Integrated Filing — IndAS



General information about company

Scrip Code 543227
NSE Symbol HAPPSTMNDS
MSEI Symbol NOTLISTED
ISIN INE419U01012
Name of company HAPPIEST MINDS TECHNOLOGIES LIMITED
Type of company Main Board
Class of security Equity
Date of start of financial year 01-04-2026
Date of end of financial year 31-03-2027
Date of board meeting when results were approved 02-11-2026
Date on which prior intimation of the meeting for considering financial results was informed to the exchange 23-10-2026
Description of presentation currency INR
Level of rounding used in financial results Lakhs
Reporting Type Quarterly
Reporting Quarter Second quarter
Nature of report standalone or consolidated Consolidated
Whether results are audited or unaudited for the quarter ended Unaudited
Whether results are audited or unaudited for the Year to date for current period ended/year ended Unaudited
Segment Reporting Multi segment
Description of single segment
Start date and time of board meeting 02-11-2026   20:45:00
End date and time of board meeting 02-11-2026   21:15:00
Whether cash flow statement is applicable on company Yes
Type of cash flow statement Cash Flow Indirect
Declaration of unmodified opinion or statement on impact of audit qualification Not applicable



Financial Results Ind-AS

Amount in (Lakhs)

Particulars 3 months/ 6 months ended (dd-mm-yyyy) Year to date figures for current period ended (dd-mm-yyyy)
A Date of start of reporting period 01-07-2026 01-04-2026
B Date of end of reporting period 30-09-2026 30-09-2026
C Whether results are audited or unaudited Unaudited Unaudited
D Nature of report standalone or consolidated Consolidated Consolidated
1 Income
Revenue from operations 64,543.00 1,27,394.00
Other income 2,056.00 4,425.00
Total income 66,599.00 1,31,819.00
2 Expenses
(a) Cost of materials consumed 0.00 0.00
(b) Purchases of stock-in-trade 0.00 0.00
(c) Changes in inventories of finished goods, work-in-progress and stock-in-trade 0.00 0.00
(d) Employee benefit expense 42,861.00 83,951.00
(e) Finance costs 3,086.00 5,932.00
(f) Depreciation, depletion and amortisation expense 2,367.00 4,630.00
(f) Other Expenses
1 Subcontractor charges 4,155.00 8,490.00
2 Software license cost 2,296.00 4,558.00
3 Travelling and conveyance 1,071.00 2,120.00
4 Advertising and business promotion expenses 300.00 486.00
5 Legal and professional fees 380.00 789.00
6 Recruitment charges 218.00 270.00
7 Rent expenses 255.00 486.00
8 Repairs and maintenance 308.00 327.00
9 Corporate social responsibility expenditure 154.00 304.00
10 Others 397.00 1,705.00
Total other expenses 9,534.00 19,535.00
Total expenses 57,848.00 1,14,048.00
3 Total profit before exceptional items and tax 8,751.00 17,771.00
4 Exceptional items (398.00) (398.00)
5 Total profit before tax 8,353.00 17,373.00
6 Tax expense
7 Current tax 2,353.00 4,744.00
8 Deferred tax (219.00) (350.00)
9 Total tax expenses 2,134.00 4,394.00
10 Net movement in regulatory deferral account balances related to profit or loss and the related deferred tax movement 0.00 0.00
11 Net Profit Loss for the period from continuing operations 6,219.00 12,979.00
12 Profit (loss) from discontinued operations before tax 0.00 0.00
13 Tax expense of discontinued operations 0.00 0.00
14 Net profit (loss) from discontinued operation after tax 0.00 0.00
15 Share of profit (loss) of associates and joint ventures accounted for using equity method 0.00 0.00
16 Total profit (loss) for period 6,219.00 12,979.00
17 Other comprehensive income net of taxes 384.00 1,965.00
18 Total Comprehensive Income for the period 6,603.00 14,944.00
19 Total profit or loss, attributable to
Profit or loss, attributable to owners of parent 6,219.00 12,979.00
Total profit or loss, attributable to non-controlling interests 0.00 0.00
20 Total Comprehensive income for the period attributable to
Comprehensive income for the period attributable to owners of parent 6,603.00 14,944.00
Total comprehensive income for the period attributable to owners of parent non-controlling interests 0.00 0.00
21 Details of equity share capital
Paid-up equity share capital 3,008.00 3,008.00
Face value of equity share capital 2 2
27 Details of debt securities
22 Reserves excluding revaluation reserve
23 Earnings per share
i Earnings per equity share for continuing operations
Basic earnings (loss) per share from continuing operations 4.13 8.61
Diluted earnings (loss) per share from continuing operations 4.12 8.6
ii Earnings per equity share for discontinued operations
Basic earnings (loss) per share from discontinued operations 0 0
Diluted earnings (loss) per share from discontinued operations 0 0
ii Earnings per equity share
Basic earnings (loss) per share from continuing and discontinued operations 4.13 8.61
Diluted earnings (loss) per share from continuing and discontinued operations 4.12 8.6
24 Debt equity ratio 0.9300 0.9300
25 Debt service coverage ratio 4.2500 4.7900
26 Interest service coverage ratio 3.8400 4.00
27 Disclosure of notes on financial results Textual Information(1)



