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SILVER TOUCH TECHNOLOGIES LTD.

16 October 2026 | 12:00

Industry >> IT Consulting & Software

Select Another Company

ISIN No INE625X01026 BSE Code / NSE Code 543525 / SILVERTUC Book Value (Rs.) 14.17 Face Value 2.00
Bookclosure 17/08/2026 52Week High 217 EPS 2.82 P/E 45.62
Market Cap. 1630.02 Cr. 52Week Low 68 P/BV / Div Yield (%) 9.07 / 0.08 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 is pleased to present the Thirty-Second (32nd) Annual Report of the Company, along with the Audited Standalone and Consolidated Financial Statements for the Financial Year ended 31st March, 2026 outlining the performance, key developments, and strategic initiatives undertaken by the Company during the year under review.

FINANCIAL HIGHLIGHTS

Your Company's Financial highlights for the year ended 31st March, 2026 as follows:

(All amount in INR Lakh

PARTICULARS

STANDALONE

CONSOLIDATED

2025-26

2024-25

2025-26

2024-25

Revenue from Operations

31,513.13

26,663.16

34199.35

28,838.01

Other Income

307.21

305.29

361.18

332.69

Total Income

31820.34

26,968.44

34560.53

29,170.71

EBITDA (Earnings before interest tax depreciation Amortization)

6,330.81

3,962.58

6351.09

4,084.35

Finance Cost

662.16

365.97

701.54

387.13

Depreciation, Amortization, Impairment

674.16

555.14

855.77

705.03

Profit (Loss) before tax

4,994.48

3,041.47

4793.78

2,992.19

Tax Expense

1,217.60

772.65

1220.60

772.62

Current Tax

1211.70

711.00

1213.58

711.00

Deferred Tax

5.90

41.42

7.02

41.39

Prior Period Tax Adjustment

0.00

20.23

0.00

20.23

Net Profit After Tax

3,776.89

2,268.82

3573.17

2,219.57

Paid-up Equity Share Capital

2,536.20

1,268.10

2536.20

1,268.10

Basic Earnings per Equity Share (in ')

2.98

1.79

2.82

1.75

Reserves

14,273.96

11,812.17

14427.25

12,102.67

The financial statements have been prepared in accordance with the applicable provisions of the Companies Act, 2013 and the Indian Accounting Standards (Ind AS) as prescribed under Section 133 of the Act, read with relevant rules.

HIGHLIGHTS OF PERFORMANCE

1. REVENUE GROWTH

The company reported strong growth in revenue from operations, reflecting positive business traction across its segments:

• Standalone revenue increased from ^26,663.16 Lakhs in FY25 to ^31,513.13 Lakhs in FY26, marking a 18.00 % year-on-year growth.

• Consolidated revenue rose to ^34,199.35 Lakhs from ^28,838.01 Lakhs, a 18.50% growth, suggesting improved performance from subsidiaries or joint ventures as well.

2. OPERATIONAL PERFORMANCE - Strong EBITDA Growth

The company's EBITDA (Earnings Before Interest, Tax, Depreciation and Amortization) saw significant improvement:

• Standalone EBITDA increased by 59.7%, from ^3,962.58 Lakhs to ^6,330.81 Lakhs.

• Consolidated EBITDA grew 55.5%, reaching ^6351.09 Lakhs from ^4,084.35 Lakhs.

3. PROFIT BEFORE TAX (PBT) AND NET PROFIT

Despite higher interest and depreciation expenses, the company maintained healthy profitability:

• Standalone PBT rose 64.2% to ^4,994.48 Lakhs, while Consolidated PBT was ^4793.78 Lakhs, up 60%.

• Net Profit (Standalone) grew by 66.47%, from ^2,268.82 Lakhs to ^3,776.89 Lakhs.

• Net Profit (Consolidated) stood at ^3573.17 Lakhs, up 61%.

4. OVERALL PERFORMANCE: The company has delivered exceptional financial performance in FY

2025-26, with:

• Strong double-digit growth in revenues and profits

• Significant improvement in operating margins (EBITDA)

• Enhanced returns to shareholders through rising EPS

• Continued investments visible through higher depreciation and finance costs

The rising finance costs suggest that the company is in a growth phase, possibly investing in infrastructure, capacity expansion, or new ventures. Yet, it has managed to maintain and even improve profitability, reflecting strong management execution and strategic clarity.

