P.E. Analytics Ltd Directors Report

Dear Member(s),

Your Directors are pleased to present the 19th Annual Report of P.E. Analytics Limited (the ‘Company), together with the Audited Standalone and Consolidated Financial Statements for the financial year ended March 31, 2026

FINANCIAL SUMMARY/PERFORMANCE OF THE COMPANY (STANDALONE & CONSOLIDATED)

PARTICULARS	Standalone	Consolidated
	For the Financial Year ended	For the Financial Year ended
	31st March 2026 (?)	31st March 2025 (?)	31st March 2026 (?)	31st March 2025 (?)
Revenue from Operations	3041.41	2449.45	4682.73	4439.58
Other Income	719.50	631.00	701.63	629.44
Total Income	3760.91	3080.45	5384.36	5069.02
Less: Expenses	1606.87	1437.47	3236.93	3234.65
Earnings Before Interest, Tax, Depreciation and Amortization (EBITDA)	2154.04	1642.98	2147.44	1834.37
Depreciation and Amortization	48.77	42.33	49.27	42.33
Finance Cost
Exceptional Items				0.21
Profit Before Tax (PBT)	2105.27	1600.65	2098.17	1791.83
Current Tax	534.47	402.64	543.62	462.60
Earlier Years	2.12	(0.58)	(2.95)	5.99
Deferred tax	3.86	3.68	(9.83)	(5.03)
Profit after tax (PAT)	1564.82	1194.91	1567.34	1328.27

FINANCIAL PERFORMANCE AND STATE OF COMPANYS AFFAIRS

Consolidated revenue from operations was ^4,682.73 lakh, as compared with ^4,439.58 lakh in FY 2024-25, representing an increase of approximately 5.48%. The Consolidated EBITDA of the Company was ^ 2,147.44 Lakhs during the year under review as compared to ^1,834.37 Lakhs in FY 2024-2025.

Standalone Revenue from operations was ^3,041.41 Lakhs as compared to ^2,449.45 Lakhs in FY 2024-2025. The Standalone EBITDA of the Company was ^2,154.04 Lakhs during the year under review as compared to ^1,642.98 Lakhs in FY 2024-2025.

The Company recorded a significant improvement in its overall financial performance during FY 2025-2026. On a consolidated basis, the Profit After Tax (PAT) increased to ^1,567.34 Lakhs in FY 2025-2026 from ^1,328.27 Lakhs in FY 2024-2025, reflecting a growth of approximately 18.00%. On a standalone basis, the Profit After Tax increased to ^1,564.82 Lakhs from ^1,194.91 Lakhs, representing a growth of approximately 31%.

CONSOLIDATED LEVEL

Pursuant to the provisions of Section 129 read with Sections 134 and 136 of the Companies Act, 2013 and the rules made thereunder, and in accordance with Regulations 33 and 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has prepared the Consolidated Financial Statements for the financial year 2025-26 comprising the financial statements of the Company and the entities included in the consolidated financial statements, namely PropEdge Valuations Private Limited, ProEquity Tech Private Limited, ProEquity Education Private Limited and WAOH Foundation.

The Consolidated Financial Statements for the financial year 2025-26 have been prepared in accordance with the applicable provisions of the Companies Act, 2013, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the Indian Accounting Standards (Ind AS) specified under Section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standards) Rules, 2015, as applicable. The audited Consolidated Financial Statements together with the Independent Auditors Report thereon form part of this Annual Report.

In accordance with Section 136 of the Companies Act, 2013, separate audited financial statements of the subsidiaries, as applicable, are available on the Companys website and shall be provided to any shareholder upon request. The relevant documents shall also be available for inspection by members at the Companys registered office during business hours, in accordance with applicable law.

CHANGES IN NATURE OF BUSINESS AND MAJOR EVENT

For sustained growth in future, Companywants to rely on the main business of the Company

i.e engaged in providing proprietary Real Estate Business Intelligence and Analytics Platform on B2B business model to various users such as Developers, construction industry, Investors, Banks, Housing finance companies, Equity research firms, real estate PE funds, REITs financial institutions, Mortgage Insurers, HNIs Lenders and Investors in real estate. Our products are considered as a premier Business Intelligence product-a first of its kind in India in the Realty space.

DIVIDEND

In order to conserve the resources for future requirements & plans for future expansion, the Board has decided to retain the profits generated and consequently Board is unable to recommend distribution of dividend.

RESERVES

During the Financial Year 2025-2026, the Company has transferred a total amount of Rs. 1,564.82 (in Lakhs) to general reserves of the Company.

PUBLIC DEPOSIT

During the year under review, the Company has not accepted or renewed any deposit from the public falling within the ambit of section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

CHANGE IN CAPITAL STRUCTURE

During the Financial Year under review, there has been no change in the Authorized Share Capital of your Company i.e. Rs. 11,00,00,000/- (Rupees Eleven Crore Only) divided into 1,10,00,000 (One Crore Ten lakh) Equity Shares of Rs.10/- each.

Issued, Subscribed and Paid-up Capital:

The Companys Equity share Capital positions as on March 31, 2026 is as follows:

	Authorised Share Capital	Issued, Subscribed, & Paid up share capital
Equity	No. of shares	Face value	Amount (in Rs.)	No. of shares	Face value	Amount (in Rs.
	1,10,00,000	10	11,00,00,000	1,04,82,104	10	10,48,21,040

During the year, the Company allotted 3,97,800 equity shares of ^10/- each at an issue price of ^201/- per share to HDFC Capital Advisors Limited on a preferentialbasis, aggregating to ^7,99,57,800/-. Consequent thereto, the paid-up share capital increased by ^39,78,000/-, from ^ 10,48,21,040 to ^ 10,87,99,040.

