Your Director's are delighted to present the 33^rd Annual Report of the Company along with the Audited Financial Statements
(Standalone & Consolidated) for the Financial Year ended 31^st March, 2026.

1. FINANCIAL PERFORMANCE OF THE COMPANY (STANDALONE & CONSOLIDATED) AND DISCUSSION ON
FINANCIAL PERFORMANCE WITH RESPECT TO THE OPERATIONAL PERFORMANCE:( ' in Lakhs)

The Company achieved consolidated total income of '109.24 Crores and a Profit After Tax (PAT) of '10.23 Crores during
Financial Year 2025-26.

2. OPERATIONS OF THE COMPANY:

The profitability witnessed a decline compared to FY 2024-25, primarily due to:

• Continued investments in AgriTech (Scanit);

• Scaling efforts and competitive pressures in Cybersecurity (InstaSafe);

• Margin pressures in the transition phase of diversification.

3. DIVIDEND :

Your Director’s are pleased to recommend a Final dividend @ 25 % i.e. '1.25/- per Equity Share of Face Value of ' 5/-
each for the Financial Year ended 31 ^stMarch, 2026. The payment of Final Dividend is subject to the approval of Members at
the 33^rd Annual General Meeting (“AGM”) of the Company. The dividend if approved, by the members will be paid on or
before 29^th August, 2026, to the members whose names appear in the Register of Members, as on the Record Date.

The Dividend if approved, would involve a cash outflow of ' 2,50,02,750/-. In view of the changes made under the
Income-tax Act, 1961, by the Finance Act, 2020, dividends paid or distributed by the Company shall be taxable in the
hands of the Shareholders. Your Company shall, accordingly, make the payment of the Final Dividend after deduction of
tax at source.

4. TRANSFER TO RESERVES :

Your Director’s do not propose to transfer any amount to the General Reserve out of the current year’s profit.

5. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

In terms of the provisions of Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016
/ Investor Education and Protection Fund (Awareness and Protection of Investors) Rules, 2001, ' 1,02,895/- of unpaid /
unclaimed dividends were transferred during the year to the Investor Education and Protection Fund (IEPF).

6. SHARE CAPITAL:

As on 31^st March, 2026 the Authorized share capital of your Company was '12,50,00,000/- consisting of 2,50,00,000
Equity Shares of ' 5/- each and paid up equity share capital was ' 10,24,15,000/- consisting of 2,00,02,200 fully paid up
equity shares and 6,97,800 forfeited equity shares of ' 5/- each.

During the year under review, the Company has not issued any shares or Bonus shares. The Company has not issued
shares with differential voting rights. It has neither issued employee stock options nor sweat equity shares. The Company
has not bought back any of its equity shares.

7. DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP):

The Board of the Company is duly constituted. None of the directors of the Company is disqualified under the provisions of
the Companies Act or the Listing Regulations. In accordance with the provisions of the Section 152 of the Act, with the
Rules made thereunder, Mr. Sharadchandra Abhyankar, Director retires by rotation at the forthcoming Annual General
Meeting and being eligible has offered his candidature for re-appointment.

The Company has received the following declarations from all the Independent Directors of the Company under the
provision of Section 149 (6) of the Companies Act, 2013, confirming that:

a) they meet the criteria of independence prescribed under the provisions of the Act, read with the Rules made
thereunder and the Listing Regulations. There has been no change in the circumstances affecting their status as
Independent Directors of the Company;

b) they have complied with the Code for Independent Director’s prescribed under Schedule IV of the Act; and

c) they have registered themselves with the Independent Director’s Database maintained by the Indian Institute of
Corporate Affairs.

The Independent Directors have also confirmed that they are not aware of any circumstance or situation that exists or may
be reasonably anticipated that could impair or impact their ability to discharge their duties with an objective independent
judgement and without any external influence. The Board also take on record the declarations and confirmations
submitted by the Independent Directors.

In the opinion of the Board, all Independent Director’s possess requisite qualifications, experience, expertise and hold
high standards of integrity required to discharge their duties with an objective independent judgment and without any
external influence. List of key skills, expertise and core competencies of the Board, including the Independent Directors,
forms a part of the Corporate Governance Report of this Annual Report. As per the provisions of this Act, the Independent
Directors are not liable to retire by rotation. Brief resume, nature of expertise, disclosure of relationship between directors
inter-se, details of directorships and committee membership held in other companies of the Director proposed to be
appointed / re-appointed, along with their shareholding in the Company, as stipulated under Secretarial Standard-2 and
Regulation 36 of the Listing Regulations, is appended as an Annexure to the Notice of the ensuing AGM.

Mr. Prakash B. Rane, Managing Director; Mr. Paresh Golatkar, Chief Financial Officer; and Mrs. Sarika Ghanekar,
Company Secretary & Compliance Officer were the Key Managerial Personnel of the Company as on 31^st March, 2026.

During the year under review, there were no changes in the Directors and Key Managerial Personnel of the Company,
except that Dr. Sumit Chowdhury completed his second term as an Independent Director on 27^th March, 2026, accordingly
he ceased to become director of the Company. The Board places on record its sincere appreciation for the valuable
contribution and dedicated services rendered by Dr. Sumit Chowdhury during his tenure as an Independent Director of the
Company. The Board expresses its gratitude for his guidance and support and acknowledges his significant contribution
to the Company.

