Your directors of the Company are pleased to present the 63rd Board Report along with the Company's
Audited Financial Statements (standalone and consolidated) for the financial year ended on March 31,
2026.

1. Financial Highlights

(Rs. in Lakhs except per share data)

Notes:

1) The above figures are extracted from the audited standalone and consolidated financial
statements of the Company.

2) Figures of the previous year have been regrouped/re-classified to confirm to the figures of the
current year.

The Financial Statements of the Company have been prepared in accordance with Indian Accounting
Standards (Ind AS) as notified by Ministry of Corporate Affairs pursuant to section 133 of the
Companies Act, 2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015,
as amended from time to time.

2. BUSINESS REVIEW

The global financial services landscape during 2025-26 remained dynamic, marked by evolving
monetary policies, changing market conditions, geopolitical uncertainties and rapid adoption of
technology across financial markets. At the same time, the Indian financial markets continued to
witness increased participation, deepening of capital markets, greater financialisation of savings
and growing adoption of technology-led financial solutions. These developments continued to
create opportunities for financial services companies with strong technology, risk management
and execution capabilities.

Against this backdrop, Algoquant Fintech Limited remained focused on strengthening its presence
in the financial services and capital markets ecosystem. The Company continued to leverage
its capabilities in technology-driven trading, quantitative strategies, arbitrage and investment
activities, while simultaneously broadening its business platform through the commencement of
stock broking and related capital market activities.

3. NEW INITIATIVES & FUTURE OUTLOOK

Going forward, the Company intends to focus on building a diversified and technology-enabled
financial services platform. The commencement of stock broking and clearing operations, together
with the transfer of Depository Participant activities, provides the Company with an opportunity to
develop an integrated offering covering multiple segments of the capital market.

The Company will continue to invest in technology, systems, human resources and risk management
capabilities to support the scalability of its operations. The Company also intends to strengthen its
quantitative and technology-driven trading capabilities and explore opportunities for developing
new products and services in line with evolving market requirements.

The Company is planning to establish a Separate Business Unit (SBU) - Broker-Dealer at GIFT
City, Gujarat, with the objective of expanding its business operations, attracting and servicing
foreign clients, and exploring business opportunities in international markets outside India. The
management remains committed to strengthening the Company's competitive position, enhancing
operational efficiency and creating long-term value for its shareholders and other stakeholders.

4. STATE OF THE AFFAIRS OF THE COMPANY

The company is in the business of Stock Broking having trading membership of National Stock
Exchange of India Limited ("NSE"), Bombay Stock Exchange ("BSE"), Multi Commodity Exchange
of India Ltd ("MCX"), Metropolitan Stock Exchange ("MSEI"), National Commodity & Derivatives
Exchange Ltd. ("NCDEX") (tM of NSE, BSE & MCX), self-clearing membership/clearing membership
of NSE Clearing Limited ("NCL"), Indian Clearing Corporation Limited ("ICCL") and Depository
Participants registered with SEBI and having membership with CDSL, allied activities and inter alias
is providing services like trading in equity & derivatives, commodities & currency. And also provides
investment platform for mutual fund, IPO distribution, research, investor awareness & education.

5. FINANCIAL PERFORMANCE

In order to strengthen its market share, the Company has taken steps to improve the business,
operation, personnels, technology and growth strategy. Besides, efficiency improvement and
resource optimization have been followed vigorously across all the functions of the organization,
across the country during the year. It is one of the fastest growing financial service-oriented
Company in India.

During the year under review, the Company continued to focus on enhancing the capability of the
organization, investment in personnel & technology, improve the size of Balance Sheet and towards
the achievement of goals, the Company has been taking a number of initiatives.

Considering the scenario, the performance of the Company during the year under consideration
was reasonable.

The Standalone Revenue from operations Rs. 23,546 Lakhs in FY 2025-26 which was 0.39% higher
than the revenue of Rs. 23,454.52 Lakhs as compare to the previous FY 2024-25. The Profit before
taxes during the year stood at Rs. 40,82.67 Lakhs as compared to previous year Rs. 37,80.01, an
increase of 8.01%. The Profit after tax during the year stood at Rs. 3,274.40 Lakhs as against Rs.
3,257.93 Lakhs in 2024-25, an increase of 0.5%.

