Dear Members,

The Board of Directors (the "Board") presents the 41^st (forty-first) Annual Report along with the Audited Financial Statements of your Company for the financial year ("FY") ended March 31, 2026.

The key financial figures of your Company for the FY ended March 31, 2026, are as follows:

On a Standalone basis, your Company earned an income of INR 2,31,523 thousand as against INR 5,16,104 thousand during the last FY. Net profit after tax stood at INR 22,301 thousand as against profit of INR 15,350 thousand for the last FY.

On a Consolidated basis, your Company earned an income of INR 9,91,234 thousand as against INR 6,48,584 thousand for the last FY and net profit after tax stood at INR 4,15,489 thousand as against net loss of INR (3,32,931) thousand for the last FY.

During FY 2025-2026, there has been no change in the nature of the Company's business.

The Consolidated Financial Statements of the Company and its Subsidiaries for the FY 2025-2026 have been prepared in compliance with the applicable provisions of the Companies Act, 2013 (hereinafter referred as the "Act") and as stipulated under Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred as the "Listing Regulations"), as well as in accordance with the Indian Accounting Standards (the "Ind AS")- 110 notified under the Companies (Indian Accounting Standards) Rules, 2015. The Audited Consolidated Financial Statements together with the

Independent Auditor's Report thereon form part of the Annual Report.

TheAuditedFinancialStatements(StandaloneandConsolidated) of your Company and all other requisite documents are available on the Company's website and can be accessed through the link- Financial Statements.

To enable the Company to diversify and expand its business operations into new and emerging sectors, the Board of Directors in their meeting held on May 27, 2025, and the Members of the Company at 40th Annual General Meeting held on September 16, 2025, approved to alter the Object Clause of Memorandum of Association ("MOA") of the Company by including new business objects in the MOA with the aim of expanding the Company's overall scope of activities.

These new business objects enabled the Company to foray in the hospitality and food services industry, including the ownership, management, and operation of hotels, resorts, restaurants, cafes, food courts, and entertainment services.

These amendments also enabled the Company to participate in cultural and experiential ventures such as curated food halls, gastronomic hubs, beverage venues, performance spaces, and brand engagement platforms. Furthermore, the Company will be authorized to undertake real estate activities, including the acquisition, development, leasing, and management of various types of immovable properties.

The Registrar of Companies, Delhi, vide certificate dated October 3, 2025, approved alteration of the Object Clause(s) of the Company.

On May 27, 2025, your Company entered into two agreements with Time Out Group: (i) a Master Franchise Agreement with Time Out Market Limited, a company incorporated in England and Wales, for the launch of Time Out Media in India as a digital destination featuring editorial content curated by local expert journalists; and (ii) a Time Out Franchise Agreement with Time Out England Limited, a company incorporated in England and Wales, for the development of Time Out Market opportunities in India as an immersive food and cultural destination.

On February 9, 2026, the Company entered into a SubLease Agreement with Alborz Developers Limited for setting up the first Time Out Market in Delhi, India.

On April 24, 2026, the Company formally launched Time Out India and announced its first Time Out Market in New Delhi, bringing high-quality, expert content and world-class cultural and culinary offerings to Indian consumers and advertisers.

Pursuant to the Amended and Restated Stockholders' Agreement ("Amended Agreement") with Cognita Ventures LLC ("Cognita") dated August 29, 2025, Global Media Technologies Inc. ("GMT"), a wholly owned subsidiary of the Company, acquired majority control over the Board of Directors of Quintype Technologies Inc. ("QT Inc."). Accordingly, with GMT holding 50% shareholding and exercising control over the Board of QT Inc., QT Inc. became a material subsidiary of the Company with effect from October

1, 2025. Consequently, Quintype Services India Private Limited ("QT Services"), being a subsidiary of QT Inc., also becameamaterialsubsidiaryoftheCompanywithe_ectfrom October 1, 2025. Prior to October 1, 2025, both QT Inc. and QT Services were Joint Venture Companies of the Company.

To facilitate fund raising and to provide flexibility in the capital structure of the Company, the Board of Directors in their meeting held on January 30, 2026, and the Members of the Company vide Postal Ballot approval dated March

5, 2026, approved the reclassification of the Authorised Share Capital of the Company from INR 2,10,00,00,000/- (Indian Rupees Two Hundred and Ten Crores Only) divided into 21,00,00,000 (Twenty-One Crores) Equity Shares of INR 10/- (Indian Rupees Ten Only) each to INR 2,10,00,00,000/- (Indian Rupees Two Hundred and Ten Crores Only) divided into 10,00,00,000 (Ten Crores) Equity Shares of INR 10/- (Indian Rupees Ten Only) each and 1,10,00,000 (One Crore Ten Lakh) Preference Shares of INR 100/- (Indian Rupees One Hundred Only) each.

