Integrated Filing-Governance



General information about company

Scrip Code 526299
NSE Symbol MPHASIS
MSEI Symbol NOTLISTED
ISIN INE356A01018
Name of the entity Mphasis Limited
Date of start of financial year 01-Apr-2025
Date of end of financial year 31-Mar-2026
Reporting Quarter Yearly
Date of Quarter Ending 31-Mar-2026
Type of company Equity
Whether Annexure I (Part A) of the SEBI Circular dated December 31, 2024 related to Compliance Report on Corporate Governance is applicable to the entity? Yes
Whether Annexure I (Part B) of the SEBI Circular dated December 31, 2024 related to Investor Grievance Redressal Report is Applicable to the entity? Yes
Whether Annexure I (Part C) of the SEBI Circular dated December 31, 2024 related to Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies is Applicable to the entity? Yes
Whether Annexure I (Part D) of the SEBI Circular dated December 31, 2024 related to Disclosure of Imposition of Fine or Penalty is Applicable to the entity? Yes
Whether Annexure I (Part E) of the SEBI Circular dated December 31, 2024 related to Disclosure of Updates to Ongoing Tax Litigations or Disputes is Applicable to the entity? Yes
Whether Annexure I (Part F) of the SEBI Circular dated December 31, 2024 related to Disclosure Of Loans / Guarantees / Comfort Letters / Securities Etc. is Applicable to the entity? No
Reason For Part F Of Annexure I Disclosure Of Loans Or Guarantees Or Comfort Letters Or Securities Etc Is Not Applicable To The Entity No such Loans/Guarantee/Comfort Letters/Securities etc were given during the half-year ended 31 March 2026.
Risk management committee Yes
Market Capitalisation as per immediate previous Financial Year Top 500 listed entities
Is SCORE ID Available ? Yes
SCORE Registration ID M00300
Reason For No SCORE ID
Type of Submission Original
Remarks (website dissemination)



Annexure I
Annexure I to be submitted by listed entity on quarterly basis
I. Composition of Board of Directors
Disclosure of notes on composition of board of directors explanatory
Whether the listed entity has a Regular Chairperson Yes
Whether Chairperson is related to MD or CEO No Disqualification of Directors under section 164 of the Companies Act, 2013
Sr Title (Mr / Ms) Name of the Director PAN DIN Category 1 of directors Category 2 of directors Category 3 of directors Date of Birth Whether the director is disqualified? Start Date of disqualification End Date of disqualification Details of disqualification Current status Whether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations] Date of passing special resolution Initial Date of appointment Date of Re-appointment Date of cessation Tenure of director (in months) No of Directorship in listed entities including this listed entity (Refer Regulation 17A of Listing Regulations) No of Independent Directorship in listed entities including this listed entity [with reference to proviso to regulation 17A(1) & 17A(2)] Number of memberships in Audit/ Stakeholder Committee(s) including this listed entity (Refer Regulation 26(1) of Listing Regulations) No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity (Refer Regulation 26(1) of Listing Regulations) Reason for Cessation Notes for not providing PAN Notes for not providing DIN
1 Mr. Nitin Rakesh 00042261 Executive Director Not Applicable CEO-MD 27-Dec-1971 No Active NA 29-Jan-2017 01-Oct-2021 1 0 1 0
2 Ms. Maureen Anne Erasmus 09419036 Non-Executive - Independent Director Not Applicable 05-Jun-1960 No Active NA 20-Dec-2021 20-Dec-2021 51.11 1 1 1 1 Textual Information(1)
3 Mr. Sunil Kumar Gulati 10473127 Non-Executive - Independent Director Not Applicable 30-Jul-1959 No Active NA 01-Apr-2024 01-Apr-2024 24 1 1 1 1 Textual Information(2)
4 Mr. Girish Srikrishna Paranjpe 02172725 Non-Executive - Independent Director Chairperson 20-Mar-1958 No Active NA 01-Oct-2024 01-Oct-2024 18 3 3 5 3
5 Mr. Punit Sood 00033799 Non-Executive - Independent Director Not Applicable 08-Sep-1964 No Active NA 11-Dec-2025 11-Dec-2025 3.2 2 2 3 0
6 Mr. David Lawrence Johnson 07593637 Non-Executive - Non Independent Director Not Applicable 27-Nov-1953 No Active NA 01-Sep-2016 25-Jul-2024 1 0 0 0 Textual Information(3)
7 Mr. Marshall Jan Lux 08178748 Non-Executive - Non Independent Director Not Applicable 22-Feb-1960 No Active NA 07-Aug-2018 24-Jul-2025 1 0 0 0 Textual Information(4)
8 Mr. Amit Dixit 01798942 Non-Executive - Non Independent Director Not Applicable 26-Jan-1973 No Active NA 01-Sep-2016 24-Jul-2025 3 0 0 0
9 Mr. Amit Dalmia 05313886 Non-Executive - Non Independent Director Not Applicable 30-Oct-1975 No Active NA 01-Sep-2016 24-Jul-2025 2 0 5 1
10 Ms. Courtney Karlan della Cava 09380419 Non-Executive - Non Independent Director Not Applicable 31-Dec-1969 No Active NA 20-Dec-2021 25-Jul-2024 27-Feb-2026 0 0 0 0 Others Textual Information(5)
11 Mr. Kabir Mathur 08635072 Non-Executive - Non Independent Director Not Applicable 16-Feb-1979 No Active NA 20-Dec-2021 20-Jul-2023 1 0 1 0
12 Mr. Pankaj Sood 05185378 Non-Executive - Non Independent Director Not Applicable 11-Jul-1975 No Active NA 20-Dec-2021 25-Jul-2024 4 0 1 0



