Integrated Filing — IndAS



General information about company

Scrip Code 532411
NSE Symbol VISESHINFO
MSEI Symbol NA
ISIN INE861A01058
Name of company VISESH INFOTECNICS LIMITED
Type of company Main Board
Class of security Equity
Date of start of financial year 01-Apr-2024
Date of end of financial year 31-Mar-2025
Date of board meeting when results were approved 26-May-2025
Date on which prior intimation of the meeting for considering financial results was informed to the exchange 12-May-2025
Description of presentation currency INR (in Actuals)
Reporting Type Quarterly
Reporting Quarter Fourth quarter
Nature of report standalone or consolidated Standalone
Whether results are audited or unaudited for the quarter ended Audited
Whether results are audited or unaudited for the Year to date for current period ended/year ended Audited
Segment Reporting Geographical
Description of single segment
Start date and time of board meeting 26-May-2025   14:30:00
End date and time of board meeting 26-May-2025   16:50:00
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 Statement on impact of audit qualification
Whether the company has any related party? Yes
Whether the company has entered into any Related Party transaction during the selected half year for which it wants to submit disclosure? Yes
(I) We declare that the acceptance of fixed deposits by the bans/Non-Banking Finance Company are at the terms uniformly applicable/offered to all shareholders/public NA
(II) We declare that the scheduled commercial bank, as per RBI circular RBI/DBR/2015-16/19 dated March 03, 2016, has allowed additional interest of one per cent per annum, over and above the rate of interest mentioned in the schedule of interest rates on savings or a term deposits of banks staff and their exclusive associations as well as on deposits of Chairman, Chairman & Managing Director, Executive Director or such other Executives appointed for a fixed tenure. NA
Whether the company is a high value debt listed entity according to regulation 15 (1A)? No
(a) If answer to above question is Yes, whether complying with proviso to regulation 23 (9), i.e., submitting RPT disclosures on the day of results publication?
(b) If answer to above question is No, please explain the reason for not complying.
Whether the updated Related Party Transactions (RPT) Policy (in compliance with Reg. 23 of SEBI LODR) has been uploaded on the website of the Company? Yes
Latest Date on which RPT policy is updated 2025-02-12
Indicate Company website link for updated RPT policy of the Company chrome-extension://efaidnbmnnnibpcajpcglclefindmkaj/https://mpsinfotec.com/pdf/POLICIES/Related%20Party%20Policy-Last%20Amended%20on%2012.02.2025.pdf
Whether statement on deviation or variation for proceeds of public issue, rights issue, preferential issue, qualified institutions placement etc. is applicable to the company for the current quarter? No
No. of times funds raised during the quarter
Whether the disclosure for the Default on Loans and Debt Securities is applicable to the entity? Yes



Financial Results Ind-AS

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-Jan-2025 01-Apr-2024
B Date of end of reporting period 31-Mar-2025 31-Mar-2025
C Whether results are audited or unaudited Audited Audited
D Nature of report standalone or consolidated Standalone Standalone
Part I Blue color marked fields are non-mandatory. For Consolidated Results, if the company has no figures for 3 months / 6 months ended, in such case zero shall be inserted in the said column.
1 Income
Revenue from operations 811000 4342000
Other income -5000 69000
Total income 806000 4411000
2 Expenses
(a) Cost of materials consumed 0 0
(b) Purchases of stock-in-trade 699000 3519000
(c) Changes in inventories of finished goods, work-in-progress and stock-in-trade 0 0
(d) Employee benefit expense 635000 2552000
(e) Finance costs 0 0
(f) Depreciation, depletion and amortisation expense 6540000 26159000
(f) Other Expenses
1 other expenses 65178000 73237000
Total other expenses 65178000 73237000
Total expenses 73052000 105467000
3 Total profit before exceptional items and tax -72246000 -101056000
4 Exceptional items 0 0
5 Total profit before tax -72246000 -101056000
6 Tax expense
7 Current tax 0 0
8 Deferred tax -1490000 -5822000
9 Total tax expenses -1490000 -5822000
10 Net movement in regulatory deferral account balances related to profit or loss and the related deferred tax movement 0 0
11 Net Profit Loss for the period from continuing operations -70756000 -95234000
12 Profit (loss) from discontinued operations before tax 0 0
13 Tax expense of discontinued operations 0 0
14 Net profit (loss) from discontinued operation after tax 0 0
15 Share of profit (loss) of associates and joint ventures accounted for using equity method 0 0
16 Total profit (loss) for period -70756000 -95234000
17 Other comprehensive income net of taxes 19000 118000
18 Total Comprehensive Income for the period -70737000 -95116000
19 Total profit or loss, attributable to
Profit or loss, attributable to owners of parent
Total profit or loss, attributable to non-controlling interests
20 Total Comprehensive income for the period attributable to
Comprehensive income for the period attributable to owners of parent
Total comprehensive income for the period attributable to owners of parent non-controlling interests
21 Details of equity share capital
Paid-up equity share capital 37744437000 3774437000
Face value of equity share capital 1 1
27 Details of debt securities
22 Reserves excluding revaluation reserve 329056000
23 Earnings per share
i Earnings per equity share for continuing operations
Basic earnings (loss) per share from continuing operations -0.02 -0.03
Diluted earnings (loss) per share from continuing operations -0.02 -0.03
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 -0.02 -0.03
Diluted earnings (loss) per share from continuing and discontinued operations -0.02 -0.03
24 Debt equity ratio
25 Debt service coverage ratio
26 Interest service coverage ratio
27 Disclosure of notes on financial results



