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Integrated Capital Services Ltd Earnings Release 2026

May 30, 2026

63830_rns_2026-05-30_3ccca62e-fdd6-4d11-a4b9-da1ac39113df.pdf

Earnings Release

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INTEGRATED CAPITAL SERVICES LIMITED
Restructuring Advisory and Support
way forward

May 30, 2026.

To
Corporate Relationship Department
BSE Limited, P.J. Towers, 1st Floor, New Trading Ring
Dalal Street, Mumbai 400 001.

Ref: BSE Scrip Code: 539149 and Scrip ID: ICSL
Sub: Outcome of Board Meeting held on 30.05.2026

Dear Sir/ Madam,

The meeting of the Board of Directors of the Company was held on Saturday, May 30, 2026, at 04.30 PM (IST), and the following businesses, amongst others, were transacted at the meeting of the Board of Directors:

  1. The Financial Statements of the Company, as at/ for the year ended March 31, 2026, on standalone basis, considered by the Audit Committee in its meeting held on 30.05.2026, were favourably recommended to the Board of Directors of the Company. The aforesaid financial statements were discussed in the meeting of the Board of Directors held on 30.05.2026 and approved.
    The reports of the Auditors on the aforesaid financial statements were taken on record by Board of Directors of the Company in the meeting held on 30.05.2026.

  2. The Financial Statements of the Company, as at/ for the year ended March 31, 2026, on consolidated basis, considered by the Audit Committee in its meeting held on 30.05.2026, were favourably recommended to the Board of Directors of the Company. The aforesaid financial statements were discussed in the meeting of the Board of Directors held on 30.05.2026 and approved.
    The reports of the Auditors on the aforesaid financial statements were taken on record by Board of Directors of the Company in the meeting held on 30.05.2026.

  3. The financial results of the Company, on standalone basis for the quarter and year ended March 31, 2026, in accordance with Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, were considered by the Audit Committee in its meeting held on 30.05.2026, and favourably recommended to the Board of Directors of the Company. The aforesaid financial results were discussed in the meeting of the Board of Directors held on 30.05.2026 and approved.
    The report of the Auditors on the aforesaid financial results were taken on record by Board of Directors of the Company in the meeting held on 30.05.2026.

Registered Office:
1313, Avanta Business Centre, 13th Floor, Ambadeep Building,
KG Marg, New Delhi 110 001
Tel.: +91 98119 03459, WhatsApp +91 98119 03459, Email [email protected],
Website www.raas.co.in.
Corporate Identification Number L74899DL1993PLC051981
Member of
BTG Global Advisory
1/20


INTEGRATED CAPITAL SERVICES LIMITED
Restructuring Advisory and Support
2

  1. The financial results of the Company, on consolidated basis for the quarter and year ended March 31, 2026, in accordance with Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, were considered by the Audit Committee in its meeting held on 30.05.2026, and favourably recommended to the Board of Directors of the Company. The aforesaid financial results were discussed in the meeting of the Board of Directors held on 30.05.2026 and approved.

The report of the Auditors on the aforesaid financial results were taken on record by Board of Directors of the Company in the meeting held on 30.05.2026.

  1. The consolidated financial results of the Company for the quarter and year ended March 31, 2026, to be published in newspapers, were considered by the Audit Committee in its meeting held on 30.05.2026, and favourably recommended to the Board of Directors of the Company. The aforesaid financial results were discussed in the meeting of the Board of Directors held on 30.05.2026 and approved.

  2. Appointment of DR Associates, Company Secretaries, (Address: 329-330, Westend Mall, 4th Floor, Janakpuri, New Delhi 110058) (FRN: P2007DE003300) as Secretarial Auditor for conduct of Secretarial Audit for a period of 3 (three) financial years from year ended March 31, 2026 upto year ended March 31, 2028.

  3. Appointment of G. Manish & Associates, Chartered Accountants, (Address: 313 Keshav Puram, New Delhi 110035) (Firm Registration No. 036379N) as Internal Auditor of the Company, for the financial year 2026-27.

  4. The date for closure of Register of Members, and for convening Annual General Meeting of the Company for carrying out various matters, including placing financial statements of the Company as at/ for the year ended March 31, 2026, for consideration of members of the Company, shall be separately intimated.

The meeting concluded at 05.15 PM.

Sincerely,

For on behalf of Integrated Capital Services Limited

Vartika Jain
Digitally signed by Vartika Jain
Date: 2026.05.30 17:34:58
+05'30'

CS Vartika Jain
Company Secretary & Compliance Officer

Registered Office:
1313, Avanta Business Centre, 13th Floor, Ambadeep Building,
KG Marg, New Delhi 110 001
Tel.: +91 98119 03459, WhatsApp +91 98119 03459, Email [email protected],
Website www.raas.co.in.
Corporate Identification Number L74899DL1993PLC051981
Member of
BTG Global Advisory
2/20


