Telogica Limited held its 31st Annual General Meeting on August 25, 2026, securing unanimous approval for all four agenda items. The meeting was conducted via Video Conference or Other Audio-Visual Means in compliance with Ministry of Corporate Affairs circulars.

Members adopted the Audited Standalone Financial Statements for the fiscal year ended March 31, 2026. The Board of Directors and Auditors' reports were also considered as part of the ordinary business agenda.

Voting Participation and Results

The company reported a total of 6,637 shareholders on the record date of August 18, 2026. Of the 65,323,032 total shares outstanding, 15,918,745 votes were polled, representing a 24.37% participation rate.

Voting was driven entirely by public non-institutional shareholders. Promoter and promoter group shareholders, who hold 11,440,688 shares (approximately 17.5% of the total equity), did not cast any votes during the remote e-voting or poll periods. Public non-institutions held 53,882,344 shares and accounted for 100% of the votes cast.

All votes polled were cast in favour of each resolution, with zero votes against and zero invalid votes recorded across all agenda items.

Key Resolutions Passed

Shareholders approved four resolutions during the proceedings. The key outcomes included:

• Adoption of the standalone financial results for FY26.
• Reappointment of Hari Krishna Reddy Kallam as Whole Time Director by rotation.
• Appointment of Ms. Priyanka Rajora as the Secretarial Auditor.
• Regularization of the appointment of Mr. Sudhakara Reddy Allam as Managing Director.

Governance and Voting Process

The meeting commenced at 4:00 pm with the requisite quorum present. Ms. Priyanka Rajora served as the Scrutinizer for the e-voting process. Remote e-voting was available from August 22 to August 24, 2026. Members who had not voted remotely could exercise their rights during the meeting via the e-voting facility.

The Chairman addressed the members before the voting process began. Speaker shareholders were invited to raise queries, which were addressed by the Chairman and Directors present. The meeting concluded at 4:55 pm.

What the Numbers Show

The voting pattern reveals a distinct divergence between promoter activity and public engagement. While promoters hold a significant stake of over 11.4 million shares, their complete absence from the voting process contrasts sharply with the 29.5% participation rate among public non-institutional shareholders. This suggests that governance decisions at Telogica are currently being validated primarily by its dispersed retail and institutional public base rather than its controlling promoters.

Telogica reported a standalone net loss of ₹188.86 lakh for the quarter ended June 30, 2026 (Q1FY27), a sharp reversal from the net profit of ₹95.91 lakh recorded in the previous quarter. The company’s revenue from operations expanded significantly to ₹1,428.11 lakh, up 354% year-on-year from ₹314.74 lakh in Q1FY26.

The Board of Directors approved the unaudited financial results on August 12, 2026. While operating performance showed strength with profit before tax standing at ₹76.61 lakh compared to ₹15.87 lakh a year ago, the bottom line was heavily impacted by tax provisions.

Financial Performance

Revenue growth was broad-based, with total income reaching ₹1,469.17 lakh. Other income contributed ₹41.06 lakh, a substantial increase from ₹3.08 lakh in the same period last year. Total expenses rose to ₹1,392.56 lakh from ₹301.95 lakh, driven primarily by higher cost of goods sold and employee benefits as business activity scaled up.

Tax Impact and Auditor Observations

The transition from profit to loss was primarily due to a deferred tax expense of ₹265.47 lakh. This charge significantly outweighed the current tax provision of ₹11.95 lakh and the MAT credit entitlement of ₹11.95 lakh. In contrast, the previous quarter saw a deferred tax benefit of ₹3.46 lakh.

Independent auditors P. Murali & Co. issued an unmodified review report but highlighted concerns regarding statutory dues. The company has disputed sales and service tax dues amounting to ₹70.77 lakh. Additionally, outstanding dues for Provident Fund (₹54.16 lakh) and TDS (₹16.61 lakh) remain payable beyond six months, with an aggregate outstanding statutory liability of ₹60.13 lakh as of June 30, 2026.

What the Numbers Show

A critical divergence exists between Telogica’s operational cash generation and its reported net result. While the company generated a robust profit before tax of ₹76.61 lakh—more than quadrupling the figure from Q1FY26—the effective tax rate appears exceptionally high due to the deferred tax charge. The deferred tax expense alone (₹265.47 lakh) is over three times the pre-tax profit, indicating that the net loss is largely a non-cash accounting adjustment rather than a reflection of operational cash flow deterioration. Investors should note that the core business operations remained profitable despite the headline loss.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE778I01024/74737067-85b3-4223-89f8-830820c079ca.pdf