Intense Technologies Ltd Directors Report

Dear Members,

Your Directors have the pleasure in presenting the Thirty-Fifth (35^th ) Annual Report of your Company together with the Audited Standalone & Consolidated Financial Statements for the Financial Year ended March 31, 2025.

FINANCIAL POSITION AND COMPANYS STATE OF AFFAIRS

1. Financial Performance

The attached Financial Statements for the year ended March 31, 2025, have been prepared in accordance with Indian Accounting Standards (Ind AS) consequent to the Notification of the Companies (Indian Accounting Standards) Rules, 2015 issued by the Ministry of Corporate Affairs. The Standalone and Consolidated financial statements of the Company, forming part of the Annual Report, have been prepared and presented in accordance with all the material aspects of the Indian Accounting Standards (‘Ind AS) as notified under section 133 of the Companies Act 2013 read with the Companies (Indian Accounting Standards) Rules 2015 (by Ministry of Corporate Affairs (‘MCA)) and relevant amendment rules issued thereafter and guidelines issued by the Securities Exchange Board of India ("SEBI").

2. Financial Results

Particulars	Consolidated		Standalone
	FY 2024-25	FY 2023-24	FY 2024-25	FY 2023-24
Revenues	15,370.31	11,651.11	13,130.18	10,479.98
Total Expenditure	13,332.44	9651.22	11,718.73	8,872.76
Profit before Tax	2,037.87	1,999.89	1,411.45	1,607.22
Tax Expense	405.55	436.26	340.54	409.77
Profit after tax	1,632.31	1563.63	1,070.91	1,197.45
Earnings per equity share
Basic EPS (Face Value 2/- each)	7.00	6.66	4.59	5.10
Diluted EPS (Face Value 2/- each)	6.90	6.63	4.53	5.08

Performance Review Standalone Financial Statements

Your Company, during the year under review, earned total revenue of 13,130.18 against 10,479.98 lakhs over the previous year. The profit before tax was 1,411.45 lakhs as against 1,607.22 lakhs in the previous year. The profit after tax for the current year is 1,070.91 lakhs against 1,197.45 lakhs in the previous year.

Consolidated Financial Statements

The Consolidated Financial Statements of the Company and its subsidiaries for FY 2024-25 are prepared in compliance with the applicable provisions of the Act and as stipulated under Regulation 33 of the Listing Regulations as well as in accordance with the Indian Accounting Standards notified under the Companies (Indian Accounting Standards) Rules, 2015. The Audited Consolidated Financial Statements, together with the Auditors Report thereon, forms part of this Annual Report.

Your Company, during the year under review, earned total revenue of 15,370.31 lakhs, against 11,651.11 lakhs over the previous year. The profit before tax was 2,037.87 lakhs as against 1,999.89 lakhs in the previous year. The profit after tax for the current year is 1,632.31 lakhs against 1,563.63 lakhs in the previous year.

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 annual accounts in respect of subsidiaries, are available on the website of the Company. The annual accounts of the subsidiaries and related detailed information will be made available to investors seeking information till the date of the AGM.

Your Company has complied with all the Acts, Rules, Regulations, and Guidelines issued/prescribed by the Securities Exchange Board of India, Reserve Bank of India, Ministry of Corporate Affairs, and other statutory authorities.

3. Transfer to reserves

Your directors do not propose to transfer any amount to general reserves for the financial year ended March 31, 2025.

4. Investor Relations

Your Company always believes in striving hard in achieving excellence with adhering best practices in Investor Relations while maintaining a relationship with Analysts and Investors.

In the Financial Year 2024-25, your Company has increased its interaction with investors through quarterly investor calls via audio conferencing. The management, including the Managing Director, Whole-Time Directors, and Chief Financial Officer, has communicated extensively with investors and Analysts and strives to continue this communication even better in the coming years.

5. Dividend

Your Directors have pleasure in recommending a dividend of 50% i.e. 1.00/- per equity share of face value of 2/- each for the financial year ended March 31, 2025, at their meeting held on May 16, 2025, amounting to 235.16 lakhs. The dividend payout is subject to approval of members at the ensuing Annual General Meeting.

The Register of Members and Share Transfer Books will remain closed from Wednesday, September 23, 2025, to Tuesday, September 30, 2025 (both days inclusive) for the purpose of payment of dividend for the financial year ended March 31, 2025.

6. Dividend Distribution Policy

In terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Company has formulated and adopted a Dividend Distribution Policy with the objective of providing clarity to its stakeholders on the profit distribution strategies of the Company. During the year, the said Policy has been reviewed by the Board of Directors of the Company and hosted on the website of the Company at https://in10stech.com/investors/

7. Share capital

As at 31^st March, 2025, the total paid up Share capital of the Company is 4,70,32,398 /- divided into 23,516,199 Equity Shares of 2/- each.

During the financial year, the Company raised funds for the allotment of 48,750 (Forty-Eight Thousand Seven Hundred Fifty) equity shares of 2/- (Rupees Two only) each under the ESOP Scheme A 2009 and the ESOP Scheme 2005.The said issue and allotment are in accordance with the (Share Based Employee Benefits & Sweat Equity) Regulations, 2021.

8. Registered Office

The Company has shifted its Registered Office within the local limits of the city from A1, Vikrampuri, Secunderabad, Telangana 500009, India to Unit # 01, The Headquarters, 10th Floor, Wing B, Orbit by Auro Realty, Knowledge City, Raidurg, Lingampalli, K.V.Rangareddy, Serilingampally, Telangana, India, 500019. All the required e-forms have been duly filed with the Ministry of Corporate Affairs (MCA).

9. Deposits

Your Company has not accepted any deposits from the Directors/ Shareholders/Public and as such falling within the ambit of Sections 73 and 74 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014, during the year under review and hence there are no unpaid/unclaimed deposits nor amount of principal or interest on public deposits was outstanding as on the Balance Sheet date.

