To, The Members, Modern Diagnostic & Research Centre Limited

Your directors have the pleasure in presenting the 14th Annual Report on the business and operations of MODERN DIAGNOSTIC & RESEARCH CENTRE LIMITED ('Company') together with the Audited Financial Results and the Auditor's Report thereon for the financial year ended March 31, 2026.

COMPANY OVERVIEW

Your Company is engaged in the business of providing complete range of diagnostic facilities in the fields of radiology, cardiology, pathology and general health.

FINANCIAL SUMMARY OR HIGHLIGHTS/ PERFORMANCE OF THE COMPANY

The directors of the company present the following working results:

STATE OF THE COMPANY'S AFFAIRS:

There is no change in company affairs or business by the company during the period under review.

However, during the year Company has registered an increase in the overall sales, for future years company has target to increase the sales growth further deriving more value for the shareholders.

For this purpose, Company is planning for both vertical and horizontal expansions.

Company is constantly improving its service quality to deliver best services and welcome suggestions from its patients through its patient feedback program.

Company has in-house team of experts who constantly work towards quality enhancements through application of latest quality controls of the industry.

Company had earlier introduced comprehensive range of therapeutic drug monitoring for psychiatric drugs for the first time in India and in the current year company introduced Drug monitoring for Buslfan, again for first time in India.

Company is also working on developing a novel method of estimation of blood levels of primary anti tuberculosis drugs. Once this is done it will greatly help in elimination of tuberculosis not only in India but the world over.

The current year shows an increase in revenue. In the year under review Company has earned the Net profit after Tax of Rs. 5,25,32,790/-. Your directors foresee a bright future with vast opportunities in the health industry.

DIVIDEND

The Company is in the growth phase and expanding organically as well as inorganically. In order to save the profit earned during the year for future expansion of the Company, your directors do not recommend any dividend for the financial year ended 31st March 2026.

SHARE CAPITAL

During the year under review, there is no change in the share capital of the Company. Authorized Share Capital as on 31st March, 2026 stood at Rs. 17,00,00,000 (Rupees Seventeen Crores) divided into 1,70,00,000 equity shares of Rs. 10 each.

On, 05th January, 2026, Company has increased its paid up capital pursuant to IPO from Rs. 11,00,00,000/- (Rupees Eleven Crore only) divided into 1,10,00,000 (One Crore Ten Lac) equity shares to Rs. 15,09,92,000 divided into 1,50,99,200 of Rs. 10 each.

CHANGE IN NATURE OF BUSINESS

During the year Company has changed its status from Private Limited Company to Public Limited Company and apart from this there was no other change in the nature of business of the company.

The Company has successfully completed the Initial Public Offer (IPO). In the IPO, 40,99,200 Equity Shares of Rs.10/- each was offered by the Company for subscription at an issue price band of Rs 90/- per shares aggregating to Rs. 36,89,28,000. The issue was opened for subscription on December 31, 2025 and closed on January 02, 2026. The allotment for Modern Diagnostic & Research Centre Limited IPO was finalized on Monday, January 05, 2026. The shares got listed on BSE (SME) platform on January 07, 2026.

The Issue was made in accordance with SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended.

The success of IPO reflects the trust and confidence of stakeholders in the Board and Management of the Company.

STATEMENT OF DEVIATION(S) OR VARIATION(S)

In terms of Regulation 32 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CFD/CMD1/162/2019 dated December 24, 2019 there was no deviation or variation in connection with the terms of the objects of the issue mentioned in the Prospectus dated January 05, 2026, in respect of the Initial Public Offering of the Company.

During the Year under Review, the Company has not yet fully utilized the Proceeds Raised through IPO in the following manner and there is deviation or variation in the use of proceeds, from the objects as stated in the Prospectus.

