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Quicktouch Technologies Ltd Directors Report

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Quicktouch Technologies Ltd Share Price directors Report

Dear Members,

It is our pleasure to present the 13th Annual Report on the business and operations of Quicktouch Technologies Limited (the Company) along with the Audited Financial Statements for the financial year ended March 31,2026.

FINANCIAL SUMMARY OF OPERATIONS

The Standalone and Consolidated financial performance of the Company for the financial year ended March 31,2026 is summarized below:

Particulars Standalone Consolidated
For the year ended March 31, 2026 For the year ended March 31, 2025 For the year ended March 31, 2026 For the year ended March 31, 2025
Revenue From Operations 44.45 8830.30 2228.76 9207.98
Other Income 176.62 260.89 400.08 280.64

Total Income

442.02 9091.20 2628.85 9488.62

Expenses

Cost of Material Consumed - - -
Purchase of Stock in Trade 6.36 6845.28 571.46 7037.39
Change in Inventory 13.28 (673.52) 660.23 (673.52)
Finance Cost 94.49 121.22 383.69 124.15
Employee Benefit Expenses 408.17 797.17 790.15 905.93
Depreciation and amortization expenses 266.03 470.65 629.47 547.95
Other Expenses 308.77 730.52 707.03 862.15

Total Expenses

1097.09 8291.32 3742.04 8804.04

Profit before tax

(655.07) 799.88 (1113.19) 781.95

Tax Expense

Previous Year Tax 24.56 32.86 44.27 32.86
Current Tax 209.73 11.93 213.90
Deferred Tax (179.51) 0.41 (304.45) (32.69)

Profit after tax

(500.11) 556.88 (864.94) 567.60

Key Highlights:

• The Company reported a consolidated total income of 52,628.85 Lakhs during FY 2025-26 as against 59,488.62 Lakhs in the previous financial year.

• On a standalone basis, the Company recorded total income of 5442.02 Lakhs during FY 2025-26 compared to 59,091.20 Lakhs in FY 2024-25.

• The decline in revenue and profitability during the year was primarily attributable to business restructuring, operational challenges faced by certain subsidiaries, and changes in market conditions affecting business volumes.

• Consolidated revenue from operations stood at 52,228.76 Lakhs as compared to 59,207.98 Lakhs in the previous year, while standalone revenue from operations was 544.45 Lakhs against 58,830.30 Lakhs in FY 2024-25.

• During the year, the Company continued to focus on strengthening its business portfolio through strategic initiatives, expansion of subsidiary operations, and acquisition-led growth opportunities.

• On a consolidated basis, the Company reported a Loss Before Tax of 51,113.19 Lakhs as against a Profit Before Tax of 5781.95 Lakhs in the previous year.

• Consolidated Loss After Tax stood at 5864.94 Lakhs during FY 202526 as compared to a Profit After Tax of 5567.60 Lakhs in FY 2024-25.

Despite the challenges faced during the year, the Board remains confident about the Companys long-term prospects, supported by its diversified business model, growing subsidiary operations, strategic acquisitions, and focus on emerging technology-driven opportunities.

BRIEF DESCRIPTION OF THE STATE OF THE COMPANYS AFFAIRS

Quicktouch Technologies Limited is a progressive, innovation-led company engaged in diverse business activities including software development, education technology (EdTech), financial technology (FinTech), and IT- enabled services. The Company continues to focus on delivering integrated, technology-driven solutions to educational institutions, businesses, and end consumers across both domestic and international markets.

Strategic Acquisitions and Subsidiary Expansion

During the financial year, the Company significantly enhanced its operational base through a series of strategic Quicktouch continued its inorganic growth journey with the acquisition of:

• Picnara Techlabs Private Limited - a digital marketplace connecting photographers and clients, aimed at tapping into the creator economy,

• Zethics Tech Solutions Private Limited - a cybersecurity firm, supporting the Companys diversification into digital infrastructure protection,

• Vein India Scholars Private Limited - an Al-based job portal that leverages machine learning to connect job seekers with employers more efficiently, supporting the Companys goal of entering the Al and HR-tech space.

These acquisitions have brought valuable expertise, technology, and market reach to the Group and are expected to contribute meaningfully to the Companys future growth.

Strengthening the Subsidiary Ecosystem

Quicktouch continues to benefit from its existing wholly owned subsidiaries, which play a vital role in the execution of its core and emerging business strategies:

Quickcampus Private Limited (Previously known as Qtouch Business Solutions Private Limited) is a core software development arm of the Company and houses the flagship educational product ”TET (Talent Enhancement Test)”. TET is designed to assess and enhance student competencies and has become a key component of Quicktouchs EdTech offering. QBSPL also delivers customized application development and digital transformation services for a range of clients.

Tronix IT Solutions Private Limited (TISPL) operates in the domains of IT services, technical support, co-working space solutions, and printing services. Its diverse business portfolio supports the Groups presence in physical infrastructure and IT-enabled service delivery. TISPL enhances Quicktouchs ability to deliver integrated offerings to SME clients and startups, particularly through managed office and technology services.

Acquisition of Majority Stake in Pinnacle Exim IT Solutions LLC - a Dubai, UAE-based technology company in which Quicktouch Technologies Limited acquired a 57% equity stake, strengthening the Groups international presence and supporting its strategic expansion in technology and overseas markets. Accordingly, Pinnacle Exim IT Solutions LLC has become a subsidiary of the Company.

Incorporation of Quicktouch Technologies FZCO - a wholly owned subsidiary incorporated in the Dubai Airport Free Zone Authority (DAFZA), UAE, established to strengthen the Companys international presence and support its strategic expansion in the technology sector.

Acquisition of Positive Electronics Limited - a BSE-listed company acquired through the insolvency resolution process under the Insolvency and Bankruptcy Code, 2016, following Quicktouch Technologies Limited being declared the Successful Resolution Applicant. As part of the Group, Positive Electronics Limited will serve as the operational arm for establishing and managing an Interactive Flat Panel (IFP) manufacturing unit, while also supporting opportunities in hardware manufacturing, refurbishing and reselling of electronic devices and consumer gadgets, including smartphones and laptops.

These strategic initiatives strengthen the Groups presence across technology, fintech, international markets and hardware manufacturing and are expected to contribute meaningfully to the Companys future growth and diversification.

Capital Structure and Regulatory Milestones

To support its business growth and expansion, the Company raised capital during the year through the conversion of warrants into equity shares and preferential allotment of equity shares, thereby strengthening its balance sheet and improving its financial flexibility.

A significant regulatory milestone was achieved with the receipt of inprinciple authorization from the Reserve Bank of India (RBI) to operate as a Payment Aggregator, subject to meeting certain regulatory conditions within a prescribed timeline. This development marks Quicktouchs formal entry into the digital payments and FinTech space, positioning it to deliver secure, scalable, and innovative payment solutions to merchants and customers.

