The Company is pleased to present its business and operations report for the year ended March 31, 2026.

Total operating revenue was Rs.11,079.63 Mn, for the current financial year 2025-26, which is 8.12% higher than the previous year's Rs. 10,247.96 Mn. Total comprehensive income stood at Rs.1,404.68 Mn (12.26% of total income) against the previous year's Rs. 1,022.92 Mn (9.83% of total income). This signifies an improvement in absolute and percentage terms.

The Company's revenue from operations remained well diversified across geographies during the year. India contributed 16% of revenue (compared to 17% in the previous year), while the Middle East and Asia accounted for 12% and 4%, respectively (compared to 14% and 5% in the previous year). Europe remained the largest contributor, accounting for 40% of revenue from operations (compared to 37% in the previous year). The UK contributed

14%, consistent with the previous year, while the United States accounted for 14% of revenue, compared to 13% in the previous year.

The proportion of offshore to on-site revenue from operations stood at 75% to 25% compared to 65% to 35% in the previous year.

For the financial year 2025-26, the revenue from Group clients was 35%, as compared to 34% in the previous financial year. On the practice front, Banking, Financial Services, and Insurance (BFSI) contributed 81% of the revenue with a growth of 12.8%, Aerospace contributed 10% of the revenue with a growth of 7.8% and Automotive sector contributed 9% of the revenue and had a degrowth of (22%).

As of March 31, 2026, the standalone entity's employee strength was 3,888 (consolidated entity 3,968) compared to 3,817 (consolidated entity 3,948) in the previous year. Women employee strength grew to 1,395 (35%) for the consolidated entity from 1,263 (31.99%) in the current year and attrition stands at 25% from the previous year's 24%.

During the financial year 2025-26, the Company added Rs. 30.65 Mn to its gross block with capital expenditure, comprising Rs. 8.96 Mn on building & lease, Rs. 10.23 Mn on technology infrastructure, and Rs. 11.46 Mn on physical infrastructure addition.

The Company continues to maintain comfortable cash balances to meet its strategic objectives. The liquid assets stood at Rs. 3,632.17 Mn at the end of the year against Rs. 2,174.86 Mn in the previous year. The Company's cash balance increased to Rs. 3,757.49 Mn from previous year's Rs. 2,293.58 Mn.

At the end of the current financial year, the Company's paid-up equity share capital stood at Rs. 155.20 Mn, consisting of 1,55,19,739 fully paid-up equity shares of Rs. 10/- each.

As of March 31, 2026, the Company's net worth stood at Rs. 7,763.12 Mn against Rs. 6,358.44 Mn at the end of the previous financial year.

For the financial year 2025-26, the Company has recommended a Final Dividend of Rs. 110/- per equity share (@ 1100% per Equity Share of Rs. 10/- each) on July 28, 2026, which is subject to approval by the Shareholders in the ensuing 28^th Annual General Meeting.

The Dividend Distribution Policy, in terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 is available on the Company's website at Dividend-Distribution-Policy-1.pdf

The Company does not propose to carry any amount to reserves during the financial year ended March 31, 2026.

The Company currently operates internationally through five wholly owned subsidiaries:

a) Expleo Solutions Pte. Ltd., Singapore

b) Expleo Solutions UK Ltd., UK

c) Expleo Solutions Inc., USA

d) Expleo Solutions LLC, Dubai

e) Expleo Solutions Arabia Limited, Saudi Arabia

The Company has incorporated a new wholly owned Subsidiary Company named Expleo Solutions GIFT IFSC Limited, in GIFT City, Gujarat, India, on June 14, 2026.

The Company's Board of Directors reviewed the affairs of the wholly owned subsidiaries for the financial year 2025-26. In accordance with Section 129(3) of the Companies Act, 2013, the Company has prepared its consolidated financial statements, which form a part of this Annual Report. A separate section on the salient features, performance and financial position of each of the subsidiaries is annexed as Annexure-I and forms an integral part of this report. It includes their contribution to the overall performance of the Company.

During the period under the report, as per Section 129(3) of the Companies Act, 2013, read with Rule 5 and Rule 8(1) of the Companies (Accounts) Rules, 2014, the Subsidiaries audited annual financial statements and related information, wherever applicable, will be made available to shareholders upon request and will also be available for inspection during regular business hours at the registered office of the Company. The annual financial statements audited shall also be available on the website of the Company. The Company operates branch offices in the Philippines, Belgium, Israel, and Malaysia globally and Pune, Bengaluru, and a sales office cum delivery centre in Mumbai.

During the period under report, the Company has closed its competence centre located at Coimbatore, Tamil Nadu, India, and consolidated the Coimbatore Centre with Company's MEPZ branch office located in Chennai, for operational reasons. This will increase delivery efficiency and administrative oversight.

The Annual Return in Form MGT-7 for the financial year ended March 31, 2026, as prescribed under Section 92(3) and Section 134(3)(a) of the Companies Act, 2013, read with Rule 12 of Companies (Management and Administration) Rules, 2014, as amended, is disclosed on the website of the Company https://investors.expleo.com/financial under AGM and Annual Report section.

The Board met five times during the financial year ended March 31, 2026. The said meetings were held on May 22, 2025, June 27, 2025, August 14, 2025, November 13, 2025, and February 3, 2026.

The Corporate Governance Report has details of these meetings. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013, and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.

