Plada Infotech Services Ltd Directors Report

To,
The Members,
PLADA INFOTECH SERVICES LIMITED

Your directors have pleasure in presenting the 16th Annual Report of your Company together with the Companys Audited Financial Statements and Auditors Report of your Company for the financial year ended on 31st March, 2026.

1. CORPORATE OVERVIEW AND BACKGROUND

Plada Infotech Services Limited is engaged in providing Business Process Outsourcing (BPO) and technology-enabled business support services. The Company offers a comprehensive range of services including Merchant Acquisition, Account Management, Field Support Services, E-commerce Support, Business Correspondence, Recruitment and Payroll Management, Software Solutions and Technology Development. The Company is committed to delivering quality services by understanding the requirements of its clients and providing practical and efficient business solutions. It continually focuses on strengthening its service capabilities, improving operational efficiency and adopting appropriate technologies to meet the evolving needs of its customers.

2. KEY FINANCIAL HIGHLIGHTS

The Financial performance of the company for the year ended March 31, 2026 and the Corresponding Figure for the previous year is summarized below:

Particulars	Consolidated 2025-26	Consolidated 2024-25	Standalone 2025-26	Standalone 2024-25
Revenue from Operations	7,281.99	6,714.61	7,281.99	6,693.11
Other Income	64.45	57.08	64.43	57.08
Total Income	7,346.44	6,771.69	7,346.42	6,750.19
(-) Expenses	7011.35	6429.87	6995.53	6409.81
(-) Depreciation & Amortization expenses	90.87	85.27	90.44	84.60
Total Expenses	7,102.22	6,515.14	7,085.97	6,494.40
Profit/ (Loss) Before Tax	244.22	256.55	260.45	255.79
(-) Tax Expenses	69.73	68.17	69.65	69.59
Profit/ (Loss) for the period	174.49	188.38	190.80	186.20
Paid up equity share capital (Equity shares are at face value of Rs. 10/- per share)	857.40	857.40	857.40	857.40
Earnings Per Share (Basic/Diluted)	2.04	2.20	2.23	2.17

3. STATE OF COMPANYS AFFAIRS

Your directors are pleased to share the financial performance achieved by the Company during socio-political turbulence in the World during the Financial Year 2025-2026:

Revenue from operations at Rs. 7,281.99 lakhs in FY2025-2026 as compared to Rs. 6,714.61 lakhs in FY2024-2025, registering a growth of 8.45% on consolidated basis. Revenue from operations at Rs. 7,281.99 lakhs in FY2025-2026 as compared to Rs. 6,693.11 lakhs in FY2024-2025, registering a growth of 8.79% on standalone basis. Profit After Tax (PAT) stood at Rs. 174.49 lakhs in FY2025-2026 as compared to Rs. 188.38 lakhs in FY2024-2025, registering a decline of 7.37% on consolidated basis. Profit After Tax (PAT) stood at Rs. 190.80 lakhs in FY2025-2026 as compared to Rs. 186.20 lakhs in FY2024-2025, translating to a growth of 2.47% on standalone basis.

4. ANNUAL RETURN

The Annual Return of Company for the FY 2025-26 will be available on the Companys website at www.pladainfotech.com

5. DIVIDEND

In alignment with its long-term strategic vision, the Board of Directors has carefully evaluated the financial position and future growth prospects of the Company. As a result, the Board has resolved not to recommend a dividend for the financial year ended 31st March, 2026.

6. TRANSFER TO RESERVES

During the year under review, no amount has been transferred to the reserves by the Company. Total amount of net profit is maintained in retained earnings.

7. CHANGE IN NATURE OF BUSINESS

During the Year under review, there was no change in the nature of business of the Company or in the nature of activities carried out by the Company.

8. SHARE CAPITAL

a. Authorized Share Capital

As on March 31, 2026, the Authorized Share Capital of the Company stood at Rs. 10,00,00,000/- (Rupees Ten Crores only) divided into 1,00,00,000 (One Crore) equity shares of Rs. 10/- (Rupees Ten) each. There was no increase in the Authorized Share Capital of the Company during the year under review.

b. Paid-up Share Capital

As on March 31, 2026, the Paid-up Share Capital of the Company stood at Rs. 8,57,40,000/- (Rupees Eight Crores Fifty-Seven Lacs Forty Thousand Only) divided into 85,74,000 Equity shares of Rs. 10/- (Rupees Ten) each.

