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TAC Infosec Ltd Directors Report

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Nov 12, 2026|03:53:12 PM

TAC Infosec Ltd Share Price directors Report

DEAR SHAREHOLDERS,

Your Board of Directors is delighted to present the 10th annual report on the business and operations of your Company (the Company) for the financial year ended March 31,2026 (Year under review). This report is accompanied by the audited financial statements, which provide a comprehensive overview of the Companys financial performance and position during the year. We trust that the insights and information contained within these documents will offer a clear understanding of the Companys achievements and strategic direction.

OVERVIEW OF FINANCIAL PERFORMANCE:

The Audited Financial Statements of your Company as on March 31,2026, are prepared in accordance with the relevant applicable Accounting Standards.

Key highlights of standalone & Consolidated financial performance for the year ended March 31,2026, as compared to the previous financial year, are summarized as under:

(Rs. in Lakhs)
Standalone-Year Ended Consolidated-Year Ended
Particulars 31/03/2026 31/03/2025 31/03/2026 31/03/2025
Revenue From Operations 2000.95 2,348.93 5726.41 3,049.59
Other Income 158.94 169.99 (7.51) 169.99
Total Income 2159.90 2,518.92 5718.90 3,219.58
Less: Total Expenses before Depreciation, Finance Cost and Tax 1377.31 1,099.29 2644.06 1,516.80
Profit before Depreciation, Finance Cost and Tax 782.59 1,419.65 3074.84 1,703.03
Less: Depreciation 61.13 26.60 262.24 85.20
Less: Finance Cost 26.73 37.42 28.05 39.42
Profit Before Tax 694.73 1,355.63 2784.55 1,578.41
Less: Current Tax 207.76 42.05 148.14 91.41
Less: Deferred tax Liability (Asset) 0.82 4.19 0.82 4.19
Profit after Tax 486.15 1,309.39 2635.59 1,482.81
Minority Interest - - 384.93 42.19
Net Profit/(Loss) after taxes, minority interest and share of profit/(loss) of associates 486.15 1,309.39 2250.66 1,440.62

FINANCIAL HIGHLIGHTS:

Standalone Highlights of Operational Performance:

During the year under review, the total income of your Company for the year ended March 31,2026, stood at Rs. 2159.90 Lakh as against the total income of Rs. 2518.92 Lakh for the previous financial year 2024-25. The Total Income of the company fall by 14.25 % over previous year.

The Net Profit after Tax was Rs. 486.17 Lakh during the year 2025-26 as compared to Rs. 1309.39 Lakh in the previous financial year 2024-25, decrease by 62.87% . During the financial year under review, the standalone profit of the company has decreased as compared to the previous financial year. The Primary reason for the decrease is the expiration the tax holiday and also changes in the intercompany billing structure of the Company.

Sr No. Name of Company Acquired Consolidated as Date of Acquisition/ Incorporation Holding by TAC Infosec Limited (%) Holding by TAC Security Inc. (%)
01 TAC Security Inc Wholly Owned Subsidiary of TAC Infosec Limited March 11,2024 100.00% -
02 Sandia IT & Wholly Owned September 29, 2024 - 100.00%
Cybersecurity Subsidiary of
Services, LLC TAC Security Inc.
03 TAC Cyber Security Wholly Owned September 29, 2024 100.00% -
Consultancy L.L.C. Subsidiary of TAC Infosec Ltd
04 VulMan Ltd Subsidiary of TAC Security Inc. January 24, 2025 - 98%
05 TAC Security Wholly Owned July 16, 2025 - 100.00%
(Canada) Inc Subsidiary of TAC Security Inc.
06 CyberScope Web3 Subsidiary of July 25, 2025 60.00% -
Security Inc. TAC InfoSec Ltd
07 CyberScope, I.K.E Subsidiary of February 04, 2025, 60.00% -
TAC InfoSec Ltd till August 11,2025
Wholly owned subsidiary of CyberScope Web3 Security Inc. August 12, 2025 60.00%

* Sandia IT & Cybersecurity Services, LLC and VulMan Ltd have not commenced business operations up to March 31, 2026.

Consolidated Highlights of Operational Performance:

The Consolidated Financial Statements presented by the Company include the financial results of following Subsidiary Companies:

The above subsidiaries have been consolidated in the preparation of financial statements of the Company from their respective dates of acquisition/incorporation, in accordance with applicable accounting standards.

During the year, the total income of your Company for the year ended March 31,2026, stood at Rs. 5718.90 Lakh as compared to Rs. 3219.58 Lakh in the previous financial year 2024-25. The Companys consolidated total income increased by 77.63 % over the previous year.

Your Company has earned a Net Profit after Tax of Rs. 2250.66 Lakh during the year 2025-26 as compared to Rs. 1440.62 Lakhs in the previous financial year 2024-25. The profit of your Company increased by approximately 56.23% as compared to previous financial year. The increase in consolidated profit is primarily attributable to the launch and commercialization of multiple products, including Socify and Cyberscan, which contributed to the expansion of the Companys product portfolio and revenue streams. Further, the incorporation of subsidiaries in Canada and the Cayman Islands has strengthened the Companys international presence and enabled it to expand its global market reach, thereby contributing positively to the overall consolidated financial performance of the Company.

TRANSFER TO GENERAL RESERVE:

During the year, your Company has not apportioned any amount to other reserve. Total amount of net profit is carried to the Reserves & Surplus as shown in the Balance Sheet of your Company.

COMPANY BACKGROUND:

Initial Public Offer And Listing Of Equity Shares:

The Board of Directors had, in their meeting held on Friday, January 12, 2024, proposed the Initial Public Offer of not exceeding 28,29,600 (Twenty-Eight Lakhs Twenty-Nine Thousand and Six Hundred only) equity shares at such price as may be decided by the Board of Directors in consultation with the Lead Manager. The Members of your Company had also approved the proposal of the Board of Directors in their Extra-ordinary General Meeting held on Saturday, January 13, 2024.

Pursuant to the authority granted by the Members of the Company, the Board of Directors had appointed Beeline Capital Advisors Private Limited as Lead Manager and Skyline Financial Services Private Limited as Registrar to the Issue and Share Transfer Agent for the proposed Public Issue.

Your Company had applied to National Stock Exchange of India Limited (NSE) for in-principal approval for listing its equity shares on the Emerge Platform of the NSE. National Stock Exchange of India Limited has, vide its letter dated, March 12, 2024, granted its In- Principal Approval to the Company.

Your Company had filed Prospectus to the Registrar of the Company, Chandigarh on March 18, 2024. The Public Issue was opened on Wednesday, March 27, 2024 and closed on Tuesday, April 02, 2024. The Basis of Allotment was finalized by Company, Registrar to the issue and merchant banker in consultation with the National Stock Exchange of India Limited on April 03, 2024. The Company had applied for listing of its total equity shares to National Stock Exchange of India Limited and it has granted its approval vide its letter dated April 04, 2024. The trading of equity shares of the Company commenced on April 05, 2024 at Emerge Platform of NSE.