Quicktouch Technologies Limited has made substantial progress during the year in enhancing its business ecosystem, both organically and inorganically. With a growing network of strategic subsidiaries, a stronger financial base, and regulatory advancements, the Company remains focused on sustainable innovation, operational excellence, and stakeholder value creation. It is well-poised to emerge as a prominent player in the rapidly evolving technology and financial services landscape.

SHARECAPITAL

During the financial year under review, there was no change in the authorised share capital of the Company, which remains adequate to support future fund-raising requirements and business expansion initiatives.

However, the paid-up share capital of the Company witnessed a significant increase, rising from 511,81,59,960 comprising 1,18,15,996 equity shares of 510/- each to 512,81,59,960 comprising 1,28,15,996 equity shares of 510/- each. This growth was primarily on account of conversion of warrants, in accordance with applicable legal provisions.

The Company had, pursuant to the approval of the Board of Directors at its meeting held on November 11, 2023 and the approval of the shareholders by way of an Extra-Ordinary General Meeting held on December 15, 2023, issued and allotted 1,10,00,000 convertible warrants on a preferential basis to certain promoter and non-promoter investors at an issue price of 5196.17/- per warrant, each warrant being convertible into one equity share of 510/- each.

In terms of the SEBI ICDR Regulations, 25% of the issue price was received upfront at the time of allotment and the balance 75% was payable at the time of exercise of the conversion option within a period of 18 months from the date of allotment.

Out of which 38,63,796 warrants were converted into equity shares upon receipt of the balance consideration. As certain warrant holders did not exercise their option to convert the balance 71,36,204 warrants within the stipulated period of 18 months from the date of allotment, i.e., on or before August 01,2025, the amount received towards subscription of such warrants has been forfeited in accordance with Regulation 169(3) of Chapter V of the SEBI ICDR Regulations, 2018.

The proceeds received from the warrant conversions were utilised for the objects stated in the explanatory statement and offer documents, including business expansion, strengthening of technology infrastructure, product development and innovation, working capital requirements, and other general corporate purposes.

The infusion of additional equity capital has strengthened the Companys capital base, improved its financial flexibility, reduced dependence on external borrowings, and provided necessary resources for pursuing strategic growth opportunities. The Board believes that these initiatives will support the Companys long-term growth plans and enhance value creation for all stakeholders.

DIVIDEND

In view of the Companys strategic focus on reinvestment for future growth and expansion, the Board of Directors has not recommended any dividend on the equity share capital for the financial year 2025-26.

While the Company does not fall under the ambit of the top 1000 listed companies by market capitalization as on March 31,2026, it has voluntarily adopted a Dividend Distribution Policy to maintain transparency and consistency in shareholder communication. The said policy outlines the guiding principles for dividend declaration and is available on the Companys website at the following link: https://www.quicktouch.co.in/policies/dividend-policy.pdf

TRANSFER TO THE INVESTOR EDUCATION AND PROTECTION FUND

During the year under review, the Company was not required to transfer any funds to the Investor education and protection Fund.

TRANSFER TO GENERAL RESERVES

During the year under review, the Company has not transferred any amount to the general reserves during the year under review.

CHANGE IN THE NATURE OF BUSINESS

During the financial year under review, there was no change in the principal nature of the core business activities of the Company.

In the previous financial year, the Company had received an in-principle authorisation from the Reserve Bank of India (RBI) for operating as an Online Payment Aggregator under the provisions of the Payment and Settlement Systems Act, 2007. Pursuant to the conditions stipulated in the said in-principle authorisation, the Company undertook various measures to comply with the regulatory requirements, including the segregation of its Edutech and ERP business operations from the proposed Payment Aggregator business.

Accordingly, the Edutech and ERP business operating under the brand "QuickCampus” continues to be carried on through the Companys wholly owned subsidiary, Quickcampus Private Limited (Formerly known as Qtouch Business Solutions Private Limited).

Subsequently, during FY 2025-26, the Company received communication from the RBI rejecting the application for grant of final authorisation for Payment Aggregator operations, notwithstanding the Companys efforts to fulfil the conditions specified in the in-principle approval.

In view of the above, the Company continues to evaluate and pursue alternative growth opportunities in the financial technology sector, including other permissible fintech-related activities, digital financial solutions, and technology-enabled service offerings. Further, as part of its diversification and business expansion strategy, the Company is also exploring opportunities in the trading of electronic goods, IT hardware, and related technology products, which are expected to complement its existing technology-driven business ecosystem.

The Board believes that maintaining the Edutech business within the subsidiary structure while exploring new avenues in electronics trading and fintech activities will provide greater operational flexibility, diversified revenue streams, and enhanced long-term growth opportunities for the Company and its stakeholders.

PUBLIC DEPOSITS

During the year under review, your Company has neither invited nor accepted or renewed any deposits from the public within the meaning of Section 73 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014.

STATUTORY AUDITORS & AUDITORS REPORT

Pursuant to the provisions of Section 139 of the Companies Act, 2013, M/s. K A R M A & Co. LLP, Chartered Accountants (Firm Registration No. 127544N), were appointed as the Statutory Auditors of the Company for a term of five years, commencing from the conclusion of the ensuing Annual General Meeting until the conclusion of the 17th Annual General Meeting to be held in the year 2030.

The Company has received their written consent and a certificate confirming that their appointment is in accordance with the provisions of Sections 139 and 141 of the Companies Act, 2013, and that they are eligible to continue as Statutory Auditors of the Company.

The Statutory Auditors Report for the financial year ended March 31,2026, issued by M/s. K A R M A & Co. LLP, does not contain any qualification, reservation, adverse remark, disclaimer, or observation requiring any explanation or comments from the Board under the provisions of the Companies Act, 2013.

The notes forming part of the financial statements are self-explanatory and form an integral part of the audited financial statements and the Auditors Report forming part of this Annual Report.

SECRETARIAL AUDIT AND SECRETARIAL AUDIT REPORT

Pursuant to Section 204 of the Companies Act, 2013, Quicktouch Technologies Limited appointed M/s. Virender Kumar & Associates, Practicing Company Secretaries, as the Secretarial Auditors to conduct the audit for the financial year 2025-26. This appointment was made in compliance with the applicable regulatory provisions and was duly approved by the Board.

M/s. Virender Kumar & Associates have conducted the Secretarial Audit for the financial year 2025-26 and their report is attached as Annexure F to this Annual Report.

The Secretarial Audit Report confirms that the Company has complied with the relevant provisions of the Companies Act, 2013, and other applicable laws, regulations, and guidelines. The report does not contain any qualification, reservation, or adverse remark.

