th November 2025) Mr. Ashim Patwari Non-Executive Director (Resigned on 4th November 2025) Mr. Dhavalkumar Mashru Non-Executive Director (Resigned on 4th November 2025) Mrs. Kiran Kabra Non-Executive Director (Appointed on 4th November 2025 and Resigned on 24th November 2025) Mr. Bidari Kotresh Anilkumar Executive Director (Appointed on 4th July 2026) KEY MANAGERIAL PERSONNEL Mr. Ranganath Abhiram Chief Financial Officer (Appointed on 28th July, 2025) Mrs. Guinea Agrawal Company Secretary & Compliance Officer (Appointed on 01st June, 2025) Mr. Kaushal Uttam Shah Managing Director (Appointed on 26th May, 2025) Mrs. Manisha Agarwala Company Secretary & Compliance Officer (Resigned on 31st May 2025) STATUTORY AUDITOR M/s. Rajesh Surana & Co., Chartered Accountant, Guwahati (Firm Registration number: 325658E) Address: Room No. # 303, Annapurna Plaza 3rd Floor, S. S. Road, Fancy Bazar Guwahati - 781 001 (Assam) E-mail: rajeshsurana_ca@yahoo.co.in Mobile: 94350-16875 Resigned on 28th July, 2025 M/s. Khire Khandekar and Kirloskar Chartered Accountants Address: Flat No. A-3, Lara Residency, Mayur Colony, Off Karve Road, Kothrud, Pune – 411029 Email id: mandarkhire@gmail.com Mobile No: 94238-71912 Appointed on 28th July, 2025 SECRETARIAL AUDITOR M/s. SKGK & Associates LLP Practising Company Secretary Address: Anandi, S. No 43, Plot No. 101, Navsahyadri Society, Near Manoj Tathwade Garden, Karve Nagar, Pune – 411 052. Email: csgaurav@vmls.in, cspratibha@vmls.in Contact: 9890037738 Appointed on 26th May, 2025 INTERNAL AUDITOR Aslesh Ramchandra Parannawar, Chartered Accountant (Membership No.: 130228) Address: Ramleela”, Plot No. 68, T. K. Patil Housing Society, Samruddhinagar, ss – 416 416 Email id: aslesh.p@rediffmail.com Mobile No; 9860545402 (Resigned on 20st April 2026) M/s. G. K. Vora & Co., Chartered Accountants (FRN 163371W) Address: 17/6 Rukmini Building, Velankar Nagar, Pune 411009. Email id: vora.gaurav@gmail.com (Appointed on 28th May, 2026) BANKER TO THE COMPANY IDBI Bank Union Bank of India Bank of Baroda ICICI Bank HDFC Bank REGISTERED OFFICE OF THE COMPANY Nirvana Co Working spaces, Mezzanine Floor, Itag Plaza, ABC, G S Road, Guwahati, Dispur, Kamrup, Gmc, Assam, India, 781005 Ph: +91 7066670199 Email: compliance@arvayahealth.com REGISTRAR & SHARE TRANSFER AGENT Maheshwari Datamatics Pvt Ltd, 23, R. N. Mukherjee Road, 5th Floor, Kolkata 700 017 Ph: 033 22482248 Fax: 033 22435029 e-mail: mdpldc@yahoo.com LISTED ON BSE Limited Scrip code: 524723 NOTICE NOTICE IS HEREBY GIVEN THAT THE 41ST ANNUAL GENERAL MEETING OF ARVAYA HEALTHCARE LIMITED (FORMNERLY KNOWN AS BIJOY HANS LIMITED) WILL BE HELD ON MONDAY, SEPTEMBER 21, 2026 AT 03:00 PM THROUGH VIDEO CONFERENCING (‘VC)/OTHER AUDIO-VISUAL MEANS (‘OAVM’) FACILITY TO TRANSACT THE FOLLOWING BUSINESSES: ORDINARY BUSINESS: 1. To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the financial year ended 31 March 2026, and the reports of the Board of Directors and Auditors thereon. To receive, consider and adopt the audited standalone financial statements of the company for the financial year ended 31 March 2026, together with the report of Board of Directors and Auditors thereon as an Ordinary Resolution 2. To receive, consider and adopt the Audited Consolidated Financial Statements of the Company for the financial year ended 31 March 2026, and the reports of the Auditors thereon. To receive, consider and adopt the audited consolidated financial statements of the company for the financial year ended 31 March 2026, together with the report of Board of Directors and Auditors thereon as an Ordinary Resolution 3. To consider appointment of Mr. Kaushal Uttam Shah (DIN: 02175130) Managing Director of the company, who retires by rotation and, being eligible, offers himself for re-appointment. To consider and if thought fit, to pass with or without modification(s) the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 152 and all other applicable provisions, if any, of the Companies Act, 2013 read with the Rules made thereunder and as per Articles of Association , Mr. Kaushal Uttam Shah (DIN:02175130), Managing Director, who holds the longest tenure and retires by rotation at this meeting, being eligible for reappointment, has confirmed his eligibility and willingness to accept the office, be and is hereby reappointed at the same position to hold the office for the existing tenure based on the same terms of appointment as already approved by the Members at the 40th Annual General Meeting of the Company. RESOLVED FURTHER THAT the Board of Directors be and is hereby authorized to do all such acts, deeds, matters and things as may be considered necessary, desirable and expedient for giving effect to this resolution and/or otherwise considered by them to be in the best interest of the Company including fixation of their remuneration and reimbursement of out-of-pocket expenses incurred in connection hereto.” SPECIAL BUSINESS: ITEM NO. 4 - APPROVAL FOR MATERIAL RELATED PARTY TRANSACTION (S) UNDER SECTION 188 OF THE COMPANIES ACT, 2013 AND REGULATION 23 OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS), 2015: To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 188 and other applicable provisions of the Companies Act, 2013 (“the [Showing first 8,000 characters — download PDF for full document]