Dear Members,
Your Directors have pleasure in presenting the 32nd Annual
Report on the business and operations of your Company along with the audited statement of
accounts for the Financial Year ended March 31, 2026.
FINANCIAL RESULTS
The nancial performance of your Company for the year ended March 31,
2026, is summarized below:
|
Consolidated |
Standalone |
Particulars |
Year ended |
Year ended |
Year ended |
Year ended |
|
March 31, 2026 |
March 31, 2025 |
March 31, 2026 |
March 31, 2025 |
| Total Income |
28,642 |
25,548 |
27,603 |
24,631 |
| Total Expenses |
21,650 |
19,301 |
20,700 |
18,418 |
| Pro t before Exceptional Items and Tax |
6,992 |
6,247 |
6,903 |
6,213 |
| Exceptional Items |
301 |
- |
301 |
- |
| Pro t before Tax (PBT) |
6,691 |
6,247 |
6,602 |
6,213 |
| Pro t after Tax (PAT) |
5,098 |
4,922 |
5,082 |
4,973 |
FINANCIAL PERFORMANCE I. Consolidated Performance
During the Financial Year 2025-26, the Company reported a Consolidated
Total Income of Rs. 28,642 Million compared to Rs. 25,548 Million in the previous year.
The Consolidated Pro t after Tax of the Company stood at Rs. 5,098 Million compared to Rs.
4,922 Million in the previous year.
II. Standalone Performance
During the Financial Year 2025-26, the Company reported a Standalone
Total Income of Rs. 27,603 Million compared to Rs. 24,631 Million in the previous year.
The Standalone Pro t after Tax of the Company stood at Rs. 5,082 Million compared to Rs.
4,973 Million in the previous year.
CONSOLIDATED ACCOUNTS
The consolidated nancial statements of your Company for the Financial
Year 2025-26 are prepared in compliance with applicable provisions of the Companies Act,
2013, Indian Accounting Standards and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. The consolidated nancial statements have been prepared on
the basis of audited nancial statements of the Company and its Subsidiaries, as approved
by their respective Board of Directors.
DIVIDEND
During the year under review, your Company paid dividends as under:
Date of Declaration |
Dividend Type |
Financial Year |
Dividend per Share (face value of Rs.
10/- each) |
| June 28, 2025 |
Final Dividend |
2024-25 |
Rs. 6/- |
| July 31, 2025 |
1st Interim Dividend |
2025-26 |
Rs. 6/- |
| October 31, 2025 |
2nd Interim Dividend |
2025-26 |
Rs. 7/- |
| January 30, 2026 |
3rd Interim Dividend |
2025-26 |
Rs. 3.5/- |
In addition to above, your Directors are pleased to recommend nal
dividend of Rs. 4/- per equity share of face value of Rs. 10/- each for the Financial Year
2025-26, for approval by the Members at the 32nd Annual General Meeting of the Company.
The Dividend Distribution policy is available on the website of the
Company at: https://media.lalpathlabs.com/2024-08/Dividend-Distribution-Policy.pdf.
TRANSFER TO RESERVES
During the year under review, no amount has been transferred to the
General Reserve of the Company from current year pro ts.
CHANGE IN SHARE CAPITAL I. Bonus Issue of Equity Shares
The Board of Directors (i) with a view of Celebrating ten (10) years
Listing Anniversary and (ii) to reward the
Members for their continued support throughout these years, in their
meeting on October 31, 2025, recommended issue of Bonus Equity Shares in proportion of 1:1
i.e., One (1) new fully paid-up equity share of face value of Rs. 10/- each for every One
(1) existing fully paid-up equity share of face value of Rs. 10/- each, to eligible
Members of the Company by capitalizing a sum of Rs. 837.75 Million from and out of
Security Premium account of the Company.
In view of the above recommendation, the Members by way of postal
ballot approved the resolution for issuing bonus equity shares on December 7, 2025.
Accordingly, the Board of Directors on December 22, 2025 has issued and
allotted 8,37,75,510 equity shares of face value of Rs. 10/- each as fully paid-up bonus
equity shares.
II. Authorised Share Capital
During the year under review, in order to facilitate issue of Bonus
Equity Shares, the Board of Directors in their meeting on October 31, 2025, recommended
the proposal to the Members for increasing the Authorised
Share Capital of the Company from Rs. 1,07,96,00,000/- divided into
10,79,60,000 equity shares of face value of Rs. 10/- each to Rs. 2,00,00,00,000/- divided
into 20,00,00,000 equity shares of face value of Rs. 10/- each.
In view of the above recommendation, the Members by way of postal
ballot approved the resolution for increasing
Authorised Share Capital on December 7, 2025.
