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SoftTech Engineers Limited Regulatory Filings 2025

Feb 11, 2025

62093_rns_2025-02-11_81ad456c-09c6-4a09-bf2c-56e9471035c1.pdf

Regulatory Filings

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Date: February 11, 2025

To,

National Stock Exchange of India Limited BSE Limited
"Exchange Plaza", C-1, Block –
G
Floor 25, Phiroze Jeejeebhoy Towers
Bandra –
Kurla Complex
Dalal Street,
Bandra (East), Mumbai –
400051
Mumbai –
400001
Symbol: SOFTTECH Scrip Code: 543470

Dear Sir/ Madam,

Subject: Outcome of Board Meeting held on Tuesday, 11th February, 2025 as per Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Integrated Filing for the quarter and nine months ended December 31, 2024.

Pursuant to Regulation 30 and 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), we would like to intimate that the Board of Directors of the Company have, at its meeting held on Tuesday, 11th February, 2025 which commenced at 3:00 pm and concluded at 5:00 pm have considered and approved the following:

    1. The Board of Directors considered and approved Unaudited Standalone and Consolidated Financial Results of the Company along with limited review report thereon from Statutory Auditors for the quarter and nine months ended on December 31, 2024.
    1. The Board of Directors proposed and considered to acquire a special purpose acquisition Company to form a subsidiary of SoftTech Engineers Limited in Germany. A budget of up to INR 8-10 crores is approved by the board towards the investments for German Market which includes 2 resources in Germany and aligning products to the German market requirement. Our German investment partner Einstein Work Pte. Ltd has strong presence in Germany and would help SoftTech establish business in Germany and subsequently in Europe.
  • The Board considered the proposal received from Mr. Pratik Patel regarding an investment in our UK subsidiary, SoftTech Digital Solutions Ltd upto 15%.

This intimation shall also be considered for Integrated Filing for the quarter and nine months ended December 31, 2024. The details pursuant to the SEBI (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2024 read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/CIR/P/2024/185 dated December 31, 2024, read with BSE Circular No. 20250102-4 and NSE Circular No. NSE/CML/2025/02 dated January 2, 2025, are as below:

  • A. Financial Results: Attached.
  • B. Statement on deviation or variation for proceeds of public issue, rights Issue, preferential issue, qualified institutions placement etc.: Attached.
  • C. Format for disclosing outstanding default on loans and debt securities: Not Applicable.
  • D. Format for disclosure of related party transactions (applicable only for half-yearly filings i.e., 2nd and 4th quarter): Not Applicable (As the disclosure pertains to 3rd quarter).
  • E. Statement on impact of audit qualifications (for audit report with Modified opinion) submitted alongwith annual audited financial results (standalone and consolidated separately) (applicable only for annual filing i.e., 4th quarter: Not Applicable.

Kindly take the same on record.

Thanking You,

Yours faithfully

FOR SOFTTECH ENGINEERS LIMITED

SHALAKA SATISH KHANDELWAL Digitally signed by SHALAKA SATISH KHANDELWAL DN: c=IN, st=Maharashtra, 2.5.4.20=0ff52ac746976b289e76b59faf4c2c77a579869546f2392 07296924c081dfadb, postalCode=411041, street=FLAT NI D 1 902 GANGA BHAGYODAY SINHAGAD ROAD NEAR MANIBAUG PETROL PUMP PUNE CITY, pseudonym=a3f3c8b1a309141bf53ca4a8e87f6505, serialNumber=c5a400455bb9bb1178c59c80eca2f9d073b1d9c2 4f53ed346dd20b5d646eb970, o=Personal, cn=SHALAKA SATISH KHANDELWAL Date: 2025.02.11 17:03:43 +05'30'

SHALAKA KHANDELWAL COMPANY SECRETARY

SoftTech Engineers Limited

CIN: L30107PN1996PLC016718

Registered Office: SoftTech Towers, S.No. 1/1A/7 8 15 16 17, Plot No. B,C,D, 1-Baner,
Opp. Royal Enfield Showroom, Baner Road, Pune: 411045.