3/20

| STATEMENT OF BTD Global Advisory Integrated Capital Services Limited
CIN: L74899DL1993PLC051981
Regd. Office: 1313, 13th Floor Ambadeep Building, Avanta Business Centre, K G Marg, New Delhi 110 001
Statement of Audited Standalone Financial Results for the quarter and year ended March 31, 2026
(Rs. Lakhs, except EPS) | | | | |
| --- | --- | --- | --- | --- |
| Particulars | | 3 months ended
(Audited) | Current year
ended
(Audited) | Corresponding 3
months ended in
previous year
(Audited) |
| | | 31.03.2026 | 31.03.2026 | 31.03.2025 |
| 1 | Total income from operations | 31.35 | 59.67 | 19.91 |
| 2 | Net profit for the period/year (before tax) | 23.76 | 11.24 | 11.83 |
| 3 | Net profit for the period/year (after tax) | (63.18) | (81.26) | 8.49 |
| 4 | Total comprehensive income [comprising profit/loss for the period/year after tax and other comprehensive income (after tax)] | (63.18) | 14.98 | 8.49 |
| 5 | Paid up equity share capital (Face value of Re. 1/- each) | 355.84 | 355.84 | 355.84 |
| 6 | Earnings per share (face value of Re. 1/- each) (not annualised) | | | - |
| | - Basic and Diluted earnings per share (in Rs.) | (0.18) | 0.04 | 0.02 |
| Notes:
1 The Audited standalone financial results were reviewed by the Audit Committee at its meeting held on May 30, 2026 and approved by the Board of Directors at its meeting held on May 30, 2026.
2 The Statutory Auditors of the Company have carried out the audit of the aforesaid standalone and consolidated financial results for the year ended on March 31, 2026 in accordance with Regulation 33 of the SEBI (Listing Obligation and Disclosures Requirements) Regulations, 2015, and the Company hereby declares and confirm that Auditor's Report on the audited standalone financial results of the Company is with unmodified opinion.
3 In line with the provisions of Ind AS-108 'Operating Segments' as notified under the Companies (Ind AS) Rules, 2015, and as provided in section 133 of the Companies Act, 2013, the operations of the Company fall under the head "providing consultancy and advisory services", which is considered to be the only reportable segment by the management. Pursuant to change in Object Clause of the Company, the activities of the Company are services in the nature of advisory in matters related to Insolvency and Bankruptcy.
4 The Company's plan to register as an Insolvency Professional Entity (IPE) will require to the examined in view of changes expected to be the introduced in applicable law.
5 Deferred tax asset of Rs. 90.76 lacs has decreased as a result of reduction in rate of income tax.
6 The preference shareholders have waived their right to receive dividend and deferred the redemption of preference shares; accordingly the preference shares have been reclassified as part of long term borrowings.
7 The Company has a policy to carry out assessment of Fair Value of its assets (property, plant and equipment; and investments) at the earlier of 24 months (now falling due on June 30, 2027) or a Significant Change in Business circumstances after the last review, and the assets have accordingly been assessed. The Company values its Non-Current Liabilities on Fair Value as at each reporting date.
8 The Company had opted for the publication of consolidated financial results during this financial year. The standalone and consolidated financial results of the Company for the year ended March 31, 2026, are available at the Company's website, www.raas.co.in and BSE Limited website,
9 The Chief Executive Officer and Chief Financial Officer have certified that the financial results for the year ended March 31, 2026, do not contain any false or misleading statement or figures and do not omit any material fact which may make the statements or figures contained therein misleading.
10 The figures for the previous quarter/year ended have been regrouped / rearranged, wherever necessary, to confirm to the current quarter/year's classification and presentation. | | | | |

Dated: May 30, 2026
Place: New Delhi.

By Order of the Board
Integrated Capital Services Limited
Sajeve Bhushan Deora
Chairman & Director
DIN: 00003305


BTC Global Advisory

Integrated Capital Services Limited
CIN: L74899DL1993PLC051981

Regd. Office: 1313, 13th Floor Ambadeep Building, Avanta Business Centre, K G Marg, New Delhi 110 001
Statement of Audited Standalone Financial Results for the quarter and year ended March 31, 2026

(Rs. Lakhs, except EPS)

Current year ended (Audited) Previous year ended (Audited) Particulars 3 months ended (Audited) Preceding 3 months ended in current year (Unaudited) Corresponding 3 months ended in previous year (Audited)
31.03.2026 31.03.2025 31.03.2026 31.12.2025 31.03.2025
I Revenue
15.75 - II (a) Income from operations 13.50 1.25 -
43.92 25.30 III (b) Other income 17.85 23.25 19.91
59.67 25.30 IV Total Revenue (II+ III) 31.35 24.50 19.91
V Expenditure
17.27 16.86 (a) Employees benefit expenses 3.87 4.17 4.67
- - (b) Finance costs - - -
0.72 1.35 (c) Depreciation 0.14 0.16 0.30
30.44 19.72 (d) Other expenses 3.58 20.33 3.11
48.43 37.93 Total Expenses 7.59 24.67 8.08
11.24 (12.63) VI Profit/(Loss) before tax (IV- V) 23.76 (0.17) 11.83
VII Tax expense
1.74 - (a) Current tax 1.74 - -
90.76 (3.27) (b) Deferred tax 85.20 (2.00) 2.53
- 1.44 (C) Short provision for tax for previous year - - 0.81
(81.26) (10.80) VIII Profit/(Loss) after tax (VI-VII) (63.18) 1.84 8.49
96.24 - IX Other comprehensive income /(loss) 0.00 - -
14.98 (10.80) X Total comprehensive income/(loss) (VIII+IX) (63.18) 1.84 8.49
355.84 355.84 XI Paid up equity share capital (face value of Rupee 1/- each) 355.84 355.84 355.84
XII Earnings per share (face value of Rupee 1/- each) (not annualised)
0.04 (0.03) - Basic and Diluted earnings per share (in Rs.) (0.18) 0.01 0.02

Notes:
1. The Audited standalone financial results were reviewed by the Audit Committee at its meeting held on May 30, 2026 and approved by the Board of Directors at its meeting held on May 30, 2026.
2. The Statutory Auditors of the Company have carried out the audit of the aforesaid standalone and consolidated financial results for the year ended on March 31, 2026 in accordance with Regulation 33 of the SEBI (Listing Obligation and Disclosures Requirements) Regulations, 2015, and the Company hereby declares and confirm that Auditor's Report on the audited standalone financial results of the Company is with unmodified opinion.
3. In line with the provisions of Ind AS-108 'Operating Segments' as notified under the Companies (Ind AS) Rules, 2015, and as provided in section 133 of the Companies Act, 2013, the operations of the Company fall under the head "providing consultancy and advisory services", which is considered to be the only reportable segment by the management. Pursuant to change in Object Clause of the Company, the activities of the Company are services in the nature of advisory in matters related to Insolvency and Bankruptcy.
4. The Company's plan to register as an Insolvency Professional Entity (IPE) will require to the examinee in view of changes expected to be the introduced in applicable law.
5. Deferred tax asset of Rs. 90.76 lacs has decreased as a result of reduction in rate of income tax.
6. The preference shareholders have waived their right to receive dividend and deferred the redemption of preference shares; accordingly the preference shares have been reclassified as part of long term borrowings.
7. The Company has a policy to carry out assessment of Fair Value of its assets (property, plant and equipment; and investments) at the earlier of 24 months (now falling due on June 30, 2027) or a Significant Change in Business circumstances after the last review, and the assets have accordingly been assessed. The Company values its Non-Current Liabilities on Fair Value as at each reporting date.
8. The Company had opted for the publication of consolidated financial results during this financial year. The standalone and consolidated financial results of the Company for the year ended March 31, 2026, are available at the Company's website, www.raas.co.in and BSE Limited website, www.beindia.com.
9. The Chief Executive Officer and Chief Financial Officer have certified that the financial results for the year ended March 31, 2026, do not contain any false or misleading statement or figures and do not omit any material fact which may make the statements or figures contained therein misleading.
10. The figures for the previous quarter/year ended have been regrouped / rearranged, wherever necessary, to confirm to the current quarter/year's classification and presentation.