III. Paid-up Share Capital
During the year under review, the paid-up equity share capital of the
Company has been increased from
Rs. 83,59,17,350/- divided into 8,35,91,735 equity shares of face value
of Rs. 10/- each to Rs. 1,67,55,50,200/- divided into 16,75,55,020 equity shares of face
value of Rs. 10/- each pursuant to allotment of equity shares as detailed below:
Issue Type |
Date of Allotment |
Number of Equity Shares allotted |
| 1 ESOP |
May 30, 2025 |
1,83,775 |
| 2 Bonus |
December 22, 2025 |
8,37,75,510 |
| 3 ESOP |
January 30, 2026 |
4,000 |
TOTAL |
|
8,39,63,285 |
These equity shares rank pari-passu with the existing equity shares of
the Company in all respects.
During the year under review, your Company has not issued any equity
shares with differential rights or Sweat equity shares.
EMPLOYEES STOCK OPTION PLAN / SCHEME
During the year under review, the Members by way of postal ballot on
December 7, 2025, basis recommendation of Board of Directors approved:
1. ‘Dr. Lal PathLabs Employee Restricted Stock Unit Plan
2025' ("RSU 2025") for issuing Stock Options to the Employees of the
Company.
2. Reduction of Options Reserve under ‘Dr. Lal PathLabs Employee
Stock Option Plan 2022' ("ESOP 2022") and transfer of such Options Reserve
to RSU 2025.
Further, in view of the bonus issue, appropriate adjustments have been
made in the RSU/ ESOP Plans of the Company, in terms of Number of Options/ Shares and
Exercise/ Grant Price etc.
The Company has received requisite in-principle approval(s) from the
Stock Exchange(s) in relation to the Company's ESOP/ RSU Scheme/Plan(s) including
adjustment(s) made pursuant to Bonus Issue 2025, in compliance with the provisions of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and other
Statutory and Regulatory requirements as may be applicable.
The Scheme/Plan(s) of the Company are implemented in compliance with
relevant/ applicable ESOP Regulations/ Guidelines. The disclosure as required under the
SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 is available on
the website of the Company at www.lalpathlabs.com.
SUBSIDIARIES
The Member(s) of Suburban Diagnostics (India) Private Limited, Wholly
Owned Subsidiary ("Suburban"), in the Extraordinary General Meeting on February
06, 2025, accorded approval for voluntary liquidation of Suburban and expeditious
consolidation of its business with the Company on a going concern, subject to the
compliance of applicable laws.
Further, pursuant to the voluntary liquidation process, the
Liquidator of Suburban, distributed its entire business undertaking to
the Company on a going concern basis, with effect from close of business hours of March
18, 2025.
During the year under review, in respect of on-going voluntary
liquidation of Suburban, the Hon'ble National Company Law Tribunal (NCLT), Mumbai
Bench-I vide its order reserved on February 27, 2026 approved dissolution of Suburban. The
NCLT order was led with the Registrar of Companies. Accordingly, Suburban stands
dissolved.
A report on the performance and nancial position of each of the
Subsidiaries and their contribution to the overall performance of the Company for the
Financial Year ended
March 31, 2026 in Form AOC -1 as per the provisions of Companies Act,
2013 is attached herewith as Annexure - 1 and forms an integral part of this Annual
Report.
The Annual Accounts of the each of the Subsidiaries shall also be made
available to the Members of the Company/ Subsidiary Companies seeking such information at
any point of time. The Annual Accounts of the Subsidiary Companies are also available
under investors section on the website of the Company at www.lalpathlabs.com.
The Company has formulated a policy for determining material
Subsidiaries. The said policy is available on the website of the
Company at
https://media.lalpathlabs.com/2025-01/Policy-for-Determining-Material-Subsidiaries.pdf.
TRANSFER OF UN-CLAIMED DIVIDEND AND EQUITY SHARES TO INVESTOR EDUCATION
AND PROTECTION FUND (IEPF)
During the year under review, pursuant to the provisions of Section 125
of the Companies Act, 2013 read with IEPF (Accounting, Audit, Transfer and Refund) Rules,
2016 ("IEPF Rules"), as amended from time to time, your Company has duly
transferred Un-claimed Dividends and Un-claimed Equity Shares to IEPF Authority as
detailed below:
Particulars |
Unclaimed Dividend (In Rs.) |
No. of Equity Shares |
| 1 Final Dividend Financial |
39,078/- |
01 |
| Year 2017-18 |
|
|
| 2 Interim Dividend Financial |
30,443/- |
162 |
| Year 2018-19 |
|
|
Further, the Bonus Equity Shares allotted pertaining to the Equity
Shares already transferred to IEPF in terms of applicable rules, were also transferred to
IEPF as detailed below:
Particulars |
Shares already held in IEPF Account |
Bonus Shares transferred to IEPF Account |
| Bonus Issue 2025 |
349 |
349 |
In view of above, Dividend(s) declared during the year under review
pertaining to equity shares already transferred to demat account of the IEPF Authority,
were also credited to the IEPF Account.
