One Global Service Provider Ltd Directors Report

To, The Members,

One Global Service Provider Limited

Your Directors are pleased to present the 34^th Annual Report on the Companys business and operations of One Global Service Provider Limited ("the Company"), along with the Audited Financial Statements for the Financial Year ("FY") ended 31^st March, 2026.

1. FINANCIAL HIGHLIGHTS:

The summary of the Companys financial performance for the year under review along with previous year figures are given under:

Particulars	Year Ended 31.03.2026	Year Ended 31.03.2025
Gross Sales	49,817.90	14,704.17
Other Operating Income	63.16	80.00
Total Revenue	49,881.06	14,784.17
Less: Total expenses	40,599.94	12,338.18
Profit/(Loss) before Exceptional and	9,281.12	2,445.98
Extraordinary items and Tax
Exceptional Items	-	(33.21)
Extraordinary Items	-	-
Profit/(Loss) before Tax	9,281.12	2,479.19
Tax Expenses (Deferred Tax)	2,330.70	632.52
Profit/ (Loss) for the year	6,950.42	1,846.66

The total revenue for the financial year under review is Rs. 49,881.06 as compared to revenue of Rs. 14,704.17 in previous year. The Company has reported Profit of Rs. 6,6950.42 (In lakhs) during the year as compared to profit of Rs. 1,846.66 (In lakhs) in the previous year.

2. OPERATIONS AND OVERVIEW OF FINANCIAL PERFORMANCE:

The Company is in the business of Healthcare Services and IT & Software Solutions.

The Company continued to carry on its business activities during the financial year ended 31st March, 2026, in accordance with its objects and applicable regulatory framework. During the year under review, the Company remained focused on strengthening its core business operations, maintaining prudent financial and operational practices and ensuring compliance with the applicable statutory and regulatory requirements.

The management continued to monitor the prevailing business and economic environment and took appropriate measures to support sustainable growth and operational efficiency. The Company remains committed to maintaining sound corporate governance practices, prudent risk management and responsible business conduct while pursuing its business objectives.

The Audited Financial Statements of your Company as on 31^st March, 2026, are prepared in accordance with the relevant applicable Indian Accounting Standards ("Ind AS") and Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and as per the provisions of the Companies Act, 2013 (‘the Act) read together with the Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time, other relevant provisions of the Act on an accrual basis.

3. RETURN TO SHAREHOLDERS:

Your Board of Directors recommend the payment of Final dividend of Re. 1/- (Rupee One only) for each fully-paid up equity share of Rs. 10/- each (Rupee Ten Only) (i.e., 10%). This will be paid subject to the Shareholders approval at the ensuing 34^th (Forty Nineth) Annual General Meeting ("AGM") of the Company.

The final dividend shall be paid within a period of 30 (Thirty) days from the date of the 34^th AGM. In view of the changes made under the Income-Tax Act, 1961, by the Finance Act, 2020, dividends paid or distributed by the Company shall be taxable in the hands of the Members. Your Company shall, accordingly, make the payment of the Final Dividend after deduction of tax at source.

4. TRANSFER TO RESERVES:

Your Directors do not propose to transfer any amount to General Reserves for the FY 2025-26.

5. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

There has been no change in nature of the business of the Company during the FY under review.

6. SUBSIDIARIES / JOINT VENTURES / ASSOCIATE COMPANIES:

During the year under review, the Company does not have any subsidiary, joint venture and associate.

Pursuant to that, the provisions of Section 129(3) of the Companies Act, 2013, a statement containing the salient features of financial statements of the Companys Associate in Form AOC -1 is not applicable.

7. SHARE CAPITAL, DEBT STRTUCTURE AND ITS LISTING: i. Authorised Share Capital:

During the year under review, there was no change in the authorised share capital of the Company.

ii. Issue of equity shares with differential rights:

Your Company does not have any equity shares with differential rights and hence no disclosures is required to be given under Rule 4(4) of the Companies (Share Capital and Debentures) Rules, 2014.

iii. Issue of Sweat Equity Shares:

During the year under review, your Company has not issued any sweat equity share and hence no disclosures is required to be given under Rule 8(13) of the Companies (Share Capital and Debentures) Rules, 2014. iv. Issue of Employee Stock Options:

During the year under review, your Company has not issued any Employee Stock Options and hence no disclosures is required to be given SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, and Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014.

v. Issue of Debentures:

During the year under review, your Company has not issued/ allotted any debentures.

vi. Issue of Convertible Securities:

During the year under review, your Company has not issued/ allotted any convertible securities.