Text Block
Textual Information(1) Reason for not providing PAN - Ms. Maureen Anne Erasmus is a foreign National
Textual Information(2) Reason for not providing PAN - Mr. Sunil Kumar Gulati is a Foreign National
Textual Information(3) Reason for not providing PAN - Mr. David lawrence Johnson is a Foreign National
Textual Information(4) Reason for not providing PAN - Mr. Marshall Jan Lux is a Foreign National
Textual Information(5) Reason for not providing PAN - Ms. Courtney Karlan Della Cava is a Foreign National



Annexure 1

II. Composition of Committees
Disclosure of notes on composition of committees explanatory



Audit Committee Details
Whether the Audit Committee has a Regular Chairperson Yes
Sr DIN Number Name of Committee members Category 1 of directors Category 2 of directors Date of Appointment Date of Cessation Remarks
1 09419036 Maureen Anne Erasmus Non-Executive - Independent Director Chairperson 01-Apr-2023
2 02172725 Girish Srikrishna Paranjpe Non-Executive - Independent Director Member 01-Oct-2024
3 05313886 Amit Dalmia Non-Executive - Non Independent Director Member 01-Apr-2023
4 00033799 Punit Sood Non-Executive - Independent Director Member 13-Dec-2025



Nomination and remuneration committee
Whether the Nomination and remuneration committee has a Regular Chairperson Yes
Sr DIN Number Name of Committee members Category 1 of directors Category 2 of directors Date of Appointment Date of Cessation Remarks
1 10473127 Sunil Kumar Gulati Non-Executive - Independent Director Chairperson 01-Oct-2024
2 01798942 Amit Dixit Non-Executive - Non Independent Director Member 01-Sep-2016
3 02172725 Girish Srikrishna Paranjpe Non-Executive - Independent Director Member 11-Dec-2025



Stakeholders Relationship Committee
Whether the Stakeholders Relationship Committee has a Regular Chairperson Yes
Sr DIN Number Name of Committee members Category 1 of directors Category 2 of directors Date of Appointment Date of Cessation Remarks
1 10473127 Sunil Kumar Gulati Non-Executive - Independent Director Chairperson 01-Oct-2024
2 00042261 Nitin Rakesh Executive Director Member 27-Jan-2017
3 05313886 Amit Dalmia Non-Executive - Non Independent Director Member 01-Sep-2016