On a consolidated basis, your Company reports Revenue from Operations Rs. 23,545.98 Lakhs in
FY 2025-26 which was 0.32% higher than the revenue of Rs. 23,470.18 Lakhs in FY 2024-25 and
Profit before taxes during the year stood at Rs. 4,148.26 Lakhs as against Rs. 3,711.52 Lakhs in
2024-25, an increase of 11.7% and The Profit after tax during the year stood at Rs. 3,339.99 Lakhs
as against Rs. 3189.44 Lakhs in 2024-25, an increase of 4.72%

6. DIVIDEND

To strengthen the financial position of the Company and immense growth opportunity for the
organized service industry in India, the Board of Directors has decided to plough back the profits
and do not recommend any dividend for the financial year ended March 31, 2026.

7. TRANSFER TO RESERVE

Your Board of Directors has not proposed to transfer any amount to reserve during the financial
year 2025-26.

8. MATERIAL CHANGES AND COMMITMENTS

During FY 2025-26, the Company successfully implemented the Composite Scheme of Arrangement
amongst Growth Securities Private Limited, Algoquant Investments Private Limited and Algoquant
Fintech Limited, pursuant to the order of the Hon'ble National Company Law Tribunal, Ahmedabad
Bench. Pursuant to the Scheme, the stock-broking business of Growth Securities Private Limited,
along with its related clearing and self-clearing activities, was transferred to and integrated with
the Company.

The Company commenced operations as a Stock Broker and Self-Clearing/Clearing Member and
Depository Participant activity during the period under review, 2025, thereby further expanding
the Company's presence across the capital-market ecosystem.

During the year, the Company's equity shares were listed and admitted to trading on the National
Stock Exchange of India Limited ("NSE") with effect from January 6, 2026, under the symbol
"ALGOQUANT", in addition to their existing listing on BSE Limited.

The Company has also completed the sub-division of its equity shares in the ratio of 1:2 and issued
bonus equity shares in the ratio of 8:1 i.e. Eight (8) bonus equity share of face value Rs..1/- each
for every One (1) fully paid-up equity share of face value Rs. 1/- each held by the members of the
Company, with the objective of improving the accessibility and liquidity of its equity shares and
facilitating wider investor participation.

Except for the above, there were no other material changes or commitments affecting the financial
position of the Company between March 31, 2026 and the date of this Report.

9. CAPITAL STRUCTURE

During the period under review the Company has increased its authorised Share Capital from
Rs. 3,50,00,000/- (Rupees Three Crores Fifty Lakhs Only) divided into 1,65,00,000 (One Crores
Sixty-Five Lakhs) equity shares of Rs. 2/- (Rupees Two only) each and 20,000 (Twenty Thousand)
Redeemable Preference Shares of Rs. 100/- (Rupees One Hundred only) each to Rs. 30,00,00,000/-
(Rupees Thirty Crores only) divided into 14,90,00,000 (Fourteen Crores Ninety Lakhs) Equity Shares
of Rs. 2/- (Rupees Two Only) each and 20,000 (Twenty Thousand) Redeemable Preference Shares
of Rs. 100/- (Rupees One Hundred only), by creation of additional 13,25,00,000 (Thirteen Crores
Twenty-Five Lakhs) equity shares of Rs. 2/- (Rupees Two only) each.

During the year under review, pursuant to the corporate actions undertaken by the Company, the
equity shares were sub-divided in the ratio of 1:2 and bonus equity shares were issued in the ratio
of 8:1. Consequently, the face value of the equity shares was reduced from Rs.2/- to Rs.1/- per
share and the paid-up equity share capital stood at Rs. 28.11 Crore as at March 31, 2026.