Disclosure of notes on financial results

Textual Information(1) 1. In terms of Regulation 33 and 52 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, this Statement of Unaudited Consolidated Financial Results for the quarter and half year ended September 30, 2026 (Consolidated Financial Results) of Happiest Minds Technologies Limited (the “Holding Company” or the Company) and its subsidiaries (together referred to as “the Group”) has been approved by the Board of Directors at their meeting held on November 02, 2026 2. The Unaudited Consolidated Financial Results of the Group have been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standards (Ind AS) as prescribed under section 133 of the Companies Act 2013, and as amended, read with relevant rules thereunder and in terms of Regulation 33 and 52 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, as amended and SEBI Circular No.CIR/CFD/CMD1/44/2019 dated March 29, 2019. 3.The Board of Directors of the Company at their meeting held on November 02, 2026 has declared an interim dividend of Rs.3.05/- per equity share of face value Rs.2/- for the financial year 2026-27. Record date for the purpose of interim dividend has been fixed on November 06, 2026 and the dividend will be paid on and after November 17, 2026. 4. The Scheme of Amalgamation of Aureus Tech Systems Private Limited ( ASPL), a wholly-owned subsidiary), with and into the Company was approved by the Hon’ble National Company Law Tribunal (“NCLT”) on August 10, 2026, with an appointed date of April 01, 2026. The resultant merger has no impact on the consolidated financial results of the Group, as ASPL was a wholly-owned subsidiary. 5. The Scheme of Amalgamation of Puresoftware Technologies Private Limited (PSTPL), a wholly-owned subsidiary, with and into the Company was approved by the Hon’ble National Company Law Tribunal (“NCLT”) on May 29, 2026, with an appointed date of April 01, 2026. The resultant merger has no impact on the consolidated financial results of the Group, as PSTPL was a wholly-owned subsidiary. 6. On May 24, 2024, the Group acquired 100% membership interest in Aureus Tech Systems LLC ('Aureus'). The Group paid a total cash consideration of INR 7,149 lakhs towards the acquisition. As a result of this acquisition, the Group has recorded goodwill of INR 4,783 lakhs and other intangible assets of INR 4,398 lakhs, and a contingent considerations of INR 2,425 lakhs. The Group incurred acquisition cost of INR 38 Lakhs and it is grouped under Other expenses. The Group re-measured the contingent consideration, and the change in fair value amounting to INR 1,591 Lakhs has been recognised as a gain in the Statement of Profit and Loss and disclosed as an ‘Exceptional Item’ for the year ended March 31, 2026. 7. On May 22, 2024, the Group acquired 100% equity interest of PureSoftware Technologies Private Limited (‘PSTPL’). The Group paid a total cash consideration of INR 64,229 lakhs towards the acquisition. As a result of this acquisition, the Group has recorded goodwill of INR 56,740 lakhs and other intangible assets of INR 15,718 lakhs, and a contingent considerations of INR 10,814 lakhs. Costs incurred on the acquisition of about INR 605 Lakhs has been grouped under Other expenses. The Group re-measured the contingent consideration, and the change in fair value of INR 1,247 Lakhs has been recognised as a loss in the Statement of Profit and Loss and disclosed as an ‘Exceptional Item’ for year ended March 31, 2026 8. On November 21, 2025, the Government of India notified provisions of the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 (collectively, the “Labour Codes”) which consolidate twenty-nine existing labour laws into a unified framework governing employee benefits during employment and post-employment The Labour Codes, introduce changes including