Risk Management Committee
Whether the Risk Management Committee has a Regular Chairperson Yes
Sr DIN Number Name of Committee members Category 1 of directors Category 2 of directors Date of Appointment Date of Cessation Remarks
1 08178748 Marshall Jan Lux NED Chairperson 24-Jan-2019
2 09419036 Maureen Anne Erasmus ID Member 01-Apr-2023
3 00042261 Nitin Rakesh ED Member 24-Jan-2019
4 07593637 David Lawrence Johnson NED Member 24-Jan-2019
5 08635072 Kabir Mathur NED Member 01-Apr-2023
6 99999999 Aravind Viswanathan CFO Member 01-Oct-2024 Textual Information(1)
7 99999999 Eric Winston EVP & GC Chief Compliance, Risk & Ethics Officer Member 24-Jan-2019 Textual Information(2)



Text Block
Textual Information(1) Reason for not providing DIN - Mr Aravind Viswanathan is the Chief Financial Officer
Textual Information(2) Reason for not providing the DIN - Mr. Eric Winston is the EVP, General Counsel and Chief Compliance Risk and Ethics officer



Annexure 1
III. Meeting of Board of Directors
Disclosure of notes on meeting of board of directors explanatory
Sr Date(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order) Maximum gap between any two consecutive (in number of days) Notes for not providing Date Whether requirement of Quorum met (Yes/No) Total Number of Directors as on date of the meeting Number of Directors present* (All directors including Independent Director) No. of Independent Directors attending the meeting*
1 30-Oct-2025 Yes 12 12 4
2 22-Jan-2026 83 Yes 12 12 4
3 27-Mar-2026 63 Yes 11 11 4



Annexure 1
IV. Meeting of Committees
Disclosure of notes on meeting of committees explanatory
Sr Name of Committee Date(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order) Maximum gap between any two consecutive (in number of days) Name of other committee Reson for not providing date Whether requirement of Quorum met (Yes/No) Total Number of Directors in the Committee as on date of the meeting Number of Directors Present (All Directors including Independent Director) No. of Independent Directors attending the meeting* No. of members attending the meeting (other than Board of Directors)
1 Audit Committee 29-Oct-2025 Yes 4 4 3 0
2 Audit Committee 12-Dec-2025 43 Yes 4 3 3 0
3 Audit Committee 21-Jan-2026 39 Yes 4 4 3 0
4 Nomination and remuneration committee 22-Jan-2026 Yes 3 3 2 0
5 Stakeholders Relationship Committee 21-Jan-2026 Yes 3 3 1 0
6 Risk Management Committee 30-Oct-2025 Yes 5 5 1 2
7 Risk Management Committee 22-Jan-2026 83 Yes 5 5 1 2



Annexure 1
VI. Affirmations
Sr Subject Compliance status (Yes/No)
1 The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015 Yes
2 The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit Committee Yes
3 The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committee Yes
4 The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committee Yes
5 The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. d. Risk management committee (applicable to the top 1000 listed entities) Yes
6 The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015. Yes
7 The meetings of the board of directors and the above committees have been conducted in the manner as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015 Yes
8 This report and/or the report submitted in the previous quarter has been placed before Board of Directors. No
9 Any comments/observations/advice of Board of Directors may be mentioned here: The previous quarters report was submitted on 30 January 2026, after the quarterly Board Meeting held on 22 January 2026. This report, along with the previous quarters report, will be placed before the Board of Directors at the upcoming quarterly Board Meeting scheduled for 29 April 2026 for Q4 FY26.



Annexure 1
Sr Subject Compliance status
1 Name of signatory Mayank Verma
2 Designation Company Secretary and Compliance Officer



Details of Cyber security incidence
Whether as per Regulation 27(2)(ba) of SEBI (LODR) Regulations, 2015 there has been cyber security incidents or breaches or loss of data or documents during the quarter No
Other details of cyber security incidence or breaches or loss of data event
Number of cyber security incidence or breaches or loss of data event occurred during the quarter
Sr Date of the event Brief details of the event