Further, as per the provisions of Section 204 of the Companies Act, 2013, and the relevant rules under the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, secretarial audit is mandated for material unlisted subsidiaries.

However, for the financial year 2025-26, the subsidiary companies of Quicktouch Technologies Limited do not qualify as material subsidiaries as defined under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the Companys policy on determining material subsidiaries. Consequently, there is no requirement for conducting a secretarial audit for these subsidiary companies.

INTERNAL AUDITOR

The Company follows a robust Internal Audit process and audits are conducted on a regular basis, throughout the year. During the year under review, M/s BAS & Co. LLP Chartered Accountants., Delhi was appointed as Internal Auditors for conducting the Internal Audit for the financial year 2025-26 of key functions and assessment of Internal Financial Controls etc.

INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY

The Company has established an adequate internal financial control framework commensurate with the size, scale, and nature of its business operations. The internal control system is designed to ensure orderly and efficient conduct of business, safeguarding of assets, prevention and detection of fraud and errors, accuracy and completeness of accounting records, and timely preparation of reliable financial information.

The Companys internal financial controls include well-defined policies and procedures relating to delegation of authority, segregation of duties, authorization of transactions, system access controls, accounting processes, and maintenance of proper records and documentation. These controls are periodically reviewed and tested by the management to assess their effectiveness and to ensure compliance with applicable laws, regulations, and internal policies.

The Audit Committee regularly reviews the adequacy and effectiveness of the internal control systems, significant audit observations, and the implementation of corrective actions, wherever required.

In the opinion of the Board of Directors, the Companys internal financial controls over financial reporting were adequate and operating effectively during the financial year ended March 31, 2026. The Statutory Auditors have also independently evaluated the internal financial controls as required under the Companies Act, 2013.

During the year under review, no material weakness in the design or operation of internal financial controls was observed, and no instance of fraud was reported by the Statutory Auditors to the Audit Committee or the Board of Directors

BOARD MEETINGS

The Board convenes at regular intervals to deliberate on company policies, business strategies, and other essential matters. Meetings are scheduled in accordance with the provisions of the Companies Act, 2013. The agenda for each Board or Committee meeting, including comprehensive notes on discussion items, is circulated to members at least one week prior to the meeting date.

The Board Meetings are scheduled in compliance with the provisions of the Companies Act, 2013

During the financial year 2025-26, the Board held 9 meetings on the following dates: May 28, 2025; June 10, 2025; July 22, 2025; August 14, 2025; October 15, 2025; November 13, 2025; December 17, 2025; January 20, 2026 and February 27, 2026.

The maximum interval between any two Board meetings during the year did not exceed 120 days.

COMMITTEES OF THE BOARD

The Company has the following committees which have been established as a part of the best corporate governance practices and are in compliance with the requirements of the relevant provisions of applicable laws and statutes. The following are the committees constituted by the Board:

i. Audit Committee;

ii. Nomination and Remuneration Committee;

iii. Stakeholder Relationship Committee

The Composition of the Committees as on March 31, 2026 is as follows:

i. Audit Committee;

S. No. Name of Director Designation& Category
1. Mrs. Ayushi Sikka Chairperson (Non Executive and Independent Director)
2. Mrs. Divya Kwatra Member (Non Executive and Independent Director)
3. Mr. Gaurav Jindal Member (Executive Director)

ii. Nomination and Remuneration Committee;

S. No. Name of Director Designation
1. Mrs. Ayushi Sikka Chairperson (Non Executive and Independent Director)
2. Ms. Madhu Member (Non-Executive Director)
3. Mrs. Divya Kwatra Member (Non Executive and Independent Director)
4. Mr. Pawan Kumar Agarwal Member (Non Executive Director)

iii. Stakeholder Relationship Committee

S. No. Name of Director Designation
1. Ms. Divya Kwatra Chairperson (Non Executive and Independent Director)
2. Ms. Ayushi Sikka Member (Non Executive and Independent Director)
3. Mr. Pawan Kumar Agarwal Member (Non-Executive Director)

**During the year under review, there is no change in composition of Board Committees of the Company. However, Ms. Madhu resigned as the Director of the Company and ceased to be a member of Nomination and Remuneration Committee and Stakeholder Relationship Committee with effect from April 13, 2026 and Mr. Pawan Kumar Agarwal was appointed as member in both the committees

Disclosure on Acceptance of Audit Committee Recommendations

During the financial year under review, all recommendations made by the Audit Committee were duly accepted by the Board of Directors of Quicktouch Technologies Limited. There were no instances where any recommendation of the Audit Committee was not accepted by the Board. This reflects the Companys strong commitment to maintaining the highest standards of corporate governance, transparency, and accountability.

COMMITTEE MEETINGS

The table below details the meetings of various Committees, including the number of meetings held and their respective dates:

S. No. Committee No. of Meetings Date of Meetings
1 Audit Committee(ACM) 07 May 28, 2025, June 02, 2025, June 10, 2025, August 14, 2025, November 13, 2025, November 14, 2025, January 20, 2026, & February 10, 2026.
2 Nomination and Remuneration Committee (NRC) 03 May 28, 2025, October 15, 2025 & January 28, 2026
3 Stakeholder Relationship Committee (SRC) 02 May 28, 2025 & October 15, 2025

ATTENDANCE OF DIRECTORS/ MEMBERS AT THE BOARD AND COMMITTEE MEETINGS

As per standard 9 of the Secretarial Standard on Meetings of the Board of Directors (SS 1) issued by the Institute of Company Secretaries of India (ICSI), the attendance of Directors at Board and Committee meetings held during the financial year 2025-26 are as under:

S. No. Name of Director Board Meeting Audit Committee Nomination and Remuneration Committee Stake Holder Committee
1 Ms. Madhu 5 NA 3 2
2 Mr. Gaurav Jindal 10 7 NA NA
3 Ms. Divya Kwatra 10 7 3 2
4 Ms. Ayushi Sikka 9 7 3 2
5 Mr. Arvind Sharma 10 NA NA NA
6 Mr. Krishnan 10 NA NA NA
7 Mr. Vinod Aggarwal 9 NA NA NA
8 Mr. Pawan Kumar Agarwal NA NA NA NA

MEETING OF INDEPENDENT DIRECTORS

A separate meeting of Independent Directors was held on February 28, 2026 without presence of Non-Independent Directors Members of Management and employees of the Company as required under the Act and in Compliance with requirement under Schedule IV of the Act and as per requirements of Listing Regulations and discussed matters specified therein. The meeting was conducted to evaluate the:

(a) Performance of non-independent Directors and the Board as a whole;

(b) Quality, content and timeliness of the flow of information between the Company management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

However, the Company Secretary and Compliance Officer of the Company, being a member of the management, attended the meeting only to facilitate convening and holding of the meeting. The meeting was attended by all the Independent Directors of the Company.

