Annual Report for the FY 2025-26

ANNUAL REPORT Engineering the Future. Delivering Today. Table of Contents CONSOLIDATED FINANCIAL CORPORATE GOVERNANCE 01 32 HIGHLIGHTS REPORT CHAIRMAN’S LETTER TO MANAGEMENT DISCUSSION 02 47 SHAREHOLDERS AND ANALYSIS CEO’S LETTER TO 03 57 CEO AND CFO CERTIFICATION SHAREHOLDERS STANDALONE FINANCIAL 04 BOARD OF DIRECTORS 58 STATEMENT CONSOLIDATED FINANCIAL 05 LEADERSHIP TEAM 111 STATEMENT NOTICE OF THE 06 BOARD’S REPORT 163 ANNUAL GENERAL MEETING 18 ANNEXURES Consolidated Financial Highlights (Rs. in million) 2025–26 2024–25 2023–24 2022–23 2021–22 Revenue from 4,073 4,244 3,855 3,367 2,988 Operations EBITDA 480 428 389 315 258 Profit Before Tax 424 370 335 260 199 and Exceptional Items Profit After Tax (PAT) 315 287 273 208 333 Earnings Per Share 9.86 9.02 8.78* 8.26 13.19 (Basic EPS) in Rs. * Adjusted pursuant to Bonus issued during FY 2024-25 REVENUE FROM OPERATIONS (RS. IN MILLION) EBITDA (RS. IN MILLION) 4,500 600 4,000 3,500 3,000 400 2,500 2,000 1,500 200 1,000 2021-22 2022-23 2023-24 2024-25 2025-26 2021-22 2022-23 2023-24 2024-25 2025-26 PROFT BEFORE TAX AND EXCEPTIONAL ITEMS PROFIT AFTER TAX (PAT) (RS. IN MILLION) (RS. IN MILLION) 370 424 333 273 287 315 260 208 2021-22 2022-23 2023-24 2024-25 2025-26 2021-22 2022-23 2023-24 2024-25 2025-26 Earnings Per Share (Basic EPS) (Rs.) 2025-26 9.86 2024-25 9.02 2023-24 8.78 2022-23 8.26 2021-22 13.19 0 2 4 6 8 10 12 14 Earnings Per Share (Basic EPS) (Rs.) 2 Mindteck 2025–26 Annual Report Letter to Shareholders Chairman’s Letter to Shareholders Strengthening the foundation for the future through stronger governance, clearer alignment, and a long-term commitment to sustainable value creation. Javed Gaya Non-Executive Chairman Dear Shareholders, It is my privilege to address you as Mindteck concludes FY26 with continued progress in strengthening its strategic foundation, governance framework, and organisational alignment. The year reflected our commitment to disciplined stewardship, prudent decision-making, and long-term value creation. Mindteck’s performance during the year demonstrated resilience and operational discipline in a dynamic business environment. More importantly, it reinforced the importance of building an organisation that is structurally aligned to its strategic ambitions and capable of adapting to emerging opportunities with agility and confidence. A notable development during the year was the strengthening of the Board through the addition of two directors. This step enhances the breadth of experience and oversight available to the Company and supports a governance structure that is better equipped to guide Mindteck through its next phase of growth. Equally important was the continued alignment of the organisation structure across Mindteck with our business goals and objectives. This alignment is intended to improve accountability, streamline decision-making, and ensure that our operating model remains responsive to the evolving needs of our clients, markets, and shareholders. As a Company, we remain focused on building sustainable relevance in high-value domains including engineering services, digital transformation, AI-led innovation, semiconductor, storage, healthcare, and industrial technology. These areas continue to shape our strategic priorities and define the opportunities ahead. I would like to express my sincere appreciation to our employees for their commitment, to our clients for their trust, and to our shareholders for their continued confidence in Mindteck. Their support remains central to the Company’s ability to execute with consistency and purpose. Looking ahead, the Board remains committed to providing strategic oversight that supports disciplined growth, robust governance, and sustained value creation. With a stronger Board and an organisation more closely aligned to its business objectives, Mindteck is well positioned to advance its long-term agenda with clarity and confidence. Mindteck 2025–26 Annual Report 3 Letter to Shareholders CEO’s Letter to Shareholders