Dated: May 30, 2026
Place: New Delhi.

By Order of the Board
Integrated Capital Services Limited
Sajeve Bhushan Deora
Chairman & Director
INN: 00003305

4/20


| INTEGRATED CAPITAL SERVICES LIMITED
CIN: L74899DL1993PLC051981
Regd. Office: 1313, 13th Floor Ambadeep Building, Avanta Business Centre, K G Marg, New Delhi 110 001
Audited Standalone Statement of Profit and Loss for the year ended March 31, 2026
Rs., Lakhs | | |
| --- | --- | --- |
| | Audited | |
| | Year ended March 31, 2026 | Year ended March 31, 2025 |
| INCOME | | |
| Revenue from operations | 15.75 | - |
| Other income | 43.92 | 25.30 |
| TOTAL INCOME | 59.67 | 25.30 |
| EXPENSES | | |
| Employees benefit expenses | 17.27 | 16.86 |
| Depreciation | 0.72 | 1.35 |
| Other expenses | 30.44 | 19.72 |
| TOTAL EXPENSES | 48.43 | 37.93 |
| Profit / (Loss) before tax | 11.24 | (12.63) |
| Less/(-Add): Tax expense | | |
| -Current tax | 1.74 | - |
| -Deferred tax | 90.76 | (3.27) |
| -Short provision for tax for previous year | - | 1.44 |
| Profit / (Loss) after tax | (81.26) | (10.80) |
| Other comprehensive income | 96.24 | - |
| Total Comprehensive Income | 14.98 | (10.80) |
| Earnings per equity share [Face value per equity share is Re. 1 (Re. 1)] | | |
| - Basic and diluted (Rs.) | 0.04 | (0.03) |

Dated: May 30, 2026
Place: New Delhi.

By Order of the Board
Integrated Capital Services Limited
Sajeve Bhushan Deora
Chairman & Director
DIN: 00003305

5/20


| Integrated Capital Services Limited
CIN: L74899DL1993PLC051981
Regd. Office: 1313, 13th Floor Ambadeep Building, Avanta Business Centre, K G Marg, New Delhi 110 001
Audited Standalone Statement of Asset and Liabilities as on March 31, 2026
(Rs., Lakhs) | | |
| --- | --- | --- |
| Particulars | Audited | Audited |
| | March 31, 2026 | March 31, 2025 |
| ASSETS | | |
| Non- current assets | | |
| Property, plant and equipment | 3.11 | 3.84 |
| Deferred tax assets (net) | 66.33 | 157.09 |
| Financial assets | | |
| Investments | 445.23 | 367.63 |
| Loans | 261.72 | 303.17 |
| Other financial assets | 0.33 | 0.01 |
| Total of non- current assets (a) | 776.72 | 831.74 |
| | | |
| Current assets | | |
| Financial assets | | |
| Trade receivables | 15.79 | 1.21 |
| Cash and cash equivalents | 74.92 | 1.81 |
| Other bank balances | 17.89 | 108.75 |
| Other Financial Assets | 170.47 | 154.31 |
| Other current assets | 5.95 | 5.84 |
| Total of current assets (b) | 285.02 | 271.92 |
| | | |
| Total of assets (a+b) | 1,061.74 | 1,103.66 |
| | | |
| EQUITY AND LIABILITIES | | |
| Equity | | |
| Equity share capital | 355.84 | 355.84 |
| Other equity | 496.10 | 497.28 |
| Total of equity (a) | 851.94 | 853.12 |
| | | |
| LIABILITIES | | |
| Non- current liabilities | | |
| Financial liabilities | | |
| Borrowing | 205.00 | - |
| Deferred tax liabilities (net) | - | - |
| Provisions | 1.49 | 1.35 |
| Total of non current liabilities (b) | 206.49 | 1.35 |
| | | |
| Current liabilities | | |
| Financial liabilities | | |
| Borrowing | - | 205.00 |
| Other financial liabilities | 3.10 | 44.01 |
| Other current liabilities | 0.05 | 0.05 |
| Provisions | 0.16 | 0.13 |
| Total of current liabilities (c) | 3.31 | 249.19 |
| | | |
| Total of liabilities (d = b+c) | 209.80 | 250.54 |
| Total of equity and liabilities (a+d) | 1,061.74 | 1,103.66 |
| | | |

