Your Directors are pleased to present the Thirty-first Annual Report on the business and operations of the Company for the year ended March 31, 2026.
(? in Lakhs)
| Particulars | Standalone Year ended 31/03/2026 | Standalone Year ended 31/03/2025 | Consolidated Year ended 31/03/2026 | Consolidated Year ended 31/03/2015 |
| Gross Income | 1,42,839.81 | 1,27,353.98 | 1,43,000.86 | 1,27,393 |
| Profit Before Finance Cost and Depreciation and Amortisation Expenses | 15,150.07 | 10,975.99 | 15,165.35 | 10,989.15 |
| Provision for Depreciation and Amortisation Expenses | 1,453.03 | 164.63 | 1,453.03 | 164.63 |
| Profit Before Finance Cost | 13,697.04 | 10,811.36 | 13,712.32 | 10,824.52 |
| Finance Cost | 2,320.19 | 1,110.41 | 2,320.19 | 1,110.41 |
| Net Profit Before Tax | 11,376.85 | 9,700.95 | 11,392.13 | 9,714 |
| Provision for Tax | 2,899.29 | 2,460 | 2,910.89 | 2,465 |
| Net Profit After Tax | 8,477.56 | 7,241 | 8,481.24 | 7,249 |
| Balance of Profit brought forward | 20,468 | 13,290 | 20,464 | 13,288 |
| Balance available for appropriation | 28,881.70 | 20,468 | 28,873.98 | 20,464 |
The Management Discussion and Analysis should be read in conjunction with the Companys audited standalone and consolidated financial statements, the notes thereto, the Boards Report and the Corporate Governance Report for the financial year ended March 31, 2026. Statements in this section describing the Companys objectives, projections, estimates, expectations or outlook may constitute forward-looking statements within the meaning of applicable laws and regulations. Actual results may differ materially from those expressed or implied due to changes in economic conditions, technology, customer demand, competitive intensity, regulatory developments and other factors affecting the Companys operations.
During FY 2025-26, your Company delivered another year of strong performance, reflecting its ability to successfully execute large and complex technology projects while maintaining operational efficiency and financial discipline. Total income for the year on a consolidated basis stood at ?1,430.01 crore, compared with ?1,273.93 crore in the previous year, representing a growth of 12.25%. On a standalone basis, total income stood at ?1,428.40 crore, compared with ?1,273.54 crore in the previous year, representing a growth of 12.16%. The growth was supported by sustained execution across Infrastructure Management Services, Data Centre and Cloud Solutions, Network and Security Solutions, Digital Workplace Solutions and large systems integration projects.
Earnings before Interest, Taxes, Depreciation and Amortisation, or EBITDA, on a consolidated basis increased to ?151.65 crore from ?109.89 crore in the previous year, representing a growth of approximately 38.00%. On a standalone basis, EBITDA increased to ?151.50 crore from ?109.76 crore in the previous year, representing a growth of approximately 38.02%. The consolidated EBITDA margin improved to 10.60% from 8.63% in the previous year, while the standalone EBITDA margin improved to 10.61% from 8.62%. The improvement in margins was supported by operating leverage, disciplined project execution and an improving mix of higher-value infrastructure and managed services engagements.
Profit before tax on a consolidated basis stood at ?113.92 crore, compared with ?97.14 crore in the previous year, representing a growth of 17.28%. On a standalone basis, profit before tax increased to ?113.77 crore from ?97.01 crore,
representing a growth of 17.28%. Profit after tax on a consolidated basis stood at ?84.81 crore, compared with ?72.49 crore in the previous year, registering a growth of approximately 17.00%. On a standalone basis, profit after tax increased to ?84.78 crore from ?72.41 crore, representing a growth of approximately 17.07%. The consistent profitability reflects the strength of Dynacons balanced business model, combining large project-based engagements with recurring and annuity-oriented services.
Earnings per Share on a consolidated basis increased to ?66.64 from ?57.01 in the previous financial year. On a standalone basis, Earnings per Share increased to ?66.62 from ?56.95. The increase in earnings reflects the growth in profitability achieved during the year and the Companys continued focus on creating sustainable value for shareholders.
Return on Capital Employed remained healthy at 38.25% on a consolidated basis and 38.23% on a standalone basis, reflecting the Companys continued focus on efficient utilisation of capital. Return on Net Worth stood at 26.90% on a consolidated basis and 26.91% on a standalone basis. The moderation in Return on Net Worth, notwithstanding the growth in profit after tax, reflects the increase in the Companys net worth during the year. The debt-to-equity ratio remained comfortable at 0.26:1 on both consolidated and standalone bases, providing financial flexibility to support future investments and growth initiatives.
The Company continued to maintain a strong financial position, supported by profitable operations, prudent capital allocation and active management of working capital. During the year, the Company undertook several sizeable technology infrastructure and service engagements. Such projects may involve advance procurement, inventory positioning, milestone-based billing, customer acceptance cycles and OEM lead times. Accordingly, the Company continues to closely monitor receivables, inventory, project milestones and funding requirements while maintaining adequate financial resources to support execution.
Dynacons remains committed to deploying capital efficiently and investing selectively in opportunities that can generate sustainable long-term returns. The Company continues to strengthen its capabilities in AI-ready infrastructure, Data Centre and Cloud Solutions, Network and Cybersecurity, Digital Workplace Solutions, Device-as-a-Service and Managed Services, while maintaining a disciplined approach to project selection and execution.
The financial performance achieved during the year reflects the investments made in strengthening customer relationships, enhancing technology and service-delivery capabilities, deepening employee skills and expanding the Companys technology ecosystem. Dynacons strong financial foundation, established execution capabilities, customer-centric approach and strategic technology partnerships provide a solid platform for sustained growth and long-term stakeholder value creation.
The consolidated financial summary for the last five years is presented below:
| Financial Year | Total Income (\u20b9 crore) | EBITDA (\u20b9 crore) | PAT (\u20b9 crore) | EPS (\u20b9) | ROCE (%) | RONW (%) | Net Profit Margin (%) | Debt/ Equity |
| FY22 | 655.84 | 32.31 | 16.43 | 13.57 | 28.19% | 24.17% | 2.51% | 0.91:1 |
| FY23 | 806.77 | 56.92 | 33.45 | 27.70 | 36.99% | 31.93% | 4.16% | 0.62:1 |
| FY24 | 1,028.85 | 82.37 | 53.82 | 42.37 | 38.19% | 34.13% | 5.25% | 0.21:1 |
| FY25 | 1,273.93 | 112.00 | 72.49 | 57.01 | 38.83% | 31.37% | 5.72% | 0.22:1 |
| FY26 | 1,430.01 | 151.65 | 84.81 | 66.64 | 38.25% | 26.90% | 5.95% | 0.26:1 |
Beyond the financial performance, the year marked further progress in Dynacons evolution from a traditional systems integrator into an integrated technology lifecycle partner. The Company is increasingly combining technology consulting, solution design, procurement, systems integration, project execution, managed operations, workplace support and asset lifecycle services under a unified delivery framework. This enables Dynacons to remain engaged with customers across the technology lifecycle, from planning and building to running, monitoring, modernising and refreshing their technology environments.
www.dynacons.com
The technology landscape is undergoing a significant transformation as Artificial Intelligence, data growth, hybrid cloud adoption, cybersecurity requirements and digital operating models reshape the way organisations operate and compete. Enterprises are increasingly modernising their technology foundations to support AI-enabled applications, intelligent automation, data-driven decision-making and more personalised customer experiences.