Moving forward with sharper focus, stronger execution, and a clear ambition to build a more agile, innovative, and growth-ready Mindteck Karim Dhanani Chief Executive Officer Dear Shareholders, Fiscal Year 2026 was a year of disciplined execution and meaningful progress for Mindteck. Against a challenging and evolving backdrop, we remained focused on strengthening our operating model, improving delivery efficiency, and building a more resilient platform for sustainable growth. For the financial year ended March 31, 2026, Mindteck reported consolidated revenue of Rs. 407.3 crore and consolidated net income of Rs. 31.52 crore. These results reflect our continued emphasis on operational discipline, prudent financial management, and consistent value creation for our stakeholders. During the year, we continued to align our organization structure more closely with our strategic priorities. This has sharpened accountability, strengthened execution, and kept our teams focused on what matters most to our clients and stakeholders. We further strengthened our leadership framework by adding two more directors to the Board, deepening the breadth and diversity of governance available to the Company. This marks an important step toward a more robust and resilient organization. Our business remains anchored in domain-led technology solutions spanning engineering services, digital transformation, AI-led innovation, semiconductor, storage, healthcare, and industrial technology. We believe these areas will continue to offer compelling long-term opportunities, and we are investing with discipline to deepen our capabilities and sharpen our execution. I would like to thank our employees for their commitment, our clients for their trust, and our shareholders for their continued support. Their confidence and partnership remain central to our ability to execute with consistency and advance with purpose. As we look ahead, our priorities remain clear: strengthen execution, deepen client relationships, expand our capabilities, and maintain financial and governance discipline. With a more closely aligned organization structure and a strengthened Board, we believe Mindteck is well positioned to pursue its long-term growth objectives. 4 Mindteck 2025–26 Annual Report Board of Directors Board of Directors As under Mindteck’s code of corporate governance, the Board of Directors guides the Company toward attainment of the highest levels of transparency, accountability, accessibility, and equity in all facets of its operations, and in all transactions with its stakeholders, including employees, clients, shareholders, suppliers, partners and alliances, supporting agencies, Government, and society at large. Javed Gaya Non-Executive Chairman Meenaz Dhanani Keyuri Singh Satish Menon Non-Executive Director Independent Director Independent Director Subhash Bhushan Dhar Preeti Mohan Madhuranath R Konety Independent Director Independent Director Independent Director Mr. Anand Balakrishnan, Managing Director and CEO - Ceased w.e.f May 26, 2025 Mr. Yusuf Lanewala, Chairman and Managing Director - Ceased w.e.f November 15, 2025 Mr. Guhan Subramaniam, Independent Director - Ceased w.e.f May 19, 2026 Mindteck 2025–26 Annual Report 5 Leadership Team Legal and Company Secretary Registrar to an Issue and Share Transfer Agent Sathya Raja G. Associate Vice President MUFG Intime India Private Limited C 101, 247 Park LBS Road, Vikhroli West Registered Office Mumbai – 400083, India Mindteck (India) Limited Tel: 022-49186000-79 AMR Tech Park, Block-1, Fax: 022-49186060 3rd Floor, #664, 23/24 Hosur Main Road, Bommanahalli Auditors Bengaluru - 560068 Suresh Surana & Associates LLP Tel: 91 80 4154 8000 Statutory Auditor Fax: 91 80 4112 5813 S. Kannan and Associates Bankers Secretarial Auditor Axis Bank Limited Vasan & Sampath LLP HDFC Bank Limited Internal Auditor YES Bank Limited ICICI Bank Limited Bank of India Leadership Team Karim Dhanani Chief Executive Of [Showing first 8,000 characters — download PDF for full document]