The Members
The Board of Directors of your Company is pleased to present their report on the working of the Company for the year ended 31 st March, 2026 together with the Audited Accounts of the Company.
FINANCIAL PERFORMANCE SUMMARY
The Companys Audited Financial Statements as of March 31, 2026, have been meticulously prepared in accordance with the applicable Ind AS, as well as Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations), and the pertinent provisions outlined in the Companies Act, 2013 (the Act).
The summarized financial highlight is depicted below:
( Rs. in crores)
| Particulars | FY 2025-26 | FY 2024-25 |
| Total Revenue | 161.67 | 117.46 |
| Total Expenses | 134.24 | 76.34 |
| Profit/(Loss) before Tax | 27.44 | 41.12 |
| Current Tax | 11.14 | 10.58 |
| Deferred Tax Expenses/(Income) | (2.04) | 1.69 |
| Income Tax Expenses of Previous Year Incurred | - | 0.20 |
| Profit/(Loss) after tax | 18.33 | 28.84 |
> The Total Revenue for the year ended 31.3.2026 was Rs. 161.67 Crores as compared to Rs. 117.46 crores in the corresponding period of the previous year.
> The Total expenses for the year ended 31.3.2026 was Rs. 134.24 Crores as compared to Rs. 76.34 crores in the corresponding period of the previous year.
> The Profit before tax (PBT) amounted to Rs. 27.44 crores as compared to Rs. 41.12 crores in the corresponding period of the previous year.
> The Tax expense amounted to Rs. 9.10 crores as compared to Rs. 12.3 crores in the corresponding period
of the previous year.
> The Profit After Tax (PAT) amounted to Rs. 18.33 crores as compared to Rs. 28.84 crores in the corresponding period of the previous year.
STATE OF AFFAIRS
C2C Advanced Systems is a software-first, innovation-driven technology company delivering end-to-end defense and industrial automation solutions. Our key offerings include.
- MAGI-C4ISR and MAGI-C4IX Platforms - Advanced architectures that integrate command, control, communications, intelligence, surveillance, and reconnaissance.
- Dual-Use Technologies - Capabilities designed for both defense and industrial applications, strengthening diversification and resilience.
- Specialized Technology Centers - Facilities dedicated to command & control, automation, cybersecurity, and data sciences.
Our organizational model operates through business unit-based profit centers, encouraging accountability, entrepreneurship, and leadership development.
CHANGE IN NATURE OF BUSINESS
During the year the company has amended its main objects by adding following objects in the Annual General meeting held on 30 th September, 2025:
1 To engage in the business as a technology-driven innovation company with software development and integration with advanced hardware as the core, specializing in the architecture, design, engineering development, system integration, manufacture, deployment, and support of advanced Command & Control systems, situational awareness platforms and related technologies.
2. To engage in building proprietary platforms and innovations and create Intellectual property that can be applied internally and licensed to third parties.
3. To engage in for building applications for National Security- land, air, water and autonomous, Aerospace, Enterprise, Industrial, Transportation Healthcare, Financial networks, Commerce, and allied sectors.
4. To engage in architecting, designing, and engineering intelligent multi-sensor fusion systems - integrating EO/IR cameras, AESA radars, FMCW LiDARs, RF spectrum analyzers, MEMS-based IMUs, and multi-modal electronic hardware stacks, PLCs, SCADA, DCS - underpinned by edge-to-cloud IIoT frameworks (OPC UA, MQTT, Sparkplug B, TSN), real-time operating systems (RTOS), and containerized microservices. To develop systems that process heterogeneous sensor data through scalable ML/DL pipelines (TensorFlow Lite, PyTorch Edge, ONNX Runtime), AI-driven anomaly detection, zero-trust cybersecurity architectures (NIST 800-53, IEC 62443), and embedded Linux/QNX platforms - enabling autonomous decision loops, predictive threat modeling, dynamic resource allocation, and enterprise-wide digital transformation with sub-second latency.
