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ORCHASP LIMITED Board/Management Information 2026

Feb 10, 2026

63252_rns_2026-02-10_19512223-23c4-4b9b-8ba8-b27fda436673.pdf

Board/Management Information

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10th February 2026

Listing Compliances BSE Limited P.J. Towers, Fort Mumbai. 400001

Listing Compliances The National Stock Exchange of India Ltd Exchange Plaza, C-1, Block G, Sandra Kurla Complex, Sandra East, Mumbai. 400051

Dear Sir,

Sub: Intimation of the outcome of the Board Meeting pursuant to Regulation 30(2) and 33 read with Part A of Schedule Ill of SEBI (LODR) Regulations, 2015.

Ref: Scrip Code 532271 / Symbol 'ORCHASP'

We are herewith submitting the outcome of the Board Meeting held today i.e., Tuesday the 10th February 2026, under Regulation 30(2) and 33 read with Part A of Schedule Ill of SEBI (LODR) Regulation, 2015.

We request you to kindly take the same on record and oblige.

Thanking you.

Yours Faithfully,

For Orchasp Limited

f-~ ~

P. Chandra Sekhar Managing Director & CFO DIN: 01647212

Encl :a/a

10th February 2026

Listing Compliances BSE Limited P.J. Towers, Fort Mumbai. 400001

Listing Compliances The National Stock Exchange of India Ltd Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra East, Mumbai. 400051

Dear Sir/Madam,

Sub: Outcome of the Board Meeting held on 10th February 2026.

  • Ref: 1. Regulation 30, 33 & other applicable Regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
    1. Scrip Code 532271 / Symbol 'ORCHASP'

Pursuant to Regulation 30 and 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby inform you that the Board of Directors of the Company at its meeting held on Tuesday, 10th February 2026, inter-alia, considered and approved the following:

  1. Pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('LODR'), the Board of Directors has approved the unaudited (Standalone and Consolidated) financial results for the quarter and nine months ended 31 December 2025 and noted the Limited Review Reports issued by M/s. JMT & Associates, Chartered Accountants (Statutory Auditors), on the aforementioned financial results.

A copy of the aforementioned financial results and the Limited Review Reports issued by the Statutory Auditors are enclosed herewith.

We wish to inform you that the Limited Review Report issued by the Auditors herein is a qualified opinion and since these results are unaudited, statement of impact of audit qualifications is not applicable.

19 & 20, Moti Valley, Trimulgherry, Secun 015, Telangana, INDIA. Tel: +91404776 6123/4, Fax +91404776 6143 Email : [email protected], url : www.orchasp.com

    1. The Board of directors as recommended by the Nomination and remuneration committee, have approved the appointment of Mr. Srinivasu Sunkara (DIN: 11509166) as an additional director designated as an Independent Director of the company, not being liable to retire by rotation, with effect from 10th February 2026. The term of his appointment as an Independent Director will be for a period of 5 years (10th February 2026 to 09th February 2031) and the appointment is subject to approval of shareholders.
    1. The Board of directors as recommended by the Nomination and remuneration committee, have approved the appointment of Ms. Sirisha Pattapurathi (DIN: 02185189) as an additional director designated as a non-executive non-independent woman director of the company, liable to retire by rotation, with effect from 10th February 2026, subject to approval of shareholders.

Completion of tenure of Independent Directors of the Company:

    1. We wish to inform you that the first term of office of Ms. Ponnari Gottipati, (DIN 09075036) as an Independent Director of the Company will end on 12 February 2026. Accordingly, she w ill cease to be an Independent Director with effect from the close of business hours on 12 February 2026. Ms. Ponnari Gottipati has expressed her inability to continue for a second term due to her pre-occupational and personal reasons. The Company places on record its appreciation for t he significant contributions, guidance and services rendered by Ms. Ponnari Gottipati during her tenure with the Company.
    1. We wish to inform you that the second consecutive term of appointment of Mr. Bade Srinivasa Reddy (DIN: 01384074) as an Independent Director of the Company will end on 06 March 2026. Accordingly, he will cease to be an Independent Director with effect from the close of business hours on 06 March 2026. The Company places on record its appreciation for the significant contributions, guidance and services rendered by Mr. Bade Srinivasa Reddy (DIN: 01384074) during his tenure with the Company.