10. Buy-back of shares and disinvestment

The Company has not bought back any of its securities, and there was no disinvestment during the Financial Year ended March 31, 2025.

11. Particulars of loans, guarantees, and investments

Details of loans, guarantees, and investments covered under the provisions of Section 186 of the Act are given in the notes to the Financial Statements.

12. Particulars of Contract or Arrangements made with Related Parties

The particulars of contracts or arrangements with related parties as per Section 188 of the Companies Act, 2013 and rules and SEBI Listing Regulations made thereof as amended from time to time and as per the Related Party Transaction (RPT) policy of the Company, during the financial year ended March 31, 2025, in prescribed Form AOC-2 is annexed to this Boards Report (Annexure-I).

Further, there are no materially significant related party transactions during the year under review with Promoters, Directors, Key Managerial Personnels, and their relatives, which may have a potential conflict with interest of the company at large. The related party transactions were placed before the audit committee and also with the Board at their respective meetings for approval. All related party transactions entered during the year were in the ordinary course of business and at arms length basis. Details of the related party transactions during the year are part of the financial statements forming part of this Annual Report.

The Company has formulated a Policy on Related Party Transactions and the manner of dealing with related party transactions, which is available on the Companys website at https://www.in10stech.com/Investors. Further, in compliance with Regulation 23(9) of SEBI (LODR), details of related party transactions are submitted on a half-yearly basis to the Stock Exchanges and hosted on the Companys website.

13. Material changes and commitments affecting the financial position of the company between the end of the financial year and the date of the report

There have been no material changes and commitments, which affect the financial position of the Company, that have occurred between the end of the financial year to which the financial statements relate and the date of this report.

14. Directors Responsibility Statement

Pursuant to the requirement under Section 134(5) of the Companies Act, 2013, your Directors confirm as under:

i. In the preparation of the annual accounts (Standalone & Consolidated) for the financial year 2024-25, the applicable accounting standards read with requirements set out under Schedule III to the Companies Act, 2013 have been followed, and there are no material departures from the same.

ii. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of your Company at the end of the financial year 2024-25 and the Profit of the Company for the year under review.

iii. 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.

iv. The Directors have prepared the annual accounts on a ‘going concern basis.

v. 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.

vi. 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.

vii. The Directors further confirm that during the year under review, there were no instances of fraud reported by the Auditors under Section 143(12) of the Companies Act, 2013.

15. Variation in market capitalization

PARTICULARS	As at March 31
	2025	2024
Market Capitalisation ( in Crores)	213.74	270.11

Note: Data based on share prices quoted on BSE. A comparative analysis of the Companys share price movement with the BSE Sensex/NSE Nifty is provided in the Corporate Governance Report.

16. Management Discussion and Analysis

In compliance with Regulation 34(3) read with Schedule V(B) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, as amended from time to time, the Managements Discussion and Analysis is provided in a separate section and forms an integral part of this Report.

In compliance with Regulation 34(2)(f) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Business Responsibility and Sustainability Report (BRSR) also forms part of this Annual Report and is hosted on the Companys website.

17. Revision of Financial Statements

There was no revision of the financial statements and Board Report of the Company during the year under review. BUSINESS DESCRIPTION

18. Subsidiaries, Associates, and Joint Ventures

The Company has 3 (three) Wholly Owned Subsidiary Company(ies) (WOS):

a. “Intense Technologies FZE" in Hamriyah Free Zone, Hamriyah, United Arab Emirates (U.A.E).

b. “Intense Technologies INC" in Miami, Florida, United States of America (USA).

c. “Intense Technologies UK Limited" in 200 Brook Drive, Green Park, Reading RG2 6UB, United Kingdom (UK).

The performance and financial position of the subsidiary companies included in the consolidated financial statement is provided in accordance with the provisions of Section 129 read with Rule 5 of the Companies (Accounts) Rules, 2014 containing the salient features of the financial statement of Companys subsidiary companies in Form AOC - 1 in “Annexure II" to this report.

The Companys Policy on determining material subsidiaries, as approved by the Board, is uploaded on the Companys website at https://www.in10stech.com/Investors

There are no associates or joint venture companies within the meaning of Section 2(6) of the Companies Act, 2013 (“Act"), and during the financial year under review, your Company has not added/removed any joint ventures or associate companies.

In accordance with Section 136 of the Companies Act, 2013, the audited financial statements, including the consolidated financial statements and related information of the Company and audited accounts of its wholly-owned Subsidiary, are available on the website of your Company, www.in10stech.com. These documents will also be available for inspection during the business hours of the Company at its registered office in Unit #01, The Headquarters, 10^th Floor, Wing B, Orbit by Auro Realty, Knowledge City, Raidurg, Ranga Reddy, Hyderabad-500019, India.

19. Research & Development

The company places strong emphasis on Research and Development (R&D), which is a cornerstone of its product innovation and growth strategy. All AI models, algorithms, and core technologies are developed in-house by our expert R&D team, which stays at the forefront of advancements in artificial intelligence, machine learning, and industry best practices.

20. Intense Employee Welfare Trust

At a meeting held on 17th May, 2024, the Board of Directors approved the formulation of an Employee Stock Option Scheme viz. Intense Employee Stock Option Scheme 2024 (“Intense ESOP 2024" or “Scheme") in terms of the

Securities and Exchange Board of India (Share Based Employee Benefits & Sweat Equity) Regulations, 2021 (SEBI SBEB and SE Regulations). The Board mandated the Nomination and Remuneration Committee to implement and administer the Intense ESOP 2024. The Shareholders of the Company have approved ESOP 2024 on 30th July, 2024 by way of postal ballot through remote e-voting under which the Company may create, offer and grant from time to time, in one or more tranches, not exceeding 10,00,000 employee stock options to its employees as defined in the aforesaid scheme working exclusively with the Company. As per the scheme equity shares of the Company would be acquired through secondary acquisition on the platform of a recognized Stock Exchange for cash consideration by a trust formed for this purpose viz. ‘Intense Employee Welfare Trust. Each option when exercised would be converted into one fully paid-up equity share of 2/- each of the Company. The options under ESOP 2024 would vest not earlier than minimum vesting period of one year and not later than four years from the date of grant of options. The exercise price shall be determined by Board (which shall for all purpose include the Nomination and Remuneration Committee). The further details related thereto have been mentioned in the Scheme. For the year ended 31st March, 2025, since the Company has not granted any option to its employees, the relevant disclosures are not applicable.