As on March 31, 2026, the authorized share capital of the company is Rs 30,00,00,000/- (Rupees
Thirty Crores Only) comprising of 29,80,00,000 (Rupees Twenty-Nine Crores and Eighty Lakhs Only)
Equity Shares of Rs. 1/- (One) each and 20,00,000 (Rupees Twenty Lakhs only) divided into 20,000

(Twenty Thousand) Redeemable cumulative preference shares having face value of Rs. 100/- (One
hundred only) each, The total issued, subscribed and paid- up equity share capital of the Company
is Rs 28,10,96,028 (Rupees Twenty-Eight Crore Ten Lakh Ninety-Six Thousand Twenty-Eight Only)
divided into 28,10,96,028 Equity Shares at a face value of Rs. 1 (One) each.

During the year under reviewed, there was no issue of shares with differential voting rights.

10. TRANSFER OF UNPAID DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

The Company has not transferred any amount during the year 2025-26 to the Investor Education
and Protection Fund under section 125 of the Companies Act, 2013.

11. EMPLOYEE STOCK OPTION SCHEME

During the year, the Company has not implemented any Employee Stock Option Scheme under
ESOP Regulations. Therefore, the information is not required to be disclosed under SEBI (Share
Based Employee Benefits) Regulations, 2014 as on March 31, 2026.

12. BONUS ISSUE

Pursuant to the Scheme of Arrangement, the Company has issued Rs. 24,98,63,136 (Rupees Twenty-
Four Crores Ninety-Eight Lakhs Sixty-Three Thousand One Hundred Thirty-Six Only) fully paid-up
bonus equity shares of the face value of Rs. 1 each during the year under review. These shares were
allotted to eligible members whose names appeared in the Register of Members/ Register of the
Beneficial Owners, as on the August 18, 2025, the 'Record Date' fixed for this purpose.

13. DECLARATION GIVEN BY INDEPENDENT DIRECTORS UNDER SECTION 149(7)

The Independent Directors have furnished the necessary declaration of Independence stating that
they fulfill the criteria of independence as per the provisions of Section 149(6) of the Companies
Act, 2013 and Regulation 25 of the SEBI Listing Regulations and are not disqualified to act as
Independent Directors.

They have also complied with requirements of Code for Independent Directors prescribed in
Schedule IV of the Companies Act, 2013. The Board is of the opinion that Independent Directors
fulfill the independence requirement in strict sense and are eligible to continue as Independent
Directors of the Company.

14. CHANGE IN THE NATURE OF THE BUSINESS, IF ANY

During the Financial Year 2025-26, there has been no change in the nature of the Company's
business except Stock Broking business as stated above.

15. INDIAN ACCOUNTING STANDARDS (IND-AS)

Financial Statements of your Company for the financial year ended March 31, 2026, are prepared in
accordance with provisions of Indian Accounting Standards (Ind-AS), as notified under Section 133
of the Companies Act, 2013 read with the Companies (Indian Accounting Standards) Rules, 2015, as
amended from time to time.

16. SECRETARIAL STANDARDS OF ICSI

The Company has complied with the applicable Secretarial Standards (issued by the Institute of
Company Secretaries of India) prescribed under Section 118(10) of the Companies Act, 2013 and
also complying the other optional Secretarial Standards as applicable.

17. INTERNAL FINANCIAL CONTROLS SYSTEM

The Company has in place an adequate system of internal controls commensurate with its size, scale
and complexity of its operations. The Company has in place policies and procedures required to
properly and efficiently conduct its business, safeguard its assets, detect frauds and errors, maintain
accuracy and completeness of accounting records and prepare financial records/statements in a
timely and reliable manner.

The details of the internal control system are also given in the Management Discussion and Analysis
Report which is part of Annual Report.

18. SEGMENT REPORTING

The Board informs that Segment Reporting is not applicable to the Company.

19. PARENT ENTITY, SUBSIDIARY COMPANIES, JOINT VENTURES AND ASSOCIATE COMPANIES

Algoquant Financials LLP is the Holding entity of the Company.

The Company has three subsidiaries, namely Growth Global Securities (IFSC) Private Limited, AQ
Capital Services Private Limited and Algoquant Global Securities Private Limited (WOS).

Further, Bostin Engineers Private Limited and Reform Ferro Cast Limited are fellow subsidiaries of
the Company which are WOS of Algoquant Financials LLP within the same corporate group.

