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Tera Software Ltd. Audit Report / Information 2025

May 16, 2025

61455_rns_2025-05-16_83c9e9aa-94d4-4d11-aa6c-69209d5df4e4.pdf

Audit Report / Information

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TERA SOFTWARE LIMITED

Regd. Office : # 8-2-2931821 N 1107, Road Number 55, Jubilee Hills, Hyderabad,Telan ga na 500033. Tel :+91-40-23547447 E-mail : info@terasoftware. in www.terasoftware.com

Date: 16u. May, 2025

BSE Limited National Stock Exchange of India Limited
P.J. Towers, Dalal Street, Exchange Plaza, Bandar Kurla Complex
Mumbai - 400001 Bandra (E ). Mumbai - 400051
Scrip: 533982 Svmbol: TERASOFT

Sub: Audited Financial Results for the Quarter and Year ended 31"t Marchr 2025.

Reft Regulation 3(), 33 and other applicable regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

This is to inform you that, the Board of Directors of the Company at their meeting held today i.e. Friday, 16tl' February, 2025 at the Registered Office of the Company situated at Plot No.l 107, Road No.55, Jubilee Hills, Hyderabad-500033, Telangana, India, has approved the Audited Standalone & Consolidated Financial Results for the Quarter and Year ended 31"t March, 2025 along with Auditor Reports.

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-PoD2 I CIRIP I 2024 I 185 dated December 31, 2024, read with BSE Circular No. 2O25O|O2-4 and NSE Circular No. NSE/CML|2O21|O2 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.: Not Applicable.
  • C. Format for disclosing outstanding default on loans and debt ' securities: There is no outstanding default on loans.
  • D. Format for disclosure of related party transactions: Applicable.

TERA SOFTWARE LIMITED

Regd. Office : # 8-2-2931821 N 1107, Road Number 55, Jubilee Hills, Hyderabad,Telangana 500033. Tel :+91-40-23547447 E-mail : [email protected] www.terasoftware.com

E. Statement on impact of audit qualifications (for audit report with Modified opinion) submitted alongwith annual audited financial results:

Declaratlon pursuant to Regulatton 33(3)(Q of the SEBI @tsttng obligatlons qnd Disclosu re Requlremcnts) Regulations, 20 7 5 :

We, hereby conlirm and declare that the Statutory Auditors of the Company M/s Narven Associates, Chartered Accountants, Hyderabad, has issued the Audit Reports on Standalone & Consolidated Audited Financial Results for the year ended 31"t March, 2025 with unmodified opinion.

Board Meeting commenced at 16:00 hours and concluded at 23:15 hours.

Kindly take the above information on your record.

Yours faithfully, For TERA SOFTWARE LIMITED

CHINI Digitally signed by CHINI MALLIKARJUNA DN: cn=CHINI MALLIKARJUNA c=IN o=Personal Reason: I am the author of this document Location: Date: 2025-05-16 23:06+05:30

CH. MALLII(ARJUNA Company Secretary & Compliance Oflicer Mem. No. A47545 MALLIKARJ UNA

Off: #8-3-1047/1-B, Rama Apts. Srinagar Colony, Hyderabad -73. $:040 - 49520055$ Tel e-mail: [email protected] [email protected]

INDEPENDENT AUDITOR'S REPORT

TO THE MEMBERS OF TERA SOFTWARE LIMITED

Report on the Audit of the Standalone Financial Statements Opinion

We have audited the accompanying standalone financial statements of TERA SOFTWARE LIMITED (the "Company"), which comprise the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date and a summary of significant accounting policies and other explanatory information (hereinafter referred to as the "standalone financial statements").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements gives the information required by the Companies Act, 2013 (the "Act") in the manner so required and gives a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("INDAS") and other accounting principles generally accepted in India, of the state of affairs of the group as at March 31, 2025 and its profit, total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing ("SA" s) specified under section 143 (10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the standalone Financial Statement 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 Standalone financial statements under the provisions of the Act and the Rules made there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the Standalone financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Standalone financial statements for the current period. These matters were addressed in the context of our audit of the Standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

TERED ACCOUNTANTS

Sr. No. Key Audit Matter Auditor's Response
$\overline{1}$ Recognition and Measurement of Expected Our audit procedure in respect of
Credit Loss: this area included:
Risk Assessment: We assessed the
The estimation of expected credit losses (ECL) risk of material misstatement in the
on trade receivables was identified as a key recognition and measurement of
audit matter due to its material impact on the Expected credit Loss, considering
financial
position
company's
and the inherent complexities in the
performance. The significance of this area industry's revenue recognition and
arises from the inherent judgement required the potential impact of economic
in forecasting future credit losses, which factors on customers' ability to pay.
involves complex assumptions and estimation Evaluation of Internal Controls: We
uncertainty evaluated
the
design
and
implementation of internal controls
over the estimation of Expected
by testing
Loss
Credit
the
reasonableness of key assumptions
and ensuring the accuracy and
completeness of underlying data
as historical loss rates,
such
economic indicators, and customer
including
specific
rates
the
company's policies and procedures
for assessing credit risk, monitoring
customer
and
payments,
determining appropriate provisions
for doubtful accounts.
Testing of Bad Debt Provision (i.e.,
We
Expected
Credit
Loss):
performed
substantive
testing

procedures validate to the completeness and accuracy of the Expected Credit losses. These procedures include the following: Reviewing the ageing of accounts receivable. analyzing historical collection patterns. Examining $\bullet$ supporting documents including invoices. contracts, and communications with the customers along with legitimacy of such records. Assessing the customer's creditworthiness by considering factors such as payment history, Financial Stability & credit ratings. The reasonableness $\sigma$ f assumptions and effective discount rate used in the estimation process. We also performed Sensitivity analysis to evaluate the impact of different scenarios to the allowance for expected credit losses Management Representations: We obtained written representations from management regarding the completeness and accuracy of data and assumptions used in the ECL estimation. Based on the procedures performed, we found the assumptions used by management to be reasonable, and

NARVEN ASSOCIATES

CHARTERED ACCOUNTANTS

the measurement of the expected
credit loss provision to be supported
sufficient
by
and
appropriate audit evidence.
$\overline{2}$ Provisions and Contingent Liabilities and
Evaluation of uncertain tax positions:
There are material claims against the
We have obtained details of key
claims
against the
company,
completed tax assessments, and
demands and tax/duty positions.
company and uncertain Tax/GST positions
which are under various stages of dispute,
involving significant judgment to determine
the possible outcome of these disputes.
We reviewed status of disputes and
representation taken from
the
management,
discussed
with
appropriate senior management and
evaluated
the
management's
underlying key assumptions.
assessed
We
management's
estimate of the possible outcome of
the disputed cases in evaluating
management's position on these
uncertain claims and tax positions
assessed the
and
appropriate
disclosures in the financials.

NARVEN ASSOCIATES

Information Other than the Financial Statements and Auditor's Report Thereon

The Company's Board of Directors are responsible for the preparation of other information. The other information comprises the information included in the Management Discussion and Analysis Board's Report including Annexures to Board's Report, Business Responsibility Report, Corporate Governance and Shareholder's Information, but does not include the financial statements and our auditor's report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Standalone financial statements or with our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management's Responsibilities for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safe guarding 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 statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, Management and 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 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 is also responsible for overseeing the Company's financial reporting process.

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

Our objectives are to obtain reasonable assurance about whether the standalone financial statements 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 statements.

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 Standalone financial statements, 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 financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system 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 Management and Board of Directors.
  • $\bullet$ Conclude on the appropriateness of managements and 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. Standalone 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 statements, including the disclosures, and whether the Standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that. individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financial statements.