The Claimant(s), whose un-claimed amount/ share(s) has been transferred
by the Company to IEPF Account may claim their amount/ share(s) by complying with the
procedure stipulated in the IEPF Rules.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION
No material changes and commitments, other than disclosed as part of
this report, affecting the nancial position of the Company have occurred between March 31,
2026, and the date of the report.
PUBLIC DEPOSITS
During the year under review, your Company has not accepted any deposit
within the meaning of Section 73 and 74 of the Companies Act, 2013 read with the Companies
(Acceptance of Deposits) Rules, 2014.
PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
Disclosures pertaining to remuneration and other details as required
under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 are attached in the
prescribed format herewith as Annexure-2 and forms an integral part of this Annual
Report.
Particulars of employee remuneration, as required under
Section 197(12) of the Companies Act, 2013 read with
Rule 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 forms an integral
part of this Annual Report. In terms of the provisions of the rst proviso to Section
136(1) of the Companies Act, 2013, the Annual Report is being sent to Members, excluding
the aforementioned information. Any Member interested in obtaining a copy of such
statement may write to the Company
Secretary of the Company at cs@lalpathlabs.com.
AUDIT COMMITTEE
The composition of Audit Committee has been detailed in the Corporate
Governance Report, forms an integral part of this
Annual Report.
All recommendations made by the Audit Committee have been accepted by
the Board of Directors.
DIRECTORS
I. Retirement by rotation and subsequent re- appointment
Mr. Rahul Sharma (DIN: 00956625), Non-Executive
Director of the Company is liable to retire by rotation at the ensuing
Annual General Meeting pursuant to the provisions of Section 152 of the Companies Act,
2013 read with the Companies (Appointment and Quali cation of Directors) Rules, 2014 and
being eligible offers himself for re-appointment.
The Board of Directors basis recommendation of Nomination and
Remuneration Committee, recommended his re-appointment to the Members for approval.
II. Re-appointment(s) i. Re-appointment of Executive Chairman and
Whole-Time Director
The Members of the Company re-appointed (Hony) Brig Dr Arvind Lal (DIN:
00576638) as Executive Chairman and Whole-Time Director of the Company for a period of ve
(5) consecutive years effective from April 01, 2022 on such terms and conditions including
remuneration as mentioned in notice of postal ballot dated October 26, 2021. The present
tenure of (Hony) Brig Dr Arvind Lal as Executive Chairman and Whole-Time Director is set
to complete on March 31, 2027.
Considering (Hony) Brig Dr Arvind Lal's background, experience
& contribution made towards the growth/ success of the Company and basis the
performance evaluation exercise, the Board of Directors on April 30, 2026, basis
recommendation of Nomination and Remuneration Committee, recommended his re-appointment
(including remuneration structure) effective from April 1, 2027 as Executive Chairman and
Whole-Time Director of the Company for a further period of ve (5) consecutive years to the
Members for approval.
ii. Re-appointment of Non-Executive Independent
Director(s)
During the year under review, basis recommendation of Board of
Directors and Nomination &
Remuneration Committee, the Members of the Company in their 31st
Annual General Meeting on June 28, 2025 re-appointed, Mr. Rohit Bhasin (DIN: 02478962) as
a Non-Executive Independent Director, for a term of ve (5) consecutive years commencing
from November 08, 2025 and reappointed Mr. Arun Duggal (DIN: 00024262) as a
Non-Executive Independent Director, for a term of three (3) consecutive
years effective from February
02, 2026.
Further, the Board of Directors on April 30, 2026, basis recommendation
of Nomination and Remuneration Committee, recommended reappointment of Mr. Rajit Mehta
(DIN: 01604819) as a Non-Executive Independent Director, for a period of ve (5)
consecutive years effective from July 27, 2026.
The Board considered the re-appointment of Mr. Rahul Sharma, (Hony)
Brig Dr Arvind Lal and Mr. Rajit Mehta are in the interest of the Company and hence
recommends the same to the Members for their approval. Brief pro le(s) and appropriate
resolution(s) for re-appointment of
Mr. Rahul Sharma, (Hony) Brig Dr Arvind Lal and Mr. Rajit
Mehta are detailed in the Notice convening the 32nd
Annual General Meeting of your Company.
III. Declaration of Independence from Independent Directors
Your Company has received declarations from all the
Independent Directors con rming that they meet the criteria of
independence as prescribed under Section 149 of the Companies Act, 2013 and Rules made
thereunder read with Schedule IV as well as Regulations 16 & 25 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
In the opinion of the Board, all the Independent Directors ful l the
criteria of independence as speci ed in the Companies Act, 2013 and Rules made thereunder
read with Schedule IV as well as Regulations 16 & 25 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 and they are independent from the
Management.
Further, all the Directors including Independent Directors of the
Company possess appropriate skills, experience & knowledge in one or more elds viz.
Board & Governance, Finance,
Accounting & Finance Reporting, Information Technology and
Specialized Industry & environmental knowledge or other disciplines related to
Company's business.
