Key Decisions and Approvals

1. Financial Results Approval

The Board of Directors considered and approved the following:

  • Standalone and Consolidated Audited Financial Results for the quarter and year ended March 31, 2026, pursuant to Regulation 33 of SEBI LODR.
  • Statutory Auditors, M/s. Rinkesh Shah & Co., issued audit reports with an unmodified opinion on both standalone and consolidated statements.
  • The results are available on the NSE website (https://www.nseindia.com/) and the company's website (https://www.devitpl.com/).

2. Dividend Recommendation

The Board recommended a final dividend of 5% (i.e., Rs. 0.10 per equity share) on 5,63,63,714 equity shares of Rs. 2 each fully paid up, for the year ended March 31, 2026. This is subject to approval by shareholders at the ensuing Annual General Meeting.

3. Internal Auditor Re-appointment

The Board reviewed and approved the re-appointment of M/s. Manav Sheth and Company, Chartered Accountants (FRN: 161080W), as the Internal Auditor for the financial year 2026-27.

4. Divestment of Subsidiary Stake

The Board approved the sale of 25% of its equity investment in its wholly-owned subsidiary, M/s. Dhyey Consulting Services Private Limited, to M/s. Unique Comp, Inc ("Proposed Buyer") for an aggregate consideration of INR 4,60,00,000 (Indian Rupees Four Crores Sixty Lakhs only).

  • The transaction was executed via a Share Purchase Agreement dated May 28, 2026.
  • Post-transaction, Dhyey Consulting will cease to be a wholly-owned subsidiary but will remain a subsidiary company.
  • The disclosure is made pursuant to Regulation 30 of SEBI LODR read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024.

Meeting Details

The Board meeting commenced at 5:00 PM IST and concluded at 6:45 PM IST on May 28, 2026.

Standalone Financial Results (Key Figures for Year Ended March 31, 2026)

Profit & Loss Statement (Rs. in Lakhs)

  • Total Income: Rs. 19,349.78
  • Total Expenses: Rs. 16,456.02
  • Profit Before Tax (PBT): Rs. 9,322.37 (includes Exceptional Item of Rs. 9,236.13)
  • Total Tax Expense: Rs. 1,898.31
  • Profit for the Year (Net Profit): Rs. 7,424.06
  • Other Comprehensive Income (Loss): Rs. (3,658.69)
  • Total Comprehensive Income: Rs. 3,765.37
  • Earnings Per Share (EPS): Basic Rs. 13.18; Diluted Rs. 13.02

Balance Sheet (As at March 31, 2026; Rs. in Lakhs)

  • Total Assets: Rs. 17,505.31
  • Equity Share Capital: Rs. 1,127.27
  • Other Equity: Rs. 9,904.40
  • Total Equity: Rs. 11,031.67
  • Non-Current Liabilities: Rs. 1,707.97
  • Current Liabilities: Rs. 4,765.67

Cash Flow (Year Ended March 31, 2026; Rs. in Lakhs)

  • Net Cash Used in Operating Activities: Rs. (493.40)
  • Net Cash from Investing Activities: Rs. 305.43
  • Net Cash from Financing Activities: Rs. 617.97
  • Net Increase in Cash & Equivalents: Rs. 430.00
  • Cash & Equivalents at Year-End: Rs. 475.54

Consolidated Financial Results (Key Figures for Year Ended March 31, 2026)

Profit & Loss Statement (Rs. in Lakhs)

  • Revenue from Operations: Rs. 18,950.06
  • Total Income: Rs. 19,349.78
  • Total Expenses: Rs. 19,229.73
  • Profit Before Tax (PBT): Rs. 9,474.67 (includes Exceptional Item of Rs. 9,354.64)
  • Total Tax Expense: Rs. 1,915.15
  • Profit for the Year (Net Profit): Rs. 7,559.52
  • Other Comprehensive Income (Loss): Rs. (3,671.30)
  • Total Comprehensive Income: Rs. 3,888.22
  • Earnings Per Share (EPS): Basic Rs. 13.42; Diluted Rs. 13.25

Balance Sheet (As at March 31, 2026; Rs. in Lakhs)

  • Total Assets: Rs. 18,889.97
  • Equity Share Capital: Rs. 1,127.27
  • Other Equity: Rs. 9,807.05
  • Non-Controlling Interest: Rs. (4.16)
  • Total Equity: Rs. 10,930.16
  • Non-Current Liabilities: Rs. 1,941.38
  • Current Liabilities: Rs. 6,018.43

Notes to Financial Statements (Material Highlights)

1. Segment Reporting: The company operates in a single segment: "IT & IT Enabled Services".

2. Share Subdivision: The company sub-divided its equity shares from a face value of Rs. 5 to Rs. 2 per share. The record date was August 21, 2025. All historical EPS figures have been adjusted retrospectively.

3. Dev Accelerator Limited (Associate): This entity completed its IPO and got listed on September 17, 2025. The company's holding reduced to 16.19%, and it ceased to be an associate. An unrealized mark-to-market gain of Rs. 9,236.13 lakhs (standalone) / Rs. 9,354.64 lakhs (consolidated) was recognized as an exceptional item in P&L up to the date of de-recognition. Subsequent unrealized loss is recorded in Other Comprehensive Income.

4. ESOP Allotment: The company allotted 28,482 equity shares (face value Rs. 2) pursuant to its Employee Stock Option Scheme 2018 on March 27, 2026. These shares were listed on April 13, 2026.

5. New Labour Codes: The Government of India implemented new Labour Codes effective November 21, 2025. The company provided an additional Rs. 9.38 lakhs (standalone) / Rs. 27.66 lakhs (consolidated) for past service costs in employee benefit expenses.

6. Acquisitions:

  • The board approved the acquisition of a 19% stake in M/s. Scaleax Advisory Private Limited for Rs. 10 per share on February 10, 2026.
  • The board approved the acquisition of a 28.50% stake in M/s. Byte Technosys Private Limited for Rs. 97 per share on March 27, 2026. This entity is now classified as an associate.

7. Slump Sale: The board approved the slump sale of the businesses "ByteSIGNER" and "Talligence" to its associate, Byte Technosys Private Limited, for a cash consideration of Rs. 11.85 crores, effective March 31, 2026. The valuation was done by an independent valuer.

Annexures

  • Annexure-I: Declaration that the Statutory Auditors' report carries an unmodified opinion.
  • Annexure-II: Brief profile of the re-appointed Internal Auditor, M/s. Manav Sheth and Company.
  • Annexure-III: Details of the divestment in Dhyey Consulting as required by SEBI LODR.
  • The subsidiary contributed 15.76% to the company's turnover in the last financial year (Rs. 2607.44 lakhs).
  • The transaction is not a related party transaction and is at arm's length, based on an independent valuation.
  • The expected completion date is within 5 months of executing the Share Purchase Agreement (i.e., by October 28, 2026).