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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because head verse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

    1. As required by the Companies (Auditor's Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the Annexure "A", a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
    1. As required by Section 143(3) of the Act, we report that:
  • A. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
  • B. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
  • C. The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of account and returns.
  • D. In our opinion, the aforesaid standalone financial statements comply with the IndAS Specified under Section133 of the Act read with rule 7 of the Companies (Accounts) Rules, 2014;
  • E. There are no adverse observations or comments of the auditors on financial transactions or matters which have any adverse effect on the functioning of the

company.

F. On the basis of the written representations received from the directors as on March 31, 2025 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2025 from being appointed as a director in terms of Section164(2) of the Act.

RVEN ASSOCIATES

  • G. With respect to the adequacy of the internal financial controls with reference to the financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B." Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company's internal financial controls with reference to the financial statements.
  • H. With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:
  • a. The Company has disclosed the impact of pending litigations on its financial position in its Standalone financial statements as at 31st March 2025.
  • b. The Group has not made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts.
  • c. There were no amounts required to be transferred to the Investor Education and Protection Fund by the Company.
  • d. The management has represented that, to the best of its knowledge and belief, that
    • i. No funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner what so ever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
    • ii. No funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity(ies), including foreign entities ("Funding Parties"), with the

understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

  • iii. Based on audit procedures carried out by us, that we have considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us believe that the representations under sub-clause (i) and (ii) contain any material misstatement.
  • e. In our opinion and according to the information and explanations given to us, the company has not declared any dividend during the year.

f. The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is applicable from 1 April 2023; The Company, in respect of financial year commencing on or after the 1st April, 2024, has used Accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has been operated throughout the year for all transactions recorded in the software and the audit trail feature has not been tampered with and the audit trail has been preserved by the company as per the statutory requirements for record retention.

  1. With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of section 197(16) of the Act, as amended, in respect of whether the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act

For Narven Associates Chartered Accountants $\widehat{ASSO}$ FRN: 0005905 B8de3657-cffa-4100- Cigitally signed Ayderaba 0228-96ed53c1bcff Date:2025.05.16 p1:42 CA. G.V. RAMANA Partner M.No: 025995

UDIN: 25025995BMIJSS6487

Date: 16.05.2025 Place: Hyderabad

ANNEXURE 'A' TO THE INDEPENDENT AUDITOR'S REPORT ISSUED TO THE MEMBERS OF TERA SOFTWARE LIMITED OF EVEN DATE

(Referred to 'Report on Other Legal and Regulatory Requirements' section of our report of even date)

To the best of our information and according to the explanations provided to us by the Company and the books of account and records examined by us in the normal course of audit, we state that:

  • In respect of the Company's Property, Plant and Equipment and Intangible Assets:
  • (i) The Company has maintained proper records showing full particulars, $(a)$ including quantitative details and situation of Property, Plant and Equipment and relevant details of right-of-use assets.
    • (ii) The Company does not have any Intangible Assets during the year. Hence reporting under clause $3(i)(a)(B)$ is not applicable.
  • The Company has a program of physical verification to cover all items of $(b)$ Property, Plant and Equipment in a phased manner over a period of three years, which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain property, plant and equipment were physically verified by the management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification.
  • Based on our examination of lease agreement for land/Registered sale deed/ $(c)$ transfer deed/conveyance deed provided to us, we report that, the title in respect of all other immovable properties (other than properties where the company is the lessee and the lease agreements are duly executed in favor of the lessee), disclosed in the financial statements included under Property, Plant and Equipment are held in the name of the Company as at the balance sheet date.
  • Based on our examination of the records of the Company, the Company has $(d)$ not revalued any of its Property, Plant and Equipment (including right-of-use assets) or intangible assets or both during the year.
  • Based on our examination of the records of the company, there are no $(e)$ proceedings initiated during the year or are pending against the Company as at March 31, 2025 for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made there under.

  • (a) The company does not have inventory. Hence clause (ii) (a) does not applicable. ii.
  • (b) The Company has been sanctioned working capital limits in excess of $\xi$ 5 crore, in aggregate, at any points of time during the year, from banks or financial institutions on the basis of security of current assets and hence reporting under clause 3(ii)(b) and the quarterly returns or statements filed by the company with such books or financials-institutions are in agreement with the books of accounts of the company.
  • iii. Based on our examination of the records of the company, during the year, the company has made investments in a private limited company. However, the company has not provided any guarantees or securities, nor granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships, or any other parties. Accordingly, the requirements stated in sub-clauses (b) to (f) of clause 3(iii) of the Order are not applicable.
  • Based on our examination of the records of the company, according to the iv. information and explanations given to us, the company has complied with the provisions of section 186 of the Companies Act, 2013 with respect to the investments made during the year. The provisions of section 185 of the Companies Act, 2013 are not applicable to the company.
  • Based on our examination of the records of the company, the Company has not V. accepted any deposits or amounts which are deemed to be deposits from the public during the year in terms of directives issued by the Reserve Bank of India or the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the rules framed there under. Accordingly, paragraph $3(v)$ of the Order is not applicable to the Company.
  • vi. The Central Government has not prescribed the maintenance of cost records under sub-section (1) of section 148 of the Act for any of the activities of the company and accordingly paragraph 3 (vi) of the order is not applicable.
  • In respect of statutory dues: vii.
  • a. In our opinion, the Company has generally been regular in depositing undisputed statutory dues, including Goods and Services tax, Provident Fund, Employees' State Insurance, Income Tax, Sales Tax, Service Tax, duty of Custom, duty of Excise, Value Added Tax, Cess and other material statutory dues applicable to it with the appropriate authorities.

There were no undisputed amounts payable in respect of Goods and Service tax, Provident Fund, Employees' State Insurance, Income Tax, Sales Tax, Service Tax, duty of Custom, duty of Excise, Value Added Tax, Cess and other material statutory dues in arrears as at March 31, 2025 for a period of more than six months from the date they became payable.

S.no Nature of Dues Amount Period to which
the amount relates
GST Due 6.32 Crores 2020-21

b. There are no dues of Income Tax or Sales Tax or Service Tax or Duty of customs or duty of Excise or Value added tax or GST, which have not been deposited on account of any dispute.

S. Name of the Nature of the Amount Period to Forum where dispute
no. Statute dues (Rs) which the
amount
relates
is pending
$\overline{1}$ The Kerala
VAT Rules,
2005
Value Added
Tax
84,16,222 2005-06 Kerala VAT AT
$\overline{2}$ The Kerala
VAT Rules,
2005
Value Added
Tax
61,50,240 2006-07 Kerala VAT AT
3 The Kerala
VAT Rules,
2005
Value Added
Tax
7,42,446 2007-08 Kerala VAT AT
$\overline{4}$ The Kerala
VAT Rules,
2005
Value Added
Tax
8,52,280 2008-09 Kerala VAT AT
5 The Kerala
VAT Rules,
2005
Value Added
Tax
4,66,474 2009-10 Kerala VAT AT
6 The AP VAT Value Added
Tax
50,70,072 2015-16 Vat Appellate Tribunal,
Andhra Pradesh
7 The AP VAT Value Added
Tax
87,81,759 2016-17
(April to
Sep)
Vat Appellate Tribunal,
Andhra Pradesh

NARVEN ASSOCIATES

Continuation Sheet...