5. To engage as architect, engineer and develop, integrate, and commercialize C5I (Command, Control, Communications, Computers, Cyber, Intelligence) platforms, including but not limited to combat management systems, communication systems, navigation, surveillance, air/water/land/space domains, and drone/anti- drone/counter-drone control solutions, delivering real-time precision and intelligence for mission-critical operations.
6. To engage and deliver dual-use technologies, re-engineering and retrofitting various national security systems while extending applications to industrial domains, including supply chain management, logistics, enterprise ERP, decision support systems, and smart security solutions for smart cities (e.g. Securiteze, Parkeze), thereby ensuring seamless performance in critical environments of security.
7. To engage and develop advanced Industrial IoT-driven systems for manufacturing, logistics and supply chain and analytics predictive analytics for maintenance. Augmented reality systems for enhancing business operations and training,
8. To engage in building Data networks and frameworks, Analytics leading machine learning and Augmented Intelligence., natural language processing (NLP), and recommender systems-enabling real-time insights, automation, and optimized performance across all sectors.
9. To engage.in Design and architecture of Smart security (ANPR, facial recognition), Computer vision, Digital twin design and implementation
10. To engage in design, manufacture, and supply embedded systems and hardware solutions, including weapon control consoles, multi-function consoles, radar beam steering units, ruggedized COTS (commercial off the shelf) routers, network backbone ATRs, workstations, and seaborne chart display systems-ensuring operational reliability and performance in demanding environments.
11. To engage in digital transformation initiatives, providing real-time, secure data solutions, end-to-end services for all sectors, integrating technologies such as cybersecurity, Augmented Intelligence, blockchain, and Industry practices-enabling enhanced business execution and profitability, collaboration, and innovation across domains.
12. To engage in advanced engineering for product engineering, product development, process design, Control and automation, robotics and 3D printing.
13. To engage in trade of buying and selling high technology components that can be used in various system applications both for internal and distribution to third parties.
14. To engage as an investor/owner in technology start-ups in India and globally that enhances the technology capabilities. Invest in financial instruments as may be appropriate as part of treasury and cash flow management.
DIVIDEND
During the financial year 2025-26, The Company has not recommended any dividend for the year ended 31 st March, 2026.
TRANSFER TO RESERVES
For the period ended 31 st March 2026, the Company has not transferred any amount to Reserve.
CAPITAL AND DEBT STRUCTURE
The authorized share capital of the Company as on 31 st March,2026 is Rs. 25,00,00,000/- divided into 2,50,00,000 equity shares of Rs. 10 each.
The issued, subscribed, and paid-up share capital as on 31 st March,2026 Rs. 16,96,84,330/- divided into 1,69,68,433 equity shares of Rs. 10 each.
During the financial year under review, the Members of the Company, at the Extraordinary General Meeting held on 25 th July, 2025, approved the increase in the Authorised Share Capital of the Company from ^17,00,00,000 divided into 1,70,00,000 Equity Shares of Rs10 each to ^25,00,00,000 divided into 2,50,00,000 Equity Shares of Rs10 each. Accordingly, as on 31st March, 2026, the Authorised Share Capital of the Company stood at ^25,00,00,000 divided into 2,50,00,000 Equity Shares of Rs10 each.
The Company allotted 3,27,265 Equity Shares of Rs10/- each on a preferential basis to persons belonging to the Non-Promoter Category. Further, the Company also allotted 1,79,306 Fully Convertible Warrants to persons belonging to the Non-Promoter Category in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. Consequently, the issued, subscribed and paid-up equity share capital of the Company increased from ^16,64,11,680/- divided into 1,66,41,168 Equity Shares of Rs10/- each to ^16,96,84,330/- divided into 1,69,68,433 Equity Shares of Rs10/- each as on 31 st March, 2026.
BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL 1.1. CONSTITUTION OF BOARD:
The following is the constitution of Board of Directors and KMPs of the company as on 31 st March, 2026:
| S. No. Name of the Directors | Designation |
| 1. Ms. Lakshmi Chandra | Managing Director |
| 2. Mr. Kuriyedath Ramesh | Whole-time director |
| 3. Mr. Murtaza Ali Soomar | Whole-time director |
| 4. Ms. Shashi Gupta | Director |
| 5. Mr. Narendra Subrahmanya Srinivasa Lanka | Additional Director w. e.f December 24, 2025 |
| 6. Ms. Maya Chandra | Additional Director w. e.f. December 24, 2025 |
| 7. Mr. Kishore Soni | Independent Director |
| 8. Lt. Gen. (Retd.) PJS Pannu | Independent Director |
| 9. Ms. Neha Gupta | Independent Director |
| S. No. KEY MANAGERIAL PERSONNEL | Designation |
| 1. Mr. Ganapathy Subramanian | Chief Financial Officer |
| 2. Mr. Manjeet Singh | Company Secretary |
| 3. Mr. Krishnamurthy Chandra | Chief Executive Officer |
| Name of the Directors | Date of Event | Nature of Event |
| Mr. Murtaza Ali Soomar | 30/09/2025 | Retirement by rotation and subsequent re-appointment |
| Mr. Syam Sundar Venkata Appala | 11/10/2025 | Resignation as Additional Director (Non-executive Non-Independent Director) |
| Ms. Maya Chandra | 24/12/2025 | Appointed as Additional Director (Non-executive and NonIndependent Director) |
| Mr. Narendra Subrahmanya Srinivasa Lanka | 24/12/2025 | Appointed as Additional Director (Executive, Non- Independent Director) |
1.3. BOARD MEETINGS
During the year under review, 6 (Six) Board Meetings were convened as and when required. The gap between two consecutive meetings was not more than one hundred and twenty days as provided in section 173 of the Act. The details of attendance of each Director at the Board Meeting are given below
| Sr. No. Date of the Board Meeting | No. of Director entitled to attend the meeting | No. of directors who attended the Meeting | Name of the Directors present |
| 1. 30-05-2025 | 8 | 7 | Mr. Kishore Soni Ms. Lakshmi Chandra Mr. Murtaza Ali Soomar Ms. Shashi Gupta Ms. Neha Gupta Lt. Gen. (Retd.) PJS Pannu Mr. Kuriyedath Ramesh |
| 2. 02-07-2025 | 8 | 7 | Mr. Kishore Soni Ms. Lakshmi Chandra Mr. Murtaza Ali Soomar Ms. Shashi Gupta Ms. Neha Gupta Lt. Gen. (Retd.) PJS Pannu Mr. Kuriyedath Ramesh |
| 3. 06-09-2025 | 8 | 5 | Mr. Kishore Soni Ms. Lakshmi Chandra Ms. Neha Gupta Ms. Shashi Gupta Lt. Gen. (Retd.) PJS Pannu |
| 4. 22-10-2025 | 7 | 5 | Mr. Kishore Soni Ms. Lakshmi Chandra Mr. Murtaza Ali Soomar Ms. Shashi Gupta Mr. Kuriyedath Ramesh |
| 5. 14-11-2025 | 7 | 5 | Mr. Kishore Soni Ms. Lakshmi Chandra Mr. Murtaza Ali Soomar Ms. Neha Gupta Lt. Gen. (Retd.) PJS Pannu |
| 6. 24-12-2025 | 9 | 8 | Mr. Kishore Soni Mr. Murtaza Ali Soomar Ms. Shashi Gupta Lt. Gen. (Retd.) PJS Pannu Ms. Neha Gupta Mr. Kuriyedath Ramesh Ms. Maya Chandra Mr. Narendra Subrahmanya Srinivasa Lanka |
Furthermore, during the year under review, 4 (Four) Audit Committee Meetings, 2 (Two) Nomination and Remuneration Committee Meeting, 2 (Two) CSR Committee Meetings, 1(one) Independent Directors Meeting and 1(one) Stakeholders Relationship Committee were convened and held:
| Name of the Meeting | Date %f the Board Meeting | No. of Director ^entitled to attend the meeting | No. of directors who attended the Meeting | Name of the Directors present |