There was no increase in the Paid-up Share Capital of the Company during the year under review.

c. Bonus Issue

During the Financial year, the Company has not issued any Bonus Shares.

d. Sweat equity shares:

As per the provisions of Section 54(1)(d) of the Companies Act, 2013 and in terms of Rule 8(13) of Companies (Share Capital and Debentures) Rules, 2014, the Company has not issued any Sweat Equity Shares during the period under review.

e. Differential voting rights:

As per the provisions of Section 43(a)(ii) of the Companies Act, 2013 and in terms of Rule 4(4) of Companies (Share Capital and Debenture Rules, 2014), the Company has not issued any shares with Differential Voting Rights during the period under review.

f. Employee stock options:

As per the provisions of Section 62(1)(b) of the Companies Act, 2013 and in terms of Rule 12(9) of Companies (Share Capital and Debenture Rules, 2014), the Company has not issued any Employee Stock Options during the period under review.

g. Buy back of securities:

During the Financial year, the Company has not bought back any of its securities.

h. Debentures/bonds/warrants or any non-convertible securities:

During the year under review, the Company has not issued any debentures, bonds, warrants or any non-convertible securities. As on date, the Company does not have any outstanding debentures, bonds, warrants or any non-convertible securities.

9. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUNDS (IEPF)

In terms of the provisions of Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016, there were no unpaid/unclaimed dividends to be transferred during the year under review to the Investor Education and Protection Fund.

10. DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE ACCOUNT

As required under the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the details relating to shares lying in the Demat Suspense Account / Unclaimed Suspense Account are as follows:

11. MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Regulation 34 read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis Report for the financial year under review forms an integral part of this Annual Report.

The Management Discussion and Analysis Report is annexed to this Report as Annexure - A.

12. DETAILS OF SUBSIDIARY, JOINT VENTURES, ASSOCIATE COMPANIES

The Company has one Subsidiary Company namely UPHAAAR CARDS PRIVATE LIMITED (CIN: U74999MH2013PTC239861). Pursuant to Section 129(3) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing the salient features of the financial statements of the subsidiary in Form AOC-1 is annexed to this Report as Annexure - B forming the part of this Board Report.

The Company did not have any associate company or joint venture at any time during the financial year ended March 31, 2026.

During the year under review, the Company did not incorporate or acquire any foreign subsidiary, associate company or joint venture.

Further, no company ceased to be a subsidiary, associate company or joint venture of the Company during the financial year under review.

13. DEPOSITS

a. The Company has not accepted any deposits from the public or its members within the meaning of Chapter V of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 during the financial year under review.

Accordingly, the following disclosures are made:

Particulars	Status
Deposits accepted during the year	Nil
Deposits remaining unpaid or unclaimed as at the end of the financial year	Nil
Default in repayment of deposits or payment of interest thereon:	Nil
Default outstanding at the beginning of the year	Nil
Maximum default during the year	Nil
Default outstanding at the end of the year	Nil
Deposits Not in Compliance with Chapter V of the Companies Act, 2013	Nil

14. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

Particulars of loans given, guarantees provided, securities furnished and investments made pursuant to the provisions of Section 186 of the Companies Act, 2013, as on March 31, 2026, are set out below:

Name of the recipient	Amount (in Lakhs)	Nature	Purpose
Transmart Digital Pvt. Ltd	6.35	Loan Given	Business Purpose
Plada Services & Management Pvt. Ltd.	8.18	Loan Given	Business Purpose
JSD Courier Services Pvt Ltd	6.9	Loan Given	Business Purpose

During the financial year under review, the Company did not provide any guarantees or furnish any securities under Section 186 of the Companies Act, 2013.

As on March 31, 2026, the Company does not hold any investment in any associate company or joint venture. The Company continues to hold investment in its subsidiary, Uphaar Cards Private Limited, the details of which are disclosed in the financial statements.

15. RELATED PARTIES TRANSACTIONS

During the year under review the Company has not entered into any related party transactions as prescribed under section 188 of the Companies Act, 2013. Therefore, there is no requirement of reporting in AOC-2 in terms of Section 134 of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014.