8. DEPOSITS:

During the year under review, your Company has neither accepted nor renewed deposits from the public falling within the ambit of Section 73 and 74 of the Act, read together with the Companies (Acceptance of Deposits) Rules, 2014. Further, no amount on account of principal or interest on deposit was outstanding as at the end of the year under report.

The requisite return for the FY 2025-26 with respect to the amount(s) not considered as deposits has been filed with the Ministry of Corporate Affairs. The Company does not have any unclaimed deposits as on the date of this report.

9. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Your Company actively strives to adopt best practices to ensure the effective functioning of the Board. It emphasises the importance of having a truly diverse Board whose collective wisdom and strength can be leveraged to create greater stakeholder value, protect their interests, and uphold better corporate governance standards. Your Companys Board comprises of eminent professionals with proven competence and integrity. They bring in vast experience & expertise, strategic guidance and strong leadership qualities

Your Companys Board comprises a mix of executive and non-executive directors with considerable experience and expertise across a wide range of fields such as finance, Legal / Corporate law, Corporate Governance, Technology, Business Development and Stakeholder Engagement & Industry advocacy. The details of the directors and their meetings held during the FY under review is given in the Corporate Governance section, forming part of this Annual Report.

a) Change in Directors during the year and till the date of this report:

The Board of Directors, based on the recommendation of Nomination and Remuneration Committee at its meeting held on 11^th December, 2025, proposed the appointment of Mr. Harshal Dubli (DIN: 01782171) as an Additional Executive Director of the Company w.e.f 11^th December, 2025.

b) Cessation:

Mr. Harshal Dubli (DIN: 01782171), as Additional Executive Director of the Company has resigned w.e.f 4^th February, 2026. The Board places on record its sincere appreciation for his hard work during his stint in the Company.

c) Retire by Rotation:

In accordance with the provisions of Section 152 of the Act, Mr. Sanjay Upadhaya (DIN: 07497306), Chairman & Managing Director of the Company, is liable to retire by rotation at the ensuing AGM, and being eligible has offered himself for re-appointment, as a Chairman & Managing Director of the Company, liable to retire by rotation.

A brief profile of the Director proposed to be re-appointed is provided in the Notes to the Notice of the ensuing Annual General Meeting.

d) Key Managerial Personnels (KMP):

In terms of Sections 203 and 2(51) of the Act, below mentioned personnel(s) were designated as the KMPs of the Company for the FY 2025-26:

Mr. Sanjay Upadhaya, Chairman & Managing Director

Mr. Niraj Chordia, Chief Financial Officer*

Ms. Megha Chitre, Company Secretary & Compliance Officer

*Appointment of Mr. Niraj Chordia, as the Chief Financial Officer of the Company w.e.f 14^th August, 2026.

e) Nomination & Remuneration Policy:

The Company has devised a policy on directors appointment and remuneration including criteria for deeming qualifications, independence of director and other matter provided under sub-section (3) of Section 178 of the Act. Such Nomination & Remuneration policy devised by the company can be accessed on the website of the company at https://www.1gsp.in/policies

f) Declaration by Independent Directors:

The Independent Directors have given a declaration that they meet the criteria of independence as provided under Section 149(6) of the Act and the SEBI Listing Regulations, at the beginning of the year and that there is no change in the circumstances as on the date of this report which may affect their status as an Independent Director of your Company.

None of the Directors of your Company are disqualified from being appointed as Directors as specified under Section 164(1) and Section 164(2) of the Act read with Rule 14(1) of the Companies (Appointment and Qualifications of Directors), Rules, 2014 or are debarred or disqualified by the SEBI, MCA or any other such statutory authority.