Remarks

Debt equity ratio
Debt service coverage ratio
Interest service coverage ratio


Statement of Asset and Liabilities

Particulars Year ended (dd-mm-yyyy)
Date of start of reporting period 01-Apr-2024
Date of end of reporting period 31-Mar-2025
Whether results are audited or unaudited Audited
Nature of report standalone or consolidated Standalone
Assets
1 Non-current assets
Property, plant and equipment 466000
Capital work-in-progress
Investment property
Goodwill 0
Other intangible assets 73018000
Intangible assets under development 564440000
Biological assets other than bearer plants
Investments accounted for using equity method
Non-current financial assets
Non-current investments 617485000
Trade receivables, non-current
Loans, non-current 0
Other non-current financial assets
Total non-current financial assets 617485000
Deferred tax assets (net)
Other non-current assets 2230282000
Total non-current assets 3485691000
2 Current assets
Inventories 622205000
Current financial asset
Current investments 0
Trade receivables, current 166153000
Cash and cash equivalents 8000
Bank balance other than cash and cash equivalents 349080000
Loans, current 0
Other current financial assets
Total current financial assets 515241000
Current tax assets (net)
Other current assets 10343000
Total current assets 1147789000
3 Non-current assets classified as held for sale
4 Regulatory deferral account debit balances and related deferred tax Assets
Total assets 4633480000
Equity and liabilities
1 Equity
Equity attributable to owners of parent
Equity share capital 3774437000
Other equity 359056000
Total equity attributable to owners of parent 4133493000
Non controlling interest
Total equity 4133493000
2 Liabilities
Non-current liabilities
Non-current financial liabilities
Borrowings, non-current 24275000
Trade payables, non-current
(A) Total outstanding dues of micro enterprises and small enterprises
(B) Total outstanding dues of creditors other than micro enterprises and small enterprises
Total Trade payable
Other non-current financial liabilities
Total non-current financial liabilities 24275000
Provisions, non-current 0
Deferred tax liabilities (net) 16313000
Deferred government grants, Non-current
Other non-current liabilities
Total non-current liabilities 40588000
Current liabilities
Current financial liabilities
Borrowings, current 290497000
Trade payables, current
(A) Total outstanding dues of micro enterprises and small enterprises 0
(B) Total outstanding dues of creditors other than micro enterprises and small enterprises 13000
Total Trade payable 13000
Other current financial liabilities
Total current financial liabilities 290510000
Other current liabilities 164324000
Provisions, current 4565000
Current tax liabilities (Net)
Deferred government grants, Current
Total current liabilities 459399000
3 Liabilities directly associated with assets in disposal group classified as held for sale
4 Regulatory deferral account credit balances and related deferred tax liability
Total liabilities 499987000
Total equity and liabilites 4633480000
Disclosure of notes on assets and liabilities



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

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-Jan-2025 01-Apr-2024
Date of end of reporting period 31-Mar-2025 31-Mar-2025
Whether accounts are audited or unaudited Audited Audited
Nature of report standalone or consolidated Standalone Standalone
1 Segment Revenue (Income)
(net sale/income from each segment should be disclosed)
1 IT Enabled Services 811000 4342000
Total Segment Revenue 811000 4342000
Less: Inter segment revenue 0 0
Revenue from operations 811000 4342000
2 Segment Result
Profit (+) / Loss (-) before tax and interest from each segment
1 IT Enabled Services -65387000 -73715000
Total Profit before tax -65387000 -73715000
i. Finance cost 0 0
ii. Other Unallocable Expenditure net off Unallocable income 6859000 6859000
Profit before tax -72246000 -101056000
3 (Segment Asset - Segment Liabilities)
Segment Asset
1 IT Enabled Services 0 0
Total Segment Asset 0 0
Un-allocable Assets 0 0
Net Segment Asset 0 0
4 Segment Liabilities
Segment Liabilities
1 IT Enabled Services 0 0
Total Segment Liabilities 0 0
Un-allocable Liabilities 0 0
Net Segment Liabilities 0 0
Disclosure of notes on segments



Other Comprehensive Income

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-Jan-2025 01-Apr-2024
B Date of end of reporting period 31-Mar-2025 31-Mar-2025
C Whether results are audited or unaudited Audited Audited
D Nature of report standalone or consolidated Standalone Standalone
Other comprehensive income [Abstract]
1 Amount of items that will not be reclassified to profit and loss
1 Items that will not be reclassified to profit and loss 25000 159000
Total Amount of items that will not be reclassified to profit and loss 25000 159000
2 Income tax relating to items that will not be reclassified to profit or loss 6000 41000
3 Amount of items that will be reclassified to profit and loss
Total Amount of items that will be reclassified to profit and loss
4 Income tax relating to items that will be reclassified to profit or loss 0 0
5 Total Other comprehensive income 19000 118000