Further, the related party transactions entered into by the Company and falling within the purview of AS-18 - Related Party Disclosures have been disclosed in Note No. 25 to the Financial Statements forming part of this Annual Report.

Companys Related Party Transactions Policy appears on its website link: www.pladainfotech.com

16. ADEQUACY OF INTERNAL CONTROL SYSTEM

Company has adequate Internal Financial Controls System over financial reporting which ensures that all transactions are authorized, recorded, and reported correctly in a timely manner. The Companys Internal Financial Controls over financial reporting provides reasonable assurance over the integrity of financial statements of the Company.

Company has laid down Standard Operating Procedures, Policies and procedures to guide the operations of the business. Functional heads are responsible to ensure compliance with all laws and regulations and also with the policies and procedures laid down by the management.

17. BOARD

The Board of Directors of the Company has an optimum combination of Executive, Non-Executive and Independent Directors, possessing an appropriate balance of skills, experience and expertise across diverse fields to enable the Board to discharge its responsibilities effectively and provide strategic guidance to the management. As on the date of this Report, the Board comprised five (5) Directors, consisting of two (2) Executive Directors and three (3) Non-Executive Independent Directors. The composition of the Board is in compliance with the applicable provisions of the Companies Act, 2013.

The composition of the Board as on the date of this Report is as follows:

Sr. No. Name	DIN	Designation/Category
1 Shaileshkumar Damani	01504610	Chairman & Managing Director
2 Anil Mahendra Kotak	05266836	Chief Financial Officer & Whole-time director
3 Prasanna Lohar	08518352	Non-Executive Independent Director
4 Sumitra Vinit Goenka	03205820	Non-Executive Independent Director
5 Mr. Vishal Maru (appointed w.e.f. 26/05/2026)	11042440	Additional Director (Non-Executive, Independent)

Other Key Managerial Personnel:

The details of the other Key Managerial Personnel of the Company as on the date of this Report are as follows:

18. CHANGES IN DIRECTORS & KEY MANAGERIAL PERSONNEL(S)

a. During the financial year 2025-26, following changes were taken place:

• Pursuant to the provisions of Section 152 of the Companies Act, 2013, Mr. Anil Mahendra Kotak, Whole time Director (DIN: 05266836), retired by rotation at the Annual General Meeting held during the year and was re-appointed by the Members in accordance with the provisions of Section 152 of the Companies Act, 2013.
• Mr. Jatin Shah, Chief Business Officer and a Key Managerial Personnel resigned from his position w.e.f. from October 27, 2025.
• Ms. Laxmi Bhan Rajan (DIN:10060218), Independent Director of the Company, resigned from the office of Independent Director with effect from 20th March 2026.
• Mr. Abhishek Dinesh Jain, Company Secretary and Compliance Officer of the Company, resigned from his position with effect from 14th March 2026, and the Board took note of and accepted his resignation.

b. After the closure of reporting period:

• Mr. Vishal Maru (DIN: 11012440), was appointed as an Additional Director designated as Non-Executive Independent Director of the Company w.e.f. May 26, 2026 his regularisation is due in the ensuing Annual General Meeting.
• Mr. Shifan Altaf Halai was appointed as Company Secretary and Compliance officer of the Company w.e.f. June 11, 2026.

c. Retirement By Rotation:

Further at the ensuing Annual General Meeting Mr. Anil Mahendra Kotak, Wholetime Director (DIN: 05266836) liable to retire by rotation and being eligible has offered himself for re-appointment. Necessary resolution for his re-appointment is included in the Notice of AGM for seeking approval of Members. The Directors recommend his re-appointment for your approval.

Notice convening ensuing Annual General Meeting includes the proposal for Appointment/re-appointment of aforesaid Directors along with brief details of the Director as per Regulation 36 of the Listing Regulations and Clause 1.2.5 of Secretariat Standard on General Meetings.

None of the Directors of the Company is disqualified from being appointed or reappointed as a director under the provisions of the Companies Act, 2013 or any other applicable law for the time being in force. The Directors have submitted declarations confirming that they are not disqualified from being appointed or continuing as Directors in terms of Section 164 of the Companies Act, 2013.