A separate section on Corporate Governance, which is part of the Board's Report, and the certificate from the Company's Secretarial Auditors confirming compliance with Corporate Governance norms as stipulated in the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, are included in the Annual Report. The Company has taken adequate steps for strict compliance with Corporate Governance guidelines as amended from time to time. A separate Management

Discussion and Analysis Report is also attached and forms a part of this report.

A separate section on Business Responsibility and Sustainability Report also forms a part of this report.

All the Independent Directors of the Company have given their declaration under Section 149(7) of the Companies Act, 2013, confirming that they comply with the criteria of independence as laid down in Section 149(6) of the Companies Act, 2013, and Regulation 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, for being an Independent Director of the Company.

The Company has a policy in place on Directors' appointment and remuneration, including criteria for determining qualification, positive attributes, independence of a Director, and other matters as required under Section 178(3) of the Companies Act, 2013, and Regulation 19 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended. There has been no change in this policy since the last financial year. The Corporate Governance Report covers the details disclosed on the Company website: https://investors.expleo.com/wp- content/documents/Policy-on-Remuneration-of-Directors- KMPs-SMPs.pdf

During the financial year under review, the Company and its subsidiaries did not grant any loans to any person or other body corporate, nor did they provide any guarantee or security in connection with any loan.

The loan receivables outstanding as of 31^st March 2026 from the subsidiaries are as follows: in Millions

During the year, the Company has invested in Expleo Solutions Arabia Limited, Saudi Arabia - a wholly owned subsidiary - through subscription of shares amounting to Rs. 21.41 Mn (No. of shares: 93,900 of SAR 10 each).

The Company has the following investments in its wholly owned subsidiaries as specified under Section 186 of the Companies Act, 2013:

During 2025-26, all the contracts and arrangements entered by the Company with related parties were on arm's-length basis and in the ordinary course of business. None of the transactions with related parties exceeded the materiality thresholds prescribed under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time. Accordingly, no transaction undertaken during the year qualified as a Material Related Party Transaction requiring shareholders' approval under the applicable provisions of the SEBI Listing Regulations. There were no materially-significant Related Party Transactions made by the Company with Directors, Key Management Personnel, Senior Management personnel, or other designated persons, which may have a potential conflict with the Company's interests at large. All Related Party Transactions were placed before the Audit Committee and the Board of Directors for their prior approval.

For foreseen and repetitive transactions with the wholly owned subsidiaries, a prior omnibus approval of the Audit Committee is obtained annually. The transactions entered pursuant to the omnibus approval so granted are tracked and verified. A statement giving details of all related party transactions is placed before the Audit Committee and the Board of Directors for their approval every quarter. The policy on Materiality of Related Party Transactions, as approved by the Board of Directors, is available on the Company's website at https://investors. expleo.com/wp-content/documents/Policv-on-Materialitv- of-Related-Partv-Transactions-l.pdf

None of the Directors, apart from receiving remuneration/ director's sitting fees/commission, have any pecuniary relationship(s) or transaction(s) vis-a-vis the Company.

The details of contracts or arrangements with related parties entered during the year are annexed as Annexure-II and form an integral part of this report.

No material changes or commitments affecting the financial position of the Company have occurred between the end of the financial year to which the Company's financial statements relate and the date of the report.

In accordance with the applicable provisions of the Companies Act, 2013, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (the Rules), all unpaid or unclaimed dividends are required to be transferred by the Company to the IEPF established by the Government of India after the completion of seven years. Further, according to the Rules, the shares on which a dividend has not been paid or claimed by the shareholders for seven consecutive years or more shall also be transferred to the Demat account of the IEPF Authority. During the financial year 2025-26, an amount of Rs. 3,91,780/-, which was lying in the Final Dividend Account pertaining to the year 2017-18 of the Company was transferred to the IEPF on completion of seven years. Pursuant to provisions of Rule (6) of the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended from time to time, wherein the seven-year period provided under subsection (5) of Section 124 is completed for unpaid/ unclaimed dividends during 2025-26, the Company had transferred 787 shares pertaining to Final Dividend - 2017-18 to the credit of I EPF Authority, in respect of shareholders who have not claimed their dividend for a consecutive period of seven years. Members who have so far not encashed their dividend warrant(s) or those yet to claim their dividend amounts may write to the Company Secretary & Compliance Officer/Company's Registrar and Share Transfer Agent (Cameo Corporate Services Limited).

The details of shareholders whose shares were transferred to the IEPF Authority are available on https://investors.expleo.com/corporate-governance/ - Transferred to IEPF.

The Company has consistently supported and implemented environment-friendly and sustainable green solutions across its pan-India facilities. Energy conservation remains a key focus area in our operational strategy, supported by continuous improvement initiatives and employee engagement.