By Order of the Board
Integrated Capital Services Limited

Dated: May 30, 2026
Place: New Delhi.
Sajeve Bhushan Deora
Chairman & Director
DIN 00003305
6/20


| INTEGRATED CAPITAL SERVICES LIMITED
CIN: L74899DL1993PLC051981
Regd. Office: 1313, 13th Floor Ambadeep Building, Avanta Business Centre, K G Marg, New Delhi 110 001
Audited Standalone Statement of Cash Flows for the year ended on March 31, 2026
Rs., Lakhs | | |
| --- | --- | --- |
| | Audited | |
| | Year ended March 31, 2026 | Year ended March 31, 2025 |
| A. CASH FLOW FROM OPERATIONS
Profit/(Loss) before tax | 11.24 | (12.63) |
| Adjustments for: | | |
| Other Comprehensive Income/(loss) | 80.09 | - |
| Depreciation | 0.73 | 1.35 |
| Interest paid | (5.48) | (25.30) |
| Finance cost - other | (5.88) | - |
| Operating profit before working capital changes | 80.70 | (36.58) |
| Adjustment for working capital changes: | | |
| Increase/(Decrease) in other financial liabilities | | |
| Employee benefit expenses | 0.35 | 0.42 |
| Expenses payables | (0.36) | (0.44) |
| Temporary Bank Overdraft | (40.92) | 40.92 |
| Increase/(Decrease) in other current liabilities | - | (40.97) |
| Increase/(Decrease) in current provisions | 0.03 | 0.13 |
| Increase/(Decrease) in non current provisions | 0.15 | 0.48 |
| Decrease/(Increase) in financial assets | | |
| Trade receivables | (14.58) | 8.64 |
| Decrease/(Increase) in other financial assets | | |
| Amount recoverable against disposal of investments | (1.59) | - |
| Interest receivables | (14.62) | (16.55) |
| Interest accrued but not due | 0.05 | 0.01 |
| Other bank balances | 90.85 | 1.25 |
| Balance with Government Authorities | 0.51 | |
| Decrease/(Increase) in other current assets | | |
| Prepaid expenses | (1.07) | (0.16) |
| Cash generated from operations | 99.50 | (42.85) |
| Taxes paid | (1.29) | 0.03 |
| Net cash flow from operating activities | 98.21 | (42.82) |
| B. CASH FLOW FROM INVESTING ACTIVITIES
Decrease/(Increase) in financial assets | | |
| Decrease/(Increase) in investments | (77.59) | - |
| Decrease/(Increase) in non current loans | 41.45 | 12.75 |
| Decrease/(Increase) in other financial assets | (0.32) | - |
| Interest receipts | 5.48 | 25.30 |
| Net cash used in investing activities | (30.98) | 38.05 |
| C. CASH FLOW FROM FINANCING ACTIVITIES
Finance cost - other | 5.88 | - |
| Increase/(Decrease) in non-current borrowings | | |
| Net cash used in financing activities | 5.88 | - |
| NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C) | 73.11 | (4.77) |
| Cash and cash equivalents - Opening balance | 1.81 | 6.56 |
| Cash and cash equivalents - Closing balance | 74.92 | 1.81 |
| (Figures in bracket indicate cash outflow) | | |

Dated: May 30, 2026
Place: New Delhi.
By Order of the Board
Integrated Capital Services Limited
Sajave Bhushan Deora
Chairman & Director
DIN: 00003305
7/20


DHANA & ASSOCIATES
CHARTERED ACCOUNTANTS

INDEPENDENT AUDITOR'S REPORT ON AUDIT OF ANNUAL STANDALONE FINANCIAL RESULTS AND REVIEW OF QUARTERLY FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF INTEGRATED CAPITAL SERVICES LIMITED

We have audited the accompanying statement of quarterly and year ended Standalone Financial Results for the quarter ended March 31, 2026 and year ended March 31, 2026, both included in the accompanying "Statement of standalone financial results for the quarter and year ended March 31, 2026" ("the statement") of INTEGRATED CAPITAL SERVICES LIMITED ("the Company") being submitted by the company pursuant to the requirements of Regulation 33 of the SEBI (Listing obligations and Disclosure Requirements) Regulations, 2015, as amended ("the listing regulations").

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial results and statements for the quarter and year ended March 31, 2026:

a. Is presented in accordance with the requirements of Regulation 33 of the SEBI (Listing obligations and Disclosure Requirements) Regulations, 2015.

b. give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable accounting standards and other accounting principles generally accepted in India of the net loss and other comprehensive income and other financial information expect for the effect of the matter described in the Basis for Opinion section of our report for the year then ended.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (‘ICAI’) together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

img-0.jpeg

407, South Ex Plaza-II, South Extension, Part-2, New Delhi-110049, India
+91 11 4607 6490 | [email protected] | www.dhanaassociates.com | Agra | Dimapur | Guwahati
Peer Review Certificate No. 015372 Dated: 12-May-2023
8/20


Other Matters

The Financial Results include the results for the quarter ended March 31, 2026 being the balancing figure between audited figures in respect of full financial year and the published unaudited year to date figures up to the third quarter of the current financial year which were subject to limited review by us.

Our opinion is not modified in respect of these matters.

Management's Responsibilities for the Standalone Financial Results

This statement which includes the standalone Financial Results is the responsibility of the Company's Board of Directors and has been approved by them for the issuance. The Standalone Financial Results for the year ended March 31, 2026 has been compiled from related audited Standalone financial statement. This responsibility includes the preparation and presentation of the standalone financial results for the quarter and year ended March 31, 2026 that gives a true and fair view of the net profit and other year ended March 31, 2026 that give a true and fair view of the net profit/loss and other comprehensive income and other financial information in accordance with the recognition and measurement principles laid down in Indian Accounting Standards prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial results, the Board of Directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Standalone Financial Results

Our objectives are to obtain reasonable assurance about whether the standalone financial results as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial results.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

img-1.jpeg


  • Identify and assess the risks of material misstatement of the standalone financial results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.

  • Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.