Annexure II to be submitted by listed entity at the end of the financial year (for the whole of financial year)
I. Disclosure on website in terms of LODR Regulation
Sr Item Compliance status (Yes/No/NA) If status is No details of non-compliance may be given here. Web address
1.1 Details of business Yes https://www.mphasis.com/home/corporate/investors.html
1.2 Memorandum of Association and Articles of Association Yes https://www.mphasis.com/content/dam/mphasis-com/global/en/investors/annual-reports/mphasis-limited-moa-and-aoa.pdf
1.3 Brief profile of board of directors including directorship and full time positions in body corporates Yes https://www.mphasis.com/home/corporate/leadership.html
2 Terms and conditions of appointment of independent directors Yes https://www.mphasis.com/content/dam/mphasis-com/global/en/investors/governance/new-folder/Proforma%20of%20Letter%20of%20Appointment%20to%20Independent%20Directors.pdf
3 Composition of various committees of board of directors Yes https://www.mphasis.com/content/dam/mphasis-com/global/en/investors/governance/committee-composition.pdf
4 Code of conduct of board of directors and senior management personnel Yes https://www.mphasis.com/content/dam/mphasis-com/global/en/investors/governance/policies/Code%20of%20Conduct%20for%20Directors%20of%20Mphasis%20Limited.pdf
5 Details of establishment of vigil mechanism or whistle blower policy Yes https://www.mphasis.com/content/dam/mphasis-com/global/en/investors/governance/policies/whistleblower-policy-v-16-01-may-2023.pdf
6 Criteria of making payments to non-executive directors Yes https://www.mphasis.com/content/dam/mphasis-com/global/en/investors/governance/policies/Directors%20Remuneration%20Policy.pdf
7 Policy on dealing with related party transactions Yes https://www.mphasis.com/content/dam/mphasis-com/global/en/investors/governance/policies/mphasis-related-party-policy-2022.pdf
8 Policy for determining material subsidiaries Yes https://www.mphasis.com/content/dam/mphasis-com/global/en/investors/governance/policies/policy-on-material-subsidiaries.pdf
9 Details of familiarization programmes imparted to independent directors Yes https://www.mphasis.com/content/dam/mphasis-com/global/en/investors/governance/policies/Mphasis%20-Orientation%20to%20Directors.pdf
10 Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances Yes https://www.mphasis.com/home/corporate/investors.html
11 Email address for grievance redressal and other relevant details Yes https://www.mphasis.com/home/corporate/investors.html
12 Financial results Yes https://www.mphasis.com/home/corporate/investors.html
13 Shareholding pattern Yes https://www.mphasis.com/home/corporate/investors.html
14 Details of agreements entered into with the media companies and/or their associates NA
15.1 Schedule of analyst or institutional investor meet and presentation prepared by listed entity for analyst or institutional investor meet Yes https://www.mphasis.com/home/corporate/investors.html
15.2 Audio or video recordings and transcripts of post earnings/quarterly calls Yes https://www.mphasis.com/home/corporate/investors.html
16 New name and the old name of the listed entity NA
17 Advertisements as per regulation 47 (1) Yes https://www.mphasis.com/home/corporate/investors.html
18 Credit rating or revision in credit rating obtained Yes https://www.mphasis.com/content/dam/mphasis-com/global/en/investors/governance/intimation-of-credit-rating-october.pdf
19 Separate audited financial statements of each subsidiary of the listed entity Yes https://www.mphasis.com/home/corporate/investors.html
20 Secretarial compliance report Yes https://www.mphasis.com/home/corporate/investors.html
21 Materiality policy as per regulation 30 (4) Yes https://www.mphasis.com/content/dam/mphasis-com/global/en/investors/governance/policies/Policy%20for%20fair%20disclosure%20of%20UPSI.pdf
22 Disclosure of contact details of KMP who are authorized for the purpose of determining materiality as required under regulation 30(5) Yes https://www.mphasis.com/content/dam/mphasis-com/global/en/investors/governance/policies/Policy-for-Fair-Disclosure-of-UPSI.pdf
23 Disclosures under regulation 30(8) Yes https://www.mphasis.com/home/corporate/investors.html
24 Statements of deviation(s) or variations(s) as specified in regulation 32 NA
25 Dividend distribution policy as specified in regulation 43A (1) Yes https://www.mphasis.com/content/dam/mphasis-com/global/en/investors/governance/policies/Dividend%20Distribution%20Policy.pdf
26.1 Annual return as provided under section 92 of the Companies Act 2013 Yes https://www.mphasis.com/home/corporate/investors.html
26.2 Employee benefit scheme documents framed in terms of SEBI (SBEB) regulations 2021
27 Confirmation that the above disclosures are in a separate section as specified in regulation 46(2) Yes https://www.mphasis.com/home/corporate/investors/disclosure-under-regulation-46-sebi-regulations.html
28 Compliance with regulation 46(3) with respect to accuracy of disclosures on the website and timely updation Yes https://www.mphasis.com/home/corporate/investors.html
29 Disclosure of notes on website in terms of Listing Regulations explanatory