During the financial year ended March 31, 2026, there is no material subsidiary of the Company
whose turnover or net worth exceeds 10% of the consolidated turnover or net worth of the
Company in the immediately preceding Financial Year.

As per Regulation 30(4) of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (the 'Listing Regulations'), the Company has Policy
for determination of materiality of events or information which is available on the website of the
Company at https://www.algoquantfintech.com/storage/media/l64906803114.pdf.(location)

The salient features of the performance and financial position of each of the subsidiaries and
associate companies are given in Form AOC-1 attached herewith Annexure I.

20. JOINT VENTURE AND ASSOCIATE COMPANY:

As on March 31, 2026, the Company does not have any Joint Venture and Associate Company within
the meaning of Section 2(6) of the Companies Act, 2013 ("Act").

21. DEPOSITS

During the year, your company has not accepted any deposits covered under Chapter V of the
Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

22. AUDITORS AND AUDITORS' REPORT
Statutory Audit

In terms of the provisions of Section 139 of the Companies Act, 2013, M/s. OP Bagla & Co. LLP,
(Regn. No. 000018N/N500091), Chartered Accountants, was appointed as the Statutory Auditor of
the Company from the conclusion of 59th Annual General Meeting till the conclusion of the 64th
Annual General Meeting of the Company to be held in the year 2027.

M/s. OP Bagla & Co. LLP, Chartered Accountants, have submitted their Report on the Financial
Statements (Standalone and Consolidated) of the Company for the Financial Year 2025-26, which

forms part of this Annual Report 2025-26. There are no observations (including any qualification,
reservation, adverse remark or disclaimer) of the Auditors in the Audit Reports issued by them
which call for any explanation/comment from the Board of Directors. Further, there are no instances
of any fraud reported by the Auditors of the Company in pursuance of section 143(12) of the
Companies Act, 2013.

The notes on financial statements referred to in the Auditors' report are self-explanatory and do not
call for any further comments. The Auditor Report does not contain any qualification, reservation,
adverse remark or disclaimer.

23. SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act, 2013, and the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed
M/s. Parth P Shah & Associates, Practicing Company Secretaries (COP: 18640 & Membership
Number: FCS11871) as its Secretarial Auditor to conduct the Secretarial audit of the Company for
the period of 5 years starting from FY 2025-26 to 2029-30. The Secretarial Audit Report in form
MR-3 for the year ended 31st March, 2026 is annexed herewith and also forms part of this Annual
Report enclosed as Annexure - II. The secretarial audit report does not contain any qualifications,
reservations or adverse remarks.

In terms of Regulation 24A of the Listing Regulations read together with Section 204 of the Act and
the Rules framed thereunder, M/s. Parth P Shah & Associates appointed as Secretarial Auditor to
conduct Secretarial Audit for 5 (five) consecutive years commencing from April 1, 2025.

M/s. Parth P Shah & Associates have confirmed that they hold a valid certificate issued by the
Peer Review Board of the Institute of Company Secretaries of India (ICSI) (Peer Review Cert. No.:
1949/2022) and their appointment made within the prescribed limits.

24. CONSERVATION ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
Conservation of energy:

Information on Conservation of energy as required under Section 134(3)(m) of the Act read with
the Rules made thereunder is not applicable to the Company and hence, no annexure forms part of
the Report.

Technology Absorption:

The management keeps itself abreast of the technological advancements in the industry and
has adopted best in class technology across business, operations and functions. The Company
continues to use the latest technologies for improving the productivity and quality of its services
and products.

Foreign Exchange Earnings and Outgo:

The Company is not indulged into export of goods/services. No activities relating to exports have
been undertaken by the Company during the financial year 2025-26.

25. ANNUAL RETURN

Pursuant to Section 134(3) (a) of the Act, the Annual Return for FY26 prepared in accordance with
Section 92(3) of the Act is made available on the website of the Company and can be accessed using
the link: https: https://www.algoquantfintech.com/investors The Annual Return will be submitted
to the Registrar of Companies within the timelines prescribed under the Companies Act, 2013.