To optimise energy usage and reduce environmental impact, the following measures have been implemented:

• Utilisation of renewable energy sources, including grid-powered wind energy at Chennai

• UPS management and optimisation, resulting in a reduction of 29 tCO₂e at Pune

• Installation of digital timers, contributing to a reduction of 2.5 tCO2e at Pune

• Improvement of power factor close to unity, achieving a reduction of 53 tCO2e at Pune

• Deployment of USFF-based computers to reduce power consumption and reduction of 25 tCO₂e (all locations)

• Installation of energy-efficient LED lighting with motion sensors, resulting in a reduction of 3.2 tCO2e (all locations)

• Adoption of VRF-based air-conditioning systems (all locations)

• Retrofitting of VFD panels for HVAC systems to enhance energy efficiency (all locations)

• Regular AMC and planned preventive maintenance (PPM) of critical equipment (all locations)

• Continuous monitoring of air-conditioning, lighting, and electrical appliances during peak and non-peak hours (all locations)

• Refurbishment and optimisation of critical equipment to improve efficiency and achieve power savings (all locations)

• Seat optimisation initiatives to enhance space utilisation and reduce operational energy costs (all locations)

• Overall power energy savings of 2%, equivalent to 34,240 kWh, resulting in a reduction of 27 tCO₂e (FY 2024 vs FY 2025)

Total reductions of CO2e 139.7 tCO2e (FY 2025) across India facilities.

We continue to measure, monitor, and reduce carbon emissions generated by our equipment and vehicle operations. As part of our long-term sustainability roadmap, we plan to transition to electric vehicles once the required infrastructure and ecosystem are adequately established. Our strategic focus remains on carbon footprint reduction and progression towards organizational mission of net-zero objective by 2040.

9.51% of total asset addition during the year 2025-26.

Enterprises today struggle to meaningfully adopt Agentic and Generative AI because of the probabilistic nature of underlying foundational AI models. At Expleo, we understand how unstructured and tacit knowledge in an organisation needs to be brought together to make AI models deliver maximum accuracy with highest efficiency. Expleo brings processes, tools, and infrastructure together to help enterprise customers adopt AI rapidly and seamlessly in their landscape through our platform - Expleo.AI.

Expleo.AI platform is built with features to reduce impacts of probabilistic approach of AI systems and make it as much accurate as deterministic systems by reducing hallucinations by context engineering and model infrastructure.

The platform is available on-prem or on hyperscaler cloud platforms like Google, AWS and Azure.

The Expleo.AI platform has three sub platforms, each with multiple components/modules to deploy.

1. Expleo Codeple: Software development life cycle agent to plan, build, test, document, and ship software faster.

2. Expleo Sophia: Quality assurance (QA) agent for test case management, automation testing, performance testing, and post QA analysis agents for faster QA cycles.

3. Expleo Quasar: Agentic AI platform to automate business processes through connectors, Retrieval-Augmented Generation (RAG), agents, and agentic systems.

Expleo Codeple is a next-generation SDLC efficiency platform, that aims to make SDLC up to 90% autonomous, limiting human input to requirements, architectural decisions, and sequencing execution. Expleo Codeple goes beyond completion tools to act as an intelligent, context-aware engineering assistant. It transforms how developers reverse engineer, design, write, debug, and automate software directly with web based and plugins for popular IDEs like Visual Studio Code and JetBrains.

Unlike traditional autocomplete tools, Expleo Codeple functions as a full feature AI engineer, understanding entire repositories and executing multi-step tasks based on natural language instructions. Its open-source foundation, flexible model support, and extensible architecture make it a compelling choice for developers seeking to accelerate delivery, enhance quality, and retain control over AI-driven workflows.

Expleo Codeple delivers a unified AI-driven engineering workflow with:

• Context-aware AI agents: Uses multiple modes (e.g., Architect, Coder, Debug, Ask) to plan, generate, fix, and explain code across large projects.

• Natural language to code: Generate production-ready code from simple descriptions in English.

• Automation & task execution: Runs terminal commands, automates repetitive tasks, and integrates with workflows under developer control.

• Multi-model flexibility: Supports 400+ LLMs via OpenRouter or your own API keys, including major models like GPT and Gemini.

• Deep codebase indexing: Understands and navigates complex project structures without setup.

• Extensibility: Integrates custom tools and workflows via a tool-marketplace ecosystem (e.g., MCP servers).

• IDE Independent Devxptai: Performs faster code analysis, code reviews, unit test case & better-quality document generation.

• Faster functional UI generation: Module Mirage can take hand drawn or designer created UI screens and convert them to functional UI code that can be integrated with backend code straight away.

Expleo Sophia's vision is to eliminate dependency on traditional, human-driven QA and QE models by establishing a fully autonomous, agent-led quality assurance ecosystem that orchestrates end-to-end quality across the software delivery lifecycle. The goal is to build a fully autonomous agentic QA platform for the future.

The platform aims to automatically generate test cases, identify automation-ready scenarios, create and maintain automation through AI agents, assemble optimised regression packs that seamlessly run in CI/CD pipelines, and perform intelligent root-cause analysis— enabling continuous quality at enterprise scale with minimal human intervention.

Expleo Sophia is already delivering measurable value with production-ready capabilities:

• Requirements validation and improvement.

• AI-driven test case generation from requirements.

• Standalone test automation to accelerate automation adoption.

• Standalone failure analysis to reduce defect triage time and improve resolution efficiency.

• Performance test script generation.

• Autonomous agents that convert automation assets built on proprietary enterprise tools into scalable, open-source frameworks.

• AI agents that identify obsolete frameworks and deprecated methods, refactor them, and upgrade automation code to the latest supported libraries and versions.

• Convert enterprise tool automation to open-source frameworks and upgrade old frameworks with current version.

• Predictive and prescriptive risk-based testing.

• Test case optimisation for regression testing based on releases.

These capabilities establish Expleo Sophia as a mature, deployable QA platform providing immediate productivity and cost benefits.