Cash flow statement, indirect

Particulars Year ended (dd-mm-yyyy)
A Date of start of reporting period 01-Apr-2024
B Date of end of reporting period 31-Mar-2025
C Whether results are audited or unaudited Audited
D Nature of report standalone or consolidated Standalone
Part I Blue color marked fields are non-mandatory.
Statement of cash flows
Cash flows from used in operating activities
Profit before tax -101056000
Adjustments for reconcile profit (loss)
Adjustments for finance costs 0
Adjustments for decrease (increase) in inventories 0
Adjustments for decrease (increase) in trade receivables, current 0
Adjustments for decrease (increase) in trade receivables, non-current 0
Adjustments for decrease (increase) in other current assets 81000
Adjustments for decrease (increase) in other non-current assets 0
Adjustments for other financial assets, non-current 0
Adjustments for other financial assets, current 0
Adjustments for other bank balances 0
Adjustments for increase (decrease) in trade payables, current 0
Adjustments for increase (decrease) in trade payables, non-current 0
Adjustments for increase (decrease) in other current liabilities 69255000
Adjustments for increase (decrease) in other non-current liabilities 0
Adjustments for depreciation and amortisation expense 26159000
Adjustments for impairment loss reversal of impairment loss recognised in profit or loss 0
Adjustments for provisions, current 0
Adjustments for provisions, non-current 0
Adjustments for other financial liabilities, current 0
Adjustments for other financial liabilities, non-current 0
Adjustments for unrealised foreign exchange losses gains 0
Adjustments for dividend income 0
Adjustments for interest income 19000
Adjustments for share-based payments 0
Adjustments for fair value losses (gains) 0
Adjustments for undistributed profits of associates 0
Other adjustments for which cash effects are investing or financing cash flow 0
Other adjustments to reconcile profit (loss) 0
Other adjustments for non-cash items 278000
Share of profit and loss from partnership firm or association of persons or limited liability partnerships 0
Total adjustments for reconcile profit (loss) 95754000
Net cash flows from (used in) operations -5302000
Dividends received 0
Interest paid 0
Interest received 0
Income taxes paid (refund) 0
Other inflows (outflows) of cash 0
Net cash flows from (used in) operating activities -5302000
Cash flows from used in investing activities
Cash flows from losing control of subsidiaries or other businesses 0
Cash flows used in obtaining control of subsidiaries or other businesses 0
Other cash receipts from sales of equity or debt instruments of other entities 0
Other cash payments to acquire equity or debt instruments of other entities 0
Other cash receipts from sales of interests in joint ventures 0
Other cash payments to acquire interests in joint ventures 0
Cash receipts from share of profits of partnership firm or association of persons or limited liability partnerships 0
Cash payment for investment in partnership firm or association of persons or limited liability partnerships 0
Proceeds from sales of property, plant and equipment 0
Purchase of property, plant and equipment 0
Proceeds from sales of investment property 0
Purchase of investment property 0
Proceeds from sales of intangible assets 0
Purchase of intangible assets 0
Proceeds from sales of intangible assets under development 0
Purchase of intangible assets under development 0
Proceeds from sales of goodwill 0
Purchase of goodwill 0
Proceeds from biological assets other than bearer plants 0
Purchase of biological assets other than bearer plants 0
Proceeds from government grants 0
Proceeds from sales of other long-term assets 0
Purchase of other long-term assets 0
Cash advances and loans made to other parties 0
Cash receipts from repayment of advances and loans made to other parties -242000
Cash payments for future contracts, forward contracts, option contracts and swap contracts 0
Cash receipts from future contracts, forward contracts, option contracts and swap contracts 0
Dividends received 0
Interest received 19000
Income taxes paid (refund) 0
Other inflows (outflows) of cash 0
Net cash flows from (used in) investing activities -223000
Cash flows from used in financing activities
Proceeds from changes in ownership interests in subsidiaries 0
Payments from changes in ownership interests in subsidiaries 0
Proceeds from issuing shares 0
Proceeds from issuing other equity instruments 0
Payments to acquire or redeem entity's shares 0
Payments of other equity instruments 0
Proceeds from exercise of stock options 0
Proceeds from issuing debentures notes bonds etc 0
Proceeds from borrowings 0
Repayments of borrowings 0
Payments of lease liabilities 0
Dividends paid 0
Interest paid 0
Income taxes paid (refund) 0
Other inflows (outflows) of cash 5363000
Net cash flows from (used in) financing activities 5363000
Net increase (decrease) in cash and cash equivalents before effect of exchange rate changes -162000
Effect of exchange rate changes on cash and cash equivalents
Effect of exchange rate changes on cash and cash equivalents 0
Net increase (decrease) in cash and cash equivalents -162000
Cash and cash equivalents cash flow statement at beginning of period 349251000
Cash and cash equivalents cash flow statement at end of period 349089000





Details of Impact of Audit Qualification

Whether results are audited or unaudited Audited
Declaration of unmodified opinion or statement on impact of audit qualification Statement on impact of audit qualification
Auditor's opinion Qualified opinion
Declaration pursuant to Regulation 33 (3) (d) of SEBI (LODR) Regulation, 2015: The company declares that its Statutory Auditor/s have issued an Audit Report with unmodified opinion for the period on Standalone results
Sr No. Audit firm's name Whether the firm holds a valid peer review certificate issued by Peer Review Board of ICAI Certificate valid upto
1 Nemani Garg Agarwal & Co. Yes 31-Jul-2027