  1. We wish to inform you that the second consecutive term of appointment of Mr. Sai Roopkumar Vegunta (DIN: 05317482) as an Independent Director of the Company will end on 06 March 2026. Accordingly, he will cease to be an Independent Director with effect from the close of business hours on 06 March 2026. The Company places on record its appreciation for the significant contributions, guidance and services rendered by Mr. Soi Roopkumar Vegunta (DIN: 05317482) during his tenure with the Company.

Details with respect to the said appointment as required under Regulation 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, as amended, read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11 November 2024 are provided in Annexure - I to this letter.

  1. Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby inform you that, consequent to the above appointments and completion of tenures, the Board of Directors has approved the reconstitution of various Committees of the Board, effective from 10th February 2026.

The composition of the reconstituted committees is provided in Annexure - II.

The above information is also available on the website of the Company www.orchasp_m

d M t • commenced at 11·00 AM. 1ST and concluded at 03.00 P.M . 1ST. The Boar ee ing • •

Kindly take the above intimation on record.

Thanking You, Yours Faithfully, For Orchasp Limited

P. Chandra Sekhar Managing Director & CFO DIN: 01647212

Encl.: a/a.

Information pursuant to Regulation 30 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, as amended, read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated 11 November 2024

Mr. Srinivasu Sunkara - (DIN: 011509166)

Sr. No Details of events that needs to be
provided
Information of such event(s)
1 for
change
Reason
viz.
appointment,
re-ep19e-i-A-tmeA-t,
rem eva~,---e eat h
or
res+§ Aat-ieA,
o+herw+se;
The Board of Directors have at their meeting held
10th
today
viz.
February
2026,
basis
of
recommendation
the
Nomination
and
committee,
approved
remuneration
the
appointment
of
Srinivasu
Sunkara
Mr.
(DIN:
11509166) as an additional director designated as
an Independent Director with effect from 10th
February 2026. The term of his appointment as an
Independent Director will be for a period of 5 years
(10t h February 2026 to ogth February 2031) and the
to
of
appointment
approval
is
subject
shareholders.
2 of
appointment/
Date
r-e-eppeiAtment/ces-sat-i-en
(a:;
app-1-i~
of
term
&
a p poi n tm ent/ re-e·13J:X')tntfflerw,-
Date of appointment -
10th February 2026
of
of
appointment
first
term
Term
five
-
consecutive years commencing from 10t h February
2026 to 09th February 2031 (both days inclusive)
3 of
profile
(in
Brief
case
appointment);
Professional Summary
Passionate, innovative, and results-driven Digital
of global
with
Technology
Leader
21
years
data
experience
in
delivering
enterprise
management and advanced analytics solutions
across
Healthcare,
Supply
and
Retail,
Chain,
ability to manage
Financial
domains.
Proven
complex
hybrid
landscapes
On-Prem,
(Cloud,
Multi-Cloud) while enabling data democratization
and
innovation.
business-driven
He
holds
a
Master's degree in Computer Science and a Ph.D.
from
in
Data
Mining
(Clustering)
Andhra
University.
4 of
relationships
Disclosure
of
between
directors
(in
case
appointment of a director).
Mr. Srinivasu Sunkara is not related interse to any
other Director of the Company.
5 Information as required pursuant
to
with
Circular
ref.
no.
BSE
LIST/COMP/14/2018-19
and
the
National Stock Exchange of India
with
Limited
Circular
ref.
no.
NSE/CML/2018/ 24, both dated 20
June 2018
Mr. Srinivasu Sunkara is not debarred from holding
the office of director by virtue of any SEBI order or
any other such authority.