8. POLICY ON DIRECTOR’S APPOINTMENT, REMUNERATION, BOARD EVALUATION AND DETAILS OF
FAMILIARISATION PROGRAMS:

The policy on Director’s appointment and remuneration including criteria for determining qualifications, positive
attributes, independence of Director, and also remuneration for Key Managerial Personnel and other employees, forms
part of the Corporate Governance Report of this Annual Report. Annual Board Evaluation process for Directors has also
been provided under the Report on Corporate Governance.

The details of programmes for familiarisation of Independent Directors with the Company, their roles, rights,
responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company
and related matters are put up on the website of the Company at www.abmindia.com. The Company has issued a formal
letter of appointment to the Independent Director in the manner as provided in the Companies Act, 2013. The terms and
conditions of the appointment have been disclosed on the website of the Company.

9. MEETINGS :

During the year Five (5) Board Meetings and Five (5) Audit Committee Meetings were convened and held. For the details
of the meetings of the Board and its Committees, please refer to the Report on Corporate Governance, which forms part of
this report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

10. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

InstaSafe Technologies Private Limited (“InstaSafe”) continues to be classified as a Material Subsidiary of ABM as on 31^st
March, 2026. Renowned for its cutting-edge, cloud-based Security-as-a-Service solutions, InstaSafe empowers
enterprises with comprehensive and uncompromising cybersecurity, enabling mobile and remote workforces to securely
access corporate applications, email, and web resources from any device, over any network, and from any location.
Further strengthening its global footprint, InstaSafe operates through its wholly owned subsidiary, InstaSafe Inc.,
incorporated in the State of Delaware, United States of America.

Pursuant to the provisions of Section 129 (3) of the Companies Act, 2013, a statement containing salient features of
financial statements of subsidiary Company in Form AOC-1 is attached herewith. The separate audited financial
statements in respect of the subsidiary Company are available on the website of the Company at www.abmindia.com.
Your Company will also make available these documents upon request by any member of the Company interested in
obtaining the same.

Scanit Technologies Inc. has continued to be the Associate Company of ABM.

As on 31^st March, 2026 the Company does not have any Joint venture.

11. PERFORMANCE OF SUBSIDIARY COMPANIES AND ASSOCIATE COMPANY:InstaSafe

FY 2025-26 was a year of steady execution, strategic consolidation, and deliberate transformation for InstaSafe. As the
world entered a new era defined by Artificial Intelligence—reshaping how businesses operate, scale, and defend
themselves—InstaSafe proactively embraced this shift, restructuring its teams, optimising internal operations, and
realigning growth levers to reflect the demands and opportunities of an AI-first environment.

While headline revenue reflects a degree of lumpiness—driven by the timing of a significant bulk deal in Q3 and billing
delays on govt projects in Q4—the underlying business momentum remained intact throughout the year. These are timing
artefacts, not demand signals, and the pipeline heading into FY 2026-27 reflects this clearly.

The Company closed the year profitable and its net worth increased by approximately 15% year-on-year — a reflection of
the fundamental soundness of the business model and continued customer confidence in InstaSafe's Zero Trust platform.

The advent of AI also brought with it a new and more sophisticated threat landscape. AI-powered cyberattacks are no
longer a future concern—they are a present reality facing organisations across sectors. This has meaningfully
accelerated enterprise appetite for robust, intelligent security infrastructure, and InstaSafe's Zero Trust platform is
purpose-built to address precisely this need.

Internally, the AI era prompted a thoughtful restructuring of teams and workflows — enabling the organisation to do more
with greater focus, reduce friction in execution, and build a leaner, higher-output operating model. These changes, while
requiring short-term adjustment, are expected to yield significant efficiency and growth dividends in the years ahead.

India's cybersecurity market continues to present a compelling long-term opportunity — projected to nearly triple in size
over the next decade — and InstaSafe's Zero Trust specialisation places it squarely at the centre of enterprise security
spending priorities. With over 16% of Indian enterprises planning significant cybersecurity budget increases, demand
tailwinds remain strong and structural.

Heading into FY 2026-27, the focus is firmly on revenue consistency, enterprise account expansion, and deepening
footprint in the BFSI and government sectors — two of the highest-growth segments for cybersecurity in India. The
foundations laid this year — in product, people, pipeline, and organisational design — position InstaSafe strongly for a
more productive and profitable year ahead.

Scanit Technologies Inc.

During the year, Scanit operated in a market environment that has increasingly shifted toward a more pragmatic focus on
automation and clearly measurable return on investment. In this context, the Company strengthened its positioning
through its core offering, SporeCam™, which autonomously captures a unique stream of field-level data not available
through conventional sources such as weather, satellite, or drone-based systems. This emphasis on delivering tangible,
near-term value has resonated with customers and stakeholders, supported by enhanced go-to-market initiatives,
including a global lead generation effort established in partnership with ABM.

From a financial and commercial perspective, Scanit has taken important steps to improve the resilience of its business
model. While the Company has generated approximately $1 million in cumulative data subscription revenue over the past
2-3 years, it faced a setback in 2025 due to the loss of a couple of major customers. In response, Scanit undertook a
targeted diversification strategy, significantly expanding its customer base and reducing dependence on any single
account. Although revenue was impacted in the short term, the business is now more diversified across geographies and
customer segments, with a clear focus on scaling existing relationships into larger, recurring engagements.