Financial details

Sr. Particulars Audited Figures (as reported before adjusting for qualifications) Adjusted Figures (audited figures after adjusting for qualifications)
1 Turnover / Total income 4410000 4410000
2 Total Expenditure 105466000 120047000
3 Net Profit/(Loss) -95116000 -109697000
4 Earnings Per Share -0.03 -0.03
5 Total Assets 4633479000 4633479000
6 Total Liabilities 499986000 514567000
7 Net Worth 4133493000 4118912000


Audit qualification

Sr. Details of Audit Qualification Type of Audit Qualification Frequency of qualification For Audit Qualification(s) where the impact is quantified by the auditor For Audit Qualification(s) where the impact is not quantified by the auditor
Management's Views (i) Management's estimation on the impact of audit qualification (ii) If management is unable to estimate the impact, reasons for the same Auditors' Comments on (i) or (ii) above
1 Textual Information(1) Qualified opinion Since how long continuing Textual Information(2) Textual Information(3) Textual Information(4) Textual Information(5)
2 Textual Information(6) Qualified opinion Since how long continuing Textual Information(7) Textual Information(8) Textual Information(9) Textual Information(10)
3 Textual Information(11) Qualified opinion Since how long continuing Textual Information(12) Textual Information(13) Textual Information(14) Textual Information(15)
4 Textual Information(16) Qualified opinion Since how long continuing Textual Information(17) Textual Information(18) Textual Information(19) Textual Information(20)
5 Textual Information(21) Qualified opinion Since how long continuing Textual Information(22) Textual Information(23) Textual Information(24) Textual Information(25)
6 Textual Information(26) Qualified opinion Since how long continuing Textual Information(27) Textual Information(28) Textual Information(29) Textual Information(30)
7 Textual Information(31) Qualified opinion Repetitive Textual Information(32) Textual Information(33) Textual Information(34) Textual Information(35)
8 Textual Information(36) Qualified opinion Since how long continuing Textual Information(37) Textual Information(38) Textual Information(39) Textual Information(40)
9 Textual Information(41) Qualified opinion Repetitive Textual Information(42) Textual Information(43) Textual Information(44) Textual Information(45)
10 Textual Information(46) Qualified opinion Repetitive Textual Information(47) Textual Information(48) Textual Information(49) Textual Information(50)
11 Textual Information(51) Qualified opinion Repetitive Textual Information(52) Textual Information(53) Textual Information(54) Textual Information(55)
12 Textual Information(56) Qualified opinion Repetitive Textual Information(57) Textual Information(58) Textual Information(59) Textual Information(60)
13 Textual Information(61) Qualified opinion Repetitive Textual Information(62) Textual Information(63) Textual Information(64) Textual Information(65)
14 Textual Information(66) Qualified opinion Whether appeared first time Textual Information(67) Textual Information(68) Textual Information(69) Textual Information(70)
15 Textual Information(71) Qualified opinion Whether appeared first time Textual Information(72) Textual Information(73) Textual Information(74) Textual Information(75)