Ms. Sirisha Pattapurathi: (DIN: 02185189)

Sr. No Details of events that needs to be
provided
Information of such event(s)
1 for
Reason
change
viz.
appointment,
Fe-O·Jc)J30tf)-tffleftt,
dee-t-l'l---eF
rest§nation,
removal,
e#lef-W-i-se;
The Board of Directors have at their meeting held
10th
today
viz.
February
2026,
basis
of
recommendation
the
Nomination
and
remuneration
committee,
approved
the
appointment of Ms. Sirisha
Pattapurathi (DIN:
02185189) as an additional director designated as
an
non-executive
non-independent
woman
10th
director with effect from
February 2026,
subject to approval of shareholders.
2 of
appointment/
Date
r-e-013190-~n-tmcnt/cessation
tEI-S
of
term
Of}f}liCEJble)
&
appointment/re 0ppointmeA-t-;
10th February 2026
Date of appointment -
liable to retire by rotation
3 of
profile
Brief
(in
case
appointment);
Professional Summary
MBA in Technology Management (Specializing in
Finance and Risk and Crisis Management) from
The University of Sheffield, UK, with 19 years of
diverse experience in finance, vendor operations,
supplier management, and deal desk functions in
for
expertise
Microsoft.
Known
in
change
management, process design, and collaboration
with cross-functional teams. Proven ability to lead
technology and process improvements, manage
third-party relationships, and drive operational
efficiency.
4 of
relationships
Disclosure
of
between
directors
(in
case
appointment of a director).
Pattapurathi is
the sister of Mr.
Ms.
Sirisha
Chandra Sekhar Pattapurathi, Managing Director
and Chief Financial Officer of the Company.
5 Information as required pursuant
to
with
Circular
ref.
no.
BSE
and
the
LIST/COMP/14/2018-19
National Stock Exchange of India
with
Limited
Circular
ref.
no.
NSE/CML/2018/ 24, both dated 20
June 2018
Ms. Sirisha Pattapurathi is not debarred from
holding the office of director by virtue of any SEBI
order or any other such authority.

Mr. Sai Roopkumar Vegunta: {DIN: 05317482)

Sr. No. Particulars Details
1. Reason for
change viz.
appointment, Completion
resignation, removal, death or otherwise
of
second term as an
Independent Director
2. of
appointment/ cessation
Date
(as applicable) & term of appointment
Effective from the close of business hours of 6th
March 2026
3. Brief profile Not Appl icable
4. of
relationships
Disclosure
directors (in case of appointment of a
director)
between Not Applicable
5. pursuant to
Information
required
Circular no. LIST/COMP/14/2018-19 and
the NSE Circular no. NSE/ CML/2018/24,
both dated 20 June 2018
BSE Not Applicable

Annexure II

COMPOSITION OF COMMITTEES OF BOARD OF DIRECTORS (Effective from 10th February 2026)

Audit Committee:

SI. No. Name of Director Position Category
1 Mr. Sai Roopkumar Vegunta Chairperson Non-Executive -
Independent
Director
2 Mr. Srinivasu Sunkara Member Additional Director
3 Mr. Ravikishore Vithaleswara
Brahmananda Bhattiprolu
Member Non-Executive -
Independent
Director

Nomination and remuneration committee: No Change

SI. No. Name of Director Position Category
1 Mr. Ravikishore Vithaleswara
Brahmananda Bhattiprolu
Chairperson Non-Executive -
Independent
Director
2 Mr. Bade Srinivasa Reddy Member Non-Executive -
Independent
Director
3 Mr. Sai Roopkumar Vegunta Member Independent
Non-Executive -
Director

Stakeholders Relationship Committee: No Change

SI. No. Name of Director Position Category
1 Mr. Bade Srinivasa Reddy Chairperson Non-Executive -
Independent
Director
2 Mr. Krishna Shankar
Kanamarlapudi
Member Non-Executive & Non
Independent Director
3 Mr. Ravikishore Vithaleswara
Brahmananda Bhattiprolu
Member Non-Executive -
Independent
Director

304/305,A-Wmg, Winsw.1) Complex. Old Police L.rnt! Opp.,\ndhcn Rly.Stn. J\ndhl'ri (Enst), Mumbai - 400 069. • T!'I.: 91 2.! 2684 834i / 2682 2238 T<'lrlax .!t>82 2238 Website ,v,,·w.Jmt:t.ro.111 • E-mail: contnrt@1111t:i.ro.111

Independent Auditor's Review Report on the Quarterly Unaudited Standalone Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