19. DECLARATION INDEPENDENT DIRECTORS

The Company has received the necessary declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013. The Independent Directors have further confirmed that they have complied with the Code for Independent Directors as prescribed under Schedule IV to the Companies Act, 2013 and have registered their names in the Independent Directors Databank maintained by the Indian Institute of Corporate Affairs, wherever applicable.

In the opinion of the Board, the Independent Directors fulfil the conditions specified under the Companies Act, 2013 and are independent of the management. The Board is satisfied with the integrity, expertise, experience and proficiency of the Independent Directors of the Company.

20. BOARD/PERFORMANCE EVALUATION

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17(10) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate exercise was carried out to evaluate the performance of individual Directors, including the Chairman of the Board who were evaluated on parameters such as level of engagement and contribution and independence of judgment thereby safeguarding the interest of the Company. The performance evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors. The board also carried out an annual performance evaluation of the working of its Audit, Nomination and Remuneration as well as stakeholder relationship committee. The Directors expressed their satisfaction with the evaluation process.

21. NUMBER OF MEETINGS OF THE BOARD

The Board meets at regular intervals to discuss and decide on Company/business policy and strategy apart from other Board business. The Directors of the Company duly met Four (04) times during the year, all the Board Meetings were conducted in due compliance with the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards on Board Meeting as applicable.

The following Meetings of the Board of Directors were held during the Financial Year 2025-26:

Sr. No.	Date of Meeting	Board Strength	No. of Directors Present	% of Attendance
1	29th May, 2025	5	4	80
2	04th September, 2025	5	3	60
3	14th November, 2025	5	4	80
4	14th March, 2026	5	5	100

Circular Resolution:

During the financial year under review, the Board of Directors passed the following resolution by circulation in accordance with section 175 of the Companies Act, 2013. The resolution was duly circulated to the Directors and were approved in accordance with the applicable provisions of the Companies Act, 2013 and SS-1.

Sr. No.	Date of Resolution	Circular	Particulars
1	28/10/2025	Circular Resolution No. 01/2025-2026	To Grant Authority to the Financial Committee to approve additional borrowings from various banks, as recommended and approved by the Audit Committee

The Board has constituted the following Committees:

• Audit Committee
• Nomination and Remuneration Committee
• Stakeholders Relationship Committee
• Financial Committee

Audit Committee:

The Company has duly constituted the Audit Committee pursuant to the provisions of Section 177 of the Companies Act, 2013.

As on the date following Directors are the members of Audit Committee:

Sr. No. Name	Designation	Category
1 Mr. Prasanna Lohar	Chairman	Non-executive Independent Director
2 Mrs. Sumitra Goenka	Member	Non-executive Independent Director
3 Mr. Vishal Maru	Member	Non-executive Independent Director

Mr. Laxmi Bhan Rajan ceased to be a Member of the Audit Committee consequent to his resignation as an Independent Director with effect from March 20, 2026. In order to ensure compliance with the provisions of Section 177 of the Companies Act, 2013, the Board of Directors, at its meeting held on March 20, 2026, reconstituted the Audit Committee and appointed Mr. Shaileshkumar Damani as a Member of the Committee. Subsequently, pursuant to the appointment of Mr. Vishal Maru as an Additional Director (Non-Executive, Independent) with effect from May 26, 2026, the Board of Directors, at its meeting held on May 26, 2026, reconstituted the Audit Committee by inducting him as a Member of the Committee in place of Mr. Shaileshkumar Damani.

The following Meetings of the Audit Committee were held during the Financial Year 2025-26:

Sr. No.	Date of Committee Meeting	Committee Strength	Number of Members present	% of Attendance
1	29/05/2025	3	2	66.67
2	04/09/2025	3	2	66.67
3	14/11/2025	3	2	66.67
4	14/03/2026	3	3	100

The Audit Committee holds discussions with the Statutory Auditors on the "Limited Review" of the half-yearly, the yearly Audit Plan, matters relating to compliance of Accounting Standards, their observations arising from the annual audit of the Companys accounts and other related matters. The Audit Committee is presented with a summary of internal audit observations and follow up actions thereon.

The terms of reference of Audit Committee includes the matters prescribed under Section 177 of the Companies Act, 2013 read with SEBI (LODR) Regulation, 2015. The Company Secretary acts as the Secretary to the committee.