EQUITY INFUSION

No Equity infusion was done during the financial year 2025-26. However, subsequent to the Financial year 2025-26, the Company raised ^7,99,57,800/- through a preferential issue of 3,97,800 equity shares of ^10 each at an issue price of ^201 per share. Consequent thereto, the paid-up share capital increased by ^39,78,000/-.

LISTING

The Equity Shares are listed (listing date - 04.04.2022) on the National Stock Exchange of India Limited ("Stock Exchange") on SME-EMERGE Platform. The Company had fulfilled all necessary requirements, entered into listing agreements with the Stock Exchange.

DEMATERIALISATION OF EQUITY SHARES:

All the Equity shares of the Company are in dematerialized form with either of the depositories viz NSDL and CDSL. The ISIN No. allotted is INE0KN801013.

DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES

During the financial year 2021-22, the Company acquired 8,000 equity shares of face value ^10 each in PropEdge Valuations Private Limited, representing 80% of its paid-up equity share capital comprising 10,000 equity shares. Consequently, PropEdge Valuations Private Limited became a subsidiary of the Company with effect from 6 January 2022, in accordance with the provisions of Section 2(87) of the Companies Act, 2013.

During the financial year 2025-26, the Company incorporated three new subsidiaries, namely PropEquity Tech Private Limited, PropEquity Education Private Limited and WAOH Foundation, a Section 8 company, in which the Company held 65%, 65% and 100%, respectively. The aggregate investment made by the Company in these three entities during the year amounted to approximately ^2.30 lakh.

PropEquity Tech Private Limited was incorporated on 7 February 2026 and became a 65% subsidiary of the Company. The entity has been established in connection with the Companys PropEquity AI / technology initiative. The Company continued to hold 65% of the paid-up share capital of the subsidiary as at the financial year-end.

PropEquity Education Private Limited was incorporated on 9 February 2026 and became a 65% subsidiary of the Company. The entity was included among the subsidiaries considered for the Companys consolidated financial statements for FY2025-26. Given its incorporation shortly before the financial year-end, its contribution to the Companys financial performance during FY2025-26 was not material based on the information disclosed.

WAOH Foundation, a Section 8 company, was incorporated on 31 October 2025, with the Company holding 100% of its share capital. The entity is distinct in nature from the companys commercial subsidiaries and was included in the companys consolidated financial statements for FY2025-26.

During Financial Year 2025-26, the Company also had an interest in PropEquity Middle East, a limited liability company incorporated in the United Arab Emirates, in which the Company held 25% of the share capital. However, the associate was closed/dissolved during FY2025-26. No amounts were recovered by the Company and the entire investment of approximately ^11.55 lakh was written off during the year. Accordingly, PropEquity Middle East was not a continuing associate as at 31 March 2026.

Further, PropEquity AI Pte. Ltd., Singapore, was incorporated with the Company proposed to hold 40% and Mr. Samir Jasuja holding 60% in his individual capacity. Accordingly, the entity did not qualify as a subsidiary of the Company. As at 31 March 2026, the share capital had not been transferred and business operations had not commenced. Accordingly, the entity was not considered for consolidation in the Companys financial statements for FY2025-26.

The Company also disclosed that PropEquity Tech Ventures Private Limited and PropEquity Education Ventures Private Limited were under the process of strike-off with the Registrar of Companies, having ceased operations, and that no share capital had been transferred to these entities. The proposed strike-off of these entities was not expected to have any material impact on the Companys operations or financial position.

DIRECTORSAND KEY MANAGERIALPERSONNEL

Directors

The Board of Directors are responsible for and committed to maintaining sound principles of effective management and oversight in the Company. The Boards primary focus is on formulating business strategies and policies, establishing robust control systems, and providing strategic guidance and direction to the Company in achieving its business objectives while safeguarding the interests of all stakeholders.

The matters reserved for consideration and approval by the Board include those relating to the Companys overall strategic policies, financial affairs and shareholders interests. These matters include, but are not limited to, deliberation and approval of business plans, risk management framework, internal controls, preliminary announcements of interim and annual financial results, dividend policy, annual budgets, and significant corporate activities such as material acquisitions, disposals and related-party transactions.

Through effective oversight and informed decision-making, the Board ensures that the Company operates with transparency, accountability, prudence and a clear focus on sustainable growth and long-term value creation.

The Board of Directors, on the recommendation of the Nomination and Remuneration Committee and after considering the integrity, knowledge, experience, expertise and proficiency of Mr. Viraj Dev Nijhara (DIN: 07635960), accorded its approval for his appointment as an Independent Director of the Company, not liable to retire by rotation, with effect from May 16, 2025 for a period of five years, i.e. from May 16, 2025 to May 16, 2030.

The said appointment was subsequently approved by the Members at the Annual General Meeting held on September 19, 2025.

Further, Mr. Samir Jasuja (DIN: 01681776), Managing Director of the Company, was reappointed as Managing Director with effect from February 15, 2022. The Board of Directors, at its meeting held on 1st September, 2026, on the recommendation of the Nomination and Remuneration Committee, considered and approved the proposal for reappointment of Mr. Samir Jasuja as Managing Director of the Company for a further period of five years with effect from 15 February 2027, subject to the approval of the Members at the ensuing AGM and such other approvals as may be required under applicable laws.

Considering his experience, knowledge of the business, expertise and contribution to the growth and development of the Company, the Board is of the opinion that his continued association as Managing Director would be in the best interests of the Company and accordingly recommends his re-appointment for approval of the Members at the ensuing AGM.