AI adoption requires more than models and applications. It requires powerful computing platforms, high-performance storage and networking, scalable cloud environments, reliable data platforms, containerisation, resilient data centres, cybersecurity, observability and ongoing infrastructure management. As organisations move from limited experimentation to enterprise-scale deployment, AI is emerging as a significant infrastructure investment cycle.
The growing complexity of enterprise technology environments is also encouraging organisations to consolidate technology partners. Customers increasingly prefer partners that can design, build, integrate, secure, operate and modernise infrastructure under a unified governance framework. This trend is creating opportunities for integrated systems integrators and managed services providers capable of combining technology expertise, delivery scale, OEM relationships and long-term operational accountability.
In India, continued investments in digital banking, public digital infrastructure, data centres, cloud adoption, cybersecurity, connectivity and citizen-facing platforms are supporting demand for technology solutions. BFSI organisations are modernising private cloud, core banking, branch connectivity, data management and workplace systems. Public sector institutions are investing in secure and scalable infrastructure, while large enterprises are adopting hybrid cloud, automation and intelligent workplace solutions.
At the same time, the industry continues to face challenges arising from rapid technology changes, competition, evolving customer expectations, supply-chain disruptions, specialised talent availability and working-capital requirements. Success in this environment depends on technical competence, execution discipline, constant reskilling, strong technology partnerships and the ability to remain closely aligned with changing customer priorities.
Dynacons provides end-to-end technology solutions and services covering data centre and cloud infrastructure, network and cybersecurity, digital workplace solutions, systems integration, managed services, Core Banking as a Service and technology lifecycle management. The Company serves customers across BFSI, public sector and large enterprise segments.
The Companys capabilities span the full technology lifecycle, including advisory and design, procurement, supply, installation, integration, deployment, migration, project management, service desk, field support, remote infrastructure management, monitoring, maintenance, refresh and secure retirement of technology assets.
Dynacons competitive position is supported by its experience in managing complex and mission-critical technology environments, relationships with leading global technology providers, technically skilled workforce, project execution capability and delivery reach across India. The Companys ability to combine diverse technologies and services under a single programme governance structure enables it to undertake large, multi-location and long-duration engagements.
Customer-centricity is at the core of Dynacons business model, organisational structure and investment decisions. The Companys philosophy is to understand each customers technology environment and business priorities, deliver superior outcomes and build deep, enduring relationships based on trust, responsiveness and consistent execution.
Dynacons seeks to position itself not merely as a technology supplier, but as a trusted advisor and long-term transformation partner. The Company works closely with customer teams to understand their existing infrastructure, operational challenges, regulatory environment and future objectives. This contextual knowledge enables Dynacons to
design tailored solutions that address specific business requirements rather than apply a standardised approach across customers.
The Companys customer-centric approach extends throughout the engagement lifecycle. It begins with solution design and commercial structuring and continues through implementation, service transition, managed operations, performance monitoring and periodic technology refresh. Clear governance structures, service-level commitments, regular reviews and defined escalation mechanisms help maintain accountability and provide customers with visibility over delivery.
Dynacons also seeks to broaden and deepen existing customer relationships by identifying additional areas where it can add value. The Company invests in new capabilities, reskills its workforce and expands its portfolio in response to changes in customer requirements. This approach enables Dynacons to participate in a wider share of customers technology investments and supports repeat business, cross-selling and longer-duration relationships.
The Companys focus on customer transformation, operational rigour and delivery excellence has contributed to sustained customer relationships and enhanced confidence in Dynacons ability to undertake complex programmes. Its continued success in securing large and mission-critical engagements from established customers reflects the strength of these relationships and the trust placed in the Companys execution capabilities.
The name Dynacons reflects the Companys dynamic character and its commitment to continuous evolution. The Companys growth philosophy is guided by its 3C framework of Concept, Capability and Culture. Together, these principles shape how Dynacons identifies opportunities, builds differentiated strengths and delivers sustainable value to customers and stakeholders.
Concept represents the Companys ability to identify important shifts in technology and translate them into commercially relevant solutions. Dynacons continually evaluates how developments in AI, data centre architecture, cloud computing, cybersecurity, network transformation, digital workplace and automation can address customer requirements.
The Company seeks to understand emerging technologies in the context of actual customer challenges. Its approach is not limited to introducing individual products. Dynacons combines technology, services, financing or consumption structures and lifecycle support to develop practical solutions that improve resilience, efficiency, scalability and user experience.
The theme of the Annual Report, Accelerating the Intelligent Enterprise: Powering AI. Strengthening Infrastructure. Enabling Transformation. reflects this approach. Dynacons is helping customers create the infrastructure foundation required to adopt AI and other emerging technologies securely and at scale.
Capability represents the technical expertise, delivery systems, partnerships, processes and human resources required to convert concepts into successful customer outcomes. The Company continues to invest in technical certifications, solution architecture, programme management, service delivery, automation and governance.
Dynacons has developed capabilities across data centre and cloud infrastructure, enterprise networking, cybersecurity, digital workplace, Core Banking as a Service, managed services and technology lifecycle management. Relationships with leading technology providers give the Company access to advanced platforms, training, technical support and collaborative go-to-market opportunities.
The Companys capability is also demonstrated through its ability to execute complex projects across multiple locations and integrate technologies from several providers within a unified architecture. Its processes, quality systems and delivery frameworks support consistency, control and accountability across customer engagements.
Culture represents the values and behaviours that sustain performance over the long term. Dynacons seeks to foster a culture of customer focus, integrity, collaboration, accountability, continuous learning and delivery excellence.
The Company encourages its people to remain responsive to customers, take ownership of outcomes and continually improve their technical and professional skills. As the technology environment evolves, Dynacons is strengthening capabilities in cloud, AI infrastructure, cybersecurity, automation, networking and managed services.
The 3C framework enables Dynacons to continually refine its concepts, expand its capabilities and nurture a culture that supports innovation and execution. This integrated approach has helped the Company navigate multiple technology cycles, develop enduring customer relationships, build an engaged workforce and expand its addressable market.
Dynacons designs, supplies, implements and supports modern data centre and cloud environments. The Companys capabilities include enterprise servers, high-performance computing, storage, hyperconverged infrastructure, virtualisation, backup and disaster recovery, private cloud, hybrid cloud, containerisation and associated data centre infrastructure.
The rapid adoption of AI is increasing demand for accelerated computing, GPU-based infrastructure, high-performance storage, advanced networking and scalable data platforms. Dynacons is strengthening its ability to support AI-ready environments by combining compute, storage, network, cloud-native platforms, containerisation, data protection and managed operations.