26. CORPORATE SOCIAL RESPONSIBILITY

Your Company operates on the belief that an organisation should exist to serve a social purpose
and enhance the lives of people connected through its business. Your Company has a CSR Policy in
place which aims to ensure that it continues to operate its business in an economically, socially and
environmentally sustainable manner, while recognising the interests of all its stakeholders.

During the year under review, the Company was required to spend Rs.41,50,000 towards its
Corporate Social Responsibility ("CSR") obligations in accordance with the provisions of Section 135
of the Companies Act, 2013. The said amount was utilized through the Company's implementing
agencies, for the implementation of CSR projects and programmes falling within the purview of
Schedule VII of the Companies Act, 2013.

The Annual Report on CSR Activities, containing the prescribed particulars relating to the CSR Policy,
CSR Committee, projects undertaken, and CSR expenditure incurred during the financial year, forms
part of this Board's Report and is annexed herewith as Annexure III.

The salient features of the CSR Policy of your Company are enclosed as Annexure - IV to this Report
and the complete policy has been uploaded on the website of your Company at https://www.
algoquantfintech.com/storage/media/174823586490.pdf.

There has been no change in the CSR Policy during the year under review.

27. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Details of the Board of Directors and KMPs as on 31st March, 2026 are as under

Mr. Dhruv Gupta was appointed as Whole-time Director (liable to retire by rotation) for a period
of 5 (five) consecutive years effective from June 1, 2025. In accordance with provisions of Section
152 of the Act read with Rules made thereunder, Mr. Dhruv Gupta (DIN: 06920431), Whole Time
Director is liable to retire by rotation at the 63rd Annual General Meeting and being eligible, offers
himself for re-appointment.

With effect from end of business hours on May 31, 2025, Ms. Barkha Sipani has resigned from the
post of Company Secretary and Compliance officer.

With effect from June 1, 2025, Mr. Krishna Kumar Yadav was appointed as the Company Secretary
and Compliance Officer of the Company and Key Managerial Personnel and with effect from end
of business hours on February 08, 2026, Mr. Krishna Kumar Yadav has resigned from the post of
Company Secretary and Compliance officer.

The office of the Company Secretary and Compliance Officer was vacant as on 31 March 2026 due
to the resignation of Mr. Krishna Kumar Yadav with effect from February 08, 2026. Subsequent to
the end of the financial year 2025-26, Mr. Mohd. Intzar is appointed as the Company Secretary and
Compliance Officer with effect from April 30, 2026, thereby filling the said vacancy.

All the Independent Directors have submitted their declaration to the Board confirming that they
meet the criteria of independence as stipulated in Section 149(6) of the Companies Act, 2013 read
with Regulation 16 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (to
the extent as applicable).

None of the Directors of the Company is disqualified for being appointed as Director, as specified
in Section 164(2) of the Companies Act, 2013 and Rule 14(1) of the Companies (Appointment and
Qualification of Directors) Rules, 2014.

28. BOARD INDUCTION, TRAINING AND FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

Pursuant to Regulation 25(7) and 46(2) of the Listing Regulations, the Company Prior to the
appointment of an Independent Director, sends a formal invitation along with a detailed note
on the profile of the Company, the Board structure and other relevant information. At the time
of appointment of the Director, a formal letter of appointment which inter alia explains the
role, functions, and responsibilities expected of him/her as a Director of the Company is given.
The Director is also explained in detail about the various compliances required from him/ her
as a director under the various provisions of the Companies Act 2013, Listing Regulations, SEBI
(Prohibition of Insider Trading) Regulations, 2015, the Code of Conduct of the Company and other
relevant regulations.

A Director, upon appointment, is formally inducted to the Board. In order to familiarise the
Independent Directors about the various business drivers, they are updated through presentations
at Board Meetings about the performance and Financials of the Company. They are also provided
presentations/booklets about the business and operations of the Company.

The Directors are also updated on the changes in relevant corporate laws relating to their roles
and responsibilities as Directors. The details of the Board familiarization programme for the
Independent Directors can be accessed at www.algoquantfintech.com.