DECLARATIONS BY INDEPENDENT DIRECTORS

The Company has received necessary declarations from each of the Independent Director of the Company that they meet the criteria of independence as provided under section 149(6) of the Act and complied with the Code of Conduct as prescribed in the Schedule IV of the Act, as amended from time to time and Regulation 16 of Listing Regulations in respect of their position as an “Independent Director” of Quicktouch Technologies Limited.

The Company has received requisite declaration of independence from all the above-mentioned Independent Directors in terms of the Act and SEBI Regulations, confirming that they continue to meet the criteria of independence. Further, in pursuance of Rule 6of the Companies (Appointment and Qualifications of Directors) Rules, 2014, all Independent Directors of the Company have confirmed their registration with the Indian Institute of Corporate Affairs (IICA)database.

During the year under review the non-executive independent directors of the company had no Pecuniary relationship or transactions with the Company other than sitting fees, commission, if any and reimbursement of expenses incurred for the purpose of attending the meetings of the board or committees of the company.

The Board took on record the declaration and confirmation submitted by the independent directors regarding them meeting the prescribed criteria of independence, after undertaking due assessment of the veracity of the same in terms of the requirements of regulation 25 of the SEBI Listing Regulations.

The Board is of the opinion that all the Independent Directors of the Company possess requisite qualifications, skills, experience (including proficiency) and expertise and they hold highest standards of integrity and are independent of the management.

SUBSIDIARY AND ASSOCIATE COMPANIES

During the year Vidyahub Private Limited, Techquench private Limited and Earth Leasing and Finance Private Limited become the Wholly Owned subsidiary of Quicktouch Technologies Limited . Pinnacle Exim IT Solution LLC become associate Company of the Quicktouch. As on March 31,2025, your Company has the following Subsidiary and Associate Companies as detailed below:

Subsidiary Companies (Wholly Owned Subsidiaries)

• Quickcampus Private Limited (Previously known as Qtouch Business Solutions Private Limited)

• Tronix It Solutions Private Limited

• Techquench Private Limited

• Earth Leasing and Finance Private Limited

• Positive Electronics Limited

• Quicktouch Technologies FZCO- Dubai based

• Pinancle Exim IT Solution LLC

1. Qtouch Business Solutions Private Limited is a wholly owned subsidiary of Quicktouch Technologies Limited, primarily engaged in the business of conducting Olympiads and school-level student assessment examinations. These assessments are designed to evaluate and enhance students understanding and knowledge across a wide range of academic subjects.

The examinations conducted by Qtouch provide data-driven insights into students academic strengths and areas that require improvement. This enables educators to adopt more targeted and effective teaching strategies, thereby improving overall learning outcomes. The company aims to support the education ecosystem by promoting academic excellence and critical thinking skills among school students through structured and competitive assessment programs.

2. Tronix IT Solutions Private Limited is a wholly owned subsidiary of Quicktouch Technologies Limited, primarily engaged in providing innovative co-working space solutions tailored to meet the evolving needs of todays professionals and businesses. The company offers flexible and modern workspaces equipped with essential amenities and advanced technology infrastructure, designed to foster collaboration, creativity, and productivity.

Tronix IT Solutions caters to a diverse clientele including freelancers, startups, small and medium enterprises (SMEs), and established organizations, providing scalable workspace options that align with their operational and growth requirements. The subsidiary is positioned to support the dynamic shift toward shared work environments and continues to expand its footprint in the flexible workspace ecosystem.

3. Techquench Private Limited is a wholly owned subsidiary of Quicktouch Technologies Limited, established with the objective of advancing experiential and technology-based education in schools. The company is primarily engaged in setting up Robotics Labs and STEM Labs in various schools across Delhi, aimed at fostering innovation, problem-solving, and critical thinking among students. In addition to providing advanced lab infrastructure and a structured, curriculum-aligned learning program, Techquench also deploys trained teachers to conduct hands-on training sessions for students. These educators are specially trained in STEM and robotics to ensure high-quality instruction and engagement at the classroom level.

Through its offerings, Techquench supports the Groups commitment to transforming traditional education by embedding future-ready technologies and learning methodologies into early education, thereby contributing meaningfully to the skill development ecosystem.

4. Earth Leasing and Finance Private Limited is a Non-Banking Financial Company (NBFC) and a wholly owned subsidiary of Quicktouch Technologies Limited. The company is engaged in providing structured financial solutions, with a focus on education-based lending and digital finance services. It offers tailored financial products aimed at empowering students, educational institutions, and underserved segments with accessible and responsible credit options.

Through Earth Leasing and Finance, Quicktouch is able to extend its impact in the education and finance ecosystem, combining technology with finance to address real-world needs in a compliant, scalable, and sustainable manner.

5. Pinancle Exim IT Solution LLC is a Dubai-based entity that was classified as an associate company of Quicktouch Technologies Limited as on March 31, 2025. The company is engaged in the business of providing comprehensive IT services and solutions, including software development, IT consulting, and support services, catering to clients across the Middle East and other international markets.

Post the balance sheet date, Quicktouch Technologies Limited increased its equity stake in Pinnacle Exim IT Solutions LLC to 57%, thereby acquiring majority control and making it a subsidiary company. This strategic move is aligned with Quicktouchs vision to strengthen its global footprint, especially in the growing IT services and digital transformation space. The acquisition is expected to unlock synergies in terms of technological capabilities, cross-border delivery, and market access, further enhancing the consolidated operational scale of Quicktouch Technologies Limited.

6. Positive Electronics Limited, a BSE-listed company acquired through the insolvency resolution process under the Insolvency and Bankruptcy Code, 2016, following Quicktouch Technologies Limited being declared the Successful Resolution Applicant. As part of the Group, Positive Electronics Limited will serve as the operational arm for establishing and managing an Interactive Flat Panel (IFP) manufacturing unit, while also supporting opportunities in hardware manufacturing, refurbishing and reselling of electronic devices and consumer gadgets, including smartphones and laptops. Quicktouch Technologies FZCO - a wholly owned subsidiary incorporated in the Dubai Airport Free Zone Authority (DAFZA), UAE, established to strengthen the Companys international presence and support its strategic expansion in the technology sector.

7. Vein India Scholars Private Limited -an AI-based job portal that leverages machine learning to connect job seekers with employers more efficiently, supporting the Companys goal of entering the Aland HR-tech space. The Company became a wholly owned subsidiary of Quicktouch Technologies during the financial year and it was acquired from related parties of Quicktouch, and the transaction was executed at arms length price, in compliance with applicable regulatory and governance standards.

8. Quicktouch Technologies FZCO - a wholly owned subsidiary incorporated in the Dubai Airport Free Zone Authority (DAFZA), UAE, established to strengthen the Companys international presence and support its strategic expansion in the technology sector.

