(i) There are no loans due by directors or other officers of the company or any of them either severally or jointly with any other person or debts due by firms or private companies respectively in which any director is a partner or a director or a member, other than mentioned below:
(ii) There are no loans and advances or intercompany deposits which are either repayable on demand or one without specifying any terms or period of repayment.
(iii) Loans are non-derivate financial assets which generate a fixed interest income for the company and measured at amortised cost. The carrying amount may be affected by the changes in the credit risk of the counter party.
Loan to subsidiaries:
(a) Fintuple Technologies Private Limited, one of the subsidiaries, have borrowed ' 186 lakhs as long term loan during the year. The loan is provided with interest rate of 7.0% per annum repayable in equated monthly instalments over 36 months after the disbursement of remaining amount of ' 64 lakhs as per agreement.
(b) Think Analytics India Private Limited, one of the subsidiaries, have further borrowed ' 150 lakhs loan during the year. The loan is provided with interest rate of 7.5% per annum repayable on equated monthly instalments over 36 months. The outstanding balance of the loan as at March 31, 2026 is ' 403.52 lakhs (as at March 31, 2025- ' 400.00 lakhs).
During the year, the company has issued equity shares 8,35,253 (PY: 2,86,730) equity shares which were allotted to employees who exercised their options under ESOP scheme.
Rights, Preferences and Restrictions attached to Equity Shares:
The Company has one class of Equity Shares having par value of ' 2 per share. Each Shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the Shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the Equity Shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.
The Company has not issued any bonus shares, non-cash issues in the last five financial years.
The Company has not identified any promoters and accordingly the disclosure in shares held by promoters is not applicable. The determination/identification of promoters for the purpose of presentation under this disclosure has been done on the basis of information available with the company.
Securities premium
Securities premium is used to record the premium on issue of shares, The reserves is utilised in accordance with the provision of the Companies Act, 2013.
Share Options Outstanding account
The share options outstanding account is used to recognise the grant date fair value of option issued to employees under employee stock option plan. Information relating to Employee Stock Option Schemes including the details of option issued, exercised an lapsed during the financial year and options outstanding at the end of the financial year is set out in Note 34.
General reserve
The general reserve is a free reserve which is used from time to time to transfer profits from / to retained earnings for appropriation purposes. As the general reserve is for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently to Statement of Profit and Loss.
Retained earnings
The retained earnings are the profits/(loss) that the company has earned/incurred till date, less any transfers to general reserve, dividends or other distributions paid to shareholders. Retained earnings include re-measurement (loss) / gain on defined benefit plans, net of taxes that will not be reclassified to Statement of Profit and Loss.
The four codes prescribe an inclusive definition of the term 'wages', which among other matters is relevant for determination of post-employment benefits including gratuity to all employees. In accordance with the definition, certain specified items forming part of remuneration are not included in the wages and these excluded items cannot exceed 50% of total remuneration. If there is an excess, then it is presumed that excess amount also forms part of wages. The four codes also introduce changes related to leave entitlement and encashment for workers. Going forward, workers' leave balance in excess of 30 days will be encashed at the end of each calendar year and workers will have a right to demand encashment for entire leave.
The Company has assessed the impact of these changes on the basis of legal view obtained by them and the best information available till authorisation of the financial statements for issue. The Company has determined that these changes result in an increase in gratuity obligation and leave obligation by ' 98.38 lakhs and ' Nil, respectively. The changes to gratuity obligation resulting from the labour codes are accounted as plan amendments and resulting past service cost are recognised as an expense immediately in the Statement of Profit and Loss (Refer note 25). The Company has presented increase in obligation as an expense under the head “Employee Benefit Expense” in the statement of profit and loss for the year ended March 31,2026.
Note 25 : Employee Benefits I. Defined Contribution Plans Provident Fund:
The Company makes contribution towards Provident Fund for its employees. The Company's contribution is deposited with the Government under the provisions of Employees' Provident Fund and Miscellaneous Provisions Act 1952. The contribution made by the Company is at the rate specified under this Act.
Others:
The Company makes contribution for Employee State Insurance and National Pension Scheme for its employees. All such contributions are deposited with the Government. The Company also contributes to Superannuation Fund and Pension Fund for its employees who have been contributing to such funds.