Website: www.softtech-engr.com, Email: [email protected], Telephone: +91 (20) 67183711

STATEMENT OF UNAUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND NINE MONTHS YEAR ENDED 31ST DECEMBER 2024

Quarter Ended (Rs. In lakhs)
December 31 2024 September December 31 Nine Month Ended
December 31 2024
December 31 Year Ended
March 31 2024
Particulars 30 20 24 2023 2023
Unaudited Unaudited Unaudited Unaudited Unaudited Audited
Income
Revenue from operations 2.083.14 2,292.55 1,836.04 6,349.33 5,587.58 7,861.35
Other income 37.74 69.03 62.33 159.03 172.88 262.08
Total Income 2,120.88 2,361.58 1,898.37 6,508.36 5,760.46 8,123.43
Expenses
Purchase of stock-in-trade 254.66 540.07 259.61 987.59 832.99 1,171.61
Employee benefit expenses 639.72 639.65 492.11 1,818.88 1,419.45 1,937.13
Finance cost 127.16 131.22 105.87 385.54 345.63 455.61
Depreciation and amortization expenses 399.81 402.76 324.27 1,202.50 992.20 1,343.36
Other expenses 550.55 468.62 470.31 1,569.61 1,520.81 2,279.75
Total Expenses 1,971.90 2,182.32 1,652.17 5,964.12 5,111.08 7,187.46
Profit before tax 148.98 179.26 246.20 544.24 649.38 935.97
Tax expense
- Current Tax 73.04 73.46 90.06 231.64 279.38 328.44
Deferred Tax (28.41) (23.16) (26.90) (79.24) (112.88) (104.35)
Short/(Excess) provision for previous years 14.74
Total tax expense 44.63 50.31 63.16 152.40 166.50 238.83
Profit after tax [A] 104.35 128.95 183.04 391.84 482.88 697.14
Other comprehensive income
Items that will not be reclassified to profit or loss
Remeasurements of post employment benefit
obligations (4.07) (4.07) (5.53) (12.22) (16.59) (16.29)
Remeasurements of investment classified as FVTOCI 35.93
Income tax relating to these items 3.66 3.66 1.39 10.98 4.18 (4.19)
Other comprehensive income for the year, net of tax [B] (0.41) (0.41) (4.14) (1.24) (12.41) 15.45
Total comprehensive income for the year [A+B] 103.94 128.54 178.90 390.60 470.47 712.59
Basic earnings per share 0.81 1.01 1.52 3.05 4.47 6.17
Diluted earnings per share.
Gneine
0.80 1.00 1.52 3.04 4.47 6.17

Vijay Gupta $6f$ Sol lec Chairman and Managing Director DIN: 01653314 Place : Pune
Date : 11 February 2025 Ind

SoftTech Engineers Limited
CIN: L30107PN1996PLC016718
Registered Office: SoftTech Towers, S.No. 1/1A/7 8 15 16 17, Plot No. B,C,D, 1-Baner,

Website: www.softtech-engr.com, Email: [email protected], Telephone: +91 (20) 67183711

STATEMENT OF UNAUDITED CONSOLIDATED FINANCIAL RESULTS FOR THE QUARTER AND NINE MONTH ENDED DECEMBER 31 2024

Particulars Quarter Ended Nine Months Ended Year Ended
December 31 September 30 December 31 December 31 December 31 March 31 2024
2024 2024 2023 2024 2023
Unaudited Unaudited Unaudited Unaudited Unaudited Audited
Income
Revenue from operations 2,155.07 2,294.69 1,847.97 6,425.09 5,641.14 7,877.59
Other income 20.43 47.15 61.08 106.07 165.29 229.22
Total Income 2,175.50 2,341.84 1,909.05 6,531.16 5,806.43 8,106.81
Expenses
Purchase of stock-in-trade 254.66 540.07 259.61 987.59 832.99 1,171.61
Employee benefit expenses 736.47 695.93 552.01 2,023.95 1,564.61 2.134.88
Finance cost 127.16 131.22 105.87 385.54 345.63 455.61
Depreciation and amortization expenses 400.01 402.96 324.66 1.203.15 992.98 1,344.42
Other expenses 580.57 488.47 542.75 1,658.64 1,694.22 2,435.92
Total Expenses 2,098.87 2,258.65 1,784.90 6,258.87 5,430.43 7.542.44
Profit before tax 76.63 83.19 124.15 272.29 376.00 564.37
Tax expense
Current Tax 79.57 73.46 90.06 238.18 279.38 328.44
Deferred Tax (33.88) (29.04) (26.90) (92.62) (112.88) (111.26)
Short/(Excess) provision for previous years 14.74
Total tax expense 45.69 44.42 63.16 145.56 166.50 231.92
Profit for the year [A] 30.94 38.77 60.99 126.73 209.50 332.45
Other comprehensive income
Item that will be reclassified subsequently to profit or loss
Exchange differences on translation of foreign operations
Item that will not be reclassified to profit or loss (6.50) 2.58 (1.14) (4.29) (4.27) (5.17)
Remeasurements of post-employment benefit obligations
Remeasurements of investment classified as FVTOCI (4.07) (4.07) (5.53) (12.22) (16.59) (16.29)
Income tax relating to these items 130.41
Other comprehensive income for the year, net of tax [B] 5.69 7.71 1.39 17.06 4.18 (25.81)
Total comprehensive income for the year [A+B] (4.88) 6.22 (5.27) 0.55 (16.68) 83.15
Profit for the year attributable to: 26.06 44.99 55.71 127.28 192.82 415.60
-Owners of the Company
-Non controlling interests 18.20 45.94 70.57 127.72 230.80 357.81
Other comprehensive income (net of tax) attributable to: 12.73 (7.18) (9.58) (0.98) (21.30) (25.36)
-Owners of the Company
-Non controlling interests (2.53) 6.74 (5.09) 3.45 (15.56) 84.45
Total comprehensive income for the year attributable to: (2.36) (0.52) (0.16) (2.89) (1.12) (1.30)
-Owners of the Company
-Non controlling interests 15.68 52.68 65.47 131.16 215.24 442.26
Earnings per share of face value Rs. 10/- per share 10.37 (7.70) (9.74) (3.88) (22.42) (26.66)
Basic earnings per share 0.14
Diluted earnings per share 0.36 0.58 0.99 2.14 3.17
0.14 0.36 0.58 0.99 2.14 3.17