The disclosures in respect of the proposed re-appointment of Directors, including Mr. Samir Jasuja, as required under the applicable provisions of the Act, Regulation 36 of the SEBI Listing Regulations, as applicable, and the Secretarial Standards on General Meetings ("SS-2"), are provided in the Notice of the ensuing AGM, forming part of this Annual Report.

The Independent Directors of the Company have confirmed that they:

a. meet the criteria of independence as prescribed under the Act and the applicable provisions of the SEBI Listing Regulations;

b. abide by the Code of Independent Directors as provided under Schedule IV to the Act; and

c. have registered themselves on the databank of Independent Directors maintained by the Indian Institute of Corporate Affairs.

STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE (INCLUDING PROFICIENCY) OF INDEPENDENT DIRECTOR APPOINTED DURING THE YEAR

Pursuant to Rule 8(5)(iiia) of the Companies (Accounts) Rules, 2014, the Board of Directors, based on the recommendation of the Nomination and Remuneration Committee and after considering the qualifications, experience, expertise, integrity and proficiency of Mr. Viraj Dev Nijhara (DIN: 07635960), who was appointed as an Independent Director of the Company during the financial year, is of the opinion that Mr. Viraj Dev Nijhara possesses the requisite integrity, expertise and experience (including proficiency) required to discharge his duties and responsibilities effectively as an Independent Director of the Company.

Key Managerial Personnel

In accordance with the provisions of Section 2(51) and 203 of the Act read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, following are the KMPs of your Company as at 31st March 2026.

Name	Designation
1. Mr. Samir Jasuja	Managing Director
2. Mr. Dheeraj Kumar Tandon	Chief Financial Officer
3. Ms. Prachi Bansal*	Company Secretary and Compliance Officer

The Board of the Company has appointed competent professionals as Chief Financial Officer and Company Secretary to discharge their respective responsibilities, including compilation and reporting of data, coordination with stakeholders, and liaison with merchant bankers and various regulatory authorities and agencies, includingNSE and SEBI.

*During the year under review, Ms. Prachi Bansal, Company Secretary, resigned from her office with effect from April 5, 2026. Subsequently, the Board of Directors, at its meeting held on April 6, 2026, appointed Ms. Hriitka Verma (M. No. 79901) as the Company Secretary and Compliance Officer of the Company with effect from April 6, 2026.

Subsequent to the close of the financial year, Ms. Hriitka Verma resigned from her office as Company Secretary and Compliance Officer of the Company with effect from August 5, 2026. Thereafter, the Board of Directors, at its meeting held on September 1, 2026, appointed Ms. Geetanjali Arya (M. No. 81504) as the Company Secretary and Compliance Officer of the Company with effect from September 1, 2026.

The Board places on record its appreciation for the valuable contribution and services rendered by Ms. Prachi Bansal and Ms. Hriitka Verma during their respective tenures with the Company and welcomes Ms. Geetanjali Arya to her new role.

Mr. Dheeraj Kumar Tandon, Chief Financial Officer of the Company, continued in office during the year and continues to hold the office with effect from January 3, 2022.

DISCLOSURE OF RELATIONSHIPS BETWEEN DIRECTORS INTERSE

Name of the Director	Relationship with other Director
Samir Jasuja	Husband of the Director - Vaishali Jasuja
Vaishali jasuja	Wife of Managing Director - Samir Jasuja
Pooja Verma	None
Ajay Kalayil Chacko (Resigned w.e.f 16.05.2025)	None
Sachin Sandhir	None
Nitin Uppal	None
Viraj Dev Nijhara	None

RETIREMENT BY ROTATION

In accordance with Section 152 of the Companies Act, 2013, and Articles of Association of the Company, Ms. Vaishali Jasuja, (DIN: 01681830) and Ms. Pooja Verma (DIN: 02256389) Directors of the Company, are hereby liable to be retire by rotation at the ensuing Annual General Meeting and being eligible, have offered themselves for re-appointment. The Company has received the requisite declarations and consents from the directors seeking reappointment. The Board confirms that none of the Directors is disqualified from being appointed as a Director under Section 164 of the Companies Act, 2013 and necessary declaration has been obtained from all the Directors in this regard. Further, Brief profile along with the consent of Director(s) seeking Re-appointment is given in Annexure-I of the notice and also presented in the Boards Report

BOARDEVALUATION

Pursuant to the section 134(3)(p) of Companies Act, 2013 read with Rule 8(4) of Companies (Accounts) Rules, 2014 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the annual evaluation of the performance of the Board, its Committees and individual Directors was carried out in accordance with the provisions of the Companies Act, 2013 and applicable SEBI regulations. The evaluation covered, inter alia, Board composition, effectiveness of Board processes, quality and timeliness of information, participation and contribution of Directors, strategic guidance, risk management and functioning of Committees. The performance evaluation of the Board and its Committees was carried out based on the prescribed criteria and feedback received from the Directors.

DECLARATIONFROM INDEPENDENT DIRECTORS

Each Independent Director, at the first meeting of the Board in which he participates as a Director and hereafter at the first meeting of the Board in every Financial Year, gives a declaration that he meets the criteria of independence as provided under section 149(7) and applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement), Regulation 2015 and accordingly the Company has received necessary declaration from each Independent Director under Section 149(7) of the Companies Act, 2013 and as per Regulation 16(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement), 2015 that he/ she meets with the criteria of Independence laid down in Section 149(6) of the Companies Act, 2013 and SEBI (LODR) Regulations.

