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SASKEN TECHNOLOGIES LTD.

19 October 2026 | 12:00

Industry >> IT Consulting & Software

Select Another Company

ISIN No INE231F01020 BSE Code / NSE Code 532663 / SASKEN Book Value (Rs.) 578.33 Face Value 10.00
Bookclosure 24/07/2026 52Week High 2780 EPS 35.51 P/E 46.39
Market Cap. 2501.52 Cr. 52Week Low 991 P/BV / Div Yield (%) 2.85 / 1.52 Market Lot 1.00
Security Type Other

DIRECTOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2026-03 

The Board of Directors ("Board") have immense pleasure in presenting the 38th Annual Report of the Company together with the Audited Financial Statements for the Financial Year ended March 31, 2026.

1. Financial Summary

Key highlights of the financial statements of the Company prepared as per the Indian Accounting Standards ("Ind AS") for the financial year ended March 31, 2026, along with corresponding numbers of the previous financial year ended March 31, 2025, are as under:

(' in lakhs)

Particulars

Consolidated for the year ended March 31

Standalone for the year ended March 31

2026

2025

2026

2025

Revenue

111,316.84

55,091.38

53,252.20

44,582.43

Profit Before Interest, Depreciation and Taxes

8,843.32

2,291.07

6,135.15

872.54

Provision for Depreciation

3,900.24

1,396.38

1,091.82

1,077.15

Earnings before Interest and Taxes

4,943.08

894.69

5,043.33

(204.61)

Interest

400.42

277.36

181.16

182.11

Other Income

3,870.42

5,583.50

3,727.89

6,196.54

Exceptional item*

830.80

-

457.30

-

Net Profit Before Tax

7,582.28

6,200.83

8,132.76

5,809.82

Provision for Tax

1,717.71

1,149.88

1,665.89

934.82

Net Profit After Tax

5,864.57

5,050.95

6,466.87

4,875.00

Owners of the Company

5,392.97

5,028.26

6,466.87

4,875.00

Non-controlling interest

471.60

22.69

-

-

*Based on the requirements of New Labour Codes and relevant Accounting Standard, the Company has assessed and accounted the estimated incremental impact of '457.30 lakhs (standalone) and '830.80 lakhs (consolidated) as an Exceptional Item in the Standalone and Consolidated Statement of Profit and Loss, respectively, for the year ended March 31, 2026. For further details, please refer 'Notes to Financial Statements' forming part of this Report.

2. Business Overview and State of Affairs

On a consolidated basis, your Company's revenues from operations for the FY 2025-26 have increased by 102.06% in rupee terms from '55,091.38 lakhs in FY 2024-25 to '111,316.84 lakhs in FY 2025-26. The net profits increased from '5,050.95 lakhs in FY 2024-25 to '5,864.57 lakhs during the year, increase of 16.11%. This has translated to a Basic Earnings per Share of '35.61 in FY 2025-26 vs. '33.30 in FY 2024-25.

3. Dividend

During the year under review, your Company has recommended / declared dividend as follows:

Type of Dividend

Date of declaration / recommendation

Dividend per share (in ')

Percentage of face value (%)

Dividend amount (in ' lakhs)

Interim dividend 2025-26

November 07, 2025

12.00

120

1,817.14

Final dividend 2025-26*

May 08, 2026

13.00

130

1,974.24

The dividend amount is the gross amount before deduction of tax at source by the Company.

*Your Company is pleased to recommend a Final Dividend of '13 per equity share for FY 2025-26 for the approval of shareholders. This aggregates to a total dividend of '25 for FY 2025-26. The Record Date for determining the entitlement of the Members for the said dividend is Friday, July 24, 2026.

Your Company has complied with the Dividend Distribution Policy, as adopted in line with Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 (Listing Regulations) and available on the website of the Company at www.sasken.com/investors/corporate-governance.

A note on transfer of shares and unclaimed dividends to Investor Education and Protection Fund is given in the 'General Shareholder Information', forming part of this Annual Report.

4. Transfer to Reserve

Details of the amount to be carried to reserve is forming part of the Financial Statements.

5. Material changes and commitments affecting the financial position of the Company

There have been no material changes and commitments, if any, affecting the financial position of your Company which have occurred between the end of financial year to which the Financial Statements relate and date of this Annual Report.

6. Business Outlook, Economic & Regulatory scenario and Opportunities Advancing as a Scalable, Systems-Led Chip-to-Cognition Engineering Enterprise.