21. Directors and Key Managerial Personnel

Directors

Appointment/Re-appointment

In order to comply with the provisions of section 152 of the Companies Act, 2013 and rules applicable thereunder, Mr. Tikam Sujan (DIN: 02137651), Non-Executive Director of the Company, is liable to retire by rotation and offers himself for re-appointment.

Retirements and resignations:

During the year under review, the following Directors demitted Office upon their retirement with effect from 30^th September 2024.

Name of the Director	DIN	Category
Mrs. Sarada Devi Vemuri	02268210	Non-Executive Independent Director
Mr. Pavan Kumar Pulavarty	02530632	Non-Executive Independent Director
Mr. Srivath Shanker Rao Kandukuri	02593315	Non-Executive Independent Director
Mr. Shyamsunder Mallick Vadlamani	02665539	Non-Executive Independent Director

Declaration from Directors

Your Company has received necessary declaration from all directors stating that they are not debarred or disqualified from being appointed or continuing as Directors of companies as per the Securities and Exchange Board of India, Reserve Bank of India, Ministry of Corporate Affairs, or any such other Statutory Authority.

Independent Directors:

During the year under review, the following are the Independent Directors of the Company, in terms of Section 149 of the Act:

Name of the Director	DIN	Category
Mr. Suryanarayana Raju Kalidindi	02088390	Independent Non-Executive Director
Mrs. Nishitha Yogesh	08034049	Independent Non-Executive Director
Mr. Jagannath	10729898	Independent Non-Executive Director
Mr. Gopala Krishna Dhanyamraju	08217921	Independent Non-Executive Director

The Independent Directors of the Company hold office for a term of five years or until completion of 75 years, whichever is earlier. They are not liable to retire by rotation in terms of Section 149(13) of the Act. The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications, experience, and expertise in the fields of science and technology, digitalization, human resources, strategy, auditing, tax and risk advisory services, financial services, corporate governance, etc., and that they hold the highest standards of integrity.

Declaration by Independent Directors

Your Company has received necessary declaration from each independent director stating that they met the criteria prescribed for independence under Section 149 of the Companies Act, 2013, and Regulation 25 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, and the Board has confirmed its veracity and taken the same on record.

Familiarization Programme

These programmes aim to provide insights into the Company to enable the Independent Directors to understand its business in depth and contribute significantly to the Company. The Board members are also regularly updated on changes in the statutory provisions like changes in Corporate Laws, SEBI Regulations, Taxation Laws and People related laws as applicable at the quarterly Board meetings. The Board members are also updated on the Risk universe applicable to the Companys business.

The MD & WTDs of the Company conducts quarterly sessions with Board members sharing updates about the Companys business strategy, operations and the key trends in the IT industry that are relevant for the Company. These updates help the board members to keep abreast of the key changes and their impact on the Company.

The newly appointed Directors are given induction and orientation with respect to the Companys Vision, Core purpose, Core Values and Business operations. In addition, detailed presentations are made on business environment, performance of the Company at every Board Meeting.

The above initiatives help the Directors to understand the Company, its business and the regulatory framework in which the Company operates and enables the Directors to fulfill their role/responsibility.

Key Managerial Personnel (‘KMP):

During the year under review, the Company has the following persons as Key Managerial Personnel.

Name of the Director	DIN/ Membership No	Category/ Designation
Mr. C.K. Shastri	00329398	Chairman & Managing Director
Mr. Jayant Dwarkanath	00329597	Whole time Director
Ms. C. Anisha Shastri	08154544	Whole time Director
Mr. Nitin Sarda	-	Chief Financial Officer
Ms. Pratyusha Podugu	ACS-71069	Company Secretary and Compliance Officer

22. Committees of the Board

Currently, the Board has five committees i.e., Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility Committee, Stakeholders Relationship Committee and Risk Management Committee.

A detailed note on the Board and its committees is provided under the Corporate Governance Report section in this Annual Report. The composition of the committees and compliances, as per the applicable provisions of the Act and Rules, are as follows:

Name of the Committee	Composition of the Committee	Highlights of duties, responsibilities and activities
Audit committee	Mr K. Suryanarayana Raju (C)	• All recommendations made by the audit committee during the year were accepted by the Board.
	Mrs Nishitha Yogesh (M)
	Mr D. Gopala Krishna (M)	• Reviewing with the management, the quarterly financial statements before submission to the Board for approval.
		• Approval or any subsequent modification of transactions of the Company with related parties.
		• Reviewing with the management, the performance of statutory auditors and internal auditors, adequacy of internal control systems, etc.
Nomination and Remuneration Committee	Mr K. Suryanarayana Raju (C)	• The committee oversees and administers executive compensation, operating under a written charter adopted by our Board of Directors.
	Mrs Nishitha Yogesh (M)
	Mr D. Gopala Krishna (M)
		• The nomination and remuneration committee has framed the nomination and remuneration policy.
Corporate Social Responsibility Committee	Mrs Nishitha Yogesh (C)	• To formulate and recommend to the Board, a Corporate Social Responsibility (CSR) Policy indicating activities to be Undertaken by the Company in compliance with provisions of the Companies Act, 2013 and rules made there under.
	Mr K. Suryanarayana Raju (M)
	Mr D. Gopala Krishna (M)
		• To monitor the implementation of the CSR Policy of the Company from time to time
Stakeholders Relationship Committee	Mrs Nishitha Yogesh (C)	• The committee reviews and ensures the redressal of investor grievances.
	Mr K. Suryanarayana Raju (M)
		• The committee noted that all the grievances of the investors have been resolved during the year.
	Mr Jagannath (M)
Risk Management Committee	Mr D. Gopala Krishna (C)	• The purpose of the committee is to assist the Board in fulfilling its corporate governance with regard to the identification, evaluation & mitigation of operational, strategic, and environmental risks efficiently and effectively.
	Mr K. Suryanarayana Raju (M)
	Mrs Nishitha Yogesh (M)
		• The Company has developed and implemented a risk management framework that includes the identification of elements of risk, if any, which in the opinion of the Board may threaten the existence of the Company.