NUMBER OF MEETINGS OF BOARD OF DIRECTORS

In accordance with the requirements of the Act and SEBI LODR Regulations, your Company convenes a minimum of four Board meetings in every calendar year, ensuring that the gap between any two consecutive meetings does not exceed 120 days. Additional meetings of the Board or its Committees are held as necessary to ensure effective oversight and management of the Companys operations. The agenda, along with the necessary explanatory notes and annexures, is circulated in advance to all Directors to facilitate informed decision making.

During the Financial Year 2025-26, the Board of Directors met 5 (Five) times on the following dates:

Date of Board Meeting	No. of Directors eligible to attend meeting	No. of Directors attended meeting
1 16.05.2025	6	6
2 14.08.2025	6	5
3 08.11.2025	6	5
4 29.01.2026	6	5
5 27.03.2026	6	4

BOARD COMMITTEE(S) MEETINGS

In accordance with the applicable provisions of law, the Board has also duly constituted the following Committees:

A. Audit Committee

B. Nomination and Remuneration Committee

C. Stakeholders Relationship Committee

D. Corporate Social Responsibility Committee

The Company has constituted the Internal Committee in accordance with Section 4 of the Sexual Harassment of Women at Workplace(Prevention, Prohibition and Redressal) Act, 2013. The Committee is constituted with prescribed composition and is responsible for receiving and redressing complaints relating to sexual harassment at the workplace.

A. Audit Committee:

The Board has constituted an Audit Committee on 30.03.2022. The constitution, composition and functioning of the Audit Committee also meets with the requirement of Section 177 of the Companies Act, 2013. The Company, being listed on the SME platform, is exempt from the corporate governance requirements specified in Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 to the extent provided under Regulation 15(2)(b). All the recommendations of Audit Committee have been accepted by the Board of Directors of the Company. The Number of meeting attended during the year by each member is as follows:

Name of the Member		Attendance at the meetings held on
	Category	16.05.2025	14.08.2025	08.11.2025	29.01.2026
Mr. Nitin Uppal	Independent Director	Present	Present	Present	Leave of Absence
Mr. Ajay Kalayil Chacko	Independent Director	Resigned w.e.f 16.05.2025	NA	NA	NA
Mr. Samir Jasuja	Managing Director	Present	Present	Present	Present
Mr. Sachin Sandhir	Independent Director	Present	Present	Leave of Absence	Present
Viraj Dev Nijhara	Independent Director	Appointed in the meeting held on 16.05.2025	Present	Leave of Absence	Present

B. Nomination and Remuneration Committee:

The Board of Directors of the Company has constituted Nomination and Remuneration Committee (NRC) on 30.03.2022. The Constitution, Composition and functioning of the Nomination and Remuneration Committee also meets with the requirements of Section 178(1) of the Companies Act, 2013 and Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Number of meeting attended during the year by each member is as follows:

Name of the Member	Category	Attendance at the meetings held on
		16.05.2025	14.08.2025	27.03.2026
Mr, Nitin Uppal	Independent Director	Present	Present	Leave of Absence
Mr. Ajay Kalayil Chacko	Independent Director	Present and Resigned at the same meeting	NA	NA
Mr. Samir Jasuja	Managing Director	Present	Present	Present
Mr. Sachin Sandhir	Independent Director	Leave of Absence	Present	Present
Viraj Dev Nijhara	Independent Director	Appointed in the meeting held on 16.05.2025	Present	Leave of Absence

C. Stakeholders Relationship Committee:

The Board of Directors of the Company has constituted Stakeholders Relationship Committee (SRC) on 30.03.2022. The Constitution, Composition and functioning of the Stakeholders Relationship Committee also meets with the requirements of Section 178 of the Companies Act, 2013 and Regulation 20 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Number of meeting attended during the year by each member is as follows:

Name of the Member	Category	Attendance at the meetings held on 08.11.2025
Mr. Nitin Uppal	Independent Director	Present
Mr. Samir Jasuja	Managing Director	Present
Mr. Sachin Sandhir	Indpendent Director	Leave of Absence
Mr. Viraj Nijhara	Indpendent Director	Present

D. Corporate Social Responsibility Committee:

The Board of Directors of the Company has constituted Corporate Social Responsibility (CSR) Committee on 30.03.2022. The Constitution, Composition and functioning of the Corporate Social Responsibility Committee also meets with the requirements of Section 135 of the Companies Act, 2013. The Number of meeting attended during the year by each member is as follows:

Name of the Member	Category	Attendance at the meetings held on 12.02.2026
Mr. Samir Jasuja	Managing Director	Present and appointed as a member w.e.f 12.02.2026
Mr, Sachin Sandhir	Independent Director	Present
Ms, Vaishali Jasuja	Director	Present
Mr, Viraj Dev Nijhara	Independent Director	Present
Mr, Nitin Uppal	Independent Director	Leave of Absence

Internal Complaints Committee (ICC), Sexual Harassment of women at workplace (prevention, prohibition and redressal) Act, 2013.

The Board of Directors of the Company has constituted the Internal Complaints Committee (ICC) on 30.03.2022. The Constitution, Composition and functioning of the Internal Complaints Committee also meets with the requirements of Section 4 of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Name of the Member	Category	Attendance at the meetings held on 29.01.2026
Ms. Pooja Verma	Director	Present
Mr. Shantanu Pati	Member	Present
Ms. Prachi Bansal*	Company Secretary	Present
Ms. Deepali Sinha	Member	Present
Ms. Garima Tripathi	External Member	Present

*Note: Ms. Prachi Bansal resigned from the position of Company Secretary and Compliance Officer of the Company with effect from April 5, 2026. Ms. Hritika Verma was appointed as the Company Secretary and Compliance Officer of the Company, who further resigned on 05 August, 2026 and, thereafter Ms. Geetanjali Arya was appointed as the Company Secretary and Compliance Officer of the Company and further inducted as a Member of the Internal Committee constituted under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, with effect from September 1,2026.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT.