As we enter FY2026-27, the global technology environment continues to transition toward integrated, intelligent, and software-defined systems. Enterprises are increasingly adopting platform-led transformation models in which silicon, embedded software, connectivity, cloud, and AI operate as unified systems. This structural shift aligns with Sasken's strategic pivot toward becoming a systems-focused, full-stack engineering partner across the Chip-to-Cognition continuum.

Over the past year, the Company has strengthened its position across semiconductor design, embedded platforms, automotive software, communications infrastructure, satellite ecosystems, and digital engineering. Progress under the 60x4x3 framework has enabled deeper engagement with strategic accounts, expansion in priority markets, and enhanced capability depth. A growing proportion of engagements now span architecture definition, silicon engineering, platform software development, validation, integration, and lifecycle sustenance through multi-year programs.

In the semiconductor segment, Al-driven workloads, automotive compute platforms, and energy-efficient architecture continue to shape customer roadmaps. As chip complexity increases and development cycles compress, customers are seeking system-level partners with reusable IP and strong validation capabilities. The Company's strengthened silicon and platform engineering capabilities position it to engage earlier in the design lifecycle and extend participation across firmware, integration, and production support.

In automotive, the transition toward software-defined vehicles, zonal architectures, and high-performance compute platforms is accelerating. Cybersecurity, virtualization, compliance engineering, and lifecycle automation are becoming foundational. Sasken's capabilities across cockpit platforms, telematics, ADAS support, electrification software, and validation frameworks enable continued participation in these evolving programs.

In communications and satellite ecosystems, the convergence of 5G evolution, Non-Terrestrial Networks (NTN), edge intelligence, and AI-led network optimization is driving demand for embedded software modernization and automation-led validation. Enterprises are prioritizing interoperability, intelligent orchestration, and operational efficiency across distributed systems, areas aligned with the Company's engineering strengths and ODM capabilities.

The Services business is expected to remain the primary growth driver, supported by expanding Global Capability Center (GCC) engagements and deeper account mining across strategic customers. The portfolio mix shift toward higher-value services, combined with disciplined execution and operating leverage achieved over recent quarters, is expected to support margin stability over the medium term. Growth in the product and ODM portfolio will continue to be calibrated through prudent capital allocation and structured operational oversight.

Investments in AI-enabled delivery, reusable engineering platforms, automation frameworks, and talent capability will remain central to scaling responsibly while preserving financial discipline.

The above statements are forward-looking in nature and are based on current expectations, estimates, and projections. Actual results may differ materially due to various risks and uncertainties, including but not limited to changes in global economic conditions, customer spending patterns, regulatory developments, geopolitical factors, supply-chain dynamics, and technology adoption cycles, as detailed in the Risk Management section of this Annual Report.

The Company remains focused on building a scalable, systems-led engineering enterprise that delivers sustainable value across the Chip-to-Cognition spectrum while maintaining disciplined execution and long-term stakeholder alignment.

For a deeper analysis of our strategic direction and market opportunities, please refer to the Management Discussion and Analysis Report and Technology and Markets sections forming part of this report.

7. Share Capital

The present authorized share capital of your Company stands at '55,00,00,000 comprising 5,50,00,000 equity shares of face value of '10 each.

During the year, your Company has allotted 21,220 equity shares on July 28, 2025, and 43,670 equity shares on February 2, 2026, consequent to exercise of Restricted Stock Units (RSUs) by the employees of the Company pursuant to Sasken Employees' Share Based Incentive Plan 2016. This aggregates to 64,890 equity shares allotted during FY 2025-26. The Company has received listing approval from BSE Limited & National Stock Exchange of India Limited for the same on August 8, 2025, and February 12, 2026, respectively. The equity shares issued rank pari-passu with the existing equity shares of the Company.

Accordingly, the Issued, Subscribed and Paid-up equity share capital has been increased from 1,51,21,581 to 1,51,86,471 equity shares of ' 10 each as on March 31, 2026.

8. Employees Stock Option Scheme

As of March 31, 2026, cumulatively 4,67,511 stock options comprising of 3,70,911 RSUs and 96,600 Employees Stock Option Scheme (ESOS) were granted. 1,35,600 RSUs were exercised by the employees and allotted and 1,86,490 RSUs were lapsed till March 31, 2026. Accordingly, 1,45,421 stock options comprising of 48,821 RSUs and 96,600 ESOS were effective as on March 31, 2026.

