Appointment of Mr. Anand V Varanasi as Senior Managerial Personnel of the Company, effective August 31, 2026.
Mr. Varanasi holds a Master's degree in Computer Science and a Diploma in International Business & Marketing, with over 30 years of experience in enterprise technology, solution architecture, and large-scale application delivery. He has expertise in Salesforce platform-based application architecture and has worked on strategic technology initiatives across the United States, Europe, and Australia.
2. Auditor Re-appointments
Re-appointment of M/s. Ankur Poddar & Associates, Chartered Accountant as Internal Auditors for Financial Year 2026-27.
Re-appointment of M/s. Prateek Kohli & Associates, Company Secretaries as Secretarial Auditors for Financial Year 2026-27.
Both re-appointments effective August 31, 2026.
3. Document Approval
Approval of the Board's Report along with Management Discussion and Analysis Report and all annexures for the year ended March 31, 2026.
4. Variation in IPO Objects
(a) Investment in Subsidiary Object Variation
Existing Object: Utilization of ₹500.00 Lakhs from IPO net proceeds for investment in wholly-owned subsidiary Capital Numbers LLC for working capital augmentation and credit base enhancement.
Proposed Variation: Modify object to include proposed wholly-owned subsidiary Epitome Cloud Inc. (Epitomecloud) and Epitomecloud's subsidiaries (direct or indirect) as eligible entities for deployment of the same ₹500.00 Lakhs.
Funds may be utilized for investment in Capital Numbers LLC, Epitomecloud, or any Epitomecloud subsidiaries for business requirements including working capital augmentation, financial position strengthening, and operational support.
(b) Issue Related Expenses Object Variation
Existing Object: ₹2,117.15 Lakhs originally allocated for Issue Related Expenses from IPO net proceeds.
Unutilized Amount: ₹1,146.46 Lakhs remains unutilized under this object.
Proposed Reallocation: The unutilized ₹1,146.46 Lakhs is proposed to be utilized for funding the acquisition of 100% ownership interest in Epitome Cloud Inc. pursuant to a Stock Purchase Agreement (SPA).
Acquisition Details: The acquisition includes Epitomecloud and its indirect subsidiary in India, Epitomecloud Technology Private Limited, for an aggregate consideration of approximately ₹40 Crore.
Additional Funding: Balance consideration and other acquisition expenses will be funded through internal accruals and/or other permissible sources.
Total net proceeds from IPO remain unchanged; only reallocation of unutilized funds.
5. Shareholder Approval Requirements
All variations in IPO objects are subject to approval of shareholders at the 14th Annual General Meeting scheduled for September 29, 2026, at 12:30 PM through Video Conferencing and Other Audio-Visual Means.
Also subject to other required approvals, consents, and permissions under applicable laws.
6. AGM Arrangements
Appointment of Mr. Prateek Kohli, Practicing Company Secretary (Partner of Prateek Kohli & Associates) to scrutinize e-Voting process in the Annual General Meeting.