Total IPO Proceeds (Allocated)

Statement of Utilization & Unutilisation: (till 31.03.2026) (in Lakhs)

DEMATERIALISATION OF SHARES

During the year under review, the Company has entered into an agreement for dematerialization of equity shares with the MUFG Intime India Private Limited, National Securities Depository Limited and Central Depository Services (India) Limited. As on March 31, 2026, the shares of the Company held in demat form represents 100% of the total issued and paid-up capital of the Company.

The Company ISIN No. is INE1HK501016.

M/s MUFG Intime India Private Limited act as the Registrar and Share Transfer Agent of the Company.

SUBSIDIARY/ASSOCIATE/JOINT VENTURE COMPANIES

As on March 31, 2026, your Company has no subsidiary/associate/joint venture company.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY

During the financial year ending 31st March 2026 and up to the date of this report no material event has occurred which has a bearing on the financial position of the Company other than stated below:

The Company successfully completed its Initial Public Offer (IPO) of 40,99,200 equity shares of face value of ?10/- each at a price of ?90/- per equity share (including premium), comprising to Rs. 3,689.28 Lakhs.

The Issue was fully subscribed by the public and the allotment of equity shares was completed on 05th January, 2026. Post the IPO, the equity shares of the Company are listed on the SME Platform of Bombay Stock Exchange Limited thereby enhancing the Company's visibility, corporate governance framework, and access to capital markets.

The Company has a professional Board with right mix of knowledge, skills, and expertise. The Board provides strategic guidance and direction to the Company in achieving its business objectives and protecting the interest of the stakeholders.

In terms of Section 165 of the Act, none of the Director of the Company is a Director on the Board of more than twenty companies (including ten Public Limited companies).

During the year under review, there was no change in the composition of Directors:

In accordance with the provisions of the Companies Act, 2013 and Articles of Association of the Company Mrs. Deepali Yadav (DIN: 06496670), retires by rotation at the ensuing Annual General Meeting and being eligible offers herself for re-appointment.

In addition to this the summary of disqualification (if any) of the directors of the company under section 164 of the companies Act, 2013 read with Companies (Appointment and qualification of directors) Rules, 2014 and also in terms of Regulation 34(3) and Schedule V Para C of clause 10(i) of the SEBI (LODR), 2015 has been obtained from a Practicing Company Secretary which is annexed as Annexure A-1.

KEY MANAGERIAL PERSONNEL

KEY MANAGERIAL PERSONNEL In accordance with Section 203 of the Companies Act, 2013, during the year under review and as of the date of this report, the Company has Mr. Devendra Singh Yadav as Managing Director, Mrs. Deepali Yadav is serving as Whole time Director, Mr. Jitendra Singh is serving as the Chief Financial Officer and Mrs. Priyanshu Yadav is serving as the Company Secretary and Compliance Officer.

All of them are designated as Key Managerial Personnel in compliance with Section 203 of the Companies Act, 2013.

INDEPENDENT DIRECTORS

In terms of Section 149 of the Companies Act, 2013 and rules made there under, the Company had two Non-Executive Independent Directors in line with the Companies Act, 2013. Further, all of the Independent Directors of the Company had registered themselves in the Independent Directors' Data Bank.

Separate meetings of Independent Directors were held on January 05, 2026, and, to review the performance of Non-Independent Directors, the Board as a whole, and the performance of the Chairperson of the Company, including the assessment of the quality, quantity, and timeliness of the flow of information between the Company management and the Board.

The terms and conditions of appointment of Independent Directors and Code for Independent Director are incorporated on the website of the Company at .

DECLARATION BY INDEPENDENT DIRECTOR

The Company has received necessary declaration from each independent director under Section 149(7) of the Companies Act, 2013 that they meet the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and the rules made thereunder and Listing Regulations.

All the Independent Directors of the Company have registered themselves with the Indian Institute of Corporate Affairs ('IICA'). Further, as per the declarations received, all the Independent Directors of Company have either passed or were exempted to clear online proficiency test as per the first proviso to Rule 6(4) of the MCA Notification dated October 22, 2019 and December 18, 2020.

Accordingly, the Company has taken on record, the Statement of Declaration of Independence, as submitted by all the Independent Directors.