There were no material changes and commitments affecting the financial position of the Company occurred between the ends of the financial year to which this financial statements relate on the date of this report.

Subsequent to March 31, 2026, the Company increased its equity share capital from 1,04,82,104 equity shares to 1,08,79,904 equity shares pursuant to the preferential issue of 3,97,800 equity shares to HDFC Capital Advisors Limited, a non-promoter entity. Consequent to the said issue, the promoter shareholding of the Company stands diluted to 72.26%, while the public shareholding stands at approximately 27.74%.

SIGNIFICANTAND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALSIMPACTINGTHE GOING CONCERN STATUSAND COMPANYS OPERATIONSIN FUTURE

No significant and material orders were passed by the regulators/courts or tribunals during the year which would adversely affect the going concern status of the Company or its future operations.

ANNUAL RETURN

Pursuant to Section 92(3) of the Act and Rule 12 of the Companies (Management and Administration) Rules, 2014 , the Annual Return for the FY 2025-2026 is available on Companys website at URL:- www.propequity.in.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186

In accordance with Section 186 of the Act, the particulars of loans, guarantees provided, and investments made during the Financial Year forms part of the Notes to the Financial Statements included in this Annual Report. All loans, guarantees, securities, and investments were made in furtherance of the Companys business objectives and are aligned with its strategic and operational requirements

Necessary Details are given here below: Amount outstanding as at 31st March, 2026

(Particulars	Amount (in Rs.)
Loans Given	0
Guarantees Given	0
Investments Made	7,25,30,536

 

Particulars	As at 31/03/2026 (Amount in Rs.)
INVESTMENTS
INVESTMENT IN SHARES (QUOTED)
Hind Petro	1,15,96,892
IOC	19,96,650
ITC	1,90,93,912
ONGC	27,16,512
Investments in private equity
India Real Estate InvestmentFund	96,97,200
Investment Ask Real Estate Special Situation	2,05,29,370
InvestmentArnya Real Estate Fund	60,00,000
Investment Sammaan Capital	9,00,000

WEBSITE

www.propequity.in is the website of the Company. All the requisite details, policy are placed on the website of the Company.

POLICY ON DIRECTORS APPOINTMENTAND REMUNERATION

The salient features of the policy of Directors appointment and remuneration of Directors, KMP, senior employees and related parties are as provided under Section 178(3) of the Companies Act, 2013, SEBI (LODR) Regulations, 2015 and any other re-enactment(s) for the time being in force.

Nomination and Remuneration Policy is available at the website of the Company www.propequity.in .The Board has adopted Nomination and Remuneration policy for selection and appointment of Directors and Key Managerial Personnel and to decide their remuneration. The Nomination and Remuneration policy of the company acts as a guideline for determining, inter alia, qualifications, positive attributes and independence of a Director, matters relating to the remuneration, appointment, removal and evaluation of the performance of the Directors and Key Managerial Personnel.

None of the Directors of this Company are related to or taking any remuneration from any of its subsidiary Company.

INVESTOR GRIEVANCE REDRESSALPOLICY

The Company has adopted an internal policy for Investor Grievance handling, reporting and Redressal of same.

PARTICULARS OF EMPLOYEESAND REMUNERATION

Particulars of Employees Section 197(12) of the Companies Act, 2013 and other disclosures as per rule 5(2) of Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014, forming part of the Directors Report for the year ended 31st March, 2026.

a) Ratio of Remuneration of each director to the Employees median remuneration:

Particulars	Designation	Remuneration (p.a0	Median Remuneration	Ratio
Samir Jasuja	Managing Director	56,78,750	6,00,000	9.46
Vaishali Jasuja	Director	36,16,000	6,00,000	6.03
Pooja Verma	Director	33,78,000	6,00,000	5.63

b) The appointment & percentage increase in remuneration of Chief Financial Officer, Company Secretary or Manager, if any in the financial year are as under:

Mr. Dheeraj Kumar Tandon is appointed as chief financial officer of the Company w.e.f 03rd January 2022, during the year the remuneration was increased from Rs.21.71 Lac to Rs. 24.31 Lacs as disclosed under the schedule related party disclosures.

Ms. Prachi Bansal was appointed as the Company Secretary and Compliance Officer of the Company with effect from 1 July 2024. During the financial year under review, remuneration aggregating to ^6.95 lakh was paid to her in accordance with the applicable provisions of the Companies Act, 2013 and the relevant Rules made thereunder. Subsequently, Ms. Prachi Bansal resigned from the position of Company Secretary and Compliance Officer with effect from 5 April 2026. The Board places on record its appreciation for the valuable services rendered by her during her tenure with the Company.

Ms. Hritika Verma was appointed as a Company Secretary of the Company w.e.f 6th April, 2026 and during the year the net remuneration of 6.00 Lac was recorded as per the relevant schedule. Subsequently, Ms. Hritika Verma resigned from the position of Company secretary and Compliance Officer with effect from 5 August 2026.

Thereafter, Ms. Geetanjali Arya is appointed as a Company Secretary of the Company w.e.f 1st September, 2026.