23. Policies

The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, mandated the formulation of certain policies for all listed companies. All the corporate policies are available on the Company website (https://in10stech. com/investors). The policies are reviewed periodically by the Board and updated based on need and new compliance requirements.

In addition to its Code of Conduct and Ethics, key policies that have been adopted by the Company are as follows:

Name of the policy	Brief description	Web link
Whistle-blower Policy (Policy on vigil mechanism)	The Company has adopted the whistleblower mechanism for directors and employees to report concerns about unethical behaviour, actual or suspected fraud, or violation of the Companys code of conduct and ethics. It also provides for adequate safeguards against victimization of employees who availed the mechanism, and also provides for direct access to the Chairperson of the Audit Committee.	https://www.in10stech.com/Investors#
Insider Trading Policy and Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information	The Company has adopted a Code of Conduct to Regulate, Monitor & Report Trading by Insiders and Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information as per the SEBI (Prohibition of Insider Trading) Regulation 2015, with a view to regulate trading in securities by the Directors and Designated Persons while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed and other certain situations. All Board of Directors and the designated employees have confirmed compliance with the Code.
Nomination and Remuneration Policy	This policy formulates the criteria for determining qualifications, competencies, positive attributes and independence for the appointment of a director (executive / non-executive) and also the criteria for determining the remuneration of the directors, key managerial personnel, and senior management of the Company.
Name of the policy	Brief description	Web link
Corporate Social Responsibility Policy	The policy outlines the Companys strategy to bring about a positive impact on Society through programs relating to hunger, poverty, education, healthcare, environment, etc., as per the provisions of the Companies Act, 2013.
Related Party Transaction Policy	The policy regulates all transactions between the Company and its related parties
Policy on Preservation of Documents	The policy is for the preservation of corporate records of the Company.
Policy on Determination of Materiality of Events	The Policy is to determine the materiality of events or information relating to the Company and to ensure timely and accurate disclosure on all material matters concerning the Company.	https://www.in10stech.com/Investors#
Policy for Determining Material Subsidiaries	The policy is used to determine the material subsidiaries and material non-listed Indian subsidiaries of the Company and to provide the governance framework for them.
Archival Policy	The policy deals with the retention and archival of corporate records of the Company.
Dividend Distribution Policy	This Policy is to ensure the right balance between the quantum of dividends paid and the amount of profits retained in the business for various purposes.
Policy on Prohibition of Sexual Harassment	This Policy is adopted to protect women against sexual harassment at the workplace and to ensure safe working environment for women
Risk Management Policy	This Policy is a formal representation of the Companys commitment to Risk Management. The Policy is supported by the Risk Management & Assessment Framework, which provides guidance with regard to the processes that underpin effective and consistent risk management.
Board Diversity Policy	This Policy on Board Diversity (the "Policy") sets out the Companys approach to ensuring adequate diversity in its Board of Directors (the "Board ")
Business Responsibility Policy	This Policy endorses the Companys commitment to follow principles and core elements in conducting its business, as laid down in the National Voluntary Guidelines on Social, Environmental and Economic responsibilities of Business.

24. Health, Safety, and Environment protection

The Company is committed to excellence in safety, health, environment, and quality management. It accords highest priority to the health and safety of its employees, customers, and other stakeholders as well as to the protection of the environment. The management of your Company is focused on continuous improvement in these areas, which are fundamental to the sustainable growth of the Company.

25. State of Companys Affairs:

The past year has been one of renewed momentum and measurable progress for Intense Technologies, driven by strategic initiatives, global expansion, and a sharper focus on future-ready innovations. To strengthen our position in key markets, we established a new sales office in the United States, unlocking greater traction. Complementing this expansion, we brought in seasoned sales leadership with deep domain expertise to sharpen our industry focus and accelerate value creation for our customers.>

Our strategic partnerships have further enhanced solution delivery and extended our global reach, ensuring enterprises benefit from offerings designed to address operational gaps. At the heart of this agenda lies our investment in AI- native innovation, with a deliberate focus on Generative AI, Agentic AI, and customer engagement platforms. These advancements are not only shaping the future of enterprise workflows but are also delivering tangible business outcomes, reducing operational costs, driving faster time-to-market, and enhancing customer lifetime value.

Our platforms have also been recognized by top-tier industry analyst firms like Gartner, IDC, Omdia, Aspire, Celent, and QKS Group; acknowledging the strength of our product portfolio and thought leadership, further validating our position as a trusted partner for enterprises navigating digital transformation.

Looking ahead, Intense Technologies remains committed to building intelligent, scalable platforms that simplify complexity and empower enterprises to thrive in the digital-first economy. Our mission is clear: to deliver purpose- led growth and create sustainable long-term value for clients, stakeholders, and shareholders alike

26. Future outlook:

Looking ahead, with continued focus on strengthening our presence in strategic geographies, expanding into new territories, and nurturing green shoots with net-new domestic clients, we are laying the foundation for sustained growth and deeper client engagement. Our operating model is designed to remain agile and efficient, with lean, high- performing teams that combine domain expertise with execution excellence. At the same time, we are investing in building talent in-house, ensuring that we have the right skills and capabilities to deliver innovation at scale while maintaining cost efficiency.