a uniform definition of wages and enhanced benefits relating to leave. The Company has assessed the financial implications of these changes, which have resulted in an increase in gratuity liability arising from past service cost and increase in leave liability by INR 2,203 lakhs. Considering that the impact arising from the enactment of the new legislation is non-recurring in nature, the Company has presented this incremental amount of INR 2,203 lakhs as “Impact of Labour Codes” under “Exceptional Items” in the Statement of Profit and Loss for the year ended March 31, 2026. The Company continues to monitor developments pertaining to the Labour Codes and will evaluate any further impact on the measurement of liabilities relating to employee benefits. 9. On August 31, 2026, the Company signed definitive agreements to combine its business with ITC Infotech India Limited (“ITC Infotech”). As part of the transaction, ITC Infotech will acquire an aggregate minority stake of ~22.1% in Happiest Minds from the Promoter and Promoter entities across two tranches for a total consideration of Rs.1,330 Cr (average price of ~Rs.395/share). Further, the proposed merger will be effected through a share swap, pursuant to which equity shareholders of Happiest Minds will receive 25 shares of ITC Infotech for every 81 shares of Happiest Minds held by them. This transaction is subject to approval from regulatory authorities. During the quarter the Company incurred expense of INR 398 Lakhs towards the merger. These expenses, being non-recurring in nature and not attributable to the ordinary course of business operations, have been disclosed as an Exceptional Item in the Statement of Profit and Loss to facilitate better comparability of the Company's financial performance. 10. The Board of Directors of the Group, at its meeting held on August 31, 2026, approved the shifting of Company’s Registered Office from the State of Karnataka to the State of West Bengal. The proposal was subsequently approved by the shareholders through a Special Resolution passed by way of Postal Ballot on October 2, 2026. The requisite applications have been submitted to the Chief Secretary, Government of Karnataka, the Securities and Exchange Board of India (SEBI) the Registrar of Companies, Bangalore, and the Regional Director, South-Western Region. The applications are pending approval by the concerned authorities. 11. The financial results of the Company on standalone basis is as follows: Total revenue (including other income) Quarter ended: September 30, 2026 (Unaudited): 61018, June 30, 2026 (Unaudited):59384, September 30, 2025 (Unaudited):56524 Half year ended: September 30, 2026 (Unaudited):120402, September 30, 2025 (Unaudited):109642 Year ended: March 31, 2026 (Audited):221627 Profit before tax Quarter ended: September 30, 2026 (Unaudited): 7790, June 30, 2026 (Unaudited):7769, September 30, 2025 (Unaudited):8360 Half year ended: September 30, 2026 (Unaudited):15559, September 30, 2025 (Unaudited):15433 Year ended: March 31, 2026 (Audited):26714 Profit for the period / year Quarter ended: September 30, 2026 (Unaudited): 5754, June 30, 2026 (Unaudited):5791, September 30, 2025 (Unaudited):6656 Half year ended: September 30, 2026 (Unaudited):11545, September 30, 2025 (Unaudited):11876 Year ended: March 31, 2026 (Audited):20060 Total comprehensive income for the period / year ended Quarter ended: September 30, 2026 (Unaudited): 5888 , June 30, 2026 (Unaudited):7458, September 30, 2025 (Unaudited):5222 Half year ended: September 30, 2026 (Unaudited):13346, September 30, 2025 (Unaudited):10531 Year ended: March 31, 202 (Audited):17562 12. The above Unaudited Consolidated Financial Results of the Group are available on the Company's website www.happiestminds.com and also that of BSE (www.bseindia.com) and NSE (www.nseindia.com).