  • Evaluate the overall presentation, structure and content of the standalone financial results, including the disclosures, and whether the financial results represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

or DHANA & Associates
Chartered Accountants
Firm Registration No: 0510525C

Arun Khandella
Partner
Membership No. 089125
UDIN-2608912SHBOSCB 3878

Place: New Delhi,
Date: 30-May-2026

10/20


B

BTG Global Advisory

Integrated Capital Services Limited

CIN: L74899DL1993PLC051981

Regd. Office: 1313, 13th Floor Ambadeep Building, Avanta Business Centre, K G Marg, New Delhi 110 001

Statement of Consolidated Audited Financial Results for the quarter and year ended March 31, 2026

3

(Rs. Lakhs, except EPS)

Particulars 3 months ended (Audited) Current year ended (Audited) Corresponding 3 months ended in previous year (Audited)
31.03.2026 31.03.2026 31.03.2025
1 Total income from operations 25.14 135.28 27.08
2 Net profit for the period/year (before tax) 5.45 32.82 6.51
3 Net profit for the period/year (after tax) (74.41) (77.45) 3.77
4 Total comprehensive income [comprising profit/loss for the period/year after tax and other comprehensive income (after tax)] (74.41) (70.82) (5.93)
5 Paid up equity share capital (Face value of Rs. 1/- each) 355.84 355.84 355.84
6 Earnings per share (face value of Rs. 1/- each) (not annualised)
- Basic and Diluted earnings per share (in Rs.) (0.21) (0.20) (0.02)

Notes:

  1. The Audited consolidated financial results were reviewed by the Audit Committee at its meeting held on May 30, 2026, and approved by the Board of Directors at its meeting held on May 30, 2026.
  2. The Statutory Auditors of the Company have carried out the audit of the aforesaid standalone and consolidated financial results for the year ended on March 31, 2026 in accordance with Regulation 33 of the SEBI (Listing Obligation and Disclosures Requirements) Regulations, 2015, and the Company hereby declares and confirms that Auditor's Report on the audited standalone financial results of the Company is with unmodified opinion.
  3. Total income from operations includes profit on sale of fixed assets and investments, and interest.
  4. Exceptional item of Rs 47.28 lacs in consolidated financial statements is charge of accumulated depreciation accounted on sale of fixed assets by wholly owned subsidiary, Green Infra Profiles Pvt. Ltd.
  5. Deferred tax asset of Rs. 89.87 lacs has decreased as a result of reduction in rate of income tax.
  6. The preference shareholders have waived their right to receive dividend and deferred the redemption of preference shares; accordingly the preference shares have been reclassified as part of long term borrowings.
  7. In line with the provisions of Ind AS-108 'Operating Segments' as notified under the Companies (Ind AS) Rules, 2015, and as provided in section 133 of the Companies Act, 2013, the operations of the Company fall under the head "providing consultancy and advisory services", which is considered to be the only reportable segment by the management. Pursuant to change in Object Clause of the Company, the activities of the Company are services in the nature of advisory in matters of Insolvency and Bankruptcy and related arears.
  8. The Company's plan to register as an Insolvency Professional Entity (IPE) will require to the examined in view of changes expected to be the introduced in applicable law.
  9. The Company has a policy to carry out assessment of Fair Value of its assets (property, plant and equipment; and investments) at the earlier of 24 months (now falling due on June 30, 2027) or a Significant Change in Business circumstances after the last review, and the assets have accordingly been assessed. The Company values its Non-Current Liabilities on Fair Value as at each reporting date.
  10. The Company had opted for the publication of consolidated financial results during this financial year. The standalone and consolidated financial results of the Company for the year ended March 31, 2026, are available at the Company's website, www.raac.co.in and BSE Limited website, www.bscindia.com.
  11. The Chief Executive Officer and Chief Financial Officer have certified that the financial results for the year ended March 31, 2026, do not contain any false or misleading statement or figures and do not omit any material fact which may make the statements or figures contained therein misleading.
  12. The financials of the Company on standalone basis for the year ended on March 31, 2026 are as under:

Rs., Lakhs

Sl. No. Particulars Year ended March 2026 (Audited) Quarter ended March 2026 (Audited)
(i) Total Income from operation 59.67 31.35
(ii) Profit for the period before tax 11.24 23.76
(iii) Profit for the period after tax (81.26) (63.18)
(iv) Other comprehensive income/(loss) 96.24 -
(v) Total comprehensive income/(loss) [comprising profit/loss for the period after tax and other comprehensive income (after tax)] (iii+iv) 14.98 (63.18)
  1. The figures for the previous quarter/year ended have been regrouped / rearranged, wherever necessary, to confirm to the current quarter/year's classification and presentation.

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By Order of the Board

Integrated Capital Services Limited

Sajeve Bhushan Deora

Chairman & Director

DIN: 00003305

Dated: May 30, 2026

Place: New Delhi.

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11/20


BTG Global Advisory

Integrated Capital Services Limited

CIN: L74899DL1993PLC051981

Regd. Office: 1313, 13th Floor Ambaderep Building, Avanta Business Centre, K G Marg, New Delhi 110 001

Statement of Consolidated Audited Financial Results for the quarter and year ended March 31, 2026

(Rs. Lakh, except EPS)

Current year ended (Audited) Previous year ended (Audited) Particulars 3 months ended (Audited) Preceding 3 months ended in current year (Unaudited) Corresponding 3 months ended in previous year (Audited)
31.03.2026 31.03.2025 31.03.2026 31.12.2025 31.03.2025
I Revenue
84.00 66.17 II (a) Income from operations 20.75 4.25 25.45
51.28 8.25 III (b) Other income 4.39 43.47 1.63
135.28 74.42 IV Total Revenue (II+III) 25.14 47.72 27.08
V Expenditure
19.59 22.78 (a) Employees benefit expenses 4.25 4.78 6.66
- - (b) Finance costs - - -
12.42 16.28 (c) Depreciation 3.16 2.66 4.01
75.24 37.31 (d) Other expenses 15.31 38.86 7.18
107.25 76.37 Total Expenses 22.72 46.31 17.85
28.03 (1.95) VI (Loss)/Profit before tax and share in profit of associates (IV-V) 2.42 1.42 9.23
4.79 (4.45) VII (a) Share in profit/(loss) of associates 3.03 (0.75) (2.72)
- - (b) Reversal of loss/profit accounted earlier of associate on its disposal/fair valuation - - -
32.82 (6.40) VIII (Loss)/Profit before tax (VI+VII) 5.45 0.67 6.51
IX Tax expense
19.96 5.70 (a) Current tax 0.17 16.20 (0.48)
89.87 (8.52) (b) Deferred tax 79.69 (3.26) 2.44
0.44 1.56 (c) Short provision for tax for previous year (0.00) 0.44 0.78
(77.45) (5.14) (Loss)/Net profit before exceptional items and tax (VIII-IX) (74.41) (12.71) 3.77
(47.28) - XI Add/(Loss): Exceptional Items (0.00) (47.28) -
(124.73) (5.14) XII (Loss)/Profit for the period attributable to Owners (X+XI) (74.41) (60.00) 3.77
- - XIII (Loss)/Profit for the period attributable to non controlling interest - - -
53.91 (9.70) XIV Other comprehensive income/(loss) (0.00) (15.74) (9.70)
(70.82) (14.84) Total comprehensive income/(loss) (XII+XIII+XIV) (74.41) (75.74) (5.93)
(70.82) (14.84) Total comprehensive income/(loss) attributable to Owners (74.41) (75.74) (5.93)
353.84 353.84 XV Paid up equity share capital (face value of Rs. 1/- each) 353.84 353.84 353.84
XVI Earnings per share (face value of Rs. 1/- each) (not annualized)
(0.20) (0.04) -Basic and Diluted earnings per share (in Rs.) (0.21) (0.21) (0.02)