SIGNIFICANT EVENT DURING THE PERIOD UNDER REVIEW

The Board of Directors, at its Meeting held on September 5, 2025, recommended the issue of Bonus Shares in the ratio of 1:1, i.e., one (1) fully paid-up equity share of ?10/- each for every one (1) existing fully paid-up equity share of ?10/- each, subsequently approved by the shareholders of the Company at the Annual General Meeting held on September 30, 2025. Consequently, the Company allotted 1,04,79,600 fully paid-up equity shares of ?10/- each, as Bonus Shares to the eligible shareholders in the aforesaid ratio.

Pursuant to the allotment of Bonus Shares, the issued, subscribed and paid-up equity share capital of the Company increased from ?10,47,96,000 comprising of 1,04,79,600 equity shares of ?10/- each to ?20,95,92,000 comprising of 2,09,59,200 equity shares of ?10/- each.

DIVIDEND:

With a view to conserve and save the resources for future prospects of your Company, the Directors have decided not to declare any dividend for the financial year 2025-26.

Pursuant to the provisions of Sections 124 and 125 of the Act, there is no amount of Dividend remaining unclaimed / unpaid for a period of 7 (seven) years and/or unclaimed Equity Shares which are required to be transferred to the Investor Education and Protection Fund (IEPF).

UTILISATION OF IPO PROCEEDS TILL 31 MARCH 2026

During financial year 2024-25, the Company raised funds of Rs. 29.99 Crores through Initial Public Offering (IPO) (2829600 Equity shares at a price Rs. 106 per equity Shares (Including a share premium of Rs. 96 per Equity Share).

(Rs.in Lakhs)

Sr No. Object as disclosed in the offer document Amount disclosed in the offer document Actual Utilized amount Unutilized Amount Remarks
01 Investment in Human resource & 1865.00 1077.48 787.52 Unutilized amount lying
Product development in Fixed deposit & Current
A. In India 865.00 116.82 748.18 account with banks.
B. Outside India 1000.00 960.66 (*) 39.34
02 General Corporate Purposes 744.38 744.38 (**) -
03 Public Issue related expenses 390.00 390.00 (***) -
Total 2999.38 2,211.86 787.52

(*) Company has remitted USD 10 Lacs (INR 9,60,65,860) for investment in the form of loan to its wholly owned subsidiary for utilization of fund for hiring personnel outside India.

(**) Actual amount utilized includes amount incurred towards Product Development and General Corporate Purpose out of internal accrual and subsequently recouped by release of Fixed Deposits with Banks.

(***) Actual amount utilized includes recouped of amount of expenses incurred towards issue related expenses during the period from January 01, 2023 to till the date of listing of Equity Shares in terms of final prospectus dated 2nd April, 2024.

Certificates are received in this regard from M/s. Maharishi & Co. Chartered Accountants, statutory Auditors of the Company for the half year ended September 30, 2025 and March 31, 2026.

CHANGE IN NATURE OF BUSINESS:

During the year, the Company has not changed its business or object and continues to be in the same line of business as per the main object of the Company.

SHARE CAPITAL:

Authorized Capital:

The Authorized Share Capital of your Company as on March 31,2026, is Rs. 25,00,00,000/- (Rupees Twenty-Five Crore Only) divided into 2,50,00,000 (Two Crore Fifty Lakh) Equity Shares of Rs.10.00/- (Rupees Ten Only) each.

During the year under review, the Authorised Share Capital of your Company has increased from Rs. 13,00,00,000/- (Rupees Thirteen Crore Only) divided into 1,30,00,000 (One Crore Thirty Lakh) Equity Shares of Rs.10.00/- (Rupees Ten Only) each to Rs. 25,00,00,000/- (Rupees Twenty-Five Crore Only) divided into 2,50,00,000 (Two Crore Fifty Lakh) Equity Shares of Rs.10.00/- (Rupees Ten Only) each.

Issued, Subscribed & Paid-up Capital:

During the year under review, the following changes were made in paid-up share capital of the company.

• Pursuant to the issue of bonus shares by the Company as approved by the members in the Annual General Meeting held on September 30, 2025, the Board of Directors in their meeting held on October 16, 2025, allotted total 1,04,79,600 (One Crore Four Lakhs Seventy-Nine Thousand Six Hundred) Equity Shares of Rs. 10/- each.

• Subsequently, Nomination and Remuneration Committee in its meeting held on November 26, 2025, allotted total 67,040 (Sixty-Seven Thousand Forty) Equity Shares of face value of Rs. 10/- each, which comprise of 33,520 (Thirty-Three Thousand Five Hundred Twenty) Equity Shares for cash at a price of Rs. 10/- per equity shares of the Company allotted under TAC Employee Stock Option Scheme 2024 and 33,520 (Thirty-Three Thousand Five Hundred Twenty) Equity Shares as bonus equity shares in adjustment of the bonus entitlement in respect of the aforesaid ESOP allotment.

Accordingly, the current Issued, Subscribed and Paid-up Capital of the Company stands at Rs. 21,02,62,400/- (Rupees Twenty-One Crore Two Lakhs Sixty-Two Thousand Four Hundred Only) divided into 2,10,26,240 (Two Crore Ten Lakhs Twenty-Six Thousand Two Hundred Forty) Equity Shares of Rs. 10/- each.

EMPLOYEES STOCK OPTION SCHEME (ESOS):

The Shareholders of the Company vide Postal Ballot dated September 08, 2024, have approved TAC Employee Stock Option Scheme-2024. The Shareholders of the Company have approved to grant total option of 2,00,000 (Two Lakhs Only) fully paid-up equity shares of ?10 each of the Company (Equity Share(s)), under one or more tranches to the employees of the Company.

During the year, the Nomination and Remuneration committee granted total 2000 equity stock options on June 02, 2025, to the eligible employees of the Company at the face value of Rs. 10 each (ESOPs), at the grant price of Rs. 10 (Rupees Ten only) per option and issued 67,040 equity shares of ?10/- each to 12 eligible employees upon exercise of vested stock options on November 26, 2025.

Consequently, the Issued, Subscribed and Paid-up Capital of the Company increased to Rs. 21,02,62,400 as at March 31,2026, pursuant to Rule 12(9) of Companies (Share Capital and Debentures) Rules, 2014. The Schemes comply with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations 2021 (ESOP Regulations) and there was no material change in the Schemes during the year under review.

Requisite disclosures as required under Regulation 14 of Securities Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 read with SEBI circular no. CIR/CFD/POLICY CELL/2/2015 dated June 16, 2015 with regard to TAC Employee Stock Option Scheme-2024 is available on the website of the Company tacsecurity.com/investor-relations/

The certificate from Chandrasekaran Associates, Company Secretaries, certifying that the Schemes are implemented in accordance with the ESOP Regulations and resolutions passed by the members , shall be available for inspection by the members in electronic mode during the AGM.

BOARD OF DIRECTORS:

Constitution of Board:

As on the 31-03-2026, the Board comprised of the following Directors;

Date of Total No. of Committee1 No. of Shares
Name of Director Category Cum Designation Appointment at current Term & designation Director Ships in other co. 1 in which Director is Member 2 in which Director is Chairman held as on March 31, 2026
Chairman,
Mr. Trishneet Arora Executive Director and CEO January 08, 2024 2 11 1 ,13,10,460
Mr. Charanjit Singh Whole time Director January 08, 2024 3 -- -- 6,01,660
Non-Executive
Mr. Sanjiv Swarup* Independent Director January 12, 2024 88 7 44 --
Ms. Aarti Jeetendra Juneja Non-Executive Independent Director January 12, 2024 1 2 1 -
Mr. Rajiv Vijay Nabar Non-Executive Independent Director January 12, 2024 1 3 - -

1 Directorship in public limited companies, excluding private limited companies, foreign companies, and companies under Section 8 of the Companies Act, 2013.