In the opinion of the Board of Directors, all Independent Directors of the Company fulfil the conditions specified in the Act and Rules made thereunder.

FAMILIARISATION PROGRAMMES

The Company familiarizes its Independent Directors on their appointment as such on the Board with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, etc. through familiarization program. The Company also conducts orientation program upon induction of new Directors, as well as other initiatives to update the Directors on a continuing basis. The familiarization program for Independent Directors is disclosed on the Company's website .

Accordingly, the Company has taken on record the Statement of Declaration of Independence, as submitted by all the Independent Directors.

In the opinion of the Board of Directors, all Independent Directors of the Company fulfil the conditions specified in the Act and Rules made thereunder.

COMMITTEES OF BOARD

Pursuant to an IPO, in addition to the applicable provisions of the Companies Act, 2013 in respect to Corporate Governance, provisions of the SEBI Listing Regulations are also applicable on the Company.

Further, the requirement specified in regulations 17 to, 27 and clauses (b) to (i) of sub regulation (2) of regulation 46 and para C, D and E of Schedule V is not applicable to the Company, although we require to comply with requirement of the Companies Act, 2013 wherever applicable. Company has complied with the corporate governance requirement, particularly in relation to appointment of independent directors including woman director on the Board and also constitution of an Audit Committee, Stakeholders Relationship Committee and Nomination and Remuneration Committee. Board of the Company functions either on its own or through committees constituted thereof, to oversee specific operational areas

During the year under review, Company had constituted the Audit Committee, Nomination & Remuneration Committee and Stakeholder Relationship Committee vide Board Resolution dated March 17, 2025.

COMPOSITION OF COMMITTEES

Audit Committee

Nomination and Remuneration Committee

Stakeholder Relationship Committee

WEB-LINK TO ACCESS THE ANNUAL RETURN

In accordance with Section 134(3)(a) and Section 92(3) of the Companies Act, 2013, read with Companies (Management and Administration) Rules, 2014 company will place the copy of annual return on its website after the AGM, which can be accessed at .

As per the amended Section 92(3) of the Companies Act, 2013 extract of annual return in form MGT-9 no longer required to be a part of Board Report. Therefore, board has not attached the same along with this Board report; however, the annual report can be accessed after the AGM on the link given above.

10/05/2025 2. 14/05/2025 3. 28/06/2025 4. 02/09/2025 5. 05/09/2025 6. 14/11/2025 7. 15/11/2025 8. 18/11/2025 9. 01/12/2025 10. 23/12/2025 11. 05/01/2026 12. 09/03/2026

The maximum interval between any two board meetings was well within the maximum period of one hundred and twenty days (Section 173(1) of Companies Act, 2013).

NUMBER OF MEETINGS OF THE COMMITTEE

During the year under review, following committee meetings held during the year:

a) Audit Committee: 1. 28/06/2025 2. 05/09/2025 3. 23/12/2025 4. 05/01/2026

b) Nomination and Remuneration Committee: 1. 05/09/2025

c) Independent Director: 1. 05/01/2026

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, your directors confirm the following -

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

(b) That 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) That the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) That the directors had prepared the annual accounts on a going concern basis; and

(e) That the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

(f) The Company is consistently & effortlessly trying to achieve its business targets hence designed, implemented & maintained adequate internal financial control system defining the each account head and thereby fixing the responsibilities for ensuring the orderly & efficient conduct of its business including adherence to Company's policies, safeguarding of assets, preventing & timely detection of fraud (if any), maintain accuracy and completeness of the accounting records and timely preparation of reliable financial information as required under the Companies Act 2013.

COMPLIANCE OF SECRETARIAL STANDARDS

The Board affirms that the company is in compliance of Secretarial Standards as issued by the Institute of Companies Secretaries of India and has adopted and followed all applicable provisions of Secretarial Standard - 1 related to the Board Meetings and Secretarial Standard - 2 related to the General Meetings, as the case may be, to call, convey and hold meetings during the year.