| Audit Committee Meeting | 29-05-2025 | 3 | 3 | Mr. Kishore Soni Lt. Gen. (Retd.) PJS Pannu Mr. Murtaza Ali Soomar |
| Audit Committee Meeting | 06-09-2025 | 3 | 3 | Mr. Kishore Soni Lt. Gen. (Retd.) PJS Pannu Mr. Murtaza Ali Soomar |
| Audit Committee Meeting | 14-11-2025 | 3 | 2 | Mr. Kishore Soni Lt. Gen. (Retd.) PJS Pannu |
| Audit Committee Meeting | 29-01-2026 | 3 | 3 | Mr. Kishore Soni Lt. Gen. (Retd.) PJS Pannu |
| Mr. Murtaza Ali Soomar | ||||
| Nomination & Remuneration Committee Meeting | 29-05-2025 | 3 | 2 | Lt. Gen. (Retd.) PJS Pannu Mr. Kishore Soni |
| Nomination & Remuneration Committee Meeting | 24-12-2025 | 3 | 3 | Lt. Gen. (Retd.) PJS Pannu Mr. Kishore Soni Ms. Shashi Gupta |
| Stakeholders Relationship Committee | 27-3-2026 | 3 | 3 | Mr. Shashi Gupta Ms. Lakshmi Chandra Mr. Murtaza Ali Soomar |
| Corporate Social Responsibility Committee | 30-05-2025 | 3 | 2 | Lt. Gen. (Retd.) PJS Pannu Mr. Murtaza Ali Soomar |
| Corporate Social Responsibility Committee | 29-01-2026 | 3 | 2 | Lt. Gen. (Retd.) PJS Pannu Mr. Murtaza Ali Soomar |
| Independent Director | 27-3-2026 | 3 | 3 | Lt. Gen. (Retd.) PJS Pannu Mr. Kishore Soni Ms. Neha Gupta |
GENERAL MEETINGS:
During the year under review, the following General Meetings were held, the details of which are given as under:
| Sr. no. Type of General Meeting | Date of General Meeting |
| 1. Extra Ordinary General Meeting | 25/07/2025 |
| 2. Annual General Meeting | 30/09/2025 |
Disclosure by Directors:
The Directors on the Board have submitted notice of interest under Section 184(1) of the Companies Act, 2013 i.e. in Form MBP-1, intimation under Section 164(2) of the Companies Act, 2013 i.e. in Form DIR 8 and declaration as to compliance with the Code of Conduct of the Company.
DECLARATION BY INDEPENDENT DIRECTORS
The Independent Directors have submitted their declarations of independence confirming that he/she met with the criteria of independence as laid out in section149(7) of the Companies Act, 2013 and under Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
During the financial year 2025-26, there was no change in the registered office of the company. The Registered Office of the Company continues to be situated at Neil Rao Towers, 4th Floor, Cental Wing, 117 & 118, Road No 3, Vijayanagar, Epip Phase-1, Whitefield, Epip, Bangalore.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Your company has not directly or indirectly
a) Given any loan to any person or other body corporate other than usual advances envisaged in a contract of supply of materials if any,
b) given any guarantee or provide security in connection with a loan to any other body corporate or person and
c) acquired by way of subscription purchase or otherwise, the securities of any other body corporate exceeding sixty percent, of its paid-up share capital, free reserve and securities premium account or one hundred percent of its free reserves and securities premium account whichever is more.
WEB ADDRESS OF ANNUAL RETURN:
In pursuance to Section 92 and 134 (3) (a) of the Companies Act, 2013 read with Rule 12 of Companies (Management and Administration) Rules, 2014, the Annual Return for the financial year ended March 31, 2025 will be placed on the Company s website and can be accessed at https://c2c-as.com/.