2 Committee includes Audit Committee, and Shareholders Grievances & Relationship Committee across all Public Companies

The composition of Board complies with the requirements of the Companies Act, 2013 (Act). Further, in pursuance of Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), the Company is exempted from the requirement of having composition of Board as per Regulation 17 of Listing Regulations.

None of the Director of the Company is serving as a Whole-Time Director in any other Listed Company and the number of their directorship is within the limits laid down under section 165 of the Companies Act, 2013.

BOARD MEETINGS:

The Board of Directors of the Company meets at regular intervals to deliberate on business opportunities, policies, strategies, and other key matters concerning the Company. In addition to scheduled meetings, the Board also convenes additional meetings as and when necessary.

During the year under review, Board of Directors of the Company met 5 (Five) times on April 28, 2025, June 02, 2025, September 05, 2025, October 16, 2025, and February 12,

2026.

The Company has complied with the provisions of Section 173 of the Companies Act, 2013, and the time gap between any two consecutive Board Meetings did not exceed 120 days, as required under the Act.

The details of attendance of each Director at the Board Meetings are given below:

Name of Director DIN Designation Number of Board Meetings Eligible to attend Number of Board Meetings attended
Mr. Trishneet Arora 07567604 Chairman, Director & CEO 5 4
Mr. Charanjit Singh 07567588 Whole-time director 5 3
Mr. Sanjiv Swarup Ms. Aarti Jeetendra 00132716 Non - executive Independent Director 5 5
Juneja 06872059 Non - executive Independent Director 5 3
Mr. Rajiv Vijay Nabar 10383397 Non - executive Independent Director 5 5

The gap between two consecutive meetings was not more than one hundred and twenty days as provided in section 173 of the Act.

CIRCULAR RESOLUTIONS:

During the year under review, the Board of Directors also passed three (3) resolutions by circulation, as on 19.06.2025, 05.07.2025 and 29.09.2025 as permitted under Section 175 of the Companies Act, 2013 and the rules made thereunder. These resolutions were noted and taken on record at the subsequent meeting of the Board.

GENERAL MEETINGS:

During the year under review, the following General Meetings were held, the details of which are given as under:

Sr. No. Type of General Meeting Date of General Meeting
1 Annual General Meeting September 30, 2025

DISCLOSURE BY DIRECTORS:

The Directors on the Board have submitted notice of interest under Section 184(1) of the Companies Act, 2013 i.e. in Form MBP-1, intimation under Section 164(2) of the Companies Act, 2013 i.e. in Form DIR-8 and declaration as to compliance with the Code of Conduct of the Company.

INDEPENDENT DIRECTORS:

In terms of Section 149 of the Companies Act, 2013 and rules made there under, as on March 31,2026 the Company has three Non-Promoter Non-Executive Independent Directors in line with the act. all the Independent Non-executive Directors have confirmed and submitted declarations to the effect that they meet the criteria of independence as laid down under Section 149 and 150 of the Act read with rules framed thereunder and other applicable provisions of the Act read with relevant regulations of the Listing Regulations. Independent Non-Executive Directors have also submitted declarations for the financial year 2026-27 confirming that they continue to meet the criteria of independence as laid down under aforesaid provisions.. Further, Further, they have confirmed that they have obtained registration with the Indian Institute of Corporate Affairs as an Independent Director and such registration continues to be valid; and that they shall ensure renewal of such registration within a period of thirty days from the date of its expiry, as applicable; and that they have complied with Rule 6(1) & 6(2) of Companies (Appointment and Qualification of Directors) Rules, 2014 and the Companies (Creation and Maintenance of Databank of Independent Directors) Rules, 2019.

The Board of Directors is of the opinion that all the Independent Directors are persons of integrity and possess the requisite expertise and experience. The Board is further of the view that their continued association with the Company as Independent Directors is in the best interests of the Company.

The Independent Directors in their meeting will review the performance of Non-Independent Directors and Board as whole and performance of Chairperson of the Company including assessment of quality, quantity and timeliness of flow of information between Company management and Board.

INFORMATION ON DIRECTORATE:

During the year under review, following changes took place in the constitution of the Board of Directors of the Company.

CHANGE IN BOARD COMPOSITION:

There was no change in Board Composition during the financial year 2025-26.Detail of changes from the end of financial year up to the date of this report is furnished below:

(a) Cessation:

In the Board Meeting held on May 07, 2026:

Mr. Sanjiv Swarup (DIN: 00132716) has resigned from the designation of Non-Executive Independent Director of the Company w.e.f. May 07, 2026

Appointment

In the Board Meeting held on May 07, 2026

Mr. Hector Balderas (DIN: 11699799) was appointed by the Board as an Additional Director in the category of Non-Executive Independent Director of the Company w.e.f. May 07, 2026

(b) Retirement by rotation and subsequent re-appointment:

i. Mr. Charanjit Singh (DIN: 07567588), Executive Director, is liable to retire by rotation at the ensuing Annual General Meeting, pursuant to Section 152 and other applicable provisions, if any, of the Companies Act, 2013, read with the Companies (Appointment and

Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), and being eligible have offered himself for re-appointment.

Appropriate business for his re-appointment is being placed for the approval of the shareholders of the Company at the ensuing AGM. The brief resume of the Director and other related information has been detailed in the Notice convening the ensuing AGM of the Company.

The relevant details, as required under Regulation 36 (3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations) and Secretarial Standard, of the person seeking re-appointment/ appointment as Director are also provided in Notes to the Notice convening the 10th Annual General meeting.

KEY MANAGERIAL PERSONNEL:

During the period under review, following were Key Manageri al Personnel (KMPs) of the Company as per Sections 2(51) and 203 of the Act:

• Mr. Trishneet Arora - Chairman, Executive Director and Chief Executive Officer

• Mr. Charanjit Singh - Whole Time Director

• Mr. Malkit Singh Bharaj - Chief Financial Officer

• Mr. Chinmay Tikendrakumar Chokshi- Company Secretary and Compliance officer*

*resigned from the post of Company Secretary and compliance Officer w.e.f 11th March, 2026.

Changes in constitution of Key Managerial Personnel during the financial year 2025-26 and up to the date of this report is furnished below:

• Mr. Chinmay Tikendrakumar Chokshi has resigned from the designation of Company Secretary & Compliance Officer of the company w.e.f. March 11, 2026

• Ms. Preeti Paresh Rathi was appointed as Company Secretary & Compliance Officer of the Company w.e.f June 25, 2026.

CHANGE IN REGISTERED OFFICE:

As on the date of this report, the registered office of the company is situated at: 8th Floor, Plot No. C-203, Industrial Focal Point, Phase 8B, Balongi, Rupnagar, S.A.S. Nagar,

Mohali - 160055, Punjab, India.

