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Zensar Technologies Ltd. Interim / Quarterly Report 2025

Jan 22, 2026

61559_rns_2026-01-22_91cc685d-b244-44d6-91e1-def39119b3dd.pdf

Interim / Quarterly Report

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January 22, 2026

BSE Limited

Corporate Service Department, 01st Floor, P. J. Towers, Dalal Street, Mumbai 400 001

The National Stock Exchange of India Ltd. Exchange Plaza, 3rd floor, Plot No. C/1, 'G' block, Bandra Kurla Complex, Bandra (E), Mumbai 400 051

Scrip Code: 504067

Symbol: ZENSARTECH

Sub: Outcome of Board Meeting held on January 22, 2026

Dear Sir/Madam,

This is to inform you that the Meeting of Board of Directors (Board) of the Company held today, which commenced at 05:00 PM (IST) and concluded at 09:00 PM (IST), inter-alia, unanimously approved/consented to/took on record, the following:

1. Unaudited Financial Results:

Unaudited Financial Results (Standalone and Consolidated) of the Company for the quarter ended December 31, 2025, together with the respective Limited Review Report(s) issued by the Statutory Auditors of the Company are enclosed herewith.

2. Interim Dividend:

The Board of Directors declared an interim dividend of INR 2.40 (i.e. 120%) per Equity Share of INR 2.00 each of the Company and the interim dividend shall be paid to the Members on or before Tuesday, February 17, 2026, to the equity shareholders of the Company, whose names appear on the Register of Members of the Company or in the records of the Depositories as beneficial owners of the shares as on Thursday, January 29, 2026, which is the Record Date fixed for the purpose.

This is for your information.

Thanking you, Yours sincerely,

For Zensar Technologies Limited

Anand Daga Company Secretary ANAND CHAMPALAL DAGA Digitally signed by ANAND CHAMPALAL DAGA Date: 2026.01.22 21:14:24 +05'30'

Encl.: As above

www.zensar.com [email protected] Zensar Technologies Limited, Zensar Knowledge Park, Plot No. 4, MIDC Kharadi, Off Nagar Road, Pune 411014

$S$ R B C & CO LLP Chartered Accountants

Ground Floor Panchshil Tech Park, Yerwada (Near Don Bosco School) Pune - 411 006, India Tel: +91 20 6603 6000

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

Review Report to The Board of Directors Zensar Technologies Limited

    1. We have reviewed the accompanying statement of unaudited standalone financial results of Zensar Technologies Limited (the "Company") for the quarter ended December 31, 2025 and year to date from April 01, 2025 to December 31, 2025 (the "Statement") attached herewith, being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").
  • $2.$ The Company's Management is responsible for the preparation of the Statement in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, (Ind AS 34) "Interim Financial Reporting" prescribed under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The Statement has been approved by the Company's Board of Directors. Our responsibility is to express a conclusion on the Statement based on our review.
  • $\overline{3}$ . We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is free of material misstatement. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
    1. Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ('Ind AS') specified under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.

For SRBC & CQ LLP Chartered Accountants ICAI Firm registration number 324982E/E300003

$\overline{c}$ $\delta$ per Tridevlal Khandelwal Partner Membership No.: 501160 UDIN: $2650160$ MUBVJU979 ACCOL Place: Pune Date: January 22, 2026

Zensar Technologies Limited
Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India. CIN: L72200PN1963PLC012621
Statement of Standalone Unaudited Financial Results for the Quarter and Nine Months Ended December 31, 2025
₹ in Million except earnings per share
Quarter Ended Year Ended
Particulars December 31, 2025 September 30, 2025
December 31, 2024
Nine Months Ended
December 31, 2025
December 31, 2024
March 31, 2025
Unaudited Unaudited Unaudited Unaudited Unaudited Audited
1 Revenue from operations 7,014 6,734 5,592 19,970 16,450 22,261
2 Other income (net) 723 619 802 2,292 2,442 3,031
3 Total Income 7,737 7,353 6,394 22,262 18,892 25,292
4 Expenses
a. Purchase of traded goods 2 1 - 7 - -
b. Employee benefits expense 4,347 4,421 3,810 12,889 11,168 14,969
c. Subcontracting costs 531 387 119 1,246 348 548
d. Finance costs
e. Depreciation and amortisation expense
5
76
19
118
20
99
43
294
78
386
110
488
f. Other expenses 446 457 479 1,375 1,397 1,832
Total expenses 5,407 5,403 4,527 15,854 13,377 17,947
5 Profit before exceptional item and tax (3-4) 2,330 1,950 1,867 6,408 5,515 7,345
6 Exceptional item
- Statutory impact of new Labour Codes (refer note 5) 239 - - 239 - -
7 Profit before tax (5-6) 2,091 1,950 1,867 6,169 5,515 7,345
8 Tax expense
a. Current tax 426 412 306 1,220 969 1,248
b. Deferred tax 43 10 29 81 65 149
9 Net profit after tax for the period (7-8) 1,622 1,528 1,532 4,868 4,481 5,948
10 Other comprehensive income/(loss), net of income tax
A. Items that will not be reclassified to profit or loss 45 (20) 13 32 (11) 3
B. Items that will be reclassified to profit or loss 4 - 380 4 (96) (53)
Total other comprehensive income/(loss), net of income tax 49 (20) 393 36 (107) (50)
11 Total comprehensive income for the period (9+10) 1,671 1,508 1,925 4,904 4,374 5,898
12 Paid-up equity share capital (Face value ₹ 2 each) 453 455 454 453 454 454
13 Other equity excluding revaluation reserves as per balance sheet 30,527
14 Earnings per share (Face value ₹ 2 each) (not annualised):
a) Basic 7.14 6.73 6.76 21.43 19.76 26.22
b) Diluted 7.04 6.65 6.70 21.18 19.62 26.03