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

Nomination and Remuneration Committee:

Pursuant to the provisions of Section 178 of the Companies Act, 2013 read with the applicable Rules made thereunder, the Company has constituted a Nomination and Remuneration Committee. The Committee is entrusted with the responsibility of identifying persons qualified to become Directors and Senior Management Personnel, recommending their appointment and remuneration, evaluating the performance of Directors and formulating the criteria for determining qualifications, positive attributes and independence of Directors.

As on the date following Directors are the members of Nomination and Remuneration Committee:

Sr. No.	Name	Designation	Category
1	Mr. Prasanna Lohar	Chairman	Non-executive Independent Director
2	Mrs. Sumitra Goenka	Member	Non-executive Independent Director
3	Mr. Vishal Maru	Member	Non-executive Independent Director

Changes during the year and thereafter:

Mr. Laxmi Bhan Rajan ceased to be a Member and Chairperson of the Nomination and Remuneration Committee consequent to his resignation as an Independent Director with effect from March 20, 2026. In order to ensure compliance with the provisions of Section 178 of the Companies Act, 2013, the Board of Directors, at its meeting held on March 20, 2026, reconstituted the Nomination and Remuneration Committee by appointing Mr. Prasanna Lohar as the Chairman of the Committee and Mr. Shaileshkumar Damani as a Member of the Committee. Subsequently, pursuant to the appointment of Mr. Vishal Maru as an Additional Director (Non-Executive, Independent) with effect from May 26, 2026, the Board of Directors, at its meeting held on May 26, 2026, reconstituted the Nomination and Remuneration Committee by inducting him as a Member of the Committee in place of Mr. Shaileshkumar Damani.

The Company Secretary of the Company acts as the Secretary to the Committee.

The following Meetings of the Nomination and Remuneration Committee were held during the Financial Year 2025-26:

Sr. No.	Date of Committee Meeting	Committee Strength	Number of Members present	% of Attendance
1	14/03/2026	3	3	100

The Board has adopted a Nomination and Remuneration Policy on the recommendation of the Nomination and Remuneration Committee in accordance with the provisions of Section 178 of the Companies Act, 2013. The Policy lays down the criteria for appointment, remuneration and evaluation of Directors, Key Managerial Personnel and Senior Management Personnel.

The Companys policy on Directors appointment and remuneration and other matters as provided in Section 178(3) of the Act is available on the website of the Company at and has been displayed on website www.pladainfotech.com.

Stakeholder Relationship Committee:

The Company has duly constituted the Stakeholders Relationship Committee pursuant to the provisions of Section 178 of the Companies Act, 2013 and Regulation 20 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The following Directors are members of Stakeholders Relationship Committee:

As on the date following Directors are the members of Stakeholder Relationship Committee:

Sr. No.	Name	Designation	Category
1	Mrs. Sumitra Goenka	Chairperson	Non-executive Independent Director
2	Mr. Shaileshkumar Damani	Member	Executive Director
3	Mr. Anil Mahendra Kotak	Member	Executive Director

The following Meetings of the Stakeholders Relationship Committee were held during the Financial Year 2025-26:

Sr. No.	Date of Committee Meeting	Committee Strength	Number of Members present	% of Attendance
1	14/03/2026	3	3	100

Terms & Scope of Work of Committee: The terms of reference of the Stakeholders Relationship Committee include the following:

(a) consider and resolve the grievance of security holders of the Company;
(b) such other functions / activities as may be assigned / delegated from time to time by the Board of Directors of the Company and/or pursuant to the provisions of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014 (as amended) and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, to the extent applicable from time to time to the Company.

There was no change in the constitution of Stakeholders Relationship Committee during the F.Y. 2025-26.

22. SEPARATE MEETING OF INDEPENDENT DIRECTORS

During FY 2025-26, one meeting of Independent Directors was held without the presence of the Executive Directors or Management Personnel on 14th March, 2026. At such meeting, the Independent Directors have discussed, among other matters, growth strategies, flow of information to the Board, strategy, leadership strengths, compliance, governance and performance of Executive Directors.