PERFORMANCE EVALUATION:

Your Board of Directors have carried out an annual evaluation of its own performance, board committees and individual directors pursuant to the provisions of the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 in the following manners;

• The performance of the board was evaluated by the board, after seeking inputs from all the directors, on the basis of the criteria such as the board composition and structure, effectiveness of board processes, information and functioning etc.

• The performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

• The board and the nomination and remuneration committee reviewed the performance of the individual directors on the basis of the criteria such as the contribution of the individual director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.

• In addition, the chairman was also evaluated on the key aspects of his role.

Separate meeting of independent directors was held to evaluate the performance of non-independent directors, performance of the board as a whole and performance of the chairman, taking into account the views of executive directors and non-executive directors. Performance evaluation of independent directors was done by the entire board, excluding the independent director being evaluated.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to section 134 (5) of the Companies Act, 2013, the board of directors, to the best of their knowledge and ability, confirm that:

(a) In preparation of Annual accounts for the year ended March 31,2026, the applicable accounting standards have been followed and that no material departures have been made from the same;

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

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

(d) The annual financial statements have been prepared on a going concern basis.

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

(f) 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.

COMMITTEES OF BOARD:

Your Board of Directors, in line with the requirement of the act, has formed various committees, details of which are given hereunder.

a. Audit Committee:

Audit committee is constituted in line with the provisions Section 177 of the Companies Act, 2013. Audit Committee meeting is generally held for the purpose of recommending the quarterly, half yearly and yearly financial results. Additional meeting is held for the purpose of reviewing the specific item included in terms of reference of the Committee.

During the year under review, Audit Committee met 3 (Three) times viz on April 28, 2025, June 02, 2025 and October 16, 2025.

The composition & attendance of the Audit Committee are as given below: Number of Meetings During the Financial Year 2025-26
Name of Committee Member DIN Category Designation
Eligible to Attend Attended
Ms. Aarti Jeetendra Juneja 06872059 Non-Executive Independent Director Chairperson 3 3
Mr. Rajiv Vijay Nabar 10383397 Non-Executive Independent Director Member 3 3
Mr. Sanjiv Swarup 00132716 Non-Executive Independent Director Member 3 3
Mr. Trishneet Arora 07567604 Director Member 3 3

The Statutory Auditors of the Company were invited in the meeting of the Committee wherever requires. Company Secretary and Chief Financial Officer of the Company were the regular invitee at the Meeting.

All recommendations of Audit Committee have been accepted by the Board of Directors.

b. Stakeholders Relationship Committee:

Stakeholders Relationship Committee is constituted in line with the provisions Section 178 of the Companies Act, 2013.

The Company has constituted Stakeholders Relationship Committee mainly to focus on the redressal of Shareholders/ Investors Grievances, if any, like Transfer/Transmission/Demat of Shares; Loss of Share Certificates; Non-receipt of Annual Report; Dividend Warrants; etc.

During the year under review, Stakeholders Relationship Committee met 1(One) time viz on June 02, 2025.

The composition & attendance of the Stakeholders Relationship Committee are as given below:

Name of Committee Member DIN Category Designation Number of Meetings During the Financial Year 2025-26
Eligible to Attend Attended
Mr. Sanjiv Swarup 00132716 Non-Executive Independent Director Chairperson 1 1
Ms. Aarti Jeetendra Juneja 06872059 Non-Executive Independent Director Member 1 1
Mr. Rajiv Vijay Nabar 10383397 Non-Executive Independent Director Member 1 1

During the Financial year 2025-26, one complaint was received from the shareholder. However, the same was resolved in that quarter only. As on 31st March, 2026, there is no outstanding complaints received form Shareholders.

(c) Nomination and Remuneration Committee:

Nomination and Remuneration Committee is constituted in line with the provisions of Section 178 of the Companies Act, 2013.

Nomination and Remuneration Committee meetings are generally held for identifying the persons who are qualified to become Directors and may be appointed in senior management and recommending their appointments and removal.

During the year under review, Nomination and Remuneration Committee met 2 (Two) time, viz on June 02, 2025 and November 26, 2025.

The composition & attendance of the Nomination and Remuneration Committee are given as below:

Name of Committee Member DIN Category Designation Number of Meetings During the Financial Year 2025-26
Eligible to Attend Attended
Mr. Rajiv Vijay Nabar 10383397 Non-Executive Independent Director Chairperson 2 2
Ms. Aarti Jeetendra Juneja 06872059 Non-Executive Independent Director Member 2 2
Mr. Sanjiv Swarup 00132716 Non-Executive Independent Director Member 2 2

Nomination and Remuneration Policy:

Nomination and Remuneration Policy in the Company is designed to create a high-performance culture. It enables the Company to attract motivated and retained manpower in competitive market, and to harmonize the aspirations of human resources consistent with the goals of the Company. The Company pays remuneration by way of salary, benefits, Perquisites and allowances to its Executive Directors and Key Managerial Personnel. Annual increments are decided by the Nomination and Remuneration Committee within the salary scale approved by the members and are effective from April 1, of each year.

The salient features of the said policy are as under:

(a) Role of the Nomination and Remuneration Committee

• Formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend to the board of directors a policy relating to, the remuneration of the directors, key managerial personnel and other employees;

• Formulation of criteria for evaluation of performance of independent directors and the board of directors;

• Identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommend to the board of directors their appointment and removal;

• Whether to extend or continue the term of appointment of the Independent director, on the basis of the report of performance evaluation of independent directors;

• Devising a policy on diversity of board of directors; and

• Recommend to the board, all remuneration, in whatever form, payable to senior management.

(b) Appointment of Directors/KMPs/SMPs as per criteria set-out in the Nomination, Remuneration and Evaluation Policy

(c) Guiding principles for quantum and composition of remuneration, remuneration structure for whole-time directors and non-executive directors

(d) Criteria for evaluation of performance of whole-time directors, non-executive directors and independent non-executive directors

The Nomination and Remuneration Policy, as adopted by the Board of Directors, is placed on the website of the Company at https://tacsecurity.com/investor-relations/.

(d) Corporate Social Responsibility Committee:

Pursuant to Section 135 of Companies Act, 2013, the Company has constituted Corporate Social Responsibility Committee (The CSR Committee) with object to recommend the Board a Policy on Corporate Social Responsibility and amount to be spent towards Corporate Social Responsibility. The CSR Committee is responsible for indicating the activities to be undertaken by the Company, monitoring the implementation of the framework of the CSR Policy and recommending the amount to be spent on CSR activities.

The salient features of the said policy are as under:

(a) Role of the Corporate Social Responsibility Committee

• To formulate and recommend to the Board, a Corporate Social Responsibility Policy which shall indicate activities to be undertaken by the Company as specified in Schedule VII of Companies Act,2013 and rules made thereunder;

• To recommend the amount of expenditure to be incurred on the CSR activities;

• To recommend the amount of expenditure to be incurred on the CSR activities; and

• To carry out any other function as mandated by the Board from time to time and/or enforced by any statutory notification, amendment or modifications as may be applicable or as may be necessary or appropriate for performance of its duties.

The CSR policy is available on the website of your Company at www.tacsecurity.com/investor-relations. The Annual Report on CSR activities is annexed and forms part of this report as Annexure D.

The Company has spent 2% of the average net profits of the Company, during the three years immediately preceding financial year. The details of the same is forming part of this Report.

