Hilltone Software and Gases Ltd has disclosed to BSE Limited the resignation of its Chief Financial Officer (CFO) and Key Managerial Personnel, Mr. Prafullbhai Rameshchandra Makvana, effective from the close of business hours on May 11, 2026. The disclosure was made pursuant to Regulation 30 and Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The intimation was signed by Managing Director Niket Mahendrabhai Shah (DIN: 00278968) and has also been uploaded on the company's official website.

CFO Resignation Details

The following key details of the change in Key Managerial Personnel have been disclosed as required under Regulation 30 of the Listing Regulations, read with SEBI Master Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155 dated November 11, 2024:

Regulatory Compliance

With effect from the close of business hours on May 11, 2026, Mr. Makvana will also cease to be the Key Managerial Personnel authorised for the purpose of determining the materiality of an event or information and for making disclosures to stock exchanges in terms of Regulation 30 of the Listing Regulations. The company has stated that the necessary forms and intimations will be filed with the Registrar of Companies and the relevant stock exchanges in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI Listing Regulations.

Resignation Letter Highlights

In his resignation letter addressed to the Board of Directors, Mr. Makvana confirmed the following:

• The resignation is effective from the close of business hours on May 11, 2026.
• The stated reason is career advancement and relocation.
• There are no other material reasons for the resignation beyond those stated.
• He expressed gratitude to the Board of Directors, management, and colleagues for their support during his tenure.
• He confirmed his commitment to extending all necessary support for a smooth transition and handover of responsibilities.

The letter was submitted from Ahmedabad and has been enclosed as Annexure II to the company's regulatory filing.

Hilltone Software & Gases Limited 's board of directors convened on March 30, 2026, at 03:30 PM at the company's registered office to discuss strategic investment opportunities and review IT division performance. The meeting, which concluded at 06:05 PM, resulted in significant decisions that could shape the company's future growth trajectory in the technology sector, with outcomes reported to BSE Limited under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Investment Proposal in RZOLUT Technologies

Mr. Niket Shah presented a comprehensive investment proposal for RZOLUT Technologies PTE. LTD., a Singapore and India-based company specializing in data products for risk and compliance. The board gave in-principle approval for the investment, subject to acceptable valuation and satisfactory due diligence.

RZOLUT specializes in developing data products for critical areas including KYC, TPRM, and M&A. The company operates award-winning platforms such as RZOLUT Screening, RZOLUT Diligence, and RZOLUT Monitor, which provide visibility and control over the entire counterparty lifecycle. RZOLUT also owns a subsidiary in India, Rzolut DataStream Private Limited, incorporated on October 3, 2023, with its registered office at 601, 6th floor, Plot No. 4, DDA Building, East Delhi, New Delhi 110092.

IT Division Performance Updates

The board received positive updates on the IT division's recent achievements, demonstrating strong client relationships and business expansion in both domestic and international markets.

The IT division successfully renewed an application license based on the 'Joget' platform for Rs. 43.89 lacs with a subsidiary of a large Indian bank. This renewal demonstrates client satisfaction with the previous year's implementation. Additionally, the division secured a new contract worth US $25,000 with Versante Health, a prominent US health insurance company, for updating and migration of base software, with 30% advance payment already received.

Strategic Implications and Regulatory Compliance

The proposed investment in RZOLUT Technologies represents Hilltone's strategic entry into the startup ecosystem and data solutions market. The board noted that this deal could add significant value to Hilltone and provide a boost to its IT vertical. RZOLUT has already established a customer base with high-profile clients using its products, positioning it well for future growth despite not yet reaching break-even status.

Mr. Niket Shah received authorization to appoint approved valuers and consultants to conduct comprehensive due diligence on RZOLUT Technologies. The final investment decision will be made following presentation of valuation results and due diligence findings to the board in a subsequent meeting. The company has duly informed BSE Limited of these developments in compliance with regulatory requirements under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.