A key strategic shift has been the transition from positioning SporeCam™ as a novel technology to presenting it as a
critical decision-support tool that addresses specific customer needs. Its data is increasingly being used by growers and
agricultural stakeholders for practical applications such as crop protection optimization, field prioritization, and risk
management. This approach has enabled clearer value demonstration during pilot programs and is supporting the
development of a more scalable and commercially sustainable operating model.

Scanit has also expanded its global footprint through a capital-efficient, distributor-led model, with partners across the
United States, Europe, and India (ABM). The Company secured its first multi-year commercial contract with a leading
vineyard in Napa / Sonoma and achieved multiple renewals and customer expansions, resulting in increased acreage
under coverage. Internationally, it has progressed through partnerships in Europe and the establishment of a large-scale
pathogen surveillance network in India, alongside collaborations with leading agri-input companies and greenhouse
operators. The Company has also gained recognition at international forums, reinforcing the relevance of its technology.

On the product and operations front, Scanit continues to enhance the capabilities and cost efficiency of the SporeCam™
platform. Increased integration of artificial intelligence has improved pathogen detection capabilities, while internal
technology development and hardware optimizations have reduced deployment costs. The Company has also
demonstrated early success in piloting its technology to adjacent applications, including indoor air quality and human
health monitoring, thereby opening additional growth avenues.

Go-to-market execution has been strengthened through targeted marketing initiatives, an enhanced digital presence, and
participation in key industry events, contributing to improved pipeline generation and sales efficiency. However, the
Company continues to navigate external and operational challenges, including macroeconomic pressures affecting farm-
level adoption, longer sales cycles for large contracts, and the ongoing need to transition its technology to full production-
grade reliability.

Overall, Scanit is progressing from an early-stage technology provider toward a more mature, data-centric platform
business. With a differentiated data offering, an expanding and diversified customer base, and growing validation across
use cases, the Company is positioning itself as a key data services provider within the evolving AI-led agriculture and
allied ecosystems, while also exploring opportunities in adjacent domains such as human health.

12. STATUTORY AUDITOR & AUDITORS’ REPORT :

In terms of provisions of Section 139 of the Act, M/s. A P Sanzgiri & Co, Chartered Accountants, Mumbai, (Firm
Registration number: 116293W) were appointed as Statutory Auditors of the Company, for a term of five consecutive
years from the conclusion of the 31^st Annual General Meeting (AGM) till the conclusion of the 36^th AGM of the Company.
M/s. A P Sanzgiri & Co. have confirmed that they are not disqualified from continuing as Statutory Auditors of the Company
and satisfy the prescribed eligibility criteria. The Report given by the Statutory Auditors on the Financial Statements of the
Company is part of Annual Report. The said report was issued by Statutory Auditors with an unmodified opinion and does
not contain any qualification, reservation, adverse remark or disclaimer. The Audit Committee periodically assesses the
independence of Statutory Auditors through annual affirmation, review non-audit services and evaluation of internal
controls and safeguards designed to mitigate potential conflicts of interest. During the year the Audit Committee met with
the Statutory Auditors without the presence of Management.

During the year under review, the Auditors have not reported any fraud under Section 143 (12) of the Act and therefore
disclosure of details under Section 134(3)(ca) of the Act is not applicable. Notes to Accounts and Auditors remarks in their
report are self-explanatory and do not call for any fu rther comments.

13. SECRETARIAL AUDITOR & AUDITOR’S REPORT :

In terms of provisions of Section 204 of the Act and regulation 24A of Listing Regulations, Mr. Upendra Shukla, Practicing
Company Secretary was appointed, as the Secretarial Auditor of the Company for a term of 5 (five) consecutive financial
years commencing from Financial Year 2025-26 to Financial Year 2029-30. Mr. Upendra Shukla has confirmed they are
not disqualified from being appointed as the Secretarial Auditor of the Company and satisfy the prescribed eligibility
criteria. The Secretarial Audit Report in Form MR-3 forms part of this Annual Report and Secretarial Compliance Report
for the F.Y. 2025-26 do not contain any qualification, reservation, adverse remark or disclaimer. During the year under
review, the Secretarial Auditor has not reported any instances of fraud under Section 143(12) of the Act and therefore, no
disclosure is required under Section 134(3)(ca) of the Act.

14. COMPLIANCE WITH SECRETARIAL STANDARDS:

The Company has generally complied with all applicable provisions of Secretarial Standards issued by the Institute of
Company Secretaries of India on Board Meetings, General Meetings and dividend.

15. INTERNAL AUDIT AND INTERNAL FINANCIAL CONTROL SYSTEMS:

The Board of your Company has laid down internal financial controls to be followed by the Company and that such internal
financial controls are adequate and operating effectively. Your Company has adopted policies and procedures for
ensuring the orderly and efficient conduct of its business, including adherence to the Company’s policies, the
safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the
accounting records, and the timely preparation of reliable financial disclosures.

The Audit Committee reviews the reports submitted by the Internal Auditors in each of its meeting. The Management duly
considers and takes appropriate action on recommendations made by the Statutory Auditors, Internal Auditors and Audit
Committee of the Board of Directors. The Board, based on the recommendation of the Audit Committee, at its meeting held
on 13^th February, 2025 appointed M/s. S. P. Sule & Associates, Chartered Accountants as Internal Auditor of the Company
for the FinancialYear 2025-2026.

