VL E-Governance & IT Solutions Limited has submitted its monitoring agency report for the quarter ended December 31, 2025, under Regulation 32 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The report was prepared by Care Ratings Limited, which serves as the monitoring agency for the company's preferential issue proceedings.

Issue Details and Undersubscription Impact

The company's preferential issue faced significant undersubscription, affecting the overall fund availability and project implementation. The original issue was planned for a much larger amount but received limited investor response.

The undersubscription led to a revision in the cost allocation across various objects, which was approved through a board resolution dated March 19, 2025.

Fund Utilization During Quarter

The monitoring agency report revealed minimal fund utilization during the quarter ended December 31, 2025. The company's fund deployment showed limited activity across most project categories.

Deployment of Unutilized Proceeds

The company maintained Rs.2.70 crore in unutilized proceeds as of December 31, 2025, which were deployed in various financial instruments to generate returns while maintaining liquidity.

Market Challenges and Warrant Conversion Concerns

The monitoring agency highlighted significant concerns regarding the company's share price performance and its impact on warrant conversion prospects. As of December 31, 2025, the share price stood at Rs.19.51, which is substantially below the warrant exercise price of Rs.75.00.

Key market-related observations include:

• Share price declined 75% since the preferential issue announcement
• 90% decline from the stock's peak price
• 71.32% of subscribed warrant amount yet to be received
• Potential impact on remaining warrant conversions due to unfavorable pricing

Shareholding Pattern Changes

The preferential issue has resulted in significant changes to the company's shareholding structure. The promoter holding decreased from 33.16% before the preferential issue to 23.24% as of December 31, 2025. Post-warrant conversion, the promoter holding is expected to further decline to 15.81%.

Regulatory Compliance and Monitoring

The monitoring agency confirmed that all fund utilization during the quarter was in line with the disclosed objects in the offer document. No deviations from the stated purposes were observed, and the company maintained compliance with regulatory requirements for fund deployment and reporting.

VL E-Governance & IT Solutions Limited has announced its unaudited financial results for the quarter and nine months ended December 31, 2025, revealing a challenging performance with significant revenue decline and shift to losses. The company's Board of Directors approved these results at their meeting held on February 7, 2026.

Financial Performance Overview

The company's financial performance showed a marked deterioration compared to the previous year. The results highlight substantial challenges in revenue generation and profitability during the current financial year.

Nine-Month Performance Analysis

The nine-month period ending December 31, 2025, also reflected similar challenges with the company moving from profitability to losses. Revenue from operations for the nine-month period stood at ₹1,596.89 lakhs compared to ₹2,571.66 lakhs in the corresponding period of the previous year.

Investor Presentation Release

Following the financial results announcement, the company has released its Q3 FY2025-26 Results Update investor presentation under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The presentation was issued on February 9, 2026, providing comprehensive details about the company's performance and strategic initiatives.

Corporate Governance Updates

In addition to the financial results, the Board of Directors made an important appointment in the area of internal audit. On the recommendation of the Audit Committee, K J Kabra & Associates has been appointed as the Internal Auditor of the Company for Financial Year 2025-26.

Regulatory Compliance and Audit Status

The unaudited financial results have been reviewed by the Audit Committee and subsequently approved by the Board of Directors. The company's statutory auditors, B K G & Associates, have conducted a limited review of the financial results and issued an unmodified opinion. The results are prepared in accordance with Indian Accounting Standards (Ind-AS) as prescribed under Section 133 of the Companies Act, 2013.

The company operates within a single business segment of "E-Governance & IT/ITES Business" as per Indian Accounting Standard 108. The paid-up equity share capital remains at ₹10,845.13 lakhs with a face value of ₹10 per share.