KEY FINANCIAL RATIOS (STANDALONE BASIS)

PARTICULARS

2025-26 (%)

2024-25 (%)

Debtors Turnover Ratio

3.28

3.90

Inventory Turnover Ratio

214.62

219.41

Current Ratio

2.04

1.99

Debt/Equity Ratio

0.19

0.33

Debt Service Coverage Ratio

-14.91

1.08

Net Profit Margin

0.12

0.09

Return on Net worth

0.28

0.19

Net capital turnover ratio

3.23

3.25

TRANSFER TO GENERAL RESERVES

During the Year under review, no amount has been transferred to General Reserves.

CHANGE IN THE NATURE OF BUSINESS

There was no change in the nature of business during the financial year ended March 31, 2026.

DIVIDEND

The Board of Directors, at their meeting held on Thursday, 30th July, 2026 declared a final dividend of Rs. 0.10 (Rupees Ten Paisa) per equity share, representing a 5 % dividend on the face value of Rs. 2 each of the Company's fully paid-up equity capital.

The record date for determining shareholders eligible for the dividend is Monday, 17th August, 2026. The payment of the dividend is subject to the approval of the shareholders at the upcoming Annual General Meeting to be held on Monday, 24th August, 2026. Companies are obligated to deduct applicable income taxes from dividends before payment.

The Company recommended/declared dividends as under:

PARTICULAR

DIVIDEND PER SHARE

DIVIDEND PER SHARE

FY 2025-26

FY 2024-25

Interim dividend

NA

NA

Final dividend

Rs. 0.10

(5% of Face Value)

Rs. 0.50

(5% of Face Value)

Total dividend

Rs. 0.10

Rs. 0.50

Pursuant to Section 91 & other applicable provisions of the Act and in accordance with the Regulation 42 of the Listing Regulations, the Register of Members and Share Transfer Book of the Company shall remain closed from Tuesday, 18th August, 2026 to Monday, 24th August, 2026 (both days inclusive) for taking record of the Members of the Company for the purpose of ensuing 32nd Annual General Meeting.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

The Company was not required to transfer any unpaid / unclaimed amount of dividend or any shares to Investor Education and Protection Fund during the financial year ended March 31, 2026.

PERFORMANCE AND FINANCIAL HIGHLIGHTS OF SUBSIDIARY COMPANIES AND THEIR CONTRIBUTION TO OVERALL PERFORMANCE OF THE COMPANY

Your Company had the following subsidiaries as on March 31, 2026:

1. Silver Touch Technologies Inc.

2. Silver Touch Technologies (UK) Limited

3. Silver Touch Technologies Canada Limited

4. Vision Autotests Private Limited (formerly known as Shark Identity Private Limited)

5. Silver Touch Auto Tech Private Limited

6. Ai4Pharma Tech Limited

None of the above companies ceased to be a subsidiary during the financial year ended 31st March, 2026.

Your Company had the following Joint Venture as on March 31, 2026.

1. Silver Touch Technologies SAS

2. Lime Software Limited

Pursuant to provisions of Section 129(3) of the Act, a statement containing salient features of the financial statements of the Company's Subsidiaries in Form AOC-1 is enclosed as "Annexure - A" to this report. The consolidated financial statement of the Company forms part of this annual report.

Pursuant to the provisions of Section 136 of the Act, the financial statements of the Company, consolidated financial statements along with relevant documents and separate financial statements in respect of subsidiaries, are available on the website of the Company at https://www.silvertouch.com/investors/.

As on the financial year ended March 31, 2026, none of the subsidiaries of the Company was identified as "material subsidiary" within the meaning of Regulation 16(1)(c) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015 ('SEBI Listing Regulations').

SHARE CAPITAL

The Summary of the Share Capital as on 31st March, 2026 is given below:

(Amount in Rs.)

Authorized Capital

Rs. 30,00,00,000/-*

Issued Capital

Rs. 25,36,20,000/-**

Subscribed Capital

Rs. 25,36,20,000/-**

Paid - up Capital

Rs. 25,36,20,000/-**

* The Authorized Share Capital of the Company was increased and the Equity Shares of the Company were sub-divided during the financial year in accordance with the requisite approvals and applicable provisions of the Companies Act, 2013.

** The Issued, Subscribed and Paid-up Share Capital reflects the effect of the aforesaid increase in Authorized Share Capital and sub-division of Equity Shares.

BUY BACK OF SECURITIES

The Company has not bought back any of its securities during the year under review.

SWEAT EQUITY

The Company has not issued any Sweat Equity Shares during the year under review.

BONUS SHARES

During the year under review, the Company restructured its equity share capital by way of a subdivision of equity shares and issuance of Bonus Equity Shares. Pursuant to the approvals of the Board of Directors and the Members through Postal Ballot, each equity share of face value of ^10/- was subdivided into 5 equity shares of ^2/- each, and Bonus Equity Shares were issued in the ratio of 1:1. The Company fixed 6 March 2026 as the Record Date for both the sub-division and the Bonus Issue.