16. CORPORATE GOVERNANCE:

The Company places strong emphasis on upholding high standards of Corporate Governance. It understands that
effective governance fosters transparency and accountability, which in turn bolster the organization’s reputation and
trustworthiness. Furthermore, the Company has put in place various leading governance practices and adheres strictly to
the governance requirements provided under the Companies Act, 2013 and listing regulations.

A separate Report on Corporate Governance together with Auditor’s Certificate confirming compliance with the
conditions of Corporate Governance as stipulated under Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015, is annexed to this Report.

A Certificate of the Chief Executive Officer and Chief Financial Officer of the Company in terms of Listing Regulations,
inter-alia, confirming the correctness of the financial statements and cash flow statements, adequacy of the internal
control measures and reporting of matters to the Audit Committee, is also annexed. The said certificate is signed by Mr.
Prakash B. Rane, Managing Director and Mr. Paresh Golatkar, Chief Financial Officer of the Company.

17. EMPLOYEE STOCK OPTION SCHEME:

Pursuant to the approval of shareholders accorded vide resolution dated 07^th August, 2024 the Company introduced the
ABM Employee Stock Option Scheme 2024 (“ESOS 2024”) with objective of attracting and retaining talented employees,
motivating them through long-term incentives, aligning employee interests with sustainable value creation for
shareholders and fostering a sense of ownership and participation among employees. The Company received in¬
principle approval from BSE Limited on 16^th July, 2025 in respect of ESOS 2024. Since no options have been granted
under ESOS 2024 as on date of this report, the requirement of obtaining a certificate from the Secretarial Auditor under
Regulation 13 of the SEBI (Share Based Employee Benefits) Regulations, 2021 is not applicable for the financial year
under review.

18. MANAGEMENT DISCUSSION AND ANALYSIS REPORTA. Industry Structure and Development:

ABM Knowledgeware Limited operates across three strategic verticals— e-Governance, Cybersecurity, and Precision
Agriculture (AgriTech)—each of which continues to benefit from global and domestic digital transformation trends.

E-Governance:

The Indian e-Governance sector continued to expand during FY 2025-26, driven by ongoing government initiatives such
as AI Mission, Digital India, Ease of Doing Business and increasing adoption of digital public infrastructure (DPI).

Demand for AI enabled and AI enhanced integrated platforms for municipal administration, citizen services, utilities
management, and financial governance remains strong.

The Company continues to leverage its leadership position in the e Municipality segment, for offering adjacent solutions in
the space of Digital Project Management systems, Online Building Approval Systems, Accounting Reforms etc. This
segment remains the cornerstone of the Company’s alternative growth strategies, supported by long-standing
relationships and domain expertise.

Cybersecurity (InstaSafe Technologies):

The cybersecurity industry continues to grow rapidly, fuelled by increased cloud adoption, digitalization of enterprises,
and the shift toward hybrid work environments. Organizations are transitioning to Zero Trust security frameworks,
enhancing demand for identity-based and cloud-native security solutions.

InstaSafe Technologies, the Company’s subsidiary, operates in this high-growth global segment with its Zero Trust
Network Access (ZTNA) and SaaS-based security platform, positioning the Company to tap enterprise cybersecurity
demand.

Precision Agriculture (ScanitTechnologies Inc., USA):

The agriculture sector is witnessing increasing adoption of Al-driven and sensor-based technologies to improve
productivity and crop protection. Central and State Govts as well as private sector Agri-focused private sector companies
are increasingly showing appetite to use advanced technologies like the patented technology like Sporecam™ of Scanit
Technologies. Many states are launching initiatives for adoption of Precision Agriculture with support in funding from
Central Government. The risk of fungal disease affecting 300 Mn people world wide is flagged by WHO. This can offer
opportunities to the dual use of Sporecam™ in Human Allergy Network.

B. Existing Opportunities and Outlook :Segment-wise OpportunitiesE-Governance:

• Continued growth from existing and selective municipal and state projects with focus on profitability and cash flows

• Strengthening Expansion into newer categories (Digital Panchayat, BIM, financial reforms, Online Building Plan
approval)

• Increasing shift toward annuity-based and managed service models

• Strong pipeline of ongoing government digitization initiatives
Cybersecurity:

• Rising enterprise adoption of Zero Trust Architecture.

• Growth opportunities in cloud security and secure remote access solutions

• Global scalability of SaaS-based platform offerings
AgriTech:

• Increasing adoption of precision agriculture and disease prediction tools

• Expansion of Scanit’s commercial pilots across USA, Europe, Latin America, and India

• Transition from pilot stage to multi-year contracts and revenue visibility emerging

• Dual use in Human Allergy Network.

Outlook:

The Company expects:

• Short term tapering in e-Governance revenues driven by choice of selective opportunities

• Gradual improvement in profitability as new segments mature

• Medium-to long term value creation - from Cybersecurity and AgriTech investments

The Sporecam™ technology can also be used for Human Allergy Network and efforts will be made during the year to pitch
the technology to private and public health organisations.

ABM has Order book of '152 Crore to be executed in around next 3 years for mainly driven by e governance business as of
now.