All the Independent Directors have submitted their declaration to the Board confirming that they
meet the criteria of independence as stipulated in Section 149(6) of the Companies Act, 2013 read
with Regulation 16 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (to
the extent as applicable).

None of the Directors of the Company is disqualified for being appointed as Director, as specified
in Section 164(2) of the Companies Act, 2013 and Rule 14(1) of the Companies (Appointment and
Qualification of Directors) Rules, 2014

29. PERFORMANCE EVALUATION

Pursuant to the provisions of Section 178 of the Companies Act, 2013, Listing Regulations and
Guidance note on Board evaluation issued by SEBI vide its circular dated January 5, 2017. The
Nomination and Remuneration Committee of the Company oversees the annual self-evaluation
of the Board including Committee thereof and of Individual Directors. It reviews and discusses all
matters pertaining to performance of all Directors including Independent Directors, periodically as
may be necessary, on the basis of the detailed performance parameters set forth. The Committee
also periodically evaluates the usefulness of such performance parameters and makes necessary
amendments.

The Nomination and Remuneration Committee of the Company has laid down parameters for
performance evaluation in the policy, they include:

• Attendance Preparedness for the meeting

• Staying updated on developments

• Active participation in meetings

• Constructive contributions/positive attributes

• Engaging with and challenging management team without being confrontational or obstructive

• Protection of stakeholder interests, Contribution to strategic planning, Carrying out
responsibilities as per the code of conduct

• Familiarity with the objects, operations and other functions of the Company

• Overall performance and contribution of directors at meeting

• Director's adherence to high standard of integrity, confidentiality and ethics.

The annual evaluation of performance of the Board of Directors, its committees, chairman and
individual directors for the reporting year was conducted in accordance with the provisions of the
Act and the Listing Regulations.

30. NUMBER OF MEETINGS OF BOARD

The Board meets at regular intervals to discuss business plan and strategies. Notice of Board
meeting is given well in advance to all the Directors. During the financial year ended 31st March
2026 the following were the dates on which Board of meetings were held:

• The maximum interval between any two meetings was well within the maximum allowed gap
of 120 Days.

31. COMMITTEES OF THE BOARD

The Committees play a vital role in the effective compliance and governance of the Company in line
with their specified and distinct terms of reference and role and responsibilities in accordance with
the requirements of the Listing Regulations, the Act and other applicable provisions.

The Company has various Board level committees in accordance with the requirements of Companies
Act 2013, as given below:

Audit Committee

Nomination and Remuneration Committee
Stakeholders Relationship Committee

Details of composition, terms of reference and number of meetings held for respective Committees
along with the changes thereof are given in the Corporate Governance Report, which forms integral
part of this Annual Report.

Further, during the year under review, all recommendations made by the Committee have been
accepted by the Board. The Chairman of the respective Committees report to the Board on the
deliberations and decisions taken by the Committees.

32. WHISTLEBLOWER POLICY/ VIGIL MECHANISM

In compliance with the provisions of Section 177(9) of the Act read with Rule 7 of the Companies
(Meetings of Board and its Powers) Rules, 2014 and Regulation 22 of the Listing Regulations, the
Company has formulated a Whistle Blower Policy/ Vigil Mechanism for Directors and Employees to
report concerns, details of which are covered in the Corporate Governance Report, which forms part
of this Annual Report.

The Whistleblower Policy/ Vigil Mechanism is available on the Company's website at https://www.
algoquantfintech.com/investors.

33. REMUNERATION POLICY

In pursuance of the provisions of Section 178 of the Companies Act, 2013 and the Listing Regulations,
the Company has formulated a Remuneration Policy. The Remuneration Policy, inter-alia, includes
the appointment criteria & qualification requirements, process for appointment & removal,
retirement policy, remuneration structure, etc. of the Directors including Managing Director and
Whole Time Director(s), Key Managerial Personnel and other senior management personnel of the
Company.

The remuneration policy of the Company aims to attract, retain and motivate qualified people at
the executive and at the board levels. The remuneration policy seeks to employ people who not
only fulfil the eligibility criteria but also have the attributes needed to fit into the corporate culture
of the Company. The remuneration policy also seeks to provide well-balanced and performance
related compensation packages, taking into account shareholder interests, industry standards and
relevant regulations.