KEY MANAGERIAL PERSONNEL
In accordance with the provisions of Section 2(51) and 203 of the
Companies Act, 2013 read with Rules made thereunder, following were the Key Managerial
Personnel (KMPs) of the
Company as on March 31, 2026:
i. (Hony) Brig Dr Arvind Lal Executive Chairman ii. Dr Vandana Lal
Whole Time Director iii. Mr. Shankha Banerjee Chief Executive Of cer (CEO) iv. Mr. Ved
Prakash Goel Group Chief Financial Of cer & CEO International Business v. Mr. Vinay
Gujral Company Secretary & Compliance Of cer
During the Financial Year under review, there was no change in the KMPs
of the Company.
ANNUAL EVALUATION OF BOARD'S PERFORMANCE
Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the Board have carried out
annual evaluation of (i) its own performance; (ii) Performance of Individual Directors;
(iii)
Performance of Chairman of the Board; and (iv) Performance of all the
Committees of the Board for the Financial Year 2025-26.
A structured questionnaire was prepared covering various aspects of the
Board's functioning such as adequacy of the composition of the Board and its
Committees, Board culture, execution and performance of speci c duties, obligations and
governance. A separate exercise was carried out to evaluate the performance of individual
Directors, who were evaluated on parameters such as level of engagement and contribution,
independence of judgment, safeguarding the interest of the
Company and its minority shareholders etc. The performance evaluation
of the Independent Directors was carried out by the entire Board. The performance
evaluation of the Non-Independent Directors and Chairman of the Board was carried out by
the Independent Directors taking into account the views of Executive Directors and
Non-Executive Directors.
The Directors expressed satisfaction with the evaluation process.
Further, the evaluation process con rms that the Board and its
Committees continue to operate effectively, and the performance of the Directors and the
Chairman is satisfactory.
NOMINATION & REMUNERATION POLICY
In compliance with the provisions of Section 178 of the Companies Act,
2013 and Rules made thereunder, the Board on the recommendation of the Nomination &
Remuneration Committee of the Company has framed a policy for selection and appointment of
Directors, Key Managerial Personnel,
Senior Management Personnel and their remuneration.
The Nomination and Remuneration Policy, as amended from time to time is
attached herewith as Annexure - 3 and forms an integral part of this Annual Report
and the same can also be accessed on the website of the Company at: https://media.
lalpathlabs.com/2025-05/Nomination-&-Remuneration-Policy.pdf.
NUMBER OF MEETINGS OF THE BOARD AND ITS COMMITTEES
The Board met four (4) times during the Financial Year 2025-26. The
details of the meeting of the Board and its Committees thereof are given in the Corporate
Governance Report, and forms an integral part of this Annual Report.
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134(3)(c) of the Companies Act, 2013, the Directors
con rm that:
a) in the preparation of the annual accounts for the Financial
Year ended March 31, 2026, the applicable accounting standards and
Schedule III of the Companies Act, 2013, have been followed and there are no material
departures from the same;
b) 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 your Company as at March 31, 2026
and of the pro t of the Company for the Financial Year ended March 31, 2026;
c) proper and suf cient care has been taken by the Directors for the
maintenance of adequate accounting records in accordance with the provisions of the
Companies Act,
2013 for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;
d) the annual accounts have been prepared on a ‘going
concern' basis by the Directors;
e) proper internal financial controls laid down by the Directors were
followed by the Company and that such internal nancial controls are adequate and were
operating effectively; and
f) the Directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems were adequate and operating
effectively.
AUDITORS AND AUDITORS' REPORT I. Statutory Auditors
The Members of the Company in their 28th Annual
General Meeting on June 30, 2022, re- appointed M/s Deloitte Haskins
& Sells LLP, Chartered Accountants, (Firm Registration No. 117366W/W100018) as the
Statutory Auditors of the Company to hold of ce for their second term of ve (5) years i.e.
from the conclusion of
28th Annual General Meeting till the conclusion of 33rd
Annual General Meeting of the Company, to be held in calendar year 2027.
M/s Deloitte Haskins & Sells LLP, Chartered Accountants, Statutory
Auditors have con rmed that they have not been disquali ed to act as Statutory Auditors of
the
Company and that their continuation is within the ceiling limit as
prescribed under section 141 of the Companies Act, 2013 and/ or other relevant statue.
Further, the Statutory Auditors of the Company have not reported any
fraud as speci ed under the second proviso of Section 143(12) of the Companies Act, 2013
(including any statutory modi cation(s) or re-enactment(s) for the time being in force).
The Statutory Auditors Report for the Financial Year ended March 31,
2026, does not contain any quali cation or reservation. The Auditors' Report being
self-explanatory does not call for any further comments from the Board of Directors.
II. Secretarial Auditors
The Members of the Company in their 31st Annual General
Meeting on June 28, 2025 appointed M/s Chandrasekaran Associates, Company Secretaries,
(Firm Registration No. P1988DE002500) as Secretarial Auditors of the Company for a term of
ve (5) consecutive Financial Years commencing from Financial Year 2025-26 to Financial
Year 2029-30.