The details as per the requirements specified under Regulation 14 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 are available on the Company's website www.sasken.com/investors.

9. Deposits

The Company neither has any outstanding deposits nor it has accepted any deposits from the public during the financial year under review.

10. Particulars of Loans, Guarantees or Investments

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 ("the Act") are given in the notes to the Financial Statements.

11. Energy Conservation, Technology Absorption and Foreign Exchange earnings and outgo

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed herewith as Annexure A.

12. Risk Management Policy, Internal Control Systems and their adequacy

Your Company's approach to Risk Management has evolved in response to a changing business landscape. The Risk Management Policy is rooted in continuous reassessment and refinement, with the aim of embedding insights into operational and strategic decision-making. This enables resilience and sustained excellence across service delivery, customer satisfaction, employee engagement, and welfare.

Your Company updated its Risk Management Policy and guidelines to align with a broader and more complex risk landscape, driven by the expansion into engineering services, silicon design, and the ODM segment post-acquisition. The Risk Management Policy not only addresses internal risks but also focuses on strategic and emerging risks, successful M&A integration, and ^^compliance with regulatory frameworks such as the Listing Regulations and the Act.

Complementing this, the evolving working environment has provided further opportunities to strengthen the risk management processes. Your Company's practices are focused on effective navigation through uncertainties and maintaining a focus on excellence. The adoption of hybrid and technology-enabled working models has accelerated digital transformation, necessitating enhancements in internal control systems and governance to address operational and technology-related risks.

The risk prioritization framework emphasises the importance of Business Continuity Plan and Disaster Recovery processes, which are periodically reviewed and tested to ensure resilience and uninterrupted service delivery. Under the IT Corporate Policy, the Information Security, Cybersecurity and Data Privacy processes have been fortified as per the ISO 27001:2022 and ISO 27701:2019 standards respectively, with enhanced monitoring, preventive controls, and incident response mechanisms safeguarding customer and project data, ensuring confidentiality, integrity, and accessibility.

Your Company continues to follow robust risk management practices by systematically identifying and evaluating entity-level, business, functional, and environmental risks on an ongoing basis. A formal Risk Council (comprising members from Sasken Senior Management team) guides the risk office in providing direction on challenges faced and possible solutions. Risks are regularly reviewed by the Risk Management Committee, Audit Committee, and the Board, reinforcing the Company's commitment to strong corporate governance principles.

Internal control systems are tailored to the nature, scale, and complexity of operations. They undergo periodic evaluation by Statutory and Internal Auditors, with significant audit findings, if any, and corrective actions being reported to the Audit / Risk Management Committee for oversight. This ensures that controls remain effective and responsive to the changing risk environment.

Company's Risk Management Policy and Internal Control Systems are adequate and proactive, reflecting a commitment to continuous evolution, regulatory compliance, and best practices. The integration of risk insights, enhancement of controls, and governance frameworks enable the Company to adapt to evolving risks and maintain operational excellence.

The key business risks identified by your Company and mitigation plans are detailed in the Management Discussion and Analysis Report.

The provisions of sub-section (1) of Section 148 of the Act are not applicable to the Company as Central Government has not specified the maintenance of cost records for any of the business activities of the Company.

13. Corporate Social Responsibility

The Company contributes progressively to the socio-economic and environmental advancement of the planet with Corporate Social Responsibility ("CSR") at the very core of its existence. The CSR Committee of the Company is inter alia responsible for formulating, recommending and monitoring the CSR Policy of the Company which contains the approach and direction given by the Board, and includes guiding principles for selection, implementation and monitoring of activities as well as formulation of the Annual Action Plan.

The composition of the CSR Committee, and other details including brief outline of the CSR Policy of the Company, details of CSR corpus, and the amount contributed during the financial year under review are set out in Annexure B to this Report in the format as prescribed under the Companies (Corporate Social Responsibility Policy) Rules, 2014.

14. Whistle Blower Policy / Vigil Mechanism

Your Company has adopted a Whistle Blower Policy and has established Vigil Mechanism in line with the requirements under the Act and Listing Regulations for the employees and other stakeholders to report concerns about unethical behaviour, actual or suspected fraud or violation of the Business Code of Conduct ('the Code').

During the year, your Company has not received any whistle blower complaint. The Whistle Blower Policy is available at www.sasken.com/investors/corporate-governance.

