Board Meeting Details

The Board of Directors meeting was held on August 04, 2026, commencing at 06:58 PM and concluding at 07:59 PM.

Key Business Approved

1. Audited standalone financial results for quarter and six months ended June 30, 2026

2. Unaudited consolidated financial results for quarter and six months ended June 30, 2026

3. Postal Ballot Notice for shareholder approval of:

  • Appointment of Mr. Shailesh Sharad Kekre (DIN: 07679583) as Independent Director for 5 years from June 29, 2026
  • Appointment of Ms. Sangeeta Kapil Jit Singh (DIN: 06920906) as Independent Director for 5 years from June 29, 2026
  • Appointment of Mr. Srikanth Balachandran (DIN: 02815932) as Independent Director for 5 years from June 29, 2026
  • Appointment of Mr. Pranav Damani (DIN: 11416778) as Non-Executive Non-Independent Director
  • Payment of remuneration by way of commission to Non-Executive Independent Directors

Financial Results Summary

Consolidated Results (Unaudited)

Quarter Ended June 30, 2026:

  • Revenue from operations: ₹6,017.01 million (vs ₹4,620.15 million in Q2 2025)
  • Total income: ₹6,030.69 million
  • Profit before tax: ₹805.07 million (vs ₹991.83 million in Q2 2025)
  • Net profit: ₹555.70 million (vs ₹758.54 million in Q2 2025)
  • Basic EPS: ₹4.69 (vs ₹6.41 in Q2 2025)
  • Diluted EPS: ₹4.49 (vs ₹6.12 in Q2 2025)

Six Months Ended June 30, 2026:

  • Revenue from operations: ₹11,764.69 million (vs ₹9,044.80 million in H1 2025)
  • Total income: ₹11,949.11 million
  • Profit before tax: ₹1,701.39 million (vs ₹1,559.11 million in H1 2025)
  • Net profit: ₹1,209.84 million (vs ₹1,144.47 million in H1 2025)
  • Basic EPS: ₹10.21 (vs ₹9.67 in H1 2025)
  • Diluted EPS: ₹9.78 (vs ₹9.23 in H1 2025)

Standalone Results (Audited)

Quarter Ended June 30, 2026:

  • Revenue from operations: ₹3,425.40 million (vs ₹2,922.66 million in Q2 2025)
  • Total income: ₹3,437.94 million
  • Profit before tax: ₹514.91 million (vs ₹900.53 million in Q2 2025)
  • Net profit: ₹358.09 million (vs ₹682.98 million in Q2 2025)
  • Basic EPS: ₹3.02 (vs ₹5.77 in Q2 2025)
  • Diluted EPS: ₹2.89 (vs ₹5.51 in Q2 2025)

Six Months Ended June 30, 2026:

  • Revenue from operations: ₹6,628.81 million (vs ₹5,693.43 million in H1 2025)
  • Total income: ₹6,852.06 million
  • Profit before tax: ₹1,303.39 million (vs ₹1,397.61 million in H1 2025)
  • Net profit: ₹987.01 million (vs ₹1,027.69 million in H1 2025)
  • Basic EPS: ₹8.33 (vs ₹8.68 in H1 2025)
  • Diluted EPS: ₹7.98 (vs ₹8.29 in H1 2025)

Key Financial Metrics

Consolidated Ratios (Q2 2026):

  • Debt equity ratio: 0.34 times
  • Debt service coverage ratio: 6.31 times
  • Interest service coverage ratio: 9.35 times
  • Current ratio: 2.29 times
  • Operating margin: 14.73%
  • Net profit margin: 9.24%

Standalone Ratios (Q2 2026):

  • Debt equity ratio: 0.37 times
  • Debt service coverage ratio: 5.43 times
  • Interest service coverage ratio: 6.52 times
  • Current ratio: 2.17 times
  • Operating margin: 17.32%
  • Net profit margin: 10.45%

Significant Corporate Developments

Amalgamation Completion

The National Company Law Tribunal, New Delhi Bench approved the Composite Scheme of Amalgamation of Velotio Technologies Private Limited and Scaleworx Technologies Private Limited with R Systems International Limited on April 16, 2026. The scheme became effective from May 01, 2026, with appointed date of April 1, 2024.

The Board approved allotment of 5,160,833 Optionally Convertible Redeemable Preference Shares (OCRPS) of face value ₹1 each to erstwhile shareholders of Velotio Technologies, valued at ₹2,407.00 million. ₹5.16 million was transferred from "Other Equity" to "Instruments entirely equity in nature" as of June 30, 2026.

Labour Code Impact

The Company recognized an incremental obligation of ₹245.83 million (consolidated) and ₹244.49 million (standalone) for employee benefit liabilities arising from past service due to implementation of new Labour Codes, presented as Exceptional Items for year ended December 31, 2025.

Hedge Accounting Implementation

Effective January 01, 2026, the Company designated certain foreign currency forward contracts as cash flow hedges. Recorded effective portion of fair value changes of ₹90.79 million (gain) in Q2 2026 and ₹180.42 million (loss) in Q1 2026 in Other Comprehensive Income.

Share Allotment

Allotted 10,627 equity shares in Q2 2026 and 89,106 equity shares in H1 2026 pursuant to exercise of Restricted Stock Units under Management Incentive Plan 2023.

Segment Performance

Consolidated Segment Revenue (Q2 2026):

  • Information technology services: ₹5,437.01 million
  • Knowledge services: ₹596.69 million
  • Total: ₹6,033.70 million
  • Intersegment elimination: ₹16.69 million

Standalone Segment Revenue (Q2 2026):

  • Information technology services: ₹2,828.71 million
  • Knowledge services: ₹596.69 million
  • Total: ₹3,425.40 million

Attachments

1. Audited standalone financial results with auditor's report

2. Unaudited consolidated financial results with limited review report

3. Additional disclosures as per Regulation 52(4)

4. Balance sheets, cash flow statements, and segment information