M/s Chandrasekaran Associates, Company Secretaries have con rmed that
they are not disquali ed to act as Secretarial Auditors of the Company.
The Secretarial Audit Report for the Financial Year ended March 31,
2026, is attached herewith as Annexure - 4 and forms an integral part of this
Annual Report. The Secretarial Audit Report is self-explanatory and does not contain any
quali cation or reservation.The Auditors'
Report being self-explanatory does not call for any further comments
from the Board of Directors.
III. Cost Auditors
In terms of the Section 148 of the Companies Act, 2013 read with
Companies (Cost Records and Audit) Rules, 2014, the Company is required to maintain cost
accounting records and get them audited every year.
Accordingly, such accounts and records were made and maintained for the
Financial Year ended March 31, 2026.
The Board of Directors, basis the recommendation of the Audit
Committee, re-appointed M/s A.G. Agarwal &
Associates, Cost and Management Accountants, as Cost Auditors of the
Company for the Financial Year ending on March 31, 2027, at a fee of Rs. 2,00,000/-
(Rupees Two Lakh Only) plus applicable taxes and reimbursement of out of pocket expenses
subject to the rati cation of the said fees by the Members at the ensuing Annual
General Meeting.
ANNUAL RETURN
Pursuant to the Section 92(3) of the Companies Act, 2013, the draft of
Annual Return of the Company in Form MGT-
7 is available on the website of the Company at https://
media.lalpathlabs.com/2026-06/8482c01a-a79d-4e48-b100-ab54c2b73671.pdf.
RELATED PARTY TRANSACTIONS
In compliance with the requirements of the Companies
Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 your Company has formulated a Policy on Related Party Transactions which
is available on Company's website at https://media.lalpathlabs.
com/2026-02/e2734ad1-6dc6-4e03-991d-62ad36076310.pdf.
The Policy intends to ensure that proper reporting, approval and
disclosure processes are in place for all transactions between the Company and its Related
Parties. All Related
Party Transactions are placed before the Audit Committee for review and
approval. Prior omnibus approval is obtained for Related Party Transactions, which are of
repetitive nature and / or entered in the ordinary course of business and are at arm's
length.
All Related Party Transaction entered during the year were in ordinary
course of business and are at arm's length. No Material Related Party Transaction as per
the limits speci ed under the Companies Act, 2013 and/ or SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, was entered
during the year under review by your Company.
Accordingly, the disclosure of Related Party Transactions as required
under Section 134(3)(h) of the Companies Act, 2013 in Form AOC-2 is not applicable.
LOANS, GUARANTEES AND INVESTMENTS
In terms of the provisions of Section 186 of the Companies Act, 2013
read with Companies (Meeting of Board and its Powers) Rules, 2014 and Schedule V of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, details of
Investments are set out at Note No.49 to the Standalone Financial Statements of the
Company.
During the year under review, the Company has not given any loan or
provided any guarantees pursuant to Section 186 of the Companies Act, 2013.
RISK MANAGEMENT
Your Company recognizes that risk is an integral part of business and
is committed to manage the risks in a proactive and ef cient manner. Your Company
periodically assesses risk elements in the internal and external environment and
incorporates risk treatment plans in its strategy, business and operational plans.
Your Company, through its Risk Management Policy, strives to contain
impact and likelihood of the risks within the risk appetite as agreed from time to time
with the Board of Directors. The Company has a Risk Management Committee to identify
elements of risk in different areas of operations; the details of the Risk Management
Committee are given in the Corporate Governance Report forms an integral part of this
Annual Report.
WHISTLE BLOWER MECHANISM
Your Company has a Whistle Blower Mechanism in place as required under
Section 177 of the Companies Act, 2013 and Regulation 22 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015. More details in this regard have been
outlined in the Corporate Governance Report annexed to this report and are also available
under Investors
Section on the Company's website at: www.lalpathlabs.com.
CORPORATE SOCIAL RESPONSIBILITY
For your Company, Corporate Social Responsibility (CSR) means the
integration of social, environmental and economic concerns in its business operations. CSR
involves operating Company's business in a manner that meets or exceeds the ethical,
legal, commercial and public expectations. In alignment with vision of the Company,
through its CSR initiative, your Company will enhance value creation in the society
through its services, conduct and initiatives, so as to promote sustained growth for the
society.
The Board of Directors of your Company has formulated and adopted a
policy on CSR which can be accessed at: https://
uat-cdn.drlallab.com/2023-06/CSR-Policy.pdf.
The CSR Policy of your Company outlines the Company's philosophy
for undertaking socially useful programs through the creation of a CSR Trust for welfare
and sustainable development of the community at large as part of its
CSR Obligation.