During the year, the Company secured and executed important engagements for private cloud, data centre augmentation and enterprise infrastructure in the financial-services sector. These engagements demonstrate the Companys ability to undertake complex and mission-critical programmes involving architecture, migration, integration, security, project governance and ongoing support.
Dynacons position in this segment is aligned with the Annual Report theme. By building AI-ready infrastructure and strengthening the underlying digital foundation, the Company helps customers move from technology ambition to secure and scalable enterprise deployment.
The Company provides enterprise networking, branch and campus connectivity, SD-WAN, wireless networking, network monitoring, secure access, next-generation firewalls, endpoint security, identity and access management, security information and event management and related cybersecurity solutions.
Dynacons has established capabilities in large, distributed network environments, particularly within BFSI and public sector organisations. Its SD-WAN solutions allow customers to centralise network management, improve resilience, optimise application performance and apply consistent security policies across multiple locations.
The Company is expanding its cybersecurity portfolio in response to the increasing frequency and sophistication of cyber threats and the security implications of AI adoption. During the year, Dynacons announced a strategic partnership with Cygeniq to deliver AI-driven cybersecurity and trusted AI protection across India, the Middle East and Asia-Pacific.
Dynacons Digital Workplace Solutions support the complete lifecycle of workplace technology. The portfolio includes end-user devices, mobility, virtual desktop infrastructure, collaboration and audio-visual solutions, managed print, service desk, field support, configuration, logistics, deployment, maintenance and refresh.
The Company is expanding its Device-as-a-Service and technology lifecycle management capabilities. These models combine device sourcing, configuration, warehousing, kiting, deployment, asset tracking, maintenance, refresh and secure retirement within an integrated service framework.
Lifecycle-based services enable customers to simplify technology ownership, improve visibility over assets, maintain consistent user experience and manage refresh cycles more effectively. For Dynacons, these engagements support deeper customer relationships and increase the potential contribution from recurring and annuity-led revenues.
During FY 2025-26, the Company secured a Digital Workplace Solutions contract from Life Insurance Corporation of India valued at ?138.44 crore and a Device-as-a-Service project from Jammu & Kashmir Bank valued at ?74.99 crore.
Managed Services are central to Dynacons strategy of increasing recurring and annuity-led revenues. The Company offers infrastructure management, data centre operations, cloud operations, network management, security operations, infrastructure monitoring, service desk, field support, break-fix services, managed print and staffing support.
These services are delivered through defined service levels, governance frameworks, monitoring tools, automation and analytics. The Company is continually enhancing its use of automation and AI to improve incident identification, predictive maintenance, resource utilisation, service responsiveness and operational efficiency.
Dynacons integrated model allows it to move from implementing a technology environment to operating, optimising and modernising that environment over a multi-year period. This provides customers with continuity and accountability while creating opportunities for Dynacons to increase the proportion of long-duration engagements within its business mix.
Dynacons provides Core Banking as a Service and associated applications for cooperative and rural banking institutions. These engagements combine consultancy, implementation, customisation, data migration, infrastructure, network services, integration and ongoing support. By bringing together the banking platform, underlying technology infrastructure and managed operating services, the Company provides participating banks with a secure, scalable and integrated technology environment.
During FY 2025-26, the Company secured additional orders aggregating to ?51.28 crore for an advanced Core Banking as a Service solution and allied applications for State and District Cooperative Banks. These engagements build upon Dynacons experience in banking technology, infrastructure and managed services and reflect the Companys ability to undertake complex, multi-institution technology transformation programmes.
A significant implementation milestone was achieved during the year, with 38 banks successfully going live on Dynacons Core Banking as a Service platform. These banks are actively using the platform for their banking operations, marking the successful transition of the programme from implementation and migration to live production usage. The achievement demonstrates the Companys ability to coordinate and execute technology deployment across multiple banking institutions while managing platform configuration, data migration, integration, user enablement and operational transition.
The active usage of the platform by 38 banks provides an important validation of the scalability and operational readiness of Dynacons Core Banking as a Service offering. The platform enables participating banks to access a modern core banking environment together with the supporting infrastructure, applications and ongoing services under an integrated delivery model. Dynacons continues to support these institutions through platform management, infrastructure and network support, application services and operational assistance, helping them strengthen service delivery and progressively modernise their banking operations.
Dynacons supports multinational and global customers with their India technology requirements, including procurement, deployment, field services, warehousing, logistics and lifecycle support. The Companys value proposition combines local execution, OEM coordination, commercial optimisation and programme governance.
This capability enables global customers to obtain consistent service delivery for their India operations while working within a broader international technology framework. It also provides Dynacons with opportunities to build long-term managed lifecycle relationships with multinational enterprises.
During FY 2025-26, the Company announced several significant engagements across its priority solution areas. These included:
A Digital Workplace Solutions contract from Life Insurance Corporation of India valued at ?138.44 crore. Additional orders of ?51.28 crore for an advanced Core Banking as a Service solution and allied applications for State and District Cooperative Banks. An SD-WAN solution order from State Bank of India valued at ?62.98 crore. A Device-as-a-Service project from Jammu & Kashmir Bank valued at ?74.99 crore. A private cloud infrastructure order from the Reserve Bank of India valued at ?750.82 crore.
These orders demonstrate the breadth of the Companys offering across data centre and cloud infrastructure, enterprise networking, digital workplace, device lifecycle management and banking platforms. They also reinforce Dynacons presence in mission-critical BFSI and public sector environments.
Powering AI. Strengthening Infrastructure. Enabling Transformation.
Dynacons is building the infrastructure foundation required for enterprise AI. Its capabilities include accelerated computing, GPU-based platforms, enterprise servers, high-performance storage, cloud-native technologies, containerisation, networking, data protection and related managed services.
The Companys role is to help customers move from isolated AI experimentation to reliable and scalable enterprise environments. Dynacons seeks to combine appropriate technology architecture with security, governance, integration and ongoing operations so that customers can deploy AI workloads effectively.
The Company strengthens customers technology foundations through private cloud, data centre modernisation, enterprise networking, SD-WAN, cybersecurity, digital workplace and lifecycle management.
Dynacons combines solution design, technology partnerships, procurement, project management, nationwide implementation and managed operations under a single framework. This integrated approach improves accountability and supports resilient, secure and future-ready infrastructure.
The Company enables transformation by aligning technology investments with customer outcomes. Automation-led managed services, consumption-based models, Device-as-a-Service and Core Banking as a Service help customers simplify technology management, improve operational efficiency and respond more quickly to changing business requirements.
By remaining engaged from design and implementation through operation, optimisation and refresh, Dynacons provides customers with lifecycle continuity and a stronger foundation for ongoing transformation.
Dynacons remains committed to strengthening its processes to deliver consistently high levels of quality and customer satisfaction. The Company recognises that operational rigour, information security, service management and business continuity are essential for executing large and mission-critical technology programmes.