Notes:

  1. The Audited consolidated financial results were reviewed by the Audit Committee at its meeting held on May 30, 2026, and approved by the Board of Directors at its meeting held on May 30, 2026.
  2. The Statutory Auditors of the Company have carried out the audit of the aforesaid standalone and consolidated financial results for the year ended on March 31, 2026 in accordance with Regulation 33 of the SEBI (Listing Obligation and Disclosures Requirements) Regulations, 2015, and the Company hereby declares and confirm that Auditor's Report on the audited standalone financial results of the Company is with unmodified opinion.
  3. Other income includes profit on sale of fixed assets and investments and interest.
  4. Exceptional Item of Rs 47.28 lacs in consolidated financial statements is charge of accumulated depreciation accounted on sale of fixed assets by wholly owned subsidiary, Green Inlts Profiles Pvt. Ltd.
  5. Deferred tax asset of Rs. 89.87 lacs has decreased as a result of reduction in rate of income tax.
  6. The preference shareholders have waived their right to receive dividend and deferred the redemption of preference shares; accordingly the preference shares have been reclassified as part of long term borrowings.
  7. In line with the provisions of Ind AS-108 'Operating Segments' as notified under the Companies (Ind AS) Rules, 2015, and as provided in section 133 of the Companies Act, 2013, the operations of the Company fall under the head "providing consultancy and advisory services", which is considered to be the only reportable segment by the management. Pursuant to change in Object Choice of the Company, the activities of the Company are services in the nature of advisory in matters of Insolvency and Bankruptcy and related arrears.
  8. The Company's plan to register as an Insolvency Professional Entity (IPE) is deferred due to time taken in obtaining the necessary approvals by persons with whom the Company has been in discussions to lead the practice.
  9. The Company has a policy to carry out assessment of Fair Value of its assets (property, plant and equipment; and investments) at the earlier of 24 months (now falling due on June 30, 2027) or a Significant Change in Business circumstances after the last review, and the assets have accordingly been assessed. The Company values its Non-Current Liabilities on Fair Value as at each reporting date.
  10. The Company had opted for the publication of consolidated financial results during this financial year. The standalone and consolidated financial results of the Company for the year ended March 31, 2026, are available at the Company's website, www.raas.co.in and RSE Limited website, www.haeindia.com.
  11. The Chief Executive Officer and Chief Financial Officer have certified that the financial results for the year ended March 31, 2026, do not contain any false or misleading statement or figures and do not omit any material fact which may make the statements or figures contained therein misleading.
  12. The financials of the Company on standalone basis for the year ended on March 31, 2026 are as under:
Sl. No. Particulars Year ended March 2026 (Audited) Quarter ended March 2026 (Audited)
(i) Total Income from operation 59.67 31.35
(ii) Profit for the period before tax 11.24 23.76
(iii) Profit for the period after tax (51.26) (63.18)
(iv) Other comprehensive income/(loss) 96.24 -
(v) Total comprehensive income/(loss) [comprising profit/loss for the period after tax and other comprehensive income (after tax)] (iii+iv) 14.98 (63.18)
  1. The figures for the previous quarter/year ended have been regrouped / rearranged, wherever necessary, to confirm to the current quarter/year's classification and presentation.

Dated: May 30, 2026

Place: New Delhi.

By Order of the Board

Integrated Capital Services Limited

Sajeed Bhushan Deera

Chairman & Director

JBN: 00003305


| INTEGRATED CAPITAL SERVICES LIMITED
CIN: 1.74899DL1993PLC051981
Regd. Office: 1313, 13th Floor Ambadeep Building, Avanta Business Centre, K G Marg, New Delhi 110 001
Audited Consolidated Statement of Profit and Loss for the year ended March 31, 2026
Rs., Lakhs | | |
| --- | --- | --- |
| | Audited | |
| | Year ended March 31, 2026 | Year ended March 31, 2025 |
| INCOME | | |
| Revenue from operations | 84.00 | 66.17 |
| Other income | 51.28 | 8.25 |
| TOTAL INCOME | 135.28 | 74.42 |
| EXPENSES | | |
| Employees benefit expenses | 19.59 | 22.78 |
| Depreciation | 12.42 | 16.28 |
| Other expenses | 75.24 | 37.31 |
| TOTAL EXPENSES | 107.25 | 76.37 |
| Profit / (Loss) before tax | 28.03 | (1.95) |
| Add/(Less): Exceptional Items | (47.28) | - |
| Profit/(Loss) after exceptional items and tax | (19.25) | (1.95) |
| Tax expense | | |
| Current tax | 19.96 | 5.70 |
| Deferred tax | 89.87 | (8.52) |
| | 0.44 | 1.56 |
| Profit / (Loss) after tax | (129.52) | (0.69) |
| Other Comprehensive Income | 53.91 | (9.70) |
| Share in profit / (loss) of associates | 4.79 | (4.45) |
| Reversal of Net Profit/Loss recognised carlier due to re-revaluation | | |
| Total Comprehensive Income | (70.82) | (14.84) |
| By Order of the Board
Integrated Capital Services Limited
Sajeve Bhushan Deora
Chairman & Director
DIN: 00003305 | | |