SECRETARIAL STANDARDS
The Directors state that applicable Secretarial Standards, i.e. SS-1 and SS-2, relating to Meetings of the Board of Directors and General Meetings , respectively, have been duly followed by the Company.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 134(3)(c) of the Companies Act, 2013 with respect to Directors Responsibility Statement, the Board of Directors of the Company hereby state and confirm that:
a) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;
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 the Company at the end of the financial year and of the profit and loss of the Company for the year under review;
c) the directors have taken proper and sufficient care 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 directors have prepared the annual accounts on a going concern basis.
e) 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.
f) The directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and operating effectively.
DETAILS OF THE ASSOCIATES/ JOINT VENTURE / SUBSIDIARIES COMPANIES:
During the financial year 2025-26, The Company did not have any associates, joint ventures, or subsidiary companies. The Company continues to focus on its core operations and strategic initiatives to drive growth and enhance shareholder value.
PARTICULAR OF EMPLOYEES
The ratio of the remuneration of each whole-time director to the median of employees remuneration as per Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this Report as: ANNEXURE - A .
The statement containing names of top employees in terms of remuneration drawn and the particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part of this report. Further, the report and the accounts are being sent to the Members excluding the aforesaid annexure. In terms of Section 136 of the Act, the said annexure is open for inspection at the Registered Office of the Company.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:
During the year under review, all the related party transactions are entered on arm s length basis, in the ordinary course of business and are in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. There are materially significant related party transactions made by the Company with Entities in which Promoters, Directors are interested, which may have potential conflict with the interest of the Company at large or which requires the approval of the shareholders.
All Related Party Transactions to be entered with related parties are placed before the Audit Committee and the Board. Omnibus approval was obtained for the transactions which are foreseen and repetitive in nature. A statement of all related party transactions is presented before the Audit Committee, specifying the nature, value and terms and conditions of the transactions.
Accordingly, the disclosure of Related Party Transactions as required under Section 134(3) (h) of the Companies Act, 2013 in Form AOC-2 as attached in the ANNEXURE -B .
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
Information pursuant to Section 134(3)(m) of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014 in respect of conservation of energy, technology absorption and foreign exchange earnings and outgo
(A) Conservation of Energy
(i) The steps taken or impact on conservation of energy;
The operations of your Company are not energy intensive. However, adequate measures have been initiated to reduce energy consumption.
(ii) The steps taken by the company for utilizing alternate sources of energy;
The operations of your Company are not energy intensive.
(iii) the capital investment on energy conservation equipments; -Nil
(B) Technology absorption-
(i) The efforts made towards technology absorption; - None
(ii) The benefits derived like product improvement, cost reduction, product development or import substitution; - Not Applicable
(iii) In case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-
| (a) The details of technology imported; - | None |
| (b) The year of import - | Not Applicable |
| (c) Whether the technology been fully absorbed; - | Not Applicable |
| (d) If not fully absorbed, areas where absorption - | Not applicable |
Has not taken place, and the reasons thereof; and
| (iv) The expenditure incurred on Research and Development | . - Nil |
(C) Foreign exchange Earnings and Outgo
During the period under review there was foreign exchange earnings or out flow.
| Particulars | 2025-26 INR (in Lakhs) | 2024-25 INR (in Lakhs) |
| Foreign Outgo | 143.29 | 1156.93 |
| Foreign In | 1245.43 | 3112.96 |
STATUTORY AUDITORS:
M/s Labs & Associates, Chartered Accountants (Firm Registration No. 021131C] who had been appointed as Statutory Auditors of the Company in terms of the provisions of Section 139 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, by the members of the Company, had resigned from their office as such w.e.f. 14 th August, 2026.