Expleo Quasar is an enterprise-grade agentic AI platform designed to orchestrate autonomous, goal-driven AI agents across complex business workflows. It enables organisations to move beyond copilots toward self-directed AI systems that plan, reason, act, and learn-securely and at scale.

• Agent orchestration framework: Design, deploy, and manage multi-agent systems with role-based collaboration and task decomposition.

• LLM & tool abstraction layer: Seamless integration with multiple LLMs, enterprise tools, APIs, and data sources.

• Memory & context management: Persistent short-term and long-term memory for stateful, context-aware agents.

• Workflow automation: Event-driven and goal-based execution with human-in-the-loop controls.

• Enterprise governance: Security, auditability, access control, and observability built for regulated environments.

• Scalable runtime: Cloud-native architecture supporting horizontal scaling and high availability.

• Knowledge graph studio: Platform to generate and consume knowledge graphs in RAG, agentic AI, and conversational bots.

• Generative BI: Enables enterprises to build natural language-based apps to analyse structured data faster. This component first simplifies the creation of the semantic model view of the structured data that gives context to LLM and then converts users' questions into SQL to generate visualisations.

Expleo Easy Connections is a connector platform that pulls metadata for data & analytics assets from the organisations data estate and brings it to data governance platforms like Collibra. Our connectors offer extensive metadata and details to copy, enhancing the value of data governance platforms. These connectors are offered as-a-service with Collibra implementation. We have also developed connectors to Dataiku that capture the details of the data analytics/AI/ML use cases in Dataiku and move them to Collibra.

This platform can also extract the metadata related to AI use cases from platforms like Databricks and Google Vertex for AI governance. It can work with other data warehouse and governance platforms like Google Dataplex, Databricks, Snowflake, etc.

Foreign exchange earned during the year in terms of actual inflows was Rs. 10,637.68 Mn (previous year - Rs. 10,029.56 Mn), whereas foreign exchange outgo during the year in terms of actual outflows was Rs. 4,140.35 Mn (previous year - Rs. 4,430.62 Mn).

The current year's inflows and outflows are regarding the movement of funds into and outside India in foreign currency.

Expleo is committed to effectively managing its operational, financial, and other risks to achieve a balance between acceptable levels of risk and reward. Expleo has formulated an Enterprise Risk Management Policy (ERM) in compliance with Regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("the Listing Regulations") and provisions of the Companies Act, 2013 ("the Act"), which requires Expleo to lay down procedures about risk assessment and risk minimisation.

The scope of ERM Policy covers risks across all levels of the organisation considering the internal and external context. Expleo's enterprise risk management includes:

• Adhering to a risk Management framework to:

a) I dentify and assess a broad array of internal and external risks that could adversely impact the achievement of organisational goals and objectives.

b) Ensure appropriate ownership and accountability of risks.

c) Develop and implement appropriate risk mitigation and monitoring plans by risk owners including systems and processes for internal control of identified risks and business continuity plans.

• Establishing a program structure that engages functional leaders across the organisation to identify and prioritise risks consistent with risk tolerance.

• Providing the senior leadership/Board with key timely information to make risk-informed decisions.

• Providing reasonable assurance with respect to organisation's ability to achieve its strategic and business objectives.

The key categories of risks identified are:

• Strategic: Any risk that impacts the Expleo's strategy and makes it less/ineffective; could be technology changes, new competitors, change in customer demand etc.

• Financial: Risks relating specifically to the money flowing in and out of business and the possibility of a sudden financial loss.

• Operational: Risks that could facilitate or hinder the efficiency and effectiveness of core operations within the organisation.

• Compliance: Risks relating to non-adherence of any applicable legal requirements, statutory adherence, certification requirements, customer requirements etc.

• ISMS: Risk relating to IT security, cyber risks, information security incidents, data protection & business continuity planning (BCP).

• Reputational: Risk relating to the potential damage to an organisation's reputation, brand, or image, resulting from actions, events, or decisions that could negatively impact stakeholders' perceptions of the organisation.

Risk management in Expleo includes identification, assessing, monitoring, and mitigating various risks through a comprehensive process evolved over the years.

Expleo's ERM comprises of policy, processes, structures, and guidelines that assist in identifying, assessing, monitoring, and managing its business risk, including any material changes to its risk profile. To achieve this, Expleo has clearly defined the responsibility and authority of the Board of Directors, to oversee and manage the risk management program, while conferring responsibility and authority on senior management to develop and maintain the risk management program considering the day-to-day needs of Expleo.

Regular communication and the review of risk management practice provide Expleo with important checks and balances to ensure the efficacy of its risk management program. Risk Management Committees are established consisting of senior members of Expleo for periodical monitoring and review of the various categories of risks.

The risk assessment process is monitored and controlled in different ways. This includes:

• Quarterly internal audits by an independent firm.

• Regular process compliance audits for ISO 9001, AS9100 and ISO 27001 standards, including SOC audits.

• Periodic audits of compliance with the other regulatory frameworks.

• Monitoring and tracking of compliance of applicable laws for Expleo - using a compliance tool which is updated in real time with latest amendments.

• Annual capital and revenue budget planning followed by monthly reviews.

• Annual sales planning with monthly/periodic monitoring.

• Annual perspective and strategic planning exercise with a yearly update.

• A conservative approach in planning funding requirements.