During the year under review, Corporate Social Responsibility Committee met 1(0ne) time viz on June 02, 2025.

Number of Meetings

Name of Committee Member DIN Designation Category During the Financial Year 2025-26
Eligible to Attend Attended
Mr. Trishneet Arora 07567604 Chairman, Director & CEO Chairperson 1 1
Mr. Charanjit Singh 07567588 Whole time Director Member 1 0
Mr. Sanjiv Swarup 00132716 Non-Executive Independent Director Member 1 1

VIGIL MECHANISM:

The Company has established a vigil mechanism and accordingly framed a Whistle Blower Policy. The policy enables the employees to report to the management instances of unethical behavior actual or suspected fraud or violation of Companys Code of Conduct.

Further the mechanism adopted by the Company encourages the Whistle Blower to report genuine concerns or grievances and provide for adequate safe guards against victimization of the Whistle Blower who avails of such mechanism and also provides for direct access to the Chairman of the Audit Committee in exceptional cases.

The functioning of vigil mechanism is reviewed by the Audit Committee from time to time. None of the Whistle blowers has been denied access to the Audit Committee of the Board. The Whistle Blower Policy of the Company is available on the website of the Company at https://tacsecurity.com/investor-relations/.

REMUNERATION OF DIRECTOR: REMUNERATION & SITTING FEES (In Rs.)
Name of Director Salary & perquisites Others Stock option Pension Sitting Fees Total
Trishneet Arora 0 0 0 0
Charanjit Singh 25,00,000 0 0 25,00,000
Aarti Juneja 0 1,70,000 2,20,000 3,90,000
Rajiv Vijay Nabar 0 1,70,000 2,40,000 4,10,000
Sanjiv Swarup 0 1,70,000 2,60,000 4,30,000
Grand Total 25,00,000 5,10,000 7,20,000 37,30,000

PUBLIC DEPOSIT:

The company has not accepted any deposits from the public. Hence, the directives issued by the Reserve Bank of India & the Provision of Section 73to76 of the; Company Act, 2013 or anyother relevant srovisionn of the Act and the Rules there under are not applicable.

ANNUAL RETURN:

Pursuant to Section 134(3)(a) of the Act, the draft annual return as on March 31,2026 prepared in accordance with Section 92(3) of the Act is made available on the website of your Company and can be accessed using the https://tacsecu- rity.com/investor-relations/.

PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS & SECURITY:

Details of Loans, Guarantees, Investments and Security covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statement.

SUBSIDIARIES ASSOCIATES AND JOINT VENTURE OF THE COMPANY:

As on March 31,2026, Your Company have following Subsidiary, Associate and Joint Venture Company.

Sr. No. Name of the Company Address of Registered Office Nature of Business
1. TAC Security INC (Wholly Owned Subsidiary of TAC Infosec Limited) Delaware Registered address- 108 W, 13th street, Wilmington city, County- New Castle, ZipCode - 19801 The Company is engaged in providing services related to cyber space security.
2. Sandia IT & Cybersecurity Services, LLC (Wholly Owned Subsidiary of Tac Security Inc) 8720 SEVANO CIRCLE NORTHEAST ALBUQUERQUE ZIP code 87122-7104 The Company is engaged in providing services related to cyber space security.
3. TAC Cyber Security Consultancy L.L.C. (Wholly Owned Subsidiary of TAC Infosec Limited) Office 43-44,Owned by Dubai muncipality, Al Fahidi, Bur Dubai, Dubai. The Company is engaged in providing services related to cyber space security.
4. VulMan Ltd (Subsidiary of TAC Security Inc.) 205 Ley Street, Ilford, England, IG1 4BL The Company is engaged in providing services related to cyber space security.
5. CyberScope, I.K.E (Wholly Owned Subsidiary of CyberScope Web3 Security Inc)* EO Rodos Lindou 227 Rhodes ZIP CODE 85100 GREECE The Company is engaged in providing Web 3 and Blockchain security service.
6. CyberScope Web3 Security Inc (Subsidiary of TAC Infosec Limited) Office of Appleby Global Services (Cayman) Ltd., 71 Fort Street, PO Box 500, George Town, Grand Cayman, Cayman Islands, KY1-1106 The objects are unrestricted and the Company shall have full power and authority to carry out any object that is not prohibited by any law of the Cayman Island.
7. TAC Security (Canada) Inc (Wholly Owned Subsidiary of TAC Security Inc) 181 Bay Street, Suite 1800, Toronto, Ontario, M5J 2T9, Canada The Company is engaged in providing services related to cyber space security.

* CyberScope, I.K.E is indirect subsidiary of TAC Infosec Limited. However, 100% shares are held by CyberScope Web3 Security Inc (Subsidiary of TAC Infosec Limited)

In accordance with Section 129(3) of the Companies Act, 2013, a statement containing salient features of the financial statements of the subsidiary companies in Form AOC-1 is annexed to this Report as Annexure - A.

During the year, the Board of Directors reviewed the affairs of the subsidiaries. In accordance with Section 129(3) of Companies Act, 2013, Consolidated Financial Statements of the Company and all its subsidiaries in accordance with the relevant accounting standards have been prepared which forms part of the Annual Report.

Further, the Company does not have any Associate Companies and Joint Ventures as on March 31,2026.

TRANSACTIONS WITH RELATED PARTIES:

All Related Party Transactions entered into by the Company during the financial year under review were in the Ordinary Course of Business and on an Arms Length basis, in compliance with the applicable provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, to the extent applicable to SME listed entities.

There were no materially significant Related Party Transactions:

• Exceeding 10% of the annual consolidated turnover of the Company, or

• Involving brand usage or royalty payments exceeding 5% of the annual consolidated turnover, that may have a potential conflict with the interest of the Company at large.

Accordingly, the disclosure of particulars of contracts or arrangements with related parties in Form AOC-2, as required under Section 134(3)(h) of the Companies Act, 2013, is not applicable.

The Company has a mechanism in place to obtain prior omnibus approval of the Audit Committee for transactions which are repetitive and of a foreseen nature. All such related party transactions entered into under omnibus approval are reviewed and placed before the Audit Committee and the Board on a quarterly basis.

The details of the related party transactions for the Financial Year 2025-26 are provided in the notes to the financial statements, which form an integral part of this Annual Report.

The Companys Policy on Related Party Transactions, as approved by the Board of Directors, is available on the Companys website and can be accessed at: https://tacsecurity.com/investor-relations/.

MATERIAL CHANGES AND COMMITMENT:

During the financial year under review, the Company and its subsidiaries have acquired equity stakes in the following entities:

Sr. No. Name of Company Acquired Relation with the Company Date of Acquisition Holding by TAC Infosec Limited (%) Holding by TAC Security Inc. (%)
1. TAC Security (Canada) Inc. Wholly owned Subsidiary July 16, 2025 - 100.00%
2. CyberScope Web3 Security Inc. Subsidiary July 25, 2025 60% -
3. CyberScope, I.K.E Indirect subsidiary through CyberScope Web3 Security February 04, 2025* 60%

During the year under review, the Companys wholly owned subsidiary, TAC Security Inc, incorporated a new subsidiary, TAC Security Inc. Canada, on July 15, 2025, in which it holds a 100.00% stake and TAC infosec Limited incorporated a new subsidiary, CyberScope Web3 Security Inc. in which it holds a 60% stake.