13/20


| INTEGRATED CAPITAL SERVICES LIMITED
CIN: L74899DL1993PLC051981
Regd. Office: 1313, 13th Floor Ambadeep Building, Avanta Business Centre, K G Marg, New Delhi 110 001
Audited Consolidated Statement of Asset and Liabilities as on March 31, 2026
(Rs., Lakhs) | | |
| --- | --- | --- |
| | Audited | |
| Particulars | March 31, 2026 | March 31, 2025 |
| ASSETS | | |
| Non-current assets | | |
| Property, plant and equipment | 676.87 | 855.26 |
| Deferred tax assets | 44.03 | 134.22 |
| Financial assets | | |
| Investments | 99.12 | 57.47 |
| Other financial assets | 0.86 | 0.61 |
| Total of non- current assets (a) | 820.88 | 1,047.56 |
| Current assets | | |
| Financial assets | | |
| Trade receivables | 24.30 | 6.49 |
| Cash and cash equivalents | 190.13 | 27.74 |
| Other bank balances | 17.89 | 125.25 |
| Other financial assets | 2.50 | 2.22 |
| Current tax assets | 5.99 | 2.40 |
| Other current assets | 3.94 | 5.85 |
| Total of current assets (b) | 244.75 | 169.95 |
| Total of assets (a+b) | 1,065.63 | 1,217.51 |
| | | |
| EQUITY AND LIABILITIES | | |
| Equity | | |
| Equity share capital | 355.84 | 355.84 |
| Other equity | 476.64 | 549.81 |
| Total of equity (a) | 832.48 | 905.65 |
| LIABILITIES | | |
| Non-current liabilities | | |
| Financial liabilities | | |
| Borrowing | 205.00 | - |
| Deferred tax liabilities | - | - |
| Provisions | 1.49 | 1.35 |
| Total of non current liabilities (b) | 206.49 | 1.35 |
| Current liabilities | | |
| Financial liabilities | | |
| Borrowing | - | 250.00 |
| Other financial liabilities | 18.57 | 51.25 |
| Other current liabilities | 2.44 | 5.89 |
| Provisions | 0.16 | 0.13 |
| Current tax liabilities | 5.49 | 3.24 |
| Total of current liabilities (c) | 26.66 | 310.51 |
| | | |
| Total of liabilities (d=b+c) | 233.15 | 311.86 |
| Total of equity and liabilities (a+d) | 1,065.63 | 1,217.51 |

By Order of the Board
Integrated Capital Services Limited

Dated: May 30, 2026
^{}[] Place: New Delhi.
^{}[] Sajeve Bhushan Deora
^{}[] Chairman & Director
^{}[] DIN: 00003305


| INTEGRATED CAPITAL SERVICES LIMITED
CIN: L74899DL1993PLC051981
Regd. Office: 1313, 13th Floor Ambadeep Building, Avanta Business Centre, K G Marg, New Delhi 110 001
Audited Consolidated Statement of Cash Flows for the year ended March 31, 2026
(Rs. Lakhs) | | |
| --- | --- | --- |
| Particulars | Audited | |
| | Year ended March 31, 2026 | Year ended March 31, 2025 |
| A. CASH FLOW FROM OPERATIONS | | |
| Profit before tax | (19.25) | (1.95) |
| Adjustments for: | | |
| Other Comprehensive Income/ Expenses | 53.91 | (9.70) |
| Reversal of loss on disposal of associate company | - | - |
| Depreciation | 12.42 | 16.28 |
| Profit on disposal of assets | 17.06 | (0.01) |
| Profit on disposal of Property, Plant & Equipment | (18.80) | - |
| Dividend income | (5.88) | - |
| Interest receipts | (9.30) | (8.24) |
| Operating profit before working capital changes | 30.16 | (3.62) |
| Adjustment for working capital changes: | - | - |
| Increase/(Decrease) in other financial liabilities | | |
| Advance received for reimbursement | 10.35 | (1.12) |
| Employee benefit expenses | 0.35 | 0.42 |
| Temporary Bank Overdraft | (40.92) | 40.92 |
| Expenses payables | (2.46) | (0.42) |
| Borrowing | (250.00) | 241.70 |
| Advance for which value has to be given | - | (111.00) |
| Increase/(Decrease) in other current liabilities | (3.45) | 3.05 |
| Increase/(Decrease) in current provisions | 0.03 | 0.12 |
| Increase/(Decrease) in non current provisions | 0.15 | 0.49 |
| Decrease/(Increase) in financial assets | | |
| Trade receivables | (17.81) | 25.58 |
| Decrease/(Increase) in other financial assets | | |
| Advance recoverable in cash or in kind | 0.53 | (0.90) |
| Interest accrued but not due | (0.81) | 0.01 |
| Balance with government authorities | - | 0.02 |
| Other bank balances | 107.35 | 3.40 |
| Decrease/(Increase) in other current assets | 1.90 | 1.30 |
| Balance with Government Authorities | - | - |
| Cash generated from operations | (164.63) | 199.95 |
| Taxes paid | 11.30 | (4.12) |
| Net cash flow from operating activities | (153.33) | 195.83 |
| B. CASH FLOW FROM INVESTING ACTIVITIES | | |
| Addition to property, plant and equipment | (68.93) | - |
| Receipt on Sale of Investment | 1.59 | 0.01 |
| Realisation on disposal of Property, Plant & Equipment | 200.00 | - |
| Decrease/(Increase) in financial assets | | |
| Investments | (41.65) | 22.55 |
| Investments due to share of profit/loss in associates (Net) | 4.79 | (4.45) |
| Other Financial Assets | (0.26) | (0.40) |
| Dividend receipts | 5.88 | - |
| Interest receipts | 9.30 | 8.24 |
| Net cash used in investing activities | 110.72 | 25.96 |
| C. CASH FLOW FROM FINANCING ACTIVITIES | | |
| Increase/(Decrease) in financial Liabilities | | |
| Borrowings | 205 | (205.00) |
| Interest paid | - | - |
| Finance cost due to Ind-As adjustment on preference shares | - | - |
| Finance cost - other | - | - |
| Net cash used in financing activities | 205.00 | (205.00) |
| NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C) | 162.39 | 16.78 |
| Cash and cash equivalents - Opening balance | 27.74 | 10.95 |
| Cash and cash equivalents - Closing balance | 190.13 | 27.74 |
| (Figures in bracket indicate cash outflow) | | |