23. DIRECTORS RESPONSIBILITY STATEMENT

a) In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board hereby submit its responsibility Statement;
b) That in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
c) That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for the year under review;
d) That 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;
e) That the Directors have prepared the annual accounts on a going concern basis.
f) That 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.
g) That the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

24. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EARNINGS AND OUTGO

The information required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished below:

a) Conservation of Energy

The operations of the Company are not energy intensive. Nevertheless, the Company continues to undertake measures for the conservation and optimum utilization of energy by promoting energy-efficient practices across its offices, including the use of energy-efficient equipment, optimum utilization of information technology infrastructure, periodic maintenance of electrical installations and encouraging employees to adopt energy conservation measures. During the financial year under review, no significant capital investment was made towards energy conservation.

b) Technology Absorption

Being engaged in the business of information technology and allied services, the Company continuously evaluates and adopts contemporary technologies, digital tools and process improvements to enhance operational efficiency, service delivery and customer experience. The Company remains focused on upgrading its technological capabilities and strengthening its internal processes in line with evolving business requirements.

The Company has not incurred any expenditure on research and development activities requiring disclosure under the Companies (Accounts) Rules, 2014. Further, the Company has not imported any technology during the financial year under review and, accordingly, the particulars relating to technology absorption, adaptation and innovation, as prescribed under the said Rules, are not applicable.

c) Foreign Exchange Earnings and Outgo

The details of foreign exchange earnings and outgo during the financial year under review are as follows:

Particulars	Amt (? in Lakhs)
Foreign Exchange Earnings	Nil
Foreign Exchange Outgo	Nil

25. AUDIT AND AUDITORS

I. Statutory Auditors:

At the Annual General Meeting of the Company held on September 30, 2024, M/s. GMCS and Co., Chartered Accountants (Firm Registration No. 141236W), were appointed as the Statutory Auditors of the Company to hold office for a term of five consecutive years, from the conclusion of the said Annual General Meeting until the conclusion of the 19th Annual General Meeting of the Company.

The Statutory Auditors have audited the Standalone and Consolidated Financial Statements of the Company for the financial year ended March 31, 2026, and have issued Audit Reports containing an unmodified opinion thereon.

The Auditors Report for the financial year under review does not contain any qualification, reservation, adverse remark or disclaimer. The Notes forming part of the Standalone and Consolidated Financial Statements are self-explanatory and, therefore, do not call for any further explanation or comments from the Board of Directors under Section 134(3)(f) of the Companies Act, 2013.

II. Internal Auditor:

Pursuant to the provisions of Section 138 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, the Company has appointed M/s. S A Porwal & Associates, Chartered Accountants (Firm Registration No. 146381W), as the Internal Auditor of the Company for the Financial Year 2026-27.

The Internal Auditor conducts periodic internal audits and submits reports to the Audit Committee. The Audit Committee reviews the internal audit findings and monitors the implementation of corrective actions, wherever required.

III. Maintenance of Cost Record, Cost Audit and Auditor:

Pursuant to the provisions of Section 148(1) of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, the provisions relating to the maintenance of cost records were not applicable to the Company during the Financial Year 2025-26.

Accordingly, the Company was not required to maintain cost records or appoint a Cost Auditor under Section 148 of the Companies Act, 2013 for the financial year under review.

IV. Secretarial Auditor and their Report:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, M/s. Nirmal Tiwari & Associates, Practising Company Secretaries (Membership No. FCS 11031, Certificate of Practice No. 25159 and Peer Review Certificate No. 2944/2023) were appointed as the Secretarial Auditors of the Company for a term of five consecutive years, commencing from April 1, 2025 and ending on March 31, 2030, on such terms and conditions, including remuneration, as approved by the Board of Directors. The Secretarial Audit for the Financial Year 2025-26 was carried out by the Secretarial Auditor in accordance with the provisions of Section 204 of the Companies Act, 2013, Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the applicable Secretarial Standards.

The Secretarial Audit Report in Form MR-3 for the financial year ended March 31, 2026, forms part of this Annual Report and is annexed herewith as Annexure - D.

The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer.

26. EXPLANATIONS ON QUALIFICATIONS/ADVERSE REMARKS CONTAINED IN THE AUDIT REPORT

The Statutory Auditors Report on the Standalone and Consolidated Financial Statements and the Secretarial Audit Report for the financial year ended March 31, 2026, do not contain any qualification, reservation, adverse remark or disclaimer. Accordingly, no explanation or comments of the Board are required in terms of Section 134(3)(f) of the Companies Act, 2013.