Notes :

1 These unaudited results have been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 "Interim Financial Reporting"("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued there under as amended from time to time. The above financial results were reviewed and recommended by the Audit Committee and taken on record by the Board of Directors at their meetings held on January 22, 2026.

2 The Company publishes these standalone financial results along with the consolidated financial results. In accordance with Ind AS 108, Operating Segments, the Company has disclosed the segment information in the consolidated financial results.

3 The Board of Directors at its meeting held on January 22, 2026 declared an interim dividend of ₹ 2.40 per equity share of the Company for the Financial Year 2025-26. The Record Date for the aforesaid interim dividend will be January 29, 2026.

4 The Company has also created Zensar Employees Welfare Trust (the 'ESOP Trust') for providing share-based payments, as a vehicle for distributing shares to employees under Employee Stock Option Scheme 2025. The Company has treated ESOP Trust as its extension. As at December 31, 2025, ESOP Trust has acquired 781,257 Equity shares from open market. Shares held by the ESOP Trust are treated as Treasury Shares. The paid-up Equity Share Capital has been disclosed net of Treasury Shares and while computing the basic and diluted earnings per share, the weighted average number of equity shares held by trust have been reduced.

5 On November 21, 2025, the Government of India notified the four Labour Codes - the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 - consolidating 29 existing labour laws. The Company has assessed and disclosed the incremental impact of these changes on the basis of the best information available and guidance provided by the Institute of Chartered Accountants of India. Considering the materiality and regulatory-driven, non-recurring nature of this impact, the Company has presented such incremental impact as "Statutory impact of new Labour Codes" under "Exceptional Items" in the interim standalone statement of profit and loss for the period ended December 31, 2025. The incremental impact on provisions for employee benefits expenses of ₹ 239 Million primarily arises due to change in wage definition. The Company continues to monitor the finalisation of Central / State Rules and clarifications from the Government on other aspects of the Labour Code and would provide appropriate accounting effect as and when such clarifications are issued/rules are notified.

Date: January 22, 2026 DIN:07559939

Manish Tandon

SRBC&COLLP Chartered Accountants

Ground Floor Panchshil Tech Park, Yerwada (Near Don Bosco School) Pune - 411 006, India Tel: +91 20 6603 6000

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

Review Report to The Board of Directors Zensar Technologies Limited

  • We have reviewed the accompanying Statement of Unaudited Consolidated Financial Results of Zensar Technologies Limited (the "Holding Company") and its subsidiaries (the Holding Company and its subsidiaries together referred to as "the Group"), for the quarter ended December 31, 2025 and year to date from April 01, 2025 to December 31, 2025 (the "Statement") attached herewith, being submitted by the Holding Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").
  • $2.$ The Holding Company's Management is responsible for the preparation of the Statement in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, (Ind AS 34) "Interim Financial Reporting" prescribed under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The Statement has been approved by the Holding Company's Board of Directors. Our responsibility is to express a conclusion on the Statement based on our review
  • We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) $\overline{3}$ 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is free of material misstatement. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

We also performed procedures in accordance with the Master Circular issued by the Securities and Exchange Board of India under Regulation 33(8) of the Listing Regulations, to the extent applicable.

  • The Statement includes the results of the entities as mentioned in Annexure I. $\overline{4}$ .
    1. Based on our review conducted and procedures performed as stated in paragraph 3 above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ('Ind AS') specified under Section 133 of the Companies Act. 2013, as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.