Over the last few years, Expleo has developed comprehensive internal financial control processes and procedures that could effectively mitigate the overall organisational risks.

The Company has a proper and adequate internal control system. This ensures that all transactions are authorised, recorded, and reported correctly, and assets are safeguarded and protected against loss from unauthorised use or disposition. In addition, there are operational controls and fraud risk controls, covering the entire spectrum of internal financial controls.

An extensive programme of internal audits and management reviews supplement the process of the internal financial control framework. Properly documented policies, guidelines, and procedures have been laid down for this purpose. The internal financial control framework has been designed to ensure that the financial and other records are reliable for preparing financial and other statements and maintaining asset accountability. In addition, the Company has identified and documented the risks and controls for each process that is linked to financial operations and reporting.

The Company also has an Audit Committee, comprising three Directors, who interact with statutory auditors, internal auditors, and management to deal with matters within its terms of reference. This Committee primarily deals with issues of accounting, financial reporting, and internal control. The framework for the internal financial controls was made by:

• Defining controls, governance, and standards, including policies and procedures, organisational structures, and performance objectives.

• Establishing control designs including roles and responsibilities, risk identification, and capacity to deliver business objectives.

• Evolving controls including control systems and improvements.

• Compliance and control monitoring through internal resources or audit or a combination of both.

The internal audit team, along with the process team, monitors and evaluates the efficacy and adequacy of internal control systems in the Company, its compliance with operating systems, accounting procedures, and policies. Based on the internal audit report, corrective actions, if any, are undertaken and controls strengthened in the respective areas. Significant audit observations and responses/corrective actions, if any, are presented to the Audit Committee of the Board. During the year, an internal financial control (IFC) audit concerning financial statements was done by the Statutory Auditors. Their report is annexed as part of the Independent Auditor's Report.

Expleo's corporate social responsibility (CSR) vision exemplifies a profound commitment to tackling the pressing social issues of our times. This vision is not just a statement of intent but a reflection of the Company's core principles and values, which are deeply embedded in its culture and operational ethos.

At the heart of Expleo's CSR initiatives is education and skill development in science and technology particularly to the marginalised communities of our country. This noble endeavour ensures that the benefits of education reach the farthest corners of society, uplifting those who are often left behind.

This sustained effort by Expleo is a shining example of how a company can effectively integrate its business objectives with societal needs. By doing so, Expleo not only enhances its corporate image but also sets a benchmark for others in the industry. The company's actions speak louder than words, showcasing a clear trajectory towards a more equitable and sustainable future. It is through such dedicated CSR initiatives that companies like Expleo can leave a lasting impact on society, paving the way for a legacy that transcends the bottom line.

Expleo's CSR policy has been amended on July 23, 2025. The salient features of the CSR Policy together with the modifications effected therein, are detailed below:

• Strategic alignment introduced: The CSR policy is clearly aligned with the Company's engineering & technology business.

• Refined CSR focus areas: Focused approach toward education and skill development.

• Shift in beneficiary definition: Broadened to marginalised communities making it more inclusive with a wider scope.

The Annual Report on CSR Activities for the financial year ended March 31, 2026, pursuant to Section 135 of

the Companies Act, 2013 is annexed as Annexure-III and forms an integral part of this report.

Key highlights of the CSR activities undertaken by the Company:

a) Agastya - Education for the underprivileged

Over the years, Expleo has continued its commitment to STEM education by supporting Agastya (Science centre and mobile science lab) in two schools in Chennai, one school in Mumbai and one school in Bengaluru. Along with these two projects, Expleo also supported an Astronomy centre project this year.

• Mobile science lab: The programme objective is to help to catalyse local schools and educators and improve the quality of education for rural/municipal children and teachers.

• Integrated science lab: The Company has sponsored an integrated science lab toLab" project, which will provide students exposure to making and design thinking, resulting in students building innovative projects for themselves, their schools and their communities as well as Science concepts from their syllabus.

• Astronomy centre: Expleo also funded an Astronomy centre at the Agastya campus in Kuppam, Andhra Pradesh in March. The Astronomy observatory is equipped with a 4-meter dome and advanced telescopes, providing rural students and teachers with opportunities to explore stars, planets, and distant galaxies through hands on learning.

b) Maharshi Karve Stree Shikshan Samstha - Development of a Computer Lab & Tinkering lab for Vision English Medium School, Pune Expleo has been supporting Maharshi Karve Stree Shikshan Samstha for the past 4-5 years as a part of its CSR initiatives. This year, we have chosen to focus on science and technology-driven programs, and accordingly, we have extended our support to the Computer and Tinkering (STEAM) Lab initiative at their Vision English Medium School (Secondary Section). This initiative aims to foster skill development and empower students for a better future.

Expleo has funded a STEM learning lab at Vidya Sagar in Chennai, which aims to empower students with intellectual and developmental disabilities. The lab is equipped with assistive and adaptive technologies, offering accessible, hands-on discovery. The lab is designed to be multisensory and immersive. The learning infrastructure uses virtual simulations to help students with diverse impairments engage meaningfully, while making learning effective, enjoyable and truly at their own pace.

The Company has implemented a CSR initiative on skill development in partnership with the NGO Siruthuli— who in turn have partnership with SmartCliff Learning Solutions, Coimbatore. Through this program the Company is sponsoring 43 students from economically disadvantaged backgrounds for MCA and ME programs. Apart from the PG program, the students will be equipped with industry-ready skills, ensuring they become confident professionals.