vyay Gupta
Chairman ang Mahaging Director
DIN : 01653314

Place: Pune

Notes to the Statement of Standalone and Consolidated Unaudited Financial Results for the Quarter and Nine months ended 31't December,2024.

  • L. The above financial results (Standalone and Consolidated) of SoftTech Engineers Limited (the "Company" or "Holding Company"), its subsidiaries (collectively referred to as "the Group"), were reviewed by the Audit Committee, approved and adopted by the Board of Directors at its meeting held on 11th February,2025.
    1. The quarterly and nine months financial results have been subjected to Limited Review by the StatutorY Auditors.
    1. The Company has prepared the financial results as. per lndian Accounting Standards (lnd AS) specified under section 133 of the'Act read with the Companies (lndian Accounting Standards) Rules, 2015 as amended and in terms of Regulation 33 of the SEBI (Listing Obligation and Disclosure Requirements) Regulation 2015 as amended.
    1. . The Company operates in a single segment i.e information technology and software services in accordance with lnd AS 108 "Operating Segment".
    1. During the quarter, the Holding Company has issued g,87,ggg equity shares at a price of Rs. 405/ per equity share (including premium of Rs. 395/- per equity share) on preferential allotment basis.
    1. During the quarter, the Group acquired 80% stake in Envee lnformation Technology Private Limited (Acquiree) for a consideration of Rs. 0.96 lakhs. For consolidation purposes, the acquisition date has been considered as November t,2024.

The Acquiree has outstanding Compulsorily Convertible Preference Shares ("CCPS") that entitle the holders to a floating dividend of 70% of net profit from a specific customer contract, subject to a ceiling on cumulative amount of dividend and certain other conditions.

The Group is in the process of making a final determination of fair values of the identified assets and liabilities for the purpose of purchase price allocation. Pending this, the business combination has been accounted for based on provisional values, as permitted under lnd AS 103, Business Combination.

For SoftTech Engineers Limited

W

Vijay Gupta Chairman and Managing Director DIN:01553314 Place: Pune i':' Date: February t1-,2O25

LLPIN: AAT-9949 Dr. Pai Marg, Baner, Pune – 45 Tel (O): 020 – 27290771/1772/1773 Email: [email protected] Web: www.pgbhagwatca.com

Independent Auditors' Review Report

on the unaudited quarter and nine months ended standalone financial results of SoftTech Engineers Limited Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

To, The Board of Directors SoftTech Engineers Limited (SEL) SoftTech Towers, S. No. 1/1A/7 8 15 16 17, Plot No. B, C, D, Baner, Baner Road, Pune- 411045

    1. We have reviewed the accompanying Statement of Unaudited Standalone Financial Results of SoftTech Engineers Limited ("SEL" or "the Company") for the quarter and nine months ended December 31, 2024 ("the Statement") being submitted by the Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("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 the recognition 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, and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement 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 Information Performed by the Independent Auditor of the Entity", issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is free of material misstatement. A review is limited primarily to inquiries of company personnel and analytical procedure applied to financial data and thus provides less assurance than an audit. We have not performed an audit and accordingly, we do not express an audit opinion.