Review report to The Board of Directors M/s. ORCHASP LIMITED

  • 1. We have reviewed the accompanying Statement of Unaudited Standalone Financial Results of M/ s Ore hasp Limited (lhe "Company") for the quarter ended December 31st, 2025 and for the period from 01~1 April 2025 to 31~1 December 2025 (the "Statement") attached herewith, beine submitted by lhe Company pursuant lo the requirf'menls of Regulation 33 of lhe SEBI (Listing Obligations and Disciosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").
    1. This Statement, which is the responsibility of the Company's Management and approved by the Company's Board of Directors, has been prepared in accordance with lhe recognition and measurement principles laid down in Indian Accow1linr, Standard 34, 'Interim Financial Reporting, ('Ind AS 34,') prescribed under Section 133 of the C01npanies Act, 2013, as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to issue a report on the Statement based on our review.
    1. We conducted our review of Lhe Stal:emenl in accordance wilh Lhe Standard on Review Engagements (SRE) 2410, "Review of Interim Financial Information Performed by the Tndependenl Auditor of lhe Entity" issued by the Institute of Chartered Accounlanls of lndia. This standard requires lhal we plan and perform the review lo obtain moderate assm ance as lo whether the Stalemenl is free of material misstalemenl.

IND I A 30 l/305, A-Wing. Wi11sw.1y Complex. Old flohre 1.:-mc. opp. ,\ndhcn Hly.Su1. Andhcri (Enst), Mumb:11 - -100 069. • "fol. 91 - 2.! 268-l 834i / 2682 2238

A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance thal we would become aware of all significant matters U1at might be identified in an audit. Accordingly, we do not express an audit opinion.

Trlcfax : 2682 2.!38 Wl'bs1tP: W\,.Jmt:i.ro.111 • E-mail: [email protected]

4. Basis for ualified Conclusion

(a) We refer to the carrying value of investments of Rs. 6,825 lakhs held in Wholly Owned Subsidiary at Portugal in Cybermate Internali.onal, Unipessoal, LDA which has remained non -operational for over four years. The subsidiary has defaulted in statutory filings for the period and the Portuguese Authorities have consequently issued a notice of cancellation of Certificate of Incorporation.

In the absence of sufficient information and clarity on the subsidiary's operations and financial position, we are w1able lo comment on the appropriateness of the carrying value of the investment or determine whether a provision for impairment is required.

  • (b) The company has nol paid Tax Deducted at Source (TDS) and other statut01y dues up to December 31st, 2025.
  • (c) The Trade Receivables are due from more Lhan 6 Inon lhs. In Lhe absence of confirmations of Trade payables, l'rade Receivables and various advances/loans, we are unable lo comment on the extenl to which such balances are payable/ recoverable.

5. ualified Conclusion

Based on our review conducted as above, except for the possible effects, in respect of matters described in Paragraph 4(a) to 4(c) under Paragraph 4 Basis for Qualified Conclusion nothing has come lo our allention that causes us lo beheve that the

304/305, A-\Ving. W111sw.t} Compl<-'x. Old Policr l..mc. Opp.Andhcn Rly Sin. ,\ndhen (East), Mumbai - 400 069.Tri.: q l 22 2684 83 \ 7 / :!68.! 2.!38 Trll'fax2682 :!238 Webs1tr: \'WW.Jmt1.rn.111 •E-mail· [email protected]

accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid IND AS 34 prescribed under Section 133 of the Companies Act, 2013, as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the informabon required to be disclosed in terms of the Listing Regula ti.ans, including the manner in which it is lo be disclosed, or that it contains any material misstatement.

Place: Mumbai Date: 10-02-2026

Orchasp Limited CIN : L72200TG1994PLC017485

Orchasp Limited

19 & 20, Moti Volley,Trimulgherry,Secunderabod. 500015,TG Indio.