8 The AP VAT Penalty on
VAT
12,67,518 2015-16 Vat Appellate Tribunal,
Andhra Pradesh
9 The AP VAT Penalty on
VAT
21,95,440 2016-17 Vat Appellate Tribunal,
Andhra Pradesh
10 The AP VAT Value Added
Tax & Penalty
21,45,089 2016-17&
2017-18
(Till June-
18)
Vat Appellate Tribunal,
Andhra Pradesh
11 The Finance
Act 1994
Service Tax 3,99,98,766 2011-12 CESTSAT-Hyderabad
12 The Finance
Act 1994
Penalty On
Service Tax
4,00,08,766 2011-12 CESTSAT-Hyderabad
13 The Finance
Act 1994
Service Tax 15,40,170 2008-09 to
2012-13
CESTSAT-Hyderabad
14 The Finance
Act 1994
Penalty On
Service Tax
15,50,170 2008-09 to
2012-13
CESTSAT-Hyderabad
15 The AP VAT Value Added
Tax & Penalty
6,97,000 2014-15 VAT Appellate Tribunal,
Andhra Pradesh
16 GST GST&
Interest
5,55,67,058 March-
2020 to
May-2021
Appellate Deputy
Commissioner, Andhra
Pradesh
17 GST Interest &
Penalty
99,40,109 September
2019 to
March 2020
Appellate Deputy
Commissioner, Andhra
Pradesh
18 Transitional
Credit
interest &
Penalty
1,41,67,242 September
2019 to
March 2020
Joint/Additional
Commissioner of central
Tax (Appeals), Andhra
Pradesh
19 GST GST&
Interest
2,58,90,000 April - 2020
to March-
2021
Writ Petition filed at AP
High court
20 GST GST&
Interest &
Penalty
20,58,23,93
5
July - 2019
to Aug-2019
Writ Petition filed at AP
High court

NARVEN ASSOCIATES

Continuation Sheet...

21 GST GST&
Interest &
2,21,41,396 FY 2017-
2018
Writ Petition filed at
Jharkhand High court
Penalty
GST& 1,26,81,348 FY 2018- Writ Petition filed at
22 GST Interest & 2019 Jharkhand High court
Penalty
GST& 4,55,30,092 FY 2019- Writ Petition filed at
23 GST Interest & 2020 Jharkhand High court
Penalty
GST& 4,70,19,652 FY 2020- Writ Petition filed at
24 GST Interest & 2021 Jharkhand High court
Penalty
GST& 5,02,19,112 FY 2021- Writ Petition filed at
25 GST Interest & 2022 Jharkhand High court
Penalty
GST& 8,14,29,850 FY 2022- Writ Petition filed at
26 GST Interest & 2023 Jharkhand High court
Penalty
27 GST GST& 53,04,084 FY 2019-20 Appeal Filed at Odisha
Penalty
28 GST GST& 32,33,500 FY 2019-20 Appeal Filed at West
Penalty Bengal
29 GST GST& 33,42,387 FY 2020-21 Appeal needs to be filed
Penalty
  • Based on our examination of the records of the company, there were no viii. transactions that were not recorded in the books of account but were surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961. Accordingly, the question of recording any previously unrecorded income in the books of account does not arise.
  • (a) Based on our examination of the records of the company, the Company has not ix. defaulted in repayment of loans or other borrowings to financial institutions, banks, government, and dues to debenture holders or in the payment of interest thereon to any lender.
  • (b) Based on our examination of the records of the company, the Company has not been declared wilful defaulter by any bank or financial institution or other lender.

(c) The Company has not obtained any term loans during the year. Accordingly, clause $3(ix)(c)$ of the Order is not applicable.

NARVEN ASSOCIATES

CHARTERED ACCOUNTANTS

  • (d) Based on our examination of the records of the company, we report that no funds raised on short term basis have been utilized for long term purposes.
  • (e) On an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries.
  • (f) The Company has not raised any loans during the year on the pledge of securities held in its subsidiaries. Joint ventures and associates and hence reporting on clause 3(ix)(f) of the Order is not applicable.
  • (a) The Company has not raised any moneys by way of initial public offer or further public offer (including debt instruments) during the year. Accordingly, clause $3(x)(a)$ of the Order is not applicable.
  • (b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not made any preferential allotment / private placement of shares or fully or partly or optionally convertible debentures during the year. Accordingly, clause $3(x)(b)$ of the Order is not applicable.
  • xi. (a) Based on our examination of the records of the company, we report that no fraud by the Company or on the Company has been noticed or reported during the year.
  • (b) No report under sub-section (12) of section 143 of the Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government.
  • (c) As represented to us by the management, there are no whistle blower complaints received by the Company during the year.
  • xii. The Company is not a Nidhi Company. Accordingly, the provisions stated in paragraph 3(xii) of the Order is not applicable.
  • xiii. Based on our examination of the records of the Company, the transactions with the related parties are in compliance with Sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.
  • (a) In our opinion the Company has an adequate Internal audit system xiv. commensurate with the size and the nature of its business.

X.

  • (b) We have considered, the internal audit reports for the year under audit, issued to the Company during the year and till date, in determining the nature, timing and extent of our audit procedures.
  • In our opinion and according to the information and explanations given to us, the XV. Company has not entered into non-cash transactions with directors or persons connected with them. Hence provisions of section 192 of the Act, 2013 are not applicable to the Company.

ARVEN ASSOCIATES

ERED ACCOUNTANTS

xvi. (a) In our opinion and according to the information and explanations given to us. the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934. Accordingly, clause 3(xvi)(a) of the Order is not applicable.

(b) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, clause 3(xvi)(b) of the Order is not applicable.

(c) In our opinion and according to the information and explanations given to us, the Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. Accordingly, paragraph 3 (xvi) (c) of the Order is not applicable.

(d) The Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. Accordingly, paragraph 3 (xvi) (d) of the Order is not applicable.

  • The Company has not incurred cash losses in the financial year and in the xvii. immediately Preceding financial year.
  • There has been no resignation of statutory auditors during the year, Accordingly, xviii. Paragraph 3(xviii) of the order is not applicable.
  • On the basis of the financial ratios, ageing and expected dates of realization of xix. financial assets and payment of financial liabilities, other information accompanying the financial statements and our knowledge of the Board of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future

viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.

(a) In our opinion and according to the information and explanations given to us, XX. provisions of section 135 relating to Corporate Social Responsibility are not applicable to the company.

For Narven Associates Chartered Accountants FRN: 005905S

UDIN: 25025995BMIJSS6487

88de3657-
cffa-4100-
b2c8-96ed53c1bcff
Digitally signed by 88de3651
cffa-4100-b2c8-96ed53c1bdf
Date: 2025.05.16.21:43:15.40
15N
Hyderabad
CA. G. V. Ramana ered Accou
Partner
M.No: 025995

$\sqrt{224}$

Date: 16-05-2025. Place: Hyderabad

ANNEXURE "B" TO THE INDEPENDENT AUDITOR'S REPORT of on the standalone IND AS Financial Statements of M/s TERA SOFTWARE LIMITED for the year ended 31st March, 2025.

(Referred to in paragraph 2(f) under 'Report on other legal and regulatory requirements' section of our report to the Members of Tera Software Limited of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of sub-section 3 of Section 143 of the Companies Act, 2013 (the "Act")

We have audited the internal financial controls over financial reporting of M/s TERA SOFTWARE LIMITED (the "Company") as of March 31, 2025 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.

In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to financial statements and such internal financial controls were operating effectively as at 31 March 2025, based on the internal financial controls with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the "Guidance Note").

Management's Responsibility for Internal Financial Controls

The Company's management and Board of Directors are responsible for establishing and maintaining internal financial controls based on the internal controls with reference to financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls with reference to the standalone Financial Statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing ("SA"), prescribed

NARVEN ASSOCIATES

under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls with reference to the standalone Financial Statements. Those SAs and the Guidance Note require that we comply with the ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to the standalone Financial Statements were established and maintained and whether such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the Internal financial controls system with reference to the Standalone Financial Statements and their operating effectiveness. Our audit of internal financial controls with reference to the Standalone Financial Statements included obtaining an understanding of internal financial controls with reference to the Standalone Financial Statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the Standalone Financial Statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company's internal financial control with reference to financial statements.

Meaning of Internal Financial Controls Over Financial Reporting

A Company's internal financial control with reference to financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting. including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may be come inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2025, based on the criteria for internal financial control over financial reporting established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the ICAI.