Our green shoots across our platforms and services validate the strength of our strategy and reinforce our confidence in the opportunities ahead. We continue to leverage our intellectual property and deep expertise in the customer communications domain to enhance customer engagement, cut costs, and drive significant cost savings.

As we move forward, the fusion of AI for business advantage continues to be our motto; we aim to create ecosystems that are intelligent, agile, and scalable. Our commitment is to help clients go beyond efficiency gains, to unlock new growth models, transform customer experiences, and build resilience for the future.

27. Industrial relations

During the year under review, industrial relations remained cordial and stable. The directors wish to place on record their sincere appreciation of the co-operation received from employees at all levels.

HUMAN RESOURCES

Your Company has taken several initiatives in the development of human resources, the most important asset of the Company. Your Company takes pride in the commitment, competence, and dedication shown by its employees in all areas of business and ensures that it provides a harmonious and cordial working environment to all its employees. To ensure good human resources management, your Company focused on all aspects of the employee lifecycle. This provides a holistic experience for the employee as well. During their tenure at the Company, employees are motivated through various skill- development program, engagement, and volunteering programs. Your company has put in continued efforts in building capabilities of Human Resources with adoption of specific and targeted interventions.

Your Company has a structured induction process at all locations and management development programs to upgrade skills of managers. Objective appraisal systems based on Key Result Areas are in place for all employees. Your Company is committed to nurturing, enhancing, and retaining talent through superior Learning & Organizational Development. This is a part of Corporate HR function and is a critical pillar to support the organizations growth and its sustainability in the long run. Some of the initiatives taken in this area are -

Communication:

Frequent, Transparent and Empathetic With associates working from home, your Company faced natural challenges in ensuring that a distributed workforce stayed connected. Your Company communicated with urgency, transparency and empathy to help associates adjust to the constantly changing conditions crises bring and to maintain a single source of truth. Your Company created a live microsite to prioritize consistent and continuous communication. Your Company launched newsletters that included messages from leaders, inspirational stories, training calendars, associate engagements etc. Additionally, a new connect series was introduced to keep associates updated and inspired by external speakers. This was a way to virtually connect, featuring global leaders from a cross section of industries.

Engagement:

Your Company used connected technologies to create meaningful experiences for associates working remotely and organized several collaborative activities.

Hiring:

Your Company has taken proactive steps to introduce young talent that will thrive in the ‘new normal. Your Company gives fresh graduates the flexibility of remote work from home. Your Company has also expanded the use of the new-age platform in the hiring process.

Learning:

During the year virtual learning gained momentum as your Company prioritized re-skilling and up-skilling through various initiatives.

Diversity:

Creating a sense of Belonging, Your Company reinforced its commitment to being intentionally diverse. The associates of your Company have helped drive future business in the ‘new normal. Focused efforts were made towards generational diversity as young leaders were developed through various programs.

28. Leadership:

The Company adopted new changes and changed the leadership paradigm and style of functioning. It warranted being focused and yet open to revisiting strategies, taking bold risks, judiciously deploying resources, and above all, working tirelessly till the desired results are achieved! The leaders helped rally their teams, kept the team engaged, and communicated clear, crisp messages frequently while challenging conventional thinking. Your Company has launched to drive towards high-performance culture, which ensures that key business initiatives and leaders goals are in sync and tracked regularly.

29. Employee Stock Option Plan

The ESOP Scheme(s) of the Company is in compliance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

A certificate from Auditors of the Company certifying that the Employee Stock Option Scheme of the Company is implemented in accordance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and in accordance with the resolutions passed in the General Body Meetings will be available for inspection in electronic mode during the AGM to any person having right to attend the meeting.

The Disclosures pursuant to Regulation 14 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, read with SEBI Circular dated June 16, 2015, on ESOP disclosure forms a part of this Annual Report. (Annexure-III).

30. Particulars of Employees

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are annexed as Annexure-IV to this report.

A statement containing the names of every employee employed throughout the financial year and in receipt of remuneration of 1.02 crore or more per annum or employed for part of the year and in receipt of 8.50 lakh or more in a month under Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended from time to time are provided in this report

31. Prevention of Sexual Harassment (‘POSH)

The Company has always believed in providing a safe and harassment free workplace for every woman working in the Companys premises, through various interventions and practices. The Company has adopted a policy and constituted the Internal Complaint Committee under Prevention of Sexual Harassment of Women at Workplace in accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, as amended from time to time.

The Company has received 1(one) complaint during the year.

The Company regularly conducts awareness programmes for its employees.

The following is the summary of sexual harassment complaints received and disposed of during the year:

Particulars	Status of the No. of complaints received and disposed off
1 Number of complaints on sexual harassment received	3
2 Number of complaints disposed off during the year	3
3 Number of cases pending for more than ninety days	0
4 Number of workshops or awareness programmes against sexual harassment carried out	The Company regularly conducts necessary awareness programmes for its employees
5 Nature of action taken by the employer or district officer	The employee has been terminated from his place of office

Further details relating to POSH compliance are also disclosed in the Corporate Governance Report forming part of this Annual Report.

32. Vigil Mechanism

The Board of Directors of the Company had adopted the Whistle Blower Policy in compliance with the provisions of Section 177 of the Companies Act, 2013, and Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. A mechanism has been established for employees to report concerns about unethical behaviour, actual or suspected fraud, or violation of the Code of Conduct and Ethics. It also provides adequate safeguards against the victimization of employees who avail of the mechanism and allows direct access to the Chairperson of the Audit Committee in exceptional cases. The Audit Committee periodically reviews the functioning of whistle whistleblower mechanism. No complaints have been received during the Financial Year ended March 31, 2025. No personnel have been denied access to the Audit Committee during the Financial Year 2024-25.

The details of said vigil mechanism are given in the Corporate Governance Report, which forms part of this Annual Report. A copy of the Whistle Blower Policy is available in the companys website i.e., https://in10stech.com/investors/

CORPORATE GOVERNANCE

33. Corporate Governance

Corporate governance is an ethically driven business process that is committed to values aimed at enhancing an organizations brand and reputation. This is ensured by taking ethical business decisions and conducting business with a firm commitment to values, while meeting stakeholders expectations. It is imperative that your companys affairs are managed in a fair and transparent manner. This is vital to gain and retain the trust of the stakeholders.