Un-audited Standalone Financial Results for the Quarter and Nine Months Ended 31st December,

2025
(Rs. in Lakhs)
Quarter Ended Nine Months Ended Year ended
Particulars 31.12.2025 30.09.2025 31.12.2024 31.12.2025 31.12.2024 31.03.2025
(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited)
Income
Revenue from operations 435.37 753.80 600.95 1,964.36 1,407.31 2,108.27
Other income 2.50 2.51 2.51 7.53 51.10 54.20
Tota l Income 437.88 756.31 603.45 1,971.90 1,458.40 2,162.47
Expenses
0.81 0.62 - 2.29 - -
a) Cost of Services/ Sub-contract costs - - - - -
b)Chonge in inventories of finished
goods , work in progress and stock in
trade.
c) Employee Benefit Expenses 371.72 697.32 535.03 1,740.95 1,245.70 1,791.25
d) Other Expense 39.31 27.13 17.39 97.97 1,549.85 1,405.16
e) Depreciation and Amortisation 1.19 0.74 0.69 2.66 1.96 2.62
Expense
f) Finance cost - - - - 14.80 14.80
Total 413.03 725.81 553.11 1,843.87 2,812.31 3,213.83
Profit Before Tax (2- 4) 24.84 30.50 50.34 128.02 (1,353.90) (1,051.36)
Tax Expenses
Current tax 6.46 8.54 - 33.29 - -
Deferred tax (0.64 1.19 0.24 0.72 0.73 1.01
Net Profit/(loss) for the period 19.03 20.77 50.10 94.02 (1,354.63) (1,052.37)
Other Comprehensive Income (After
Tax)
a) Items t hat will not be Reclassified to - - - - - -
profit or loss.
b) It ems that will be Reclassified to
profit or loss. - - - - - -
Total Comprehensive Income (after
taxl 19.03 20.77 50.10 94.02 (1,354.63) (1,052.37)
Paid up equity shore capital - Face
value of Rs.2 each 6,391.01 6,391.01 6,391.01 6,391.01 6,391.01 6,391.01
Other Equity i.e., Reserve (excluding
Revaluation Reserve) - - - - - 4,824.63
Earnings Per Shore (EPS)(Face Value
Rs.2 each)
Basic EPS (Rs) 0.01 0.01 0.02 0.03 (0.35) (0.42)
Diluted EPS (Rs) 0.01 0.01 0.02 0.03 (0.35) (0.42)

Notes:

    1. The Unaudited Quarterly Financial Results (Standalone) of the company for the period ended 31st December, 2025 have been prepared in accordance with the Indian Accounting Standards (Ind AS) as prescribed under section 133 of the Companies Act 2013, read with Companies (Indian Accounting Standards) Rules 2015, as amended.
    1. The above standalone results were reviewed by the audit committee and taken on record by the board of Directors of the company at its meeting held on Tuesday the 10th February 2026. The Statutory Auditors of the Company have carried out the Limited Review of these standalone results as required under Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.
    1. In accordance with the requirement of IND AS-108 on segment reporting, the company has determined its business segment as computer programming consultancy, and related services. There are no other primary reportable segments, and secondary reportable segments.
    1. The statutory auditors have expressed a qualified opinion on the financial statements of the company pertaining to
  • a. Investment in Wholly Owned Subsidiary at Portugal viz Cybermate International, Unipessoal, LDA

Notes to Unaudited Quarterly s Q3 2025- 26 (Standalone)

The Company has incorporated a Wholly Owned Subsidiary in the USA viz Orchasp Inc, on 9th December 2025. We are in the process of transferring the investment of Orchasp Ltd from Cybermate International, Unipessoal, LDA to Orchasp Inc. The process is expected to be completed in current period.

b. Non-Receipt of trade receivables and payables due for more than 6 months. We refer to the issue pertaining to the previous financial periods regarding delays caused in realization of receivables due to adverse conditions prevailing in the business and financial markets. Due to continuing adverse conditions and unfavourable financial conditions, the members of the board are of the opinion that it would be better to wait for improvement in financial conditions and clarity on certainty of realization of receivables. Hence the company intends to wait for the improvement in business environment and postpone provisioning for bad/doubtful debts as necessary in the fourth quarter.

c. Delays in Payment of Statutory Dues

There are delays in realization of receivables due to which remittance of statutory dues have been delayed.

  1. The Company has allotted 2,68,75,000 equity shares of Rs. 2/- each at an issue price of Rs. 3.20/- per share on a preferential allotment basis on 18th December 2025. These shares were admitted for listing by BSE & NSE on 28th January 2026 and hence the same is not included in the share capital of the company for the period ended 31st December 2025.