The Board of Directors had upon receipt of the resignation as aforesaid, approached M/s Labs & Associates, Chartered Accountants (Firm Registration No. 021131C) for their appointment as the Statutory Auditors of the Company to conduct the audit of the financial accounts of the Company for the year ended March 31, 2026 to which M/s. Narasimhan & Srinivasan, Chartered Accountants (Firm Registration No. 002339S), , accorded their consent and submitted a certificate dated 01st September, 2026 to the Company as per second proviso to sub section (1) of Section 139 of the Companies Act, 2013 read with Rule No. 4 of Companies (Audit & Auditors) Rules, 2014, to the effect that their appointment as the Statutory Auditors of the Company, if made would be in accordance with Section 139 & Section 141 of the Companies Act, 2013.
The Company has received letter from M/s. Narasimhan & Srinivasan, Chartered Accountants (Firm Registration No. 002339S), if appointed would be within the prescribed limits under section 141(3) (g) of the Companies Act, 2013 and that they are not disqualified for appointment. The auditors of the Company, M/s. Narasimhan & Srinivasan, Chartered Accountants (Firm Registration No. 002339S) to be appointed for the period of 5 years in the Annual General Meeting of the Company.
M/s. Narasimhan & Srinivasan, Chartered Accountants (Firm Registration No. 002339S), are now proposed to be appointed as the statutory auditors of the Company for the Financial Year 2026-2027 to Financial Year 20302031. In this regard said audit firm has expressed its willingness and furnished a certificate to the Company to the effect that their appointment as the Statutory Auditors of the Company, if made would be in accordance with Section 139 & Section 141 of the Companies Act, 2013.
COMMENTS ON AUDITORS REPORT
| S. No. Qualification | Management Comments |
| 1. Material Uncertainty Related to Going Concern (Liquidity Risk): We draw attention to the financial results, which indicate that the Company is experiencing a liquidity crisis. The Company has undisputed statutory dues pending on account of this. Further, there has been no material recovery from Trade Receivables. At this time, the Company is highly reliant on Short-Term funding from promoter companies. Though the Management has prepared the financial results on a going concern basis, we express reasonable doubt on going concern assumption of the company and therefore our opinion is modified in this matter. The carrying values of the assets and liabilities may be have been different, if the preparation of financial were to be on liquidation basis | The Management is of the considered view that the outstanding Trade Receivables are fully recoverable and that substantial realisation of the Receivables is expected within the next forty-five (45) days. After due consideration, the Board, takes note of and accepts the Management s assessment regarding the realisation of the Trade Receivables. Accordingly, the financial statements have been prepared taking into account, the said position |
| 2. Impact of Uncleared Cheques on CSR Expenditure Recognition: The Company has recognized Corporate Social Responsibility (CSR) expenses by issuing cheques that have resulted in a Book Overdraft. As on the date of signing this Review Report, these cheques have not yet been presented for payment. In our view, the underlying statutory obligation under Section 135 of the Companies Act, 2013, is effectively discharged only upon the actual clearance from bank and therefore our opinion is qualified on this matter. | The management is following up with the concerned agency for presentation of the said cheques to the Bank. However, the said cheques are time barred now and the management shall replace the stale cheques as and when presented to them for re-issuance of the CSR amount. The Management as on date of the Board report has disbursed the amount of CSR. |
| 3. Statutory Dues: The Company has certain outstanding undisputed statutory payments that remain unpaid. The financial results do not include provisions for any potential interest and penal consequences that may arise from these delays. In the absence of a management assessment of the exact quantum of these charges, we are unable to determine the consequential impact on the reported current liabilities and the financial results for the period. | The amount is not quantifiable at this stage and hence the impact cannot be ascertained. The management undertakes to inform the stakeholders once the liabilities crystallize. |