Dated: May 30, 2026
Place: New Delhi.
15/20
By Order of the Board
Integrated Capital Services Limited
Sajeev Bhushan Deora
Chairman & Director
DIN: 00003305


DHANA & ASSOCIATES
CHARTERED ACCOUNTANTS

INDEPENDENT AUDITOR'S REPORT ON AUDIT OF CONSOLIDATED FINANCIAL RESULTS AND REVIEW OF QUARTERLY FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF INTEGRATED CAPITAL SERVICES LIMITED

We have audited the accompanying statement of quarterly and year to date Consolidated Financial Results for the quarter ended March 31, 2026 and year ended March 31, 2026 ("the statement") of INTEGRATED CAPITAL SERVICES LIMITED ("the Parent Company") and its subsidiaries and associate company (the parent and its subsidiaries and associates together referred to as "the group"), for the quarter and year ended March 31,2026 being submitted by the parent company pursuant to the requirements of Regulation 33 of the SEBI (Listing obligations and Disclosure Requirements) Regulations, 2015, as amended ("the listing regulations").

In our opinion and to the best of our information and according to the explanations given to us, the statement: -

a. Include the results of the following entities:

Parent

i. Integrated Capital Services Limited

Subsidiary Company

i. RAAS Consulting Private Limited
ii. Green Infra Profiles Private Limited
iii. ICSL Consulting Private Limited
iv. Borrelli Walsh India Private Limited (Step Down Subsidiary of ICSL Consulting Pvt Ltd)

Associate Company

i. KW Publishers Private Limited
ii. Sun Links Limited (a company incorporated in United Kingdom)(Applied for voluntary Strike off and Dissolved on 31.03.2026)

b. are presented in accordance with the requirements of Regulation 33 of the SEBI (Listing obligations and Disclosure Requirements) Regulations, 2015.

c. give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable accounting standards and other accounting principles generally accepted in India of the net loss and other comprehensive income and other financial information of the Group for the quarter and year ended March 31,2026.

407, South Ex Plaza-II, South Extension, Part-2, New Delhi-110049, India
+91 11 4607 6490 | [email protected] | www.dhanaassociates.com | Agra | Dimapur | Guwahati
Peer Review Certificate No. 015317. Dated: 12-May-2023
16/20


Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ('ICAI') together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Board of Directors' Responsibilities for the Consolidated Financial Results

These Consolidated financial results for the year ended March 31, 2026 have been prepared on the basis of the consolidated annual financial statements. The Holding Company's Board of Directors are responsible for the preparation and presentation of these consolidated financial results that give a true and fair view of the net loss and other comprehensive income and other financial information of the Group including its associates and jointly controlled entities in accordance with the Indian Accounting Standards prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations.

The respective Board of Directors of the companies included in the Group and of its associates are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Group and its associates and jointly controlled entities and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial results by the Directors of the Holding Company, as aforesaid.

In preparing the consolidated financial results, the respective Board of Directors of the companies included in the Group and of its associates and jointly controlled entities are responsible for assessing the ability of the Group and its associates and jointly controlled entities to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

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The respective Board of Directors of the companies included in the Group and of its associates are responsible for overseeing the financial reporting process of the Group and of its associates.

Auditor's Responsibilities for the Audit of the Consolidated Financial Results

Our objectives are to obtain reasonable assurance about whether the consolidated financial results as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial results.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the consolidated financial results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.

  • Conclude on the appropriateness of the Board of Directors use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group and its associates and jointly controlled entities to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or

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conditions may cause the Group and its associates and jointly controlled entities to cease to continue as a going concern.

  • Evaluate the overall presentation, structure and content of the consolidated financial results, including the disclosures, and whether the consolidated financial results represent the underlying transactions and events in a manner that achieves fair presentation.

  • Obtain sufficient appropriate audit evidence regarding the financial results/financial information of the entities within the Group and its associates and jointly controlled entities to express an opinion on the consolidated Financial Results. We are responsible for the direction, supervision and performance of the audit of financial information of such entities included in the consolidated financial results of which we are the independent auditors. For the other entities included in the consolidated Financial Results, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

Other Matters

  1. We did not audit the Standalone financial statements of Associate Company (KW Publishers Pvt Ltd- PI 40%) included in the Consolidated financial statements of the Group proportionate to respective participating interest (PI). The total net profit of Rs 4.79 Lakhs pertaining to Group’s share in these Associate Companies, for the year ended on that date are considered in the Consolidated financial statements. The unaudited financial information has been provided to us by the management and our opinion on the Consolidated financial statements of the Group to the extent it relates to the amounts and disclosures included in respect of these Associate Companies is based solely on such unaudited financial information furnished to us by the management.

  2. We draw attention to Sun Links Limited (incorporated in United Kingdom), an associate company, which applied for voluntary strike off and was dissolved on 31 March 2026. The Holding Company has accounted for its share of losses up to the date of cessation of the associate relationship and has appropriately adjusted/derecognized the carrying value of the investment in accordance with the applicable accounting standards. Our opinion is not modified in respect of this matter.

  3. The Financial Results include the results for the quarter ended March 31, 2026 being the balancing figure between audited figures in respect of full financial year and the published unaudited year to date figures up to the third quarter of the current financial year which were subject to limited review by us.

We communicate with those charged with governance of the Parent Company and such other entities included in the consolidated financial results of which we are the independent auditors regarding, among other matters, the planned

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scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

Our opinion on the consolidated Financial Results is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the Financial Results certified by the Board of Directors.

or DHANA & Associates
Chartered Accountants
Firm Registration No: 0510525C

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Arun Khandella
Partner
Membership No. 089125
UDIN-26089128JMYCF1741

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Place: New Delhi,
Date: 30-May-2026

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