The Company has obtained a certificate from M/s. M K Samdani & Co., Company Secretaries, that none of the directors on the Board of the Company has been debarred or disqualified from being appointed or continuing as directors of companies by the Securities and Exchange Board of India (the "SEBI")/Ministry of Corporate Affairs (the "MCA") or any such statutory authorities as on 31^st March, 2026. A copy of the said certificate is attached to the Corporate Governance Report, which is annexed hereto and forms part of this Report.

g) Board Evaluation:

Pursuant to the provisions of the Act and Regulation 17 of the SEBI Listing Regulations, the Board carried out the annual evaluation of its own as well as performance of that of its committees. The Board also carried out performance evaluation of all the individual directors. Additionally, the Nomination and Remuneration Committee of the Board also carried out the evaluation of the performance of the individual directors. The performance evaluation was carried out by the way of obtaining feedback from the directors through a structured questionnaire prepared in accordance with the Board Evaluation Policy.

The evaluation process focused on various aspects of the Board and Committees functioning including their composition, experience, competencies, performance of specific duties, obligations, monitoring of corporate governance practices, participation in the long-term strategic planning, attendance and contribution of individual directors and exercise independent judgement, including but not limited to, active participation at the Board and Committee meetings.

The Independent Directors, at their separate meeting, reviewed the performance of the Non-Independent Directors, the Chairman and the Board as a whole, taking into account the views of the Executive and Non-Executive Directors. Further, the Nomination and Remuneration Committee reviewed the performance evaluation outcome of the Board, Committees and individual Directors. Thereafter, the Board reviewed and discussed the evaluation outcome and noted the suggestions for further strengthening the overall effectiveness of the Board and its Committees.

h) Familiarisation Programme for Independent Directors:

The Company has familiarised its independent Directors to provide insights into the Company and to enable them to understand the Companys business in depth, to familiarise them with the processes and functionaries of the Company to assist them in understanding their roles and responsibilities. Further, the Independent Directors are provided with opportunity to interact with the Management of the Company and help them to understand the Companys strategy, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the company and such other areas as may arise from time to time through various programmes.

The said program was conducted for the familiarisation of Independent directors. The details of the same can found on the website of the Company at https://www.1gsp.in/policies

i) Number of meetings of the Board:

The Board meetings are convened regularly to review and determine the Companys business plans and strategies, alongside other key governance matters. It maintains robust operational oversight with quarterly meetings featuring comprehensive presentations. Board and Committee meetings are scheduled in advance and a tentative annual calendar is shared with Directors well ahead of time, enabling them to plan their schedules effectively and participate meaningfully in discussions. Only in case of special and urgent business matters, if the need arises, Boards or Committees approval is taken by passing resolutions through circulation or by calling the Board/Committee meetings at a shorter notice, in accordance with the applicable law.

The agenda for the Board and Committee meetings includes detailed notes on the items to be discussed to enable the Directors to make an informed decision.

The Board met 8 (Eight) times during the FY 2025-26, the details of which are given in the Corporate Governance section, forming part of this Annual Report. The maximum interval between any two meetings did not exceed 120 days, as prescribed in the Act and the SEBI Listing Regulations.

j) Committees of the Board:

The Company has various Committees which have been constituted as a part of good corporate governance practices and the same are in compliance with the requirements of the relevant provisions of applicable laws and statutes.

Details of the following Committees constituted by the Board along with their composition, powers, roles, terms of reference, meetings held during the year and attendance of the Directors at such Meetings are provided in the Report on Corporate Governance which forms a part of this Annual Report:

Particulars

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholder Relationship Committee

4. Risk Management Committee

10.CORPORATE GOVERNANCE:

Since its inception, the Company has upheld the highest standards of corporate governance set out by the SEBI. We demonstrate an unwavering commitment to transparency, integrity, and ethical conduct in all our business transactions.

The Company is committed to transparency in all its transactions and places high emphasis on the business ethics.

The report on Corporate Governance as stipulated under the Listing Regulations forms an integral part of this report. The requisite certificate from M/s. M K Samdani & Co., Company Secretaries, Practicing Company Secretaries confirming compliance with the conditions of Corporate Governance as stipulated under Regulation 27 of the Listing Regulations is included as a part of this report.