Date: 16.05.2025 Place: Hyderabad

For Narven Associates Chartered Accountants FRN: 0005905S EN ASSO

88de3657tally signe
>3657-cffa Hyderabad cffa-4100-
b2c8-96ed53c1bcff
b2c8-96ed53c1bcff Pater 2025.05.162143 $+05'30$

ed Accc

CA. G.V. RAMANA Partner

M.No: 025995 UDIN: 25025995BMIJSS6487

TERA SOFTWARE LIMITED CIN L72200TG1994PLC018391

#8-2-293/82/A/1107, Plot no 1107, Road no 55, Jubilee Hills, Hyderabad-33.

STATEMENT OF STANDALONE AUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED AND YEAR ENDED 31ST MARCH 2025

QUARTER ENDED KS. In Lakhs
Year Ended
PARTICULARS
31-03-2025 31-12-2024 31-03-2024 31-03-2025 31-03-2024
1. Income from Operations Audited Unaudited Audited Audited Audited
(a) Net Sales /Income from operations (net of
excise duty) 3,356.48 2,388.88
(b) Other operating Income 2,313.57 10,725.59 8,448.25
(c) Other Income 102.74 108.12 105.84 38.79
406.11
392.88
Total Income from Operations (net) 3,459.22 2,497.00 2,419.41 11,170.49 8,841.13
2. Expenses
Purchases
Changes in inventories of finished goods, work
in-progress and stock in trade 4.72 4.72 7.56
Technical & Operation expense 2,405.85 1,570.30 1,593.09 7,424.21 5,568.69
Employee benefit expense 484.54 457.41 464.24 1,840.15 1,856.68
Finance costs 89.21 112.41 74.82 379.18 285.86
Depreciation & amortisation expense 3.56 2.82 3.60 13.59 14.98
Other Expenses 100.78 67.56 67.99 266.44 354.67
Total Expenses 3,083.94 2,215.22 2,203.74 9,928.29 8,088.44
3. Profit/(Loss) from ordinary activities but
before Exceptional Items (1-2) 375.28 281.78 215.67 1,242.20 752.69
4.Add: Exceptional Items 35.00 139.47
4. Less: Exceptional Items 39.26
5. Profit/(Loss) from ordinary activities before
$\vert$ tax (3-4) 375.28 281.78 215.67 1,237.94 613.22
6. Tax expense
1) Current Tax 88.06 68.02 70.06 307.30 205.72
2) Tax Expenses relating to Earlier years (0.35) (6.21) (31.76) (6.56) (31.76)
3) Deferred Tax (7.68) 1.90 (11.05) (4.88) 47.32
7. Profit/(Loss) from ordinary activities after
tax (5-6) 295.26 218.06 188.43 942.08 391.95
8. Extraordinary items (net of tax Rs expense
Lakhs)
9. Net Profit/(Loss) before Other
٠ ٠ $\overline{\phantom{a}}$ $\blacksquare$ $\blacksquare$
comprehensive income (7-8) 295.26 218.06 188.43 942.08 391.95
10. Other Comprehensive Income
Add: (i) Items that will be reclassified to profit
or loss 5.51 9.34 32.81 71.91 93.96
Less: (ii) Income Tax relating to items that will
be reclassified to profit or loss (1.39) (2.35) (8.26) (18.10) (23.65)
11. Net Profit/(Loss) for the period (9-10) 299.38 225.05 212.98 995.89 462.26
12. Paid up Equity Share Capital (Face Value
Rs 10/-) 1,251.19 1,251.19 1,251.19 1,251.19 1,251.19
Reserves (excluding Revaluation Reserve as
per the Balance Sheet of previous accounting
year)
Earning Per equity share (for continuing
operations):
(1) Basic
(2) Diluted 2.36
2.36
1.74
1.74
1.51
1.51
7.53 3.13
Earning Per equity share (for discontinued & 7.53 3.13
Continuing operations):
(1) Basic 2.36 1.74 1.51 7.53 3.13
(2) Diluted 2.36 1.74 1.51 7.53 3.13

TERA SOFTWARE LIMITED CIN L72200TG1994PLC018391 #8-2-293/82/A/1107, Plot no 1107, Road no 55, Jubilee Hills, Hyderabad-33.
SEGMENT WISE REVENUE AND RESULTS

KS. IN LAKNS
PARTICULARS QUARTER ENDED Year Ended
31-03-2025 31-12-2024 31-03-2024 31-03-2025 31-03-2024
Audited Unaudited Audited Audited Audited
1. Segment Revenue
a) Integrated Solutions Division 324.26 324.26
b) Technical Division 1,489.17 1,274.34 1,505.57 5,965.94 6,016.15
c) Projects Division 1,543.05 1,114.55 808.00 4,474.19 2,432.10
Net sales/Income from operations 3,356.48 2,388.88 2,313.57 10,764.39 8,448.25
2. Segment Results [Profit / (Loss) before Tax
and Interest from each Segment]
a) Integrated Solutions Division 4.90 4.90
b) Technical Division 171.00 (196.07) 54.55 304.92 238.54
c) Projects Division 379.83 628.71 278.88 1,481.67 1,102.32
Total 555.73 432.64 333.43 1,791.49 1,340.86
Less: i) Interest Expenses 89.21 112.40 74.82 379.18 285.86
ii) Un-allocable expenditure (Net) 193.98 146.58 148.78 576.22 695.19
Add: Interest and Other Income 102.74 108.12 105.84 406.11 392.88
Total Profit/(Loss) Before Exceptional items 375.28 281.78 215.67 1,242.20 752.69
Exceptional Item: Add 35.00
Less: 39.26 139.47
Total Profit/(Loss) after Exceptional items 375.28 281.78 215.67 1,237.94 613.22
Segment Assets
Integrated Solutions Division 16.14 16.14
Technical Division 1,136.48 1,713.94 1,368.05 1,136.48 1,368.05
Projects Division 13,202.12 11,207.19 12,501.38 13,202.12 12,501.38
Unallocable 4,600.26 6,081.50 5,409.67 4,600.26 5,409.67
Total 18,955.00 19,002.63 19,279.10 18,955.00 19,279.10
Segment Liabilities
Integrated Solutions Division 343.26 343.43 334.40 343.26 334.40
Technical Division
$\cdots$
682.68 1,034.74 1,178.20 682.68 1,178.20
Projects Division 2,216.60 2,064.38 1,770.50 2,216.60 1,770.50
Unallocable 15,712.46 15,560.08 15,996.00 15,712.46 15,996.00
Total 18,955.00 19,002.63 19,279.10 18,955.00 19,279.10
(Segment Assets - Liabilities)
Integrated Solutions Division (327.12) (343.43) (334.40) (327.12) (334.40)
Technical Division 453.80 679.20 189.85 453.80 189.85
Projects Division 10,985.52 9,142.81 10,730.88 10,985.52 10,730.88
Unallocable (11, 112.20) (9,478.58) (10, 586.33) (11, 112.20) (10, 586.33)
Total

Rs. ln Lakhs
Year Ended Year Ended
Particulars Audited Audited
31st March 2025 31st March 2024
r. AssErs
1. Non-current assets-
(i) Property, Plant & Equipment 2,653.45 2,659.55
(ii) Financial Assets
(a) lnvestment 0.74 0.74
(b) Other financial assets 236.14 270.30
(iii) Other non current assets 543.32 492.44
(iv) Deferred tax Asset (net) 199.93 3,633.58 213.L4 3,636.L7
2. Current assets
(i) lnventories 4.72
(ii) Financial Assets
(a) Trade receivables L3,6tr.74 L2,420.2O
(b) Cash and Cash Equivalents 1,038.56 2,027.57
(c) Other financial assets 1,137.50 L,872.L2
(iii) Other curent assets 1.909.07 17,696.87 769.18 t7,033.79
21,330.45 20,669.96
EQUITY AND LIABITITIES
A Equity
(a) Equity Share Capital L,25L.19 1,25L.L9
(b) Other Equity 10,993.81 12,245.00 9,997.91 Lt,249.L0
B Liabilities
1. Non-current liabilities
(i) Financial liabilities
(a) Borrowings L32.24 538.29
(ii) Provisions 142.40 274.64 152.44 690.73
2. Current liabilities
(i) Financial liabilities
(a) Borrowings L,850.44 2,807.58
(b) Trade payables
Total Outstanding dues to Micro enterprises
and small enterprises
Total Outstanding dues to creditors other than
Micro enterpriSes and small enterprises 5,129.10 4,166.27
721.23 749.84
(c) Other financial liabilities
(ii) Other current liabilities
782.37 787.9s
(iii) Provisions 3L7.66 8,810.80 218.55 8,730.L3
21,330.45 20.669.95