15. Sexual Harassment Redressal Committee

The Company has in place a Prevention and Redressal of Sexual Harassment at Workplace Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Company has constituted

an Internal Complaints Committee for the redressal of all sexual harassment complaints, details of which is provided under the Corporate Governance Report forming part of this Report.

16. Directors and Key Managerial Personnel

Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations.

In accordance with the provisions of the Act and in terms of the Articles of Association of the Company, Mr. Pranabh D. Mody (DIN: 00035505), is liable to retire by rotation at the ensuing 38th Annual General Meeting (AGM) and being eligible offers himself for re-appointment. A detailed note, profile and explanatory statement for the aforesaid re-appointment is provided in the Notice.

During the year,

- Ms. Madhu Khatri (DIN: 00480442) ceased to hold office as an Independent Director of the Company effective July 29, 2025, upon completion of her second term. The Board of Directors placed on record its appreciation for her valuable contributions, guidance and support during her tenure.

- Ms. Meeta Malhotra (DIN: 01122839) was appointed as an Additional Director of the Company, in the capacity of an Independent Director, not liable to retire by rotation, with effect from October 22, 2025, to hold office for a term of up to five (5) consecutive years, i.e., from October 22, 2025 up to October 22, 2030. Her appointment was subsequently approved by the Members by way of a Special Resolution passed through Postal Ballot, the results of which were declared on January 6, 2026. In the opinion of the Board, Ms. Malhotra possesses the requisite integrity, expertise, experience and proficiency, and is independent of the management of the Company.

- Mr. V. Suryanarayanan (DIN: 05187922) was appointed as an Additional Director of the Company, in the capacity of an Independent Director, not liable to retire by rotation, effective June 12, 2026, to hold office for a term of five (5) consecutive years, i.e., from June 12, 2026 up to June 12, 2031. His appointment will be placed before the Members for approval at the ensuing AGM. In the opinion of the Board, Mr. Suryanarayanan possesses the requisite integrity, expertise, experience and proficiency, and is independent of the management of the Company.

16.1 Board Evaluation

Pursuant to the provisions of the Act and Regulation 17 of the Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, the Chairperson of the Board, the individual Directors and its Committees. The evaluation of the Directors, Board and Committees were carried out including, Board structure and composition, establishment and delineation of responsibilities to Committees, effectiveness of Board processes, information flow, functioning of the Board / Committees, Board culture and dynamics, quality of the relationship between the Board and Management, contribution to decisions of the Board, guidance / support to the Management. The performance evaluation of Non-Independent Directors, Chairman and the Board was done by Independent Directors.

The Nomination and Remuneration Committee has laid down the evaluation framework for assessing the performance of Directors comprising of the following key areas:

• Attendance in meetings of the Board and its Committees.

• Quality of contribution to Board deliberations.

• Strategic perspectives or inputs regarding future growth of Company and its performance.

• Providing perspectives and feedback going beyond information provided by the management.

• Commitment to shareholder and other stakeholder interests.

16.2 Board Independence

Definition of 'Independent Director' is referred in Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations. Based on the confirmation / disclosures received from the Directors and on evaluation of the relationships disclosed, the following Directors are Independent:

• Ms. Madhu Khatri (up to July 29, 2025)

• Ms. Meeta Malhotra (effective October 22, 2025)

• Mr. Raja Ramana Macha

• Mr. Som Mittal

• Mr. Sunil Sachan

• Mr. Sunirmal Talukdar

• Mr. V. Suryanarayanan (effective June 12, 2026)

16.3 Nomination & Remuneration Policy

The Policy and the composition of the Nomination & Remuneration Committee have been stated in the Corporate Governance Report.

16.4 Meetings of the Board and its Committees

The details of (a) the meetings of the Board and its Committees held during the year; and (b) the composition and terms of reference of the Committees are provided in the Corporate Governance Report.

16.5 Business Code of Conduct

The Board has approved a Code which is applicable to the Members of the Board and all the employees. The Code has been posted on the Company's website www.sasken.com/investors and intranet. The Code lays down the standard of conduct which is expected to be followed by the employees in their business dealings and in particular on matters relating to integrity in the workplace, in business practices and in dealing with stakeholders.

The members of the Board and Senior Management Personnel have confirmed compliance with the Code.

The Chief Financial Officer is designated as Chief Investor Relation Officer, and the Company Secretary is designated as Compliance Officer under the Code on Fair Disclosure.