11. AUDITORS AND AUDIT REPORT:

a) Statutory Auditors:

The Members of the Company, at the 29th Annual General Meeting ("AGM") held on 30th September,

2021, had approved the appointment of M/s. SDPM & Co., Chartered Accountants, as the Statutory Auditors of the Company for a term of 5 (five) consecutive years, commencing from the conclusion of the 29th AGM until the conclusion of the 34th AGM. Accordingly, their first term of office as Statutory Auditors of the Company is due to expire at the conclusion of the ensuing 34th AGM.

Upon completion of their first term, the Audit Committee, at its meeting held on 3rd September, 2026, evaluated the performance and suitability of M/s. SDPM & Co., Chartered Accountants, for their re-appointment, taking into consideration, inter alia, their professional qualifications, experience, expertise, resources, reputation, independence, track record and overall suitability. Based on such evaluation, the Audit Committee recommended their re-appointment as the Statutory Auditors of the Company for a further term of 5 (five) consecutive years.

The Board of Directors, at its meeting held on 3rd September, 2026, after considering the recommendation of the Audit Committee, approved and recommended to the Members the reappointment of M/s. SDPM & Co., Chartered Accountants, as the Statutory Auditors of the Company for a second term of 5 (five) consecutive years, commencing from the conclusion of the 34th AGM until the conclusion of the 39th AGM, subject to the approval of the Members.

M/s. SDPM & Co., Chartered Accountants, have furnished their consent to act as Statutory Auditors of the Company and have confirmed that their re-appointment, if approved, shall be in accordance with the applicable provisions of the Companies Act, 2013 and the rules made thereunder. They have further confirmed that they satisfy the prescribed eligibility, qualification and independence criteria and are not disqualified from being re-appointed as Statutory Auditors of the Company.

Accordingly, the Board recommends the re-appointment of M/s. SDPM & Co., Chartered Accountants, as Statutory Auditors of the Company for a second term of 5 (five) consecutive years, commencing from the conclusion of the 34^th AGM until the conclusion of the 39^th AGM, for approval of the Members at the ensuing AGM.

Auditors Report:

The Auditors Report on the financial statements of the Company for the year ended 31st March,

2026, forms part of this Annual Report. The said report was issued by M/s. SDPM & Co., Chartered Accountants, with an unmodified opinion and does not contain any qualifications, reservations or adverse remarks. Auditors Report is self-explanatory and therefore, does not require further comments and explanation. The Audit Committee reviews the independence and objectivity of the Auditors and the effectiveness of the Audit process. Further, M/s. SDPM & Co., Chartered Accountants, holds a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India.

Total fees for all services paid by the Company to the Auditors during the FY 2025-26 is Rs. 3.00

b) Internal Auditors:

During the year under review, the Company has appointed M/s. Rushil Shah & Co; as the Internal Auditors of the Company for the FY 2026-27 in accordance with the applicable provisions of the Act.

The Board accepted and took on record resignation of M/s. Rushil Soni & Co; Chartered Accountants from the position of Internal Auditors of the Company w.e.f. 14^th August, 2026 on account of professional preoccupations. The Board also placed on record its appreciation for the valuable contribution made by M/s. Rushil Soni & Co., Chartered Accountants during their tenure as an Internal Auditor of the Company.

c) Secretarial Auditors:

Pursuant to SEBI notification dated December 12, 2024, introducing the SEBI (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2024, and basis the recommendation of the Audit Committee and the Board of Directors of the Company and the shareholders had at the 33^rd AGM of the Company, approved the appointment of Peer Reviewed Firm, M/s. M K Samdani & Co., Company Secretaries, Practicing Company Secretaries (COP Number: 21853, ACS Number: 41630) , as the Secretarial Auditor of the Company, to undertake the Secretarial Audit of the Company, for a term of 5 (five) consecutive years commencing from the FY 2025-26 till FY 2029-30 at such fees, excluding taxes and out-of pocket expenses) for the FY 2025-26, as mutually agreed upon between the Board of Directors and Secretarial Auditors.