27. REPORTING OF FRAUD

During the financial year under review, the Statutory Auditors, Secretarial Auditor and Internal Auditor have not reported any instance of fraud committed against the Company by its officers or employees under Section 143(12) of the Companies Act, 2013.

28. RISK MANAGEMENT

The Company has in place a robust risk management framework to identify, evaluate, monitor and mitigate various business, operational, financial, regulatory, strategic and cyber security risks that may adversely impact its business and operations. The Board of Directors has overall responsibility for overseeing the Companys risk management framework and ensuring that appropriate systems and processes are in place for effective risk identification, assessment, monitoring and mitigation. The Audit Committee periodically reviews the adequacy and effectiveness of the risk management framework and the status of key risks and mitigation measures.

The Company continuously monitors changes in the internal and external business environment and takes appropriate measures to minimize the impact of identified risks. In the opinion of the Board, there are no risks which, in its assessment, may threaten the existence of the Company.

29. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility are not applicable to the Company during the financial year under review. Accordingly, the Company was not required to constitute a Corporate Social Responsibility Committee or formulate a Corporate Social Responsibility Policy.

30. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company is committed to provide a healthy environment to all employees that enable them to work without the fear of prejudice and gender bias. Your Company has in place a Prevention of Sexual Harassment (POSH) Policy in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Your Company through this policy has constituted Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and your Company has complied with its provisions.

Mandatory Details required:

Particulars	Status
a) number of complaints of sexual harassment received in the year	NIL
b) number of complaints disposed off during the year	NIL
c) number of cases pending for more than ninety days	NIL

31. DISCLOSURE UNDER MATERNITY BENEFIT ACT 1961

The Company is committed to providing a safe, inclusive and equitable workplace for all its employees. The Company complies with the provisions of the Maternity Benefit Act, 1961, as amended from time to time, and extends maternity benefits to eligible women employees in accordance with the applicable statutory provisions and the Companys policy.

32. STATEMENT UNDER SECTION 197(12) READ WITH RULE 5 OF COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

The information required pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms part of this Report and is annexed herewith as Annexure -C.

None of the Directors of the Company is in receipt of any commission or remuneration from the holding company or any subsidiary company of the Company.

Further, during the financial year under review, none of the employees of the Company was in receipt of remuneration requiring disclosure pursuant to Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Accordingly, the disclosure prescribed under the said Rules is not applicable to the Company.

33. DISCLOSURE ON ESTABLISHMENT OF VIGIL MECHANISM

Pursuant to the provisions of Section 177 of the Companies Act, 2013 read with the applicable Rules made thereunder, the Company has established a Vigil Mechanism/Whistle Blower Policy to provide a formal mechanism for Directors, employees and other stakeholders, wherever applicable, to report genuine concerns regarding unethical behaviour, actual or suspected fraud, violation of the Companys Code of Conduct or any other misconduct.

The Vigil Mechanism provides for adequate safeguards against victimisation of persons who use such mechanism and ensures direct access to the Chairperson of the Audit Committee in appropriate or exceptional cases. During the financial year under review, no person was denied access to the Audit Committee.

The Whistle Blower Policy is available on the website of the Company and can be accessed at www.pladainfotech.com.

34. CORPORATE GOVERNANCE

The Company is committed to maintaining the highest standards of corporate governance and believes that sound governance practices are essential for enhancing stakeholder value, ensuring transparency, accountability and ethical business conduct. The Board of Directors strives to uphold the principles of integrity, fairness and responsibility in all its decisions and remains committed to protecting the interests of all stakeholders, including shareholders, employees, customers, business associates and the community at large.

Pursuant to Regulation 15(2) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the provisions specified in Regulations 17 to 27 and Clauses (b) to (i) and (t) of Regulation 46(2), as well as Paras C, D and E of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, are not applicable to the Company. Accordingly, the Corporate

35. COMPLIANCE OF APPLICABLE SECRETARIAL STANDARDS

The Company has complied with the applicable provisions of the Secretarial Standards, namely Secretarial Standard on Meetings of the Board of Directors (SS-1) and Secretarial Standard on General Meetings (SS-2), issued by the Institute of Company Secretaries of India (ICSI) and approved by the Central Government under Section 118(10) of the Companies Act, 2013, during the financial year under review.