To strengthen the corporate governance framework of the Company, to provide greater operational flexibility, and to align the Company's internal regulations with contemporary industry practices and applicable statutory requirements, the Board of Directors in their meeting held on January 30, 2026, and the Members of the Company vide Postal Ballot approval dated March 5, 2026, approved the amendment and restatement of the existing Articles of Association ("AOA") of the Company.

The Board of Directors in their meeting held on December 30, 2025, approved participation in a private placement offer by Lee Enterprises, Incorporated ("LEE"), a Delaware corporation listed on NASDAQ, for subscription of 2,451,346 shares of Common Stock (par value USD 0.01 each) at a price of USD 3.25 per share, aggregating to approximately USD 7.97 million. The Company completed the acquisition on February 6, 2026. Post acquisition, the aggregate holding of the Company in LEE stood at 14.59%.

LEE is a leading provider of trusted local news and information, complemented by fast-growing digital media and advertising platforms, operating under the ticker "LEE" on NASDAQ.

The Board of Directors at its meeting held on May 22, 2026, approved the following fund-raising proposals:

Issuance of Non-Convertible Debentures: Raising of funds by issuance of 10,000 (Ten Thousand) Secured, Unlisted, Unrated, Redeemable, Non-Convertible Debentures having face value of INR 1,00,000/- (Indian Rupees One Lakh Only) each, aggregating up to INR 1,00,00,00,000/- (Indian Rupees One Hundred Crores Only), in one or more tranches, on a private placement basis, in accordance with the applicable provisions of the Companies Act, 2013 and other relevant laws.

Rights Issue: Raising of funds by issuance of partly paid-up Compulsorily Convertible Preference Shares together with detachable Warrants, for an aggregate consideration up to INR 91,00,00,000/- (Indian Rupees Ninety-One Crores Only), by way of a Rights Issue, to the eligible equity shareholders of the Company as on the record date to be determined by the Rights Issue Committee of the Board, subject to receipt of requisite approvals under applicable laws.

The Board has re-constituted the Rights Issue Committee to determine the terms and conditions of the Rights Issue, including the issue price, record date, timing, and other related matters.

During the year under review, the following changes have taken place in Subsidiary/ Associates/ Joint Venture Companies:

Pursuant to the Amended and Restated Stockholders' Agreement dated August 29, 2025, entered into with Cognita Ventures LLC ("Cognita"), Global Media Technologies Inc. ("GMT"), a wholly owned subsidiary of Quint Digital Limited ("QDL" or the "Company"), acquired majority control over the Board of Directors of Quintype Technologies Inc. ("QT Inc."). Consequently, with GMT holding a 50% shareholding and exercising control over the Board of QT Inc., QT Inc. became a material subsidiary of QDL with effect from October 1, 2025.

Consequent to above changes, Quintype Services India Private Limited ("QT Services") wholly owned subsidiary of QT Inc., also became a material subsidiary of QDL with effect from October 1, 2025.

With effect from October 1, 2025, QT Inc. and QT Services ceased to be joint venture companies of QDL.

As on March 31, 2026, your Company has below Subsidiaries/ Associates Companies:

The details of the investments/ disinvestment are provided in note no. 4 of the Notes to Accounts of Standalone Financial Statement of the Company.

As required under Section 129(3) of the Act, a separate statement containing the salient features of the Financial Statements of Subsidiary and Associate Companies are given in the prescribed Form AOC-1, enclosed as Annexure-A to this report. Since the statement provides required highlights of performance and financial position, it is not reported here to avoid duplication.

The policy for determining material subsidiaries of the Company is available on the Company's website and can be accessed through the link- Policy for determining Material Subsidiaries.

The Audited Financial Statements of the Subsidiary Companies are available on the Company's website and can be accessed through the link- Annual Accounts of Subsidiaries.

The details of material changes and commitments affecting the financial position of the Company, which have occurred between the end of the FY ended on March 31, 2026, and as on the date of this Report are given in the note no. 40 and 41 to the Standalone Financial Statement.

The Board has not recommended any dividend for the year under review.

Pursuant to Regulation 43A of the Listing Regulations the Board had formulated a Dividend Distribution Policy (‘the Policy').

The said Policy is available on the Company's website and can be accessed through the link- Dividend Distribution Policy.

The Board has not recommended any transfer to reserves for the year under review.