*As per Exchange Agreement with CyberScope Web3 Security Inc., during the period under review the company has transferred its entire holding in Cyberscope IKE to CyberScope Web3 Security Inc. and in return acquired 60% stake in CyberScope Web3 Security Inc. Post transfer Cyberscope IKE has become wholly owned subsidiary of CyberScope Web3 Security Inc. whereas CyberScope Web3 Security Inc. still continues to be subsidiary of TAC Infosec Limited.

Except for the above, there have been no other material changes and commitments affecting the financial position of the Company and its subsidiaries between the end of the financial year and the date of this report.

PARTICULAR OF EMPLOYEES:

The ratio of the remuneration of each director to the median of employees remuneration as per Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this Report as Annexure-B. Information required under Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company will be provided to members upon request in writing made before the AGM wherein Financial Statements for the Financial Year 2025-26 are proposed to be adopted.

COMPLIANCE TO THE PROVISIONS RELATING TO THE MATERNITY BENEFITS ACT, 1961:

The Company is in full compliance with the provisions of the Maternity Benefit Act, 1961. However, no maternity benefits were claimed by any employee during the financial year.

SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:

The Company has always fostered a safe and inclusive work environment for all employees. In compliance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, the Company has constituted an Internal Complaints Committee (ICC) at all its workplace locations.

The Company has adopted a Prevention of Sexual Harassment Policy that ensures protection against sexual harassment and provides a framework for addressing complaints in a gender-neutral and confidential manner.

During the year under review,

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

The Policy is available on the Companys website at: https://tacsecurity.com/investor-relations/.

COMPLIANCE TO THE PROVISIONS RELATING TO THE MATERNITY BENEFITS ACT, 1961:

The Company is in full compliance with the provisions of the Maternity Benefit Act, 1961. However, no maternity benefits were claimed by any employee during the year under review.

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

No such instances occurred during the year under review.

RISK MANAGEMENT:

The Company is having a robust risk management policy encompassing a well-defined risk management mechanism covering the risk mapping and trend analysis, risk exposure, potential impact and risk mitigation process is in place. The objective of the mechanism is to minimize the impact of risks identified and taking advance actions to mitigate it. The mechanism works on the principles of probability of occurrence and impact, if triggered. A detailed exercise is being carried out to identify, evaluate, monitor and manage both business and non-business risks.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Act read with rule 8 of The Companies (Accounts) Rules, 2014, as amended from time to time is annexed to this Report as Annexure - C.

COMPLIANCE WITH THE PROVISIONS OF SECRETARIAL STANDARD 1 AND SECRETARIAL STANDARD 2:

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively. During the year under review, the Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India, New Delhi. However, adequate steps to strengthen the system to ensure aforesaid compliance has been undertaken.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Though the various risks associated with the business cannot be eliminated completely, all efforts are made to minimize the impact of such risks on the operations of the Company. Necessary internal control systems are also put in place by the Company on various activities across the board to ensure that business operations are directed towards attaining the stated organizational objectives with optimum utilization of the resources. Apart from these internal control procedures, a well-defined and established system of internal audit is in operation to independently review and strengthen these control measures, which is carried out by a reputed firm of Chartered Accountants. The audit is based on an internal audit plan, which is reviewed each year in consultation with the statutory auditor of the Company and the audit committee. The conduct of internal audit is oriented towards the review of internal controls and risks in its operations.

M/s. Maharishi & Co., Chartered Accountants (FRN: 124872W), the statutory auditors of the Company have audited the financial statements included in this annual report and has issued a report annexed as an Annexure B to the Audit Report of the Company on our internal control over financial reporting as defined in section 143 of Companies Act, 2013.

The audit committee reviews reports submitted by the management and audit reports submitted by internal auditors and statutory auditor.

CORPORATE GOVERNANCE:

Integrity and transparency are key factors to our corporate governance practices to ensure that we achieve and will retain the trust of our stakeholders at all times. Corporate governance is about maximizing shareholder value legally, ethically and sustainably. Our Board exercises its fiduciary responsibilities in the widest sense of the term. Our disclosures seek to attain the best practices in international corporate governance. We also endeavor to enhance long-term shareholder value and respect minority rights in all our business decisions.

As our company has been listed on Emerge Platform of National Stock Exchange Limited, by virtue of Regulation 15 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 the compliance with the corporate Governance provisions as specified in regulation 17 to 27 and Clause (b) to (i) and (t) of sub regulation (2) of Regulation 46 and Para C D and E of Schedule V are not applicable to the company. Hence Corporate Governance Report does not form a part of this Board Report, though we are committed for the best corporate governance practices.

Further, pursuant to Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,

2015 (SEBI Listing Regulations), material related party transactions (RPTs) and subsequent material modifications thereto require prior approval of the shareholders of a listed entity. Under the SEBI Listing Regulations, the materiality threshold for RPTs is determined based on the annual consolidated turnover of the listed entity as per its last audited financial statements.

SEBI has extended the applicability of the related party transaction provisions to eligible SME listed entities. The materiality threshold for SME listed entities is Rs. 50 crore or 10% of the annual consolidated turnover of the listed entity, as applicable.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

In terms of Regulation 34 and Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 a review of the performance of the Company for the year under review Management Discussion and Analysis Report is presented in a separate section which is annexed to this Report as Annexure-E.

STATUTORY AUDITOR AND THEIR REPORT:

Pursuant to the provisions of Section 139 of the Companies Act, 2013, read with the rules made thereunder, the members at the Annual General Meeting held on September 30, 2022, appointed M/s. Maharishi & Co., Chartered Accountants (FRN: 124872W), as the Statutory Auditors of the Company for term of five consecutive years, to hold office till the conclusion of the Annual General Meeting to be held in the calendar year 2027.

The Auditors Report on the financial statements of the Company for the financial year 2025-26 forms part of this Annual Report. The Notes to the Financial Statements, as referred to in the Auditors Report, are self-explanatory and do not call for any further comments under Section 134 of the Companies Act, 2013.

There are no qualifications, reservations, adverse remarks, or disclaimers made by the Statutory Auditors in their Report except those as specified by Statutory Auditor in their report.

INTERNAL AUDITOR:

In accordance with the provisions of Section 138 of the Companies Act, 2013, the Board of Directors had appointed M/s ADVAS & Associates LLP Chartered Accountant as the Internal Auditor of the Company for the financial year 2025-26.

They have conducted periodic internal audits of various operational and financial functions and submitted their reports to the Audit Committee and the Board. Their observations and recommendations have helped strengthen the internal control systems and ensure compliance.

MAINTENANCE OF COST RECORD:

As per the provisions of Section 148(1) of the Companies Act, 2013 read with the applicable rules, the Company is not required to maintain cost records for the financial year 2025-2 as prescribed by the Central Government.

SECRETARIAL AUDITOR AND THEIR REPORT:

In compliance with the provisions of Section 204 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s. SCS & Co. LLP, Practicing Company Secretaries, Ahmedabad, was appointed as the Secretarial Auditor to carry out the Secretarial Audit for the financial year 2025-26.