During the year, the Company recognised the following amounts in the Statement of Profit or Loss included in Note 21 : Employee Benefit Expenses.
The Company has a defined benefit gratuity plan in India, governed by the Payment of Gratuity Act 1972. This gratuity plan entitles an employee, who has rendered at least 5 years of continuous service to gratuity, at the rate of 15 days wages for every completed year of service or part thereof in excess of 6 months, based on the rate of wages last drawn by the employee concerned.
A. Funding
The gratuity plan is funded by the Company. The funding requirements are based on a separate actuarial valuation within the framework set out in the funding policies of the plan. Employees do not contribute to the plan.
B. Reconciliation of net defined benefit (asset)/ liability
The following table shows a reconciliation from the opening balances to the closing balances for the net defined benefit (asset)/ liability and its components:
v. Risk associated with Defined benefit Plan
Valuations are performed on certain basic set of pre-determined assumptions and other regulatory framework which may vary over time. Thus, the Company is exposed to various risks in providing the above gratuity benefit which are as follows:
Interest Rate risk: The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability (as shown in financial statements).
Liquidity Risk: This is the risk that the Company is not able to meet the short-term pay-outs. This may arise due to non availability of enough cash / cash equivalent to meet the liabilities or holding of illiquid assets not being sold in time.
Salary Escalation Risk: The present value of the defined benefit plan is calculated with the assumption of salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to determine the present value of obligation will have a bearing on the plan's liability.
Demographic Risk: The Company has used certain mortality and attrition assumptions in valuation of the liability. The Company is exposed to the risk of actual experience turning out to be worse compared to the assumption.
Regulatory Risk: Gratuity benefit is paid in accordance with the requirements of the Payment of Gratuity Act, 1972 (as amended from time to time). There is a risk of change in regulations requiring higher gratuity pay-outs (e.g. Increase in the maximum limit on gratuity of ' 20,00,000).
Asset Liability Mismatching or Market Risk: The duration of the liability is longer compared to duration of assets, exposing the Company to market risk for volatilities/fall in interest rate.
Investment Risk: The probability or likelihood of occurrence of losses relative to the expected return on any particular investment.
III. Other long term employee benefits - Compensated absences (Leave encashment):
A. Funding
The leave encashment plan is funded by the Company. The funding requirements are based on a separate actuarial valuation within the framework set out in the funding policies of the plan. Employees do not contribute to the plan.
B. Reconciliation of net defined benefit (asset)/ liability
The following table shows a reconciliation from the opening balances to the closing balances for the net (asset)/ liability and its components:
Although the analysis does not take into account the full distribution of cash flows expected under the plan, it provides an approximation of the sensitivity of the assumptions shown.
iii. Expected Contribution during the next annual reporting year
The Company's best estimate of Contribution during the next year is ' 174.48 lakhs (PY ' 481.02 lakhs)
v. Risk associated with Defined benefit Plan
Valuations are performed on certain basic set of pre-determined assumptions and other regulatory framework which may vary over time. Thus, the Company is exposed to various risks in providing the above leave encashment liability which are as follows:
Interest Rate risk: The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability (as shown in financial statements).
Liquidity Risk: This is the risk that the Company is not able to meet the short-term pay-outs. This may arise due to non availability of enough cash / cash equivalent to meet the liabilities or holding of illiquid assets not being sold in time.
Salary Escalation Risk: The present value of the defined benefit plan is calculated with the assumption of salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to determine the present value of obligation will have a bearing on the plan's liability.
Demographic Risk: The Company has used certain mortality and attrition assumptions in valuation of the liability. The Company is exposed to the risk of actual experience turning out to be worse compared to the assumption.
Asset Liability Mismatching or Market Risk: The duration of the liability is longer compared to duration of assets, exposing the Company to market risk for volatilities/fall in interest rate.
Investment Risk: The probability or likelihood of occurrence of losses relative to the expected return on any particular investment.