To facilitate fund raising and to provide flexibility in the capital structure of the Company, the Board of Directors in their meeting held on January 30, 2026, and the Members of the Company vide Postal Ballot approval dated March

5, 2026, approved the reclassification of the Authorised Share Capital of the Company from INR 2,10,00,00,000/- (Indian Rupees Two Hundred and Ten Crores Only) divided into 21,00,00,000 (Twenty-One Crores) Equity Shares of INR 10/- (Indian Rupees Ten Only) each to INR 2,10,00,00,000/- (Indian Rupees Two Hundred and Ten Crores Only) divided into 10,00,00,000 (Ten Crores) Equity Shares of INR 10/- (Indian Rupees Ten Only) each and 1,10,00,000 (One Crore Ten Lakh) Preference Shares of INR 100/- (Indian Rupees One Hundred Only) each.

As on March 31, 2026, the Authorised Share Capital of your Company stood at INR 2,10,00,00,000/- (Indian Rupees Two Hundred and Ten Crores Only), divided into 10,00,00,000 (Ten Crore) Equity Shares of INR 10/- (Indian Rupees Ten Only) each and 1,10,00,000 (One Crore Ten Lakh) Preference Shares of INR 100/- (Indian Rupees One Hundred Only) each.

As on March 31, 2026, the Issued and Paid-up Share Capital of your Company stood at INR 47,18,25,080/- (Indian Rupees Forty-Seven Crores Eighteen Lakh Twenty-Five Thousand and Eighty Only), divided into 4,71,82,508 (Four Crore Seventy-One Lakh Eighty-Two Thousand Five Hundred and Eight) Equity Shares of INR 10/- (Indian Rupees Ten Only) each.

During the year under review, on April 4, 2025, your Company allotted 25,500 (Twenty-Five Thousand Five Hundred) Equity Shares of face value INR 10/- (Indian Rupees Ten Only) each, pursuant to the exercise of stock options granted under the QDL Employee Stock Option Plan 2020 (hereinafter referred to as the "QDL ESOP Plan").

Your Company has not issued any Equity Shares with differential voting rights during the year under review. Your Company has only one class of Equity Shares having a face value of INR 10/- (Indian Rupees Ten Only) each, ranking pari passu in all respects with the existing Equity Shares of the Company.

The Management Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of the Listing Regulations, is presented in a separate section forming part of the Annual Report.

1. In accordance with the provisions of the Act, Ms. Ritu Kapur (DIN: 00015423) and Ms. Vandana Malik (DIN: 00036382), Directors of the Company, are liable to retire by rotation at the ensuing Annual General Meeting and, being eligible, have offered themselves for re-appointment. The Board of Directors, on the recommendation of the Nomination and Remuneration Committee, has recommended their reappointment at the ensuing Annual General Meeting.

2. Ms. Ritu Kapur (DIN: 00015423) was appointed as the Whole-Time Director and Chief Executive Officer of the Company with effect from September 30, 2020, and was subsequently re-designated as the Managing Director and Chief Executive Officer of the Company effective from February 19, 2021, for a tenure of 5 (Five) years commencing from February 19, 2021, up to February 18, 2026.

Further the Board of Directors, on the recommendation of the Nomination and Remuneration Committee, at their meeting held on April 30, 2025, and the Members of the Company at the 40th Annual General Meeting held on September 16, 2025, approved her re-appointment as the Managing Director and Chief Executive Officer of the Company for a further period of 3 (Three) years commencing from February 19, 2026, up to February 18, 2029.

3. The Board of Directors, on the recommendation of the Nomination and Remuneration Committee, at their meeting held on August 14, 2025, approved the appointment of Ms. Tara Bahl (DIN: 11229216) as an Additional Director, designated as a Non-Executive, Non-Independent Director of the Company, with effect from August 18, 2025, to hold office up to the date of the 40th Annual General Meeting. The Members of the Company, at the 40th Annual General Meeting held on September 16, 2025, subsequently approved her regularisation and appointment as a Non-Executive, Non-Independent Director of the Company, with effect from August 18, 2025.

4. The Board of Directors, on the recommendation of the Nomination and Remuneration Committee, at their meeting held on August 14, 2025, approved the appointment of Mr. Tushar Tulsiram Patil (DIN: 11234876) as an Additional Director, designated as a Non-Executive, Independent Director of the Company, with effect from August 18, 2025, to hold office up to the date of the 40th Annual General Meeting. The Members of the Company, at the 40th Annual General Meeting held on September 16, 2025, approved his appointment as a Non-Executive, Independent Director of the Company for a first term of 5 (Five) consecutive years, commencing from August 18, 2025.