The Report on corporate governance for the year ended 31^st March 2025, pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, forms part of the Annual Report.

34. Auditors certificate on Corporate Governance

As required by SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, the auditors certificate on corporate governance regarding the compliance of conditions forms part of the Annual Report.

35. Governance and Compliance

The Secretarial and Legal functions of the Company ensure the maintenance of good governance within the organization. They assist the business in functioning smoothly by being compliant at all times and providing strategic business partnerships in the areas, including legislative expertise, corporate restructuring, regulatory changes, and governance.

36. Governance Guidelines

The Company has adopted the Governance Guidelines on Board Effectiveness to fulfill its corporate governance responsibility towards its stakeholders. The Governance Guidelines cover aspects relating to composition and role of the Board, Chairman and Directors, Board diversity, definition of independence, Directors term, retirement age, and Committees of the Board. It also covers aspects relating to nomination, appointment, induction, and development of

Directors, Directors remuneration, subsidiary oversight, code of conduct, review of Board effectiveness, and mandates of Committees of the Board.

37. Board Diversity

Your Company recognizes and embraces the importance of a diverse board for its success. Your Company believes that a truly diverse board will leverage differences in thought, perspective, knowledge, skill, and industry experience, cultural and geographical background, age, and gender, which will help the Company retain its competitive advantage. The Board has adopted the Board Diversity Policy, which sets out the approach to diversity of the Board of Directors. The Policy is available on the Company website at https://in10stech.com/investors/

38. Board Composition

It is desired to have an appropriate mix of Executive and Non-executive & and Independent and Women Directors to maintain the independence of the Board and separate its functions of governance and management.

As on March 31, 2025, the Board had 8 members, consisting of 3 Executive directors, 1 Non-Executive Non-Independent Director, 1 Non-Executive Independent Woman Director, and 3 Non-Executive Independent Directors.

The Board periodically evaluates the need for a change in its composition and size. The policy of your Company on directors appointment and remuneration, including criteria for determining qualifications, positive attributes, independence of a director, and other matters as provided under Section 178(3) of the Companies Act, 2013, and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, was adopted by the Board. It is affirmed that the remuneration paid to the Director(s) is as per the terms laid out in the nomination and remuneration policy of the Company.

39. Nomination and Remuneration Policy

The Board has, on the recommendation of the Nomination and Remuneration Committee, framed a policy for the selection and appointment of Directors, Senior Management Personnel, and their remuneration. The Nomination and Remuneration Policy adopted by the Board is available on the Companys website at https://in10stech.com/investors/

40. Board Evaluation

Pursuant to the provisions of the Companies Act, 2013 and Regulation 19 read with Schedule II, Part D of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has devised a policy on evaluating the performance of the Board of Directors, the Chairman, Committees, and Individual Directors. The evaluation process was carried out during the year, and the summary of the evaluation reports was presented to the Board. The Directors had positive feedback on the overall functioning of the Committees and the Board. The suggestions made by the Directors in the evaluation process have been suitably incorporated into the processes. In particular, the evaluation of Independent Directors was carried out on parameters such as participation at meetings, objectivity and independent judgment, safeguarding minority interest, and overall contribution to Board deliberations.

41. Procedure for Nomination and Appointment of Directors

The NRC is responsible for developing competency requirements for the Board based on the industry and strategy of the Company. The Board composition analysis reflects an in-depth understanding of the Company, including its strategies, environment, operations, financial condition, and compliance requirements.

NRC conducts a gap analysis to refresh the Board on a periodic basis, including each time a Directors appointment or reappointment is required. The Committee is also responsible for reviewing the profiles of potential candidates vis-a-vis the required competencies and meeting potential candidates, prior to making recommendations for their nomination to the Board. At the time of appointment, specific requirements for the position, including the expert knowledge expected, are communicated to the appointee.

During FY 2024-25, the Board had also identified the list of core skills, expertise, and competencies of the Board of Directors as are required in the context of the businesses and sectors applicable to the Company and those actually available with the Board. The Company has also mapped each of the skills, expertise, and competencies against the names of the Board Members possessing the same.

42. Meetings of the Board

The Board met five times during the financial year 2024-25. The meeting details are provided in the Corporate Governance report that forms part of this Annual Report. The maximum interval between any two meetings did not exceed 120 days as prescribed in the Companies Act, 2013, and SEBI Listing Regulations.

43. Auditors and Auditors Report Statutory Auditors

As per Section 139 of the Companies Act, 2013 (‘the Act), read with the Companies (Audit and Auditors) Rules, 2014, M/s. MSPR & Co., Chartered Accountants (Firm Registration No. 010152S), Hyderabad, were appointed as the statutory auditors at the 31^st Annual General Meeting held on 30^th September, 2021, for a term of five (5) years from the conclusion of the 31^st Annual General Meeting till the conclusion of the 36^th Annual General Meeting.

Pursuant to amendments in Section 139 of the Companies Act, 2013, the requirements to place the matter relating to such appointment for ratification by members at every Annual General Meeting has been omitted with effect from 7th May 2018. The Board of Directors is empowered to fix the remuneration of the Statutory Auditor on a yearly basis.

The Audit reports dated May 16, 2025, issued by M/s. MSPR & Co., Chartered Accountants (Firm Registration No. 010152S), Statutory Auditors on the Companys Standalone and Consolidated financial statements for the financial year ended 2024-25 is part of the Annual Report. There has been no qualification, reservation or adverse remark in their Report.

Audit Committee

During the year under review, the Audit Committee was comprised of three (3) Members out of which all three (3) are Non-Executive Independent Directors. During the year, four (4) Audit Committee meetings were held, details of which are provided in the Corporate Governance Report.