Notes:

1 The above findncial results for the Quarter ended and Year Ended 31st March,2025 have been reviewed bY the Audit Committee and were approved by the Board of Directors of the Company at their respective meetings held on 16{5-2025

2 This statement is as per regulation 33 of the SEB! (Listing obligations and disclosure Requirements) Regulations, 2015. These financial resutts of the Company were prepared in accordance with the lndian Accounting Standards prescfibed under section 133 of the Companies Act, ZOt3 1"the ict") read with relevant rutes issued there under ("lnd AS") and other accounting principles generally accepted in lndia and guidelines issued by the Securities and Exchange Boardof lndia ("SEB!").

3 Corresponding'quarter/Year figures have been re-grouped /re-classified wherever necessary to confirm to the classification of the current period.

Place: Hyderabad Date: 15-05-2025

For Tera Software Limited

T. Gopichand Chairman & Managing Director DIN :00107885

TERA SOFTWARE TIMITED

CASH FIOW STATEMENT FORTHE YEAR ENDED 31-03-2025 ANd 31'03'2024

A. Cash flow from operating activities
Net Profit / (toss) before tax as per Profit & Loss Statement
Adjustments for: 14.98
Depreciation and amortisation
Sundry Credit Balances Written Back (6s.47)
lnterest lncome 57.08
Bad Debts Written Off 379.18 285.86
Finance Cost
Advances Written off
4.50
SLA Deductions 7.87
CSR Expenditure (s.33)
Exchange Fluctuations 2.77 4.89
Exceptional Credit Loss 2.5s 49.99
Changes in Assets and Liabilities:
Trade receivables (1,149.28) 264.75
Other Financial Assets and Other Assets 36.23
Other Non Current Assets (s0.88) L2.36
Other Financial Assets 674.6? (1,152.86)
Other Current Assets -1,322.84 21.86
lnventories 4.72 7.56
Trade Payables 878.23 142s.441
Long Term Provisions t0.26 79.45
Other Current Liabilities
Short Term Provisions
Other Financial tiabiiities
Cash generated from oPerations
lncome tax Paid
Net cash flow from operating activities (A)
Cash flow from investing activities
Property, Plant & EquiPment
Sale of Land
lnterest lncome
Net cash flow from lnvesting activities (B)
C. Cash flow from financing activities
Short Term Barrowings(Net)
Long Term Borrowings
lnterest Paid
Net cash flow from Financing activities (C)
Net increase in Cash and tash equivalents (A+B+C)
batance of Cash and cash equivalents
balance of Cash and cash equivalents
ofCash and Cash Equivalents 9.48 9.47
Cash and cheques on Hand
Balances with Banks 3.20 L,5t2.43
-On Current Accounts s05.67
Cash and cash Equivalent as per Note 7

Place: Hyderabad Date: 16-05-2025

For Tera Software Limited

T. Gopichand Chairman & Managing Director DIN:00107885

Off: # 8-3-1047/1-B, Rama Apts. Srinagar Colony, Hyderabad -73. Tel $:040 - 49520055$ e-mail: $ca.narven(\omega)$ gmail.com [email protected]

INDEPENDENT AUDITOR'S REPORT

TO THE MEMBERS OF TERA SOFTWARE LIMITED

Report on the Audit of the Consolidated Financial Statements Opinion

We have audited the accompanying Consolidated financial statements of TERA SOFTWARE LIMITED (the "Company"), and its Subsidiary (the Company and the Subsidiary together referred to as the Group) which comprise the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date and a summary of significant accounting policies and other explanatory information (hereinafter referred to as the "Consolidated financial statements").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Consolidated financial statements gives the information required by the Companies Act, 2013 (the "Act") in the manner so required and gives a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("INDAS") and other accounting principles generally accepted in India, of the state of affairs of the group as at March 31, 2025 and its Consolidated profit, total comprehensive income, changes in equity and its Consolidated cash flows for the year ended on that date.

i. Includes the financial results of following entity: -

Name of Entity Relationship
TS Innovations Private Subsidiary Company (74% Equity capital held by Tera
Limited Software Limited)
  • ii. Are presented in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended in this regard; and;
  • iii. Give a true and fair view in conformity with the aforesaid Accounting Standards and other accounting principles generally accepted in India of the net profit, and other financial information of the Group for the year ended March 31, 2025.

Basis for Opinion

We conducted our audit of the Consolidated financial statements in accordance with the Standards on Auditing ("SA"s) specified under section 143 (10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statement 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

NARVEN ASSOCIATES

India ("ICAI") together with the ethical requirements that are relevant to our audit of the Consolidated financial statements under the provisions of the Act and the Rules made there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the Consolidated financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Consolidated financial statements for the current period. These matters were addressed in the context of our audit of the Consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

Sr. No. Key Audit Matter Auditor's Response
$\mathbf{1}$ Recognition and Measurement of Expected
Credit Loss:
The estimation of expected credit losses (ECL)
on trade receivables was identified as a key
audit matter due to its material impact on the
company's
financial
position
and
performance. The significance of this area
arises from the inherent judgement required
in forecasting future credit losses, which
Our audit procedure in respect of
this area included:
Risk Assessment: We assessed the
risk of material misstatement in the
recognition and measurement of
Expected credit Loss, considering
the inherent complexities in the
industry's revenue recognition and
the potential impact of economic
factors on customers' ability to pay.
involves complex assumptions and estimation
uncertainty
Evaluation of Internal Controls: We
evaluated
design
the
and
implementation of internal controls
over the estimation of Expected

NARVEN ASSOCIATES CHARTERED ACCOUNTANTS

Continuation Sheet...

Credit Loss by testing the reasonableness of key assumptions and ensuring the accuracy and completeness of underlying data such as historical loss rates, economic indicators, and customer specific rates including the company's policies and procedures for assessing credit risk, monitoring customer payments, and determining appropriate provisions for doubtful accounts.

Testing of Bad Debt Provision (i.e., Credit Expected $Loss$ ): We performed substantive testing procedures to validate the completeness and accuracy of the Expected Credit losses. These procedures include the following:

  • Reviewing the ageing of $\bullet$ accounts receivable, analyzing historical collection patterns.
  • Examining supporting documents including invoices, contracts, and communications with the customers along with legitimacy of such records.
  • Assessing the customer's creditworthiness $bv$ considering factors such as payment history, Financial Stability & credit ratings.
  • The reasonableness of assumptions and effective discount
  • rate used in the estimation

NARVEN ASSOCIATES CHARTERED ACCOUNTANTS

Continuation Sheet...

process.

We also performed Sensitivity analysis to evaluate the impact of different scenarios to the allowance for expected credit losses

Management Representations: We obtained written representations from management regarding the completeness and accuracy of data and assumptions used in the ECL estimation.

Based on the procedures performed, we found the assumptions used by management to be reasonable, and the measurement of the expected credit loss provision to be supported by sufficient and appropriate audit evidence.

We have obtained details of key claims against the company, completed tax assessments, and demands and tax/duty positions.