Annexure II
II. Annual Affirmations
Sr Particulars Regulation Number Compliance status (Yes/No/NA) If status is No details of non-compliance may be given here.
1 Independent director(s) have been appointed in terms of specified criteria of independence and/or eligibility 16(1)(b) Yes
2 Board Composition 17(1), 17(1A) & 17(1C), 17(1D) & 17(1E) Yes
3 Meeting Of Board Of Directors 17(2) Yes
4 Quorum of board meeting 17(2A) Yes
5 Review of Compliance Reports 17(3) Yes
6 Plans for orderly succession for appointments 17(4) Yes
7 Code of Conduct 17(5) Yes
8 Fees/compensation 17(6) Yes
9 Minimum Information 17(7) Yes
10 Compliance Certificate 17(8) Yes
11 Risk Assessment & Management 17(9) Yes
12 Performance Evaluation of Independent Directors 17(10) Yes
13 Recommendation of Board 17(11) Yes
14 Maximum number of Directorships 17A Yes
15 Composition of Audit Committee 18(1) Yes
16 Meeting of Audit Committee 18(2) Yes
17 Role of Audit Committee and information to be reviewed by the audit committee 18(3) Yes
18 Composition of nomination & remuneration committee 19(1) & (2) Yes
19 Quorum of Nomination and Remuneration Committee meeting 19(2A) Yes
20 Meeting of Nomination and Remuneration Committee 19(3A) Yes
21 Role of Nomination and Remuneration Committee 19(4) Yes
22 Composition of Stakeholder Relationship Committee 20(1), 20(2) & 20(2A) Yes
23 Meeting of Stakeholders Relationship Committee 20(3A) Yes
24 Role of Stakeholders Relationship Committee 20(4) Yes
25 Composition and role of risk management committee 21(1),(2),(3),(4) Yes
26 Meeting of Risk Management Committee 21(3A) Yes
27 Quorum of Risk Management Committee meeting 21(3B) Yes
28 Gap between the meetings of the Risk Management Committee 21(3C) Yes
29 Vigil Mechanism 22 Yes
30 Policy for related party Transaction 23(1), (1A), (5), (6), & (8) Yes
31 Prior or Omnibus approval of Audit Committee for all related party transactions 23(2), (3) Yes
32 Approval for material related party transactions 23(4) NA
33 Disclosure of related party transactions on consolidated basis 23(9) Yes
34 Composition of Board of Directors of unlisted material Subsidiary 24(1) Yes
35 Other Corporate Governance requirements with respect to subsidiary of listed entity 24(2),(3),(4),(5) & (6) Yes
36 Alternate Director to Independent Director 25(1) NA
37 Maximum Tenure 25(2) Yes
38 Appointment, Re-appointment or removal of an Independent Director through special resolution or the alternate mechanism 25(2A) Yes
39 Meeting of independent directors 25(3) & (4) Yes
40 Familiarization of independent directors 25(7) Yes
41 Declaration from Independent Director 25(8) & (9) Yes
42 Directors and Officers insurance 25(10) Yes
43 Confirmation with respect to appointment of Independent Directors who resigned from the listed entity 25(11) NA
44 Memberships in Committees 26(1) Yes
45 Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel 26(3) Yes
46 Policy with respect to Obligations of directors and senior management 26(2) & 26(5) Yes
47 Approval of the Board and shareholders for compensation or profit sharing in connection with dealings in the securities of the listed entity 26(6) NA
48 Vacancies in respect Key Managerial Personnel 26A(1) & 26A(2), 26A(3) Yes
Any other information to be provided - Add Notes



