Meeting Details

The 41st Annual General Meeting will be held on Wednesday, September 30, 2026 at 01:30 PM through Video Conferencing (VC) or Other Audio Video Means (OAVM). The deemed venue is the Registered Office at 73/1, No. 82, Presidency Building, 3rd & 4th Floor, St Marks' Road, Bangalore 560001, Karnataka, India.

Ordinary Business

1. To receive, consider and adopt:

  • The Audited Standalone Financial Statements for the financial year ended March 31, 2026, with Reports of the Board of Directors and Auditors
  • The Audited Consolidated Financial Statements for the financial year ended March 31, 2026, with Report of the Auditors

Special Business

2. Re-appointment of Mr. Asif Khader as Managing Director & Chairman: To consider and approve the re-appointment of Mr. Asif Khader (DIN: 00104893) as Managing Director & Chairman for a period of 5 years commencing from September 7, 2026 up to September 6, 2031. The resolution is proposed as a Special Resolution under Sections 196, 197, 198, 203 and other applicable provisions of the Companies Act, 2013 read with Schedule V and SEBI Listing Regulations.

Director Profile: Mr. Asif Khader, age 60 years, BE qualified, with 35 years of experience in Information Technology and Business Management. First appointed on April 30, 2002, currently holds 4,10,02,500 equity shares in the company. He is the elder brother of Mr. Mueed Khader. Attended 6 board meetings during FY 2025-26.

3. Redesignation of Ms. Akthar Begum: To consider and approve the redesignation of Ms. Akthar Begum (DIN: 07624256) from Independent Director to Non-Executive, Non-Independent Director effective August 12, 2026. Special Resolution required as she will attain age 74 years during her tenure (exceeding the 70-year limit under Section 196(3)(a) of Companies Act, 2013).

Director Profile: Ms. Akthar Begum, age 69 years, LLB, Masters in Arts, with expertise in Accounting, Finance & Law. Practicing lawyer in Karnataka courts for over 20 years. First appointed August 12, 2016, holds no shares in the company. Serves on multiple subsidiary boards including Starcom Information Technology Limited, Caravel Info Systems Private Limited, Cranes Varsity Private Limited, Analytix Systems Private Limited, Systat Software Asia Pacific Limited, and Proland Softwares Private Limited.

4. Approval of Related Party Transactions: Special Resolution to approve related party transactions totaling ₹5075.08 lakhs with various subsidiaries:

| Related Party | Nature | Relationship | Value (₹ lakhs) |

| Proland Software Pvt Ltd | Receivables | Directors of Direct Subsidiary | 465.54 |

| Caravel Info Systems Pvt Ltd | Payable | Directors of Direct Subsidiary | 142.88 |

| Systat Software Asia Pacific Ltd | Payable | Directors of Direct Subsidiary | 51.04 |

| Cranes Varsity Pvt Ltd | Payable | Directors of Direct Subsidiary | 804.85 |

| Systat Softwares Inc | Receivable | Direct Subsidiary | 3166.34 |

| Systat Software UK Ltd | Receivable | Indirect Subsidiary | 436.62 |

| TOTAL | | | 5075.08 |

All transactions are on terms "as agreed between parties" with no additional material information provided.

Voting Information

  • Remote e-voting period: September 27, 2026 (9:00 AM) to September 29, 2026 (5:00 PM)
  • Record date: September 23, 2026
  • Voting through CDSL for both demat and physical shareholders
  • Members can join AGM via VC/OAVM 15 minutes before/after scheduled time
  • Facility available for first 1000 members on first-come-first-served basis (exceptions for large shareholders, promoters, institutional investors, directors, KMPs, committee chairpersons, auditors)

Financial Impact

The related party transactions totaling ₹5075.08 lakhs require shareholder approval as they exceed prescribed thresholds under Section 188 of Companies Act, 2013.