Expleo has partnered with Swadha Foundation, a 12-year- old NGO based out of Bangalore, to sponsor 40 students from Tumkur in Karnataka. The NGO enables rural students of class eleven to continue their education up to degree-level and improve employability through skill development.

The Audit Committee of the Company has been constituted in line with Section 177 of the Companies Act, 2013, read with Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The members of the Audit Committee as on March 31, 2026, are:

1) Mr. Narayanan Subramaniam, Chairperson

2) Dr. Varadharajan Sridhar, Member

3) Dr. Srivardhini Keshavamurthy Jha, Member

During the year, the Board accepted all recommendations of the Audit Committee.

The Company has formulated and adopted a vigil mechanism for employees to report genuinely unethical and improper practices or any other wrongful conduct to the Audit Committee Chairperson. The policy provides opportunities for employees to access the Audit Committee in good faith if they observe unethical and improper practices. The Whistle Blower Policy of the Company is available on this link: https://investors.expleo. com/wp-content/documents/Whistle-Blower-and- reports-management-policy.pdf

Under Section 134(5) of the Companies Act, 2013, the Directors confirm that:

a) For the preparation of the annual financial statements, the applicable accounting standards were followed, accompanied by a proper explanation relating to material departures.

b) Accounting policies were selected and applied consistently; fair judgement was used, and prudent estimates were made to give an accurate view of the Company's state of affairs at the end of the financial year, and its profit and loss for that period.

c) Proper and sufficient care was taken to maintain adequate accounting records as per provisions

of this Act to safeguard the Company's assets to prevent and detect fraud and other irregularities.

d) Annual financial statements were prepared on a going concern basis.

e) The Company laid down internal financial controls and that such controls were adequate and operating effectively.

f) Proper systems were devised to ensure compliance with all applicable laws and such systems were adequate and operating effectively.

Under the provisions of the Companies Act, 2013, and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, the Board of Directors of the Company, evaluated its performance, that of its committees and Individual Directors, including Independent Directors. No Director participated in his/ her evaluation. The Independent Directors reviewed the Non-Independent Directors, Chairperson, and the Board at a separate meeting of Independent Directors held on March 10, 2026. The Board of Directors was evaluated on various criteria, including attendance, participation in Board meetings, involvement by providing advice, guidance, suggestions on the business front, and the willingness and commitment to devote the time necessary to fulfil their duties.

The Independent Directors were also evaluated based on the performance, professional conduct, roles, and duties as specified in Schedule IV of the Companies Act, 2013, and based on the fulfilment of the Independent Director criteria as specified in Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Board evaluation was based on composition and statutory compliance, understanding business risks, adherence to process and procedures, overseeing management procedures for enforcing code of conduct, and ensuring various policies, including the Whistle Blower Policy, were in force. The Board of Directors is of the opinion that Independent Directors possess integrity, expertise, and experience, including proficiency.

The Nomination and Remuneration Committee and the Board of Directors considered the following criteria while deciding on the payments to be made to Non-Executive Directors:

• Company performance

• Maintaining independence and adhering to corporate governance laws

• Contributions during meetings and guidance to the Board on important Company policy matters

• Active participation in strategic decision-making and informal interaction with the management

The Company has a familiarisation programme for Independent Directors under Regulation 25(7) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended. It aims to provide Independent Directors with Company insight to enable understanding of the business in depth and contribute significantly to the Company. Overview and details of the programme for Independent Directors have been updated on https://investors.expleo.com/wp- content/documents/Policy-for-Determining-Material- Subsidiaries-l.pdf

Pursuant to Regulation 16(1)(c) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, a policy for determining material subsidiaries was formulated. The same is updated on the Company's website at https://investors.expleo. com/wp-content/documents/Policy-for-Determining- Material-Subsidiaries-1.pdf and is dealt with elsewhere in the Annual Report.

The Company is required to give disclosures relating to remuneration under Section 197(12) of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, which is annexed as Annexure-IV and forms an integral part of this report.

The statement containing top 10 employees on roll and particulars of employees employed throughout the year whose remuneration is more than Rs. 102 lakhs or more per annum and employees employed part-time and in receipt of remuneration of Rs. 8.5 lakhs or more per month as required under Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, forms an integral part of this report.

However, the same is not being sent along with this Annual Report to the members of the Company in line with the provision of Section 136 of the Act. Members interested in obtaining these particulars may write to the Company Secretary at the Registered Office of the Company. The aforesaid annexure is also available for inspection by the Members at the Registered Office of the Company, 21 days before and up to the date of the ensuing AGM during business hours on working days.

Pursuant to the provisions of Section 152(6) Act of Companies Act, 2023 and the Company's Articles of Association, Mr. Phani Tangirala (DIN: 01871595), retires by rotation and being eligible, offers himself for re-appointment. A resolution seeking shareholder approval for his reappointment forms part of the Notice of Annual General Meeting.

During the financial year, Mr. Rajesh Krishnamurthy (DIN: 08288884), Non-Executive Director, has resigned from the Board of the Company with effect from the close of business hours from January 12, 2026. The Board placed on record its sincere appreciation for the contribution made by him to the Company during his entire tenure with the Company.