The salient features of the policy have been detailed in the Corporate Governance Report, which
forms part of this Annual Report.

The policy is available on the company's website www.algoquantfintech.com

34. RELATED PARTY TRANSACTIONS

During the financial year ended March 31, 2026, all the contracts or arrangements or transactions
entered into by the Company with the related parties were in the ordinary course of business
and on arm's length. During the year the Audit Committee had granted an omnibus approval for
transactions which were repetitive in nature for one financial year and all such omnibus approvals
were reviewed by the Audit Committee on a periodic basis. All related party transactions were
placed in the meeting the Audit Committee and the Board of Directors for their review and approval.

Your Company's policy on related party transactions, approved by the Board, can be accessed at:
www.algoquantfintech.com. Accordingly, the disclosure of Related Party Transactions as required
under Section 134(3)(h) of the Companies Act, 2013, in Form AOC-2 is appended as Annexure - V
to this report.

35. PARTICULARS OF LOANS GIVEN, INVESTMENT MADE, GUARANTEES GIVEN OR SECURITY PROVIDED

During the year ended March 31, 2026, the Company has made an investment and granted loan in
accordance with section 186 of the Companies Act 2013 and details thereof are given in the notes
to financial statements for the year ended March 31, 2026.

36. PARTICULARS OF EMPLOYEES AND MANAGERIAL REMUNERATION

The information of employees and managerial remuneration, as required under Section 197(2)
read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules

2014, and other details are annexed herewith and forms part of this report as Annexure - VI.

37. MANAGEMENT DISCUSSION AND ANALYSIS

In terms of the provisions of Regulation 34(2) read with Schedule V of the Listing Regulations, the
Management Discussion and Analysis is set out in this Annual Report as Annexure - VII.

38. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

As per Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,

2015, the requirement to submit a Business Responsibility and Sustainability Report (BRSR) is
mandatory for the top 1000 listed companies in India by market capitalization, as determined by
the stock exchanges (NSE and BSE) at the end of each financial year.

Accordingly, as the Company has not met the applicability threshold for three consecutive financial
years, the requirement to prepare and annex the BRSR to the Annual Report for the financial year
2025-26 is not applicable.

39. CORPORATE GOVERNANCE REPORT

The Company firmly believes in adhering to Corporate Governance codes to ensure protection of its
investor's interest as well as healthy and sustainable growth of the Company. It upholds and adheres
to highest standards of Corporate Governance and the requirements set out by the Securities and
Exchange Board of India.

A detailed report on Corporate Governance for the Financial Year 2025-26 is enclosed as Annexure
- VIII to this Report.

40. RISK MANAGEMENT SYSTEM

The Company has developed and implemented a risk management policy which is periodically
reviewed by the management. The risk management process encompasses practices relating to
identification, assessment, monitoring and mitigation of various risks to key business objectives.
Besides exploiting the business opportunities, the risk management process seeks to minimize
adverse impacts of risk to key business objectives.

41. PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT AT WORKPLACE

No complaint was filed with the Company under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 during the Financial Year 2025-26. Further, no
complaint was pending with the Company as at the beginning and end of the Financial Year 2025¬
26 under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013.

The company has complied with provisions relating to the constitution of Internal Complaints
Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013.

42. LISTING ON STOCK EXCHANGE

Shares of the company are listed on at BSE Limited (BSE) and NSE Limited (NSE). The company has
paid annual listing fees to the exchange for the financial year 2025-26 and 2026-27.

National Stock Exchange of India Limited BSE Limited

Listing Department, Department of Corporate Services

Exchange Plaza, Bandra Kurla Complex, Floor25,Phiroze Jeejeebhoy Towers,

Bandra (East), Dalal Street,

Mumbai - 400 051 Mumbai - 400 001

Company Symbol: ALGOQUANT Scrip Code - 505725

Demat ISIN Number: INE598D01035

43. DIVIDEND DISTRIBUTION POLICY

Pursuant to Regulation 43A of the Listing Regulations, the Board has approved and adopted a
Dividend Distribution Policy. The policy details various considerations based on which the Board
may recommend or declare Dividend, which aims to ensure fairness, sustainability and consistency
in distributing profits to the Shareholders. The Dividend Distribution policy is available on the
Company's website at https://www.algoquantfintech.com/investors.

