Cambridge Technology Enterprises Ltd

Auditor cessation

• BRAND LLP Statutory Auditors ceased after tenure at AGM Sep 2026; replacement appointed.

AGM Details

• Date and time: 29 September 2026 at 11:30 IST, via VC/OAVM.
• Record date: 22 September 2026; Register closed 23–29 September 2026.
• Remote e-voting window: 26–28 September 2026; voting during AGM.
• Shareholders on record: 11,892.
• Meeting duration: 11:30–12:30 IST.

Resolutions and outcomes

• Resolution 1 (Ordinary): Adoption of Audited Financial Statements for year ended 31 March 2026; passed.
• Resolution 2 (Ordinary): Re-appointment of Director under Section 152(6); passed.
• Resolution 3 (Ordinary): Appointment of M/s SBC & Co., Chartered Accountants as Statutory Auditors for five years; passed.
• Resolution 4 (Special): Approval for assignment of loan receivable to Aglow Financial Services Private Limited for Rs 40,00,000; passed.

Auditor appointment

• Statutory Auditors appointed for five-year tenure from 27th AGM to 2nd AGM.

Material related party transactions

• Approval of loan receivable assignment to related party for Rs 40,00,000.

AGM details

• Held on 29 September 2026, 11:30 AM–12:30 PM IST, via VC/OAVM.
• Remote e-voting window: 26 September 2026 09:00 IST to 28 September 2026 17:00 IST.

Resolutions presented

• Adoption of financial statements (Ordinary).
• Reappointment of director Jayalakshmi Kumari Kanukollu, retiring by rotation (Ordinary).
• Appointment of Statutory Auditors (Ordinary).
• Special resolution: Assignment/transfer of loan receivable from FA Software Services Private Limited.

Voting status

• Final voting results to be uploaded on company and NSDL websites.
• Outcomes for each resolution are not disclosed in this filing.

Director changes

• Director reappointed: Jayalakshmi Kumari Kanukollu, retires by rotation.

Material related party transactions

• Approval for assignment/transfer of loan receivable with FA Software Services Private Limited.

Cambridge Technology Enterprises Limited trading window closed from October 01, 2026 till 48 hours after the declaration of Un-Audited Financial Results for the quarter and half year ended September 30, 2026

Annual Report access

• Dispatched emails to shareholders without registered emails with web-link and QR code to annual report.
• Annual Report emailed to registered email IDs; unregistered recipients receive a web link.
• Physical copies available on written request.
• Annual Report accessible on company and RTA websites.

KYC updates for physical shareholders

• KYC update required for physical shareholders; submit forms to RTA.
• Forms and purposes: ISR-1, ISR-2, SH-13, ISR-3, SH-14.
• Form ISR-3 for nomination opt-out; SH-13 not required.
• Nominee forms and download availability on company/RTA sites.
• Physical shareholders should contact Aarthi Consultants for submissions.

Book closure and AGM details

• AGM scheduled Sep 29, 2026 at 11:30 IST via VC/OAVM.
• Register of Members closed Sep 23–29, 2026 (inclusive).
• Cut-off date for voting entitlement: Sep 22, 2026.
• Purpose: book closure for the 27th AGM.
• Security type: shares.

AGM Details

• Date/time: 29 Sep 2026, 11:30 AM IST, via VC/OAVM.
• Remote e-voting: 26–28 Sep 2026; cut-off date: 22 Sep 2026.
• Register of Members closed 23–29 Sep 2026 (inclusive).

Key Resolutions

• Adopt audited financial statements (standalone and consolidated) for FY2025-26.
• Re-appoint Ms. Jayalakshmi Kumari Kanukollu as Director, liable to retire by rotation.
• Appoint M/s S B C & Co as Statutory Auditors for five years (2026–2031).
• Special Resolution: assign loan receivable to Aglow Financial for Rs 40 lakh.

Auditors

• Remuneration for new Statutory Auditors to be fixed by the Board; Rs 8 lakh per annum.