Notes: Gross remuneration comprises salary, commission, allowances, monetary value of perquisites, Companys contribution to Provident Fund, Haryana Labour Welfare Fund and Superannuation Fund; but excludes contribution to Gratuity Fund on the basis of actuarial valuation for which separate figures are not available.

c) Number of permanent employees on the rolls of the Company as on 31st March 2026-150.

d) Affirmation is given that the remuneration paid to the Directors of the Company is as per section 198 of the companies act and as per the remuneration policy.

e) The percentage increase in median remuneration of employees for the Financial Year 2025-2026 is 8%.

f) The average increase in the managerial remuneration is 8.00% & the average increase in the salary of employees other than managerial personnel is 10%.

g) The following employees fall within the disclosure requirements prescribed under Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amendments thereof:

Empl. Name	Designation	Nature of Empl.	Educatio nal Qual.	Ag e	Experience in months	Gross Remunerat ion (FY 20252026)	Relativ e of any Director/ manager
Samir Jasuja	Managing Director	Permanent	MBA Finance	54	354	5,678,750	Yes- Husband of Director (Mrs. Vaishali Jasuja)
Vaishali Jasuja	Director (Vice President - client engagement)	Permanent	M.M.S. Marketing	52	224	36,16,000	Yes- Wife of Managing Director
Pooja Verma	Director( Head- Data Operation s)	Permanent	MBA	50	355	33,78,000	No
Dheeraj Kumar Tandon	Chief Financial Officer	Permanent	CA	53	276	24,30,636	No
Prachi Bansal	Compliance Officer	Permanent	CS	28	13	6,95,000	No

INSURANCE

The Company has taken insurance coverage for its assets as considered appropriate based on the nature and value of the assets and its risk assessment. All assets of the Company are not insured yet.

PARTICULARS OF CONTRACT AND ARRANGEMENT WITH RELATED PARTIES

During FY 2025-26, all transactions with related parties were entered into in the ordinary course of business and on an arms length basis. The particulars of contracts or arrangements with related parties, as required under Section 188 of the Companies Act, 2013, are provided in Form AOC-2 annexed hereto as Annexure-II.

SECRETARIAL AUDITORS

M/s. Agarwal S. & Associates, Company Secretaries, was appointed as the Secretarial Auditor of the Company, for a term of 5 (five) consecutive financial years, commencing from the financial year 2025-26 to the financial year 2029-30, at the Extraordinary General Meeting of the Company held on February 24, 2026. The Secretarial Audit Report for the financial year ended March 31, 2026 is annexed and marked as Annexure IV to this Report.

The Secretarial Audit Report for the financial year ended March 31, 2026, issued by M/s. Agarwal S. & Associates, Company Secretaries, is annexed to this Report as Annexure IV. The Secretarial Audit Report contains certain observations relating to (i) acquisition of shares/voting rights by Mr. Samir Jasuja in excess of the permissible creeping acquisition limit under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, and (ii) the promoter shareholding exceeding 75%, resulting in the public shareholding falling below the minimum prescribed level of 25%. The Boards explanations/comments in respect of the said observations are set out below the report. M/s. Agarwal S. & Associates, Company Secretaries has confirmed that it is not disqualified from continuing as the Secretarial Auditor of the Company

BOARD S EXPLANATION TO THE OBSERVATIONS OF THE SECRETARIAL AUDITOR

Observation 1 - Acquisition of additional shares/voting rights by Mr. Samir Jasuja

The Company has taken note of the observation made by the Secretarial Auditor regarding the acquisition of additional shares/voting rights by Mr. Samir Jasuja during the Financial Year 2025-26.

Based on the records of the Company, Mr. Samir Jasuja acquired additional equity shares of the Company during the Financial Year 2025-26 through market/bulk market transactions. The Company has reviewed the relevant shareholding records and disclosures made in respect of such acquisitions and has taken note of the provisions of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as applicable.

The Company has taken note of the observation of the Secretarial Auditor and shall continue to ensure compliance with the applicable provisions of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, including the applicable disclosure and regulatory requirements.

Observation 2 - Promoter shareholding exceeding 75%

The Company has taken note of the observation made by the Secretarial Auditor regarding the promoter shareholding exceeding the maximum permissible non-public shareholding of 75% duringthe Financial Year 2025-26.

Subsequently, with a view to aligning the shareholding structure of the Company with the applicable minimum public shareholding requirements, the Company, pursuant to the requisite approvals, made a preferential issue of 3,97,800 equity shares of face value ^10 each at an issue price of ^201 per equity share to HDFC Capital Advisors Limited, belonging to the non-promoter category.

Consequent to the aforesaid preferential issue, the total number of equity shares of the Company increased from 1,04,82,104 to 1,08,79,904 equity shares, and the promoter shareholding was diluted from 75.00% to 72.26%. Accordingly, the public shareholding increased to approximately 27.74%, which is above the applicable minimum public shareholding requirement of 25%.

The Company has accordingly taken corrective steps to align its promoter and public shareholding with the applicable regulatory requirements and shall continue to monitor the shareholdingpattern to ensure continuingcompliance with the applicable provisions of the Securities Contracts (Regulation) Rules, 1957 and SEBI regulations.

STATUTORY AUDITORS

The Company appointed M/s. Singhi Chugh and Kumar, Chartered Accountants (FRN: 013613N), a peer-reviewed firm, as the Statutory Auditors of the Company for a term of five (5) consecutive years, commencing from the Financial Year 2021-22 to the Financial Year 2025-26, at the Annual General Meeting held in the year 2021.