STATUTORY AUDITOR

At the Annual general meeting held on 30th September 2022, M/s GUPTA AIYER & CO. Chartered Accountants [Firm Registration No: 002547N] were appointed as a Statutory Auditor of the Company for the F Y 2021-22 to 2025-26.

Their present term of office is expiring at the conclusion of the ensuing Annual General Meeting. The Statutory Auditors have submitted their consent for re-appointment as Statutory Auditors of the Company and have confirmed that their re-appointment, if made, shall be in accordance with the applicable provisions of the Companies Act, 2013 and the rules made thereunder.

Accordingly, the Board of Directors recommends the re-appointment of M/s GUPTA AIYER & CO., Chartered Accountants (Firm Registration No. 002547N), as the Statutory Auditors of the Company for further term of 5 years commencing from 01.04.2026 to 31.03.2031, subject to the approval of the Members at the ensuing Annual General Meeting.

INTERNAL AUDITORS

The Company was listed on January 07, 2026 and the provisions in respect of Internal Audit became applicable only from that date. The process for appointing the internal auditor was initiated and pursuant to the provisions of Section 138 of Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, the Company has appointed M/s Upreti & Co. (FRN No. 001928), as Internal Auditor for the FY 2025-26.

The auditor submitted his report for the financial year 2025-26 which has been attached with this report.

The Notes on Financial Statements referred to in the Auditors' Report are self-explanatory and do not call for any further comments. The Auditors' Report doesn't contain any disclaimer, qualification, reservation or adverse opinion.

REPORTING OF FRAUD

Pursuant to Section 143(12) of the Companies Act, 2013 read with Rule 13 of Companies (Audit and Auditor) Rules, 2014 during the FY 2025-26, the Auditors have not reported any fraud, which are committed against the Company by officers or employees of the Company.

COST RECORD

As per section 148 of the Companies Act, 2013, read with the Companies (Cost Records and Audit) Rules, 2014, Company is maintaining cost records during the year under reviews.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186

Particulars of loans given, investments made, guarantees given and securities provided along with the purpose for which the loan or guarantee or security is proposed to be utilized by the recipient, if any, need not to be disclosed as the company has not made any transaction under section 186 of the Companies Act, 2013.

RELATED PARTY TRANSACTION

All contracts/arrangements/transaction entered by the company during the financial year with related parties were on arm's length basis, in the ordinary course of business and were in compliance with the applicable provisions of the Act.

However, the details of all Related Party Transactions have been disclosed in the notes to the accounts of the Company for the financial year ending March 31, 2026 attached to the annual report of the Company.

CORPORATE GOVERNANCE

Your company being responsible corporate citizen provides utmost importance to best Corporate Governance practices and always works in the best interest of its stakeholders. Your Company has incorporated the appropriate standards for corporate governance, pursuant to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

As per regulation 15(2) of the Listing Regulation, the Compliance with the Corporate Governance provisions shall not apply in respect of the following class of the Companies:

A. Listed entity having paid up equity share capital not exceeding Rs.10 Crore and Net Worth not exceeding Rs.25 Crore, as on the last day of the previous financial year. B. Listed entity which has listed its specified securities on the SME Exchange.

Since, our Company falls within the ambit of aforesaid exemption (b); hence compliance with the provision of Corporate Governance shall not apply to the Company and it does not form the part of the Annual Report for the financial year 2025-2026.

SEBI COMPLAINTS REDRESS SYSTEM (SCORES)

The investor complaints are processed in a centralized web-based complaints redress system. The salient features of this system are centralized database of all complaints, online upload of Action Taken Reports (ATRs) by the concerned companies and online viewing by investors of actions taken on the complaint and its current status. Your Company has been registered on SCORES and makes every effort to resolve all investor complaints received through SCORES or otherwise within the statutory time limit from the receipt of the complaint. The Company has not received any complaint on the SCORES during financial year 2025-26.

AMOUNT PROPOSES TO CARRY TO ANY RESERVES

The Board has decided to retain the entire profit for the year under review in the Statement of Profit & Loss, and no amount has been transferred to any reserve.