Director Details

• Ms Jayalakshmi Kumari Kanukollu is Non-Executive, Non-Independent, liable to retire by rotation.

Material Related Party Transactions

• Loan receivable assignment to Aglow Financial from FA Software; Rs 40 lakh consideration.

Financial snapshot

• Standalone revenue from operations: ₹57.24 cr; Consolidated: ₹181.02 cr.
• Standalone PAT: ₹2.73 cr; Consolidated PAT: ₹0.48 cr.
• Standalone EPS: ₹1.39; Consolidated EPS: ₹0.24.
• Total Standalone C/I: ₹3.04 cr; Consolidated C/I: ₹12.43 cr.
• Dividend: Board did not declare any dividend for FY2025-26.

Revenue & profitability trends

• Consolidated revenue declined 9% YoY to ₹181.02 cr.
• Standalone revenue declined 13.83% to ₹57.24 cr.
• Consolidated PBT turned positive at ₹1.65 cr.
• Consolidated PAT turned positive at ₹0.48 cr.
• EPS improvements supportive of a more stable margin.

Capital structure & liquidity

• Total borrowings declined to ₹733.23 cr? No; wait: ₹73.32 cr. Consolidated borrowings reduced from ₹86.24 cr to ₹73.32 cr.
• Debt-to-equity ratio improved to 91.23%; prior year 126.93%.
• Current ratio improved to 2.31x (from 1.63x).
• Consolidated cash flow from operations: ₹3,56,832.03 thousand.

Operations & performance drivers

• Agentic AI formalized as a growth area; four-practice portfolio.
• Vertical focus: Healthcare, Life Sciences, Animal Health, Automotive, BFSI, Retail.
• Six wholly owned subsidiaries; five step-down subsidiaries; N2T1 AI Solutions struck off.
• Outlook: disciplined investment, AI capability expansion, and stronger client engagement.

Governance & audit

• Board size 8; 4 Independent; 1 Executive; 3 Non-Independent.
• Vivek K. Singh appointed Additional Independent Director in May 2026; approved by shareholders.
• Independent Directors held a separate meeting on 05 Feb 2026.
• Statutory auditors: M/s B R A N D & Associates LLP; new appointment: M/s S B C & Co.

Subsidiaries & related parties

• Six wholly owned subsidiaries; five step-down subsidiaries.
• Related party policy in place; RPTs in ordinary course; material RPTs disclosed.
• CTI and other intercompany transactions include services, loans, and interest between CTEL and CTI group.

Outlook & risks

• Agentic AI growth expected to drive pipeline; Oracle/Salesforce partnerships expanded.
• Industry verticals offer differentiated growth paths; macro US market risk monitored.
• Management aims for margin improvement via cost discipline and portfolio diversification.

Auditor appointment

• Board approved appointing M/s S B C & Co as auditors, replacing BRAND & Associates.
• Appointment subject to members' approval at the AGM.
• Term: five years from AGM conclusion (27th) to 32nd AGM (2031).
• Auditors to conduct statutory audit under the Companies Act 2013.

AGM timing and governance actions

• 27th AGM scheduled for Sep 29, 2026 via VC/OAVM.
• Notice, Directors' Report and annual report to be circulated.
• Ms. Komal Singh appointed Scrutinizer for e-voting.
• Register of Members and transfer books closed Sep 23–29, 2026.
• Voting entitlement cut-off date: Sep 22, 2026.

Annexure and related disclosures

• Annexure I provides details on auditor appointment and firm profile.

Meeting Details

• Board meeting scheduled on September 2, 2026; time and venue not disclosed.

Key Agenda Items

• Approval of Annual Report for FY 2025-26 (ended March 31, 2026).
• Notice of the 27th AGM with date, time and venue.
• Closure of register of members and share transfer book for AGM.
• Appointment of Scrutinizer for e-voting at AGM.
• Discussion of other matters with chairperson's permission.