The Secretarial Audit Report, annexed as Annexure VI, contain observation or qualification requiring explanation or comments from the Board.

Observation: Delay in Submission of Integrated Filing (Governance) for 31^st March 2025. The report was not submitted within the requisite time frame as mandated.

Management Response: The company has made the default good and paid the fine amount for the quarter ended 31^st March, 2025.

Annual Secretarial Compliance Report:

In compliance with Regulation 24A of the SEBI Listing Regulations, your Company had filed its Annual Secretarial Compliance Report for FY 2025-26 to the Stock Exchanges on 25^th May, 2026 within the prescribed time limits. Your Company has also complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

The Company does not have any material subsidiaries, therefore, the provisions of Regulation 24A of the Listing Regulations pertaining to secretarial audit is not applicable with respect to the subsidiaries of the Company.

d) Cost Auditors:

Pursuant to Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, your Company is required to maintain cost records as specified by the Central Government. Accordingly, your Company has maintained cost accounts and records in the prescribed manner. The records maintained by your Company under Section 148 of the Act are required to be audited by the Cost Accountant.

Your Company had appointed M/s. J.H. Survase & Co., Cost Accountants (Firm Registration Number: 001300), as the Cost Auditors of the Company for auditing cost accounting records for the FY 2025-26. The Cost Audit Report for the FY 2025-26 is free from any disqualifications as specified under Section 141(3) and proviso to Section 148(3) read with Section 141(4) of the Act.

Based on the recommendation of the Audit Committee, the Board appointed M/s. J.H. Survase & Co., Cost Accountants (Firm Registration Number: 001300), as the Cost Auditors to conduct audit of the cost records of your Company for the FY 2026-27 at a remuneration of Rs.1,60,000/- (excluding applicable taxes and out-of- pocket expenses). Your Company has received a certificate from M/s. J.H. Survase & Co., confirming their independent status and providing their consent that they are not disqualified from being appointed as the Cost Auditors of the Company.

In terms of the provision of Section 148 of the Act read with Rule 14 of the Companies (Audit and Auditors), Rules, 2014, the remuneration payable to the Cost Auditor is required to be ratified by the Members. Accordingly, an ordinary resolution, for ratification of remuneration payable to the Cost Auditor for the FY 2026-27, forms part of the Notice of the 34^th ensuing AGM.

Brief Profile:

M/s. J.H. Survase & Co., Cost Accountants, was established in 2017 to provide various professional services. We have a mixture of industry exposure in Engineering, Textiles, Electricity, Foundry, Auto Components, Dairy, Sugar, and Chemicals, etc.

Our core competencies are Cost Audits and Cost Accounting Records Compliance, Internal Audits, GST Audit, Stock Audit, GST Compliance, Income Tax Consultancy, Consultancy in Goods and Services Tax and Management Consultancy, which includes Techno Economic Viability Reports, Product Costing, Cost Benefit Analysis, Cost Control & Cost Reduction Techniques, Financial Management.

J.H. Survase & Co. is a proprietorship firm having adequately qualified and semi-qualified associated staff. We have conducted more than 50 Cost Audits. Also, we have provided cost management consultancy services to various Industries, especially the engineering industry.

e) Details in respect of frauds reported by auditors other than those which are reportable to the Central Government:

During the year under review, neither the Statutory Auditors, the Internal Auditors, the Cost Auditors nor the Secretarial Auditors have reported to the Audit Committee or the Board, under Section 143(12) of the Act, any instances of fraud committed against the Company by its officers or employees, and therefore disclosure of details under Section 134(3)(ca) of the Act is not applicable

12.POLICY ON PREVENTION OF SEXUAL HARASSMENT OF WOMEN ("POSH") AT

WORKPLACE:

Your Company has zero tolerance for sexual harassment at workplace. Your Company has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at Workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act"), and the Rules framed thereunder. All employees (permanent, contractual, temporary, trainees) are covered under this policy. The policy is gender inclusive, and the framework ensures complete anonymity and confidentiality.