Consequent to the sub-division, the number of issued, subscribed and paid-up equity shares increased from 1,26,81,000 equity shares of ^10/- each to 6,34,05,000 equity shares of ^2/- each, without any change in the paid-up equity share capital. Thereafter, on 9 March 2026, the Company allotted 6,34,05,000 Bonus Equity Shares of ^2/- each, increasing the total issued, subscribed and paid-up equity share capital to 12,68,10,000 equity shares aggregating ^25,36,20,000. The Bonus Equity Shares rank pari passu with the existing equity shares in all respects. The aforesaid corporate actions were carried out in compliance with the applicable provisions of the Companies Act, 2013 and the relevant SEBI Regulations.

EMPLOYEES STOCK OPTION PLAN

The Company has not provided any Stock Option Scheme to the employees.

LISTING OF EQUITY SHARES

The Company's equity shares are listed on the National Stock Exchange of India Limited (SYMBOL: SILVERTUC) and BSE Limited (Scrip Code: 543525).

The company has fulfilled its obligation to pay the Annual listing fees for the financial year 2025-2026 to both of the Stock Exchanges.

CREDIT RATING

During the year under review, The Company has not issued any debt instruments and does not have any Fixed Deposit Programme or any scheme or proposal involving mobilization of funds in India or abroad during the financial year ended 31st March, 2026.

However, your company has obtained Credit rating from Infomerics Valuation and Rating Private Limited.

Rating Agency

Long Term Rating

Short Term Rating

Infomerics Valuation and Rating Private Limited

IVR BBB

IVR A2

DIRECTORS AND KEY MANAGERIAL PERSONNEL AND COMPOSITION OF BOARD

As of March 31, 2026, the Company's Board comprised ten (10) members, including Five (05) Executive Directors and Five (05) Independent Directors.

Comprehensive details regarding the composition of the Board and its committees, the tenure of Directors, and other pertinent information are provided in the Corporate Governance Report, which forms an integral part of this Annual Report. In accordance with applicable listing regulations, the Board has identified the core skills, expertise, and competencies deemed essential for the effective discharge of its responsibilities in the context of the Company's business. These key attributes are also detailed in the Corporate Governance Report.

SR.

NO.

NAME OF THE DIRECTOR

DIN

CATEGORY

1

Vipul Haridas Thakkar

00169558

Chairman and Managing Director

2

Jignesh Amratlal Patel

00170562

Whole Time Director

3

Minesh Vinodchandra Doshi

00306106

Whole Time Director

4

Palak Vinubhai Shah

00306082

Whole Time Director

5

Himanshu Jain

00454477

Whole Time Director

6

Gayatri Mukul Doctor

02012395

Independent Director

7

Piyushkumar Mithileshkumar Sinha

00484132

Independent Director

8

Apurva Bhaskar Damani

03280309

Independent Director

9

Sandeep Shah

00807162

Independent Director

10

Jignesh Ashwinbhai Shah

02786683

Independent Director

MEETINGS OF THE BOARD OF DIRECTORS

Five (5) meetings of the Board were held during Financial Year 2025-26. Details of the meetings and attendance thereat form a part of the Corporate Governance Report.

DIRECTORS LIABLE TO RETIRE BY ROTATION

Mr. Vipul Haridas Thakkar (DIN: 00169558) and Mr. Minesh Vinodchandra Doshi (DIN: 00306106) retires by rotation at the ensuing AGM and being eligible, have offered themselves for re-appointment.

Brief details of Mr. Vipul Haridas Thakkar (DIN: 00169558) and Mr. Minesh Vinodchandra Doshi (DIN: 00306106) who are seeking re-appointment, are given in the Notice of the Annual General Meeting.

KEY MANAGERIAL PERSONNEL (KMP)

Following are the KMPs of the Company in terms of Section 203 of the Act as on March 31, 2026:

NAME OF THE KEY MANAGERIAL PERSONNEL

DESIGNATION

Vipul Haridas Thakkar

Chairman and Managing Director

Paulin Vinodbhai Shah

Chief Financial Officer

*Kashish Arjunbhai Purohit

Company Secretary and Compliance Officer

**Rahul Advani

Company Secretary and Compliance Officer

* Resigned w.e.f 30th April, 2026 i.e. after closure of financial year. ** Appointed w.e.f 01st May, 2026 i.e. after closure of financial year.

SENIOR MANAGEMENT

As on the date of this report, The Senior Management of the Company comprises of following person(s):

SR. NO.