*Based on the approval of the Board of Directors of the Company on October 10, 2025 and subsequent approval by the shareholders through postal ballot concluded on November 17, 2025, with effect from December 5, 2025, the equity shares of the Company have been sub-divided, such that 1 (one) equity share having face value ' 10 (' Ten only) each fully paid up, stands sub-divided into 5 (five) equity shares having face value of ' 2 (' Two only) each, fully paid up ranking pari-passu in all respects. The earnings per share in the above note, (including that in comparative periods) have been adjusted considering the face value of ' 2/- each in accordance with Paragraph 64 of Ind AS 33 - “Earnings Per Share”, prescribed under Section 133 of the Companies Act, 2013.
Proposed final dividends on equity shares are subject to approval at the annual general meeting and are not recognised as a liability as at March 31, 2026.
*Based on the approval of the Board of Directors of the Company on October 10, 2025 and subsequent approval by the shareholders through postal ballot concluded on November 17, 2025, with effect from December 5, 2025, the equity shares of the Company have been sub-divided, such that 1 (one) equity share having face value ' 10 (' Ten only) each fully paid up, stands sub-divided into 5 (five) equity shares having face value of ' 2 (' Two only) each, fully paid up ranking pari-passu in all respects.
Note 28 : Disclosures required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006
The Management has identified enterprises which have provided goods and services to the Company and which qualify under the definition of micro and small enterprises as defined under the Micro, Small and Medium Enterprises Development Act, 2006. Accordingly, the disclosure in respect of amounts payable to such enterprises as at March 31, 2026 has been made based on the information available with the Company. Further, in the view of the Management, the impact of interest, if any, that may be payable in accordance with the Act is not expected to be material. The Company has not received any claim for interest from any supplier under this Act.
(c)* Restructured operations:
Pursuant to the approval of the Board of Directors at its meeting held on June 25, 2025, the Company approved the conduct of its payment aggregator business through its wholly owned subsidiary, CAMS Payment Services Private Limited, by way of a slump sale. The Company continues to retain control over the payment business through its wholly owned subsidiary and has carried out such arrangement only for operational and regulatory considerations.
Note 31 : Leases
The Company has entered into operating lease agreements for office spaces and printers/photocopiers.
Office spaces taken on lease (Leasehold improvements):
Office spaces in around 100 locations across India have been taken on lease. Lease payments are made monthly and include specified amenities. The Company has effective control over these office spaces as the Company will be renovating or building temporary erections as and when required. The lease term ranges from 11 months to 9 years.
Printers, Photocopiers and others:
The Company has applied the exemption in Ind AS 116 for leases of low value assets and has not applied the new standard for leases of printers and photocopiers. Also, the consideration paid for such leases include both rental and maintenance charges. For these leases, the lease expenses are accounted on a straight-line basis (based on actual payments) over the lease term.
During the year, the Company has given some of the premises on sublease basis to its subsidiaries and vice versa. Ind AS 116 requirements have not been applied by treating them as short term leases as the lease term for these contracts are perpetual.
E. Extension Options
Some leases for office spaces contain extension options exercisable by the Company for an additional period ranging between 11 months to 5 years. Where practicable, the Company seeks to include extension options in new leases to provide operational flexibility. The extension options held are exercisable only by the Company and not by the lessors. The Company assesses at lease commencement date whether it is reasonably certain to exercise the extension options. The Company reassesses whether it is reasonably certain to exercise the options if there is a significant event or significant changes in circumstances within its control.
I. As a lessee
For measuring the lease liabilities, the Company has discounted lease payments using MCLR rate provided by its bankers, which is 9.45%.
The Company has used the following practical expedients while applying Ind AS 116 to leases previously classified as operating lease:
i. The Company did not recognise Right of Use Assets and liabilities for leases of low value assets (eg. Printers and photocopiers).
ii. The Company used hindsight when determining lease term.
iii. The Company applied the exemption not to recognise right-of-use assets and liabilities for leases with less than 12 months of lease term.
iv. The Company has used a single discount rate to a portfolio of leases with reasonably similar characteristics.
The contract assets primarily relate to the Company's rights to consideration for work completed but not billed at the reporting date for services rendered. The contract assets are transferred to receivables when the rights become unconditional. This usually occurs when the Company issues an invoice to the customer.
The contract liabilities includes income received in advance and pending to be recognized as income since obligation is yet to be performed and invoice raised against unearned revenue.
Note A) Fair value hierarchy used for Investments in Mutual Funds - Level 1. Valuation technique and key inputs - Quoted Net Asset Value/ Prices in active market.