Your Company has constituted Internal Complaints Committee (ICC) to redress and resolve any complaints arising under the POSH Act. The ICC comprises of internal as well external members. The Policy on POSH at Workplace is hosted on the Website of the Company at https://www.1gsp.in/policies

During the financial year 2025-2026, the Company has not received any complaints on sexual harassment and no complaints remain pending as of 31^st March, 2026.

Particulars	Complaints Received on Sexual Harassment
Number of complaints outstanding at the beginning of the year under review	NIL
Number of complaints received during the year under review	NIL
Number of complaints disposed of during the year under review	NIL
Number of complaints remain pending for more than 90 days	NIL
Number of complaints remain pending at the year end	NIL

13.SECRETARIAL STANDARS:

The Company has complied with the applicable provisions of Secretarial Standards issued by the Institute of Company Secretaries of India and as notified by the MCA.

14.CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREGIN EXCHANGE EARNINGS AND OUTGO:

The particulars as required under the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo etc. are furnished in Annexure II, which forms part of this Report.

15.PARTICULARS OF REMUNERATION:

The details with regard to payment of remuneration to Director and Key Managerial Personnel pursuant to Section 197(12) of Companies Act, 2013 is provided in separate annexure to the Report as "Annexure-III", which forms part of this Report.

None of the employee has received remuneration exceeding the limit as stated in rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

16.EXTRACT OF ANNUAL RETURN:

Pursuant to Section 134(3)(a) and Section 92(3) of the Act read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the Annual Return as on 31^st March, 2026 in Form No. MGT-7, is available on the Companys website and can be accessed at https://www.1gsp.in/reports

The Annual Return will be filed with the Registrar of Companies within the timelines prescribed under the Act.

17.PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013:

Pursuant to the provisions of Section 186 of the Companies Act, 2013, read with The Companies (Meetings of Board and its Powers) Rules, 2014 as amended from time to time (including any amendment thereto or re-enactment thereof for the time being in force), Loans, guarantees and investments covered under Section 186 of the Companies Act, 2013 form part of Financial Statements provided in this Annual Report.

18.MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The MDA Report on the operation of the Company as required under the SEBI Listing Regulations, is presented in a separate Section and forms part of this Annual Report.

19.PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All the related party transactions were placed before the Audit Committee for its review on a quarterly basis. An omnibus approval of the Audit Committee had been obtained for the related party transactions which were repetitive in nature.

All related party transactions that were entered into during the financial year were on an arms length basis and were in the ordinary course of business. There are no materially significant related party transactions made by the Company and thus disclosure in Form AOC-2 is not required.

The Board has formulated Policy on Related Party Transactions, pursuant to the applicable provisions of the Act and the Listing Regulations and the same is displayed on the Companys website at https://www.1gsp.in/policies

Further, the details of the transactions with related parties are provided in the accompanying financial statements in Note No:3.6.

20.INTERNAL FINANCIAL CONTROL AND ITS ADEQUACY:

Internal Financial Controls are an integrated part of the risk management process, addressing financial and financial reporting risks. The internal financial controls have been documented, digitized and embedded in the business processes.

Assurance on the effectiveness of internal financial controls is obtained through management reviews, control self- assessment, continuous monitoring by functional experts as well as testing of the internal financial control systems by the internal auditors during the course of their audits.

We believe that these systems provide reasonable assurance that our internal financial controls are designed effectively and are operating as intended.

21.INTERNAL CONTROL SYSTEM:

The Company has an internal control system, commensurate with the size, scale and complexity of its operations. This ensures that all transactions are authorized, recorded and reported correctly, and assets are safeguarded and protected against loss from unauthorized use or disposition. The Company has adequate internal controls for its business processes across departments to ensure efficient operations, compliance with internal policies, applicable laws and regulations, protection of resources and assets and appropriate reporting of financial transactions.

The Company has Internal Audit function which is empowered to examine the adequacy and compliance with policies, plans and statutory requirements.