NAME OF THE PERSONNEL

DESIGNATION

1

Rachit Patel

Global Delivery Head

2

Yusuf Gandhi

Head of Digital Transformation

3

Vinod Kadia

Vice President - Infrastructure Services

4

Mihir Joshi

Senior Vice President - Business Development

5

Pankaj Kumar Jha

Vice President - E- Governance

BOARD GOVERNANCE

Board governance refers to the overall framework that defines the structure and functioning of the Board of Directors. It encompasses key aspects such as the composition and roles of the Board, Chairman, and individual Directors; Board diversity; criteria for independence; tenure and retirement policies; and the formation of various Board committees. It also includes processes related to the nomination, appointment, induction, and development of Directors, as well as their remuneration. Additionally, it involves oversight of subsidiary performance, adherence to the code of conduct, and continuous evaluation of Board effectiveness.

BOARD DIVERSITY

The company acknowledges the importance of board diversity and has established guidelines to ensure a range of perspectives, including diverse thoughts, knowledge, skills, regional and industry experience, cultural and geographical background, gender, age, ethnicity, and race. These guidelines are aligned with applicable laws and regulations and the company's specific business needs.

DECLARATIONS GIVEN BY INDEPENDENT DIRECTORS

Your Company has received necessary declarations and disclosures from its Independent Directors under Section 149(7) and Section 184(1) of the Act stating that they meet the criteria of independence as laid down in Section 149(6) of the Companies Act, 2013 and Regulation 16 of the SEBI Listing Regulations and have disclosed their interest in the Form MBP-1. All the Directors have certified that they are not disqualified under section 164 of the Act. The Independent Directors have complied with the Code for Independent Directors prescribed in Schedule IV of the Act.

The Board of the Company has taken the disclosures on record after verifying the due veracity of the same.

In the opinion of the Board, all the Independent Directors possess the integrity, expertise and experience including the proficiency required to be Independent Directors of the Company, fulfil the conditions of independence as specified in the Act and the SEBI Listing Regulations and are independent of the management and have also complied with the Code for Independent Directors as prescribed in Schedule IV of the Act. All the Independent Directors of the Company are also registered with the databank of Independent Directors as required under the provisions of the Companies Act, 2013.

COMPLIANCE WITH CODE OF CONDUCT

All Board members and Senior Management Personnel have affirmed their compliance with the Company's Code of Conduct for Financial Year 2025-26.

A declaration to this effect signed by the Managing Director & CEO is included in this Report.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has complied with the Secretarial Standards ('SS') i.e., SS-1 and SS-2 issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings respectively during the financial year ended 2025-26.

DIRECTORS' RESPONSIBILITY STATEMENT

In accordance with the provision of section 134(3)(c) of the Act and based on the information provided by the Management, the directors state that:

• in the preparation of the annual accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;

• they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company at the end of Financial Year 2025-26 and of the profit of the Company for that period;

• they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

• they have prepared the annual accounts on a going concern basis;

• they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

• they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

BOARD COMMITTEES

The company has established Six (6) committees in accordance with the requirements of the Act, its associated rules, and the Listing Regulations. Detailed information regarding these committees can be found in the corporate governance report forming part of this annual report. The following committees were active during the Financial Year 2025-26.

Details of Committees along with their terms of reference, composition and attendance of Members at the meeting of the Committees are provided in the Corporate Governance Report.

BOARD COMMITTEES AND NUMBER OF MEETINGS

Sr. No.

Name of Committee

Number of Meetings held during the year

1

Audit Committee

5

2

Nomination and Remuneration Committee

3

3

Stakeholders Relationship Committee

4

4

Corporate Social Responsibility Committee

3

5

Internal Complaint Committee

-

6

Tender and Finance Committee

15

The report on corporate governance provides detailed information about these meetings, including those of other committees, their dates, and the attendance of individual directors.

COMMITTEE RECOMMENDATIONS

During the year, recommendations of all the Committees constituted by the Board were in accordance with the Act and the same were accepted by the Board.

BOARD PROCESSES, PROCEDURES AND PRACTICES

The Company places strong emphasis on maintaining a diverse and knowledgeable Board that actively contributes toward realizing its vision. It follows structured processes and established best practices to ensure effective leadership and sound decision-making.

The Board's functioning encompasses key procedural elements such as circulation of agendas, convening of meetings, decision-making during meetings, finalization of minutes, and oversight of Board committees. The Company consistently adheres to industry best practices in organizing and conducting meetings of the Board and its committees.

In compliance with regulatory requirements, the Company ensures that a minimum of four Board meetings are held annually, with the interval between any two consecutive meetings not exceeding 120 (One Hundred Twenty) days. Notices, detailed agendas, and relevant supporting materials are circulated in advance to all Directors. In exceptional circumstances, documents may be tabled during the meeting with the Board's approval, enabling timely and informed deliberations.