We reviewed status of disputes and representation taken from the management, discussed with appropriate senior management and evaluated the management's underlying key assumptions. We assessed management's estimate of the possible outcome of the disputed cases in evaluating management's position on these uncertain claims and tax positions and assessed the appropriate

disclosures in the financials.

$\overline{2}$

Provisions and Contingent Liabilities and Evaluation of uncertain tax positions:

There are material claims against the company and uncertain Tax/GST positions which are under various stages of dispute, involving significant judgment to determine the possible outcome of these disputes.

Information Other than the Financial Statements and Auditor's Report Thereon

NARVEN ASSOCIATES

The Company's Board of Directors is responsible for the preparation of other information. The other information comprises the information included in the Management Discussion and Analysis Board's Report including Annexures to Board's Report, Business Responsibility Report, Corporate Governance and Shareholder's Information, but does not include the financial statements and our auditor's report thereon.

Our opinion on the Consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the Consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Consolidated financial statements or with our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management's Responsibilities for the Consolidated Financial Statements

The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these Consolidated financial statements that give a true and fair view of the financial position, financial performance, including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safe guarding 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 Consolidated financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Consolidated financial statements, Management and 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 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 is also responsible for overseeing the Company's financial reporting process.

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

Our objectives are to obtain reasonable assurance about whether the Consolidated financial statements 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 statements.

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 statements, 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 financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of $\bullet$ accounting estimates and related disclosures made by the Management and Board of Directors.
  • Conclude on the appropriateness of managements and 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. Consolidated 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 Consolidated financial statements, including the disclosures, and whether the Consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the Consolidated financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Consolidated financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Consolidated financial statements.

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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because head verse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matters

The consolidated financial results included the audited financial statements / financial results of TS Innovation Private Limited, whose financial statements/financial results/financial information reflect Group's share of total assets of Rs. 41,490 as at 31st March, 2025, group's share of total operating revenue of NIL and (Rs. 59,110.83) group's share of total net profit/(loss) after tax of for the year ended 31st March, 2025 are considered in the consolidated financial results which are not material to the group.

Report on Other Legal and Regulatory Requirements

  1. As required by the Companies (Auditor's Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms of sub-section (11) of section 143 of the

Companies Act, 2013, we give in the Annexure "A", a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

    1. As required by Section143(3) of the Act, we report that:
  • A. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
  • B. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
  • C. The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss including Other Comprehensive Income, Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flows dealt with by this Report are in agreement with the books of account and returns.
  • D. In our opinion, the aforesaid Consolidated financial statements comply with the IndAS Specified under Section133 of the Act read with rule 7 of the Companies (Accounts) Rules, 2014;
  • E. There are no adverse observations or comments of the auditors on financial transactions or matters which have any adverse effect on the functioning of the company.
  • F. On the basis of the written representations received from the directors as on March 31, 2025 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2025 from being appointed as a director in terms of Section 164(2) of the Act.
  • G. With respect to the adequacy of the internal financial controls with reference to the financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B." Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company's internal financial controls with reference to the financial statements.
  • H. With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:
    • a. The Consolidated financial statements Company has disclosed the impact of pending litigations on its financial position in its Consolidated financial statements as at 31st March 2025.

  • b. The Group has not made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts.
  • c. There were no amounts required to be transferred to the Investor Education and Protection Fund by the Company.
  • d. The management has represented that, to the best of its knowledge and belief, that
  • i. No funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner what so ever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
  • ii. No funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
  • Based on audit procedures carried out by us, that we have iii. considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us believe that the representations under sub-clause (i) and (ii) contain any material misstatement.
  • e. In our opinion and according to the information and explanations given to us, the company has not declared any dividend during the year.
  • f. The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is applicable from 1 April 2023;

The Company, in respect of financial year commencing on or after the 1st April, 2024, has used Tally Prime Accounting software for maintaining its books of accounts which has a feature of recording audit trail (edit log) facility and the same has been operated throughout the year for all transactions recorded in the software and the audit trail feature has not been tampered with and the audit trail has been preserved by the company as per the statutory requirements for record retention.

  1. With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of section 197(16) of the Act, as amended, in respect of whether the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

For Narven Associates Chartered Accountants ASSOC FRN: 0005905S Hyderabad $\overline{3}$ 88de3657cffa-4100-
b2c8-96ed53c1bcff ered Acco CA. G.V. RAMANA

Partner Membership No: 025995 UDIN: 25025995BMIJSU2668

Date: 16.05.2025 Place: Hyderabad

ANNEXURE 'A' TO THE INDEPENDENT AUDITOR'S REPORT ISSUED TO THE MEMBERS OF TERA SOFTWARE LIMITED OF EVEN DATE

(Referred to 'Report on Other Legal and Regulatory Requirements' section of our report of even date)

(Referred to in paragraph 1, under 'Report on Other Legal and Regulatory Requirements' section of our Report of even date)

In terms of the information and explanations sought by us and given by the company and the books of account and records examined by us in the normal course of audit and to the best of our knowledge and belief, we state that:

(xxi) There are no qualifications or adverse remarks by the respective auditor in the Companies (Auditors Report) Order (CARO) reports of the said companies included in the consolidated financial statements.

For Narven Associates Chartered AccountantsASSOC FRN: 0005905S Hyderabad 88de3657-Digitally signed by $\star$
88de3657-cffa-4100cffa-4100-Č cffa-4100-
b2c8-96ed53c1b b2c8-96ed53c1bcff
cff 22:21:07 +05'30' ed Acc

CA. G.V. RAMANA Partner Membership No: 025995 UDIN: 25025995BMIJSU2668

Date: 16.05.2025 Place: Hyderabad

ANNEXURE "B" TO THE INDEPENDENT AUDITOR'S REPORT of on the Consolidated INDAS Financial Statements of M/s TERA SOFTWARE LIMITED for the year ended 31st March, 2025.

(Referred to in paragraph 2(f) under 'Report on other legal and regulatory requirements' section of our report to the Members of Tera Software Limited of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of sub-section 3 of Section 143 of the Companies Act, 2013 (the "Act")

We have audited the internal financial controls over financial reporting of M/s TERA SOFTWARE LIMITED (the "Company") as of March 31, 2025 in conjunction with our audit of the Consolidated Ind AS financial statements of the Tera Software Limited (hereinafter referred to as "the Holding Company") and such companies incorporated in India under the Companies Act, 2013 which are its subsidiary company

In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to financial statements and such internal financial controls were operating effectively as at 31 March 2025, based on the internal financial controls with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the "Guidance Note").

Management's Responsibility for Internal Financial Controls

The Company's management and Board of Directors are responsible for establishing and maintaining internal financial controls based on the internal controls with reference to financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls with

reference to the Consolidated Financial Statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing ("SA"), prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls with reference to the Consolidated Financial Statements. Those SAs and the

Guidance Note require that we comply with the ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to the Consolidated Financial Statements were established and maintained and whether such controls operated effectively in all material respects.

NARVEN ASSOCIATES

CHARTERED ACCOUNTANTS

Our audit involves performing procedures to obtain audit evidence about the adequacy of the

Internal financial controls system with reference to the Consolidated Financial Statements and their operating effectiveness. Our audit of internal financial controls with reference to the Consolidated Financial Statements included obtaining an understanding of internal financial controls with reference to the Consolidated Financial Statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the Consolidated Financial Statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company's internal financial control with reference to financial statements.

Meaning of Internal Financial Controls Over Financial Reporting

A Company's internal financial control with reference to financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are

subject to the risk that the internal financial control over financial reporting may be come inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

NARVEN ASSOCIATES

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2025, based on the criteria for internal financial control over financial reporting established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the ICAI.

OTHER MATTER

Our aforesaid report under Section $143(3)(i)$ of the Act on the adequacy and operating effectiveness of the internal financial controls with reference to consolidated financial statements in so far as it relates to subsidiaries, step down subsidiary which was incorporated in India, is based solely on the corresponding report of the auditor of such company incorporated in India. Our opinion is not modified in respect of this matter.