5. The Board of Directors, at their meeting held on July 16, 2021, had appointed Ms. Abha Kapoor (DIN: 01277168) as an Additional Director of the Company, to hold office up to the date of the ensuing Annual General Meeting. Subsequently, the Members of the Company, through Postal Ballot approval dated December 31, 2021, appointed Ms. Abha Kapoor as a Non-Executive, Independent Director of the Company for a first term of

5 (Five) consecutive years, commencing from December 31, 2021, up to December 30, 2026. Further, the Board of Directors, on the recommendation of the Nomination and

Remuneration Committee, at their meeting held on May 22, 2026, approved her re-appointment as a Non-Executive, Independent Director of the Company for a second term of 5 (Five) consecutive years, commencing from December 31, 2026, up to December 30, 2031, subject to approval of the Members of the Company by way of Special Resolution at the ensuing Annual General Meeting.

In accordance with the provisions of Section 2(51) and 203 of the Act read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Ms. Ritu Kapur, Managing Director and Chief Executive Officer, Mr. Vivek Agarwal, Chief Financial Officer and Mr. Tarun Belwal, Company Secretary and Compliance Officer are the Key Managerial Personnel of your Company.

During the FY 2025-2026, the Board of Directors underwent changes as detailed hereinabove. There were no changes in the Key Managerial Personnel of the Company during the year under review.

The Company has received declaration from all the Independent Directors of the Company that they meet the criteria of independence as prescribed under sub-section (6) of Section 149 of the Act and under Regulations 16 and 25 of Listing Regulations and there has been no change in the circumstances affecting their status as independent directors of the Company. The Company has also received a declaration from all the independent directors that they have registered their names in the independent director data bank and pass/ exempt requisite proficiency test conducted by Ministry of Corporate Affairs. The Independent Directors also confirmed that they have complied with the Code for Independent Directors prescribed in Schedule IV to the Act.

The Board of Directors reviewed the declarations and have positive outlook towards the integrity and expertise of the Independent Directors. In the opinion of the Board, Independent Directors fulfil the conditions specified in the Act, Rules made thereunder and Listing Regulations and are independent of the management.

A detailed overview of the key skills, expertise and core competencies of the Board, including the Independent Directors, is provided within the Corporate Governance Report of the Annual Report.

With a view to familiarise the Independent Directors with the Company's operations, as required under Regulation 25(7) of the Listing Regulations, various familiarisation programmes were held throughout the year on an ongoing and continuous basis. The details of the familiarisation programme is available on the Company's website and can be accessed through the link- Familiarisation Programme.

During the FY 2025-2026, 6(Six) meetings of the Board were held. For details of meetings of the Board, please refer Corporate Governance Report. Out of 6(Six) Board meetings 5(Five) meetings were held through audio-video conference mode.

The maximum gap between the two meetings was not more than one hundred and twenty days.

As on March 31, 2026, the Board has 7(Seven) Committees i.e. Audit Committee, Nomination and Remuneration Committee, Stakeholder Relationship Committee, Risk Management Committee, Rights Issue Committee, Finance and Investment Committee and Corporate Social Responsibility Committee, with proper composition of its members.

During the FY 2025-2026, various meetings of the Committees of the Board were duly held. All recommendations made by the Committees of the Board, including the Audit Committee, were accepted and approved by the Board of Directors.

For details with respect to the scope, constitution, terms of reference, and number of meetings held during the year under review, along with the attendance of Committee Members thereat, kindly refer to the Corporate Governance Report.

The meeting of the Independent Directors was held on March 19, 2026, without the attendance of Non-Independent Directors and Members of the Management, inter alia, to evaluate:

Performance of non-Independent Directors, Chairman and Board as whole; and

Quality, quantity, and timeliness of flow of information between the Management and the Board.

A formal evaluation of the performance of the Board of Directors, its Committees, the Chairman, and Individual Directors was duly carried out for the FY 2025-2026. The evaluation process was led by the Nomination and Remuneration Committee through structured individual questionnaires covering, amongst others, Board composition, conduct in accordance with the

Company's values and governance standards, contribution towards corporate strategy and business plans, risk oversight, functioning and effectiveness of Board Committees, skill set, knowledge and expertise of Directors, and quality of participation and leadership at Board and Committee meetings.

The Committees of the Board were separately evaluated on parameters including, inter alia, timely receipt of adequate agenda materials, review of Committee charters, communication of key developments and recommendations to the Board, and adequacy of deliberations prior to approval of significant transactions and decisions.

