DIRECTORS REPORT

Dear Members,

Your Directors have pleasure in presenting herewith the 7^th Annual Report on the business of the Company together with the
Audited Financial Statements for the financial year ended March 31,2023.

OUR BUSINESS

Vanta Bioscience Limited (VBS) is a preclinical contract research organization, offering a host of preclinical safety assessment
services for clientele from Pharmaceutical, Medical Devices, Nutraceuticals, Feed Additive, Biotech, Agrochemicals, Cosmetics,
and Chemical industries. In addition, we also provide risk assessment services for evaluating the safety of the Active
Pharmaceutical Ingredients (API), excipients, extractable and leachables including pharmaceutical impurities resulting due to
manufacturing process or due to degradation of the product. VBS also provides expert services for determination of health based
exposure limits (e.g. permitted daily exposure (PDE) or allowable daily exposure (ADE) including occupational exposure limits
(OEL) for pharmaceutical manufacturers.

FINANCIAL HIGHLIGHTS

The following are the financial highlights of the Company:

There were no changes in the nature of business of the Company.

CORPORATE INSOLVENCY RESOLUTION PROCESS (CIRP)

CIRP Proceedings were initiated on the Company vide order of Hon'ble National Company Law Tribunal, Hyderabad Bench
(“NCLT”) dated 27.04.2022 pursuant to which the Board of the Company was suspended and the powers were vested with the
appointed IRP. The said order was challenged and appealed by the Promoters of the Company before the National Company
Law Appellate Tribunal (“NCLAT”) and the Bench had given an interim stay on the CIRP Proceedings and later upheld the order of
NCLT and the CIRP was initiated again. The matter then went to the Hon'ble Supreme Court and during the course of the
proceedings before the Supreme Court, the Parties have settled the entire dispute and the Promoter has undertaken to pay a
total amount of Rs. 90 Lakhs to the operational creditor which shall be full and final settlement of all claims and demands of the
respondent, in multiple tranches upto May 15, 2023 as specified in the order dated February 10, 2023 of the Hon'ble Supreme
Court. The order of Supreme court, considering the settlement terms have further directed that the impugned order of NCLT
dated 27.04.2022 and NCLAT dated 09.01.2023 shall stand set aside conditional on the appellant observing the schedule for
payment.

The said payment as directed by the Hon'ble Supreme Court was duly made to the operation creditor and the matter stands
resolved. Accordingly, the Board of the Company was duly revived and the operations were carried out by the Board post the said
order.

DIVIDEND

The Board has not recommended any dividend for the financial year 2022-23.

TRANSFER TO RESERVES

No amount has been transferred to general reserves during the year under review. Reserves and Surplus are disclosed in Note 4
of the financial statements.

DEPOSITS

The Company has neither accepted nor renewed any deposits from public as defined under the provisions of Companies Act,
2013 and Companies (Acceptance of Deposits) Rules, 2014. However, the Company has outstanding loans from Mr. Dopesh
Raja Mulakala (DIN 01176660), Managing Director of the Company. The Company has further taken unsecured loan from
Mr. Simhadri Chandra Sekhar Rao, Promoter of the Company in pursuance to the stipulation imposed by bank on the Promoter.
Details of the above said borrowings are mentioned in Note 6,7 and 34 of the financial statements

SUBSIDIARIES AND ASSOCIATE COMPANIES

Your Company has 1 subsidiary and 1 associate company, details of which are given below:

VANTA CLINICAL RESEARCH LIMITED (“VCRL”)

VCRL is a Wholly Owned Subsidiary of Vanta Bioscience Limited incorporated on September 12, 2018 with the object of dealing
in the business of Research & Development in the field of discovery and development of drugs, biologicals, vaccines, gene-
based therapies in vitro, ex-vivo and in vivo techniques for screening and evaluation of drugs, dermaceuticals and cosmetics,
clinical data management, statistical analysis, pharmacovigilance, medical writing, bio informatics, computer-aided drug
designing, biotechnology, life sciences, diagnostic services and such other similar activities.