Pursuant to the provisions of Section 139 of the Companies Act, 2013, the Board of Directors has recommended the re-appointment of M/s. Singhi Chugh and Kumar, Chartered Accountants (FRN: 013613N) as the Statutory Auditors of the Company for a further term of five (5) consecutive years, commencing from the Financial Year 2026-27, subject to the approval of the Members at the ensuing Annual General Meeting.

The proposed re-appointment is in accordance with the applicable provisions of the Companies Act, 2013 and the rules made thereunder.

STATUTORY AUDITORS REPORT- REPORT ON FRAUD U/S 143 (12) OF COMPANIES ACT, 2013.

The Auditors Report doesnt contain any qualifications or reservation. The comments in the Auditors Report read with the notes to the accounts are self-explanatory and do not call for further explanation. No fraud has been reported by the Auditors under section 143(12) of the Companies Act, 2013 requiring disclosure in the Boards Report.

DETAILS OF APPLICATIONS MADE OR PROCEEDINGS PENDING UNDER THE INSOLVENCY AND BANKRUPTCYCODE, 2016

Pursuant to Rule 8(5)(xi) of the Companies (Accounts) Rules, 2014, the Board of Directors reports that during the financial year 2025-26, no application was made by or against the Company and no proceeding was pending against the Company under the Insolvency and Bankruptcy Code, 2016 ("IBC"). Further, no proceeding under the IBC was pending against the Company as at 31st March, 2026. Accordingly, there was no matter requiring disclosure in this regard.

INTERNAL AUDITORS

Pursuant to Section 138 of the Companies Act, 2013 read with rule 8 of the Companies (Accounts) Rules, 2014, M/s Mensk Management Consultants LLP was appointed as Internal Auditors of the Company at the Board Meeting held on 14th August, 2025, to conduct the Internal Audit for the Financial Year 2025-26.

Findings and reports of Internal Auditors are reviewed by the Audit Committee for scrutinizing compliance with internal controls, the efficiency and effectiveness of operations as well as key process risks. The Audit Committee periodically reviews internal audit plans, significant audit findings and adequacy of internal controls

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE, EARNING AND OUTGO

In accordance with the provisions of section 13(3)(m) of the Companies Act, 2013 read with the Rule 8 of the Companies (Accounts) Rules, 2014, the relevant information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

A)Conservation of energy:

The energy conservation receives utmost attention of the management. Conservation of energy is always been an area of priority in the Companys operations. The Company has consumed power of Rs. 17,40,192 (Previous year -Rs. 15,03,000) for the year under review.

The steps taken by the Company for utilizing the alternate sources of energy- NIL The Capital Investment or Energy Conversation Equipments- NIL

(B) Technology absorption:

The efforts made towards technology absorption:

The Companys approach to technology has always been focused on enhancing the consumer experience by leveraging technology. We understand that today the consumer enjoys the use of digital assistance and use of AI for a more personalized experience. We have enhanced the functionality and added new insightful reports to our marquee applications of PEPlus and PropBuild.

We have continuously upgraded our local data center to improve data processing and communication and also removed the bottleneck in performance due to concurrency & high processing. We are working on AI & ML based technologies in our data extraction & processing to improve the process automation and resource deployment. We have enhanced our application schema and backend architecture to accommodate the future requirement of high data processing with increased data accuracy.

We have developed and implemented a new data processinginterface and upgraded existing tools to handle the repetitive data queries and hence helped in increasing data accuracy and reducing the response time to clients. Recently, we have developed and implemented new applications and backed systems for our clients in banking to include their new branding guidelines to manage their data, and content. This enhancement helps our clients to increase the organic leads for their home loan business.

We have created and implemented a new functionality in our CRM application with improved entry interface and customized reports and also added a dynamic dashboard and MIS reports for faster turnaround time.

(C) Foreign exchange earnings and Outgoings:

During the year the foreign exchange earned was Rs. 75.45 Lac & foreign exchange used was NIL.

CORPORATE SOCIAL RESPONSIBILITY

The Company comes under the criteria as mentioned in section 135 of the Companies Act, 2013 i.e Corporate Social Responsibility and accordingly the amount has been spent on CSR activities for the Financial year 2025-2026 to comply with the requirements of necessary social expenditure which is Rs. 26.89 Lac (2% of the average net profit of the immediate preceding three financial years). CSR Expenditure is incurred towards Education development. The CSR Committee has been formulated on 30th March, 2022 as per the applicable provisions of the Act and the Composition of the committee is provided above in this report.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

Your Company is unwavering in its commitment to the highest standards of ethical, moral, and legal business conduct. In alignment with this commitment, the Board of Directors has established a comprehensive Vigil Mechanism / Whistle-Blower Policy. This policy provides a robust framework for Directors and Employees to report genuine concerns, grievances, and instances of unethical behaviour, actual or suspected fraud, or violations of the Companys Code of Conduct or Ethics Policy.

Key Features of the Policy:

• Safeguards AgainstVictimisation: The policy ensures adequate protection against any form of retaliation for individuals who utilise this mechanism in good faith.

• Direct Access to Audit Committee: It facilitates direct communication with the Chairman of the Audit Committee, ensuringthat concerns are addressed promptly and effectively.

• Encouraging Ethical Reporting: The primary objective is to provide a platform for Directors and Employees to raise concerns regarding any irregularity, misconduct, or unethical dealings within the Company that could adversely affect the organisation.