| 4. New Labour Code: The Company has not assessed the financial impact, if any, nor revised its salary structures to comply with the new Labour Code introduced by the Government of India in November 2025. The Management has represented to us that the implementation of these codes is pending since the State of Karnataka, where the Company s operations are primarily based, is yet to notify the relevant rules. However, any expert opinion was not produced before us to support this opinion of management. In the absence of an empirical or actuarial assessment by the management of the potential impact on employee benefit obligations (including wage structures, provident fund, and gratuity), we are unable to determine the quantum of understatement, if any, of these liabilities and its resultant effect on the financial results for the period. | The Company primarily operates from the state of Karnataka. The New Labour Code is yet to be notified by the government of Karnataka. Once the code is implemented, the Company shall implement the same. The liability for potential regulatory levies is not quantifiable at this stage and hence the impact cannot be ascertained. The management undertakes to inform the stakeholders once the liabilities crystallize. The management has obtained Legal opinion for the same. |
| 5. Foreign Exchange Management Act (FEMA): The Company has not realized the receivables from overseas customers within the timelines prescribed by RBI and the company has not yet submitted any application to RBI for regularization/extension of these delayed receivables. Further, the company has made application for SOFTEX registration which is still pending to be approved. In the absence of this application and a formal assessment of potential regulatory levies, the financial results omit provisions for any anticipated penal consequences that may arise from these delays. Consequently, we are unable to determine the impact, if any, on the current liabilities and results for the period. | The Softex Registration is pending at the end of the authorities. The Company is in touch with the consultants for filing the regularization application. The liability for potential regulatory levies is not quantifiable at this stage and hence the impact cannot be ascertained. The management undertakes to inform the stakeholders once the liabilities crystallize |
FRAUDS REPORTED BY AUDITORS UNDER SECTION 143(12), OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT.
The Statutory Auditors have not reported any incident of fraud to the Board of Directors of the Company. SECRETARIAL AUDIT
As per section 204 of the Companies Act, 2013 read with applicable rules every Listed Company and unlisted public company having paid up share capital of Rs. 50.00 Crores or more or turnover of Rs. 250 .00 Crores or more or every company having outstanding loans or borrowings from banks or public financial institutions of Rs. 100 Crores or more shall annex with its Board s report made in terms of sub-section (3) of section 134, a secretarial audit report (Form No. MR.3), given by a Company Secretary in practice, in such form as may be prescribed. The Audit Committee has appointed M/s S. Khandelwal & Co, Practicing Company Secretary, as secretarial auditors on September 06 th , 2025 of the Company to conduct the secretarial audit for the financial year 2025-26. The Secretarial Audit report is attached as Annexure- C.
INTERNAL AUDIT
M/s Ankit Gupta & Co., Internal Auditors, conducted the internal audit for H1 of FY 2025-26. Their tenure ended on 30 th September 2025. The Audit committee appointed M/s Narshiman & Srinivasan to conduct the internal audit for the H2 of FY2025-26 in accordance with as per sec ? on 138 of the Companies Act, 2013 read with applicable rules.
MAINTENANCE OF COST RECORDS
The Directors state that the overall turnover of the company does not exceed the limit prescribed for maintenance of Cost Records as specified by the Central Government under Section 148(1) of the Companies Act, 2013, accordingly such accounts and records are not made and maintained by the Company.
DEPOSITS
The Company has neither invited nor accepted any deposits from the public during the year. There is no unclaimed or unpaid deposit lying with the Company as on the financial year end date.
| Deposits accepted during the year (including renewed during the year) | Nil |
| Deposits remained unpaid or unclaimed as the end of the year | Nil |
| Default in repayment of deposits or payment of interest thereon during the year and Nil if so number of such cases and the total amount involved | |
| ( i) at the beginning of the year; | |
| maximum during the year | |
| at the end of the year | |
| Deposits which are not in compliance with requirement of Chapter V of the Nil Companies Act, 2013 |
C2C Advanced Systems
CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Company has an approved CSR policy.
Manner in which the amount spends during the financial year is detailed below: (in Lakhs)
| Particulars | For the period ended on | |
| Mar 31, 2026 | Mar 31, 2025 | |
| Provision for CSR at the beginning of the year | 11.40 | - |
| Amount required to be spend | 40.50 | 11.40 |
| Less: Amount Spent | 51.90 | - _ |
| Difference | - | 11.40 |
As on March 2026. The Company has issued cheques that are yet to be presented by the concerned entity(s).
As on date of Board report, the company has disbursed the amount.
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