17. Directors' Responsibility Statement

Based on the internal financial controls and compliance framework established and maintained by the Company, the audit conducted by the Internal, Statutory and Secretarial Auditors, including the audit of internal financial controls over financial reporting by the Statutory Auditors, and the reviews undertaken by the Management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Company's internal financial controls were adequate and operating effectively during FY 2025-26.

Pursuant to Section 134(5) of the Act, the Board of Directors, to the best of their knowledge and ability, confirm that:

a) In the preparation of the annual accounts for the financial year ended March 31, 2026, the applicable accounting standards have been followed and there are no material departures;

b) They 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 at the end of the financial year and of the profit of the Company for that period;

c) The Board of Directors has 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 annual accounts have been prepared on a going concern basis;

e) The Board of Directors has laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively; and

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

18. Internal Financial Control Systems and their Adequacy

Your Company has aligned its systems of internal financial control in line with the requirement of the Act. The Internal Control is intended to increase transparency and accountability in an organization's process of designing and implementing a system of internal control. The framework requires a company to identify and analyze risks and manage appropriate responses.

Your Company's Internal financial control is commensurate with its size and the nature of its operations. It includes the design, implementation and maintenance of adequate internal financial controls that are 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 the timely preparation of reliable financial information, as required under the Act.

Your Company has assessed the effectiveness of the Company's internal control over financial reporting (as defined in Regulation 17 of Listing Regulations) as of March 31, 2026. M/s. M S K A & Associates LLP, the statutory auditors of the Company, have audited the financial statements included in this Annual Report, and as part of their audit, have issued their report on the Company's internal financial controls, on the effectiveness of our internal financial controls over Standalone and Consolidated Financial Statement as at March 31, 2026.

Your Company has appointed PricewaterhouseCoopers Services LLP to oversee and carry out an internal audit of its activities. The audit is based on an internal audit plan, which is reviewed each year in consultation with the Auditors and approved by the Audit Committee. The conduct of internal audit is oriented towards the review of internal controls and risks in the Company's operations such as software delivery, accounting and finance, procurement, employee engagement, human resource management, regulatory compliances, travel, insurance, IT processes, including the subsidiaries and foreign branches.

19. Subsidiary Companies & Joint Ventures

As on March 31, 2026, the Company has 9 wholly owned subsidiaries, 2 subsidiaries and 1 Joint venture* within the meaning of Section 2(87) of the Act, as amended from time to time.

Sasken Design Solutions Pte. Ltd, a wholly owned subsidiary of the Company has acquired 100% share capital of the Borqs International Holding Corp with its identified wholly owned subsidiaries on April 8, 2025. Accordingly, the following entities have become Step Down Subsidiaries of the Company effective said date.

1) Borqs Technologies (HK) Limited

2) Borqs Technologies India Private Limited

3) New Borqs Technologies (Beijing) Company Ltd.

During the year under review, the overseas branches located in Singapore and Japan were liquidated on January 21, 2026, and March 4, 2026, respectively.

Sasken Communication Technologies Mexico S.A. de C.V., a wholly owned subsidiary of the Company and *TACO Sasken Automotive Electronics Limited, a joint venture of the Company, are under liquidation.

20. Changes in the nature of business

The Company did not undergo any change in the nature of its business during FY 2025-26. In accordance with Section 129(3) of the Act, your Company has prepared a Consolidated Financial Statements of the Company and all its subsidiary companies, which is forming part of this Report. The Consolidated Financial Statements also reflect the contribution of subsidiary companies to the overall performance of the Company. A statement containing salient features of Financial Statements of the subsidiary companies is also included in this Report.

In accordance with third proviso of Section 136(1) of the Act, the Annual Report of the Company, containing therein its Standalone and Consolidated Financial Statements have been placed on the Company's website www.sasken.com/investors. Further, as per fourth proviso of the said section, audited annual accounts of each of the subsidiary companies have also been placed on the Company's website www.sasken.com/investors. Shareholders interested in obtaining a copy of the audited annual accounts of the subsidiary companies may write to the Company Secretary at investor@sasken.com.

The Audit Committee reviews the Standalone and Consolidated Financial Statements of the Company and the investments made by its unlisted subsidiary companies. The minutes of the Audit Committee meetings along with a report on significant developments of the unlisted subsidiary companies are periodically placed before the Board.