Text Block

Textual Information(1) In case of the following items shown as intangible Assets / inventory, no provision for impairment of assets has been made in accordance with Ind AS 36 n(a) Intangible Assets under development - Rs. 56.44 Crores (Software development); n(b) Software rights - Rs. 7.30 crores; n(c) Opening Stock (source code) Rs. 62.22 crores; nIn the absence of valuation reports of above assets, the extent of impairment and its impact on profit and loss account, reserves and surplus is not ascertained n
Textual Information(2) (1 (a), (b) & (c)) In the opinion of the management matter regarding valuation of intangible assets, inventory including capital in work in progress, software rights as also any possible impairment needs to be seen in the context of the peculiar nature of the software industry and the prevailing circumstances. The management is confident that these assets will fetch more value than the cost incurred once the business environment stabilizes. The management has therefore not considered any provision on account of impairment of intangible assets.
Textual Information(3) NA
Textual Information(4) NA
Textual Information(5) NA
Textual Information(6) Investments in subsidiaries amounting to Rs. 61.75 Crores - There are no operations in these overseas subsidiaries and no audit of accounts have been done and no updated information has been received. No provision has been made for the shortfall in value of the investments in accordance with IND AS 36
Textual Information(7) The management is making efforts to revive the business of subsidiaries and feels confident that investment made in subsidiaries will be realized. It has therefore not made any provision on account of impairment in value of investment in subsidiaries.
Textual Information(8) NA
Textual Information(9) NA
Textual Information(10) NA
Textual Information(11) The Company has shown in the balance sheet, bank balances in Banco Efisa (Lisbon Portugal) amounting to Rs. 347,892,163 (USD 8,883,210,75) which the bank has adjusted and the matter is in the court of law. Consequently the bank balances shown in balance sheet are overstated by Rs. 347,892,163/- The above bank balance relates to FY 2008-09 which is treated as a current asset. No provision has been made for the possible loss on account of the same.
Textual Information(12) The company has filed a civil suit bearing No. 2446/12.2TVLSB before the 10th Lower Court of Lisbon, Portugal and the same is pending adjudication. The Company has no additional explanation to offer as the matter is sub-judice.
Textual Information(13) NA
Textual Information(14) NA
Textual Information(15) NA
Textual Information(16) Other non-current assets include other loans and advances of Rs. 222.11 Cr. which are considered to be good for recovery. However as the terms and conditions regarding these loans have not been provided to us we are unable to ascertain and comment on the extent of realizability of this asset
Textual Information(17) The loans & advances include a sum of Rs. 220 Crores advanced by the Company for establishing a Data Centre at Bareilly. However, the builder Company could not develop the data center. The management of the company has initiated settlement with the builder and expects to recover the amount. Further these loans and advances are made in the normal course of business which are considered to be good for recovery;
Textual Information(18) NA
Textual Information(19) NA
Textual Information(20) NA
Textual Information(21) The Company had increased its Authorized Capital from Rs. 52.45 Crores to Rs. 377.50 crores during the period from FY-2010 -11 to FY 2012-13. However necessary form i.e. Form SH-7 (Earlier Form-2) could not be filed and appropriate fees could not be paid. By the time the Company could file Form SH-7, the Companies Act, 1956 was replaced by The Companies Act, 2013 and accordingly the Companies (Registration office and fees) Rules, 2014 came into effect from 1st April 2014. According to these rules, the fees payable on increase in Authorised Capital increased many fold. Though the company had increased the Authorised capital during the FY 2010-11 to 2012-13, but the company was asked by the authorities to pay the pay in terms of the provisions of Companies Act, 2013 and not under the Companies Act, 1956. Representations were made with the Ministry of Corporate Affairs, but did not bore any fruit hence The Company filed writ petition before the Honble Delhi High Court which was dismissed vide order dated 15/01/2019, Aggrieved by the orders passed by the Honble Delhi High Court, the company had preferred Special Leave Petition (SLP) before the Honble Supreme Court of India. The Honble Supreme Court vide its order dated 7th November 2023 has dismissed the said SLP. Upon dismissal of the said SLP, the ROC fees in terms of provisions of Companies Act, 2013 has become due and payable. The company has already provided for The normal Fees of Rs. 16,252,500.00 and additional fees of Rs. 61,862,728.36 as on 31st March 2024 as per the provisions of Companies Act, 1956. In terms of the provisions of the Companies (Registration Office and Fees) Rules, 2014, the normal fees and Additional fees computed is Rs. 24,378,750.00 and Rs. 121,160,106.80 respectively. As on 31st March 2025 provision amounting to Rs. 81,26,250/- and Rs. 5,92,97,378/- towards normal fees and Additional Fees i.e. the difference between the fees computed as per the Companies Act, 1956 and fees computed as per Companies Act, 2013 has been made. Out of the additional fees amounting to Rs. 5,92,97,378/-, Rs. 8,776,350.00 relate to the current financial year and Rs. 50,521,028.45 relates to previous financial years. The Fees and the additional fees provided are appearing under the head Current Liabilities. There is no further impact on the financial statements of the Company.
Textual Information(22) The Company has, upon dismissal of SLP by the Honble Supreme Court, is in discussion with the Legal Expters w.r.t. the orders / verdict passed the HOn'ble Supreme Court in the matter of fees payable to RoC. The company intends to take appropriate action as per the advice received from the legal experts.
Textual Information(23) NA
Textual Information(24) NA
Textual Information(25) NA
Textual Information(26) Income Tax for the Assessment year 2013-14 amounting to Rs. 20.80 lacs and interest thereon is still payable although provided for in the books of accounts by the company.
Textual Information(27) Provision has already been made in the Books of accounts for the amount of Income Tax payable for the AY 2013-14. As such this liability has no further impact on the profits / retained earnings of the reported period of the Company.