Subsequently, the secretarial auditor was changed and M/s. Chandrasekaran Associates, Company Secretaries, was appointed as the secretarial auditor for the financial year 2025-26.

The Secretarial Audit Report is annexed as Annexure - F to this Board Report.

There have been few common annotations reported by the above Secretarial Auditors in their Report with respect to:

Sr. No. Observations/ Remarks of the Practicing Company Secretary Management Response
01 During the period under review, certain procedural aspects relating to compliance with the Secretarial Standards applicable to the conduct of meetings of the Board, its Committees (SS-1) and the Secretarial Standard on the General Meetings (SS-2) were not complied with. The Company acknowledges that certain procedural requirements under the applicable Secretarial Standards were not followed in isolated instances during the period under review. These were procedural lapses and the Company has taken corrective and preventive measures to strengthen the governance and meeting-compliance framework. Going forward, the Compliance Officer/Company Secretary will use a structured SS-1/SS-2 compliance checklist covering notices, agenda, attendance, minutes, registers, resolutions and related procedural requirements, with appropriate review before closure of each meeting cycle. The Company is committed to ensuring consistent and demonstrable compliance with the applicable Secretarial Standards.
02 During the period under review, we observed following w.r.t. forms filed/to be filed with Registrar of Companies (ROC):
a) Non filing of certain Registrar of Companies (ROC) forms:
i. Linked form e-INC-34 for alteration of the Articles of Association of the Company;

ii. Form CHG-1 for availing of a bank guarantee from HDFC Bank Limited.

b) Delayed filing of few forms filed with ROC:

c) Discrepancies found in forms filed with ROC as mentioned below:

i. In Form PAS-3 filed for allotment of ESOPs and Bonus shares in adjustment to ESOP entitlement, all the shares allotted under ESOP and Bonus Shares were reported under the Employee stock option Plan (ESOP) head Type of allotment, instead of separate reporting under the Bonus Issue head Type of allotment in respect of allotments for Bonus issue.

ii. Form AOC-4 XBRL filed for the FY 2024-25, copy of signed financial statements (including Boards report, auditors report and other documents) was not attached in PDF format as required pursuant to the Companies (Filing of Documents and Forms in Extensible Business Reporting Language) Amendment Rules, 2025.

03 During the period under review:

a) Non filing of below mentioned intimations to the National

Stock Exchange :

i. Prior intimation of Financial Results of the Company for the half year ended on March 31, 2025 and September 30, 2025 in PDF format, pursuant to Regulation 29 of Listing Regulation;

ii. Intimation of resignation of Chinmay Choksi, Company Secretary and Compliance Officer w.e.f March 11,2026, pursuant to Regulation 30 of Listing Regulation was made in PDF mode. However, intimation in XBRL mode was not made;

The Company had appointed a qualified Company Secretary/Compliance Officer with the mandate of ensuring timely and accurate statutory and regulatory compliances. During the review, certain instances of delayed/non-filing and filing discrepancies were identified. These are being treated as compliance process gaps rather than a systemic disregard of applicable requirements. The Company has initiated immediate corrective and preventive measures, including strengthening the compliance function, changing the Company Secretary/Compliance Officer and enhancing internal review controls, to ensure that all applicable filings are independently reviewed, tracked and completed within the prescribed timelines.

The Company has further strengthened its compliance team and introduced enhanced monitoring and maker-checker controls. Management has directed that no statutory filing shall be treated as complete without appropriate verification of the applicable form, attachments, classification and filing timeline. The Company is committed to ensuring that similar procedural gaps do not recur.

The Company is implementing enhanced regulatory calendars, maker-checker review and management-level monitoring so that all applicable intimations are identified, reviewed and submitted within the prescribed timelines and in the required mode.

The Company confirms that the instances identified were not intentional and were attributable to procedural and process-level gaps during the relevant period. Corrective action has been initiated to regularise the identified matters, wherever applicable, and to strengthen controls around PDF/XBRL submissions, event-based disclosures and reconciliation of regulatory filings with the underlying records. The Company remains committed to full and timely compliance with the applicable Listing Regulations and stock-exchange requirements.