For SRBC & COLLP Chartered Accountants ICAI Firm registration number: 324982E/E300003

per Tridevial Khandelwal

Partner Membership No.: 501160 UDIN: $26501160$ VWY KXW5919 Place: Pune Date: January 22, 2026

SRBC&COLLP

Chartered Accountants

Annexure I

Independent Auditor's Review Report on the Quarterly Unaudited Consolidated Financial Results of the Company

List of entities whose financial results are included in the Statement along with Holding Company

Sr No. Name of entity
1. Zensar Technologies Inc, USA
$\overline{2}$ Zensar Technologies (UK) Limited, United Kingdom
$\overline{3}$ . Zensar (Africa) Holdings Proprietary Limited, South Africa
4. Zensar (South Africa) Proprietary Limited, South Africa
5. Zensar Technologies (Singapore) Pte Limited, Singapore
6. Foolproof Limited, United Kingdom
7. Keystone Logic Mexico, S. DE R.L. DE C.V, Mexico
8. Zensar Technologies Gmbh, Germany
9. Zensar Technologies (Canada) Inc., Canada
10. Zensar Information Technologies B.V., Netherlands
11. Zensar Colombia S A S, Colombia
12. M3BI LLC, USA
13. M3BI India Private Limited, India
14. BridgeView Life Sciences LLC, USA
15. Zensar Technologies doo Beograd, Serbia (incorporated on November 5, 2025)

Zensar Technologies Limited
Registered Office : Zensar Knowledge Park, Kharadi, Plot # 4 , MIDC, Off Nagar Road, Pune - 411014, India. CIN: L72200PN1963PLC012621
Statement of Consolidated Unaudited Financial Results for the Quarter and Nine Months Ended December 31, 2025
₹ in Million except earnings per share
Quarter Ended
Nine Months Ended
Year Ended
Particulars December 31, 2025 September 30, 2025 December 31, 2024 December 31, 2025 December 31, 2024 March 31, 2025
Unaudited Unaudited Unaudited Unaudited Unaudited Audited
1 Revenue from operations 14,307 14,213 13,256 42,370 39,217 52,806
2 Other income (net) 631 491 307 1,689 1,142 1,602
3 Total Income 14,938 14,704 13,563 44,059 40,359 54,408
4 Expenses
a. Purchase of traded goods 78 119 168 275 383 530
b. Employee benefits expense 8,953 9,252 8,463 26,966 25,051 33,904
c. Subcontracting costs 1,862 1,839 1,597 5,555 4,860 6,482
d. Finance costs 23 37 37 96 124 173
e. Depreciation and amortisation expense
f. Other expenses
203
915
252
803
237
958
686
2,769
781
2,881
1,019
3,723
Total expenses 12,034 12,302 11,460 36,347 34,080 45,831
5 Profit before exceptional item and tax (3-4) 2,904 2,402 2,103 7,712 6,279 8,577
6 Exceptional item
- Statutory impact of new Labour Codes (refer note 5) 254 - - 254 - -
7 Profit before tax (5-6) 2,650 2,402 2,103 7,458 6,279 8,577
8 Tax expense
a. Current tax 594 549 496 1,705 1,623 2,027
b. Deferred tax 58 31 9 113 (78) 52
9 Net profit after tax for the period (7-8) 1,998 1,822 1,598 5,640 4,734 6,498
10 Net profit attributable to:
- Owners 1,998 1,822 1,598 5,640 4,734 6,498
11 Other comprehensive income/(loss), net of income tax
A. Items that will not be reclassified to profit or loss 46 (20) 14 34 (10) 6
B. Items that will be reclassified to profit or loss 191 354 319 783 145 297
Total other comprehensive income/(loss), net of income tax 237 334 333 817 135 303
12 Total comprehensive income for the period (9+11) 2,235 2,156 1,931 6,457 4,869 6,801
13 Total comprehensive income attributable to:
- Owners
2,235 2,156 1,931 6,457 4,869 6,801
14 Paid-up equity share capital (Face value ₹ 2 each) 453 455 454 453 454 454
15 Other equity excluding revaluation reserves as per balance sheet 40,243
16 Earnings per share (Face value ₹ 2 each) (not annualised):
a) Basic 8.80 8.02 7.04 24.83 20.88 28.65
b) Diluted 8.67 7.93 6.98 24.53 20.73 28.43