The Companys quality and process framework is supported by globally recognised standards and certifications, including ISO 9001:2015 for Quality Management Systems, ISO 20000-1:2018 for IT Service Management, ISO 27001:2022 for Information Security Management and CMMI Services V3.0 Maturity Level 5.
Quality is integrated into the Companys project and managed services delivery through defined processes, governance reviews, performance measurements, service-level monitoring and corrective-action mechanisms. Dynacons continually reviews its delivery practices to increase agility, strengthen controls and improve the customer experience.
Maintaining high ethical and corporate governance standards is integral to the Companys pursuit of sustainable growth. The combination of customer-centricity, operational rigour, quality systems and delivery excellence supports the Companys ability to build trust and undertake increasingly complex customer engagements.
During the period, the Company received several awards and industry recognitions that reflect its technology capabilities, delivery performance and partner relationships. These included:
HPE Partner of the Year recognition in Athens, Greece. HPE Solution Provider of the Year 2025. Best Partner for Driving HPE and Nutanix Solution for FY25. Systems Integration Partner of the Year from Versa Networks for Secure SD-WAN transformation. Lenovo 360 TruScale DaaS Growth Partner of the Year, Asia Pacific. Best Regional Systems Integrator for Government Business, West Region, at the Acer and Intel Pinnacle Club 2025. Recognition in the Financial Times High-Growth Companies Asia-Pacific 2026 list for the fifth time. Recognition in TIMEs Indias Fastest-Growing Companies of 2026.
These recognitions validate the Companys capabilities across data centre infrastructure, networking, managed services, Device-as-a-Service and public sector technology solutions.
The accelerating adoption of AI, private cloud, hybrid infrastructure, cybersecurity, digital workplace and automation is creating significant opportunities for systems integrators and managed services providers.
Dynacons integrated portfolio allows the Company to address multiple components of a customers technology environment. Its expertise across data centre, cloud, network, security, workplace and managed services enables it to participate in larger and more complex programmes.
The Companys experience in BFSI and public sector environments is another important strength. These sectors require high levels of availability, security, compliance, scalability and project governance. Dynacons delivery track record supports its ability to compete for mission-critical engagements in these markets.
Relationships with leading global technology providers give the Company access to technology platforms, technical support, training and collaborative market opportunities. In addition, the Companys project management, service delivery and nationwide support capabilities enable it to execute multi-location programmes.
The continued expansion of managed services, Device-as-a-Service and Core Banking as a Service provides an opportunity to increase the proportion of recurring and annuity-led engagements. These models can deepen customer relationships and improve medium-term revenue visibility, although the pace of growth will depend on project execution, customer adoption and market opportunities.
The technology industry is characterised by rapid change, intense competition, evolving customer expectations and continuing pressure to develop new capabilities. Rapid technology obsolescence requires ongoing investment in skills, certifications, platforms and partnerships.
Large technology projects may be affected by customer dependencies, site readiness, procurement schedules, product availability, logistics, OEM lead times and acceptance cycles. The Company mitigates these risks through structured programme governance, milestone monitoring, early procurement planning, vendor coordination and defined escalation mechanisms.
Large projects may also involve inventory funding, milestone-based billing and extended receivable cycles. Dynacons monitors working capital through bid-level commercial evaluation, customer credit assessment, receivable reviews, inventory controls and active treasury management.
Cybersecurity and data protection risks remain significant as the Company manages critical technology environments and expands its use of cloud, automation and AI. Dynacons addresses these risks through information-security policies, access controls, monitoring, incident-response processes, employee awareness and established management systems.
Competition from global and domestic technology providers may result in pricing pressure, extended sales cycles and margin compression. The Company seeks to differentiate itself through integrated solutions, customer relationships, execution capability, managed services, automation and lifecycle accountability.
The availability and retention of specialised talent in areas such as cloud, AI infrastructure, cybersecurity and managed services remains an important consideration. Dynacons continues to invest in employee training, certification, career development and targeted recruitment.
The Companys strategy is diversified and is not dependent on any single technology or platform. It continually reviews its technology portfolio, partnerships and delivery capabilities to remain responsive to changing customer requirements.
Dynacons seeks to grow responsibly by balancing customer outcomes, financial discipline, employee development, governance and environmental considerations.
The Companys technology lifecycle management services support more efficient use of technology assets through structured acquisition, deployment, monitoring, maintenance, refresh, refurbishment and secure retirement. These services can help customers improve asset utilisation, extend useful life where appropriate and strengthen governance over end-of-life equipment.
The Company also supports infrastructure consolidation, virtualisation, remote management and more efficient technology platforms. These solutions can help customers optimise resource utilisation while improving scalability and operational resilience.
Dynacons 3C framework of Concept, Capability and Culture supports this approach to sustainable growth. By identifying relevant technology concepts, developing the capabilities to deliver them and sustaining a responsible and customer-focused culture, the Company seeks to create long-term value for customers, employees, partners and shareholders.
The Company has established internal financial controls commensurate with its size, scale and complexity of operations. The control framework is designed to provide reasonable assurance regarding the orderly and efficient conduct of business, safeguarding of assets, prevention and detection of fraud and error, accuracy and completeness of accounting records, timely preparation of reliable financial information and compliance with applicable laws and policies.
Dynacons management assessed the effectiveness of the companys internal control over financial reporting (as defined in Regulation 17 of SEBI LODR Regulations 2015) as of March 31, 2026. M/s. MSP & Co., the statutory auditors of Dynacons, have audited the financial statements included in this annual report and have issued an attestation report on the companys internal control over financial reporting (as defined in section 143 of Companies Act 2013).
The internal control environment is supported by a defined organisational structure, authority matrix, operating policies, management reviews, internal audit and oversight by the Audit Committee. The Company continually reviews its policies, systems and standard operating procedures to strengthen the control environment and respond to changes in the business.
The Audit Committee reviews the adequacy and effectiveness of internal controls, observations of the internal and statutory auditors and the status of corrective actions. The internal financial controls are supplemented by internal audits, management reviews and standard policies intended to ensure the reliability of financial and operational information.
Based on the evaluation (as defined in section 177 of Companies Act 2013 and Regulation 18 of SEBI Regulations 2015) carried out for the year ended March 31, 2026, the internal financial controls over financial reporting were considered adequate and operating effectively.
The medium-term demand environment remains constructive across AI-ready infrastructure, data centre and private cloud modernisation, cybersecurity, enterprise connectivity, digital workplace and managed services. Organisations are seeking technology partners that can integrate increasingly complex environments, execute across locations and remain accountable throughout the technology lifecycle.
Dynacons enters the next financial year with a strong order book, established credentials in BFSI and public sector programmes, expanding Device-as-a-Service and managed services offerings and a growing portfolio of AI infrastructure and cybersecurity solutions.
The Company will continue to focus on disciplined execution, working-capital management, cash-flow generation, capability building and selective participation in opportunities aligned with its technical strengths and return thresholds. Its objective is not merely to grow the size of its order book, but to improve the quality, visibility and sustainability of its revenues.