C. BusinessThreats, Risks and Mitigation:Key Risks and Challenges1. Moderation in Profitability:

Despite stable revenues, PAT declined to '1,023.44 lakhs in FY 2025-26, impacted by investments and margin
pressures as well as long gestation period of Scanit growth.

2. Dependence on Government Sector:

The Company continues to derive a majority of revenues from government contracts, which involve longer sales
cycles and policy dependencies.

3. Execution and Cost Pressures:

Large-scale projects entail execution complexity and cost management challenges, impacting margins due time and
cost overruns.

4. Cybersecurity Market Competition:

InstaSafe operates in a highly competitive global market with rapid technological innovation.

5. AgriTech Commercialization Risk:

Scanit’s business involves long gestation cycles, pilot validations, and gradual scaling, impacting near-term earnings
visibility.

Risk Mitigation Measures:

The Company continues to maintain robust governance, process frameworks, and quality certifications to ensure

operational resilience.

D. Business Strategies and Planning:

During FY 2025-26, the Company focused on diversification, capability building, and long-term value creation, even as it

navigated a challenging profitability environment. Overall the same approach will continue this year.

Strategic Priorities

1. Strengthening Core e-Governance Business: ABM has deep experience of executing large and complex projects
successfully. However, ABM has also been experiencing Time and Cost overruns due to various factors mentioned in
the earlier MDAs. So, the strategy will be leverage the vast experience but eliminate known risks by selective bidding.

• Expand presence in selective areas by continuing building adjacent businesses leveraging current domain
strengths.

• Grow current new solution categories (Digital Panchayat, Utilities, Infrastructure).

• Strengthen Technical manpower augmentation with focus on improved margins.

2. Scaling Cybersecurity Business (InstaSafe) by leveraging ABM’s pan India presence: The advent of AI brought
with it a new and more sophisticated threat landscape. Al-powered cyberattacks are no longer a future
concern—they are a present reality facing organisations across sectors. This has meaningfully accelerated
enterprise appetite for robust, intelligent security infrastructure, and InstaSafe's Zero Trust platform is purpose-built
to address precisely this need. In terms of sales efforts, the Cybersecurity business has been driven by InstaSafe
sales team. ABM has sales team has pan-India presence and will be significantly augmenting the efforts being done
by InstaSafe sales team with continued focus on

• Strengthening Zero Trust platform capabilities

• Enterprise and global market expansion

• Govt Opportunities which are opening up.

3. Continue Investing in AgriTech (Scanit): The Agritech growth model is built on the long gestation cycles, pilot
validations, and gradual scaling. That is the inherent nature of the business. The results of global pilots and its growth
has been very encouraging. The dual strategy will involve India and Rest of the world growth riding on many
successful pilots, repeat orders and increasing acreage covered by the Sporecams™ in India and other global
customers of Scanit. The focus will be -

• Increase India revenues by leveraging the funding in areas of Precision Agriculture, Public Health as well as
association with private and govt sector players offering advisory to farmers

• Expand global pilots into long-term contracts

• Explore Human Allergy Network using Scanit Technologies

4. Profitability and Efficiency Focus:

• Optimize cost structures and improve operating margins by selective bidding

• Work with alliance partners with complementing strengths

5. Leadership and Organizational Strengthening:

• Appointment of senior leadership (Chief Revenue Officer) to drive growth

• Focus on talent development, domain specialization, and execution excellence

E. Human Resource Management:

ABM's objective is to acquire, develop, utilize, and retain efficient employees for mutually rewarding associations.

ABM thus continues to stay on course with its approach to human capital management by supporting and enhancing the
organization’s goals and objectives. This involves a range of strategic interventions and activities such as:

• Inclusive Work Culture:

Promoting diversity and inclusion within the workplace to ensure all employees feel valued and respected.

• Employee Motivation:

Implementing various engagement programs and initiatives that boost employee morale, satisfaction, and
productivity.

• Learning and Development:

Providing continuous training and development opportunities to help employees improve their skills and advance
their careers.

ABM has always believed in the upskilling and reskilling of employees to equip them for evolving business environments
and dynamic project requirements. These programs also help businesses handle fast-approaching developments that
require more agility. The Company has renamed training sessions as workshops to maximize the benefits of quality
learning interventions. A workshop is an interactive meeting where a group of people engages in activities to solve a
problem or work on an assignment using various tools and techniques.

During the financial year 2025-26, ABM initiated multiple workshops for employees in various roles. These workshops
have not only enhanced employee skills but also improved the quality of support provided to our clients. Additionally,
these enhanced employee capabilities have helped the organization sustain existing business and seize new
opportunities. The workshops were delivered both online and offline.

To name a few, the workshops were:

• Leadership Development Program

• Selenium

• KEDB (Known Error Database)

• CMMi Orientation

• Various other functional trainings

• Rewards and Recognition:

At ABM, rewards and recognition play a vital role in fostering a positive work environment and encouraging employee
engagement. ABM’s rewards and recognition program include several key initiatives:

Recognition Events: ABM regularly hosts events to celebrate and honor employees who have made significant
contributions. These events, such as the Rewards & Recognition event, highlight the achievements of employees
and recognize their hard work and dedication.

Award Categories: Employees are nominated and awarded in various categories, ensuring that different types of
contributions are acknowledged. This includes awards for innovation, teamwork, leadership, customer service, and
overall performance.