The paid up capital of VCRL as on March 31,2023 was Rs. 3,00,00,000/-. There were no operations during the year under review.
The Company had incurred a total expenditure of Rs. 1,15,166/- and accordingly had a Loss after Tax Rs. 1,15,166/-

VCRL is a 100% subsidiary of our Company and has contributed accordingly to the overall performance of the Company.

VAYAM RESEARCH SOLUTIONS LIMITED (“VAYAM”)

Vayam was incorporated with the object of carrying business of providing research and development, full range of clinical studies
in the areas of pharmaceuticals industry, agro, chemical, food cosmetics and medical devices.

As on March 31,2023, VCRL holds 30,00,000 equity shares of Rs. 10/- each which is 36.04% of the total shareholding of Vayam.
Accordingly, Vayam is an in-direct associate of Vanta Bioscience Limited.

The paid up capital of Vayam as on March 31, 2023 was Rs. 8,32,40,000/-. The total revenue earned during the year was
Rs. 1,16,54,408/- as against a total expenditure of Rs. 7,21,07,333/-. The loss after tax was Rs. 6,19,77,880/-

Vayam is an indirect associate of our Company and has accordingly contributed to the overall performance of the Company.

During the year under review, there was no change in the shareholding of VCRL in Vayam of 36%.

The statement containing the salient features of the subsidiaries, its highlights of performance and their contribution to the overall
performance of the Company as per sub-sections (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014 and
other applicable provisions of the Companies Act 2013 are disclosed in Form AOC-1 and the same is herewith annexed as
Annexure - I to this report.

The Annual Report of the Company, containing therein its standalone and the consolidated financial statements has been placed
on the website of the Company www.vantabio.com. Further, audited annual accounts of each of the subsidiary companies have
also been placed on the website of the Company. Shareholders interested in obtaining a physical copy of the audited annual
accounts of the subsidiary companies may write to the Company Secretary requesting for the same.

Except as stated above, there were no associates or joint ventures of the Company as on the end of financial year March 31,
2023. There were no companies which have ceased to be our subsidiaries, joint ventures or associate companies during the
financial year 2022-23.

DETAILS OF DIRECTORS

In accordance with the provisions of Section 152 of the Companies Act, 2013, Mr. Mohan Krishna Mulakala (DIN: 01448535), \
Director of the Company is liable to retire by rotation, being eligible offers himself for re-appointment.

Owing to CIRP, the Board of the Company was suspended and the Company was run by Interim Resolution Professional, Mr.
Kurapati S Chowdary Accordingly, there were no changes in the composition of the Board of the Company post the order of
Hon'ble Supreme Court dated February 10, 2023.

During the year under review, Mr. Zoheb S Sayani resigned as the Company Secretary of the Company w.e.f September 15,
2022 and Ms. Vidisha Vimal Hingu was appointed as the Company Secretary w.e.f September 15, 2022, subsequently Ms.
Vidisha Vimal Hingu resigned as a Company Secretary w.e.f July 10, 2023

Apart from above, there were no changes that took place on the Board and the KMPs of the Company.

Post the completion of financial year, Mr. Dopesh Raja Mulakala (DIN: 01176660) and Mr. Vyasmurti Madhavrao Shingatgeri

(DIN: 07728757) were re-appointed as Managing Director and Whole Time Director of the Company respectively subject to the
approval of the shareholders. The said items form part of the Notice of the 7th AGM of the Company.

INDEPENDENT DIRECTORS

The Independent Directors of the Company have given the declaration and confirmation to the Company as required under
Section 149(7) of the Companies Act, 2013 and Regulation 25(8) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 confirming that they meet the criteria of independence and that they are not aware of any circumstance or
situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an
objective independent judgement and without any external influence.

Except Mr. Yogeswara Rao Danda (DIN:00694803), all Independent Directors are exempted/passed the online proficiency self
assessment test.

Mr. Yogeswara Rao Danda shall complete the online proficiency self assessment test with the time lines and upon payment of the
requisite amount as mentioned in the Act

DETAILS OF KEY MANAGERIAL PERSONNELS

Mr. Dopesh Raja Mulakala, Managing Director (DIN: 01176660), Dr. Vyasmurti Madhavrao Shingatgeri, Whole Time Director
(DIN: 07728757), Mr. Venkata Sathya Murali Dokka, Chief Financial Officer and Ms Vidisha Vimal Hingu, Company Secretary are
Key Managerial Personnels of the Company as on 31.03.2023.