During the period under review, the Company has following Key Managerial Personnel and Senior Management Personnel:

(i) Mr. Unnikrishnan Anilkumar, Chief Operating Officer

(ii) Mr. Saket Newaskar, Director - Head of Transformation and Capabilities*

(iii) Ms. Hema Lakshminarayanan, Director - Sales Enablement

(iv) Mr. Karthikeyan V Shanmuhaiah, Director - Sales, APAC

(v) Mr. Rizwan Shaikhmohammed, Director - Sales, USA

(vi) Mr. Sharookhussain Crawther, Director - Sales, Middle East

(vii) Mr. Manjunathan Chinnanagounder, Senior Director - Human Resources (Only Senior Management Personnel)

During the period under review, Mr. Prasad Govind Satkar - Senior Director and Senior Management Personnel (SMP), retired from the Company and ceased to be a Senior Management Personnel with effect from the close of business hours of July 31, 2025.

*Mr. Saket Newaskar, Director - Head of Transformation and Capabilities has resigned and ceased to be Key Managerial Personnel and Senior Management Personnel of the Company with effect from July 03, 2026.

The Company has not accepted or renewed any public deposits and, as such, no amount of principal or interest was outstanding on the balance sheet as of date.

M/s. Deloitte Haskins & Sells, Chartered Accountants, are the Statutory Auditors of the Company. They were appointed in the 26^th Annual General Meeting and will hold office till the conclusion of 31^st Annual General Meeting of the Company.

The report issued by the Auditors to the members for the financial year ended March 31, 2026, does not contain any qualification, reservation or adverse remark, or disclaimer. Auditors reported no fraud under sub-section (12) of Section 143.

The maintenance of cost records as specified by the Central Government under Sub-Section (1) of Section 148 of the Companies Act, 2013, does not apply to the Company.

Pursuant to Section 204 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company appointed M/s. Alagar & Associates LLP, formerly known as M. Alagar & Associates (practicing Company Secretaries, COP No. 8196) as the Secretarial Auditor of the Company at the Annual General Meeting held on August 21, 2025 with effect from April 1, 2025, for a period of five years. The Secretarial Audit Report issued by M/s. Alagar & Associates LLP, formerly known as M. Alagar & Associates, is annexed and forms a part of this report in Annexure-V. The Secretarial Audit Report does not contain any reservation or adverse remark for the year under review. Further, the Company complies with the mandatory Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) and notified by the Ministry of Corporate Affairs (MCA).

There are no significant and material orders passed by the regulators or courts or tribunals that may impact on the Company as a going concern and/or Company's operations.

At Expleo, our people continue to remain at the core of our growth strategy, and we are committed to building a high- performing, inclusive, and future-ready workforce. Over the past year, we have further strengthened our Human Potential framework by focusing on capability building, leadership development, and creating meaningful employee experiences across the organisation. Our structured talent initiatives—including High Potential identification, succession planning, and targeted development programs—have enabled us to nurture critical talent and build a strong leadership pipeline aligned with business priorities.

We have also continued to invest in enhancing employee engagement and organisational culture through focused interventions such as continuous listening mechanisms, leadership connect platforms, and recognition programs. These efforts have helped us drive a culture of ownership, collaboration, and performance excellence across teams, while ensuring that employees feel valued, heard, and empowered in their roles.

In 2025, as part of our ongoing commitment to strengthening our workplace practices, we transitioned from the Great Place to Work (GPTW) to the Incredible Workplaces (IWP) assessment framework. This shift reflects our intent to adopt a more evolved and comprehensive approach to understanding employee experience and organisational effectiveness.

The IWP assessment has provided us with deeper insights into employee perspectives on our culture, leadership, ways of working, and overall organisational direction. These insights have enabled us to identify key strengths while also highlighting opportunities for improvement, helping us take focused and meaningful actions.

Overall, we remain committed to building a workplace that fosters trust, collaboration, and innovation, where our people are empowered to grow, contribute, and deliver their best. We will continue to strengthen our people's practices and create meaningful employee experiences that enhance engagement and drive sustained value for the organisation.

• 2022, 2023 and 2024 are the Great Place to Work survey scores

• Incredible Workplaces score for 2025 is 78% (+6% from 2024) with 95% participation rate (+2% from 2024)

• 86% of employees have a clear understanding of organisation's mission and vision

• 85% of employees believe that our organisation's core values are communicated clearly and consistently

• 83% of employees feel supported by their colleagues in their day-to-day work.

• Expleo India is certified as an Incredible Workplace™ for Dec 2025 - Nov 2026

At Expleo, Learning & Leadership Development (L&LD) plays a vital strategic role in aligning workforce capabilities with the organisation's long-term vision and business goals. Through focused L&LD initiatives, we empower employees to adapt, grow, and excel in a dynamic business environment.

Our primary responsibilities are to develop workforce capabilities, skills, and competencies the organisation needs to align with key business priorities.

Developing workforce capabilities aligned with business priorities by offering career paths and professional development opportunities.

Focused on future leaders through structured leadership development programs at various levels.

Conducting initiatives to foster motivation, engagement, and recognition of learning accomplishments.

Promoting a learning mindset through upskilling and reskilling initiatives supported by platforms such as Coursera, Udemy, LinkedIn Learning, etc.

Enhancing Expleo's brand as an employer of choice by investing in employee development, reinforcing values and building workplace behavior.