Notes to Unaudited Quarterly s Q3 2025- 26 (Standalone)

    1. EPS is not annualized.
    1. The figures for the previous period/year have been regrouped/reclassified, wherever necessary.

By the order of the Board For Orchasp Limited

P. Chandra Sekhar Managing Director & CFO DIN: 01647212

Date : 10th February 2026 Place : Hyderabad

Notes to Unaudited Quarterly s Q3 2025-26 (Standalone)

JMT CHARTERED ACCOUNTANTS & associates

304/305,A-Wmg, Wi11sw.1y Complex.Old Police l..111u Opp.,\ndhen Hly.Stn. Andhcri (East), ~lumb.1i - 400 069. • Tel : 91 22 2684 8347 / 2682 2238 Tel('fax • 268.! 2238 Websitl'· \'WW.Jmt:i.ro.m • E-mail [email protected]

Independent Auditor's Review Report on the Quarterly Unaudited Consolidated Financial Results of the Company pursuant to the Regula tion 33 of the SEBI (Listing Obligations and Disclosure Requirem ents) Regulations, 2015, as amended

Review report to The Board of Directors M/s. ORCHASP LIMITED

    1. We have reviewed the accompanying Statement of Unaudited Consolidated Financial Results of M/ s Orchasp Limited (the "Holding Company") and its subsidiaries (the Holding Company and its subsidiaries together referred to as "the Group") for the quarter ended 31st December, 2025 and for the period from J ~t April 2025 Lo 31st December 2025 (the "Statement") allached herewith, being submilled by the Holding Company pursuanl lo the requiremen ts of Regulation 33 of lhe SEBJ (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").
    1. 111is Statemenl, which is the responsibility of the Holding Company's Managemenl and approved by the Holding Company's Board of Directors, has been prepared in accordance with the recog11ilion and measurement principles laid down in Indian Accounting Standard 34. 'Interim Financial Reporting, ('Ind AS 34') prescribed under Section 133 of the Companies Act, 2013, as amended, read wilh relevant rules issued lherew1der and other accounting principles generally accepted in lndia. Our responsibility is to express a conclusion on "ThE Stateme11l" based on our review.
    1. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, "Review of Interim Financial Infonnalion Performed by the Independent Auditor of the Entity" issued by lhe Institute of Chartered Accountants oi India. This standard requires that we plan and perfo1-m the review to obtain moderate assurance as Lo whether the Sta tement is free of material missta tement i. review of interim financial information consists of making inquiries, primarily of persons responsible for f.i.nancial and accounting rnatlers, and applying analytical and olher review procedures. I\ review is substantiaUy less in scope than an audit conducted in accordance with Standards on Auditine and consequently does not enable us to obtain assurance that we wculd become aware of all significant matters that might be identified in an audit. Accordingly, we do nol express an audil opinion.

304/J05, A-Wmg, Winsw.1yComplex.Old PoliCl• L.mcOpp.A11d lwn Hly.Stn. Andhen (EastJ, Mumbai - 400 069. • Tel.. <) I 22 2o84 8347 / 2682 2238 TPl(llax • 2<>82 2238 Webs1tl.': www.Jml:t ro.111 •E-m.11!: [email protected]

4. Basis for ualified Conclusion

  • (a) We refer to the carrying value of invesh11ents of Rs. 6,825 lakhs held in Wholly Owned Subsidiary al Portugal in Cybermate International, Unipessoal , LOA which has remained non -operational for over four years. Tlw subsidiary has defaulled in slalulo1y filinr,s for lhe period and lhe Porluguese Authorities have consequently issued a nolice of cancellation of Certificate of Incorporation. In lhe absence of sufficient information and clarity on the subsidiary's operations and financial position, we are unable to comment on the appropriateness of the carrying value of the invesh11ent or determine whether a provision for impairment is required.
  • (b) 111e company has nol paid Tax Deducted al Source (TDS) and other stalulory dues up lo December 3151, 2025.
  • (c) The Trade Receivables are due from more than 6 months. In the absence of confirma tions of Trade payables, Trade Receivables and various advances/loans, we are unable lo conunent on tlw extent to which such balances are payable/recoverable.