It comprises of experienced professionals who conduct regular audits across the Companys operations. The Company has also appointed Mr. Rushil Soni proprietor of M/s Rushil Soni & Co., Chartered Accountants as Internal Auditors, who reviews the various functions of the Company thoroughly and report to the Audit Committee. During the year under review, the Risk Management Committee of the Company had reviewed the new requirement of Internal Control over Financial

Reporting ("ICOFR") and finalized the detailed analysis of key processes, and these were presented for review by the Statutory Auditors. The control mechanism and the process of testing of controls were discussed with the Statutory Auditors.

The Statutory Auditors have submitted their report on the Internal Financial Controls which forms an integral part of this Report.

The adequacy of the same has been reported by the Statutory Auditors of your Company in their report as required under the Companies (Auditors Report) Order, 2003.

22.RISK MANAGEMENT:

According to the Regulation 21 of the SEBI (Listing Obligations and Disclosure Requirements), 2015, a Risk Management Committee is to be formed by the top 1000 listed Companies based on market capitalization. However, One Global Service Provider Limited does not fall under the threshold. But the Board has opted voluntarily to form the Committee in order to cover the short comings and secure the position of the Company. The details of the Committee are disclosed herewith.

With a view to control various risks associated with, market fluctuations, change in government policies etc., a policy to identify, prevent and hedge uncertain risks & losses have been formulated; effective means of identifying, measuring and monitoring credit exposures incurred by the Company were also formulated. The Risk Management Committee was formed to formulate & supervise the implementation of this policy, to develop effective surveillance techniques, monitor the external Business environment etc.

The Company has a robust Policy to identify, evaluate business risks and opportunities. This strategy seeks to create transparency, minimize adverse impact on the business objectives and enhance the Companys competitive advantage and helps in identifying risks trend, exposure and potential impact analysis at a Company level as also separately for different business segments.

23.INSURANCE:

The assets and properties of your Company are adequately insured against all standard risks. Additionally, suitable insurance covers are in place to protect against key operational and business liabilities.

24.CORPORATE SOCIAL RESPONSIBILITY:

The Companys CSR initiatives and activities are aligned to the requirements of Section 135 of the Act.

A brief outline of the CSR policy and the initiatives undertaken by the Company on CSR activities during the year under review are set out in Annexure -I of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014. This Policy is available on the Companys website at https://www.1gsp.in/policies

For other details regarding the CSR Committee, please refer to the Corporate Governance Report, which forms part of this report.

25.POLICIES:

The Listing Regulations mandated the formulation of certain policies for all listed companies. All such policies which are applicable to the Company are available on our website https://www.1gsp.in/policies. The policies are reviewed by the Board and updated based on need and new compliance requirements.

26.VIGIL MECHANISM / WHISTLE BLOWER POLICY:

Your Company believes in promoting a fair, transparent, ethical and professional work environment. The Board of Directors of the Company has established a Whistle Blower Policy & Vigil Mechanism in accordance with the provisions of the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015 for reporting the genuine concerns or grievances or concerns of actual or suspected, fraud or violation of the Companys code of conduct. The said Mechanism is established for directors and employees to report their concerns. The policy provides the procedure and other details required to be known for the purpose of reporting such grievances or concerns.

The policy is available on the following web-link of the Company at https://www.1gsp.in/policies

27.COMPLIANCE ON MATERNITY BENEFIT ACT, 1961:

Your Company has complied with the applicable provisions of Maternity Act, 1961 for female employees with respect to leaves and maternity benefits thereunder.

28.CODE OF CONDUCT:

The Board of Directors has laid down a Code of Conduct applicable to the Board of Directors and Senior Management. All the Board Members and Senior Management personnel have affirmed compliance with the code of conduct.

29.PREVENTION OF INSIDER TRADING:

The Company has adopted a Code of Conduct for Prevention of Insider Trading pursuant to new SEBI (Prohibition & Insider Trading) Regulation 2015 in place of SEBI (Prohibition & Insider Trading) Regulation 1992 with a view to regulate trading in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Company‘s shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the ‘Trading Window is closed. The Board is responsible for implementation of the

Code. All Directors and the designated employees have confirmed compliance with the Code.

30.ENVIRONMENT, HEALTH AND SAFETY:

The Company is conscious of the importance of environmentally clean and safe operations. The

Companys policy requires conduct of operations in such a manner, so as to ensure safety of all concerned, compliances of environmental regulations and preservation of natural resources.