Ensuring all employees meet compliance through global onboarding and mandatory training programs such as Information Security, Anti-Bribery & Anti-Corruption, and Data Protection. We also cover POSH and QMS.

All L&D initiatives, programs, and interventions are closely aligned with the strategic spans outlined above. These initiatives are purposefully designed to support Expleo's vision, business goals, and long-term sustainability through a competent and future-ready workforce.

Our L&LD strategy is built around five core focus areas:

1. Talent Attraction & Retention

2. Developing People Capabilities

3. Motivating and Engaging Employees

4. Driving Culture of Continuous Learning

5. Employer Brand Creation

We are committed to investing in our employees' professional development and providing them with structured career growth paths. This helps them stay agile and competitive amid evolving job roles and project needs.

• Graduate Training Program (HTD - Hire, Train, Deploy)

• Certification Reimbursement Policy

• Individual Development Plan (IDP)

• Trainer Incentive Program (TIP)

• Self-Learning Enablement

• Expert Connect Sessions

• Role-Based Learning Journeys

• Training Retention Agreement (HIPOTS)

To develop future leaders, we offer leadership programs tailored to different career stages and management levels.

• First Time Manager (FTM)

• Leadership Enhancement Action Program (LEAP)

• Leadership Excellence Program (LEP) by Dale Carnegie

• Accelerated Leadership Program (ALP) with IIM Indore

• Executive Coaching Program

We strive to create an environment that encourages continuous learning and celebrates achievement.

• NJOP (New Joiner Orientation Program)

• Technical & Domain Upskilling

• Training for On-site Employees

• TGIF (Thank God It's Friday)

• Reader's Loft

• Management Development Program

• Digital Badges for Learning & Certification

Expleo promotes lifelong learning through curated resources, hands-on labs, and expert-led knowledge-sharing.

• AI360

• Access to Coursera, Udemy, and LinkedIn Learning

• Remote-access Technology Lab for hands-on learning

• Expert Connect Sessions

• Knowledge Sharing Sessions

• Learning Assessment Platforms (e.g., IKM)

Our continuous learning ecosystem positions Expleo as an employer of choice. We cultivate an environment that fosters capability development, cultural alignment, and long-term career success.

• Diversity & Inclusion (D&I) Initiatives

• Leadership Development Programs

• Digital Badges for Social Recognition of Learning

Expleo upholds the highest standards of compliance and ethics through a well-defined mandatory training ecosystem.

• Global Onboarding Program for all new hires

• Annual mandatory modules on:

? Information Security

? Data Protection

? Anti-Bribery & Anti-Corruption

? Competition Law

? POSH (Prevention of Sexual Harassment)

? QMS (Quality Management System)

? Successfully designed and delivered as an in-house flagship program for support functions, ensuring holistic capability development beyond technical teams, ensuring strong ownership and contextual relevance.

? Achieved high participant satisfaction with feedback scores of 4.82 (facilitator) and 4.81 (program).

? Scaled impact by training 200+ employees, strengthening core capability building across support functions.

? End-to-end internal design and facilitation enabled a cost-effective and scalable leadership development model.

? Consistently high feedback scores of 4.73 (facilitator and program) reflect strong program effectiveness.

? Developed 114 emerging leaders, building a robust pipeline for future leadership roles.

? Successfully completed all stages as per plan, ensuring leadership continuity across critical roles.

? Established a structured and transparent succession framework aligned with business goals.

? Strengthened organisational resilience by identifying and preparing high-potential talent.

? Established foundational AI literacy across the organisation, driving awareness and adoption of AI tools.

? Enabled employees to understand and apply AI concepts in real-world business scenarios.

? Positioned L&LD as a key enabler of digital transformation.

? Achieved strong engagement with 263 registrations, reflecting high demand and relevance.

? Created a structured platform for career growth, networking, and leadership readiness for women employees.

? Reinforced the organisation's commitment to diversity, equity, and inclusion.

? Empowered 20 women employees through focused coaching interventions to enhance leadership and personal effectiveness.

? Promoted an inclusive culture by investing in targeted development initiatives.

? Strengthened confidence, decision-making, and career progression for participants.

? Institutionalised project management best practices to improve delivery quality and efficiency.

? Strengthened capabilities in planning, execution, and stakeholder management across teams.

? Contributed to improved project outcomes and client satisfaction.

? Automated L&D reporting through Power BI, enabling real-time visibility into learning metrics.

? Improved decision-making with data-driven insights on training effectiveness and coverage.

? Reduced manual effort and enhanced reporting accuracy.

? Introduced gamification in AI360 assessments to enhance learner engagement and participation.

? Enabled interactive and scalable evaluation of skills across programs.

? Improved learning retention and assessment effectiveness through innovative design.

• AI/ML, Cloud (AWS, Azure, Google), Cybersecurity

• Industry 4.0, IIOT, Digital Twin, Smart Manufacturing

• Programming (Java, Python), Data Analytics, Automation

• Guidewire, FinAstra, Finacle

• Banking, Payments, Treasury, Insurance

• Airbus ME3s, TSYS, Motor domain

• Certified AI Tester (CTAI), ETL, Automation & Agile Testing

• Tools: Selenium, BDA Cucumber, Dynatrace, Playwright, TOSCA, Jira, SA Lean PLM

• Agile/Scrum, SAFe, Kanban

• Project & Program Management (PMP, MSP)