MEETINGS OF THE BOARD AND COMMITTEES

The powers of the Board were suspended owing to the CIRP process in the Company. Accordingly, all the powers of the Board
were vested with the IRP

Thus, there were no Board Meetings or committee meetings of Directors during the year per se as the Board and the Committees
were suspended owing to CIRP.

BOARD EVALUATION

The said evaluation was done post the order of Hon'ble Supreme Court setting aside the orders of NCLT and NCLAT which order
initiation/continuation of CIRP on the Company.

STATUTORY AUDITORS

M/s. Mathesh & Ramana, Chartered Accountants (FRN 002020S) were appointed as the statutory auditors of the Company by
the members in their 2nd AGM held on August 21,2018 for a period of 5 years from the conclusion of the 2nd Annual General
Meeting of the Company held on August 21,2018 till the conclusion of 7th Annual General Meeting. Accordingly, the said auditors
have carried out the audit for FY 2022-23.

The term of the said auditors expire at the conclusion of the 7th AGM of the Company. The Board hereby recommends their
appointment for a further period of 5 years i.e. from the conclusion of the 7th AGM till the conclusion of the 12th AGM of the
Company, subject to the approval of shareholders.

The said auditors have provided the requisite consent and eligibility confirmation in accordance with the provisions of the
Companies Act, 2013.

AUDITORS' REPORT

The Auditors' Report does not contain any qualifications or remarks. However, the report has certain observations w.r.t to the
CIRP Process, bank defaults and cash losses.

The said observations are owing to the CIRP Process on the Company. The Company is in the process of taking necessary steps
in connection with the same and to regularize the same.

Notes to Accounts and Auditors remarks in their report are self-explanatory and do not call for any further comments. Further
details are also disclosed at various places in this Boards Report

There were no frauds reported by the Statutory Auditors of the Company during the year under review.

SECRETARIAL AUDIT REPORT

Putcha Sarada, Practicing Company Secretary were appointed to conduct the secretarial audit of the Company for the financial
year 2022-23, as required under Section 204 of the Companies Act, 2013 and rules there-under. The secretarial audit report for
FY 2022-23 forms part of this Annual Report as Annexure - II.

There are certain observations, qualifications or remarks in the report. The said lapses are owing to the CIRP Process/litigation
on the Company and the cascading effect of the same. The CIRP process was on hold/stayed owing to the matter going to NCLAT
and the supreme court. The Company is in the process of taking necessary steps in connection with the same and to regularize
the same. The Company shall ensure that such lapses/non-compliances shall not incur in the future.

CHANGES IN THE AUTHORIZED AND PAID UP CAPITAL

The Authorized Share Capital of the Company is Rs. 7,50,00,000/- (Rupees Seven Crore and Fifty Lakhs only) and the paid up
capital of the Company as at the end of the financial year was Rs.6,31,20,000/- (Rupees Six Crore Thirty-One Lakh and Twenty
Thousand Only) comprising of 63,12,000 (Sixty-Three Lakh and Twelve Thousand) equity shares of Rs. 10/- (Rupees Ten Only)
each.

During the year under review, there was no change in the authorized and paid up share capital of the Company.

AUDIT COMMITTEE

Post the order of Hon'ble Supreme Court and revival of the Board, the Company has a duly constituted Audit Committee. The
Audit Committee comprises of:

The Committee inter alia reviews the Internal Control System, Reports of Internal Auditors and Compliance of various regulations
and all other matters as required under the Companies Act and SEBI (LODR) Regulations. The Committee also reviews the
financial statements before they are placed before the Board. The Board of Directors of the Company have accepted all the
recommendations given by the Audit Committee.