During the year under review, all the recommendations made by the Audit Committee were accepted by the Board of Directors.

Secretarial Auditors

Pursuant to the provisions of Section 204 of the Companies Act, 2013 (“the Act"), the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations"), as amended, the Board of Directors, on the recommendation of the Audit Committee, has approved the appointment of M/s. Puttaparthi Jagannatham & Co., a peer-reviewed firm of Company Secretaries based in Hyderabad, as the Secretarial Auditors of the Company for a continuous term of five (5) financial years commencing from FY 2025-26 to FY 2029-30, subject to approval of the shareholders.

The Secretarial Audit for the financial year ended March 31, 2025, was carried out by M/s. Puttaparthi Jagannatham & Co., Practicing Company Secretaries. The Report given by Mr Navjyoth Puttaparthi (FCS 9896) (CP No: 16041), for Puttaparthi Jagannatham & Co., Practicing Company Secretaries in Form MR-3, is annexed as Annexure-V and forms an integral part of this Report.

The Secretarial Audit Report is self-explanatory and does not call for any further comments. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark, or disclaimer. During the year under review, the Secretarial Auditors had not reported any matter under Section 143 (12) of the Act; therefore, no detail is required to be disclosed under Section 134 (3)(ca) of the Act.

Secretarial Standards

Your Company is in compliance with all applicable Secretarial Standards issued by the Institute of Company Secretaries of India, New Delhi, for the financial year ended March 31, 2025.

Internal Auditors

The Company has external firms of Chartered Accountants acting as internal auditors that review internal controls and operating systems, and procedures as per the scope of audit. The Internal Audit Reports of the company are reviewed by the Audit Committee on a quarterly basis.

The Board of Directors, on recommendation of the Audit Committee, appoints/re-appoints the Internal Auditors of your Company every year in compliance with Section 138 of the Act, read with the Companies (Accounts) Rules, 2014.

The Board of Directors, has re-appointed M/s RP Rao & Co as the Internal Auditors of the Company for the year 202425, upon receiving their consent.

Cost Audit

As per the Cost Audit Orders, Cost Audit is not applicable to the Company for the financial year 2024-2025. Declaration as per Section 134(3) (ca) of the Companies Act, 2013

During the year, the statutory auditors and secretarial auditor have not reported any instances of fraud committed by or against the Company by its Directors/Officers/ Employees to the Audit Committee or Board under section 143(12) of the Companies Act, 2013 and rules made thereof. Therefore, no detail is required to be disclosed under Section 134 (3) (ca) of the Act.

44. CEO & CFO Certification

The Whole-time Director and the Chief Financial Officer of the Company have given annual certification on financial reporting and internal controls to the Board in terms of Regulation 17(8) of the SEBI (Listing Obligation & Disclosure Requirements) Regulation, 2015.

The Whole-time Director and the Chief Financial Officer also give quarterly certification on financial results while placing the financial results before the Board in terms of Regulation 33(2)(a) of the SEBI (Listing Obligation & Disclosure Requirements) Regulation, 2015.

The annual certificate given by the Whole-time Director and the Chief Financial Officer forms part of the Annual Report.

45. Internal Controls

The Company has put in place an adequate system of internal controls commensurate with its size and the nature of its operations. The Companys internal control system covers the following aspects:

• Financial propriety of business transactions.

• Safeguarding the assets of the Company.

• Compliance with prevalent statutes, regulations, management authorization, policies, and procedures.

The Audit Committee of the Board periodically reviews audit plans, observations, and recommendations of the internal and external auditors, with reference to the significant risk areas and adequacy of internal controls, and keeps the Board of Directors informed of its observations, if any, from time to time.

46. Internal Financial Controls

Internal financial control systems of the Company are commensurate with its size and the nature of its operations. These have been designed to provide reasonable assurance with regard to recording and providing reliable financial and operational information, complying with applicable accounting standards and relevant statutes, safeguarding assets from unauthorized use, executing transactions with proper authorisation, and ensuring compliance of corporate policies. The Company has a well-defined delegation of authority with specified limits for approval of expenditure, both capital and revenue. The Company uses an efficient accounting system to record day-to-day transactions for accounting and financial reporting.

The Audit Committee deliberated with the members of the management, considered the systems as laid down, and met the internal auditors and statutory auditors to ascertain their views on the internal financial control systems. The Audit Committee satisfied itself as to the adequacy and effectiveness of the internal financial control system as laid down and kept the Board of Directors informed.

However, the Company recognizes that no matter how the internal control framework is, it has inherent limitations and accordingly, periodic audits and reviews are put in place to ensure that such systems are updated on regular intervals.

Details of the internal control system are given in the Management Discussion and Analysis Report, which forms part of this Annual Report.

47. Significant Material Orders Passed by the Regulators

There were no significant material orders passed by any Regulators/Courts that would impact the going concern status of the Company and its future operations.

Your Company has complied with all the Acts, Rules, Regulations, and Guidelines issued/prescribed by the Securities Exchange Board of India, Reserve Bank of India, Ministry of Corporate Affairs, and other statutory authorities.

48. Extract of the Annual Return

An Extract of Annual Return as per the provisions of Section 92 (3) and Section 134(3) of the Companies Act, 2013 and Rule 12 of Companies (Management and Administration) Rules, 2014 as amended from time to time, is made available on the website of the Company at https://in10stech.com/investors/

49. Transfer of Unclaimed Dividends/Shares

Pursuant to the provisions of Section 124 of the Act, Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“IEPF Rules") read with the relevant circulars and amendments thereto, the amount of dividend remaining unpaid or unclaimed for a period of seven years from the due date is required to be transferred to the Investor Education and Protection Fund (“IEPF"), constituted by the Central Government.

Your Company does not have any unclaimed dividends/Shares for a period of seven years. Therefore, there were no funds which were required to be transferred to Investor Education and Protection Fund (IEPF).