We also performed procedures in accordance with the circular issued by the SEBI w1der Regulation 33(8) of the SEBI (Listing Obligations and D~sclosure Requirements) Regulations, 2015, as amended, to the extent applicable.

Subsidiaries:

  • a) Cybermate Infolek Limited Inc, USA
  • b) Cybermate Interna tional, Unipessoal, LDJ\

5. Other Matter paragraph:

The accompanying Statemen t includes unaudited interim fina!1cia! rcsulls and other unaudited financial information in respect of subsidiaries; whose interim financial results and olher financial information reflect total revenues of Rs. Nil, total net profit after tax of Rs. Nil and comprehensive income of Rs. Nil for the quarter ended December 31st, 2025, as considered in the Statement whose interim financial results and other financial information have nol been reviewed by their respective auditors.

IND I A 304/305, A-Wmg, Winsw.1y Comp le~ Old Pohn• L.m<! Opp. i\mllwri Hly.Stn. ,\ ndhen (East), il.l11mba1400 069.Tel 91 22 2684 83 ii/ 2682 2238 Tl'll'fax2682 2238 Webs1tl' \'WW.Jmta co.111 • E-mail: [email protected]

TI1ese unaudited interim financial resulls and other unaudited financial information have been furnished to us by the Management and our conclusion on the Statement, in so far as it relates to the affairs of lhese subsidiaries is based solely on such wu·eviewed interim financial results and other unreviewed financial information.

Our conclusion on the Slatemenl in respect of matters stated above is not modified with respect to our reliance on the financial results furnished by the Management.

6. ualified Conclusion

Based on our review conducted as above, except for the possible effects, in respecl of matters described in Paragraph 4(a) lo 4(c) under Paragrnph 4 Basis for Qualified Conclusion nothing has come lo our allenlion lhal causes us to believe that lhe accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid I D AS 34 prescribed under Section 133 of the Companies Act, 2013, as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the i..nfonnation required lo be disclosed in terms of the Listing Regulations, including the manner in which it is lo be disclosed, or thal it contains any material misstatement.

For JMT & Associates, Chartered Acco .,,.,., ___ ..... >::,. Firm Regn No. ·~\ r~} s.;·1 iic ,

Vijaya Pratap. M -~ Partner Membership No. 213766 UDIN: 1.62.\"Yf-bb flXQ S '/2..\84

Place: Mumbai Date: 10-02-2026

Orchasp Limited

19 & 20, Moti Volley,Trimulgherry,Secunderobod. 500015,TG India.

Un-audited Consolidated Financial Results for the Quarter and Nine Months Ended 31st December, 2025

(Rs. in Lakhs)
Quarter Ended Nine Months Ended Vear ended
Particulars 31.12.2025 30.09.2025 31.12.2024 31.12.2025 31.12.2024 31.03.2025
(Unaudited) ( Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited)
Income
Revenue from operations 435.37 753.80 600.95 1,964.36 1,407.31 2,108.27
Other income 2.50 2.51 2.51 7.53 51.10 54.20
Total Income 437.88 756.31 603.45 1,971.90 1,458.40 2,162.47
Expenses 0.81 0.62 - 2.29 - -
a) Cost of Services/ Sub-contract costs
b)Change in inventories of finished - - - - -
good s. work in progress and stock in
trade.
c) Employee Benefit Expenses 371.72 697.32 535.03 1,740.95 1,245.70 1,791.25
d) Other Expense 39.31 27.13 17.39 97.97 1,549.85 1,405.16
e) Depreciation and Amortisation 1.19 0.74 0.69 2.66 1.96 2.62
Expense
f) Finance cost - - - - 14.80 14.80
Total 413.03 725.81 553.11 1,843.87 2,812.31 3,213.83
Profit Before Tax (2-4) 24.84 30.50 50.34 128.02 (1,353.90) (1,051.36)
Tax Expenses
Current tax 6.46 8.54 - 33.29 - -
Deferred tax (0.64 1.19 0.24 0.72 0.73 1.01
Net Profit/(loss) for the period 19.03 20.77 50.10 94.02 (1,354.63) (1,052.37)
Other Comprehensive Income (After
Tax)
a) Items that w ill not be Reclassified to
profit or loss. - - - - - -
b) Items that will be Reclassified to
profit or loss. - - - - - -
Total Comprehensive Income (after 19.03 20.77 50.10 94.02 (1,354.63) (1,052.37)
tax)
Paid up equity share capital - Face
value of Rs.2 each 6,391.01 6,391.01 6,391.01 6,391.01 6,391.01 6,391.01
Other Equity i.e., Reserve (excluding
Revaluation Reserve) - - - - - 4,824.63
Earnings Per Share (EPS)(Face Value
Rs.2 each)
Basic EPS (Rs) 0.01 0.01 0.02 0.03 (0.35) (0.42)
Diluted EPS (Rs) 0.01 0.01 0.02 0.03 (0.351 (0.42)