36. MATERIAL CHANGES AND COMMITMENTS

There have been no material changes and commitments, which is, 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.

37. DETAILS OF SIGNIFICANT AND MATERIAL ORDER PASSED BY THE REGULATORS/ COURTS/TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE

Pursuant to Section 134(3)(q) of the Companies Act, 2013 read with Rule 8(5)(vii) of the Companies (Accounts) Rules, 2014, there were no significant or material orders passed by any regulator, court, tribunal, statutory authority or quasi-judicial authority during the financial year under review which could impact the going concern status of the Company or its future operations.

The details of contingent liabilities, commitments and litigations, including tax matters, wherever applicable, have been appropriately disclosed in the Standalone and Consolidated Financial Statements forming part of this Annual Report. (Note 24 of Financial Statements).

38. DETAILS OF APPLICATION MADE OR ANY PRECEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE FY ALONG WITH THE CURRENT STATUS

During the financial year under review, no application was made against the Company under the Insolvency and Bankruptcy Code, 2016 and no proceedings were pending under the said Code as at March 31, 2026.

39. DISCLOSURE OF DIFFERENCE IN VALUATION IN RESPECT OF ONE-TIME SETTLEMENT

During the financial year under review, the Company has not entered into any one-time settlement with any Bank or Financial Institution. Accordingly, the disclosure relating to the difference between the amount of valuation done at the time of one-time settlement and the valuation done while availing the loan from the Bank or Financial Institution, as required under Rule 8(5)(xiii) of the Companies (Accounts) Rules, 2014, is not applicable.

40. OTHER DISCLOSURE

a. Your Directors state that the Company has made disclosures in this report for the items prescribed in section 134 (3) of the Act and Rule 8 of The Companies (Accounts) Rules, 2014 and other applicable provisions of the act and listing regulations, to the extent the transactions took place on those items during the year.

b. Prevention of Insider Trading:

The Company has adopted a Code of Conduct for Prevention of Insider Trading, in accordance with the requirements of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time. The Company Secretary is the Compliance Officer for monitoring adherence to the said Regulations. The Code is displayed on the Companys website at www.pladainfotech.com.

c. Listing Fee:

The Companys equity shares are listed on SME Emerge Platform of National Stock Exchange of India Limited ("NSE EMERGE"). The Company has paid the listing fees for the Financial Year 2026-27 to National Stock Exchange of India Limited.

d. Website:

Your Company has its fully functional website www.pladainfotech.com which has been designed to exhibit all the relevant details about the Company. The site carries a comprehensive database of information of the Company including the Financial Results of your Company, Shareholding Pattern, details of Board Committees, Corporate Policies/ Codes, business activities and current affairs of your Company. All the mandatory information and disclosures as per the requirements of the Companies Act, 2013, Companies Rules, 2014 and as per Regulation 46 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and also the non-mandatory information of Investors interest / knowledge has been duly presented on the website of the Company.

e. Human Resources:

Your Company treats its "human resources" as one of its most important assets. Your Company continuously invests in attraction, retention and development of talent on an ongoing basis. A number of programs that provide focused peoples attention are currently underway. Your Company thrust is on promoting of talent internally through job rotation and job enlargement.

f. Industrial Relations:

During the year under review, your Company enjoyed cordial relationship with workers and employees at all levels.

41. ACKNOWLEDGEMENT

Your directors also take this opportunity to thank all Shareholders, Clients, Vendors, Banks, Government and Regulatory Authorities and Stock Exchanges, for their continued support.

Your directors wish to place on record their sincere appreciation for significant contributions made by the employees at all levels through their dedication, hard work and commitment during the year under review.

The Board places on record its appreciation for the support and co-operation your Company has been receiving from its suppliers, distributors, retailers, business partners and others associated with it as its trading partners. Your Company looks upon them as partners in its progress and has shared with them the rewards of growth. It will be your Companys endeavour to build and nurture strong links with the trade based on mutuality of benefits, respect for and co-operation with each other, consistent with consumer interests.

For Plada Infotech Services Limited

Sd/- Shaileshkumar Damani Chairman & Managing Director DIN: 01504610

Sd/- Anil Mahendra Kotak Whole-time director & CFO DIN: 05266836

Date: September 03, 2026 Place: Mumbai