Remarks

Debt equity ratio
Debt service coverage ratio
Interest service coverage ratio


Statement of Asset and Liabilities

Amount in (Lakhs)

Particulars Year ended (dd-mm-yyyy)
Date of start of reporting period 01-04-2026
Date of end of reporting period 30-09-2026
Whether results are audited or unaudited Unaudited
Nature of report standalone or consolidated Consolidated
Assets
1 Non-current assets
Property, plant and equipment 30,786.00
Capital work-in-progress 156.00
Investment property 0.00
Goodwill 77,888.00
Other intangible assets 18,144.00
Intangible assets under development 217.00
Biological assets other than bearer plants 0.00
Investments accounted for using equity method 0.00
Non-current financial assets
Non-current investments 0.00
Trade receivables, non-current 0.00
Loans, non-current 0.00
Other non-current financial assets
1 Other financial assets 7,242.00
Total of other non-current financial assets 7,242.00
Total non-current financial assets 7,242.00
Deferred tax assets (net) 3,722.00
Other non-current assets
1 Income tax assets (net) 2,205.00
2 Other assets 248.00
Total of other non-current assets 2,453.00
Total non-current assets 1,40,608.00
2 Current assets
Inventories 0.00
Current financial asset
Current investments 51,971.00
Trade receivables, current 42,333.00
Cash and cash equivalents 13,420.00
Bank balance other than cash and cash equivalents 99,882.00
Loans, current 7.00
Other current financial assets
Total of other current financial assets 24,852.00
Total current financial assets 2,32,465.00
Current tax assets (net) 0.00
Other current assets
1 Other assets 12,132.00
Total of other current assets 12,132.00
Total current assets 2,44,597.00
3 Non-current assets classified as held for sale 0.00
4 Regulatory deferral account debit balances and related deferred tax Assets 0.00
Total assets 3,85,205.00
Equity and liabilities
1 Equity
Equity attributable to owners of parent
Equity share capital 3,008.00
Other equity 1,75,904.00
Total equity attributable to owners of parent 1,78,912.00
Non controlling interest 0.00
Total equity 1,78,912.00
2 Liabilities
Non-current liabilities
Non-current financial liabilities
Borrowings, non-current 28,753.00
Trade payables, non-current
(A) Total outstanding dues of micro enterprises and small enterprises 0.00
(B) Total outstanding dues of creditors other than micro enterprises and small enterprises 0.00
Total Trade payable 0.00
Other non-current financial liabilities
Total of other non-current financial liabilities
Total non-current financial liabilities 28,753.00
Provisions, non-current 9,325.00
Deferred tax liabilities (net) 3,501.00
Deferred government grants, Non-current 0.00
Other non-current liabilities
1 Lease liabilities 15,295.00
2 Other financial liabilities 1,852.00
Total of other non-current liabilities 17,147.00
Total non-current liabilities 58,726.00
Current liabilities
Current financial liabilities
Borrowings, current 1,19,329.00
Trade payables, current
(A) Total outstanding dues of micro enterprises and small enterprises 24.00
(B) Total outstanding dues of creditors other than micro enterprises and small enterprises 9,664.00
Total Trade payable 9,688.00
Other current financial liabilities
1 Contract liabilities 2,610.00
2 Lease Liabilities 3,201.00
3 Other financial liabilities 4,944.00
Total of other current financial liabilities 10,755.00
Total current financial liabilities 1,39,772.00
Other current liabilities 3,384.00
1 Other current liabilities 3,384.00
Total of other current liabilities 3,384.00
Provisions, current 4,344.00
Current tax liabilities (Net) 67.00
Deferred government grants, Current 0.00
Total current liabilities 1,47,567.00
3 Liabilities directly associated with assets in disposal group classified as held for sale 0.00
4 Regulatory deferral account credit balances and related deferred tax liability 0.00
Total liabilities 2,06,293.00
Total equity and liabilites 3,85,205.00
Disclosure of notes on assets and liabilities



Format for Reporting Segment wise Revenue, Results and Capital Employed along with the company results

Amount in (Lakhs)