Through its integrated portfolio and customer-centric model, Dynacons aims to deepen its participation in customers technology transformation journeys. The Company will continue to invest in new concepts, strengthen its capabilities and nurture a culture of learning, accountability and execution.
By powering AI, strengthening infrastructure and enabling transformation, Dynacons seeks to remain relevant through changing technology cycles and create sustainable long-term value for all stakeholders.
The Company hereby provides the details of ratios as required under Schedule V (b) of the SEBI (LODR) Amendment Regulations, 2018
2024-2025 Change of % Remarks
Details of significant changes in key financial ratios
| Sr. No. | Particulars | 2025-2026 | 2024-2025 | Change of % | Remarks |
| 1 | Debtors Turnover (in months) | 5.07 Months | 4.14 Months | 22.72% | - |
| 2 | Inventory Turnover (Revenue from Operations/ Avg Inv) in times | 38.29 | 19.25 | 98.84% | Changes due to reduction in Average Inventory |
| 3 | Interest Coverage Ratio | 5.91:1 | 8.47:1 | (39.37)% | Decrease in ratio due increase in interest cost because of addition in lease interest unwinding |
| 4 | Current Ratio | 1.35:1 | 1.36:1 | (0.77)% | - |
| 5 | Debt Equity Ratio | 0.26:1 | 0.22:1 | 14.74% | - |
| 6 | Operating Ratio Margin | 0.11:1 | 0.09:1 | 22.78% | - |
| 7 | Net Profit Margin (%) | 5.95% | 5.72% | 4.10% | - |
Details of any change in Return on Net Worth as compared to the immediately previous financial year along with a detailed explanation thereof
| Financial Year | 2025-2026 | 2024-2025 |
| Return on Net Worth (%) | 26.92% | 31.36% |
Return on Net Worth stood at 26.92% in FY 2025-26 as compared to 31.36% in FY 2024-25. The movement is primarily attributable to the increase in shareholders funds resulting from retention of profits and growth in net worth during the year. The Companys profit after tax increased from ?27,249.06 lakhs in FY 2024-25 to ?8,481.24 lakhs in FY 2025-26.
There was no change in the nature of business of the Company, during the year under review.
For FY2026, based on the Companys performance, the Directors had declared interim dividend of 5% of the Face Value of the share i.e. ?0.50 per equity share amounting to ?63,62,665 (gross) subject to deduction of tax at source as per the applicable rate(s) to the eligible shareholders, to be paid out of profits of the Company for the FY 2025-2026 on the equity shares to those shareholders whose names appeared in the Register of Members of the Company on cut-off date i.e. August 22, 2025.
For FY2027, based on the Companys performance, the Directors had declared interim dividend of 5% of the Face Value of the share i.e. ?0.50 per equity share amounting to ?63,68,540 (gross) subject to deduction of tax at source as per the applicable rate(s) to the eligible shareholders, to be paid out of profits of the Company for the FY 2026-2027 on the equity shares to those shareholders whose names appeared in the Register of Members of the Company on cut-off date i.e. August 19, 2026.
The Dividend Distribution Policy, in terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations) is disclosed in the Corporate Governance Report and is uploaded on the Companys website at http://dynacons.com/wp-content/uploads/2020/08/ Dividend-Distribution-Policy-DSSL-Final.pdf
The company has not transferred any amount to reserves.
The requirement of transfer of unclaimed dividend to Investor Education and Protection Fund as per the provisions of Sec.125 (2) of the Companies Act, 2013, does not apply to the Company, for the year ended on March 31, 2026.
During the year under review, there have been no material changes and commitments affecting the financial position of the Company which have occurred between the end of the Financial Year of the Company to which the Financial Statements relate and the date of the report:
Your Company being covered under the threshold limit mentioned under notification dated 7th November, 2024, issued by Ministry of Micro, Small and Medium-Enterprise, has registered on Trade Receivables Discounting System Platform (TreDS).
The Directors had declared interim dividend of 5% of the Face Value of the share i.e. ?0.50 per equity share amounting to ?63,68,540 gross), subject to deduction of tax at source as per the applicable rate(s) to the eligible shareholders, to be paid out of profits of the Company for the FY 2026-2027 on the equity shares to those shareholders whose names appeared in the Register of Members of the Company on cut-off date i.e. August 19, 2026.
The Board in their meeting held on March 10, 2026, had allotted 11,750 equity shares to the eligible Employees of the Company who had exercised their stock options under the Dynacons- Employees Stock Option Plan 2020 (ESOP- 2020). Further, the Company had received Listing/trading approval from BSE Ltd and National Stock Exchange of India Limited on March 24, 2026.
There are no significant and material orders passed by the Regulators or courts or tribunals impacting the going concern status and companys operations in future. There was no change in the nature of business of the Company. During the year under review, there were no cases filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
The Company has a subsidiary Dynacons Systems & Solutions Pte. Ltd. and Cybercons Infosec Private Limited as on March 31, 2026. There are no associate companies or joint venture companies within the meaning of Section 2(6) of the Companies Act, 2013 (Act). There has been no material change in the nature of the business of the subsidiary.
Pursuant to the provisions of Section 129(3) of the Act, a statement containing the salient features of financial statements of the Companys subsidiaries in Form AOC- 1 is attached to the financial statements of the Company as Annexure- I
Further, pursuant to the provisions of Section 136 of the Act, the financial statements of the Company, consolidated financial statements along with relevant documents and separate audited financial statements in respect of subsidiaries, are available on the website of the Company www.dynacons.com
During the year, the non-executive directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees, commission and reimbursement of expenses, if any, incurred by them for the purpose of attending meetings of the Company.
Mr. Shirish Anjaria, Chairman cum Managing Director, retires by rotation and being eligible, has offered himself for re-appointment. The Board recommends the resolution for members approval for the said appointment.
Pursuant to the completion of her second consecutive term, Mrs. Archana Phadke ceased to hold office as an Independent Non-Executive Director of the Company with effect from the close of business hours on September 30, 2025. Consequently, with effect from September 30, 2025, she also ceased to serve as the Chairperson of the Stakeholders Relationship & Grievance Committee and the Corporate Social Responsibility Committee, and as a Member of the Audit Committee, Nomination & Remuneration Committee, and Risk Management Committee.
Mrs. Falguni Shah was appointed as a Non-Executive Independent Director of the Company with effect from September 27, 2025. She was also appointed as a Member of the Stakeholders Relationship & Grievance Committee, Audit Committee, Nomination & Remuneration Committee, and Risk Management Committee with effect from September 27, 2025. Further, she was appointed as the Chairperson of the Stakeholders Relationship & Grievance Committee with effect from October 01, 2025.
All the above appointments/re-appointments by the Board of Directors are based on the recommendation of the Nomination and Remuneration Committee.
The resolutions requiring approval of the members for aforementioned appointment/re-appointments together with requisite disclosures are set out in the Notice of the ensuing 31st Annual General Meeting.