I n accordance with Regulation 16 (1) (c) of Listing Regulations - Borqs Technologies (HK) Limited, New Borqs Technologies (Beijing) Company Ltd., and Borqs Technologies India Private Limited are falling under the criteria of 'Material Subsidiaries'.

The policy for determining 'material subsidiaries' has been disclosed on Company's website www.sasken.com/investors/ corporate-governance.

21. Auditors

21.1 Statutory Auditors and Statutory Auditors' Report

As per the provisions of Section 139 of the Act, M/s. M S K A & Associates LLP, Chartered Accountants (ICAI Firm Registration No. 105047W/W101187), were appointed as Statutory Auditors of your Company, to hold office till the conclusion of this 38th AGM.

The Board of Directors, at its meeting held on May 08, 2026, approved the remuneration and terms of re-appointment of the Statutory Auditors for a 2nd term of up to five (5) years starting from 38th AGM, which are placed for approval of the members at the ensuing 38th AGM.

As required under Regulation 33 of the Listing Regulations, Statutory Auditors have confirmed that they hold a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India.

There are no qualifications, reservations, adverse remarks or disclaimer made by the Statutory Auditors in their Report for FY 2025-26. The Statutory Auditors have not reported any incident of fraud to the Audit Committee during the financial year under review.

21.2 Secretarial Auditor and Secretarial Audit Report

Pursuant to the provisions of Section 204 of the Act and Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Regulation 24A of the Listing Regulations and other applicable provisions framed thereunder, as amended, Board of Directors at their meeting held on April 25, 2025, have approved appointment of M/s. J Sundharesan & Associates, Practicing Company Secretaries (CP No.: 5164) for a period of five (5) consecutive years. The said appointment was approved by the members in the 37th AGM of the Company. The Practicing Company Secretary has submitted his Report on the Secretarial Audit conducted by him which is annexed herewith as Annexure C.

There are no qualifications, reservations, or adverse remarks in his Report.

22. Corporate Governance and General Shareholder Information

Your Company is committed towards maintaining high standards of Governance. The Report on Corporate Governance as stipulated under Schedule V of the Listing Regulations, General Shareholder Information together with a Corporate Governance Compliance Certificate issued by Mr. J Sundharesan, Company Secretary in practice (CP No.: 5164) forms an integral part of this Report which is appended as Annexure D.

23. Management Discussion and Analysis Report

The Management Discussion and Analysis Report (MD&A) in terms of Regulation 34(2) of the Listing Regulations forms part of this Annual Report of the Company for FY 2025-26 and is appended as Annexure H.

24. Business Responsibility and Sustainability Report

Your Company has embedded in its core business philosophy, the vision of societal welfare and environmental protection.

As per Regulation 34(2)(f) of the Listing Regulations, Business Responsibility and Sustainability Report (BRSR) forms an integral part of this Report which is appended as Annexure E and also available on the Company's website www.sasken.com/investors.

25. Related Party Transactions

All Related Party Transactions entered into during the financial year were on an arm's length basis and in the ordinary course of business. During the year under review, the Company has not entered into any material related party transactions.

None of the Independent Directors of your Company have any pecuniary relationship or related party transactions with the Company.

Your Company has in place a Related Party Transactions Policy for the purpose of identification and monitoring of such transactions. This policy has been approved by the Board and is available on the Company's website www.sasken.com/investors/ corporate-governance.

Your Company has not entered into any contracts, arrangements or transactions during FY 2025-26 that fall under the scope of Section 188(1) of the Act. As required under the Act, the prescribed Form AOC-2 is appended as Annexure F.

26. Significant and material orders passed by the Regulators or Courts

There are certain on-going litigations / disputes in the normal course of business.

During the year, there were no significant and / or material orders passed by the Regulators / Courts having a material impact on the operations of the Company. Further, no proceedings were made or pending under the Insolvency and Bankruptcy Code, 2016 and there is no instance of one-time settlement with any Banks or Financial Institutions.

27. Patents

A system for enabling a headless Bluetooth device to establish a secure connection with peer device is disclosed. Bluetooth supports secure connections. Typically, this is supported by "Numeric Comparison" method, where the Bluetooth stack and controller provide a six-digit value on both the devices participating in a pairing, and the user verifies and confirms the pairing. This prevents MITM attacks. In case of many devices which do not have a display (Headless Device), pairing falls back to "Just Works" method which is subject to MITM attack. The proposed method enables "Numeric Comparison" for Headless device by encrypting and sending the six-digit number to server through the Mobile App and receiving the verification and confirmation.

