Key Decisions Approved

1. Standalone and Consolidated Financial Results: The Board approved audited Standalone and Consolidated Financial Results for the Half Year and Year ended March 31, 2026, including Statement of Assets and Liabilities, Cash Flow statements, and Audit Reports. Independent Auditors Report with unmodified opinion pursuant to Regulation 33(3)(d) of SEBI LODR Regulations is enclosed as Annexure A.

2. Allotment of Equity Shares: The Board approved allotment of 38,513 Equity Shares of face value ₹10 each pursuant to conversion of warrants, plus an additional 154,052 equity shares under a 4:1 bonus issue (4 new shares for every 1 existing share). This was approved via postal ballot on December 24, 2025, with in-principle approval received.

Financial Impact of Share Allotment

  • Pre-allotment paid-up capital: ₹22,20,92,950 (2,22,09,295 equity shares of ₹10 each)
  • Post-allotment paid-up capital: ₹22,40,18,600 (2,24,01,860 equity shares of ₹10 each)
  • Increase in capital: ₹19,25,650
  • Conversion terms: Warrants were issued at ₹907 each. Allottees paid 25% (₹226.75) upfront and the balance 75% (₹680.25) upon conversion
  • Total funds raised through preferential allotment: ₹63,95,96,000 (fully utilized as per notes)
  • New shares rank pari passu with existing equity shares

Allottees Details (Annexure B)

The preferential allotment was made to 5 allottees in the Promoters and Non-Promoters categories:

1. Rajesh Dharmshi: 22,000 warrants converted to 27,500 shares (including bonus)

2. Lalchand Tahilramani: 5,500 warrants converted to 27,500 shares (including bonus)

3. Dev Ashok Karvat: 11,000 warrants converted to 44,000 shares (including bonus)

4. Shruthi Menon: 5,513 warrants converted to 27,565 shares (including bonus)

5. Kumar Agarwal: 11,000 warrants converted to 44,000 shares (including bonus)

Standalone Financial Highlights (FY26 vs FY25)

  • Revenue from operations: ₹14,582.71 lakhs vs ₹3,290.32 lakhs
  • Total revenue: ₹15,082.90 lakhs vs ₹3,381.93 lakhs
  • Net profit: ₹1,231.62 lakhs vs ₹251.04 lakhs
  • EPS (Basic): ₹5.76 vs ₹1.13
  • EPS (Diluted): ₹5.00 vs ₹1.11
  • Paid-up capital: ₹2,220.93 lakhs vs ₹379.73 lakhs
  • Reserves: ₹8,051.01 lakhs vs ₹3,153.94 lakhs

Consolidated Financial Highlights (FY26 vs FY25)

  • Revenue from operations: Not separately quantified but total revenue ₹15,082.90 lakhs
  • Net profit: ₹1,111.68 lakhs vs ₹250.82 lakhs
  • EPS (Basic): ₹5.19 vs not quantified
  • EPS (Diluted): ₹4.51 vs not quantified
  • Minority interest: ₹(44.36) lakhs

Audit Qualifications

Auditors FORDGMS & Co. issued unmodified opinions but included an Emphasis of Matter regarding:

  • Capitalization of ₹1,321.21 lakhs in Intangible Assets and Intangible Assets Under Development
  • This amount represents capitalized salary expenses based on management estimates of team allocation for development projects
  • Auditors could not verify technical evaluation supporting this capitalization and are unable to comment on appropriateness of capitalization, amortization, or carrying value

Additional Information

  • Company engaged in only one business segment (no segment reporting required under AS 17)
  • Previous period figures regrouped/reclassified for comparability
  • Results available on BSE website (www.bseindia.com) and company website (https://cwdin.com/about.html)