For Narven Associates
Chartered Accountants
FRN: 0005905S RYEN ASSOCIAT
88de3657-
Digitally signed by
88de3657-cffa-4100-
cffa-4100-

b2c8-96ed53c1bcff
b2c8-96ed53c1bc
Date: 2025.05.16
ff
22:20:45 +05'30'
Hyderabad
Briefed Accounts
CA. G.V. RAMANA
Partner
Membership No: 025995
UDIN: 25025995BMIJSU2668

Date: 16.05.2025 Place: Hyderabad

TERA SOFTWARE LIMITED CIN L72200TG1994PLC018391

8-2-293/82/A/1107, Plot no 1107, Road no 55, Jubilee Hills, Hyderabad-33.
STATEMENT OF CONSOLIDATED AUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED AND YEAR ENDED 31ST MARCH 2025 Rs. In Lakhs

QUARTER ENDED Year Ended
PARTICULARS 31-03-2025 31-12-2024 31-03-2024 31-03-2025 31-03-2024
Audited Unaudited Audited Audited Audited
1. Income from Operations
(a) Net Sales /Income from operations (net of
excise duty) 3,356.48 2,388.88 2,313.57 10,725.59 8,448.25
(b) Other operating Income 38.79
(c) Other Income 102.74 108.12 105.84 406.11 392.88
Total Income from Operations (net) 3,459.22 2,497.00 2,419.41 11,170.49 8,841.13
2. Expenses
Purchases
Changes in inventories of finished goods, 4.72 7.56
work-in-progress and stock in trade $-4.72$ 7,424.21 5,568.69
Technical & Operation expense 2,405.85 1,570.30 1,593.09 1,840.15 1,856.68
Employee benefit expense 484.54 457.41 464.24
74.82
379.18 285.86
Finance costs 89.21 112.41
2.82
3.60 13.59 14.98
Depreciation & amortisation expense 3.56 67.87 68.48 267.03 355.17
Other Expenses 101.03
3,084.19
2,215.53 2,204.23 9,928.88 8,088.94
Total Expenses
3. Profit/(Loss) from ordinary activities but 375.03 281.47 215.18 1,241.61 752.19
before Exceptional Items (1-2)
4.Add: Exceptional Items
35.00 139.47
4. Less: Exceptional Items 39.26
5. Profit/(Loss) from ordinary activities before
tax (3-4) 375.03 281.47 215.18 1,237.35 612.72
6. Tax expense
1) Current Tax 88.06 68.02 70.06 307.30 205.72
2) Tax Expenses relating to Earlier years (0.35) (6.21) (31.76) (6.56) (31.76)
3) Deferred Tax (7.68) 1.90 (11.05) (4.88) 47.32
7. Profit/(Loss) from ordinary activities after 187.94 941.49 391.45
tax (5-6) 295.01 217.75
8. Extraordinary items (net of tax Rs expense
Lakhs)
9. Net Profit/(Loss) before Other
comprehensive income (7-8) 295.01 217.75 187.94 941.49 391.45
10. Other Comprehensive Income
Add: (i) Items that will be reclassified to profit
or loss 5.51 9.34 32.81 71.91 93.96
Less: (ii) Income Tax relating to items that will (23.65)
be reclassified to profit or loss (1.39) (2.35) (8.26) (18.10)
11. Net Profit/(Loss) for the period (9-10) 299.13 224.74 212.49 995.30 461.76
12. Paid up Equity Share Capital (Face Value 1,251.19
Rs 10/-) 1,251.19 1,251.19 1,251.19 1,251.19
Reserves (excluding Revaluation Reserve as
per the Balance Sheet of previous accounting
year)
Earning Per equity share (for continuing
operations):
(1) Basic
2.36 1.74 1.50 7.52 3.13
(2) Diluted 2.36 1.74 1.50 7.52 3.13
Earning Per equity share (for discontinued &
Continuing operations): 3.13
(1) Basic 2.36 1.74 1.50 7.52 3.13
(2) Diluted 2.36 1.74 1.50 7.52

TERA $90 + 03111$

TERA SOFTWARE LIMITED CIN L72200TG1994PLC018391 #8-2-293/82/A/1107, Plot no 1107, Road no 55, Jubilee Hills, Hyderabad-33.
CONSOLIDATED SEGMENT WISE REVENUE AND RESULTS

Rs. In Lakhs
QUARTER ENDED Year Ended
PARTICULARS 31-03-2025 31-12-2024 31-03-2024 31-03-2025 31-03-2024
Audited Unaudited Audited Audited Audited
1. Segment Revenue
a) Integrated Solutions Division 324.26 324.26
b) Technical Division 1,489.17 1,274.34 1,505.57 5,965.94 6,016.15
c) Projects Division 1,543.05 1,114.55 808.00 4,474.19 2,432.10
Net sales/Income from operations 3,356.48 2,388.88 2,313.57 10,764.39 8,448.25
2. Segment Results [Profit / (Loss) before Tax
and Interest from each Segment]
a) Integrated Solutions Division 4.90 4.90
b) Technical Division 171.00 (196.07) 54.55 304.92 238.54
c) Projects Division 379.83 628.71 278.88 1,481.67 1,102.32
Total 555.73 432.64 333.43 1,791.49 1,340.86
Less: i) Interest Expenses 89.21 112.41 74.82 379.18 285.86
ii) Un-allocable expenditure (Net) 194.23 146.88 149.27 576.81 695.69
Add: Interest and Other Income 102.74 108.12 105.84 406.11 392.88
Total Profit/(Loss) Before Exceptional items 375.03 281.47 215.18 1,241.61 752.19
Exceptional Item: Add 35.00
Less: 39.26 139.47
Total Profit/(Loss) after Exceptional items 375.03 281.47 215.18 1,237.35 612.72
Segment Assets
Integrated Solutions Division 16.14 16.14
Technical Division 1.136.48 1,713.94 1,368.05 1,136.48 1,368.05
Projects Division 13,179.61 11,207.19 12,501.38 13,179.61 12,501.38
Unallocable 4,599.94 6,081.50 5,409.67 4,599.94 5,409.67
Total 18,932.17 19,002.63 19,279.10 18,932.17 19,279.10
Segment Liabilities
Integrated Solutions Division 343.26 343.43 334.40 343.26 334.40
Technical Division 668.58 1,034.74 1,178.20 668.58 1,178.20
Projects Division 2,216.60 2,064.38 1,770.50 2,216.60 1,770.50
Unallocable 15,703.73 15,560.08 15,996.00 15,703.73 15,996.00
Total 18,932.17 19,002.63 19,279.10 18,932.17 19,279.10
(Segment Assets - Liabilities)
Integrated Solutions Division (327.12) (343.43) (334.40) (327.12) (334.40)
Technical Division 467.90 679.20 189.85 467.90 189.85
Projects Division 10,963.01 9,142.81 10,730.88 10,963.01 10,730.88
Unallocable (11, 103.79) (9,478.58) (10, 586.33) (11, 103.79) (10, 586.33)
Total $\blacksquare$