A report on the performance and financial position of the Companys subsidiaries and the contribution made by these entities, as included in the consolidated financial statements, is presented in Form AOC-1, which is attached to this Report as Annexure - 1.

Additionally, a detailed update on the business operations of the Companys key operating subsidiaries and associate company is provided in the Management Discussion and Analysis (MD&A) section, which forms an integral part of this Annual Report.

In accordance with the provisions of Section 136 of the Companies Act, 2013, the audited financial statements and other related documents of the subsidiary companies are not annexed with the standalone financial statements of the Company. However, the complete set of financial statements, including those of subsidiary and associate companies, is available on the Companys website at www.quicktouch.co.in for inspection by shareholders and stakeholders.

LISTING

The equity shares of the Company are listed on the SME Platform of the National Stock Exchange of India Limited (NSE EMERGE) with effect from May 05, 2023. The Company has paid the annual listing fees to the NSE and is in compliance with all applicable listing regulations.

During the year under review, the Company allotted equity shares pursuant to a preferential issue and upon conversion of warrants into equity shares. These shares were subsequently listed on the exchange, and the Company also received the trading approval from the NSE for the same.

EMPLOYEE STOCK OPTION PLAN

Your Company has an employee stock option plan viz. QT - Employee Stock Option Plan 2023 (“Plan” or “ESOP 2023”) which was approved by shareholders of the Company on September 29, 2023.

The ESOP Plan provides for the grant of stock options aggregating not more than 8,67,000 (Eight Lakhs Sixty-Seven Thousand) employee stock options to or for the benefit of such person(s) who are the employees of the Company. The ESOP Plan is administered by the Nomination and Remuneration Committee constituted by the Board of Directors of the Company.

There is no change in the ESOP plan during the financial year under review. The ESOP plan is in compliance with the SEBI Regulations.

During the year under review, Company has not granted any stock options to employees of the Company and its subsidiaries.

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

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

The details of loans, Guarantee given and investments made by the company pursuant to the provisions of Section186 of the Act, are mentioned in the notes of the Balance Sheet.

REPORT ON FRAUDS U/S 143(12) OF THE COMPANIES ACT, 2013

The Auditors during the performance of their duties have not identified any offence of fraud committed by the company or its officers or employees. Therefore, no frauds have been reported to the Central Government under Section 143(12) of the Companies Act, 2013.

UTILIZATION OF PROCEEDS

During the financial year, the Company raised funds through the conversion of warrants and preferential issue of equity shares. The proceeds from these issuances have been utilized in accordance with the objects stated in the offer documents filed with the regulatory authorities. The funds have been deployed towards purposes such as business expansion, strengthening of the technology infrastructure, strategic acquisitions, working capital requirements, and other general corporate purposes, in line with the disclosures made at the time of the capital raising.

The Board of Directors confirms that the utilization of proceeds is in compliance with the terms and conditions set out in the offer documents, and there has been no deviation or variation in the intended use of funds. Additionally, funds from the preferential issue of fully convertible warrants into equity shares supported acquisition of businesses, fulfilling working capital requirement and other corporate related expenses.

The utilization of funds has been managed prudently, reflecting our commitment to transparency and maximizing shareholder value.

Pursuant to Regulation 32(1)(a) and 32(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company hereby states that there was no deviation(s) or variation(s) in the utilization of public issue proceeds from the objects as stated in the prospectus.

Report on the utilization of proceeds is attached in Annexure D and form part of this report.

MATERIAL CHANGES AND COMMITMENTS AFTER THE END OF FINANCIAL YEAR AND THE DATE OF THE REPORT

There were no Material changes and commitments after the end of the financial year and the date of the Report.

MATERIAL EVENTS DURING THE YEAR UNDER REVIEW

• Preferential Issue

During the year, the Company completed a preferential issue of equity shares & Conversion of warrants into equity shares. For detailed information regarding this issuance, please refer to the “Share Capital” section of this report.

• Change in Management

During the year, the Company has appointed Directors (Independent and Non Independent) in the Board of the Company. For detailed information, please refer to the “Directors and Key Managerial Personnel” section of this report.

• Acquisitions of Business

Please refer to the “Subsidiary Companies” section of this report.

• Payment Aggregator Application Update

During the year under review, the Company submitted an application to the Reserve Bank of India (RBI) for authorization to operate as a Payment Aggregator, as part of our strategic initiative to expand our presence in the fintech domain. The application was prepared in accordance with the regulatory framework laid down by the RBI, ensuring full compliance with all applicable guidelines.

Throughout the year, the Company also invested significantly in strengthening its technological infrastructure to support future payment aggregation operations, aligning with our vision to provide secure and seamless digital transaction solutions.

Subsequent to the balance sheet date, we are pleased to report that the Company has received the Payment Aggregator in Principle authorization from the Reserve Bank of India. This development marks a major milestone in our fintech journey and will enable us to scale our operations through our in-house payment platform, “QuickPay.”

As part of the in-principle approval, the Reserve Bank of India (RBI) has outlined certain conditions that the Company must fulfill within a period of six months from the date of approval. The Company is actively working towards meeting these requirements to obtain the final authorization. We remain grateful to our stakeholders for their continued trust and support as we move forward into this exciting new phase of growth.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE

The information on the conservation of energy, technology absorption and foreign exchange earnings& outgo as stipulated under Section 134(3) (m) of the Act, read with Companies (Accounts) Rules, 2014 is as follows:

a) Conservation of Energy

i. the steps are taken or impact on the conservation of energy: Regular efforts are made to conserve energy through various means such as the use of low energy consuming lighting, etc.

ii. the steps taken by the Company for using alternate sources of energy: Since your Company is not an energy-intensive unit, utilization of alternate sources of energy may not be feasible.

iii. Capital investment on energy conservation equipment: Nil

b) Technology Absorption

Your Company is not engaged in manufacturing activities, therefore there is no specific information to be furnished in this regard.

There was no expenditure incurred on Research and Development during the period under review

c) Foreign Exchange Earnings and Outgo

The foreign exchange earnings and outgo are given below:

Total Foreign Exchange earned : 0 Total Foreign Exchange used : 0

SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS

During the year under review, there were no such significant and material orders passed by the regulators or courts or tribunals which could impact the going concern status and companys operations in the future.

However, the Company has received demand notice. For detailed information on these matters, please refer to the “Contingent Liabilities” sections of Notes to Accounts.