Pursuant to the provisions of Section 149 of the Act, the Independent directors have submitted declarations that each of them meet the criteria of independence as provided in Section 149(6) of the Act along with Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations. There has been no change in the circumstances affecting their status as independent directors of the Company.
Pursuant to the provisions of Section 203 of the Act, there has been no change in the key managerial personnel during the Financial Year 2025-2026.
Details/Disclosures of ratio of remuneration to each Director to median employees remuneration as required pursuant to Section 197(12) of the Companies Act 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and details of remuneration paid to Employees vide Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given as Annexure- II
The Companys policy on directors appointment and remuneration and other matters provided in Section 178(3) of the Act has been disclosed in the Corporate Governance Report, which is a part of this report.
Pursuant to the provisions of Section 139 of the Act and the rules framed thereunder, at the 27th AGM held on September 30, 2022 the members approved re-appointment of M/s. MSP & Co., Chartered Accountants Firm (Firm Registration No.107565W) as Statutory Auditors of the Company to hold office from the conclusion of 27th AGM till the conclusion of the 32nd AGM.
Auditors have confirmed that they are not disqualified to act as Auditors and are eligible to hold office as Auditors of your Company. They have also confirmed that they hold a valid peer review certificate as prescribed under Listing Regulations.
The Auditors Report does not contain any qualification. Notes to Accounts and Auditors remarks in their report are self-explanatory and do not call for any further comments.
The Board in their Meeting held on May 30, 2024, had re-appointed Mr. Satya Pattnaik as the Internal Auditor for a period of two years from Financial Year 2024-25 to 2025-26. Further, at its Board meeting held on February 14, 2026, the Company had re-appointed Mr. Satya Pattnaik as the Internal Auditor for a period of two years from Financial Year 2026-27 to 2027-28.
The Company has maintained cost records for the Financial Year 2025-26 as prescribed by Central Government under sub-section (1) of section 148 of the Companies Act, 2013.
In pursuance of Section 148 of the Companies Act, 2013 and Rule 14 of the Companies (Audit and Auditors) Rules, 2014, M/s. Rajaram Madhav Walavalakar & Co. (Firm Registration No. 003584), Cost Auditors of the Company for the Financial Year 2025-26, vacated their office as Cost Auditors of the Company with effect from September 2, 2026, owing to their inability to continue in such capacity on account of taking up other professional assignments. Accordingly, the Company appointed M/s. Nidhi Subhash Tibrewala & Co. (Firm Registration No. 005417) as the Cost Auditors of the Company to fill the casual vacancy arising from the cessation of office of the erstwhile Cost Auditors for the Financial Year 2025-26.
Further, the Board of Directors, at its meeting held on September 2, 2026, appointed M/s. Nidhi Subhash Tibrewala & Co. (Firm Registration No. 005417) as the Cost Auditors of the Company for the Financial Year 2026-27.
During the year under review, the Internal Auditors, Statutory Auditors and Secretarial Auditors have not reported any instances of frauds committed in the Company by its Officers or Employees to the Audit Committee under section 143(12) of the Act, details of which needs to be mentioned in this Report. The details are as follows:
(a) Nature of fraud description: Not Applicable (b) Approximate amount involved: Nil (c) Parties involved, if remedial action not taken: Not Applicable (d) Remedial action taken: Not Applicable
Pursuant to Schedule V to the Listing Regulations and as required under Regulation 27 of Securities & Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations, 2015 with the Stock Exchanges, the report on Management Discussion and Analysis, Corporate Governance as well as the Certificate regarding compliance of conditions of Corporate Governance forms part of the Annual Report and the Certificate duly signed by the Chairman cum Managing Director and Chief Financial Officer on the Financial Statements of the Company for the year ended March 31, 2026 forms a part of Annual Report.
Your Company has always practiced sound corporate governance and takes necessary actions at appropriate time for meeting stakeholders expectations while continuing to comply with the mandatory provisions of corporate governance.
The Directors and members of Senior Management have affirmed compliance with the Code of Conduct for Directors and Senior Management of the Company. The copies of Code of Conduct as applicable to the Executive Directors (including
Senior Management of the Company) and Non-Executive Directors are uploaded on the website of the Company - www.dynacons.com .
The Company has practice of conducting familiarization program of the Independent directors as detailed in the Corporate Governance Report which forms part of the Annual Report.
The Directors, Mr. Shirish M. Anjaria & Mr. Dharmesh S. Anjaria having father and son relationship are related to each other within the meaning of the term relative as per Section 2(77) of the Act and as per SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Other than these, none of the Directors are related.
The information as required under Section 197 of the Act and rules made there-under for employees who are in receipt of remuneration which exceeds the limits specified under the said rules read with Rule 5(2) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in Annexure II below.
The following documents have been placed on the website in compliance with the Act:
Financial statements of the Company and consolidated financial statements along with relevant documents as per third proviso to Section 136(1). Details of Vigil mechanism for directors and employees to report genuine concerns as per proviso to Section 177(10). The terms and conditions of appointment of independent directors as per Schedule IV to the act. Latest Announcements Annual Reports Shareholding Pattern Code of Conduct Corporate Governance Nomination and Remuneration Policy Materiality Policy under Regulation 30 of SEBI(LODR) Regulations, 2015 CSR Policy
A robust Talent Acquisition system enables the Company to balance unpredictable business demands with a predictable resource supply through organic and inorganic growth. Our empowering culture, philosophy of investing in people, career growth opportunities, and progressive HR policies have resulted in consistently high retention levels and developed a strong employer brand.
The Company values its human resources and believes that the success of an organisation is directly linked to the competencies, capabilities, contributions, and experience of its employees. The Companys core philosophy is centered around promoting a safe, healthy, and happy workplace while fostering a conducive work environment among its employees. Attracting, enabling and retaining talent have been the cornerstone of the Human Resource function and the results underscore the important role that human capital plays in critical strategic activities such as growth.
Another critical aspect that companies must prioritize is the cultivation of a workforce poised for the future. The impending transitions in energy, supply chain dynamics, and the integration of artificial intelligence demand a multifaceted approach. This entails the imperative to reskill or upskill existing employees, embark on fresh talent acquisitions, and invest
significantly in research and development initiatives. Capitalizing on our technological prowess positions us favorably to meet the burgeoning global demand and expand our talent pool.
The landscape of work is rapidly evolving, prompting organizations worldwide to rethink their strategies for talent acquisition and management. In the contemporary context, companies have the capacity to tap into talent resources from virtually anywhere, necessitating leaders to adeptly harness this global talent reservoir. Technological advancements and collaborative tools have paved the way for virtual and hybrid work models, making it essential to adopt an approach that leverages cutting-edge technologies such as AI and cloud computing to foster effective employee engagement and collaboration.
Your organization is making substantial investments in fortifying its AI capabilities, thereby augmenting the array of solutions offered to its clientele. This strategic commitment underscores the recognition of the pivotal role that talent plays in propelling the company forward.