The composition of CSR Committee and the disclosures as per Rule 8 of
the Companies (Corporate Social Responsibility Policy) Rules, 2014 as amended from time to
time are provided in the Annual Report on CSR Activities attached herewith as Annexure
- 5 and forms an integral part of this Annual Report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management Discussion and Analysis (MDA) Report gives details of
the overall industry structure, developments, performance and state of affairs of the
Company's business and other material developments during the Financial Year. The MDA
report for the Financial Year 2025-26 is attached herewith as Annexure - 6 and
forms an integral part of this
Annual Report.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
In compliance with the provisions of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Business Responsibility and Sustainability
Report (BRSR) alongwith reasonable assurance on BRSR Core for Financial Year 2025-26 is
attached herewith as Annexure - 7 and forms an integral part of this Annual Report.
CORPORATE GOVERNANCE REPORT
In compliance with the provisions of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 a separate report on Corporate Governance for
the Financial Year 2025-26 along with a certi cate from the Practicing Company Secretary
on its compliance, is attached herewith as Annexure - 8 and forms an integral part
of this Annual Report.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place an Anti-Sexual Harassment Policy in compliance
with the requirements of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 ("the POSH Act").
The Company has complied with the provisions relating to the
constitution of Internal Complaints Committee (ICC) as speci ed under the POSH Act.
The Company conducts sessions for employees to build awareness amongst
employees about the Policy and the provisions of the POSH Act.
Status of Complaints under the POSH Act during the Financial Year
2025-26 is detailed below:
Particulars |
Number |
| Number of complaint(s) of sexual harassment
received in the year |
1 |
| Number of complaint(s) disposed off during
the year |
1 |
| Number of case(s) pending for more than
ninety days |
- |
| Number of case(s) pending at end of Financial
Year |
- |
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
The information on conservation of energy, technology absorption,
expenditure on R&D, and foreign exchange earnings and outgo as stipulated under
Section 134 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, is
set out hereunder:
(A) CONSERVATION OF ENERGY
Steps taken or impact on conservation of energy, Step taken by the
Company for utilising alternate source of energy and Capital Investment on energy
Conservation equipment:
I. Maintaining the Power Factor up to 0.99 at locations of high
consumption.
II. Labs/ PSC locations are equipped with LED Lights for saving energy
in past years and all new labs are equipped with LED only.
III. Installed R32 refrigerant operated Inverter AC systems across the
operations of the Company, which helps in conserving Ozone layer. IV. Automatic phase
sequence corrector panel installed in all locations for saving the Diesel consumption. V.
De-scaling of Chillers is being done semi-annual for better ef ciency & saving the
energy. VI. RO wastewater recycling has helped in saving approx. 9125.3 KL of water in
Financial Year 2025-26.
VII. ETP (Effluent Treatment Plant) installed in all satellite labs for
wastewater treatment throughout the year to treat the liquid waste of labs, for keeping
the environment clean.
VIII. In accordance with BMW Guidelines, all locations are equipped
with Advance Autoclave by which Temperature, Pressure & Time are recorded
automatically in graph and data.
IX. During Financial Year 2025-26, we have installed 42 KW Solar plant
in Panchkula & Cochin lab. The Total current installed capacity of Solar power
Plant(s) is 3.22 MW.
X. Commissioned 17 New CPCB IV Compliant DG in Pan India labs for
reducing the carbon footprints.
XI. On-delay timers installed in electrical rooms of around 71 labs for
protecting and extending to protect and extend the life of AC systems by reducing both
energy consumption and maintenance requirements.
XI. Our solar plants generated 34.60 Lakh KWH of green energy during
Financial Year 2025-26, directly displacing grid sourced electricity and resulting in the
elimination of 2,515 Metric Tonnes of CO2 emissions during the year.
