N2N Technologies Ltd

Resignation details

• Trupti Pandit - Director and Chief Executive Officer (CEO).
• Directorship type: Executive director.
• Effective resignation date: 13 August 2026.
• Reason for resignation: Change in management and control after the Open Offer.
• Material reasons: No other material reasons beyond those stated.
• Roles affected: Vacates Director and CEO positions; no other board/committee memberships specified.
• Regulatory or shareholder approvals: not stated as required.
• Consequence on board: No changes to board composition disclosed.

Resigning director details

• Name and designation: Mr. Tushar Shah, Director and CFO.
• Effective date of resignation: August 13, 2026.
• Reason: resignation due to change in management and control following the Open Offer.
• Letter of resignation: dated August 13, 2026.
• Material reasons: no other material reasons beyond those stated.
• Consequence: resignation from Director and CFO positions.
• Board action: Board accepted resignation with effect from August 13, 2026.
• Regulatory/ shareholder approvals: not stated as required.

New Additional Directors

• Nariman Karbhari appointed Additional Director, Chairman and Non-Executive Director, effective Aug 12, 2026; due to Open Offer.
• Mehul J. Parekh appointed Additional Director and Executive Director, effective Aug 12, 2026; due to Open Offer.
• Firoze N. Kapadia appointed Additional Director and Executive Director, effective Aug 12, 2026; due to Open Offer.
• Animesh Tapiawala appointed Additional Director and Non-Executive Director, effective Aug 12, 2026; due to Open Offer.
• Not debarred from holding director office by SEBI or statutory authorities.

Change in control & promoters

• Open Offer completed; control vested in Harmony Remedies India Pvt Ltd and PACs, effective Aug 13, 2026.
• Rahul Dilip Shah reclassified to Public; Rekha Rani Sarawgi ceases as promoter.
• PAC1 and PAC2 are Representing Directors of the Acquirer and acting in concert.
• Acquirer/PACs were not related parties prior to change.
• Board reconstitution initiated; detailed changes to be disclosed separately.
• Company to cease IT & Software consulting post-change.

Regulatory & timeline

• Change effected on August 13, 2026 following Open Offer completion.
• Open Offer under SEBI Regulations triggered change in management and control.
• Promoter shareholding classification: Rahul Shah moved from Promoter to Public.
• Rekha Rani Sarawgi ceased as promoter.

Q1 FY2026: Standalone results

• Revenue from operations: Rs 15.20 Lacs in Q1 FY2026.
• Employee benefits expense: Rs 22.30 Lacs.
• Depreciation and amortisation: Rs 1.61 Lacs.
• Total expenses: Rs 27.69 Lacs.
• Profit before tax: Rs (12.49) Lacs.
• Net profit for the period: Rs (12.49) Lacs.
• Basic & Diluted EPS: Rs (0.39).
• Auditors' Limited Review with unmodified opinion.
• Single segment: Tech Support Services; segment reporting not applicable.

Meeting Details

• Board meeting on August 12, 2026 to consider unaudited standalone results for the quarter ended June 30, 2026.

Key Agenda Items

• Unaudited standalone financial results for the quarter ended June 30, 2026, with limited review report.
• Change of Management and Control of the Company.
• Change of Promoters pursuant to change of management and control in view of Open Offer.
• Appointment of Directors pursuant to change of management and control in view of Open Offer.

Other Notes

• Trading window closed for two trading days from the date of declaration of financial results.

Dematerialisation status

• Dematerialisation requests were confirmed (accepted/rejected) to depositories.
• Dematerialised securities have been listed on the stock exchanges.
• Physical certificates for dematerialisation were mutilated and cancelled; ownership updated in the records.

Financial highlights

• FY26 total income: ₹133.57 Lakhs; net loss after tax: ₹277.69 Lakhs.
• FY26 EPS: ₹-8.60.
• Q4 FY26 revenue: ₹16.93 Lakhs; net loss: ₹278.82 Lakhs; EPS: ₹-8.64.
• Auditors issued a modified opinion on the standalone results.
• Board adjourned meeting approved the audited results.
• Company operates a single segment; segment reporting not applicable.
• No dividend declared or paid during the year.

Audit qualifications & risk disclosures

• Internal audit compliance gaps; no audit trail maintained.
• Non-payment/underdeduction of Professional Tax and TDS; no provision for penalties.
• Loans and advances written off ₹234.01 Lakhs.
• Annual listing fees unpaid for FY23-24 and FY24-25.
• Income tax demands: AY 2014-15 ₹58.29 Lakhs; AY 2017-18 ₹101.46 Lakhs; no provision.
• Open offer for transfer of ~40% equity in process.
• Auditors note Emphasis of Matter; opinion not modified on these items.
• Management believes tax demands are not sustainable; impact not quantifiable.

Balance sheet & cash flow

• Total assets ₹590.97 Lakhs; total equity ₹412.34 Lakhs; total liabilities ₹178.63 Lakhs.
• Current assets ₹449.86 Lakhs; cash ₹0.48 Lakhs; trade receivables ₹52.15 Lakhs; other financial assets ₹394.53 Lakhs.
• Non-current assets ₹141.10 Lakhs; deferred tax assets ₹139.34 Lakhs.
• Net cash from operating activities: ₹-0.11 Lakhs; net cash from investing activities: ₹0.25 Lakhs.
• Closing cash balance ₹0.48 Lakhs.