B2B Software Technologies Ltd

AGM notice details

• 32nd AGM for FY2025-26 to be held on 28 Aug 2026 via VC/OAVM.
• Notice and Integrated Annual Report circulated electronically to members on 05 Aug 2026.
• Remote e-voting from 25 Aug 2026 09:00 to 27 Aug 2026 17:00; cut-off 21 Aug 2026.
• Access to notices and annual report via company website and CDSL platform.
• Newspaper notice published on 6 Aug 2026 in Financial Express and Mana Telangana.

Financial snapshot

• Standalone revenue Rs 1,607.29 L; YoY +6%.
• Consolidated revenue Rs 3,045.58 L; YoY +20%.
• Standalone PAT Rs 230.18 L; Consolidated PAT Rs 284.28 L.
• Standalone PBT Rs 330.16 L; Consolidated PBT Rs 384.25 L.
• Standalone basic EPS Rs 1.99; Consolidated basic EPS Rs 2.45.
• Interim dividend Rs 1 per share declared; no final dividend.

Geography and segments

• India revenue Rs 1,607.29 L; USA Rs 1,438.30 L; total Rs 3,045.58 L.
• Strategy centers on Healthcare, Emerging Tech, and ERP.
• Publishing Industry vertical progress on Microsoft AppSource.
• Consolidated segment assets: India 2,607.99 L; USA 214.59 L.

Capital and liquidity

• No outstanding debt; debt-to-equity zero.
• Interim dividend paid; no final dividend.
• Authorized share capital raised to Rs 18 Cr; post-year-end bonus adjustments.

ESOPs and capital movements

• Three ESOP grants; 2,60,755 options exercised in FY2025-26.
• Grant 3: 24,811 options outstanding; vesting in one year.
• Exercise price Rs 10; fair value Rs 23.92 for options.

Strategy and growth outlook

• Three verticals: Healthcare, Emerging Technologies, and ERP.
• Emerging Technologies capex Rs 1 crore; launched Sep 2025.
• ERP remains cash-generative; IP-led verticals to offset margin pressure.
• Outlook: AI/ML and cloud focus to drive growth and margins.

Governance and leadership

• Board of five; Dr. Y. Avinash appointed Addl. Non-Executive Director July 2025; regularized Sept 2025.
• Company Secretary changes: Maddukuri resigned Aug 2025; Yamini Saini appointed Apr 2026; Unnati Rathi appointed Jul 2026.
• Auditors: MVV Kumar & Co proposed for five-year term 2026-32; annual fee Rs 2.20 L.
• Independent Director meeting held Feb 23, 2026; board evaluation completed.

Subsidiaries and related parties

• Subsidiary: B2B Softech Inc., USA; turnover Rs 1,438.30 L; PAT Rs 54.10 L.
• Genius Doc Inc.: exports Rs 399.59 L; Antelope Valley Cancer Center: exports Rs 103.93 L.
• All related party transactions are arm's length and disclosed in Form AOC-2.

AGM Details

• AGM scheduled for 28 August 2026 at 10:30 AM via VC/OAVM.
• Cut-off date for voting: 21 August 2026.
• Annual report dispatched 5 August 2026; deemed venue at registered office.

Resolutions

• Item 1 (Ordinary): Adoption of Audited Standalone and Consolidated financial statements.
• Item 2 (Ordinary): Re-appointment of Dr. Yaramati Avinash as director by rotation.
• Item 3 (Ordinary): Re-appointment of M/s MV Vijaya Kumar & Co. as statutory auditors for five years; remuneration Rs 2,20,000.
• Item 4 (Special): Re-appointment of Bala Subramanyam Vanapalli as Whole-time Director for 3 years; Rs 2,50,000 per month; including perquisites.
• Item 5 (Special): Approval for payment of performance bonus to WTD for FY 2025-26: Rs 20,76,909.

Dividend

• Interim dividend of Rs 1 per equity share declared in the year; final dividend not proposed.

Director Changes

• Dr. Yaramati Avinash appointed Addl. Non-Executive Director on 12.07.2025; regularized 29.09.2025.
• Mr. Yaramati Satyanarayana resigned as Non-Executive Director on 12.07.2025.
• Ms. Gita Usha Rani Maddukuri appointed CS & Compliance Officer 01.04.2025; resigned 26.08.2025.
• Ms. Yamini Saini appointed CS & Compliance Officer 22.04.2026; resigned 17.07.2026.
• Ms. Unnati Rathi appointed CS & Compliance Officer 17.07.2026.

Auditors

• Jawahar & Associates ceased as statutory auditor on 12.08.2025.
• M/s MV Vijaya Kumar & Co. proposed as statutory auditors for 5-year term (2026-27 to 2030-31) at Rs 2.20 lakh p.a.
• Internal Auditor: Ms. Srijani Sarkar; Secretarial Auditor: DSMR & Associates.

Related Party Transactions

• Genius Doc Inc. (Export of software services): Rs 399.59 Lakhs.
• Antelope Valley Cancer Center (Export of software services): Rs 103.93 Lakhs.
• Remuneration to KMP: Bala 51.04; Ram Nemani 36.00; Sunil Nemani 12.00; CS 1.53.
• Outstanding balance: Managerial remuneration payable to KMP Rs 6.50.

Other Material Approvals

• ESOP Scheme 2024: three grants; total options ~5.77 Lakh; 2.60 Lakh exercised in FY2025-26.
• Bonus issue approved via Postal Ballot; 1:2 ratio; allotment completed 2–6 Apr 2026; listing approvals obtained.

Financial results

• Unaudited standalone Q1 FY2026 revenue from operations: 364.98 lakh.
• Standalone Q1 FY2026 profit after tax: 63.10 lakh; EPS 0.36.
• Consolidated Q1 FY2026 revenue from operations: 738.99 lakh; PAT 91.61 lakh; EPS 0.55.
• Bonus issue: 1:2 equity shares; allotment completed by 6 April 2026.
• Limited Review Reports on standalone and consolidated Q1 FY2026 submitted.

Governance & appointments

• Ms Yamini Saini resigned as Company Secretary & Compliance Officer effective 17 July 2026.
• Ms Unnati Rathi appointed CS & Compliance Officer w.e.f. 17 July 2026.
• Mr Bala Subramanyam Vanapalli re-appointed Whole-Time Director from 01 Oct 2026 for 3 years.
• M/s MV Vijaya Kumar & Co. re-appointed as Statutory Auditors for second term of 5 years.
• AGM for FY2025-26 scheduled on 28 August 2026 at 10:30 AM via VC/OAVM.

Meeting Details

• Date: 17 July 2026; Time: not disclosed; Location: registered office of the Company.

Key Agenda Items

• Consider unaudited standalone and consolidated financial statements for the quarter ended June 30, 2026.
• Limited Review Report for the quarter ended June 30, 2026.

Demat/Remat status

• Securities received for dematerialisation were accepted/rejected and listed on exchanges.

Certificate handling

• Dematerialisation certificates were mutilated and cancelled after verification, with depository name substituted as registered owner.

CDSL confirmations

• CDSL demat confirmations were not received during the period.