Note B) The Company has not disclosed the fair values for financial assets such as trade receivables, cash and cash equivalents, other bank balances other than cash and cash equivalents, loans and other financial assets because their carrying amounts are a reasonable approximation of fair value.The Company has not disclosed fair value of investments carried at cost.
Note C) The Company has not disclosed the fair values for financial liabilities such as trade payables, unpaid dividend, inter company payable and lease liabilities because their carrying amounts are a reasonable approximation of fair value.
There are no transfers between Level 2 and Level 3 during the period.
C. Financial risk management
The Company's Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The Company's business activities are exposed to a variety of financial risks, namely liquidity risk, credit risk, market risk. Risk management policies have been established to identify and analyse the risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review and reflect the changes in the policy accordingly.
The Company's Audit Committee oversees how management monitors compliance with the risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The Audit Committee is assisted in its oversight role by internal audit. Internal audit undertakes review of risk management controls and procedures and the results of the same are reported to the Audit Committee.
I. Credit Risk:
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instruments fails to meet its contractual obligations, and arises principally from the Company's receivables from customers and cash and cash equivalents. The carrying amounts of financial assets represent the maximum credit risk exposure. Credit risk encompasses both the direct risk of default and the risk of deterioration of credit worthiness as well as concentration risk.
a) Loans and Advances
This consists of security deposits and advances given to employees. Security deposits are rental deposits given to lessors and the company assesses deposit balance on a periodical interval and estimated losses are provided for. The Company also does not expect any losses on the employee advances since they are given only to permanent employees of the Company.
b) Trade Receivables
The Company's exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk of the industry.
The Company establishes an allowance for impairment that represents its expected credit losses in respect of trade and other receivables. The management uses a simplified approach for the purpose of computation of expected credit losses for trade receivables and an impairment analysis is performed at each reporting date.
The management has established a credit policy under which each new customer is analysed individually for credit worthiness before the standard payment and delivery terms and conditions are offered. Credit period varies from customers to customers and it starts from 10 days. The Company review includes external ratings, customer's credit worthiness, if they are available, and in some cases, bank references.
The Company's customer base comprises of various mutual fund houses and corporates having sound financial condition. An impairment analysis is performed at each reporting date for invoice wise receivables balances.
c) Cash and cash equivalents and deposits with banks
Cash and cash equivalents of the Company are held with banks which have high credit rating. The Company considers that the cash and cash equivalents have low credit risk based on the external credit rating of the counterparties.
d) Investments in mutual funds
The credit risk for investments in mutual funds is considered as negligible as the counterparties are reputable mutual fund agencies with high external credit ratings.
II. Liquidity Risk:
Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities that are settled by delivering cash or other financial assets. The Company's approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities. In doing this, management considers both normal and stressed conditions. The Company also monitors the level of expected cash inflows on trade and other receivables together with expected cash outflows on trade and other payables.
Exposure to liquidity risk:
The following are the remaining contractual maturities of financial liabilities at the reporting date. All amounts are gross and undiscounted except for lease liabilities.
III. Market Risk:
Market risk is the risk of changes in market prices due to foreign exchange rates, interest rates which will affect the Company's income or the value of its financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.
(i) Currency Risk:
The functional currency of the Company is INR. The Company has transactions in foreign currency for software development income,software license purchases and consultancy charges, which are denominated in USD. The Company has not entered into any hedges for currency risk.
Sensitivity analysis
A reasonably possible strengthening/ weakening of USD against INR would have affected the measurement of financial instruments denominated in foreign currency and affected equity and Statement of Profit or Loss by the amounts shown below. This analysis assumes that all other variables remain constant.
(ii) Price Risk
Exposure
Sensitivity Analysis
The table below summarises the impact of increases/decreases of the Net Asset Value (NAV) on the Group's investment in Mutual fund and profit for the period. The analysis is based on the assumption that the NAV increased by 5% or decreased by 5% with all other variables held constant, and that all the Group's investments in mutual funds moved in line with the NAV.