b) Delayed intimations as mentioned below made to the Stock Exchange:
i. Prior intimation in XBRL mode for audited financial results of the Company for the half year Ended on March 31,2025, pursuant to Regulation 29 of Listing Regulation; The company has duly filed the applicable ROC forms within the prescribed time limit. However, in certain cases the lapse in timely filing has been noticed which was never intentional.
ii. Prior intimation of Board Meeting held on September 05, 2025 for issue of Bonus Equity Shares pursuant to Regulation 29 of Listing Regulation;
iii. Intimation (PDF and XBRL both) of notice of Annual General Meeting held on September 30, 2025, pursuant to circular issued by Stock Exchange;
iv. Outcome of meeting of Nomination and Remuneration committee held on June 02, 2025, for grant of Stock options pursuant to Regulation 30 of Listing Regulation;
v. XBRL intimation of Outcome of Board Meeting held on October 16, 2025, circular issued by Stock Exchange;
v i. Pendency of Litigation(s)/dispute(s) or the outcome impacting the Company pursuant to Regulation 30 of Listing Regulation;
vii. Schedule of analysts or institutional investors meet held on the below mentioned dates pursuant to Regulation 30 of Listing Regulation: The delay was due to oversight in interpretation of format-specific requirements. The Company is now ensuring format compliance through better SOPs..
1. Wednesday, May 14, 2025
2. Tuesday, July 01,2025
3. Tuesday, July 15, 2025 4. Friday, October 31,2025
viii. Presentation of earnings call held on Friday, October 31,2025, pursuant to Regulation 30 of Listing Regulation;
ix. Transcript of post earning call held on May 12, 2025, pursuant to Regulation 30 of Listing Regulation; The Company inadvertently missed uploading the PDF copy. However, efforts have been made to strengthen internal controls to ensure timely compliance in the future.
x. Intimation w.r.t. Receipt of Tax Demand Notice of Rs. 77,00,000 pursuant to Regulation 30 of Listing Regulation. Subsequently, the matter was decided in favour of the Company pursuant to the order received by the Company and, accordingly, the aforesaid tax demand is no longer outstanding as on the date of this Report.;
xi . Closure of trading window for the half year ended March 31,2026, pursuant to the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015
xii. Intimation of Annual Report for the Financial Year 2024-25 in XBRL mode pursuant to circular issued by Stock Exchange.
xiii. Intimation to the stock exchange in respect of Nomination and Remuneration Committee Meeting held on November 27, 2025, for allotment of 67,040 Equity shares was made before commencement of the Meeting. The Company inadvertently missed uploading the PDF copy. However, efforts have been made to strengthen internal controls to ensure timely compliance in the future.
c) Discrepancies found in intimations made to the Stock Exchange
as mentioned below: The mismatch was due to oversight in
i. Mismatch in figures of few Related Party Transactions reported to stock exchange with the Audited figures. interpretation of format-specific requirements. The Company is now ensuring format compliance through better SOPs..
04 The Company has undertaken Related Party Transactions (RPT) without omnibus approval. Further few of RPT transactions undertaken in excess of the approved limit. Further, as confirmed by the management, subsequently transactions were ratified by the Audit Committee The Company has reviewed the observation and acknowledges the need for transactions with related parties to be undertaken strictly within the applicable approval framework and approved limits. As confirmed by management, the transactions were subsequently placed before and ratified by the Audit Committee. The Company has nevertheless strengthened its RPT controls, monitoring of approved limits and mandatory escalation to the Audit Committee/Board wherever required. Going forward, no RPT shall be undertaken without confirmation of the applicable approval and available limits
During the period under review, only three meetings of the Audit Committee were held against the requirement of at least four meetings in a financial year. The Company has considered the observation and has reviewed the applicability of the meeting-frequency requirement to the Company in its capacity as an SME listed entity. Without prejudice to the Companys position regarding the applicable minimum statutory requirement, the Company has voluntarily adopted a higher governance standard and intends to convene four Audit Committee meetings in each financial year going forward. This practice will be incorporated into the annual governance calendar and monitored by the Compliance Officer to ensure consistent adherence
06 During the period under review, discrepancies/non compliances in compliance of relation to the maintenance of Structured Digital Database (SDD\u201d) pursuant to the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 were as follows:
i. No Control exists as to who can access the SDD during the period commenced from March 12, 2026 till year end i.e. effective date of resignation of Compliance Officer of the Company; The company had hired qualified & competent Company Secretary & compliance officer to ensure the SDD compliances are being followed on timely basis, however it seems the previous Company Secretary inadvertently missed the same in certain cases, which could have been avoided. Immediate corrective action has been taken to ensure these gaps do not exists anymore
ii. Unpublished Price Sensitive Information (UPSI\u201d) disseminated during the period with respect to events mentioned below were not captured in the SDD database:
a) Resignation of Company Secretary and Compliance Officer w.e.f. close of business hours of March 11, 2026.
b) Termination of engagement of SCS & Co LLP, Secretarial Auditors of the Company w.e.f. March 12, 2026.
iii Entry w.r.t. following events in SDD were made later than date of sharing of UPSI:
a) Financial Results at the Board meeting for approval were shared on 28-04-2025 and entry in SDD made on 29-04-2025.
b) Proposal for issuing shares via bonus issue were shared on 04-09-2025 and entry in SDD made on 05-09-2025.
i v As confirmed by the Compliance Officer/CEO/Authorised Representative by the management, the Company was required to capture 36 (Thirty Six) number of events during the period and has made 49 (Forty Nine) entries in total pertaining to 36 (Thirty Six) events.
07 The Company has provided loan to Trishneet Arora, Director & CEO and Charanjit Singh, Whole-time Director of the company in violation of Section 179, 185 and 186 of the Act. Further, as confirmed by the management, loan to Trishneet Arora was provided against remuneration waived by Mr. Trishneet Arora for FY 2025-26. As per confirmation received from the management, loan has already been repaid by both the Directors and there is no outstanding amount as at the end of financial year. The Company acknowledges the observation. The loan has already been settled in full and corrective measures have been put in place to ensure strict compliance with Section 185 in the future.
08 The Board Resolution for availing a bank guarantee from HDFC Bank Limited was passed by circulation instead of being passed at a duly convened Board Meeting, as required under Section 179 of the Companies Act, 2013. Considering the urgency of business operations & need for timely filing of quotations for business opportunities, it was not possible to convene board meeting on immediate basis, so resolution was passed by circulation
09 Independent Directors were paid Directors fee of Rs. 1,70,000/- each without obtaining shareholders approval required pursuant to the provisions of Section 197 read with Schedule V of the Act. Further, as confirmed by the Management, approval of shareholders may be obtained in the forthcoming Annual General Meeting. The amount mentioned is being paid in the nature of sitting fee only, the only difference is that the same is being paid on periodic basis. Necessary steps have been taken to ensure the compliance as well
10 Report of Board of Directors for the year ended March 31,2025, did not include a statement regarding opinion of the Board with regard to integrity, expertise and experience (including the proficiency) of the independent directors. this is a standard format that has been missed to be incorporated in the board report, however the in practicality the same is always followed by the directors during the review meetings.

REPORTING OF FRAUD:

During the year under review, the Statutory Auditors of your Company have not reported any instances of fraud committed in your Company by Companys officers or employees, to the Audit Committee, as required under Section 143(12) of the Act.

SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS/INTERNAL AUDITOR:

There are no other significant/material orders passed by the Regulators, Courts, Tribunals, Statutory and quasi-judicial body impacting the going concern status of the Company and its operations in future.

The details of litigation on tax and other relevant matters are disclosed in the Auditors Report and Financial Statements which forms part of this Annual Report.

PROCEEDINGS INITIATED/PENDING AGAINST YOUR COMPANY UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016:

During the year under review, no corporate insolvency resolution process is initiated against the company under the Insolvency and Bankruptcy Code, 2016 (IBC).

PREVENTION OF INSIDER TRADING:

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Companys shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code.

WEBSITE:

Your Company has its fully functional website https://tacsecu- rity.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.

INDUSTRIAL RELATIONS:

During the year under review, industrial relations remained harmonious at all our offices and establishments.

GENERAL DISCLOSURE:
In accordance with the provisions of Section 134(3) of the Companies Act, 2013, Rule 8 of the Companies (Accounts) Rules, 2014, and other applicable provisions, your Directors confirm that all necessary disclosures have been made in this Board Report. (ii) There is no revision in the Board Report or Financial Statement; Significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and your Companys operation in future.
Further, the Board confirms that there were no transactions during the year under review requiring disclosure in respect of the following items: (iii) Significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and your Companys operation in future.
(i) Issue of Equity Shares with differential rights as to dividend, voting or otherwise;
(iv) Voting rights which are not directly exercised by the employees in respect of shares for the subscription/ purchase of which loan was given by your Company (as there is no scheme pursuant to which such persons can beneficially hold shares as envisaged under Section 67(3)(c) of the Act). (vi) One time settlement of loan was obtained from the Banks or Financial Institutions
(vii) Revision of financial statements and Directors Report of your Company.
(v) Application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016.

APPRECIATIONS AND ACKNOWLEDGEMENT:

Your directors wish to place on record their sincere appreciation for the significant contributions made by the employees at all levels. Their dedication, hard work, and commitment during the year under review have been integral to the Companys success. The Board recognizes the role of each individual in driving the growth and progress of the Company.

The Board also extends its gratitude to the suppliers, distributors, retailers, business partners, and all others associated with the Company as its valued trading partners. The continued support and cooperation received from them have been vital to the Companys operations. Your Company considers these relationships as partnerships in progress and is committed to nurturing these strong links based on mutual benefit, respect, and consistent alignment with consumer interests.

Furthermore, the Directors would like to express their heartfelt thanks to all the Shareholders, Clients, Vendors, Banks, Government and Regulatory Authorities, and Stock Exchanges for their continued trust, support, and collaboration. Their contributions and faith in the Company are highly valued.

Registered office:
8th Floor, Plot No. C-203, Industrial Focal Point, Phase 8B, Balongi, Rupnagar, S.A.S. Nagar (Mohali), Punjab, India, 160055. For and on behalf of Board of Directors TAC InfoSec Limited CIN: L72900PB2016PLC045575
Place: Punjab Trishneet Arora Chairman, Director & CEO DIN: 07567604 Charanjit Singh
Date: September 02, 2026 Whole Time Director DIN: 07567588

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