EXTRACT OF ANNUAL RETURN

The Annual Return in Form MGT 7 as required to be prepared in terms of Section 92 of the Act is being uploaded on the website of the Company and can be accessed through the link https://www.quicktouch.co.in/ investor-relations/annual-return.php

RISK MANAGEMENT

Your Company considers that risk is an integral part of its business and therefore, it takes proper steps to manage all risks in a proactive and efficient manner. The Board time to time identifies the risks impacting the business and formulates strategies/policies aimed at risk mitigation as part of risk management. Further, a core team comprising of senior management identify and assess key risks, risk appetite, tolerance levels and formulate strategies for the mitigation of risks identified in consultation with process owners.

The Company has adopted a Risk Management policy, whereby, risks are broadly categorized into Strategic, Operational, Compliance and Financial & Reporting Risks. The Policy outlines the parameters of identification, assessment, monitoring and mitigation of various risks which are key to the business performance.

There are no risks which, in the opinion of the Board, threaten the very existence of your Company. However, some of the challenges/risks faced by key operating Subsidiary Companies have been dealt with in detail in the Management Discussion and Analysis section forming part of this Annual Report.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

At Quicktouch Technologies Limited, Corporate Social Responsibility (CSR) is a core aspect of our values and reflects our commitment to contributing meaningfully to the community. Our CSR initiatives are aligned with our broader vision of driving sustainable and inclusive growth across all regions where Quicktouch has a presence.

We focus our efforts on education, environment, and employee engagement, aiming to create a long-lasting, positive impact. We believe that technology and innovation can be powerful tools for social good, and we strive to leverage our capabilities to make a difference in the lives of people and communities worldwide.

During the year, Quicktouch has been actively involved in completing its CSR initiative in collaboration with the Srikaya Foundation. This partnership primarily focuses on two significant areas:

• Educational support for underprivileged students, and

• Animal welfare.

Through this collaboration, Quicktouch aims to uplift the underserved sections of society and promote compassion and care for animals, thereby contributing to a more equitable and humane world.

We remain committed to expanding the scope and impact of our CSR initiatives in the years to come, and we thank all stakeholders who continue to support and believe in our vision for a better tomorrow. The Board of Directors is responsible for overseeing the Companys Corporate Social Responsibility (CSR) activities., and the Company has framed the Policy on Corporate Social Responsibility as per the provisions of section 135 of the Companies Act, 2013and Companies (Corporate Social Responsibility Policy) Rules, 2014. Further there is no change in the CSR policy during the year.

The CSR Policy including annual action plan and policy is available on Companys website at the link: https:// https://www.quicktouch.co.in/csr. php

The initiatives taken by the Company on CSR during the year and Annual Report on CSR as per the said rules has been annexed to this Report as "Annexure 3”

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

A detailed Management Discussion and Analysis Report is provided in a separate section of the Annual Report, offering insights into the

Companys operations, performance, and future outlook. This report is in compliance with Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. It covers various aspects of the business under review, offering stakeholders a comprehensive understanding of the Companys strategic direction, market conditions, and financial health. This section forms an integral part of the Annual Report, ensuring transparency and informed decision-making for investors and other stakeholders.

ANNUAL EVALUATION OF BOARD PERFORMANCE AND PERFORMANCE OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS

Performance evaluation is becoming increasingly important for Board and Directors, and has benefits for individual Directors, Board and the Companies for which they work. The Securities and Exchange Board of India has issued a Guidance Note on Board Evaluation and pursuant to the provisions of the Act, the Board of Directors has carried out an annual performance evaluation of its own performance, Board Committees and individual Directors at their meeting.

The Chairman of the Meeting/Company interacted with each Director individually, for evaluation of performance of the individual Directors. The evaluation of the performance of the Board as a whole and individual and of the Committees was conducted by way of questionnaires.

In a separate meeting of Independent Directors held on February 28, 2025, performance of Non Independent Directors and performance of the Board as a whole was evaluated. Further, they also evaluated the performance of the Chairman of the Company, taking into account the views of the Executive Directors and Non-Executive Directors.

The performance of the Board was evaluated by the Board after seeking inputs from all the Directors on the basis of various criteria such as structure and diversity of the Board, competency of Directors, experience of Director, strategy and performance, secretarial support, evaluation of risk, evaluation of performance of the management and feedback, independence of the management from the Board etc.

The performance of the Committees was evaluated by the Board on the basis of criteria such as mandate and composition, effectiveness of the committee, structure of the committee and meetings, independence of the committee from the Board and contribution to decisions of the Board.

The Nomination and Remuneration Committee reviewed the performance of the individual Directors on the basis of the criteria such as qualification, experience, knowledge and competency, fulfillment of functions, availability and attendance, initiative, integrity, contribution and commitment etc., and the Independent Directors were additionally evaluated on the basis of independence, independent views and judgment etc.

The performance of the Individual Directors was evaluated by the Board on the basis of criteria such as ethical standards, governance skills, professional obligations, personal attributes etc. Further the evaluation of Chairman of the Board, in addition to the above criteria for individual Directors, also included evaluation based on effectiveness of leadership and ability to steer the meetings, impartiality, etc.

The Chairman and other members of the Board discussed upon the performance evaluation of every Director of the Company and concluded that they were satisfied with the overall performance of the Directors individually and that the Directors generally met their expectations of performance.

The summary of the feedback from the members were thereafter discussed in detail by the members. The respective Director, who was being evaluated, did not participate in the discussion on his/her performance evaluation. The Directors expressed their satisfaction with the evaluation process.

The Board of Directors has laid down the manner in which formal annual evaluation of the performance of the board, Committees and individual directors has to be made. The Company has in place a comprehensive and structured questionnaire for evaluation of the Board and its Committees, Board composition and its structure, effectiveness, functioning and information availability. This questionnaire also covers specific criteria and the grounds on which all directors in their individual capacity will be evaluated. The performance evaluation of the Independent Directors was done by the entire Board excluding the director being evaluated.

DIRECTORS AND KEYMANAGERIAL PERSONNEL

Name of Director Director Identification Number (DIN) Designation Category
Mr. Gaurav Jindal 06583133 Managing Director Promoter & Executive
Ms. Madhu 07581193 Non Executive Director Promoter & Non Executive
Ms. Ayushi Sikka 09707228 Independent Director Non Executive Director
Ms. Divya Sikka 08084104 Independent Director Non Executive Director
Mr. Vinod Aggarwal 02069422 Independent Director Non Executive Director
Mr. Arvind Sharma 10750603 Non Executive Director Non Executive Director
Mr. Krishnan 07034128 Non Executive Director Non Executive Director
Mr. Pawan Kumar Agarwal 11188131 Additional Director Non Executive Director

Notes on the Changes in the Composition of the Board :

• Mr. Arvind Sharma tendered his resignation from the position of Non Executive Director with effect from March 18, 2026.

• Mr. Vinod Aggarwal ceased to be Independent Director of the Company with effect from March 28, 2026.

• Mr. Krishnan resigned from the position of Non- Executive Director with effect from March 31,2026.