(B) TECHNOLOGY ABSORPTION
(i) Imported Technologies:
Processes / Technologies |
Description |
Date of Adoption or Import |
Absorption |
Benefits |
| 1. Bioinformatics: In-house Software
Development - MitoMIGHTTM |
Implementation of an end-to-end
mitochondrial whole genome analysis software, which has a user-friendly interface, is
cost-effective and compatible with multiple platforms with a quick turnaround time
scalable to be used by small/medium sized labs/hospitals for reporting Mitochondrial
Disorders. |
Sep, 2025 |
Fully |
High Sensitivity detection compared to other
analysis softwares available in the market Optimized Toolstack |
|
|
|
|
• Patient specific variant calling with
reduced data noise |
|
|
|
|
• Deep Annotation |
|
|
|
|
Enterprise-Scale CLI |
|
|
|
|
Supports both Paired End (Illumina/MGI)
& Single End (Ion Torrent) sequencing platforms |
|
|
|
|
Enterprise-Scale Graphical User Interface
(GUI), which is easy to use by Doctors with no Bioinformatics knowledge |
| 2. Histopathology processing Non toxic
Fixative |
Extensive validation of an alternative non
toxic, alcohol based, xative to formalin. |
Feb, 2025 |
Partial* |
Reduced toxicity better safety for technical
staff, attendants and doctors working in grossing and processing areas. |
|
|
|
|
Better disposal safe for the environment ESG
impact. |
|
|
|
|
• Reduction in processing time by
reduction in number of steps required for alcohol, thus improving turn around times. |
|
|
|
|
Foreseeing reduction in costs of processing
the alcohol steps by reduction in the processing steps in alcohol |
| 3. Data analytics - Smart Culture reporting
algorithm for culture - Micro Intellisense |
Built inhouse culture reporting algorithm
for reporting antimicrobial resistance |
Sep, 2025 |
Fully |
Fully customized AI-powered platform for
culture reporting algorithm. |
|
|
|
|
Incorporates the PK/PD insights + CLSI 2025
guidelines (Clinical and Laboratory Standards Institute), PK/PD (Pharmacokinetics and
pharmacodynamics of the antibiotics). |
|
|
|
|
Enhanced Insights: BMQ Value, (breakpoint to
MIC quotient) Reflects the predicted ef cacy of the drug |
|
|
|
|
• Added clinical recommendations for
resistant strains |
|
|
|
|
Supports Antimicrobial resistance
stewardship - AI-driven MIC predictions & tiered antibiotic recommendations for
rational prescribing |
|
|
|
|
Customized, organism & drug-speci c
clinical comments for better decision- making |
| 4. Comprehensive Complement testing by
state-of-the-art immunoturbidimetric and |
Complement measures as C3, C4, |
testing Nov, 2025 important immune proteins
such and C5, |
Fully |
Asia's First Comprehensive Complement
Testing Lab Strengthens diagnosis of autoimmune disorders, early diagnosis and treatment
dysregulation and over activation of the complement system are major causes of a variety
of inflammatory and autoimmune diseases. |
| ELISA platforms |
helping identify whether the immune response
is overactive, or malfunctioning, a vital step in diagnosing and autoimmune immune
underactive, managing diseases and disorders early. |
|
|
|
|
|
|
|
Complement assays (CH50, AH50, C3, C4, C5,
alternative pathway factors) provide functional and quantitative insights into immune
activation. These results guide when to initiate treatment, what treatment to choose, and
how well a therapy is working. |
|
|
|
|
These tests are valuable in: |
|
|
|
|
1. Nephropathies |
|
|
|
|
2. Systemic lupus erythematosus (SLE) |
|
|
|
|
3. Graft rejection/ Transplant segment |
|
|
|
|
4. Sepsis |
|
|
|
|
5. Multi-organ failure |
|
|
|
|
6. Age-related macular degeneration (AMD) |
|
|
|
|
7. Pediatrics- Immune de ciencies upto |
|
|
|
|
10% of primary immune de ciencies are
related to complement |
*The alternative fixative has been validated technically and piloted
and in use for a segment of biopsy samples. Not been implemented across all sites.
(ii) Other locally sourced Technologies: Sovaaka – Science behind
wellness
Launch of Sovaaka a Premium healthcare program backed up by
state-of-the-art technology. The overall program is designed with a perfect blend of
technology, clinical excellence & enhanced customer experience as the core themes of
the program. Technology being one of the core drivers provides a seamless end to end
journey for a customer not only during the visit but in the follow up journey as well. The
report which is provided to the patient is in itself a blend of multiple new age techs
like AI, image processing & personalized recommendations. The report is also enriched
with a hybrid presentation of Pathology & Radiology tests in the same report. The
platform is also integrated with a cloud storage having Vendor Neutral architecture (VNA)
& a platform agnostic DICOM viewer. This has enabled us to deliver niche, tailored
experience for customers. It is a new benchmark in luxury healthcare with advanced
diagnostics, high end technology, priority access and concierge medical services.
Data centre Transformation
During the Year, the Company launched a paradigm shift in its
technology infrastructure, transforming its operations into an AI- rst healthcare delivery
engine. By architecting a uni ed, next-generation tech stack across both its primary data
centre and disaster recovery sites, the Company has established a core ecosystem
explicitly optimized for intensive AI-driven diagnostics, predictive health analytics, and
advanced medical imaging workloads. This future-ready framework enhance the performance of
business critical applications.
At the foundation of this AI-evolution is a high-throughput,
low-latency data architecture: cutting-edge servers, fast processing storages & Ultra
high speed network. The infrastructure guarantees seamless, real-time data feeding for
complex AI models. This transformation grants the Company a highly elastic hybrid
advantage, allowing complex cognitive models to scale seamlessly across localized data
environments and public cloud platforms.
Bot-as-a-Service (BaaS): Agentic Bots to enhance Cx Introduction of
intelligent autonomous Bots for transforming the patient experience & further boosting
the engagement. The next generation digital agents are not just traditional chat bots, in
fact they go one step ahead as by the use of GenAI & curated healthcare models they
act autonomously & provide better understanding of the customer needs, proactively
managing seamless interactions across all touchpoints i.e. Website, Patient App, Point of
Sale. The ef cient use of GenAI has solved many a business problem & resulted in
multi-front improvements i.e.