Our overarching goal is to attract, nurture, motivate, and retain a diverse talent pool, as this diversity is a cornerstone of competitive distinction and long-term prosperity. The companys talent management strategy is meticulously crafted to unlock the full potential of every employee. This strategy is anchored in the principles of purpose-driven work, inclusivity, an intellectually stimulating work environment, and a rewards system that recognizes and motivates employees. The endgame is to deliver an exceptional employee experience while catalyzing business growth.
The number of people employed during the year ended on March 31, 2026 were 1154.
Pursuant to Section 204 of the Companies Act, 2013, the Company had appointed, M/s. HSPN & Associates LLP, (Formerly known as HS Associates) Practicing Company Secretary as its Secretarial Auditor to conduct the Secretarial Audit of the Company for the F.Y. 2025-2026. The Company has provided all the assistance and facilities to the Secretarial Auditor for conducting their audit. Report of Secretarial Auditors for the F.Y. 2025-2026 in Form MR-3 is annexed to this report as Annexure- III and IIIA.
The Auditors Report to the members on the Accounts of the Company for the financial year ended March 31, 2026 does not contain any qualifications, reservations or adverse remarks. The Secretarial Audit report does not contain any qualification, reservation or adverse remark.
The paid-up Equity Share Capital of the Company as on March 31, 2025, was ?12,72,53,300 divided into 1,27,25,330 Equity shares of Rs. 10 each which has increased to ?12,73,70,800 divided into 1,27,37,080 Equity shares of ?10 each as on March 31, 2026, since the Company had allotted 11,750 equity shares in the Board meeting held on March 10, 2026, to the eligible Employees of the Company who had exercised their stock options under the Dynacons- Employees Stock Option Plan 2020 (ESOP- 2020).
a. Issue of equity shares with differential rights: All the equity shares issued by the Company carry similar voting rights and the Company has not issued any equity shares with differential voting rights during the financial year under review. b. Buyback of Securities: The Company has not bought back any of the securities during the year under review. c. Sweat Equity: The Company has not issued any sweat equity shares during the year under review. d. Preferential issue: The Company has not issued any equity shares through preferential issue during the year under review.
The Company, at the 25th Annual General Meeting held on 30th September, 2020, had taken the approval of the shareholders for its Employees Stock Option Plan (Dynacons- ESOP- 2020). Further the Board on the recommendation of the Nomination and Remuneration Committee vide its meeting dated 10th March, 2022 made alterations/amendments to the existing scheme of the Company, namely Dynacons- Employee Stock Option Plan 2020 in order to make the scheme consistent with existing regulatory requirements (i.e., Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021).
The Company has not provided any stock options to the employees for the year under review. However, the Nomination and Remuneration Committee in its meeting held on January 09, 2025, had approved grant of 12,750 stock options under Dynacons - Employees Stock Option Plan 2020 (ESOP - 2020) of which 11,750 equity shares were allotted to the eligible Employees of the Company who had exercised their stock options and the Company had received Listing/trading approval from BSE Ltd and National Stock Exchange of India Limited on March 24, 2026.
Consequently, the paid-up equity share capital of the Company increased from ?12,72,53,300 comprising 1,27,25,330 equity shares of ?10 each as at March 31, 2025 to ?12,73,70,800 comprising 1,27,37,080 equity shares of ?10 each as at March 31, 2026.
Disclosure pursuant to the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 for the year ended March 31, 2025, is available at the website of the Company at www.dynacons.com . The certificate from the Secretarial Auditors of the Company stating that the Schemes have been implemented in accordance with the SEBI Regulations would be placed at the ensuing Annual General Meeting for inspection by members.
The disclosures relating to ESOP- 2020, including details of options granted, vested, exercised, lapsed and outstanding, as applicable, are provided in the relevant notes to the Financial Statements and other disclosures forming part of the Annual Report.
Your Directors have pleasure to inform that Acute carried out a credit rating assessment of the Company for both short-term and long-term bank facilities in compliance with norms implemented by Reserve Bank of India for all banking facilities, which enables the Company to access banking services at low costs, below is the latest ratings provided to the Company
| Name of the Agency | Facilities | Amount (\u20b9 Crore) | New/Re-affirmed Rating Outlook | |||
| Acuite Ratings & Research Limited | Long Term Instruments (Bank Loans) | 35.00 | ACUITE A- (Outlook: Stable) Reaffirmed | |||
| Acuite Ratings & Research Limited | Long Term Instruments (Bank Loans) | 20.00 | ||||
| Acuite Ratings & Research Limited | Long Term Instruments (Banks Loans) | 30.00 | ACUITE A- (Outlook: Stable) Assigned | |||
| Name of the Agency | Facilities | Amount (\u20b9 Crore) | New/Re-affirmed Rating Outlook | |||
| Acuite Ratings & Research Limited | Short Term Instruments (Bank Loans) | 160.00 | ACUITE A2+, Reaffirmed | |||
| Acuite Ratings & Research Limited | Short Term Instruments (Bank Loans) | 30.00 | ||||
| Acuite Ratings & Research Limited | Short Term Instruments (Banks Loans) | 102.00 | ACUITE A2+, Assigned | |||
During the financial year under review, the Company has not accepted any type of deposits which falls under the purview of Chapter V of the Companies Act, 2013 read the Companies (Acceptance of Deposits) Rules, 2014 and accordingly, the disclosure requirements stipulated under the said Chapter are not applicable. There were no unclaimed or unpaid deposits as on March 31, 2026.
No money has been received by the Company from any of its director.
Pursuant to the provisions of clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, the Directors confirm that, to the best of their knowledge and belief:
(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with no material departures; (b) They 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/loss of the Company for that period; (c) They have taken proper and sufficient care, to the best of their knowledge and ability, for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; (d) They have prepared the annual accounts on a going concern basis; and (e) They have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively (f) They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
Information pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) the Companies (Accounts) Rules, 2014 forming part of Directors Report for the year ended March 31, 2026 is as under:
| (i) | The steps taken or impact on conservation of energy | The Companys operations involve low energy consumption. However, efforts to conserve and optimize the use of energy through improved operational methods and other means will continue. |
| (ii) | The steps taken by the Company for utilizing alternate sources of energy | During the year under review, there were no alternate sources of energy utilized by the Company, however as and when any such opportunities arise, the Directors shall take necessary steps to utilize such alternate sources of energy. |
| (iii) | The capital investment on energy conservation equipment | The Company has not incurred any capital investment on energy conservation equipment during the year under review. |
| (i) | The efforts made towards technology absorption | Considering the nature of business activities carried out by the Company during the year under review, technology has played a vital role. The Directors have taken necessary steps to ensure that wherever the Company can adopt and upgrade the technology and digitize processes, the same has been done to achieve business growth. |
| (ii) | The benefits derived like product improvement, cost reduction, product development or import substitution: | Considering the nature of the business carried out by the Company, use of technology and digitization has enhanced the efficiency of the Companys business. |
| (iii) | Details of imported technology: | |
| (a) The details of technology imported | No technology has been imported by the Company during the financial year. | |
| (b) The year on import | Not Applicable | |
| (c) Whether the technology been fully absorbed | Not Applicable | |
| (d) If not fully absorbed, areas where absorption has not taken place, and the reasons thereof. | Not Applicable | |
| (iv) | The expenditure incurred on research and development | Your Company believes that research & development is a continuous process for sustained corporate excellence. Our research & development activities help us in product and service improvement, effective time management and are focused to provide unique benefits to our customers. Such methods do not involve any specific cost burden to the Company-NIL |
| Particulars | Financial year ended on March 31, 2026 (in INR (in Lakhs)) | Financial year ended on March 31, 2025 (in INR (in Lakhs)) |
| Foreign Exchange Earnings | 4893.04 | 2312.16 |
| Foreign Exchange Outgo | 838.18 | 762.43 |
(Including capital goods and other expenditure)
Pursuant to the provisions of the Companies Act, 2013, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit, Nomination & Remuneration Committee. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.