As part of the evaluation process, the Independent Directors, at their separate meeting held on March 19, 2026, evaluated the performance of the Non-Independent Directors and the Chairman of the Board individually, in accordance with Schedule IV of the Act and Regulation 25(3) of the Listing Regulations. The performance evaluation of the Board of Directors, its committees, and Individual Directors was conducted by the Nomination and Remuneration Committee, excluding the Director being evaluated. The outcomes thereof were duly collated and placed before the Nomination and Remuneration Committee and the Board of Directors for their consideration.

In compliance with the provisions of the Listing Regulations, the Board through its Nomination and Remuneration Committee has devised a policy on Board Diversity which forms part of Nomination and Remuneration policy. The objective of the policy is to ensure that the Board comprises an adequate number of Members with diverse experience and skills, such that it best serves the governance and strategic needs of the Company. The Board composition as at present broadly meets with the above objective.

As on March 31, 2026, the Board of Directors of your Company comprised 9 (Nine) Directors, consisting of 1 (One) Executive Director, designated as the Managing Director and Chief Executive Officer, and 8 (Eight) Non-Executive Directors. Of the

8 (Eight) Non-Executive Directors, 4 (Four) are Independent Directors, including 1 (One) Woman Independent Director.

Your Company firmly believes that fostering a diverse and inclusive culture is integral to its sustained success. A diverse Board is better positioned to leverage a wide spectrum of skills, qualifications, professional experiences, perspectives, and backgrounds, which is essential for achieving balanced and sustainable growth.

The Nomination and Remuneration Policy, as adopted by the Board of Directors, lays down the criteria for determining qualifications, positive attributes, and independence while evaluating a candidate for appointment or re-appointment as a Director or as a Key Managerial Personnel (KMP), ensuring no discrimination on the grounds of gender, race, ethnicity, nationality, or country of origin. The Policy further establishes the framework for remuneration of Directors, Key Managerial Personnel, Senior Management Personnel, and other employees of the Company.

The detailed Nomination and Remuneration Policy is available on the website of the Company and can be accessed through the link: NRC Policy.

Pursuant to the requirement under sub-section 3(c) and 5 of Section 134 of the Act, your Directors hereby state that:

a) in the preparation of the annual accounts for the FY ended March 31, 2026, the applicable Accounting Standards read with the requirements set out under Schedule III to the Act have been followed and there are no material departures from the same.

b) the Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2026, and of the profit of the Company for the year ended on that date.

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

d) the Directors have prepared the annual accounts for financial year ended March 31, 2026, on a ‘going concern' basis.

e) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

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

Your Company has instituted the QDL Employee Stock Option Plan 2020 ("Scheme" or "QDL ESOP Plan 2020") to attract and retain talented employees in the Company. During the year under review, there has been no change in the Scheme. The Scheme is in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ("the SBEBSE Regulations").

Further to ensure efficient administration of the Scheme and to align its implementation with evolving market conditions, business requirements, and regulatory expectations, the Board of Directors subject to the approval of the Members of the Company in the ensuing Annual General Meeting, approved the amendment to the Scheme. The proposed amendment is intended to provide the Compensation Committee with adequate operational flexibility to effectively manage the Scheme, while ensuring that any actions taken thereunder remain fair and are not prejudicial to the interests of the option holders.

The disclosures required to be made under the Act and SBEBSE Regulations are available on the website of the Company and can be accessed at ESOP Disclosure. The certificate from the Secretarial Auditor, confirming compliance with the aforesaid provisions has been enclosed as Annexure-B to this Report.

Your Company is committed to maintain the highest standards of Corporate Governance and adhere to the Corporate Governance requirements set out by the SEBI.

The Corporate Governance Report of the Company for the FY ended March 31, 2026, in pursuance of the Listing Regulations forms part of the Annual Report and is enclosed to this report.

The requisite Certificate from a Practicing Company Secretary confirming compliance with the conditions of Corporate Governance is enclosed as Annexure-C to the report.

In compliance with corporate governance requirements as per the Listing Regulations, your Company has formulated and implemented a Code of Conduct for all Board members and senior management personnel of your Company ("Code of Conduct"), who have afirmed the compliance thereto. The Code of Conduct is available on the website of your Company.

Loans, guarantees and investments covered under Section 186 of the Act have been disclosed in the financial statements, which forms part of the Annual Report.

Your Company has neither accepted nor renewed any public deposits within the meaning of Section 73 of the Act read with

Companies (Acceptance of Deposits) Rules, 2014 during the year.

Your Company has instituted a robust Risk Management Policy, duly aligned with the provisions of the Act and the Listing Regulations, afirming its commitment to sound governance and long-term value creation. The risk management framework is firmly embedded across all major functions of the organisation and is designed to proactively identify, assess and effectively respond to threats that could potentially impact the achievement of business objectives.