31.INFORMATION TECHNOLOGY GOVERNANCE & CYBER SECURITY:

The Company recognizes the importance of robust Information Technology (IT) governance and cyber security in ensuring the confidentiality, integrity, availability and resilience of its information systems and digital operations. The Company has established appropriate IT governance frameworks, policies, processes and controls aligned with applicable regulatory requirements and industry practices.

The Company continues to strengthen its IT infrastructure and information security framework to address evolving technology and cyber security risks. Appropriate controls are implemented for access management, data protection, network security, system monitoring, vulnerability management, incident response, backup and recovery, and business continuity.

The Company maintains mechanisms for timely identification, reporting, escalation and management of information security incidents. Business continuity and disaster recovery arrangements are periodically reviewed and tested to support the resilience and continuity of critical operations.

In view of the increased cyberattack scenarios, the cyber security maturity is reviewed periodically and the processes, technology controls are being enhanced in-line with the threat scenarios.

Companys technology environment is enabled with real time security monitoring with requisite controls at various layers starting from end user machines to network, application and the data. During the financial year under review, no such incidence was reported.

32.MATERIAL CHANGES AND COMMITMENT AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

The company had filed application for scheme of amalgamation of Plus Care Internationals Private Limited (Transferor) with One Global Service Provider Limited (Transferee) to Honble National

Company Law Tribunal, Bench at Mumbai and received order for calling a shareholder and unsecured creditor meeting on 13th March, 2024 and certified true copy received on 18th March, 2024.

The Company has convened a meeting of Shareholder and Unsecured Creditors Meeting on 09th

May, 2025 as per direction of Honble National Company Law Tribunal, Bench at Mumbai. Further the company has received order dated 25th March, 2025 by Honble National Company Law Tribunal, Bench at Mumbai for approval of the Scheme of Amalgamation as stated above.

33.SIGNIFICANT AND MATERIAL ORDER PASSED BY THE REGULATOR OR COURTS OR

TRIBUNAL IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE:

Honble National Company Law Tribunal, Bench at Mumbai has passed order dated 25th March, 2025 in Petition C.P. (CAA) 150 (MB) 2024 in C.A. (CAA) 11 (MB) 2024 approving Scheme of Amalgamation of Plus Care Internationals Private Limited (Transferor) with One Global Service Provider Limited (Transferee).

The company has complied all the direction given by of Honble National Company Law Tribunal, Bench at Mumbai.

Further, consequent to the merger pursuant to the order of the Honble NCLT, BSE Limited has granted trading approval for 1,24,38,296 Equity Shares of 10/- each issued pursuant to the Scheme of Amalgamation.

Further, consequent to the said merger, Mr. Sanjay Upadhaya, one of the shareholders of Plus Care International Private Limited, holding 4,22,095 Equity Shares, shall be classified as part of the Promoter Group of One Global Service Provider Limited, in accordance with the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

No other significant and material order was passed by regulators or courts or tribunals impacting the going concern status and companys operations in future.

34.OTHER DISCLOSURES:

During the year under report:

your Company has not made any one-time settlement for loans taken from the Banks or Financial Institutions, and hence the details of difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof is not applicable; no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act; there were no proceeding initiated/pending against your Company under the Insolvency and Bankruptcy Code, 2016.

35.DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(c) and 134(5) of the Act, the Directors hereby confirm that:

a) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

b) your directors selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;

c) your directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) your directors had prepared the annual accounts on a going concern basis;

e) being a listed Company, your directors have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and are operating effectively; and

f) your directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

36.ACKNOWLEDGEMENTS:

Your Directors express their deep sense of gratitude to all the government authorities, financial institutions, banks, contractors, customers, suppliers, shareholders, employees and other business associates of your Company, who through their continued support and co-operation have helped as partner in your Companys progress and achievement of its objectives.

	For and on behalf of Board of Directors
	One Global Service Provider Limited
	Sd/-
Place: Mumbai	Sanjay Upadhaya
Date: 3rd September, 2026	Chairman & Managing Director
	DIN: 07497306