Board Meeting Details

The Board of Directors met on November 11, 2026, from 3:30 pm to 4:45 pm and approved:

1. Unaudited financial results (standalone and consolidated) for quarter and half-year ended September 30, 2026

2. Appointment of M/s. KPSN & Associates LLP as Internal Auditors for second half of FY 2026-27

Financial Results - Standalone (₹ lakhs)

Quarterly Performance:

  • Q2 FY27 Revenue from operations: ₹777.96
  • Q2 FY27 Total Income: ₹791.24
  • Q2 FY27 Net Loss: ₹(320.21)
  • Q2 FY27 Basic EPS: ₹(0.96)

Half-Yearly Performance:

  • H1 FY27 Revenue from operations: ₹1,351.06
  • H1 FY27 Total Income: ₹1,371.81
  • H1 FY27 Net Loss: ₹(614.42)
  • H1 FY27 Basic EPS: ₹(1.84)

Comparative Figures:

  • Q2 FY26 Net Profit: ₹241.46
  • H1 FY26 Net Loss: ₹(12,331.47) [includes exceptional items]

Financial Results - Consolidated (₹ lakhs)

Quarterly Performance:

  • Q2 FY27 Revenue from operations: ₹1,750.49
  • Q2 FY27 Total Income: ₹1,760.61
  • Q2 FY27 Net Loss: ₹(240.36)
  • Q2 FY27 Basic EPS: ₹(0.86)

Half-Yearly Performance:

  • H1 FY27 Revenue from operations: ₹3,101.59
  • H1 FY27 Total Income: ₹3,119.21
  • H1 FY27 Net Loss: ₹(408.77)
  • H1 FY27 Basic EPS: ₹(1.38)

Balance Sheet Position - Standalone (as of September 30, 2026)

  • Total Assets: ₹2,616.77 lakhs
  • Current Liabilities: ₹4,544.57 lakhs
  • Current liabilities exceed total assets by: ₹1,927.80 lakhs
  • Equity Share Capital: ₹1,670.53 lakhs
  • Other Equity: ₹(7,173.99) lakhs
  • Total Equity: ₹(5,503.46) lakhs

Cash Flow Statement - Standalone (H1 FY27)

  • Net cash flow from operating activities: ₹(188.52) lakhs
  • Net cash flow used in investing activities: ₹(1.31) lakhs
  • Net cash flow from financing activities: ₹140.06 lakhs
  • Net decrease in cash: ₹(49.77) lakhs
  • Cash and cash equivalents at end: ₹62.56 lakhs

Auditor Appointments

  • Statutory Auditors: M/s. K. Gopal Rao & Co., Chartered Accountants
  • New Internal Auditors: M/s. KPSN & Associates LLP (FRN: S200014) represented by Mr. R Krishnakumar (Membership No: 233599)
  • Appointment Date: November 11, 2026
  • Term: Second half of FY 2026-27 at remuneration to be mutually agreed

Auditor Emphasis of Matter

Material Uncertainty Related to Going Concern

Auditors highlighted that the Company continues to face constraints in meeting operational expenses and discharging current liabilities. As at September 30, 2026, current liabilities exceeded total assets by ₹1,927.80 lakhs. The Company may be exposed to potential liabilities from legal and regulatory proceedings initiated by various statutory authorities.

Management representation includes:

  • Promoters will provide necessary financial support
  • Three quarters of FY26-27 identified as critical assessment period for operational and financial turnaround
  • Management will reassess going concern assumption, including potential liquidation basis preparation if improvements not achieved
  • Company made progress during review period with promising ensuing quarters

Contingent Liabilities

  • GST disputes: ₹134.07 lakhs
  • Income Tax disputes: ₹312.59 lakhs
  • Outcome dependent on appellate authorities' decisions
  • Timing and extent of potential cash outflows not ascertainable

SEBI Actions and Proceedings

1. Monetary penalty of ₹300 lakhs imposed on Mr. Suresh Venkatachari (Promoter, Chairman and CEO) pursuant to SEBI order dated December 16, 2022

2. Recovery Certificate No. 8710 of 2025 issued for recovery of penalty and interest

3. ₹300 lakhs penalty amount remitted, interest remains outstanding

4. SEBI sold equity shares of promoters Mr. R.S. Ramani and Mr. Suresh Venkatachari to recover dues:

  • Suresh Venkatachari holding reduced from 42.13% to 42.08%
  • R.S. Ramani holding reduced from 1.22% to 1.19%

5. SEBI order dated July 31, 2026 prohibited both promoters from accessing securities market for two years and imposed monetary penalty of ₹10 lakhs each

Exceptional Items (₹ lakhs)

Standalone:

  • H1 FY27: Provision for bad and doubtful debts: ₹17.13
  • FY26: Interest on penalty and recovery costs payable to SEBI: ₹142.01
  • FY26: Amount receivable from SecureKloud Technologies Inc written off: ₹2,608.17
  • FY26: Investments in SecureKloud Technologies Inc written off: ₹10,112.19

Consolidated:

  • H1 FY27: Provision for bad and doubtful debts: ₹17.13
  • FY26: Interest on penalty and recovery costs payable to SEBI: ₹142.01
  • FY26: Goodwill and intangibles written off: ₹12,720.36

Subsidiaries Included in Consolidation

1. SecureKloud Technologies Inc, USA (Subsidiary)

2. Blockedge Technologies Inc, USA (Subsidiary)

3. Healthcare Triangle Private Limited, India (Subsidiary)

4. SecureKloud Technologies Inc, Canada (Step-down subsidiary)

5. Nexage Technologies Inc, USA (Step-down subsidiary)

6. Mentorminds Solutions and Services Inc, USA (Subsidiary)