Textual Information(28) NA
Textual Information(29) NA
Textual Information(30) NA
Textual Information(31) The Company has considered sundry debtors of Rs. 1,658.33 Lacs due for more than six months as good. However in the opinion of auditors there should be a regular process of identification and making provision for bad and doubtful debts. Such a process has not been followed. The auditors are unable to comment on the extent of un-provided bad and doubtful debts and their impact on loss and reserves. .
Textual Information(32) The Company has considered sundry debtors of Rs. 1658.33 lacs due for more than six months as good. However in the opinion of auditors there should be regular process of identification and provision for bad and doubtful debts and the same is being considered by the management.
Textual Information(33) NA
Textual Information(34) NA
Textual Information(35) NA
Textual Information(36) SEBI investigated the GDR issue of the Company and SEBI vide its order dated 6th March 2020 restrained the company from accessing the securities market and further prohibited from buying, selling or dealing in securities, directly or indirectly, in any manner whatsoever or being associated with the securities market in any manner whatsoever, till compliance with directions contained in the said order, and for an additional period of 2 years from the date of bringing back the money. Further SEBI vide its order dated 27.11.2020 had imposed a penalty of Rs. 10,00,00,000/- (Rupees Ten Crores) on the Company. Since the penalty has not been paid, SEBI has also frozen the Bank Accounts of the Company. Against the said orders of SEBI the Company filed appeals before the Honble Securities Appellate Tribunal (SAT). SAT vide order dated 27/09/2023 has reduced the penalty from Rs. 10,00,00,000/- to Rs. 25,00,000/-. The review filed against the said order of SAT was dismissed vide order dated 8th December 2023. Aggrieved by the said order the Company had filed Special Leave Petition before the Honble Supreme Court of India. The Honble Apex Court vide its order dated 16th April 2024 dismissed the said Appeal. The Review Petition filed before the Honble Apex Court was also dismissed vide order dated 26th September 2024. The company has not paid the penalty amount of Rs. 25.00 lacs, as of the date of this Audit Report, but necessary provision w.r.t. to the penalty of rs. 25 lacs has been made in the books which appear under the head Current Liabilities, however, provision w.r.t. interest @ 12% p.a. from November 2020 to March 2025 aggregating to Rs. 13.25 lacs (out of which Rs. 3.00 lacs for FY 2024-25) has not been provided in the Books. To the extent of Rs. 13.25 lacs the losses are under stated.
Textual Information(37) The Company's Review Petition filed before the Hon'ble Supreme Court of India has been decided vide order dated 26th September, 2024. The management is in discussion with its lawyers/legal for exploring the possibility of filing a Curative Petition before the Hon'ble Supreme Court. Future Course of action will be taken as advised by Legal Experts. Further Company is transacting its business through short term borrowings from the Promoters. Decision on penalty imposed by SEBI would be taken once future course has been decided however the penalty of Rs. 25.00 lacs and Interest on the said penalty amount of Rs. 10.25 lacs is being shown under Contingent Liability.
Textual Information(38) NA
Textual Information(39) NA
Textual Information(40) NA
Textual Information(41) Listing fees for FY 2023-24 & 2024-25 to NSE and BSE amounting to Rs. 17.42 lacs & Rs. 15.68 lacs respectively is due and outstanding. Since the Listing Fees has not been paid the demat accounts of promoters have been frozen by the Exchanges in terms of the provisions of Chapter VII, Section VII(A) of the SEBI Master Circular No. SEBI/HO/CFD/PoD2/ CIR/P/2023/120 dated July 11, 2023 (Erstwhile SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/12 dated January 22, 2020). In terms of the invoices raised by the exchange, the delay in payment of Annual Listing Fees attracts interest @ 18% p.a. by NSE and 12% p.a. by BSE. Provision for interest on the outstanding Annual Listing Fees amounting to Rs. 727,798.78 and Rs. 360,375.89 to NSE and BSE respectively has not been made.
Textual Information(42) Due to paucity of funds, the Listing fees to NSE & BSE has not been paid. The Company is arranging funds for its payment. The Company has also made representation with NSE and BSE for certain waivers and their response is awaited
Textual Information(43) NA
Textual Information(44) NA
Textual Information(45) NA
Textual Information(46) Custodial Charges to CDSL & NSDL for FY 2023-24 and 2024-25 amounting to Rs. 104.21 lacs & Rs. 14.83 lacs respectively is outstanding due to which the depositories have blocked Benpos data. The Company has raised disputes with the Depositories and has made representations with the Depositories & SEBI. Further, the delay in payment of Annual Custodial Charges to the depositories attracts interest @ 12% p.a. Since the company has disputed the charges being charged by the Depositories hence no provision towards Annual Custodial Charges has been made in the books of account w.r.t. Custodial charges payable to CDSL & NSDL hence losses of the company to the extent of Rs. 119.04 lacs (being Annual Custodial Charges for FY 2023-24 & 2024-25) are under stated. However, company has disclosed the said liability under the head Contingent Liability in the Financial Statements.
Textual Information(47) As regards non-payment of custodial charges to CDSL & NSDL, the company has raised dispute with regard to the quantum of fees being charged. The Company has filed a writ petition before the Hon'ble Delhi high Court agaist SEBI, the Depositories (CDSL and NSDL) & Stock Exchanges (NSE and BSE) vide diary No. E-6124659/2024 dated 18.12.2024 and the matter is now sub-judice.
Textual Information(48) NA
Textual Information(49) NA
Textual Information(50) NA
Textual Information(51) Consequently Annual General Meeting of the Company which was scheduled to be held on or before 30th December 2023 (the extended time) for FY 2022-23 and on or before 30th September 2024 for FY 2023-24 had not been convened which is in contravention of the provisions of sections 96, 97 & 98 of the Companies Act, 2013 which is punishable under section 99 of the Companies Act, 2013. Consequently, the Audited financial statements of the Company for the FY 2022-23 and 2023-24 are not adopted by Shareholders of the Company till the date of the Audit Report for the FY 2024-25.