Year Ended December 31, 2025 September 30, 2025 December 31, 2024 December 31, 2025 December 31, 2024 March 31, 2025 Unaudited Unaudited Unaudited Unaudited Unaudited Audited 11,061 11,124 10,537 33,114 31,487 42,265 3,152 3,183 2,719 9,256 7,730 10,541 14,213 14,307 13,256 42,370 39,217 52,806 1,872 2,109 1,677 5,810 4,917 6,668 637 679 534 1,905 1,361 1,910 2,509 2,788 2,211 7,715 6,278 8,578 37 23 37 96 124 173 70 115 71 161 (125) (172) 2,402 2,650 2,103 7,458 6,279 8,577 Segmental reporting for the Quarter and Nine Months ended December 31, 2025 Cloud Infrastructure and Security Segment revenue Segment results Digital and Application Services Revenue From Operations Less: Finance costs Cloud Infrastructure and Security Segment results Profit before tax Less: Unallocable expenditure net of unallocable income Segment results Digital and Application Services Quarter Ended Nine Months Ended

Segment assets & liabilities December 31, 2025 September 30, 2025 December 31, 2024 March 31, 2025
Unaudited Unaudited Unaudited Audited
1 Segment assets
Trade receivables
Digital and Application Services 6,081 6,075 5,746 6,384
Cloud Infrastructure and Security 1,817 1,903 1,672 1,517
Total trade receivables 7,898 7,978 7,418 7,901
Unbilled revenue
Digital and Application Services 3,148 3,640 2,827 3,111
Cloud Infrastructure and Security 906 976 789 868
Total unbilled revenue 4,054 4,616 3,616 3,979
Goodwill
Digital and Application Services 7,900 7,820 7,524 7,539
Cloud Infrastructure and Security 1,688 1,667 1,608 1,605
Total goodwill 9,588 9,487 9,132 9,144
Unallocable assets 34,593 32,042 29,638 30,705
TOTAL ASSETS 56,133 54,123 49,804 51,729
2 Segment liabilities
Unearned Revenue
Digital and Application Services 146 291 289 303
Cloud Infrastructure and Security 121 235 220 137
Total unearned revenue 267 526 509 440
Unallocable liabilities 11,100 10,807 10,233 10,592
TOTAL LIABILITIES 11,367 11,333 10,742 11,032

Notes :

1 These unaudited results have been prepared in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 "Interim Financial Reporting"("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued there under as amended from time to time. The above financial results were reviewed and recommended by the Audit Committee and taken on record by the Board of Directors at their meetings held on January 22, 2026.

2 Standalone Financial Information

Quarter Ended Nine Months Ended Year Ended
December 31, 2025 September 30, 2025 December 31, 2024 December 31, 2025 December 31, 2024 March 31, 2025
Unaudited Unaudited Unaudited Unaudited Unaudited Audited
7,014 6,734 5,592 19,970 16,450 22,261
2,330 1,950 1,867 6,408 5,515 7,345
2,091 1,950 1,867 6,169 5,515 7,345
1,622 1,528 1,532 4,868 4,481 5,948

Results of Zensar Technologies Limited on a standalone basis are hosted on its website www.zensar.com.

3 The Board of Directors at its meeting held on January 22, 2026 declared an interim dividend of ₹ 2.40 per equity share of the Company for the Financial Year 2025-26. The Record Date for the aforesaid interim dividend will be January 29, 2026.

4 The Company has also created Zensar Employees Welfare Trust (the 'ESOP Trust') for providing share-based payments, as a vehicle for distributing shares to employees under Employee Stock Option Scheme 2025. The Company has treated ESOP Trust as its extension. As at December 31, 2025, ESOP Trust has acquired 781,257 Equity shares from open market. Shares held by the ESOP Trust are treated as Treasury Shares. The paid-up Equity Share Capital has been disclosed net of Treasury Shares and while computing the basic and diluted earnings per share, the weighted average number of equity shares held by trust have been reduced.

5 On November 21, 2025, the Government of India notified the four Labour Codes - the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 - consolidating 29 existing labour laws. The Group has assessed and disclosed the incremental impact of these changes on the basis of the best information available and guidance provided by the Institute of Chartered Accountants of India. Considering the materiality and regulatory-driven, non-recurring nature of this impact, the Group has presented such incremental impact as "Statutory impact of new Labour Codes" under "Exceptional Items" in the interim consolidated statement of profit and loss for the period ended December 31, 2025. The incremental impact on provisions for employee benefits expenses of ₹ 254 Million primarily arises due to change in wage definition. The Group continues to monitor the finalisation of Central / State Rules and clarifications from the Government on other aspects of the Labour Code and would provide appropriate accounting effect as and when such clarifications are issued/rules are notified.

For and on behalf of the Board

Manish Tandon

Mumbai CEO and Managing Director Date: January 22, 2026 DIN:07559939