Access to the Policy:

The Vigil Mechanism/Whistle Blower Policy, as approved by the Board, is publicly available on the Companys official website. It can be accessed at the following link: https://www.propequity.in/investorrelations/Whistle Blower Policy.pdf

DIRECTORS RESPONSIBILITY STATEMENT

The Company has taken the utmost care in its operations, compliance, transparency, financial disclosures and the financial statements have been made to give a true and fair view of the state of affairs of the Company. As required under section 134 (5) and 134(3)(c), and based upon the detailed representation, due diligence and inquiry there of your Board of Directors assures and confirm as under:

a) In the preparation of the annual accounts for the Financial Year ended on 31st March, 2026, the applicable accounting standards have been followed and there are no material deviations from the same.

b) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for that year;

c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

d) The Director have prepared the annual accounts for the Financial Year ended 31st March, 2026 on going concern basis.

e) The Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

f) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

The Company is committed to providing a safe, inclusive and respectful working environment to all its employees and maintains a zero-tolerance approach towards sexual harassment at the workplace.

The Company has complied with the applicable provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules made thereunder. The Company has constituted an Internal Committee in accordance with the applicable provisions of the said Act.

In accordance with the applicable provisions of the Companies (Accounts) Rules, 2014, as amended, the details relating to complaints of sexual harassment received and disposed of during the financial year ended 31st March 2026 are as follows:

Particulars	Number
Number of complaints of sexual harassment received duringthe year	0
Number of complaints disposed of during the year	0
Number of complaints pending as at 31 March 2026 for more than ninety days	0
Number of complaints pending as at 31 March 2026	0

The Company continues to take appropriate measures to ensure awareness, prevention and redressal of sexual harassment at the workplace.

EMPLOYEE GENDER-WISE DETAILS

In accordance with the applicable provisions of the Companies (Accounts) Rules, 2014, as amended, the gender-wise composition of employees of the Company as at 31 March 2026 is as follows:

Category	Number of Employees
Male	105
Female	45
Transgender	0
Total	150

COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961

The Company is committed to providing appropriate benefits and facilities to eligible women employees in accordance with the provisions of the Maternity Benefit Act, 1961, as applicable.

The Company confirms that it has complied with the applicable provisions of the Maternity Benefit Act, 1961 and the rules made thereunder during the financial year ended 31st March 2026.

The Company has adopted appropriate policies and practices relating to maternity benefits, maternity leave and other applicable statutory entitlements for eligible women employees.

RISK MANAGEMENT

In todays economic environment, Risk Management is a very important part of business. The main aim of risk management is identify, monitor and take precautionary measures in respect of the events that may pose risks for the business. Your Companys risk management is embedded in the business processes. Your Company has identified the certain risks such as uncertain economic environment, competition, compliance and industrial risk & safety risks. The Company has planned to manage such risk by adopting best management practices.

ENVIRONMENT, HEALTHAND SAFETY

The Company accords the highest priority to Environment, Health and Safety. The Management is constantly reviewing the safety standards of the employee and the management believes in the concept of sustainable development. (Under group health insurance plan, a group medical policy for employees is available to receive compensation).

POLICY ON PRESERVATION OF DOCUMENTS

The Company has formulated a policy pursuant to Regulation 9 of the Securities Exchange Board of India (Listing obligations and disclosure requirements) Regulations, 2015 ("Regulations") on preservation of the documents to ensure safekeeping of the records and safeguard the documents from getting manhandled, while at same time avoiding superfluous inventory of documents.

POLICYON CRITERIA FOR DETERMINING MATERIALITY OF EVENTS:

The policy is framed in accordance with the Regulation 30 of the SEBI (Listing obligations and disclosure requirements) Regulations, 2015. The objective of the policy is to determine materiality of events or information of the Company and to ensure that such information is adequately disseminated in pursuance with the Regulations and to provide overall governance framework for such determination of materiality.

CORPORATE GOVERNANCE

The Company has got listed on 04.04.2022 on SME Emerge Platform of NSE, by virtue of Regulation 15 of SEBI (Listing obligations and disclosure requirements) Regulations, 2015 ("LODR") the compliance with the corporate governance provisions as specified in Regulation 17 to 27 and clauses (b) to (i) of sub-regulation (2) of Regulation 46 and Para C, D and E of Schedule V are not applicable to the Company. Hence, the Corporate Governance Report does not form part of this Annual Report.

EMPLOYEE RELATIONS

The Company maintained cordial and harmonious relations with its employees throughout the financial year. The Board places on record its appreciation for the dedication, valuable contribution and cooperation extended by the employees at all levels.

The Company considers its employees as a valuable asset and continues to recruit suitably qualified personnel as per its business requirements. The Company remains committed to providing a safe, inclusive and conducive work environment and ensuring the health and well-being of its employees.

There were no instances of strike, lock-out or other industrial disputes during the financial year.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES UNDER SECTION 188

All the related party transactions were entered by the Company in ordinary course of business and were in arms length basis. The Company presents all related party transactions before the Board specifying the nature, value, and terms and conditions of the transaction. Transactions with related parties are conducted in a transparent manner with the interest of the Company and Stakeholders as utmost priority.

The particular of Contracts or Arrangements made with related parties made pursuant to Section 188 are furnished in Form AOC -2 as Annexure-II and is attached to this report.

COST AUDIT

Central Government has notified rules for Cost Audit and as per new Companies (Cost Records and Audit) Rules, 2014 issued by Ministry of Corporate Affairs, Company is not falling under the industries, which will subject to cost audit, therefore, the cost audit for financial year 2025-2026 is not applicable on the Company.

ACKNOWLEDGEMENTS

Your Directors take this opportunity to offer their sincere thanks to the employees for their contribution and esteemed shareholders for their support. The Directors express their sincere appreciation to the valued shareholders, bankers and clients for their support.