Ms. Podugu Pratyusha is the Nodal Officer who is appointed by the Company under the provisions of IEPF.

50. Risk Management

Your Company has constituted a Risk Management Committee pursuant to Section 134 (3) (n) of the Companies Act, 2013 & Regulation 21 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015, which has been entrusted with the responsibility to assist the Board in (a) Overseeing and approving the Companys enterprise risk management framework; and (b) Overseeing that all the risks that the organization faces such as strategic, financial, credit, market, liquidity, security, property, Information Technology, legal, regulatory, reputational and other risks have been identified and assessed and there is an adequate risk management infrastructure in place capable of addressing those risks.

The Committee has formulated a Risk Management Policy for dealing with different kinds of risks which it faces in the day-to-day operations of the Company. The Risk Management Policy of the Company outlines different kinds of risks and risk mitigating measures to be adopted by the Board. The Risk Management Procedure shall be reviewed by the Risk Management Committee and Board of Directors on a half-yearly basis at the time of review of Financial Results of the Company.

The policy is available in the Company website: www.in10stech.com

51. Corporate Social Responsibility (CSR)

Your Company has been an early adopter of corporate social responsibility (CSR) initiatives. Your Company has made Corporate Social Responsibility (CSR) an integral part of its ethos and culture. Your company has constituted a Corporate Social Responsibility Committee (“CSR Committee") in accordance with Section 135 of the Companies Act, 2013.

The CSR Committee of the Board evaluated various options to implement the CSR activities and decided to contribute the mandated CSR amount in such activities/ projects, which are in accordance with Schedule VII of the Companies Act, 2013, and the Companys CSR Policy. The Policy has been uploaded on the Companys website at www.in10stech.com.

A brief outline of the Corporate Social Responsibility (CSR) policy of the Company and the initiatives taken by the Company on CSR activities during the year under review are set out in Annexure-VI of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014.

52. Conservation of energy, Technology absorption, Foreign Exchange earnings & outgo

The particulars as prescribed under Section 134(3)(m) of the Companies Act 2013, read with the Companies (Accounts) Rules, 2014, are provided in Annexure-VII to the Board Report.

53. Prevention of Insider Trading Code

As per SEBI (Prohibition of Insider Trading) Regulation, 2015, as amended from time to time, the Company has adopted a Code of Conduct for Prevention of Insider Trading. The Company has appointed a Company Secretary & Compliance Officer of the Company, who is responsible for setting forth procedures and implementing of the code of conduct for trading in the Companys securities. During the year under review, there has been due compliance with the said code.

54. Depository System

As the Members are aware, your Companys shares are tradable compulsorily in electronic form and your Company has established connectivity with both National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). In view of the numerous advantages offered by the depository system, the members are requested to avail the facility of Dematerialization of the Companys shares on NSDL & CDSL. The ISIN allotted to the Companys Equity shares is INE781A01025.

55. Listing and Custodian Fees

The Company has paid listing fees for the financial year 2024-25 to BSE Limited and National Stock Exchange of India Limited, where its shares are listed, paid before the due date. The annual custodian fees have also been paid to the depositories before the due date.

56. Maternity Benefit provided by the Company under Maternity Benefit Act 1961

The Company declares that it has duly complied with the provisions of the Maternity Benefit Act, 1961. All eligible women employees have been extended the statutory benefits prescribed under the Act, including paid maternity leave, continuity of salary and service during the leave period, and post-maternity support such as nursing breaks and flexible return-to-work options, as applicable. The Company remains committed to fostering an inclusive and supportive work environment that upholds the rights and welfare of its women employees in accordance with applicable laws.

57. AUDIT TRAIL APPLICABILITY (AUDIT AND AUDITORS) RULES 2014 - RULE 11 OF THE COMPANIES ACT 2013.

The Company has used accounting software for maintaining its books of account for the financial year ended March 31, 2025 which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the softwares.

As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from April 1, 2023, reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of audit trail as per the statutory requirements for record retention is not applicable for the financial year ended March 31, 2024.

58. APPOINTMENT OF DESIGNATED PERSON (MANAGEMENT AND ADMINISTRATION) RULES 2014 - RULE 9 OF THE COMPANIES ACT 2013.

In accordance with Rule 9 of the Appointment of Designated Person (Management and Administration) Rules 2014, it is essential for the company to designate a responsible individual for ensuring compliance with statutory obligations.

The company has proposed and appointed a Designated person in a Board meeting and the same has been reported in Annual Return of the company.

59. Cautionary Statement

Statements in this Report, particularly those which relate to Management Discussion and Analysis as explained in the Corporate Governance Report, describing the Companys objectives, projections, estimates, and expectations may constitute ‘forward looking statements within the meaning of applicable laws and regulations. Actual results might differ materially from those either expressed or implied in the statement, depending on the circumstances.

60. Acknowledgement

Your Company has been able to operate efficiently because of the culture of professionalism, creativity, integrity and continuous improvement in all functions and areas as well as the efficient utilization of the Companys resources for sustainable and profitable growth.

The Board of Directors takes this opportunity to place on record their appreciation for the unstinted co-operation, commitment, and dedication of all the employees of the Company, and the support extended by the channel partners, customers, vendors, business associates, banks, government authorities and all concerned. The Directors are thankful to the shareholders for their continued patronage.

Your Directors look forward to the long-term future with confidence.

	For and on behalf of
	Intense Technologies Limited
Sd/-	Sd/-
C. K. Shastri	Jayant Dwarkanath
Chairman & Managing Director	Whole Time Director
(DIN: 00329398)	(DIN: 00329597)
Registered Office
Unit #01, The Headquarters, 10th Floor, Wing B, Orbit by Auro Realty, Knowledge City, Raidurg, Ranga Reddy Hyderabad - 500019 Telangana, India
CIN: L30007TG1990PLC011510
Ph: +91-040 45474621
E-mail: info@in10stech.com
Website: www.in10stech.com
Date: August 13, 2025
Place: Hyderabad