A. CONSERVATION OF ENERGY

Your company has always been conscious of the need for conservation of energy and has been sensitive in making progress towards this front. The energy conservation measures have been implemented at all the areas of offices where it is feasible & special efforts are being put on undertaking specific energy conservation methods given below thereby minimizing energy consumption & economize the energy bills.

Installation of energy efficient LED Lights Installation of Star rated AC's & other Electronic Equipment's Usage of Natural Light for Illumination wherever possible Developing the work culture for Switching OFF unwanted lights

Further, Company accords highest priority to energy conservation and is committed for energy conservation measures including regular review of energy consumption and effective control on utilization of energy.

The steps taken by the Company for utilizing alternate sources of energy:

Double door shielding for maintenance of inside temperature and prevention of loss of energy. Maximized used of natural illumination.

The capital investment on energy conservation equipment's: NIL

B. TECHNOLOGY ABSORPTION

Efforts in brief, made towards technology absorption, adaptation & innovation and Benefits derived as a result of these efforts, e.g. product improvement, cost reduction, product development, import substitution etc.

i) The efforts made towards technology absorption:

The company is putting continuous efforts on diagnostic facilities in fields of radiology, cardiology, pathology and general health. Modern diagnostics has expanded its facilities by providing the diagnostic services in new cities.

ii) The benefits derived as a result of above efforts:

The benefits derived out of above efforts have helped the company to lead the emerging market needs. The Company wishes to mitigate all future risks related to business strategies. Further, from these efforts the company is focusing on achieving higher level of customer satisfaction.

iii) In case of imported technology: NA

C. RESEARCH & DEVELOPMENT

Your company is committed towards excellence in quality, performance and customer service. We firmly believe in offering superlative quality to our esteemed customers. Foolproof quality control tests, rigorous approval phases, extensive research and laboratory-oriented developments ensure complete customer satisfaction.

The Expenditure incurred on R&D is Rs. 10,15,05,591.

The future plan of action of your Company is to concentrate its focus on Research & Development activities associated with the Company's business.

D. FOREIGN EXCHANGE EARNINGS AND OUTGO

a) Activities relating to exports: Initiatives taken to increase exports; development of new export markets for products and services; and export plans: NIL

b) Total foreign exchange earned and used:

ii. Foreign Exchange Outgo 2,35,948

RISK MANAGEMENT POLICY

There is adequate system of risk management to identify (operational, financial, strategic and regulatory) elements of risk and deal with them. The Board takes responsibility for the overall process of risk management in the organization through grabbing business opportunities approach aligned with the company's main objects.

Further, Company manages monitors and reports on the principal risks and uncertainties that can impact its ability to achieve its strategic objectives. The Company's management systems, organizational structures, processes, standards, code of conduct and behaviors together form Risk Management Policy that governs the management of Company's business and manages associated risks.

Your Company follows well-established and detailed risk assessment and minimization procedures, which are periodically reviewed.

The Company has in place a business risk management framework for identifying risks and opportunities that may have a bearing on the organization's objectives, assessing them in terms of likelihood and magnitude of impact and determining a response strategy.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The provisions of the Corporate Social Responsibility as contained under the Companies Act, 2013 are applicable on the Company.

The Company had made the provisions of CSR during the year and the respective 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.

PARTICULAR OF EMPLOYEES AND RELATED DISCLOSURES

Pursuant to the Provisions of Section 197 of the Companies Act, 2013 read with are not applicable to your Company.

However, the total No. of Employees as on the closure of financial year as follows:

STATEMENT ON COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961

The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all rules and amendments made thereunder, during the financial year ended March 31, 2026.

DEPOSITS

The Company has not accepted any deposit during the year under Chapter V of the Companies Act, 2013 and Rules framed there under.

PREVENTION OF INSIDER TRADING The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Company's shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code. The Code is displayed on the Company's website at .