Textual Information(52) In respect of default in holding Annual General Meeting, it is submitted that the Depositories have blocked Benpos due to which shareholder data could not be downloaded hence notices of Annual General Meeting could not be sent and consequently Annual Report could not be submitted with the stock Exchanges; Since Benpos data has not been made available the shareholding Pattern for the quarter ended 30/09/2023, 31/12/2023 ,31/03/2024, 30/06/2024,30/09/2024, 31/12/2024 & 31/03/2025 could not be submitted with the Stock Exchanges. Representation has been made with the stock exchanges for waiver of the penalty. In addition, the company has also filed Writ Petition before the Hon'ble Delhi High Court vide Diary No. E-6124659/2024 dated 18.12.2025 and the matter is being considered by the Hon'ble High Court.
Textual Information(53) NA
Textual Information(54) NA
Textual Information(55) NA
Textual Information(56) Consequently Shareholding Pattern for the quarter ended 30/09/2023; 31/12/2023 ,31/03/2024, 30/06/2024, 30/09/2024, & 31/12/2024 pursuant to the provisions of Regulation 31(1)(b) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 has not been filed which has led to imposition of fine/penalty by the Stock Exchanges where the shares of the Company are listed, in terms with the provisions contained in CEBI Circulat bearing no. SEBI/HO/CFD/CMD/CIR/P/2020/12 dated January 22, 2020. As on the date of preparing this report, the Shareholding Pattern for the quarter ended 31st March 2025 has not been filed.
Textual Information(57) In respect of default in holding Annual General Meeting, it is submitted that the Depositories have blocked Benpos due to which shareholder data could not be downloaded hence notices of Annual General Meeting could not be sent and consequently Annual Report could not be submitted with the stock Exchanges; Since Benpos data has not been made available the shareholding Pattern for the quarter ended 30/09/2023, 31/12/2023 ,31/03/2024, 30/06/2024,30/09/2024, 31/12/2024 & 31/03/2025 could not be submitted with the Stock Exchanges. Representation has been made with the stock exchanges for waiver of the penalty. In addition, the company has also filed Writ Petition before the Hon'ble Delhi High Court vide Diary No. E-6124659/2024 dated 18.12.2025 and the matter is being considered by the Hon'ble High Court.
Textual Information(58) NA
Textual Information(59) NA
Textual Information(60) NA
Textual Information(61) The company has not submitted an Annual Report to the Stock Exchanges pursuant to the provisions of Regulation 34 of SEBI (Listing Obligations & Disclosure Requirements) regulation 2015, consequently the Stock Exchange has imposed a fine of Rs. 2,64,320/- (including GST @ 18%) each upto 31.03.2024 pursuant to the provisions of Chapter VII, Section VII(A) of the SEBI Master Circular No. SEBI/HO/CFD/PoD2/ CIR/P/2023/120 dated July 11, 2023 (Erstwhile SEBI Circular No. SEBI/HO/CFD/CMD/CIR/P/2020/12 dated January 22, 2020) has not been provided in the Books of Accounts.
Textual Information(62) In respect of default in holding Annual General Meeting, it is submitted that the Depositories have blocked Benpos due to which shareholder data could not be downloaded hence notices of Annual General Meeting could not be sent and consequently Annual Report could not be submitted with the stock Exchanges; Since Benpos data has not been made available the shareholding Pattern for the quarter ended 30/09/2023, 31/12/2023 ,31/03/2024, 30/06/2024,30/09/2024, 31/12/2024 & 31/03/2025 could not be submitted with the Stock Exchanges. Representation has been made with the stock exchanges for waiver of the penalty. In addition, the company has also filed Writ Petition before the Hon'ble Delhi High Court vide Diary No. E-6124659/2024 dated 18.12.2025 and the matter is being considered by the Hon'ble High Court.
Textual Information(63) NA
Textual Information(64) NA
Textual Information(65) NA
Textual Information(66) The Company has received Show cause Notice (SCN) bearing no. NSE/LIST/C120241425 dated December 16, 2024 from NSE to Show Cause as to why the shares of the Company be not delisted in terms of regulations contained in Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2011. The said SCN was appropriately replied on 6th January 2025 by the Company. Thereafter NSE had published a public notice in Business Standard on 6th February 2025 in compliance with the said delisting regulations though without informing the Company. The Company took note of the same and the company vide its letter dated 21st February 2025 sought an opportunity of personal hearing. The said request was acceded to by NSE and NSE vide its email dated 18th March 2025 requested the company and its promoter to attend the meeting of the De-listing Committee scheduled for 7th April 2025. Since the daughter of Mr. Peeyush Aggarwal was to get married during this period hence requested the exchange to reschedule the meeting after 27th April 2025 which has been acceded by NSE, however the date of De-listing Committee meeting is yet to be provided by NSE.
Textual Information(67) The Company has replied the Show Cause Notice dated 16th December, 2024 on 6th January 2025 . Thereafter NSE had published a public notice in Business Standard on 6th February 2025 in compliance with the said delisting regulations though without informing the Company. The Company took note of the same and the company vide its letter dated 21st February 2025 sought an opportunity of personal hearing. The said request was acceded to by NSE and NSE vide its email dated 18th March 2025 requested the company and its promoter to attend the meeting of the De-listing Committee scheduled for 7th April 2025. Since the daughter of Mr. Peeyush Aggarwal was to get married during this period hence requested the exchange to reschedule the meeting after 27th April 2025 which has been acceded by NSE, however the date of De-listing Committee meeting is yet to be provided by NSE.
Textual Information(68) NA
Textual Information(69) NA
Textual Information(70) NA
Textual Information(71) Mr. Peeyush Kumar Aggarwal, was managing Director of the Company till 9th August 2024 on which date he resigned from his post. The Company since then has not appointed Managing Director or CEO. The non-appointment of Managing Director or CEO attracts penalty on the company and the Directors and KMPs in terms of the provisions of section 203 of the Companies Act, 2013.
Textual Information(72) The Board of Directors on the recommendation of Nomination & Remuneration Committee has appointed Mr. Ram Niwas Sharma as a Chief Executive Officer of the Company w.e.f., 21.05.2025 for a period of five years.
Textual Information(73) NA
Textual Information(74) NA
Textual Information(75) NA