Board meetings are designed to promote open, balanced, and constructive discussions, with the Chairman ensuring that adequate time is allocated for the consideration of strategic matters.

The Company provides the information as set out in Regulation 17 read with Part - A of Schedule II of the Listing Regulations, to the Board and the Board Committees to the extent it is applicable and relevant. Such information is submitted either as a part of the agenda papers in advance of the respective meetings by way of presentation and discussions during the Meetings. With the unanimous consent of the Board, all Unpublished Price Sensitive Information (UPSI) is circulated to the Board at a shorter notice before the commencement of the meeting securely.

ANNUAL EVALUATION OF THE BOARD & INDIVIDUALS ON ITS PERFORMANCE AND COMMITTEES

In accordance with the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board undertook an annual performance evaluation of its own functioning, that of individual Directors, including Independent Directors, as well as its various Committees—namely the Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Corporate Social Responsibility Committee, Internal Complaint Committee and Tender, Investment and Finance Committee. The evaluation process, details of which are provided in the Corporate Governance Report, was conducted using a structured questionnaire designed separately for the Board, its Committees, the Chairman, and individual Directors.

The assessment covered key parameters such as Board effectiveness, transparency and quality of discussions, information flow between management and Directors, Board dynamics, composition, and Directors' understanding of their roles and responsibilities. Committee performance was evaluated based on their effectiveness in discharging their respective mandates. The performance of individual Directors was also assessed through peer evaluation, focusing on their participation in deliberations, knowledge of relevant matters, and awareness of evolving trends. The performance evaluation of the Chairman was carried out by the Independent Directors at a separate meeting in line with the applicable regulatory requirements.

FAMILIARIZATION PROGRAMMES

To ensure that the Board of Directors remains well-informed and actively engaged, the Company has instituted a structured and ongoing Familiarization Programme. This programme is aimed at enhancing Directors' understanding of the Company's business model, industry landscape, regulatory environment, and strategic direction.

Upon their appointment, every Director is issued a formal letter of appointment that clearly defines their roles, responsibilities, and expectations. The Familiarization Programme is particularly beneficial for Independent Directors, providing them with comprehensive insights into the Company's operations, organizational structure, key policies, and long-term vision.

Directors are continuously updated on significant developments including operational performance, market trends, regulatory changes, strategic initiatives, and potential risks. These interactions are designed to facilitate a holistic understanding of the Company's functioning and to enable informed decision-making at the Board level.

Further, the Company ensures that all Directors are given full access to information, documents, and management personnel as required, thereby empowering them to discharge their duties effectively.

The detailed policy on the familiarization program is available on the website at https://www.silvertouch.com/investors/.

COMPANY'S POLICY OF APPOINTMENT OF DIRECTOR'S AND KEY MANAGERIAL PERSONNEL

In pursuance of the Company's policy to consider human resources as its invaluable assets, to pay equitable remuneration to all Directors, Key Managerial Personnel ('KMP') and employees of the Company, to harmonize the aspirations of human resources consistent with the goals of the Company and in terms of the provisions of the Companies Act 2013, this policy on nomination and remuneration of Directors, Key Managerial Personnel and Senior Management has been formulated by the Nomination and Remuneration Committee and approved by the Board of Directors.

The policy is available on the Company's website at https://www.silvertouch.com/investors/.

WHISTLE BLOWER POLICY / VIGIL MECHANISM

Pursuant to the provisions of Section 177(9) & (10) of the Act and Regulation 22 of the SEBI Listing Regulations read with all applicable law, the Company has formed Vigil Mechanism or Whistle Blower Policy. The company has implemented a whistleblower policy to allow employees and directors to safely and confidentially report concerns about workplace issues that negatively affect their work environment. The Policy/Vigil Mechanism enables directors, employees and other persons to report their concerns about unethical behaviour, actual or suspected fraud or violation of the Company's Code of Conduct or ethics policy and leak or suspected leak of unpublished price sensitive information. During the year under review, there were no complaints received under the above mechanism nor was any employee denied access to the Audit Committee.

The brief detail about this mechanism may be accessed on the Company's website at the web link at https://www.silvertouch.com/investors/.

CYBER SECURITY

In view of increased cyber-attack scenarios, the cyber security maturity is reviewed periodically and the processes, technology controls are being enhanced in-line with the threat scenarios. Your Company's technology environment is enabled with real time security monitoring with requisite controls at various layers starting from end user machines to network, application and the data.