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNAL

There are no significant material orders passed by the Regulators or Courts or Tribunal which would impact the going concern status of the Company and its future operations.

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION &REDRESSAL) ACT, 2013

The sexual harassment of women at workplace (Prevention, Prohibition & Redressal) Act, 2013 is applicable to the company

COMPOSITION OF INTERNAL COMPLAINT COMMITTEE IN GURUGRAM SECTOR 40 BRANCHES

Dr. Deepali Yadav Presiding officer

Mr. Jitendra Singh Member

Dr Satish Kumar Magu Member

Mrs. Sarita Grover Member

Advocate Nirmala Yadav External Female Member

Further, The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition & Redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act 2013 & the Rules there under for prevention and Redressal of Complaints of sexual harassment at workplace. Further Company is committed to providing equal opportunities without regard to their race, caste, sex, religion, color, nationality, disability etc. (permanent, temporary, contractual and trainees) as well as any women visiting the Company's premises or women service providers are covered under this policy. All employees are treated with dignity with a view to maintain a work environment free from Sexual harassment whether physical, verbal, or psychological.

During Fiscal 2025-26 there were no complaints received or pending for disposal.

LISTING AND DEPOSITORY FEES

Your Company has paid Annual Listing fees for the financial year 2025-2026 to Bombay Stock Exchange of India Limited (BSE) according to the prescribed norms and regulations. Company has also paid Annual Custody fee to National Securities Depository Limited and Issuer fee to Central Depository Services (India) Limited for the financial year 2025-2026.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management's Discussion and Analysis Report for the year under review, as stipulated under regulation 34 (3) and Part B of schedule V of the SEBI (Listing Obligation and Disclosure Requirement) Regulation, 2015 is annexed to this Annual Report as 'Annexure - 4'.

DETAILS OF APPLICATION/ ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUTCY CODE 2016

During the Financial year no application / any processing initiated or pending under the Insolvency and Bankruptcy Code, 2016.

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

As company has not done any one settlement during the year under review hence no disclosure is required.

Your directors thank the Shareholders, Customers, Vendors, various Government Department and business associates for their confidence in the Company and look forward to their continued support. Your directors acknowledge with gratitude the co-operation and assistance extended by employees at all levels, which has continued to be our major strength.

For MODERN DIAGNOSTIC & RESEARCH CENTRE LTD

Sd/-

Sd/-

Mr. Devendra Singh Yadav Chairman Cum Managing Director DIN - 01254395 Address - House No- 31, Tatvam Villa, Vipul World, Sector- 48, South City - II, Gurgaon - 122018, Haryana

Mrs. Deepali Yadav Whole time Director DIN - 06496670 Address - 31- Tatvam Villa, Sohna Road, Near Vipul Trade Centre, Sector - 48, South City II, Gurgaon - 122018, Haryana

Place: Delhi Date: 03/09/2026

Annexure: -

Certificate from Practicing Company Secretary on Directors' Disqualification u/s-164 of Companies Act, 2013.

Details of the Meeting held During the financial Year 2025-26

Annual report on corporate social responsibility (CSR) activities

Management and Discussion Analysis Report.

Secretarial Audit Report

Certificate of Compliance on Corporate Governance

Annexure-1 CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS (Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015) To, The Members of Modern Diagnostic & Research Centre Limited Regd. Office: Plot No. H-64, 1st Floor, BLK-H, Bali Nagar City, Near Khetar Pal Hospital, Ramesh Nagar, New Delhi-110015 1. That Modern Diagnostic & Research Centre Limited (CIN- U85110DL2012PLC234368), having its registered office at Plot No. H-64, 1st Floor, BLK-H, Bali Nagar City, Near Khetar Pal Hospital, Ramesh Nagar, New Delhi-110015 (hereinafter referred to as 'the Company'). The equity shares of the Company are listed on BSE Limited. 2. We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of the Company, produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. 3. As on 31st March, 2026, the Board of Directors of the Company comprises of the following directors:

That Modern Diagnostic & Research Centre Limited (CIN- U85110DL2012PLC234368), having its registered office at Plot No. H-64, 1st Floor, BLK-H, Bali Nagar City, Near Khetar Pal Hospital, Ramesh Nagar, New Delhi-110015 (hereinafter referred to as 'the Company'). The equity shares of the Company are listed on BSE Limited.