As of March 31, 2026, a total of 75 patents have been granted to your Company from both Indian and US Patent Offices.

28. Quality Certifications

ISO 14001:2015: Your Company is certified for ISO 14001:2015 (Environmental Management System Standard), reflecting our commitment to sustainable practices and responsible corporate citizenship.

I SO / IEC 27001:2022: Your Company is certified for ISO / IEC 27001:2022 (Information Security Management System Standard), reinforcing our commitment to safeguarding stakeholder information, cybersecurity, and data privacy, including Intellectual Property (IP). This certification ensures confidentiality, integrity, and availability of classified information while sensitizing employees to its importance.

I SO / IEC 27701:2019: Your Company holds ISO / IEC 27701:2019 (Privacy Information Management System Standard) certification, demonstrating our commitment to protecting Personally Identifiable Information (PII) and fostering a strong data privacy culture within the organization.

ISO 9001:2015: Your Company is certified for ISO 9001:2015 (Quality Management System Standard), which provides a structured framework based on the Plan-Do-Check-Act lifecycle. This ensures consistent quality in deliverables across customers, vendors, shareholders, and regulatory bodies while meeting statutory and compliance requirements.

AQAP 2110: Your Company is certified to AQAP 2110, Edition D, Version 1 (June 2016) for the Finland site. AQAP (Allied Quality Assurance Publications) are NATO quality standards for defence procurement. AQAP 2110 incorporates all ISO 9001:2015 requirements and introduces additional, stringent controls related to configuration management, risk management, and end-to-end traceability, which are critical for defence contracts. AQAP 2110 is applied as an add-on to ISO 9001 and defines quality assurance requirements for the design, development, and production of defence products.

CMMI - Dev - V2.0 - ML3: Your Company follows industry best practices for continuous improvement in delivery systems and processes. Our Sasken Delivery Platform (SDP) serves as an integrated engineering workbench and project management system. Sasken's QMS has been assessed at Maturity Level 3 under the CMMI - Dev - V2.0 framework.

ASPICE - v3.1- CL3: Your Company has achieved Capability Level 3 certification in ASPICE v3.1 (Automotive Software Process Improvement and Capability Determination), a key framework for evaluating software-based systems in the automotive industry. This milestone highlights our pursuit of excellence in software development processes.

TISAX: Your Company is certified for TISAX® (Trusted Information Security Assessment Exchange), which ensures compliance with automotive industry security standards. The certification covers all processes and resources involved in the collection, storage, and processing of sensitive information.

Additionally, Sasken's processes comply with technology-specific standards such as TL9000 R5.5/5.0, ISO 21434 (Cybersecurity Engineering in Road Vehicles), and ISO 26262 (Automotive Functional Safety). Our QMS and practices align with global data privacy regulations, including EU-GDPR, UK-GDPR, CCPA, Japan APPI, and India's Digital Personal Data Protection Act (DPDPA).

29. Consolidated Financial Statements

The Consolidated Financial Statements of the Company are prepared in accordance with relevant Accounting Standards issued by the Institute of Chartered Accountants of India forming part of this Report.

30. Annual Return

The Annual Return of the Company is available on the website of the Company - www.sasken.com/investors.

31. Secretarial Standards

The Company complies with all the applicable Secretarial Standards issued by the Institute of Company Secretaries of India and notified by the Ministry of Corporate Affairs.

32. Particulars of Employees

The information required pursuant to Section 197(12) read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed herewith as Annexure G.

The statement containing names of top ten employees in terms of remuneration drawn and the particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the aforesaid Rules, is provided in a separate annexure forming part of this Report. Further, the Report and the accounts are being sent to the Shareholders excluding the aforesaid annexure. In terms of Section 136 of the Act, the said annexure is open for inspection and any Shareholder interested in obtaining a copy of the same may write to the Company Secretary.

33. Acknowledgement

The Board of Directors acknowledges the significant contributions of employees across the Company, its subsidiaries, and associate entities. The Company's sustained growth is attributed to competence, dedication, collaboration, and the steadfast support of employees at every level. The Board extends its appreciation to customers, vendors, business associates, and investors for their ongoing commitment, and also expresses gratitude to government authorities, banks, and regulatory bodies for their cooperation and assistance.