STAKEHOLDERS' RELATIONSHIP COMMITTEE

Post the order of Hon'ble Supreme Court and revival of the Board, the Company has a duly constituted Stakeholders
Relationship Committee. The Stakeholders' Relationship Committee comprises of:

NOMINATION AND REMUNERATION POLICY

Post the order of Hon'ble Supreme Court and revival of the Board, the Company has a duly constituted “Nomination and
Remuneration Committee”. The Committee has formulated a policy which provides for Directors' appointment and remuneration,
including criteria for determining qualifications, positive attributes, independence of a Director and other matters and proper
systems for identification, appointment of Directors & KMPs, Payment of Remuneration to them and evaluation of their
performance and to recommend the same to the Board from time to time.

The Nomination and remuneration policy of the Company available on the website of the company at www.vantabio.com. There
was no change in the policy during the year under review.

The Nomination and Remuneration Committee include the following:

CORPORATE SOCIAL RESPONSIBILITY

The provisions of Section 135 of the Companies Act, 2013 in connection with corporate social responsibility are not applicable to
the Company.

VIGIL MECHANISM

Pursuant to the provisions of Section 177(9) & (10) of the Companies Act, 2013 and the applicable SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, a Vigil Mechanism or Whistle-Blower Policy for directors, employees and other
stakeholders to report genuine concerns has been established. The same is also uploaded on the website of the Company -
www.vantabio.com

RISK MANAGEMENT POLICY

The Risk Management is overseen by the Audit Committee of the Company on a continuous basis. The Committee oversees
Company's process and policies for determining risk tolerance and review management's measurement and comparison of
overall risk tolerance to established levels. There are no material risks which threaten the very existence of the company.

INTERNAL FINANCIAL CONTROLS

The Company has adequate internal financial controls which commensurate with the size of the business of the Company.

The Board had appointed M/s. V Ramachandra Rao., Chartered Accountants (M. No 203292) as the Internal Auditor of the
Company for conducting the Internal Audit of the Company for a period of two financial years i.e., 2022-23 and 2023-24.
Accordingly, they have carried out the internal audit for FY and 2023-24. There were no observations or remarks reported by the
said auditors of the Company during the year under review.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134 (5) of the Companies Act, 2013 Your Directors' confirm that:

i. in preparation of annual accounts for the financial year ended March 31,2023 the applicable accounting standards have
been followed along with proper explanation relating to material departures;

ii. the Directors have selected such accounting policies and applied them consistently and made judgments and estimates
that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the
financial year ended March 31,2023 and of the profit and loss of the Company for the year;

iii. the Directors have taken proper and sufficient care for their maintenance of adequate accounting records in accordance
with the provisions of the Companies Act for safeguarding the assets of the Company and for preventing and detecting fraud
and other irregularities;

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 the Company and that such internal financial
controls are adequate and were operating effectively.

vi. 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.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE OUTGO

Information required under section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules,
2014, is enclosed herewith as Annexure - III.

ANNUALRETURN

Form MGT 7 - the annual return of the Company for FY 2022-23 shall also be uploaded on the website of the Company. The link of
the same is https://www.vantabio.com/investor-relations/

PARTICULARS OF EMPLOYEES

Disclosure under Rule 5 of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 is enclosed as
Annexure - IV.

Pursuant to Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, during the
financial year no employee was in receipt of remuneration of Rs. 1.02 Crore or more, or where employed for part of the year was
in receipt of Rs. 8.5 Lakh or more a month and accordingly disclosure under Rule (2) is not required.

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report as required under Schedule V of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is enclosed as Annexure- V to this report.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The loans, investment and guarantees provided by the Company during the year has not exceeded the limit approved by the
shareholders in accordance with Section 186 of the Companies Act, 2013. The Company is in compliance with the provisions of
Section 186 of the Companies Act.

The Company has investments in its Wholly Owned Subsidiary - Vanta Clinical Research Limited. Details of the same are
disclosed in Note 12 of the financial statements.

LISTING ON SME PLATFORM OF BSE

The equity shares of the Company are listed on the SME Platform of BSE Ltd. The Company confirms that the annual listing fees
to the stock exchanges for the financial year 2022-23 have been paid.

COSTRECORDS

The provisions of cost records as specified by the Central Government under sub-section (1) of Section 148 of the Companies
Act, 2013 are not applicable to the Company.