• After the end of the Financial Year, Ms. Madhu tendered her resignation from the position of Non- Executive Director with effect from April 13, 2026.

• Further, Mr. Pawan Kumar Agarwal was appointed as an Additional (Non-Executive) Director of the Company with effect from April 13, 2026.

The additions to the Board of Directors are strategic in nature, aimed at strengthening the Companys leadership and driving future business growth. These appointments bring in professionals with extensive knowledge and experience across relevant industries, aligning with the Companys long-term vision. No resignations have taken place, and the expansion of the board reflects the Companys proactive approach to enhancing governance, fostering innovation, and ensuring sustained value creation for all stakeholders.

The Company has received 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.

KEY MANAGERIAL PERSONNEL

S.No Name of Key Managerial Personnel Designation
1. Mr. Gaurav Jindal Managing Director
2. Mr. Ankit Gupta Chief Financial Officer
3. Ms. Preeti Sharma Company Secretary & Compliance Officer
4. Ms. Kajal Goel Company Secretary & Compliance Officer

Changes in Key Managerial Personnel

• During the year under review, Ms. Kajal Goel resigned from the position of Company Secretary with effect from 03rd Sep, 2025

• Ms. Preeti Sharma was appointed as the Company Secretary designated as Compliance Officer of the Company with effect from 15th Oct, 2025.

DIRECTOR RETIRING BY ROTATION

Pursuant to the provisions of Section 152 the Companies Act, 2013 and the Articles of Association of the Company, Mr. Gaurav Jindal (DIN: 06583133), Director of the Company retires by rotation and being eligible offer himself for re-appointment in the 13th Annual General Meeting of the Company. The details of Directors being recommended for re-appointment as required is contained in the accompanying Notice convening the ensuing Annual General Meeting of the Company.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

Pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013 and Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements), Regulation, 2015 the Company has adopted a Vigil Mechanism/ Whistle Blower Policy for Directors and employee to report concerns about unethical behaviour, actual or suspected fraud or violation of the Companys code of conduct or ethics policy. This policy is made available on the Companys website www.quicktouch.co.in. During the year, no complaint pertaining to the company was received under the Whistle Blower mechanism.

PARTICULARS OF EMPLOYEES

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are set out in prescribed format and annexed herewith as Annexure - 2 to this Report.

The statement containing particulars of employees as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms part of this Annual Report.

Further, the Report is being sent to the members excluding the aforesaid annexure. In terms of Section 136 of the Act, any shareholder interested in obtaining a copy thereof may write to the Company Secretary of the Company at compliance@quicktouch.co.in.

REMUNERATION POLICY FOR DIRECTORS, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES AND CRITERIA FOR APPOINTMENT OF DIRECTORS

The management of the Company greatly benefits from the guidance, support, and mature advice of the Board of Directors, who also serve on various committees. The Board comprises directors with diverse skills and rich experience, enhancing the quality of performance of its members.

For the selection of any Director, the Nomination and Remuneration Committee identifies individuals of integrity who possess the relevant expertise, experience, and leadership qualities required for the position. The Committee ensures that candidates meet the necessary criteria regarding qualifications, positive attributes, independence, age, and other requirements as specified by the Act, Listing Regulations, or other applicable laws.

The objective of this policy is to serve as a guiding framework for appointing qualified individuals as directors on the Companys Board of Directors (“Directors”), Key Managerial Personnel ("KMP”), recommending their remuneration, and evaluating their performance.

The Board of Directors, based on the recommendation of the Nomination and Remuneration Committee, has developed a policy on the appointment and remuneration of Directors, Key Managerial Personnel, and Senior Managerial Personnel. This includes criteria for determining qualifications, positive attributes, independence of a Director, and other matters mandated under Section 178 (3) of the Act and the Listing Regulations.

The Board of Directors has established a policy that provides a framework for the remuneration of Directors, Key Managerial Personnel, and Senior Management of the Company. This policy also outlines the criteria for the selection and appointment of Board Members and emphasizes the importance of Board diversity. The Company acknowledges the benefits and importance of having a diverse Board of Directors in terms of skill sets and experience. The Company has an optimal mix of executive and nonexecutive, independent directors, and a woman director. The relevant policy(ies) have been uploaded on the Companys website and can be accessed through the link at https://www.quicktouch.co.in/investor.php

COMPLIANCE WITH THE CODE OF CONDUCT AND ETHICS

In compliance with the Listing Regulations and Act, the Company has framed and adopted a code of conduct and ethics ("the code”). The code is applicable to the members of the Board, the executive officers and all the employees of the Company.

All the members of the Board and Senior Management Personnel have affirmed compliance to the code for the Financial Year ended on March 31, 2025.and a declaration to this effect signed by the Managing Director forms part of the Corporate Governance Report as Annexure I.

DISCLOSURE OF ACCOUNTING TREATMENT

The Financial Statement of the Company for the fiscal year 2024-25 has been prepared in accordance with the applicable accounting principles in India, as prescribed under Section 133 of the Companies Act, read in conjunction with the rules made thereunder.

As per Provision to regulation Rule 4(1) of the companies (Indian Accounting Standards) Rules, 2015 notified vide Notification No. G.S.R 111 (E) on 16th February, 2015, Companies whose shares are listed on SME exchange as referred to in Chapter XB of SEBI (Issue of Capital and Disclosure Requirements) Regulations,2009, are exempted from the compulsory requirements of adoption of IND-AS w.e.f. 1st April, 2017. As your Company is also listed on SME Platform of NSE Limited, is covered under the exempted category and is not required to comply with IND-AS for preparation of financial statements.

DISCLOSURE ON RELATED PARTYS TRANSACTIONS

All related party transactions entered into during the financial year 20242025 were conducted on an arms length basis and in the ordinary course of business. There are no materially significant related party transactions with related parties that could potentially conflict with the interests of the Company.

These transactions comply with the Accounting Standards issued by the ICAI, and further details are provided in the notes to the Financial Statements. All related party transactions are submitted to the Audit Committee for approval in accordance with the Companys Related Party Transactions Policy, as approved by the Board. The policy is available on the Companys website and can be accessed through the link at https:// www.quicktouch.co.in/investor-relations/policy.php

Since all related party transactions for the financial year were conducted on an arms length basis and in the ordinary course of business, and there was no material related party transactions as per the Related Party Transactions Policy.

The form AOC-2 is attached herewith as Annexure.

