Cian Healthcare Limited successfully conducted its 22nd Annual General Meeting on December 17, 2025, where shareholders unanimously approved key corporate governance matters including the adoption of FY25 financial statements and important auditor appointments. The meeting was held through video conferencing under the chairmanship of Resolution Professional Roshen Chordiya, reflecting the company's current status under Corporate Insolvency Resolution Process (CIRP).

AGM Proceedings and Attendance

The virtual meeting commenced at 10:00 AM IST and concluded at 10:40 AM IST, including a 15-minute e-voting period. The company had 1,723 members as of the December 10, 2025 cut-off date. Key attendees included Resolution Professional Roshen Chordiya as Chairman, suspended Managing Director Suraj Shriniwas Zanwar, and key managerial personnel including Compliance Officer Bhushan Ramesh Kulkarni and Chief Financial Officer Kalyani Vijay Chordia.

Key Resolutions Approved

Shareholders approved three ordinary resolutions with unanimous support, demonstrating strong confidence in the proposed corporate actions:

The first resolution involved adopting audited standalone and consolidated financial statements for the financial year ended March 31, 2025, including Balance Sheet, Statement of Profit & Loss, Cash Flow Statement, and Statement of changes in Equity, along with the Resolution Professional's report and Auditors' report.

Auditor Appointments and Professional Services

A significant development was the appointment of KNG C and Associate LLP as secretarial auditors for a five-year term. The firm brings over five years of professional experience specializing in secretarial audit, due diligence, assurance audit, corporate compliance management, representation services, and transaction advisory services.

Additionally, shareholders ratified the remuneration of Suraj Lahoti Associates (FRN: 101489) as Cost Auditor for the financial year 2025-2026, ensuring continuity in the company's audit framework.

Voting Process and Results

The company provided both remote e-voting and e-voting during the AGM to ensure maximum shareholder participation. The remote e-voting period was conducted from December 13, 2025 (9:00 AM) to December 16, 2025 (5:00 PM), with additional voting facility available during the meeting.

Nikhil Umesh Karwa, Partner at KNG C and Associate LLP, served as the scrutinizer for the voting process. All three resolutions received 647,784 votes in favor with zero votes against, representing 100% approval from participating shareholders. The voting results demonstrated strong shareholder confidence despite the company's CIRP status.

Corporate Governance Under CIRP

The meeting highlighted the company's commitment to maintaining corporate governance standards while under Corporate Insolvency Resolution Process. Resolution Professional Roshen Chordiya provided insights into the company's background, CIRP status, and financial performance for 2024-25, along with operational highlights and future outlook.

The successful conduct of the AGM with unanimous approval of all resolutions indicates stakeholder confidence in the resolution process and the company's governance framework during this transitional period.

Cian Healthcare has released its audited consolidated financial statements for the fiscal year ending March 31, 2025, but the report comes with significant caveats. The company's auditors, M/s. S S R C A & Co., Chartered Accountants, have issued a disclaimer of opinion, citing insufficient evidence due to the ongoing Corporate Insolvency Resolution Process (CIRP) affecting both Cian Healthcare and its wholly-owned subsidiary, Dr. Smiths Biotech Private Limited.

Key Highlights

• Auditors unable to form an opinion on consolidated financial statements
• Extensive limitations cited, including incomplete records and unverified inventory valuations
• CIRP process ongoing for both Cian Healthcare and its subsidiary
• Delay in filing consolidated financial statements due to subsidiary's CIRP status

Auditor's Disclaimer

The auditors highlighted several critical issues that prevented them from forming an audit opinion:

1. Incomplete records
2. Unverified inventory valuations
3. Missing documentation for assets and liabilities
4. Inability to assess the company's status as a going concern

These limitations stem from the CIRP process, which has significantly impacted the company's ability to maintain and provide comprehensive financial records.

Corporate Insolvency Resolution Process (CIRP) Impact

The CIRP has had far-reaching consequences for Cian Healthcare:

• The company's wholly-owned subsidiary, Dr. Smiths Biotech Private Limited, was admitted to CIRP on April 28, 2025, by order of the National Company Law Tribunal (NCLT).
• This development has prevented the retrieval of financial information for the subsidiary for the half-year and full year ended March 31, 2025.
• The situation has led to delays in finalizing and filing the audited consolidated financial statements.

Management's Response

Despite these challenges, Cian Healthcare's management, represented by Resolution Professional Roshen Chordiya, has emphasized their commitment to transparency and adherence to regulatory requirements. The company has pledged to:

• Keep all stakeholders informed of material developments in a timely manner
• Ensure compliance with prescribed regulatory timelines moving forward

Investor Considerations

The disclaimer of opinion and the ongoing CIRP process raise significant concerns about Cian Healthcare's financial health and operational stability. Investors and stakeholders should exercise caution and carefully consider these factors when evaluating their positions or making investment decisions related to the company.

As the CIRP process continues, further updates and potential restructuring efforts will be critical in determining the company's future trajectory and financial viability.

Note: The financial statements and auditor's report are available on the company's website at www.cian.co.in for detailed review by interested parties.