RELATED PARTY TRANSACTIONS

There were no materially significant related party transactions with the Company's Promoters, Directors, Management or their
relatives, which could have had a potential conflict with the interests of the Company. All related party transactions entered by the
Company under Section 188 of the Companies Act, 2013 are at arm's length and in the ordinary course of business. These
related party transactions have been entered considering the business requirements, administrative convenience and in the best
interest of the Companies.

The Company has entered into any transactions with person or entity belonging to the promoter/promoter group which holds 10%
or more shareholding in our Company. Details of the same are disclosed in Note 34 of the financial statements.

DISCLOSURE OF RELATED PARTY TRASACTIONS WITH SUBSIDIARIES

The Company has invested an amount of Rs. 3,00,00,000/- (Rupees Three Crore Only) towards subscription to the equity shares
of its Wholly owned subsidiary - Vanta Clinical Research Limited. Further, the Company has also entered transactions with both
its subsidiaries- Vanta Clinical Research Limited and Vayam Research Solutions Limited.

Details of all related party transactions with the subsidiary companies are disclosed in Note 33 of the financial statements.
GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on
these items during the year under review:

1. Issue of equity shares with differential rights as to dividend, voting or otherwise.

2. Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

3. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern
status and Company's operations in future.

4. No material changes and commitments affecting the financial position of the Company have occurred between the end of
the financial year and date of report.

5. No change in the nature of business of the Company.

6. There was no instance of one time settlement with any Bank or financial institution.

7. There is no proceeding pending under the Insolvency and Bankruptcy code, 2016. An application was filed under Section 9
of Insolvency and Bankruptcy Code, 2016 before the National Company Law Tribunal, Hyderabad Bench by Mr. S Venkata
Rao (Whole Time Director & CEO of the Company who has resigned w.e.f closing hours of January 04, 2021) alleging to a
default in payment of salary and interest thereon aggregating to Rs. 1.18 Crand seeking initiation of Corporate Insolvency
Resolution Process against the Company. The said dispute has been settled before the Hon'ble Supreme Court and the
matter now stands resolved. The details of the same are given above.

8. There are no shares lying in Demat suspense account or unclaimed suspense account.

The Company has complied with all the provisions of the secretarial standards as applicable to the Company.

The Company being listed on SME Exchange. Para C, D and E of Schedule V of SEBI (LODR) Regulations, 2015 in
connection with disclosures in the annual report are not applicable to the Company.

INSIDER TRADING REGULATIONS

Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, the
code of conduct for prevention of insider trading and the Code for Corporate Disclosures ("Code”), as approved by the Board from
time to time, are in force by the Company. The objective of this Code is to protect the interest of shareholders at large, to prevent
misuse of any price sensitive information and to prevent any insider trading activity by dealing in shares of the Company by its
Directors, designated employees and other employees.

The Company also adopts the concept of Trading Window Closure, to prevent its Directors, Officers, designated employees and
other employees from trading in the securities of Vanta Bioscience Limited at the time when there is unpublished price sensitive
information.

OBLIGATION OF THE COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013

In order to prevent Sexual Harassment of Women at Workplace a new act “The Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013” has been notified on 9th December, 2013. The company has complied with
provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.

The Company has adopted “Anti-Sexual Harassment Policy” constituted “Redressal Committee" as required under section 4 (1)
of Sexual harassment of Women at work place (Prevention, Prohibition and Redressal) Act, 2013.

During the year under review, there were no cases filed/registered pursuant to the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.

ACKNOWLEDGEMENT

Your Directors place on record their appreciation of the continued patronage extended to the Company by bankers, dealers,
customers, suppliers, employees and shareholders. The trust reposed in your Company by its esteemed customers helped
stabilized growth during the year review.

Your Company also acknowledges the support and guidance received from its Bankers, other government agencies during the
year under review and look forward to continuing support.

For and on behalf of the Board

Sd/- Sd/-

Dopesh Raja Mulakala MOHAN KRISHNA MULAKALA

Managing Director Director

DIN: 01176660 DIN: 01448535

September 06, 2023
Secunderabad