The said Rewards & Recognition Program aims to:

• Recognize and reward employees for their outstanding contributions in a timely and consistent manner.

• Foster a performance-driven culture while enhancing employee satisfaction, engagement, and motivation.

• Retain key talent and attract business-critical professionals from the job market.

• Deliver an enhanced overall employee experience.

Below are the key rewards categories:

1. Employee of the Quarter - Gladiator

2. Employee of the Year - ACE

3. Customer Success Champion - CSC

4. Service Rewards - for the employees who have completed a specific no. of years of service viz. 3,5,10,15, 20,
and 25.

• Employee Engagement:

Employee engagement is highly valued at ABM, with a strong focus on connecting the four key pillars: Well¬
being, Company Culture, Learning & Development, and Recognition. Engagement contributes significantly to
improved mental and physical well-being, as engaged employees are generally happier, more motivated, and
experience lower stress levels, resulting in a healthier workforce.

Meaningful interactions among team members, colleagues, and managers play a vital role in fostering
engagement. It is about building a sense of belonging and nurturing a positive work culture where every
individual feel valued, supported, and empowered.

ABM continued to strengthen employee engagement initiatives through the celebration of Happy Hours across
various regions, including Bhopal, Delhi, Mumbai, and Raipur.

HR also organized multiple festivals and engagement events, namely:

• Wellness Sessions on Neurological health, Bone health, Cancer awareness, Women’s health, etc.

• Health check-up camp

• Dawat-e-Iftar

• Independence Day Celebration

• Ganesh Chaturthi

• Navratri Celebration

• Diwali celebration

• Christmas & New Year celebration

• Women's day celebration

• Holi

• Gudi Padwa

• Open & Fair Work Environment:

ABM has always ensured to maintain an open and inclusive work environment through various policies & practices
such as: ¹

• Open and transparent communication through various HR policies and employee forums. For E.g. Whistle-blower
policy, Team meetings, 1-on-1 discussions

• Equal opportunity for employees to learn and grow within the organization.

• Staff Augmentation:

ABM has always believed in and continues to leverage its strength in the e-governance domain by providing quality
manpower to various PSUs, state government agencies, and private IT companies. Staff augmentation at ABM acts
as a bridge between the available talent pool with the required skills and the availability of short- and long-term
positions in the market. Staff augmentation is increasingly becoming the most sought-after recruitment model as it
offers workforce flexibility. This approach facilitates faster recruitment for defined projects as per RFP, thereby
expanding the team as needed.

ABM has assisted multiple clients in staff augmentation viz.

1. Madhya Pradesh State Electronics Development Corporation (MPSEDC / MAPIT)

2. Maharashtra Information Technology (MAHAIT)

3. Chhattisgarh Infotech Promotion Society (CHIPS)

4. National Informatics Centre Services Incorporated (NICSI)

• Headcount :

* excludes full time associates.

¹ Key Financial Ratios:

IIn accordance with the SEBI (Listing Obligations and Disclosure Requirements 2018) Amendment Regulations
2018, the Company is required to give details of significant changes (changes of 25% or more as compared to the
immediately previous financial year) in key financial ratios. There are no significant changes in the key financial ratios
that are identified by the Company, below are the details

Standalone ratios

Consolidated ratios

18. RISK MANAGEMENT :

The Company has established a robust risk management framework to identify, assess, monitor, and mitigate risks that
may impact its business objectives and long-term growth. During the year, the Company continued to focus on managing

key business risks, including profitability pressures arising from margin constraints and investments in growth initiatives,
dependence on government sector contracts, project execution complexities, increasing competition in the cybersecurity
market, and the longer commercialization cycle associated with its AgriTech business through Scanit.

To address these risks, the Company has implemented various mitigation measures, including cost optimization
initiatives, margin discipline, diversification across government segments and geographies, adoption of AI-enabled
solutions in its core offerings, standardized project implementation frameworks, selective bidding strategies, and
continuous investment in product innovation. The Company is also accelerating commercialization efforts in its AgriTech
business through pilot-led deployments, expansion of partner networks, and exploration of new use cases. Through these
measures, supported by strong governance practices, established processes, and quality certifications, the Company
continues to strengthen its operational resilience and sustainable growth capabilities.

As on the date of this Report, the Risk Management Committee of the Company stands dissolved, as the provisions
relating to its constitution are not applicable to the Company. The Company remains committed to a robust risk
management process, and the identification, assessment, monitoring, and mitigation of risks are being duly overseen by
the Audit Committee.

19. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY
OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE
ANDTHE DATE OFTHE REPORT:

No planned material changes or commitments made by Company will affect the Company's financial position during the
period mentioned above except the continued investment in the Silicon Valley based Agri tech Company as mentioned
earlier.

20. CODE OF CONDUCT :

The Company has adopted the Code of Conduct and ethics for all Board Members and Senior Management and this is
strictly adhered to. A copy of the Code of Conduct is available on the website of the Company www.abmindia.com. In
addition, members of the Board and Senior Management also submit, on an annual basis, the details of individuals to
whom they are related and entities in which they hold interest and such disclosures are placed before the Board. The
members of the Board inform the Company of any change in their directorship (s), chairmanship(s) / membership (s) of the
Committees, in accordance with the requirements of the Companies Act, 2013 and Listing Regulations.

The members of the Board and Senior Management have affirmed their compliance with the code and a declaration
signed by the Managing Director and Chief Financial officer is annexed to this report.