Particulars 3 months/ 6 month ended (dd-mm-yyyy) Year to date figures for current period ended (dd-mm-yyyy)
Date of start of reporting period 01-07-2026 01-04-2026
Date of end of reporting period 30-09-2026 30-09-2026
Whether results are audited or unaudited Unaudited Unaudited
Nature of report standalone or consolidated Consolidated Consolidated
1 Segment Revenue (Income)
(net sale/income from each segment should be disclosed)
1 IMSS 11,548.00 21,767.00
2 PDES 49,486.00 98,695.00
3 GBS 3,509.00 6,932.00
Total Segment Revenue 64,543.00 1,27,394.00
Less: Inter segment revenue 0.00 0.00
Revenue from operations 64,543.00 1,27,394.00
2 Segment Result
Profit (+) / Loss (-) before tax and interest from each segment
1 IMSS 3,659.00 6,208.00
2 PDES 14,974.00 27,574.00
3 GBS 1,189.00 2,328.00
Total Profit before tax 19,822.00 36,110.00
i. Finance cost 2,133.00 4,039.00
ii. Other Unallocable Expenditure net off Unallocable income 9,336.00 14,698.00
Profit before tax 8,353.00 17,373.00
3 (Segment Asset - Segment Liabilities)
Segment Asset
1 IMSS 13,878.00 13,878.00
2 PDES 1,55,514.00 1,55,514.00
3 GBS 3,023.00 3,023.00
Total Segment Asset 1,72,415.00 1,72,415.00
Un-allocable Assets 2,12,790.00 2,12,790.00
Net Segment Asset 3,85,205.00 3,85,205.00
4 Segment Liabilities
Segment Liabilities
1 IMSS 2,574.00 2,574.00
2 PDES 69,126.00 69,126.00
3 GBS 223.00 223.00
Total Segment Liabilities 71,923.00 71,923.00
Un-allocable Liabilities 1,34,370.00 1,34,370.00
Net Segment Liabilities 2,06,293.00 2,06,293.00
Disclosure of notes on segments



Other Comprehensive Income

Amount in (Lakhs)

Particulars 3 months/ 6 months ended (dd-mm-yyyy) Year to date figures for current period ended (dd-mm-yyyy)
A Date of start of reporting period 01-07-2026 01-04-2026
B Date of end of reporting period 30-09-2026 30-09-2026
C Whether results are audited or unaudited Unaudited Unaudited
D Nature of report standalone or consolidated Consolidated Consolidated
Other comprehensive income [Abstract]
1 Amount of items that will not be reclassified to profit and loss
1 Re-measurement losses on defined benefit plans (287.00) 287.00
Total Amount of items that will not be reclassified to profit and loss (287.00) 287.00
2 Income tax relating to items that will not be reclassified to profit or loss (72.00) 72.00
3 Amount of items that will be reclassified to profit and loss
1 Exchange differences on translating the financial statements of a foreign operation 224.00 161.00
2 Net movement on effective portion of cash flow hedges 501.00 2,124.00
Total Amount of items that will be reclassified to profit and loss 725.00 2,285.00
4 Income tax relating to items that will be reclassified to profit or loss 126.00 535.00
5 Total Other comprehensive income 384.00 1,965.00



Cash flow statement, indirect

Amount in (Lakhs)