Prescription analysis use of LLMs to transform the prescription to
order journey Enhanced lead generation daily increase of 650 leads with an
automated 30% conversion as well
Reduction in manual call handling 90% of calls are being
answered through agentic Bots which were earlier handled manually
CCE With the Agentic Bots scalability, CCE ef ciency has increased
signi cantly & there is a drastic reduction in Average call handling time
(AHT)
Unified Communication engine seamless Cx
Creation of a unified tech platform for the management of all the
communications with the customers across all omni channels, across all digital touchpoints
& all modes of communications.
This initiative is directly aimed to maintain a seamless experience for
customers. The platform is built on latest microservice architecture, compliant with fully
scalable & performance-oriented design.
This ensures seamless delivery of multimillion communications. Smart
intelligence of the platform ensures 100% of the communication delivered as it enriched
with fallback mechanism across channels & telecom provider levels. One of the most
prominent delivery under this initiative is to bring in WhatsApp at the forefront of
communication of all major events in customer life cycle i.e. Home collection bookings,
slot management, report deliver, invoices, NPS, alerts & noti cations.
This has helped in strengthening brand trust and customer engagement.
AI enabled SEO engine organic growth strategy
Company Deployed an AI-powered SEO engine to dynamically optimize
content, improve search rankings, enhance organic discovery & expand geographic reach.
Leveraging data-driven insights and automation, it enables faster content scaling and
sustained growth in organic traf c. It continuously analyses search trends and user intent
to re ne keyword strategies and content relevance in real time. It is aimed to increase
the organic share and generate incremental leads for the organization.
This has enabled Company to go for a hyperlocal approach with a launch
in 140+ cities, contributing with an increase of 9% in overall traf c.
Diagnostics as a service – ‘Advanced Smart Culture Reporting
System'
We took a rst step in offering diagnostics as a service with the
development & launch of in house platform of ‘Advanced Smart Culture Reporting
System'. The platform developed is one of its kind with a lot of additional
information & scienti c insights are provided on the report generated for culture
tests. The solution is based on CLSI, EUCAST
& FDA guidelines. The platform is planned to be offered to the
industry on SaaS model. Company can target Diagnostic labs, Private hospitals,
Healthcare networks etc. The platform is built on a modular &
scalable architecture & is LIS agnostics.
It empowers Company to a unique positioning of
Clinical logic + reporting in the market.
(C) Expenditure incurred on Research and Development: Rs. 48.55
Million (D) Foreign exchange earnings and outgo:
Particulars |
Amount (Rs. In Million) |
| Foreign Exchange Earnings |
321.21 |
| Foreign Exchange Outgo |
47.78 |
INTERNAL FINANCIAL CONTROLS
Your Company has in place an adequate internal nancial control
framework with reference to nancial and operating controls thereby ensuring orderly and ef
cient conduct of its business, including adherence to the Company's policies,
safeguarding of its assets, prevention and detection of frauds and errors, accuracy and
completeness of accounting records, and timely preparation of reliable nancial
information.
During Financial Year 2025-26, such controls were tested and no
reportable material weakness in the design or operation was observed.
The Directors have in the Directors Responsibility Statement con rmed
the same to this effect.
SIGNIFICANT/ MATERIAL ORDERS PASSED BY THE REGULATORS
There are no signi cant/ material orders passed by the
Regulators or Courts or Tribunals impacting the going concern status of
your Company and its operations in future.
CHANGE IN NATURE OF BUSINESS
There was no change in the nature of business of the Company during the
Financial Year 2025-26.
COMPLIANCE OF SECRETARIAL STANDARDS
The Company has duly complied with Secretarial Standards issued by the
Institute of Company Secretaries of India on Meetings of the Board of Directors (SS-1) and
Members (SS-2).
GENERAL DISCLOSURE
- During the year under review, there is no application made and/ or no
proceeding pending under the Insolvency and Bankruptcy Code, 2016.
- During the year under review, requirement of disclosing details of
difference between amount of the valuation done at the time of onetime settlement and the
valuation done while taking loan from the Banks or Financial
Institutions along with the reasons thereof is not applicable on the
Company.
- Your Company is in compliance with the provisions of the
Maternity Bene ts Act, 1961 for the year under review.
APPRECIATION
Your Directors wish to convey their gratitude and place on record their
appreciation for all the employees at all levels for their hard work, solidarity,
cooperation and dedication during the year.
Your Directors sincerely convey their appreciation to customers,
shareholders, vendors, bankers, business associates, regulatory and government authorities
for their continued support.
|
For and on behalf of Board of Directors |
|
(Hony) Brig Dr Arvind Lal |
| Place: Gurugram |
Executive Chairman |
| Date: April 30, 2026 |
DIN: 00576638 |
|