CODE FOR PREVENTION OF INSIDER TRADING

Your Company has adopted a Code of Conduct ("Code") to regulate, monitor and report trading in Company's shares by Company's designated persons and their immediate relatives as per the requirements under the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015. The Code, inter alia, lays down the procedures to be followed by designated persons while trading/ dealing in Company's shares and sharing Unpublished Price Sensitive Information ("UPSI"). The Code covers Company's obligation to maintain a digital database, mechanism for prevention of insider trading and handling of UPSI, and the process to familiarize with the sensitivity of UPSI. Further, it also includes code for practices and procedures for fair disclosure of unpublished price sensitive information which has been made available on the Company's website on https://www.silvertouch.com/investors/.

PARTICULARS OF EMPLOYEES

The information required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is enclosed as "Annexure - B".

ACCEPTANCE OF PUBLIC DEPOSITS

During the financial year ended 2025-26, Your Company has not accepted any deposits from the public falling within the purview of provisions of Section 73 of the Companies Act, 2013 ('the Act'), read with

the Companies (Acceptance of Deposits) Rules, 2014. Hence, the requirement for furnishing of details of deposits and deposits which are not in compliance with Chapter V of the Act as required under Rule 8 (5)(v) of the Companies (Accounts) Rules, 2014 is not applicable.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

The details of loans, investment, guarantees and securities covered under the provisions of section 186 of the Companies Act, 2013 are provided in Note no. 10 of the Financial Statements.

RELATED PARTY TRANSACTIONS

All related party transactions entered into during the financial year were in the ordinary course of business and conducted on an arm's length basis, in line with the Company's Policy on Related Party Transactions. These transactions were placed before the Board of Directors and the Audit Committee for review and approval, wherever required, at the beginning of the financial year. A statement of all Related Party Transactions was placed before the Audit Committee for its review on a quarterly basis, specifying the nature and value of the transactions.

The Company did not enter into any material related party transactions during the year under review, as defined under Section 188 of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014. Accordingly, the disclosure of particulars of such transactions in Form AOC-2, as prescribed under Rule 8(2) of the Companies (Accounts) Rules, 2014, is not applicable.

The particulars of contracts or arrangements entered into with the related party are set out in Note 36(d) to the Standalone Financial Statements of the Company forming part of the Annual Report. The Company in terms of Regulation 23 of the SEBI Listing Regulations submits within the stipulated time from the date of publication of its standalone and consolidated financial results for the half year, disclosures of related party transactions to the stock exchanges, in the format specified in the relevant accounting standards and SEBI.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

As on 31st March 2026, the CSR committee comprised of Three (3) directors viz., Mr. Vipul Haridas Thakkar (DIN: 00169558) as Chairman, Mr. Jignesh Amratlal Patel (DIN: 00170562), and Mr. Apurva Damani (DIN: 03280309) as members.

Detailed information on CSR Policy, its salient features, CSR initiatives undertaken during the year, details pertaining to spent and excess spent amount forms part of 'Annual Report on CSR activities' as "Annexure - C".

The CSR policy has been hosted on the website of the Company and can be accessed at https://www.silvertouch.com/investors/.

CONSERVATION OF ENERGY, 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 Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 during the year are as stated below.

(A) CONSERVATION OF ENERGY

(i) the steps taken or impact on conservation of energy

The Company is engaged in the information technology and IT-enabled services business and does not undertake any manufacturing activities. Accordingly, its operations are not

(ii) the steps taken by the company for utilizing alternate sources of energy

(iii) the capital investment on energy conservation equipment

energy intensive. The Company continues to promote energy efficiency through the use of LED-based lighting and other energy-efficient electrical equipment, wherever feasible, across its offices.

(B) TECHNOLOGY ABSORPTION

(i) the efforts made towards technology absorption

The Company has not imported any technology during the year under review.

(ii) the benefits derived like product improvement, cost reduction, product development or import substitution

(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year) the details of technology imported; the year of import; whether the technology been fully observed; if not fully absorbed, areas where absorption has not taken place, and the reason thereof; and

(iv) the expenditure incurred on Research and Development

(C) FOREIGN EXCHANGE EARNINGS AND OUTGO

The Foreign Exchange earned in terms of actual inflows during the year

The foreign exchange inflows during the year under review amounted to Rs. 2,012.51 Lakh

The Foreign Exchange outgo during the year in terms of actual outflows

The foreign exchange outflows during the year under review amounted to Rs. 2.63 Lakh

STATUTORY AUDITORS

M/s Ambalal Patel & Co, Chartered Accountants, (ICAI Firm Registration No. 100305W) were appointed as the Statutory Auditors of the Company by the members of the Company at the 29th (Twenty Ninth) Annual General Meeting ('AGM') of the Company held on 20th Day of September, 2023 to hold office upto the conclusion of the 34th Annual General Meeting to be held in the year 2028. They have confirmed that they are not disqualified from continuing as the Statutory Auditors of the Company.