Particulars Year ended (dd-mm-yyyy)
A Date of start of reporting period 01-04-2026
B Date of end of reporting period 30-09-2026
C Whether results are audited or unaudited Unaudited
D Nature of report standalone or consolidated Consolidated
Statement of cash flows
Cash flows from used in operating activities
Profit before tax 17,373.00
Adjustments for reconcile profit (loss)
Adjustments for finance costs 5,932.00
Adjustments for decrease (increase) in inventories 0.00
Adjustments for decrease (increase) in trade receivables, current (3,552.00)
Adjustments for decrease (increase) in trade receivables, non-current 0.00
Adjustments for decrease (increase) in other current assets 0.00
Adjustments for decrease (increase) in other non-current assets (4,159.00)
Adjustments for other financial assets, non-current 0.00
Adjustments for other financial assets, current (4,814.00)
Adjustments for other bank balances 0.00
Adjustments for increase (decrease) in trade payables, current (55.00)
Adjustments for increase (decrease) in trade payables, non-current 0.00
Adjustments for increase (decrease) in other current liabilities 0.00
Adjustments for increase (decrease) in other non-current liabilities (692.00)
Adjustments for depreciation and amortisation expense 4,630.00
Adjustments for impairment loss reversal of impairment loss recognised in profit or loss 476.00
Adjustments for provisions, current 0.00
Adjustments for provisions, non-current 1,222.00
Adjustments for other financial liabilities, current (1,196.00)
Adjustments for other financial liabilities, non-current 0.00
Adjustments for unrealised foreign exchange losses gains (209.00)
Adjustments for dividend income 0.00
Adjustments for interest income 3,731.00
Adjustments for share-based payments 484.00
Adjustments for fair value losses (gains) (1,618.00)
Adjustments for undistributed profits of associates 0.00
Other adjustments for which cash effects are investing or financing cash flow 0.00
Other adjustments to reconcile profit (loss) 0.00
Other adjustments for non-cash items (97.00)
Share of profit and loss from partnership firm or association of persons or limited liability partnerships 0.00
Total adjustments for reconcile profit (loss) (7,379.00)
Net cash flows from (used in) operations 9,994.00
Dividends received 0.00
Interest paid 0.00
Interest received 0.00
Income taxes paid (refund) 1,802.00
Other inflows (outflows) of cash 0.00
Net cash flows from (used in) operating activities 8,192.00
Cash flows from used in investing activities
Cash flows from losing control of subsidiaries or other businesses 0.00
Cash flows used in obtaining control of subsidiaries or other businesses 0.00
Other cash receipts from sales of equity or debt instruments of other entities 0.00
Other cash payments to acquire equity or debt instruments of other entities 0.00
Other cash receipts from sales of interests in joint ventures 0.00
Other cash payments to acquire interests in joint ventures 0.00
Cash receipts from share of profits of partnership firm or association of persons or limited liability partnerships 0.00
Cash payment for investment in partnership firm or association of persons or limited liability partnerships 0.00
Proceeds from sales of property, plant and equipment 4.00
Purchase of property, plant and equipment 963.00
Proceeds from sales of investment property 0.00
Purchase of investment property 0.00
Proceeds from sales of intangible assets 0.00
Purchase of intangible assets 475.00
Proceeds from sales of intangible assets under development 0.00
Purchase of intangible assets under development 0.00
Proceeds from sales of goodwill 0.00
Purchase of goodwill 0.00
Proceeds from biological assets other than bearer plants 0.00
Purchase of biological assets other than bearer plants 0.00
Proceeds from government grants 0.00
Proceeds from sales of other long-term assets 0.00
Purchase of other long-term assets 0.00
Cash advances and loans made to other parties 0.00
Cash receipts from repayment of advances and loans made to other parties 0.00
Cash payments for future contracts, forward contracts, option contracts and swap contracts 0.00
Cash receipts from future contracts, forward contracts, option contracts and swap contracts 0.00
Dividends received 0.00
Interest received 2,668.00
Income taxes paid (refund) 0.00
Other inflows (outflows) of cash (558.00)
Net cash flows from (used in) investing activities 676.00
Cash flows from used in financing activities
Proceeds from changes in ownership interests in subsidiaries 0.00
Payments from changes in ownership interests in subsidiaries 0.00
Proceeds from issuing shares 0.00
Proceeds from issuing other equity instruments 0.00
Payments to acquire or redeem entity's shares 0.00
Payments of other equity instruments 0.00
Proceeds from exercise of stock options 25.00
Proceeds from issuing debentures notes bonds etc 0.00
Proceeds from borrowings 15,951.00
Repayments of borrowings 1,229.00
Payments of lease liabilities 0.00
Dividends paid 5,478.00
Interest paid 5,487.00
Income taxes paid (refund) 0.00
Other inflows (outflows) of cash (11,274.00)
Net cash flows from (used in) financing activities (7,492.00)
Net increase (decrease) in cash and cash equivalents before effect of exchange rate changes 1,376.00
Effect of exchange rate changes on cash and cash equivalents
Effect of exchange rate changes on cash and cash equivalents 78.00
Net increase (decrease) in cash and cash equivalents 1,454.00
Cash and cash equivalents cash flow statement at beginning of period 11,966.00
Cash and cash equivalents cash flow statement at end of period 13,420.00