Rs. ln Lakhs
Year Ended
Audited
31st March 2025
Year Ended
Particulars Audited
31st March 2024
t. AssErs
1. Non-current assets
(i) Property, Plant & Equipment 2,653.4s 2,559.55
(ii) Financial Assets
(a) lnvestment
(b) Other financial assets 236.15 334.08
(iii) Other non current assets 543.32 492.44
(iv) Deferred tax Asset (net) 199.93 3,532.85 2T3,L4 3,699.21
2. Current assets
(i) lnventories 4.72
(ii) Financial Assets
(a) Trade receivables L3,6t1.74 L2,420.20
(b) Cash and Cash Equivalents 1,038.96 2,028.87
(c) Other financial assets 1,L37.50 L,8L2.12
(iii) Other current assets L,909.07 17,697.27 768.94 17,034.85
21.,330.12 20,734.06
EQUITY AND LIABILITIES
A Equity
(a) Equity Share Capital L,25t.19 1,25L.L9
(b) Other Equity 10,992.72 9,997.43
@ Minority lnterest o.26 t2,244,17 0.26 11,248.88
B Liabilities
1. Non-current liabilities
(i) Financial liabilities
(a) Borrowings L32.24 538.29
(ii) Provisions L42.40 274.64 204.05 742,34
2. Current liabilities
(i) Financial liabilities
(a) Borrowings 7,860.44 2,807.58
(b) Trade payables
Total Outstanding dues to Micro enterprises
and small enterprises
Total Outstanding dues to creditors other than
Micro enterprises and small.enterprises
5,129.10 4,304.08
(c) Other financial liabilities 72L.73 624.69
(ii) Other curent liabilities 782.37 787.94
(iii) Provisions 317.66 8,811.30 218.55 8,742,84
21,330.11 20,734.06

CONSOLIDATED STATEMENT OF ASSETS AND LIAB!tIT!ES

Notes:

1The above Consolidated financial results for the quarter ended and Year Ended 31st March,2025 have been reviewed by the Audit Committee and were approved by the Board of Directors of the Company at their respective meetings held on 16'05'2025

  • 2 This statement is as per regutation 33 of the SEBI (Listing obligations and disclosure Requirements) Regulations, 2015. These financial results ofthe Companywere prepared in accordance with the lndian Accounting Standards prescribed under section 133 ofthe Companies Act, 2013 ("the act") read with relevant rules issued there under ("lnd AS") and other accounting principles generally accepted in lndia and guidelines issued by the Securities and Exchange Boardof lndia ("SEBI").
  • 3Corresponding quarter/year figures have been re-grouped /re-ctassified wherever necessary to confirm to the classification of the current period.

Place: Hyderabad Date: 16-05-2025

For Tera Software Limited

T. Gopichand Chairman & Managing Director DIN :00107886

TERA SOFTWARE LIMITED

CONSOTIDATED CASH FIOW STATEMENT FOR THE YEAR ENDED 31-03'2025 ANd 31-03'2024

Lakhs
Cash flow from operating activities
Net Profit / (Loss) before tax as per Profit & Loss Statement 6L2.72
Adjustments for: L4,98
Depreciation and amortisation
Sundry Credit Balances Written Back (6s.47)
lnterest lncome 57.08
Bad Debts Written Off 379.18 285.86
Finance Cost
Advances Written off
4.50
SLA Deductions 7.87
CSR Expenditure (s.33)
Exchange Fluctuations 2.77 4.89
Exceptional ltem 2.55 49.99
Changes in Assets and Liabilities:
Trade receivables -1,149.28 264,75
other Financial Assets and Other Assets 97.93
Other Non Current Assets -50.88
Other Financial Assets 674.63
Other Current Assets -1,321.80
lnventories 4.72
Trade Payables 816.23
Long Term Provisions 1:o.26
Other Current Liabilities
Short Term Provisions
Other Financial Liabilities
Cash generated from oPerations
lncome tax Paid
Net cash flow from operating activities (A)
Cash flow from investing activities
Property, Plant & EquiPment
Sale of Land
lnterest lncome
Net cash ftow from lnvesting activities (B)
C. Cash flow from financing activities
Short Term Barrowings(Net)
Long Term Borrowings
lnterest Paid
Net cash ftow from Financing activities (C)
Net increase in Cash and cash equivalents (A+B+C)
Opening balance of Cash and cash equivalents
balance bf Cash and cash equivalents
ofCash and Cash Equivalents
and cheques on Hand 9.45 9.47
Balances with Banks
-On Current Accounts 3.62 1,5t2,43
505.67
Cash and cash Equivalent as per Note 7

For Tera Software Limited

T. Gopichand Chairman & Managing Director DtN :00107885

TERA SOFTWARE LIMITED DISCLOSURE OF RELATED PARTY TRANSACTIONS FOR THE QUARTER AND HALF YEAR ENDED 31-03-2025 (Pursuant to Regulation 23(9) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

Amount in Rupees

S.
No
Party
Name
Relation Nature of
Transaction
Value of
Transaction
for the
Quarter ended
31-03-2025
(from 01-01-
2025
to 31-03-
2025)
Value of
Transaction
for the Period
ended 31-03-
2025 (from 01-
04-2024
to 31-03-2025)
Value of
Transaction
for the half
year ended
31-03-2025
(01-10-2024
to 31-03-
2025)
Opening
balance as on
01-10-2024
Closing
balance as on
31-03-2025
1 Mr. T.
Gopichand
Key
Managerial
Personnel
a)
Remuneration
27,00,000/- 1,08,00,000/- 54,00,000/- 23,97,500/- 24,00,000/-
(Chairman &
Managing
Director),
Brother of
Mr. T.
b) Interest on
Unsecured
Loans
NIL 33,70,865/- 10,52,824/- 4,00,29,232/- NIL
Bapaiah
Chowdary,
(Director) and
Father of Mr.
T. Madhu
Mitra
(Director)
c) Rent 2,38,791/- 2,38,791/- 2,38,791/- NIL 2,14,912/-
2 Mrs. T.
Pavana Devi
Spouse of
Mr. T.
Gopichand
(Chairman &
Interest on
Unsecured
Loans
3,81,129/- 14,86,543/- 7,60,403/- 1.25.39.393/- 1,32,23,756/-
Managing
Director),
Sister-in-law
of Mr. T.
Bapaiah
Chowdary
(Director) and
Mother of Mr.
T. Madhu
Mitra
(Director)
3 Mr. T.
Bapaiah
Chowdary
Director of
the Company,
Brother of
Mr.
T.Gopichand
(Chairman&
Managing
Director),
Brother-in
law of Mrs.
T. Pavana
Devi and
Uncle of Mr.
T. Madhu
Mitra
(Director)
a) Sitting Fees 64,000/- 1,98,000/- 1,04,000/- NIL NIL
4 Mr. T.
Madhu
Mitra
Whole-time
Director of
the Company,
Son of Mr. T.
Gopichand
(Chairman &
Managing
Director) and
Remuneration 5,95,000/- 20,20,000/- 10,90,000/- 1,42,400/- 1,62,899/-
Brother's son
of Mr. T.
Bapaiah
Chowdary
(Director)
5 Mr. T. Raja
Shekar
Vice
President of
the Company,
Son of Mr. T.
Gopichand
(Chairman &
Managing
Director) and
Brother's son
of Mr. T.
Bapaiah
Chowdary
(Director)
Remuneration 3,59,215/- 3,59,215/- 3,59,215/- NIL 2,11,200/-
6 Mrs. T.
Vindhya
Business
Development
Manager -
Spouse of
Mr. T. Madhu
Mitra
(Director),
Daughter-in
law of Mr. T.
Gopichand
(Chairman &
Managing
Director) and
Brother's
daughter-in
law of Mr. T.
Bapaiah
Chowdary
(Director)
Remuneration 3,90,429/- 14,96,640/- 7,80,858/- 1,18,043/- 1,05,343/-
7 Mr. T. Girish Project
Manager -
Son of Mr.T.
Bapaiah
Chowdary
(Director)
Brother's son
of Mr. T.
Gopichand
(CMD)
Remuneration 2,87,040/- 11,13,320/- 5,74,080/- 88,680/- 88,680/-
8 Ms. D.
Pravallika
Chief
Financial
Officer (KMP)
Remuneration 2,20,320/- 7,71,120/- 4,03,920/- 57,400/- 70,760/-
9 Mr. Ch.
Mallikarjuna
Company
Secretary
(KMP)
Remuneration 2,62,440/- 10,23,840/- 5,24,880/- 83,680/- 71,570/-