The Auditors' Report on the Financial Statements (Standalone and Consolidated) of the Company for the financial year ended 2025-26, "with an unmodified opinion", as given by the Statutory Auditors, is disclosed in the Financial Statements forming part of this Annual Report. The Auditors' Report on financial statements of the Company for the year ended March 31, 2026 does not contain any qualifications, reservations or adverse remarks.

SECRETARIAL AUDITORS

In terms of Section 204 of the Companies Act, 2013 and Rules made there under, M/s Sandip Sheth & Associates, Company Secretaries, Ahmedabad, was appointed as a Secretarial Auditor of the Company to undertake the Secretarial Audit of the Company for Financial Year 2025-26. The report issued by the Secretarial Auditor is enclosed as "Annexure - D".

1. During the period under review Promoters/Designated Persons have executed trades in the securities of the Company, which is required to be disclosed under regulation 7(2) of the SEBI (PIT) Regulations, 2015 as a part of continual disclosure. Provisions reads as "Every promoter, [member

of the promoter group], [designated person] and director of every company shall disclose to the company the number of such securities acquired or disposed of within two trading days of such transaction if the value of the securities traded, whether in one transaction or a series of transactions over any calendar quarter, aggregates to a traded value in excess of ten lakh rupees or such other value as may be specified".

During the period under review, certain trades in the securities of the Company by the Promoters were not disclosed to the Company within the prescribed timeline under Regulation 7(2) of the SEBI (Prohibition of Insider Trading) Regulations, 2015. This resulted in a minor delay in compliance with the disclosure requirements.

Action taken: Upon receipt of the delayed intimation, the Company promptly made the necessary disclosures to the stock exchange in accordance with the applicable regulations. The Promoters were appropriately guided regarding the importance of timely disclosure of trades within two trading days, as mandated under the SEBI (PIT) Regulations, 2015. The Company remains committed to ensuring continued compliance and strengthening internal awareness protocols to avoid recurrence.

2. During the period under review system regarding Structured Digital Database not maintained as per the requirement. There are internal lapses in the dissemination of information shared under UPSI and audit trail is missing.

Action taken: The management has taken note of the observation and has strengthened its internal processes and monitoring mechanisms to ensure full compliance with the requirements relating to maintenance of SDD.

The requirement of conducting Secretarial Audit was not applicable to any of the subsidiaries of the Company during the financial year ended 2025-26.

"Further, the Board of Directors, at its meeting held on 31st July, 2025, appointed M/s. Sandip Sheth & Associates, Practicing Company Secretaries, as the Secretarial Auditors of the Company for a term of five consecutive years, commencing from April 1, 2025 to March 31, 2030."

INTERNAL AUDITORS

In terms of Section 138 of the Companies Act, 2013 and Rules made there under, M/s Rajiv Ahuja & Associates, Chartered Accountants, were appointed as Internal Auditors of the Company to undertake the Internal Audit of the Company for Financial Year 2025-26. During the year, the Company continued to implement its suggestions and recommendations to improve the control environment. Their scope of work included, review of processes for safeguarding the assets of the Company, review of operational efficiency, effectiveness of systems and processes, and assessing the internal control strengths in all areas.

Further, the Board of Directors at their meeting held on 8th May, 2025 have appointed M/s Rajiv Ahuja & Associates, Chartered Accountants, for conducting Internal Audit of the Company for the financial year 2025-26.

REPORTING OF FRAUDS BY AUDITORS

During the financial year ended 2025-26, neither the statutory auditors nor the secretarial auditor has reported to the Audit Committee, under Section 143 (12) of the Companies Act, 2013, any instances of fraud committed against the Company by its officers or employees.

COST RECORDS AND COST AUDIT REPORT

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

INTERNAL FINANCIAL CONTROL AND THEIR ADEQUACY

The Company has internal financial control and risk mitigation system, which is constantly assessed and strengthened. The Company also conducts internal audits from time to time. The Audit Committee actively reviews the internal audit report, adequacy and effectiveness of the internal financial control and suggests improvements for the same.

MATERIAL CHANGES AND COMMITMENT, IF ANY, AFFECTING FINANCIAL POSITION OF THE COMPANY

There have been no material changes and commitments affecting your Company's financial position since the end of the Financial Year of the Company and date of this Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report as required under Regulation 34 read with Schedule V of the Listing Regulations, 2015 forms a part of the Annual Report.