The details of the transactions with related parties are included in the notes to the accompanying financial statements.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the Directors of the Company confirm that:

a. In the preparation of the annual accounts, the applicable accounting standards have been followed, along with proper explanations for any material departures.

b. Appropriate accounting policies have been selected and applied consistently, and judgments and estimates have been made that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company as of March 31,2025, and the profit of the Company for the year ended March 31, 2025.

c. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013, to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.

d. The annual accounts have been prepared on a going concern basis.

e. Proper internal financial controls have been followed by the Company, and such internal financial controls are adequate and were operating effectively.

f. Proper systems have been devised to ensure compliance with the provisions of all applicable laws, and such systems were adequate and operating effectively.

POLICY AGAISNT SEXUAL HARASSMENT

In accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules made thereunder, Quicktouch Technologies Limited has in place a duly constituted Internal Complaints Committee (ICC) to redress complaints of sexual harassment at the workplace. The Company has a strict policy on the prevention and redressal of sexual harassment, which is reviewed and communicated periodically to ensure a safe and inclusive work environment for all employees, particularly women.

The summary of sexual harassment complaints during the financial year is as follows:

Particulars Nos.
Number of complaints of sexual harassment received 0
Number of complaints disposed of during the year 0
Number of cases pending for more than 90 days 0
Number of awareness programs/trainings conducted 10
Nature of corrective actions taken (if any) NA

The Company continues to foster a work culture free from harassment, discrimination, and bias, and promotes gender sensitivity through training and awareness programs.

DISCLOSURE ON MATERNITY BENEFITS

Your Company remains committed to promoting the health, well-being, and rights of its women employees. In accordance with the provisions of the Maternity Benefit Act, 1961, as amended by the Maternity Benefit (Amendment) Act, 2017, Quicktouch Technologies Limited has implemented all necessary measures to support women employees during and after pregnancy.

The Company provides maternity benefits which are in strict accordance with the provisions of the Maternity Benefit Act, 1961, as amended, and have been duly adopted and incorporated into the Companys employment policy. These entitlements are extended to all eligible women employees in line with statutory compliance.

During the financial year under review, the Company has not received any grievances or complaints related to maternity benefits, and remains fully compliant with the applicable legal and regulatory requirements. Quicktouch Technologies Limited remains committed to fostering a progressive, inclusive, and supportive workplace for all its employees, especially working mothers, and continuously works towards enhancing employee-friendly policies and practices.

PREVENTION OF INSIDER TRADING

Your Company is fully committed to upholding the highest standards of transparency and fairness in its dealings, particularly with respect to the handling of sensitive information. In compliance with the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time (“PIT Regulations”), the Board has adopted a comprehensive Code of Conduct to regulate, monitor, and report trading by designated persons and other connected individuals.

To ensure the ethical handling of Unpublished Price Sensitive Information (UPSI), the Company has also put in place a Code of Practices and Procedures for Fair Disclosure of UPSI, which outlines internal procedures for the timely and equitable disclosure of sensitive information. The trading window is routinely closed during the declaration of financial results and in the event of other material developments, as per the Code. These policies are accessible on the Companys website at: https://www.quicktouch.co.in/investor-relations/policy.php.

Further, in accordance with Regulation 3 of the PIT Regulations, the Company has implemented a Structured Digital Database (SDD) using The PIT Archive Compliance Software. This system ensures meticulous compliance by securely recording the sharing of UPSI with various stakeholders strictly on a need-to-know basis and for legitimate purposes only. The database maintains detailed logs with date and time stamps, providing an auditable trail of all such disclosures.

Through these measures, the Company reaffirms its commitment to responsible governance, information security, and regulatory compliance.

MAINTENANCE OF COST RECORDS

Your Company is not required to maintain cost records as specified by the Central Government under Section148(1) of the Act.

CORPORATE GOVERNANCE

As a responsible and forward-looking corporate entity, your Company upholds the highest standards of corporate governance, which serve as the foundation of its long-term success and stakeholder trust. The Company remains committed to conducting its business with integrity, transparency, and accountability, ensuring that its decisions and actions align with the interests of shareholders, employees, customers, and the broader community.

In compliance with Regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has adopted a robust governance framework, tailored to meet its operational scale and regulatory status. While the Company is currently exempt from certain prescribed governance requirements. These include regular board meetings, a focus on ethical conduct, internal controls, and timely and transparent financial reporting.

The Company remains dedicated to strengthening its governance standards in line with business growth and evolving regulatory expectations, reaffirming its commitment to building long-term value for all stakeholders.

DISCLOSURE ON SECRETARIAL STANDARDS

Your Directors confirms that pursuant to Section 118(10) of the Companies Act, 2013, applicable Secretarial Standards, i.e. SS-1 and SS- 2, pertaining to Meeting of Board of Directors and General Meetings, respectively specified by the Institute of Company Secretaries of India (ICSI) have been duly complied by the Company.

The Directors have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and that such systems are adequate and operating effectively.

MANAGING DIRECTOR AND CFO CERTIFICATE

The Chairman and Managing Director and the Chief Financial Officer also give quarterly certification on financial results while placing the financial results before the Board in terms of Regulation 33(2) of Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The annual certificate given by the Chairman and Managing Director and the Chief Financial Officer is published in this Report. Annexure

DISCLOSURE ON PENALTIES IMPOSED BY STOCK EXCHANGE

During the financial year there were no penalties imposed on the Company by Stock exchange.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS AND TRIBUNALS

During the year under review, there were no such significant and material orders passed by the regulators, courts, tribunals impacting the going concern status and Companys operations in future

OTHER DISCLOSURES

Other disclosures with respect to Boards Report as required under the Act, Rules notified thereunder and Listing Regulations are either NIL or Not Applicable.

No proceedings are pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year as at the end of the financial year.

Further, we hereby confirm that no corporate action has been pending for implementation as at the end of the financial year.

ACKNOWLEDGEMENT AND RECOGNITION

The Board of Directors of Quicktouch Technologies Limited places on record its sincere appreciation for the continued trust, support, and confidence extended by all our stakeholders—shareholders, customers, employees, partners, and vendors—who have played an integral role in the Companys progress and achievements during the year.

We would like to express our heartfelt gratitude to our esteemed Board members for their strategic direction, foresight, and valuable counsel, which have helped the Company navigate both opportunities and challenges. Our sincere thanks also go to our employees across all levels whose dedication, resilience, and commitment remain the driving force behind our success and innovation.

We acknowledge and appreciate the continued cooperation and guidance received from regulatory authorities, the Reserve Bank of India, the Ministry of Corporate Affairs, NSE, bankers, financial institutions, and our professional advisors, whose support has been vital in advancing our strategic initiatives and ensuring compliance.

Looking ahead, we reaffirm our commitment to creating sustainable value, fostering innovation, and contributing positively to all stakeholders as we continue to pursue our long-term vision of excellence and responsible growth.

On behalf of the Board of Directors
of Quicktouch Technologies Limited
Sd/

Place : New Delhi

Gaurav Jindal

Date : August 14, 2026

Managing Director
DIN:06583133

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