TAAL Enterprises Ltd

Dematerialisation processing and records

• Dematerialisation requests were processed and reported to depositories as accepted or rejected.
• Securities dematerialised have been listed on the stock exchanges where the issuer's existing securities are listed.
• Physical certificates for dematerialisation were mutilated and cancelled after due verification.
• Depository name substituted as registered owner in the records within prescribed timelines.

TAAL Tech Limited: Trading Window closed from October 01, 2026 till the end of 48 hours after the declaration of the Un-Audited Financial Results (Standalone & Consolidated) for the quarter and half year ended September 30, 2026.

Equity sub-division and ISIN activation

• 1 for 5 stock split; face value reduced from ₹10 to ₹2 per share.
• New ISIN INE524T01029 activated; enables trading under new ISIN.
• Record date fixed at 22 September 2026.
• NSDL/CDSL confirmations received for ISIN activation.
• Company Secretary Aditya Shashikant Oza signed the related communications.

Stock split and record date

• Purpose: sub-division of equity shares from Rs 10 to Rs 2, 1:5 ratio.
• Security: equity shares.
• Record Date: Tuesday, 22 September 2026.
• Entitlement: holders on record date will receive the sub-divided shares.
• Approval: split approved by shareholders at AGM on 01 September 2026.

AGM details

• AGM held Sept 1, 2026 at 12:00 PM IST via VC/OAVM.
• Record date: Aug 26, 2026.
• Total shareholders on record: 12,175.
• Meeting conducted via VC/OAVM; no physical attendance.

Resolutions and outcomes

• Adoption of standalone financial statements and reports; Ordinary; passed.
• Adoption of consolidated financial statements and reports; Ordinary; passed.
• Appointment of Narayan Vithal Karbhase as Non-Executive Director; Ordinary; passed.
• Re-appointment of Statutory Auditors and fix remuneration; Ordinary; passed.
• Approval of loans and investments limits under section 186; Special; passed.
• Re-appointment of Deepa Mathur as Independent Director; Special; passed.
• Appointment of Muralidhar Chitteti Reddy as Independent Director; Special; passed.
• Sub-division/split of equity shares; Ordinary; passed.
• Alteration of Capital Clause of MOA; Ordinary; passed.

Directors & auditors

• New Non-Executive Director appointed; liable to retire by rotation.
• Independent Directors Deepa Mathur and Muralidhar Chitteti Reddy re-appointed.
• Statutory Auditors re-appointed; remuneration fixed.

AGM Details

• Date and time: September 1, 2026, 12:00 PM to 1:16 PM.
• Mode: Video Conferencing; remote e-voting Aug 28–31, 2026.
• Quorum present; meeting chaired by Salil Taneja.
• Results to be announced after Scrutinizer's Report.

Resolutions put to vote

• Adoption of standalone financial statements, board report, and auditors' report; ordinary.
• Adoption of consolidated financial statements and auditors' report; ordinary.
• Appointment of Narayan Vithal Karbhase as Non-Executive Director; ordinary.
• Re-appointment of statutory auditors and fix remuneration; ordinary.
• Approval of limits for loans and investments under Section 186; special.
• Re-appointment of Deepa Mathur as Independent Director; special.
• Appointment of Muralidhar Chitteti Reddy as Independent Director; special.
• Sub-division/split of equity shares; ordinary.
• Alteration of Capital Clause of Memorandum of Association; ordinary.

Voting status

• Voting results will be announced after Scrutinizer's Report.

Director changes

• Narayan Vithal Karbhase appointed Non-Executive Director.
• Deepa Mathur re-appointed Independent Director.
• Muralidhar Chitteti Reddy appointed Independent Director.

Auditor appointments

• Statutory auditors re-appointed; remuneration to be fixed.

Capital and MOA actions

• Share subdivision/split approved; ordinary.
• Alteration of Capital Clause of MOA approved; ordinary.

AGM Details

• AGM on Sep 1, 2026 at 12:00 p.m. IST.
• Mode: VC/OAVM; meeting conducted remotely.
• Remote e-voting Aug 28–31, 2026; cut-off Aug 26, 2026.

Key Resolutions

• Ordinary: Adopt standalone financial statements and board reports.
• Ordinary: Adopt consolidated financial statements.
• Ordinary: Re-appoint Narayan Vithal Karbhase as Non-Executive Director.
• Ordinary: Re-appoint statutory auditors M/s TLB & Co. for 4 years.
• Special: Approve loans/investments/guarantees up to Rs 350 crore.
• Special: Re-appoint Deepa Mathur as Independent Director for 5 years.
• Special: Appoint Muralidhar Chitteti Reddy as Independent Director for 5 years.
• Ordinary: Sub-divide each Rs 10 share into five Rs 2 shares; record date to be fixed.
• Ordinary: Alter Capital Clause to reflect authorised share capital of Rs 6 crore.