Signatories detail

Name of CEO / Managing director Mr. Ram Niwas Sharma
Name of CFO Mr. Sanjay Sharma
Name of audit committee chairman Mrs. Madhu Sharma
Name of statutory auditor Mr. Jeetmal Khandelwal
Name of other signatory, if any, with designation
Place New Delhi
Date 26-May-2025


Format for Disclosure of Related Party Transactions (applicable only for half-yearly filings i.e., 2nd and 4th quarter)

Sr No. Additional disclosure of related party transactions - applicable only in case the related party transaction relates to loans, inter-corporate deposits, advances or investments made or given by the listed entity/subsidiary. These details need to be disclosed only once, during the reporting period when such transaction was undertaken.
Details of the party (listed entity/subsidiary) entering into the transaction Details of the counterparty Type of related party transaction Details of other related party transaction Value of the related party transaction as approved by the audit committee Remarks on approval by audit committee Value of the related party transaction ratified by the audit committee Date of Audit Committee Meeting where the ratification was approved Value of transaction during the reporting period In case monies are due to either party as a result of the transaction In case any financial indebtedness is incurred to make or give loans, inter-corporate deposits, advances or investments Details of the loans, inter-corporate deposits, advances or investments Notes
Name PAN Name PAN Relationship of the counterparty with the listed entity or its subsidiary Opening balance Closing balance Nature of indebtedness (loan/ issuance of debt/ any other etc.) Details of other indebtedness Cost Tenure Nature (loan/ advance/ intercorporate deposit/ investment ) Interest Rate (%) Tenure Secured/ unsecured Purpose for which the funds will be utilised by the ultimate recipient of funds (endusage)
1 MPS Infotecnics Limited Mr. Peeyush Kumar Aggarwal Promoter and Non-Executive & Non-Independent Director Loan 500000000 Approved 52000 197474000 197526000 Loan 0 On Demand Unsecured Working Capital
2 MPS Infotecnics Limited Omkam Global Capital Private Limited Promoter Loan 500000000 Approved 0 87591000 87591000 Loan 0 On Demand Unsecured Working Capital
3 MPS Infotecnics Limited Axis Convergence Inc Subsidiary Any other transaction NA 0 0 0 0 0
4 MPS Infotecnics Limited Greenwire Network Limited Subsidiary Any other transaction NA 0 0 0 0 0
5 MPS Infotecnics Limited Opentech Thai Network and Specialists CO. Ltd Subsidiary Any other transaction NA 0 0 0 0 0
6 MPS Infotecnics Limited E-visesh.com Limited Mr. Peeyush Kumar Aggarwal majority of shareholding in E-visesh.com Limited Advance 500000000 Approved -94000 -160000 254000 Advance 0 On Demand Unsecured Working Capital
7 MPS Infotecnics Limited MPS Informatics Private Limited Mr. Peeyush Kumar Aggarwal is a common director and holds majority of shareholding in MPS Informatics. Loan 500000000 Approved 0 18909000 10909000 Loan 0 On Demand Unsecured Working Capital
8 MPS Infotecnics Limited Omkam Developers Limited Mr. Peeyush Kumar Aggarwal is a common director and holds majority of shareholding in Omkam Developers. Loan 500000000 Approved 2216000 3113000 5330000 Loan 0 On Demand Unsecured Working Capital
9 MPS Infotecnics Limited Mr. Rachit Garg Non-Executive and Non-Independent Directors Any other transaction 0 0 0 0 0 0
10 MPS Infotecnics Limited Mr. Pankaj Prasad Non-Executive and Independent Director Any other transaction 0 0 0 0 0 0
11 MPS Infotecnics Limited Mrs. Madhu Sharma Non-Executive and Independent Director Any other transaction 0 0 0 0 0 0
12 MPS Infotecnics Limited Mr. Santosh Pradhan Non-Executive and Independent Director Any other transaction 0 0 0 0 0 0
13 MPS Infotecnics Limited Mr. Sanjay Sharma Chief Finance Officer Remuneration 0 0 188000 0 170000
14 MPS Infotecnics Limited Mrs. Garima Singh Company Secretary Remuneration 0 0 87000 29000 37000
Total value of transaction during the reporting period 2449000





Format for Disclosing Outstanding Default on Loans and Debt Securities

Sr. No. Particulars Amount Remarks
1. Loans / revolving facilities like cash credit from banks / financial institutions
A Total amount outstanding as on date 0
B Of the total amount outstanding, amount of default as on date 0
2. Unlisted debt securities i.e. NCDs and NCRPS
A Total amount outstanding as on date 0
B Of the total amount outstanding, amount of default as on date 0
3. Total financial indebtedness of the listed entity including short-term and long-term debt 3147000