ANNUAL RETURN

A copy of the annual return as required under section 92(3) of the Act in the prescribed form which will be filed with the Registrar of Companies / Ministry of Corporate Affairs within the regulatory timelines is hosted on the Company's website and can be accessed at https://www.silvertouch.com/investors/.

COMMITTEE AND POLICY UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Your Company has adopted a Policy for Prevention of Sexual Harassment of Women at workplace, to provide protection to employees at the workplace and for prevention and redressal of complaints of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working environment, where employees feel secure. The Company has also constituted an Internal Complaints Committee to consider and to redress complaints of sexual harassment. During the financial year ended 2025-26, the Company did not receive any complaint under the Policy for Prevention of Sexual Harassment of the Company.

The Composition of the said committee as on the date of this report is as follows:

1. Ms. Syamala Sharma

2. Ms. Hely Khandediya

3. Mr. Rahul Advani

4. Ms. Anjali Chauhan

5. Mr. Rajeev Ranjan

6. Mr. Vijay K. Shah (External Member - NGO)

The following is a summary of sexual harassment complaints received and disposed of during the Financial Year ended 2025-26:

Sr No.

Particulars

No. of Complaints

1

No of complaints at the beginning of the year

NIL

2

No. of complaints filed during the financial year ended 2025-26

1

3

No. of complaints disposed off during the financial year ended 2025-26

1

4

No. of complaints pending as on March 31, 2026

NIL

MATERNITY BENEFIT PROVIDED BY THE COMPANY UNDER MATERNITY BENEFIT ACT, 1961

The Company declares that it has duly complied with the provisions of the Maternity Benefit Act, 1961. All eligible women employees have been extended the statutory benefits prescribed under the Act, including paid maternity leave, continuity of salary and service during the leave period, and postmaternity support such as nursing breaks and flexible return-to-work options, as applicable. The Company remains committed to fostering an inclusive and supportive work environment that upholds the rights and welfare of its women employees in accordance with applicable laws.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNAL

No significant or material order was passed during the period under review, by the Regulators or Courts or Tribunals bearing an impact on the going concern status and Company's operations in future.

CFO CERTIFICATION

In terms of Regulation 17(8) read with Part B of the Listing Regulations, a certificate from the Chief Financial Officer (CFO) of the company as addressed to the Board of Directors, confirming the correctness of the financial statements, Cash flow statements for the Financial Year ended 31 March 2026 adequacy of the internal control measures and matters reported to the Audit Committee, is provided in this Report as "Annexure -H".

DECLARATION SIGNED BY THE CEO/MANAGING DIRECTOR STATING THAT THE MEMBERS OF BOARD OF DIRECTORS AND SENIOR MANAGEMENT PERSONNEL HAVE AFFIRMED COMPLIANCE WITH THE CODE OF CONDUCT OF BOARD OF DIRECTORS AND SENIOR MANAGEMENT

The Annual Report includes a declaration by the Managing Director confirming that all Directors and Senior Management Personnel adhered to the Company's Code of Conduct during the FY 2025-2026. This declaration is required by Schedule V of the Securities and Exchange Board of India's Listing Obligations and Disclosure Requirements Regulations 2015.

The detail policy on the Code of Conduct is available on the website at https://www.silvertouch.com/investors/.

DETAILS OF APPLICATION MADE OR PROCEEDINGS PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR

During the year under review, there were no applications filed or any proceedings pending in the name of the company under the Insolvency and Bankruptcy Code (IBC), 2016.

DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOANS FROM BANKS AND FINANCIAL INSTITUTIONS

The Company has not made any one-time settlement for loans taken from the Banks or Financial Institutions, and hence the details of difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof is not applicable.

ACKNOWLEDGEMENT

The Board of Directors of Silver Touch Technologies Limited extends its heartfelt appreciation to all stakeholders who have contributed to the Company's continued growth and success during the year under review. We are especially grateful to our employees for their unwavering dedication, professionalism, and alignment with the Company's vision. Their commitment to excellence and tireless efforts across all levels have been pivotal in driving operational resilience and delivering consistent performance. The Board also acknowledges with sincere gratitude the support and confidence extended by our shareholders, valued clients, business partners, bankers, distributors, service providers, and vendors, whose collaboration has been integral to our progress.

We further express our appreciation to market intermediaries, financial institutions, and other ecosystem partners for their active role in supporting the Company's strategic initiatives and expansion. Our sincere thanks go to our consumers and the broader tech community for their continued engagement, which energizes our mission to deliver cuffing-edge digital solutions. The Board deeply values the support received from the Government of India, various State Governments, and concerned departments, as well as from financial institutions and banks.