During the year, 15 (Fifteen) Board Meetings were held. The details of the Board and various Committee meetings are given in the Corporate Governance Report.
The Independent Directors met once during the year on March 14, 2026 to review the working of the Company, its Board and Committees. The meeting decided on the process of evaluation of the Board and Audit Committee. It designed the questionnaire on limited parameters and completed the evaluation of the Board by Non-Executive Directors and of the Audit committee by other members of the Board. The same was compiled by Independent authority and informed to the members.
The Board has received the declaration from all the Independent Directors (Including Independent Director appointed during the year) as per the Section 149(7) of the Companies Act, 2013 and the Board is satisfied that all the Independent Directors meet the criterion of independence as mentioned in Section 149(6) of the Companies Act, 2013.
The Companys policy on directors remuneration and appointment and other matters provided in Section 178(3) of the Act has been disclosed in the corporate governance report, which forms part of this report.
The details in respect of internal financial control and their adequacy are included in the Management Discussion and Analysis, which is a part of this report.
The Board has set up various Committees in compliance with the requirements of the business & relevant provisions of applicable laws and layered down well documented terms of references of all the Committees. During the year under review, all the recommendations/ submissions made by the Audit Committee and other Committees of the Board were accepted by the Board.
There are currently 5 Committees of the Board, as follows:
Audit Committee Nomination and Remuneration Committee Stakeholders Relationship and Grievance Committee Corporate Social Responsibility Committee Risk Management Committee Other committees as required to be formed by the Company under statutory laws.
The details pertaining to the composition, number of meeting, attendance, etc. of the Boards Committees are included in the Corporate Governance Report, which is a part of this report.
Your Company has established a mechanism called Vigil Mechanism, as per Section 177(9) of the Act and Regulation 22 of SEBI Listing Regulations, for directors and employees to report the unethical behavior, actual or suspected fraud or violation of the Companys code of conduct or ethics policy and provides safeguards against victimization of employees who avail the mechanism. The Vigil Mechanism Policy has been uploaded on the website of the Company at http://dynacons.com/wp-content/uploads/2020/08/Vigil-mechanism-policy-DSSL-Final.pdf
Employees and stakeholders are expected to report actual or suspected violations of applicable laws, regulations, and the Code of Conduct. Such genuine concerns may be raised through email, or by letter directly to the Chairman of the Audit Committee.
Risk Management Policy identifies, communicate and manage material risks across the organization. The policy also ensures that responsibilities have been appropriately delegated for risk management. Key Risk and mitigation measures are provided in the Management Discussion and Analysis annexed to the Annual Report.
The Company has constituted a Corporate Social Responsibility Committee as per Section 135(1) of the Companies Act, 2013. The composition of CSR Committee and terms of reference are provided in Corporate Governance Report. The CSR policy, composition of CSR committee and the CSR activities is uploaded on the Companys website at www.dynacons.com . The CSR Report for the Financial Year 2025-26 is annexed to this report as Annexure- IV.
As required pursuant to Section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of annual return in MGT-7 is available on the website of the company at the web link: www.dynacons.com/investors/others/annual-return/
Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013, are given in the note no. 32.10(b) to the Financial Statements.
All contracts/arrangements/transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arms length basis. The details of material contracts or arrangements or transactions at arms length basis or otherwise have been disclosed in Form AOC-2 as Annexure V.
Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board is uploaded on the Companys website at https://dynacons.com/investors/policies/
Your Company has adopted a policy for prevention of Sexual Harassment of Women at workplace. An Internal Complaints Committee has been constituted in line with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (the said Act). During the year Company has not received any complaint of harassment. However, as required the following is the details of complaints received and resolved during the year:
| Number of complaints of sexual harassment received in the year; | Number of complaints disposed off during the year | Number of cases pending for more than ninety days | Number of workshop or awareness programmes against sexual harassment carried out | Nature of action taken |
| NIL | NIL | NIL | 4 | NA |
As required under Regulation 34 of the Listing Regulations, a Cash Flow Statement and Consolidated Financial Statement is a Part of Annual Report.
The Company has complied with the applicable provisions of Secretarial Standard-1 (SS-1) relating to Meetings of the Board of Directors and Secretarial Standard-2 (SS-2) relating to General Meetings issued by the Institute of Company Secretaries of India, as applicable.
During the year, there was no application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 hence the requirement to disclose the details of application made or proceeding pending at the end of financial year is not applicable.
During the year, there were no instances where your Company required the valuation for one time settlement or while taking the loan from the Banks or Financial institutions. The requirement to disclose the details of difference between
amount of valuation done at the time of onetime settlement and valuation done while taking loan from the Banks and Financial Institutions along with the reasons thereof is also not applicable.
The Company is in compliance with the provisions of the Maternity Benefit Act, 1961, which ensures maternity benefits to women employees as per applicable law. During the financial year ended March 31, 2026, the provisions of the Act were applicable to the Company; however, no instances arose wherein maternity benefits were availed by any woman employee of the Company.
The Company remains committed to providing a safe, inclusive, and supportive work environment for all employees, in line with applicable laws and best practices.
As per SEBI Listing Regulations, the Corporate Governance Report with the Auditors Certificate thereon is forming part of Corporate Governance Report, and the integrated Management Discussion and Analysis are attached, which forms part of this report.
The equity shares of the Company were not suspended from trading during the year on account of corporate actions or otherwise.
No application has been made under Insolvency and Bankruptcy Code, hence requirement to disclose the details of application made or any proceedings pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the Financial Year is not applicable to the Company.
The requirement to disclose the details of difference between amount of valuation done at the time of onetime settlement and valuation done while taking loan from the Banks and Financial Institutions along with the reasons thereof is also not applicable.
Your Directors thank the Companys Investors, Clients, Vendors, Bankers, Business and various governmental as well as regulatory agencies for their continued support and confidence in the management.
Your Directors wish to place on record their deep sense of appreciation of the dedicated and sincere services rendered by employees at all levels during the year. Your Companys consistent growth was made possible by their hard work, solidarity, cooperation and support.
Shirish Anjaria Chairman cum Managing Director Din no.: 00444104
Parag Dalal Executive Director Din no.:00409894
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