We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of the Company, produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

As on 31st March, 2026, the Board of Directors of the Company comprises of the following directors:

Based on verification and examination of the disclosures/register under section 184, 189, 170, 164, 149 of the Companies Act, 2013 (the Act) and DIN based search on MCA Portal ( ), we certify as under:

None of the above-named Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as directors of companies by the Securities

and Exchange Board of India /Ministry of Corporate Affairs or any such statutory authority for the Financial Year ending 31st March, 2026.

Ensuring the eligibility of the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

This certificate is based on the information and records available up to date of this certificate and we have no responsibility to update this certificate for the events and circumstances occurring after the date of the certificate

For Kuldeep Bisht & Associates Company Secretaries

Sd/-

Date: 02/09/2026 Place: New Delhi

(Kuldeep Singh Bisht) ACS: 61857, COP: 27783 Peer Review No.: 6820/2025 UDIN: A061857H001339980

2025-26 indicating the number of meetings attended by each director as required under Secretarial Standard-1.

No. of Board Meetings during the financial year - 2025-26 is 12

10/05/2025

14/05/2025

28/06/2025

02/09/2025

05/09/2025

14/11/2025

15/11/2025

18/11/2025

01/12/2025

23/12/2025

05/01/2026

09/03/2026

Page 26

RISHABH KUMAR JAIN 12 12 100%

For MODERN DIAGNOSTIC & RESEARCH CENTRE PVT LTD

Sd/-

Sd/-

Mr. Devendra Singh Yadav Chairman Cum Managing Director Din - 01254395 Address - House No- 31, Tatvam Villa, Vipul World, Sector- 48, South City - II, Gurgaon - 122018, Haryana

Mrs. Deepali Yadav Whole time Director

Din - 06496670 Address - 31- Tatvam Villa, Sohna Road, Near Vipul Trade Centre, Sector - 48, South City II, Gurgaon - 122018, Haryana

Place: Delhi Date: 03/09/2026

Brief outline on CSR Policy of the Company.

The Board of Directors has adopted a CSR Policy as recommended by the Board of Directors, which comprises of Vision and Mission Statement, philosophy and objectives.

Composition of CSR Committee: - NA

Provide the web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the board are disclosed on the website of the company. - The Company is having website and shall upload as per provision of the act.

Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable (attach the report).-NA

Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any-Nil

Average net profit of the company as per section 135(5).- Rs. 9,69,25,667

(a) Two percent of average net profit of the company as per section 135(5)- Rs. 19,38,513

(b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years. -Nil

(c) Amount required to be set off for the financial year, if any- Nil

(d) Total CSR obligation for the financial year (7a + 7b - 7c). Rs. 19,38,513

(a) CSR amount spent or unspent for the financial year:

(b) Details of CSR amount spent against ongoing projects for the financial year: NA

(c) Details of CSR amount spent against other than ongoing projects for the financial year:

(d) Amount spent in Administrative Overheads- NIL

(e) Amount spent on Impact Assessment, if applicable- NA

(f) Total amount spent for the Financial Year (8b + 8c + 8d + 8e) - Rs 19,50,000

(g) Excess amount for set off, if any

9 (a) Details of Unspent CSR amount for the preceding three financial years: NA

(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s): NA

In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR spent in the financial year-NA

Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section 135(5). - Company has spent more than required amount.

For MODERN DIAGNOSTIC & RESEARCH CENTRE LTD

Sd/-

Mr. Devendra Singh Yadav Chairman Cum Managing Director Din - 01254395 Address - House No- 31, Tatvam Villa, Vipul World, Sector- 48, South City - II, Gurgaon - 122018, Haryana

Place: Delhi Date: 03/09/2026