(iii) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Interest rates are sensitive to many factors, including governmental, monetary and tax policies, domestic and international economic and political considerations, fiscal deficits, trade surpluses or deficits, regulatory requirements and other factors beyond the Company's control. Changes in the general level of interest rates can affect the profitability by affecting the spread between, amongst other things, income which Company receives on investments in debt securities, the value of interest-earning investments, it's ability to realise gains from the sale of investments. Interest rate risk primarily arises from floating rate investment. The Company's investments in floating rate are primarily short-term, which do not expose it to significant interest rate risk.
The weighted average remaining contractual life for the share options outstanding as at March 31, 2026 was Nil years (March 31, 2025: 1 year).
The expected life of the share options is based on historical data and current expectations and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility over a period similar to the life of the options is indicative of future trends, which may not necessarily be the actual outcome.
The weighted average remaining contractual life for the share options outstanding as at March 31, 2026 was 1 year (March 31, 2025: 2 years).
The weighted average remaining contractual life for the share options outstanding as at March 31, 2026 was 2 years (March 31, 2025: 3 years).
The expected life of the share options is based on historical data and current expectations and is not necessarily indicative of exercise patterns that may occur. The expected volatility reflects the assumption that the historical volatility over a period similar to the life of the options is indicative of future trends, which may not necessarily be the actual outcome.
The weighted average remaining contractual life for the share options outstanding as at March 31, 2026 was 3 years (March 31, 2025: 4 years).
The weighted average remaining contractual life for the share options outstanding as at March 31, 2026 was 4 years (March 31, 2025: 5 years).
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II. Contingent liabilities and Commitments
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|
Particulars
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As at March 31, 2026
|
As at March 31, 2025
|
|
Estimated amount of contracts remaining to be executed on capital account and not provided for*
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11,998.28
|
22,200.39
|
|
Income taxes
|
78.54
|
92.73
|
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Indirect tax matters
|
514.42
|
1,034.99
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On account of delay in processing
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-
|
0.60
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Total
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12,591.24
|
23,328.71
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*This includes:
a) Amount of ' 1,173.10 lakhs being payable to third party cloud service provider with a minimum commitment over the period of next 15 months for the new RTA platform (Re architecture) project.
b) Amount of ' 7,874.54 lakhs being payable to third party cloud service provider with a minimum commitment after next 1 year but within 4 years for the new RTA platform (Re architecture) project.
c) Amount of ' 1,265 lakhs being capital infusion to be made in Joint venture.
There are no other amounts required to be disclosed as contingent liabilities on account of pending litigations, other than the above.
There are no contingent assets resulting from the aforesaid litigation.
Note 37 : Audit trail and Back-up as per MCA requirements
(i) Back-up
The Company has maintained its books of accounts in electronic mode and these books of accounts are accessible at all times and the back-up of books of accounts have been kept in services physically located in India on a daily basis.
(ii) Audit trail
The Company 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 operated throughout the year for all relevant transactions recorded in the software. Further, there are no instance of audit trail feature being tampered with. Additionally, the audit trail of prior years has been preserved as per the statutory requirements for record retention to the extent it was enabled and recorded in the respective years.
Note 39 : Segment Reporting
The Company is primarily in the business of providing registrar and transfer agency services including data processing and its related activities to financial institutions and accordingly there are no separate reportable segments in accordance with Ind AS 108 on “Operating Segments” in respect of the Company. The Company primarily operates in a single geographical segment, i.e. India. Please refer note 32.
Note 41 : Other Statutory notes
a) The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.
b) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.
c) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).
d) The Company does not have any benami property, where any proceeding has been initiated or pending against the Company for holding any benami property.
e) Title deeds of immovable property were held in the name of the Company.
f) The Company does not have any charges or satisfaction which is yet to be registered with Registrar of companies beyond the statutory period.
g) The Company does not have any transactions with companies struck off.
h) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
Note 42 : Utilisation of Borrowed funds and share premium
a) The company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other persons or entities, including foreign entities (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 whatsoever by or on behalf of the company (Ultimate Beneficiaries) or provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
b) The company has not received any fund from any persons or entities, including foreign entities (Funding Party) 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.
Note 43 : Events after reporting period
The board of directors at its meeting held on May 4, 2026 have proposed a final dividend of ' 4/- per equity share, subject to
approval by shareholders at the ensuing Annual General Meeting.
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