Risk management is an integral pillar of your Company's strategy and a cornerstone of its pursuit of sustainable long-term growth. The Company's ability to identify, evaluate and leverage opportunities arising from its diverse business operations and the markets it serves continues to be a key driver of organisational resilience and competitive strength.

Your Company has a well-constituted Risk Management Committee, entrusted with the responsibility of assisting the Board in overseeing and approving the enterprise-wide risk management framework and ensuring that all material risks faced by the organisation including strategic, financial, credit, market, liquidity, security, property, information technology, cyber security, legal, regulatory and reputational risks, are duly identified, assessed and adequately mitigated through a capable risk management infrastructure.

The details pertaining to the composition, meetings and terms of reference of the Risk Management Committee are set out in the Corporate Governance Report.

A detailed note on Risk Management is given as part of "Management Discussion & Analysis".

The Company has an established and well-governed framework for the approval and monitoring of Related Party Transactions (RPTs).

All contracts/ arrangements/ transactions entered by the Company during the FY with related parties were in the ordinary course of business and on an arm's length basis. The particulars of contracts/ arrangements, with related parties referred to in Section 188(1) of the Act, in the prescribed Form AOC-2, is enclosed as Annexure-D to this report.

There were no materially significant RPTs which could have potential conflict with the interests of the Company at large.

Your directors draw attention of the Members to note no. 30 in the notes to accounts in the Standalone Financial Statement and to note no. 34 in the notes to accounts in the Consolidated Financial Statement which sets out Related Party Disclosures.

The Related Party Transaction policy is available on the Company's website and can be accessed through the link- RPT Policy.

Your Company remains steadfast in its commitment to maintaining a robust and resilient cyber security framework, with cyber security maturity reviewed periodically and processes and technology controls continuously strengthened to stay ahead of emerging threat scenarios. The technology environment is empowered with real-time security monitoring, supported by a comprehensive multi-layered defence architecture encompassing end-user devices, network infrastructure, applications and data, ensuring end-to-end protection at every level.

As required under Section 177(9) of the Act and Regulation 22 of the Listing Regulations, your Company has established a Vigil Mechanism/ Whistle Blower Policy for Directors and the employees of the Company. This Policy has been established with a view to provide a tool to Directors and employees of the Company to report to the management on the genuine concerns including unethical behaviour, actual or suspected fraud or violation of the Code or the Policy. This Policy outlines the procedures for reporting, handling, investigating, and deciding on the course of action to be taken in case inappropriate conduct is noticed or suspected.

This Policy also provides for adequate safeguards against victimization of Director(s)/ Employee(s) who avail the mechanism and provides for direct access to the Chairman of the Audit Committee in exceptional cases. The Audit Committee is authorized to oversee the Vigil Mechanism/ Whistle Blower Policy in the Company. The Company has received no complaints during the year. The detailed policy is available on the Company's website and can be accessed through the link-

The Members of the Company, at the 39th Annual General Meeting ("AGM") held on September 27, 2024, approved the appointment of M/s S.N. Dhawan & Co LLP (Firm Registration

No. 000050N/N500045) as the Statutory Auditors for a first term of five consecutive years, commencing from the conclusion of the 39th AGM until the conclusion of the 44th AGM (to be held in the calendar year 2029).

M/s S.N. Dhawan & Co LLP have confirmed that they are not disqualified from continuing as Statutory Auditors of the Company and meet the prescribed eligibility criteria.

The Statutory Auditors' Report on the financial statements forms part of the Annual Report. The Report has been issued with an unmodified opinion and does not contain any qualification, reservation, adverse remark, or disclaimer.

The Members of the Company, at the 40th Annual General Meeting ("AGM") held on September 16, 2025, approved the appointment of M/s. Rashi Sehgal & Associates, Peer Reviewed Firm of Company Secretaries in Practice (Firm Registration Number: S2010DE142900) as the Secretarial Auditor of the Company for a period of five years to hold office from the conclusion of 40th AGM till the conclusion of the 45th AGM, to be held in the year 2030.

M/s Rashi Sehgal & Associates have confirmed that they are not disqualified from continuing as Secretarial Auditor of the Company and meet the prescribed eligibility criteria.

The Secretarial Audit Report does not contain any qualification, reservation and adverse remarks and the comments given by the Secretarial Auditors in their report are self-explanatory and hence, do not call for any further explanations or comments under Section 204(3) of the Act.