Annexure II
III. Affirmations
Sr Particulars Compliance status (Yes/No/NA)
1 The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been complied Yes
Any other information to be provided



Annexure II
1 Name of signatory Mayank Verma
2 Designation Company Secretary and Compliance Officer



Additional Half yearly Disclosure
Any Other Information for Disclosure of Loans / Guarantees / Comfort Letters / Securities Etc.
I. Disclosure of Loans/ guarantees/comfort letters /securities etc.refer note below
(A)Any loan or any other form of debt advanced by the listed entity directly or indirectly to
Entity Aggregate amount advanced during six months Balance outstanding at the end of six months
Promoter or any other entity controlled by them
Promoter Group or any other entity controlled by them
Directors (including relatives) or any other entity controlled by them
KMPs or any other entity controlled by them
(B) Any guarantee / comfort letter (by whatever name called) provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed By
Entity Type (guarantee, comfort letter etc.) Aggregate amount of issuance during six months Balance outstanding at the end of six months(taking into account any invocation)
Promoter or any other entity controlled by them
Promoter Group or any other entity controlled by them
Directors (including relatives) or any other entity controlled by them
KMPs or any other entity controlled by them
(C) Any security provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed by
Entity Type of security (cash, shares etc.) Aggregate value of security provided during six months Balance outstanding at the end of six months
Promoter or any other entity controlled by them
Promoter Group or any other entity controlled by them
Directors (including relatives) or any other entity controlled by them
KMPs or any other entity controlled by them
(D) Additional Information
II. Affirmations
Affirmations Compliance Status Company Remarks
All loans (or other form of debt), guarantees, comfort letters (by whatever name called) or securities in connection with any loan(s) (or other form of debt) given directly or indirectly by the listed entity to promoter(s), promoter group, director(s) (including their relatives), key managerial personnel (including their relatives) or any entity controlled by them are in the economic interest of the company. $intratedCg.get("CG_YN_$!integratedFillingMasterDto.cgMasterVO.anx4aAffirmComplStatus")
Name
Designation
Place
Date



Signatory Details
Name of signatory Mayank Verma
Designation of person Company Secretary and Compliance Officer
Place Bengaluru
Date 23-Apr-2026


Investor Grievance Details
No. of investor complaints pending at the beginning of Quarter 0
No. of investor complaints received during the Quarter 0
No. of investor complaints disposed off during the Quarter 0
No. of investor complaints those remaining unresolved at the end of the Quarter 0


Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies-
The details of acquisition of shares or voting rights in unlisted companies during the quarter in terms of sub-para 1 of para A of Part A of Schedule III are given below
Any Other Information for Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies Mphasis Consulting Limited, UK, a wholly owned subsidiary of the Company, has acquired 49% shareholding in Mrlad Limited, UK. Following this acquisition, Mrald Limited became a wholly owned subsidiary of Mphasis Consulting Limited and a step-down wholly owned subsidiary of the Company.
Sr. No. Name of the unlisted company in which shares or voting rights have been acquired Date of acquisition Aggregate holding (% shares or voting rights) as at the end of the previous quarter % shares or voting rights acquired during the quarter Aggregate holding (% shares or voting rights) as at the end of the quarter
1 Mrald Limited 16-Jan-2026 51.00 49.00 100