P G BHAGWAT LLP Chartered Accountants LLPIN: AAT-9949

  1. Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying Statement prepared in accordance with applicable accounting standards and other recognized accounting practices and policies has not disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 including the manner in which it is to be disclosed, or that it contains any material misstatement.

For P G BHAGWAT LLP Chartered Accountants Firm's Registration Number: 101118W/W100682

Abhijeet Bhagwat Partner Membership Number: 136835 UDIN: 25136835BMLYQW2571

Pune February 11, 2025

LLPIN: AAT-9949 Dr. Pai Marg, Baner, Pune – 45 Tel (O): 020 – 27290771/1772/1773 Email: [email protected] Web: www.pgbhagwatca.com

Independent Auditor's Review Report

on the unaudited quarter and nine months ended consolidated financial results of SoftTech Engineers Limited Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

To, The Board of Directors SoftTech Engineers Limited (SEL) SoftTech Towers, S. No. 1/1A/7 8 15 16 17, Plot No. B, C, D, Baner, Baner Road, Pune- 411045

    1. We have reviewed the accompanying Statement of Unaudited Consolidated Financial Results of SoftTech Engineers Limited ("SEL" / "the Holding Company"), and its Subsidiaries (Holding Company and its Subsidiaries together referred to as "the Group") for the quarter and nine months ended December 31, 2024 ("the Statement"), being submitted by the Holding Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations").
    1. This Statement, which is the responsibility of the Holding Company's Management and has been approved by the Holding Company's Board of Directors, has been prepared in accordance with the recognition 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, and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement 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 Information Performed by the Independent Auditor of the Entity", issued by the Institute of Chartered Accountants of India. 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 that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

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

    1. The Statement includes the results of the following entities:
  • i. SoftTech Engineers Inc.
  • ii. SoftTech Finland Oy
  • iii. AmpliNxt Private Limited
  • iv. SoftTech Government Solutions Inc (step down subsidiary)
  • v. Softech Digital Pte. Limited
  • vi. Softtech Digital Software LLC (step down subsidiary)
  • vii. Envee Information Technologies Private Limited
  • viii. Softtech Digital Solutions Limited
    1. Based on the review conducted by us and procedures performed as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, including the manner in which it is to be disclosed, or that it contains any material misstatement.

Other Matters

  1. The Statement includes the financial results/information of six subsidiaries which have not been reviewed by us, whose financial results reflects total revenues of ₹ 91.14 lakhs and loss before tax of ₹ 120.08 lakhs (net) for the nine months ended December 31, 2024. The financial results/financial information of these subsidiaries are Management drawn. According to the information and explanations given to us by the Management and in our opinion, these interim financial information/results are not material to the Group.

Our conclusion is not modified in respect of this matter with respect to our reliance on the financial information certified by the management.

For P G BHAGWAT LLP Chartered Accountants Firm's Registration Number: 101118W/W100682

Abhijeet Bhagwat Partner Membership Number: 136835 UDIN: 25136835BMLYQX2436

Pune February 11, 2025

Name of listed entitv SoftTech Engineers Limited
Mode of Fund Raising Preferential lssue/Private Placement
Date of Raising Funds 5th October,2022
Amount Raised* *Rs. 14,53,90,000
Report filed for Quarter ended December 31,2024
Monitoring Agency NA
Monitoring Agency Name, if applicable NA
Is there a-Deviation / Variation in use of funds
raised
No
If yes, whether the same is pursuant to change in
terms of a contract or objects, which was NA
approved by the shareholders
If Yes, Date of shareholder Approval NA
Explanation for the Deviation / Variation NA
Comments of the Audit Committee after review Noted
Comments of the auditors, if any NA
If yes, whether the same is pursuant to ctrarrge in
terms of a contract or objects, which was NA
approved by the shareholders
If Yeso Date of shareholder Approval NA
Explanation for the Deviation I Vr.iatlon NA

statement of Deviation / variation in utilization of funds raised

Note:

*The Company on 5th October,2022, allotted 6,63,120 (Six Lakhs Sixty Three Thousand One Hundred Twenty) CCDs at a conversion price of Rs. l25l- per Equity Share (including premium of Rs' 115/- per share), upon receipt of consideration of Rs. 8,28,90,000/- (Eight Crores Twenty Eight Lakhs Ninety Thousand Only) on preferential basis.

r1\$e1lhe Company on 5th October, 2}22,allotted 20,00,000 (Twenty Lakhs) Warrants at aprice of Rs' l25l- per Equity Share (including premium of Rs. itsl- p.. share), upon receipt of upfront amount of 25o/o of wanant issue price (ii 6,25,00,000/-) on preferential basis.