21. AUDIT COMMITTEE COMPOSITION:

The Board has constituted an Audit Committee that performs the roles and functions mandated under the Act, the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 and other matters as prescribed by the Board from
time to time. The Constitution, meetings, attendance and other details of the Audit Committee are given in the Corporate
Governance Report which is part of the Report. During the year all the recommendations of the Audit Committee were
accepted by the Board. In accordance with the circular dated 7^th January, 2026 issued by the National Financial Reporting
Authority, the Board at its meeting held on 30^th January, 2026 upon the recommendation of the Audit Committee and in
consultation with the Statutory Auditors, approved the framework to ensure effective two-way communication between
Those Charged with Governance and the Auditors.

22. VIGIL MECHANISM:

The Company has adopted a Whistle Blower Policy as part of Vigil Mechanism to provide appropriate mechanism to all

individuals associated with the Company to bring the attention of the Management any issue which is perceived to be in
violation of the Company’s Code of Conduct or other policies of the Company, details of which are provided in Corporate
Governance Report, which form part of this report. The employees are encouraged to voice their concerns by way of
Whistle Blowing.

As per the requirements of Schedule V of the Listing Regulations, the Company confirms that no personnel have been
denied access to the Audit Committee. Furthermore, there were no complaints reported during the year under the vigil
mechanism. The Whistle Blower Policy is available on the website of the Company.

23. PREVENTION OF INSIDERTRADING:

Pursuant to the provisions of the SEBI (Prohibition of Insider Trading) Regulation, 2015, as amended, the Company has
adopted a Code of Conduct to Regulate, Monitor and Report Trading by Insiders which lays down the framework for trading
restrictions and disclosure requirements applicable to designated persons and other connected persons. The Company is
committed to preserving the confidentiality of Unpublished Price Sensitive Information (“UPSI”) and preventing its
misuse. With respect to this, the Company has also developed a Code for Procedure for Inquiry in case of Leak of
Unpublished Price Sensitive Information. This code is prepared in accordance with Regulation 9 (1) and Schedule B of
the SEBI (Prohibition of Insider Trading) Regulation, 2015 as amended by SEBI (Prohibition of Insider Trading)
(Amendment) Regulation, 2020. The Company regularly reminds the Employees about their obligation under the policies
and also informs about prevention of insider trading into the securities of the Company.

The Company Secretary is responsible for implementation of the Code. All Board of Directors and the designated
employees have confirmed compliance with the Code.

24. RELATED PARTY TRANSACTIONS:

In accordance with the Companies Act and the Listing Regulations, the Company has formulated a Policy on Materiality of
Related Party Transactions and dealing with Related Party Transaction (RPT Policy) which is also available at Company’s
website www.abmindia.com. The Policy is designed to ensure that adequate mechanisms and procedures are in place
for the identification, approval and disclosure of Related Party Transactions undertaken by the Company.

All related party transactions are placed before the Audit Committee for approval for its review and approval. Prior
omnibus approval of the Audit Committee is obtained on an annual basis, which is reviewed and updated on quarterly
basis. None of the Directors of the Company have any significant pecuniary relationships or transactions with the
Company.

All Related Party Transactions entered during the year were in Ordinary Course of the Business and on Arm’s Length
basis. No Material Related Party Transactions were entered during the year by the Company. Accordingly, the disclosure
of Related Party Transactions as required under Section 134(3) (h) of the Companies Act, 2013 in Form AOC-2 is not
applicable.

25. ANNUAL RETURN:

As required, pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return of the Company in Form
MGT-7 for FY 2025-26, is available on the Company’s website at

https://abmindia.com//uploads/Final%20Category%20wise/20260618124150 Annual Return 2025-2026.pdf

26. CORPORATE SOCIAL RESPONSIBILITY:

Corporate Social Responsibility activities at ABM encompasses much more than social outreach programmes. The
Company believes that CSR is a way of creating shared value and contributing to social and environmental good. With this

philosophy, the CSR activities of the Company is centred around health, education, environment and livelihood. Aligning
with its vision, your Company has been continuing to increase value in the society in which it operates, through its services
and CSR initiatives, so as to stimulate well-being for the society, in fulfilment of its role as a responsible corporate citizen.

The Board has constituted a Corporate Social Responsibility Committee to oversee and monitor the CSR activities of the
Company. The composition and other details of the CSR Committee and its meetings are detailed in the Report on
Corporate Governance, forming part of this Report. The brief outline of the Corporate Social Responsibility (CSR) Policy
of the Company and the initiatives undertaken by the Company on CSR activities during the year are set out in Annexure of
this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014. In compliance
with requirements of Section 135 of the Companies Act, 2013, the Company has laid down a CSR Policy which is
published on its website www.abmindia.com. Also, as on the date of this Report, Mrs. Supriya P. Rane has stepped down
from the position of Chairperson of the CSR Committee, and Mr. Prakash B. Rane has been appointed as the Chairman of
the CSR Committee.

27. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

There were no loans or guarantees given by the Company under Section 186 of the Companies Act, 2013 during the year
under review. The Particulars of investments have been disclosed in the Financial Statements.

28. PREVENTION OF SEXUAL HARASSMENT (POSH) AT WORKPLACE:

The Company is committed to fostering a diverse, inclusive and equitable workplace where employees are empowered to
perform to their fullest potential. It strives to provide a work environment that upholds the principles of dignity, respect and
fairness for every individual.