Director & Auditor Changes

• Narayan V. Karbhase re-appointed as Non-Executive Director.
• Deepa Mathur re-appointed as Independent Director for 5 years.
• Muralidhar Chitteti Reddy appointed as Independent Director for 5 years.
• Statutory auditors re-appointed for four-year term; remuneration for 2026-27 Rs 9,00,000.

Other Approvals

• Record Date and MOA amendments to reflect share subdivision and capital structure.

Financials

• Standalone total income: 20,861.28 lakh; PAT: 5,375.06; net margin 29.00%.
• Consolidated total income: 21,645.64 lakh; PAT: 5,671.50; consolidated EPS 181.99.
• YoY: standalone PAT up from 4,608.04; consolidated PAT up from 4,878.58.
• Interim dividend declared: Rs 30 and Rs 35 per share; total Rs 2,025.62 lakh.
• AGM 12th to be held via VC/OAVM on Sep 1, 2026; remote e-voting enabled.
• Name change: TAAL Tech Limited from TAAL Enterprises Limited on Nov 4, 2025.
• Mergers: TT India Pvt Ltd merged with TTL; NCLT order dated May 21, 2025.
• Share subdivision: 1 Rs10 share split into 5 Rs2 shares; record date to be fixed.
• Standalone EPS: 172.48; Consolidated EPS: 181.99.

Dividends & Capital Actions

• Interim dividend for FY26: Rs 30 and Rs 35 per share.
• Total interim payout: Rs 2,025.62 lakh.
• Share subdivision approved: 1 share of Rs10 divided into 5 shares of Rs2.
• Authorized share capital increased to Rs 6 crore; 3 crore Rs2 shares issued post-split.
• Paid-up capital remains Rs 311.63 lakh post-split; no new equity issued.

Capital structure & Share Capital

• Pre-subdivision issued capital: 31,16,342 shares; post-subdivision: 1,55,81,710 shares.
• Post-split authorized capital: Rs 6 crore; 3 crore equity shares of Rs 2 each.
• There is no reduction in share capital; capitalization remains intact.
• No debt outstanding; liquidity supported by cash and investments.

Governance & Board

• Board size: 6 directors; 4 independent; MD/Chairman: Salil Taneja.
• Ms. Deepa Mathur re-appointed as Independent Director for 5 years (Sept 2, 2026–Sept 2, 2031).
• Mr. Muralidhar Chitteti Reddy appointed Independent Director (Aug 6, 2026) for 5 years; not liable to retire by rotation.
• Mr. Narayan Karbhase retires by rotation; eligible for re-appointment.
• M/s TLB & Co. re-appointed as Statutory Auditors for 4 years; remuneration Rs 9 lakh for 2026-27.
• 12th AGM via VC/OAVM on Sept 1, 2026; remote e-voting facilities described.

Operations & Strategy

• ER&D-focused group with North America, Europe, APAC exposure.
• Subsidiaries: TAAL Technologies Inc. (USA), TAAL Tech GmbH (Switzerland), TAAL Tech UK Limited (UK).
• TT India Pvt Ltd merged with TTL; name updated to TAAL Tech Limited (Nov 2025).
• Outlook positive; macro risks from NA/Europe, and evolving AI impact on services.

Audits & Internal Controls

• Standalone audit: unmodified opinion; merger and subsequent changes noted.
• Secretarial audit by Anuj Nema: no qualifications; compliance with SS and LODR confirmed.
• Internal controls are adequate; no material weaknesses observed.

Related Party & CSR

• Related party transactions: Rs 1,000 lakh loan to Vishkul Enterprises; Rs 98.55 lakh interest earned.
• KMP remuneration and sitting fees disclosed; detailed in notes.
• CSR expenditure: Rs 98.37 lakh; CSR policy on company website; 2% of avg net profit allocated.

Subsidiaries & Group

• Subsidiaries at 31 Mar 2026: TTL USA, TTL Switzerland, TTL UK; all 100% owned.
• Consolidated results presented; TTL group comprises parent and three foreign subsidiaries.
• Total assets and revenues reflect intercompany eliminations per Ind AS.

Dividend Distribution Policy adoption

• Board approved and adopted the Dividend Distribution Policy at Aug 6, 2026 meeting.
• Policy uploaded on the company's website for investor access.
• Adherence to SEBI LODR Regulation 30 noted.
• No amounts or payout commitments specified in filing.

Stock split details

• Split ratio: 1 existing Rs 10 share into 5 equity shares of Rs 2 each.
• Rationale: increase outstanding shares and reduce price to improve liquidity and retail participation.
• Pre-split authorized capital: 60,00,000 shares of Rs 10; post-split: 3,00,00,000 shares of Rs 2.
• Paid-up capital remains Rs 6 crore.
• Class of shares: Equity shares.
• Record date: to be intimated.
• Alteration of MOA: Capital Clause amended to reflect new capital structure.
• New MOA: authorized capital Rs 6 crore, 3 crore shares of Rs 2.
• Timeline: within prescribed timeline; exact date not stated.