Considering the above case total amount of Rs. 14,53,90,000 was raised/received on 05.10.2022

Further on bg.oo.zo23 company.r.gceived additional 25o/o of warrant issue price i.e 6,25,0a,0001-

SoftTech Engineers Limited

CMMi/3,1S0 9001t2A15

Cl N: 1301 07 PN 1 996P1C0167 18 Registered Office:SoftTech Towers,l Baner Rd,0pp, Royal Enfield Showroom, Baner, Pune, Maharashtra 411045 Q +91 2A67183711 @[email protected] @ www.softtech-engr"com

Further on28.09.2023 company received balance amount i.e 12,50,00,000/-

Total amount received/ raised as on quarter ended Sept 2023 amounts to ( Rs. 14,53,90,000 +6,25,00,000 +12,50,00,000 : Rs. 33,2g,90,000)

Objects for which funds have been raised and where there has been a deviation, in the following table

Original
Object
Modified
Object, if
any
Original
Allocation
Modified
allocation,
if any
Funds
Utilized
(Rs.)
Amount of
Deviation/V
ariation for
the quarter
according to
applicable
Remarks
if any
To support the
expansion of
business in
Ltr(\as.qrr(
Overseas
Market
21,97,54,159
General
corporate
purposes
8,66,29,661

For SoftTech Engineers Limited

W

Vijay Gupta Managing Director

,v€bq*o4

Kamal Agrawal Chief Financial officer

Name of listed entity SoftTech Ensineers Limited
Mode of Fund Raisins Preferential lssue/Private Placement
Date of Raising Funds 23'd December,2024
Amount Raised* Rs. 40,01,39,190 (Rupees Forty Crores One
Lakhs Thirty Nine Thousand One Hundred and
Ninetv onlv)
Report filed for Quarter ended December 31.2024
Monitoring Agency NA
Monitoring Agency Name, if appticable NA
Is there a Deviation / Variation in use of funds raised No
If yes, whether the same is pursuant to change in terms
of a contract or objects, which was approved by the NA
shareholders
If Yes, Date of shareholder Approval NA
Explanation for the Deviation / Variation NA
Comments of the Audit Committee after review Noted
Comments of the auditors, if any NA
If yes, whether the same is pursuant to change in terms
of a contract or objects, which was approved by the NA
shareholders
If Yes, Date of shareholder Approval NA
Explanation for the Deviation / Variation NA

Statement of Deviation / Variation in utilization of funds raised

Note:

The Board of Directors of the Company on 23'd December,2024, allotted 9,87,998 (Nine Lakhs Eighty-Seven Thousand Nine Hundred Ninety-Eight) Equity Shares of the Company of face value of NR l0 (lndian Rupees Ten only) each, at INR 405 (Indian Rupees Four Hundred and Five only) per share, including premium, at an aggregate consideration of INR 40,01,39,190 (Indian Rupees Forty Crores One Lakhs Thirry Nine Thousand One Hundred and Ninety only), for cash, on preferential I private placement basis to the Non-Promoter allottee, the details of which is as under, be and are hereby allotted;

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Einstein Work Pte. Non 10
I 7,41,000 395 30,01,05,000

SoftTech Engineers Limited

CMMi/3,150 9001:2015 CIN: 1301 07PN1 996P1C01 671 B Registered Office:SoftTech Towers,l Baner Rd,0pp. Royal Enfieid Showroom, Baner, Pune, Maharashtra 411045 Q +91 2A67ffi3711 @enquiries@softtech-engr,com @ www.softtech-engr"com

9,87,999 40,01,39,190
2. Technologies LLP Promoter 2,46,999
Florintree Non 10 39s 10,00,34,190

Objects for which funds have treen raised and where there has been a deviation, in the following table

Original
Object
Modified
Object, if
any
Original
Allocation
Modified
allocation
if any
,
Funds
Utilized
(Rs.)
Amount of
Deviation/Var
iation for the
quarter
according to
applicable
obiect
Remarks
if any
To Financ'e.its
business plan,
expansion and
growth
initiatives.
NA 40,01,39,190 NA Nil
Total NIL

For SoftTech Engineers Limited

W

i,:'

Vijay Gupta Managing Director

vY"a

Kamal Agrawal Chief Financial officer