In furtherance of this commitment, the Company has adopted a Policy on Prevention of Sexual Harassment in accordance
with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
("POSH Act") and the Rules framed thereunder. The Policy seeks to promote diversity, equal opportunity, mutual trust and
respect, and aims to ensure a safe and conducive work environment for all persons associated with the workplace.

The Company's POSH Policy is gender-neutral and provides an appropriate framework for the prevention, prohibition and
redressal of sexual harassment complaints involving employees across genders. In compliance with the requirements of
the POSH Act, the Company has constituted Internal Committees (ICs) to address and redress complaints relating to
sexual harassment at the workplace.

The Company has not received any complaint of sexual harassment during the financial year 2025-2026.

29. PARTICULARS OF EMPLOYEES:

Disclosures with respect to the remuneration of Directors and employees as required under Section 197 (12) of
Companies Act, 2013 and Rule 5 (1) Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
have been appended as Annexure to this Report. Details of employee remuneration as required under provisions of
Section 197 of the Act and Rule 5 (2) and 5(3) of the Rules, is provided in a separate annexure forming part of this report.
Further, the report and the accounts are being sent to the members excluding the aforesaid annexure. In terms of Section
136 of the Act, the said annexure is open for inspection at the Registered Office of the Company. Any shareholder
interested in obtaining a copy of the same may write to the Company Secretary.

30. CONSERVATION OF ENERGY :

Your Company consumes energy mainly for the operation of its software development, thus the consumption of electricity
is negligible. In order to conserve the electricity, the air conditioners are kept at a moderate temperature and all the
electrical equipment are turned off, whenever they are not required by the office staff.

31. TECHNOLOGY ABSORPTION, ADOPTION & INNOVATION AND RESEARCH AND DEVELOPMENT :

ABM is building competence in new areas like Digital Technologies, Microservices etc. There is no specific budget for R
and D, however continuous technological improvement of flagship solutions is being done regularly.

32. FOREIGN EXCHANGE EARNINGS AND OUTGO :

The details of foreign exchange earnings and outgo as required under Section 134 of the Companies Act, 2013 and Rule
8(3) of Companies (Accounts) Rules, 2014 are mentioned below

( 'in Lakhs

• Foreign Exchange Outgo for the current year includes investment in Scanit Technologies INC (“Scanit”), California,

Silicon Valley, USA.

33. LISTING FEES:

The equity shares of the Company are listed on BSE Limited, Mumbai and the Annual Listing fees for the year under review

have been paid.

34. OTHER DISCLOSURES:

During the year under review:

• no significant and material orders were passed by the regulators or courts or tribunals impacting the going concern
status of the Company or its operations;

• no proceedings are made or pending under the Insolvency and Bankruptcy Code, 2016 and there is no instance of
one-time settlement with any Bank or Financial Institution; the requirement to disclose the details of the difference
between the amount of the valuation done at the time of one-time settlement and the valuation done while taking loan
from the Banks or Financial Institutions along with the reason thereof, is not applicable.

• no public deposits as defined under Chapter V of the Act have been accepted by the Company, nor any default made
in payment in repayment of deposits or payment of interest thereon during the year. Also, there were no loan received
from the Directors of the Company.

• there has been no change in the nature of business of the Company.

• There were no revisions to the financial statements and the Board’s Report of the Company during the year under
review.

35. DIRECTORS’ RESPONSIBILITY STATEMENT :

Pursuant to Section 134 of the Act, the Board of Directors hereby confirm that:

a) In the preparation of the annual accounts, the applicable accounting standards have been followed and that no
material departures have been made from the same;

b) They have selected such accounting policies and applied them consistently and made judgments and estimates that
are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the
financial year and of the Profit or Loss of the Company for that period;

c) They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with

the provisions of the Act and for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities;

d) They have prepared the Annual Accounts on a going concern basis;

e) They have laid down internal financial controls for the Company and such internal financial controls are adequate and
operating effectively; and

f) They have devised proper system to ensure compliance with the provisions of all applicable laws and such systems
are adequate and operating effectively.

36. ACKNOWLEDGEMENT :

The Board of Directors gratefully acknowledges the continued confidence and support received from the Shareholders,
Customers, Business Associates, Suppliers, Bankers, Financial Institutions, Government Authorities, Regulatory Bodies
and Stock Exchanges. The Company deeply values the trust reposed by all its stakeholders and recognizes that their
encouragement and cooperation have been vital to its progress and accomplishments. The Board remains committed to
fostering these relationships and building upon them for sustained growth and long-term value creation.

The Board also conveys its sincere appreciation to employees across all functions and levels of the organization for their
commitment, professionalism and collaborative spirit. Their dedication, perseverance and shared sense of purpose have
significantly contributed to the Company's performance and achievements during the year, and the Board places on
record its gratitude for their continued support and contribution.

For and on behalf of the Board
Sd/ - Sd/ -

Date : 29^th May, 2026 Prakash B. Rane Sharadchandra D. Abhyankar

Pi_ace: M_umbai Managing Director Director

(DIN: 00152393) (DIN: 00108866)

1

Equal Opportunities & Non-Discrimination.

• Prevention of Sexual Harassment (POSH) policy.