Disclosure of Imposition of Fine or Penalty
The details of imposition of fine or penalty during the quarter in terms of sub-para 20 of para A of Part A of Schedule III are given below:
Any Other Information for Disclosure of Imposition of Fine or Penalty
Sr. No. Name of the authority Nature and details of the action(s) taken or order(s) passed Date of receipt of direction or order, including any ad interim or interim orders, or any other communication from the authority Details of the violation(s)/ contravention(s) committed or alleged to be committed Impact on financial, operation or other activities of the listed entity, quantifiable in monetary terms to the extent possible
1 Devlopment Commissioner, SEEPZ SEZ SEZ units cannot sell in DTA ( Domestic Tariff Area:Domestic Business) and get the remittance in Indian Rupees. The Development Commissioner has imposed penalty of Rs 69,200/- under the provisions of Section 11(2) of the Foreign Trade (Devlopment and Regulation) Act, 1992 as provided for in the Rule 54(2) of the SEZ Rules, 2006. 03-Feb-2026 The Company has carried out Domestic Tariff Area sales amounting to Rs. 6.92 crore, which constitutes a violation of Section 2(z) of the Special Economic Zones Act, 2005. There is no impact on the financial operations of the Company. A penalty of Rs. 69,200/- was imposed on the Company for the violation during the personal hearing conducted by the Development Commissioner. The penalty has already been paid within the prescribed timelines.
2 BSE Limited and National Stock Exchange of India Limited Notice issued by both stock exchanges imposing a fine of Rs. 1,05,000 each for non‑compliance with Regulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 27-Feb-2026 Non-compliance under Regulation 17(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 No material impact on financials, operations or other activities of the Company. The Company has filed a waiver application with the stock exchanges and the outcome is awaited.


Disclosure of Updates to Ongoing Tax Litigations or Disputes
The updates on tax litigations or disputes in terms of sub-para 8 of para B of Part A of Schedule III read with corresponding provisions of Annexure 18 of the Master Circular are given below:

Any Other Information for Disclosure of Updates to Ongoing Tax Litigations or Disputes
Sr. No. Name of the opposing party Date of initiation of the litigation / dispute Status of the litigation / dispute as per last disclosure Current status of the litigation / dispute
1 Office of the DCIT, International tax, Circle 1(1), Bangalore Income Tax Department 29-Mar-2025 Received order under Section Sec 201 and Sec 201(1A)A alongwith Notice of demand of INR 232.37 crore under section 156 of the Income-Tax Act, 1961 for AY 2018-2019 & AY 2019-2020. The order mainly contains demand of TDS on overseas payments to foreign associated Enterprises and interest thereon. The order has created demand on tax deductible at source on payment of subcontracting charges to overseas subsidiaries and Associated Enterprises. The case is pending with Office of the DCIT, International tax, Circle 1(1), Bangalore Income Tax Department. Subsequently, the Company has received a rectification Order under Section 154 of the Income Tax Act, 1961 dated September 26, 2025. Pursuant to this order, the tax demand has been reduced from INR 232.37 crore to INR 108.56 crore, resulting in a net reduction of INR 123.82 crore. The same has been intimated to both the Stock Exchanges on September 27, 2025. Appeal has been filed before CIT(A), Guwahati and matter is sub judice. No further update since the last disclosure.
2 Assessment Unit, Income Tax Department 25-Mar-2026 Received Assessment Order under Section 143(3) read with Section 144B along with Notice of demand of Rs. 2286.86 crores under Section 156 of the Income-Tax Act, 1961 for AY 2023-24. The Order mainly contains income reported by the Company in its return of income and the details of variations in returned income assessed by the assessing officer. The order has made addition to taxable income on account of allowance claimed by the Company on ESOP expense, subcontractor expenses paid to overseas associated enterprises without deduction of tax at source, etc., and addition to taxable income on account of GST turnover difference vis a vis Audited Financial Statements. The Company will file a rectification petition with respect to errors in the computation sheet. Further, the Company is evaluating options to avail itself of legal remedies and shall file an appropriate appeal against the said assessment order. The same has been intimated to both the Stock Exchanges on March 25, 2026. An Appeal is being prepared for filing before the CIT-A.
3 Office of the DCIT, International tax, Circle 1(1), Bangalore Income Tax Department 30-Mar-2026 Received order under sections 201 and 201(1A) of the Income Tax Act, 1961 along with Notice of demand of INR 151.73 crores under section 156 of the Income Tax Act, 1961 for assessment year 2020-21. The order mainly contains demand of TDS on overseas payments to foreign associated enterprises and interest thereon. The order has created demand on tax deductible at source on payment of subcontracting charges to overseas subsidiaries and associated enterprises. The Company, based on its preliminary assessment, believes that it has a good case on merits and is confident of a favourable outcome at the appellate stage. The same has been intimated to both the Stock Exchanges on March 30, 2026. An Appeal is being prepared for filing before the CIT-A.