The Secretarial Audit Report of the Company as prescribed under Section 204 of the Act is enclosed as Annexure-E to the Report.

Pursuant to Regulation 24A of the Listing Regulations, the Company is required to annex the Secretarial Audit Reports of its material unlisted subsidiaries incorporated in India to its Annual Report. Accordingly, Quintype Technologies India Limited and Quintype Services India Private Limited, being identified as material unlisted subsidiaries of the Company for FY 2025-2026, their respective Secretarial Audit Reports are enclosed as Annexure-F to the Report.

During the year under review, neither the Statutory Auditors nor the Secretarial Auditors have reported any instances of fraud by the Company's officers or employees under Section 143(12) of the Companies Act, 2013. Accordingly, no disclosure is required in the Board's Report under Section 134(3)(ca) of the Act.

Your Company has adopted policies and procedures including the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Company's policies, safeguarding of its assets, prevention and detection of fraud and errors, accuracy and completeness of the accounting records and timely preparation of reliable financial disclosures under the Act.

The details in respect of internal financial controls and its adequacy are included in the Management Discussion and Analysis, which forms part of this Report.

In compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015 ("PIT Regulations"), your Company has adopted Code of conduct to Regulate, Monitor and Report Trading in securities by the Designated Persons and Immediate Relatives of Designated Persons. The said Code lays down guidelines which provide for the procedure to be followed and disclosures whilst dealing with shares of the Company and while sharing Unpublished Price Sensitive Information. The Code includes the Company's obligation to maintain the structured digital database ("SDD"), obligation of designated persons, mechanism for prevention of insider trading and handling of UPSI. The Company periodically circulates the e-mails and provides training programme to the employees to familiarise them with the provisions of the Code. The code is available on the Company's website and can be accessed through the link-

Your Company has complied with all the applicable Secretarial Standards (SS) issued by the Institute of Company Secretaries of India, from time to time, and approved by the Central Government.

Your Company has an effective mechanism for succession planning which focuses on orderly succession of Directors and Senior Management. The NRC implements this mechanism in concurrence with the Board.

Pursuant to Regulation 34(2)(f) of the Listing Regulations, the Business Responsibility and Sustainability Report, is enclosed as Annexure-G to this report.

Your Company's equity shares are listed and traded on the BSE Limited ("BSE") having nation-wide trading terminal and hence facilitates the Members/ investors of the Company in trading the shares. The Company has paid the annual listing fee for the FY 2025-2026 to the said Stock Exchange.

The Company's shares are available for dematerialization with both the Depositories i.e. National Securities Depository Limited and Central Depository Services (India) Limited. The trading in Equity Shares of the Company is permitted only in dematerialized form as per the notification issued by the SEBI. Further, the Company's shares are regularly traded and have never suspended from Trading. The Annual Custody fees for the FY 2025-2026 have been paid to both the Depositories.

The remuneration paid to the Directors, Key Managerial Personnel, and Senior Management is in accordance with the Nomination and Remuneration Policy formulated pursuant to Section 178 of the Act and the applicable Listing Regulations. Further details in this regard are provided in the Corporate Governance Report forming part of this Annual Report.

The disclosures required under Section 197(12) of the Act, read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modifications or re-enactments thereof for the time being in force), in respect of the Directors and employees of the Company are set out in Annexure-H to this Report.

The Annual Return for FY 2025-2026 is available on the Company's website and can be accessed through the link-

Your Company is maintaining books of accounts and other relevant books, papers and financial statements of the Company at the Corporate Office situated at Carnoustie Building, Plot No. 1, 9^th Floor, Sector 16A, Film City, Noida-201 301, Uttar Pradesh, India.

Pursuant to Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014, relevant disclosure is given below:

i. the steps taken or impact on conservation of energy; NA

ii. the steps taken by the company for utilising alternate sources of energy; NA

iii. the capital investment on energy conservation equipment's; NA

B. Technology Absorption: NA

i. The efforts made towards technology absorption; NA

ii. the benefits derived like product improvement, cost reduction, product development or import substitution; NA

iii. in case of imported technology (imported during the last three years reckoned from the beginning of the FY);

a) the details of technology imported; NA b) the year of import; NA c) whether the technology been fully absorbed; NA

d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; NA

iv. the expenditure incurred on Research and Development; NA

During the year under review, foreign exchange earnings were INR 57,680/- thousand as against outgo of INR 14,273/- thousand.

The Company maintains a zero-tolerance approach towards sexual harassment and is firmly committed to ensuring the safety, dignity, and well-being of all its employees. It strives to foster a safe, inclusive, and respectful workplace across all its operations.