Notes:

    1. The Unaudited Quarterly Financial Results (Consolidated) of the company for the period ended 31st December 2025 have been prepared in accordance with the Indian Accounting Standards (Ind AS) as prescribed under section 133 of the Companies Act 2013, read with Companies (Indian Accounting Standards) Rules 2015, as amended.
    1. The above consolidated results were reviewed by the audit committee and taken on record by the board of Directors of the company at its meeting held on Tuesday the 10t h February 2026.The Statutory Auditors of the Company have carried out the Limited Review of these results as required under Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.
    1. In accordance with the requirement of IND AS-108 on segment reporting, the company has determined its business segment as computer programming consultancy, and related services. There are no other primary reportable segments and secondary reportable segments.
    1. Consolidated Financial Results
  • (a) There are no operations in the Subsidiary Inc & Cybermate lnfotek Limited Inc, USA, there is no addition to the Profit & Loss account upon Consolidation during the period.
  • (b) There are no operations in the Subsidiary Cybermate Internat ional Unipessoal, LDA, Portugal, there is no addition to the Profit & Loss account upon Consolidation during the period.

Notes to Unaudited Quarterly s Q3 2025-26 (Consolidated)

  • (c) The newly incorporated subsidiary Orchasp Inc is yet to commence operations as the Tax Id i.e., El N is yet to be received.
    1. The statutory auditors have expressed a qualified opinion on the financial statements of the company pertaining to

a. Investment in Wholly Owned Subsidiary at Portugal viz Cybermate International, Unipessoal, LDA.

The Company has incorporated a Wholly Owned Subsidiary in the USA viz Orchasp Inc, on 9th December 2025. We are in the process of transferring the investment of Orchasp Ltd from Cybermate International, Unipessoal, LOA to Orchasp Inc. The process is expected to be completed in current period.

b. Non-Receipt of trade receivables and payables due for more than 6 months. We refer to the issue pertaining to the previous financial periods regarding delays caused in realization of receivables due to adverse conditions prevailing in the business and financial markets. Due to continuing adverse conditions and unfavourable financial conditions, the members of the board are of the opinion that it would be better to wait for improvement in financial conditions and clarity on certainty of realization of receivables. Hence the company intends to wait for the improvement in business environment and postpone provisioning for bad/doubtful debts as necessary in the fourth quarter.

c. Delays in Payment of Statutory Dues

There are delays in realization of receivables due to which remittance of statutory dues have been delayed.

Notes to Unaudited Quarterly s Q3 2025-26 (Consolidat

    1. The Company has allotted 2,68,75,000 equity shares of Rs. 2/- each at an issue price of Rs. 3.20/- per share on a preferential allotment basis on 1gth December 2025. These shares were admitted for listing by BSE & NSE on 2at h January 2026 and hence the same is not included in the share capital of the company for the period ended 31st December 2025.
    1. EPS is not annualized.
    1. The figures for the previous period/year have been regrouped/reclassified, wherever necessary.

Date Place 10th February 2026 Hyderabad

By the order of the Board For Orchasp Limited I~ ~ ~ .

P. Chandra Sekhar Managing Director & CFO DIN: 01647212

Notes to Unaudited Quarterly s Q3 2025-26 (Consolidated)