The Company has adopted an Anti-Sexual Harassment Policy in line with the provisions of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaints Committee (ICC) has been duly constituted to address any complaints pertaining to sexual harassment. The Policy extends to all employees, including those who are permanent, contractual, temporary, and trainees. Regular training and awareness programmes are conducted to promote sensitivity and reinforce the importance of maintaining a respectful workplace.

During the year under review, no complaints were received under the aforesaid Act.

Your Company has a strong and diverse workforce with a significant representation of women employees across multiple roles and levels.

Your Company is compliant with the applicable provisions of the Maternity Benefit Act, 1961, and extends all applicable maternity benefits and related facilities to eligible employees, in accordance with the statutory requirements.

As per Regulation 39(4) of the Listing Regulations, unclaimed shares lying in the possession of the Company are required to be dematerialized and transferred to a special demat account maintained by the Company. Accordingly, such shares are held in the "Unclaimed Suspense Account" of the Company maintained with FE Securities Private Limited. This account is held by the Company strictly on behalf of the shareholders entitled to these equity shares.

In compliance with the Listing Regulations, the details in respect of shares held in the "Unclaimed Suspense Account" are set out below:

The voting rights on the equity share(s) in the suspense account shall remain frozen till the rightful owners of such equity share(s) claim the equity share(s). Any corporate benefits in terms of securities accruing on such equity shares viz. bonus shares, split etc., shall also be credited to such demat suspense account or unclaimed suspense account, as applicable in accordance with existing provisions.

The Certificate required under Regulation 17(8) of the Listing Regulations, duly signed by the Chief Executive Officer and Chief Financial Officer, was placed before the Board. The same is enclosed as Annexure-I to this Report.

The declaration by the Chief Executive Officer under Regulation 34(3), read with Schedule V of the Listing Regulations, confirming compliance with the Company's Code of Conduct for the Board of Directors and Senior Management is enclosed as Annexure-J to this Report.

Your Company's Corporate Social Responsibility ("CSR") initiatives are aligned with the requirements of Section 135 of the Act.

The CSR Policy, as formulated by the CSR Committee and approved by the Board, remains unchanged. The CSR Policy and the Annual Action Plan are available on the Company's website under the sections titled CSR Policy and Annual Action Plan.

The CSR Policy outlines the guiding principles for the CSR Committee, including, inter alia, the activities to be undertaken by the Company in accordance with Schedule VII to the Act, CSR governance and implementation framework, composition of the Committee, and monitoring of CSR activities. During the year, the Company spent INR 8,85,292 towards CSR initiatives.

The contributions were made to two trusts, INR 3,85,292 to Sarthak Educational Trust for the Sarthak Digital Literacy

Program, and INR 5,00,000 to Shanti Narayan Memorial Trust for the "Gyan Shakti Vidyalaya (GSV) - School after School" initiative.

The Annual Report on CSR activities, prepared in accordance with Section 135 of the Act and the rules made thereunder, is annexed to this Report as Annexure-K.

Details of the accolades received by the Company during FY 2025-2026 are duly briefed in the Annual Report.

During the FY under review:

a) The Company has not issued any equity shares with differential rights as to dividend, voting or otherwise.

b) None of the Directors on the Board of the Company has been debarred or disqualified from being appointed or continuing as Director of the Company by the SEBI, Ministry of Corporate Affairs ("MCA") or any other statutory authority.

c) The Company has not issued any equity shares, except for the grant of options under Employees' Stock Options Scheme referred to in this Report.

d) No proceedings are initiated/pending against the Company under the Insolvency and Bankruptcy Code, 2016.

e) Maintenance of cost records and requirement of cost audit as prescribed under the provisions of Section 148(1) of the Act are not applicable for the business activities carried out by the Company.

f) No political contribution was made during the year under review.

g) There were no significant and material orders passed by the Regulators/ Courts/ Tribunals impacting the going concern status of the Company operations in future.

h) The requirement to disclose the details of difference between amount of the valuation done at the time of onetime settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable.

i) The Company has not failed to complete or implement any corporate action within the specified time limit.

Your directors take this opportunity to express their sincere gratitude to the Members, bankers, regulatory authorities, stock exchanges, and other business associates for their continued support and cooperation, which have contributed to the smooth conduct of the Company's operations during the year under review.

Your Company's' employees are the real asset of the Company and play an essential role in your Company scaling new heights, year after year. Your directors place on records their deep appreciation for the exemplary contribution made by them at all levels. Your involvement as Members' is also greatly valued. Your directors' look forward to your continued support and pledge to continue to work towards the enhancement of Members' value and continued growth of the Company.