44. CODE OF CONDUCT

The Company has a robust and effective framework for monitoring compliances with applicable laws
within the organization and providing updates to Senior Management and the Board periodically.
The Audit Committee and the Board of Directors periodically review the status of the compliances
with the applicable laws.

45. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 134(5) of the Companies Act, 2013 with respect to
Directors' Responsibility statement, the Directors confirm that:

in the preparation of the annual accounts for the year ended March 31, 2026 the applicable
accounting standards have been followed and no material departures have been made there from
the directors 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 as at March 31, 2026 and of the profit and loss of the Company for
the year ended March 31, 2026

the directors have taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets
of the Company and for preventing and detecting fraud and other irregularities.

The directors had prepared the annual accounts on a going concern basis.

The directors have laid down effective internal financial controls to consistently monitor the affairs
of the Company and that such internal financial controls were adequate and operating effectively.

The directors have devised a proper system to ensure compliance with the provisions of all
applicable laws and the same are adequate and operating effectively.

46. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS AND
TRIBUNALS

No significant and material order has been passed by the regulators, courts, tribunals Impacting the
going concern status and Company's operations in future.

47. DETAILS IN RESPECT OF FRAUDS REPORTING U/S 143(12) BY AUDITOR

The Auditors of the Company have not reported any fraud as specified under the second proviso of
Section 143(12) of the Companies Act, 2013.

48. ALTERATION IN THE CAPITAL CLAUSE IN MOA

During the Financial Year the Company has altered the Capital clause of the Memorandum of the
Association of the Company by increase its Authorised Share Capital and subdivided its face value
from Rs. 2 per share to Re. 1/- per share.

49. APPLICABILITY OF SECRETARIAL STANDARDS ISSUED BY ICSI.

The Company has Complied with the applicable Secretarial Standards (as amended from time to
time) on meetings of the Board of Directors issued by The Institute of Company Secretaries of India
and approved by Central Government under section 118(10) of the Companies Act, 2013 in true
letter and spirit.

50. COMPLIANCE OF THE PROVISIONS RELATING TO THE MATERNITY BENEFIT ACT, 1961

i. Your Company is in compliance with The Maternity Benefit Act, 1961, as amended from time to

ii. time, for the year under review.

51. OTHER DISCLOSURES

There are no proceedings initiated/ pending against your Company under the Insolvency and
Bankruptcy Code, 2016 which materially impact the business of the Company.

As per the provisions of the Section 148(1) of the Companies Act, 2013 the Company is not required
to maintain cost Records. Accordingly, such accounts and records are not made and maintained.

During the Year ended March 31, 2026, the Company has not made any one-time settlement with
any Bank or Financial Institutions.

A compliance certificate under Regulation 17 (8) of SEBI (Listing Obligations and Disclosure
Requirement) Regulations, 2015 by Managing Director and Chief Financial Officer is attached with
Corporate Governance Report with forms part of this Annual Report.

52. ACKNOWLEDGEMENTS

The Board takes this opportunity to express its appreciation for the support and co-operation
extended by our various stakeholders, bankers, dealers, vendors and other business partners. The
Board gratefully acknowledges the ongoing co-operation and support provided by all Statutory and
Regulatory Authorities.

The Board also wish to place on record their deep sense of appreciation for the commitment
displayed by all executives, officers, workers, employee unions and staff of the Company resulting
in the successful performance of the Company during the year. The Board takes this opportunity
to express its deep gratitude for the continued co-operation and support received from its valued
shareholders.

By the order of the Board of Directors
For Algoquant Fintech Limited

sd/- sd/-

Place: New Delhi Devansh Gupta Dhruv Gupta

Date: 29.08.2026 Managing Director Whole Time Director

DIN: 06920376 DIN: 06920431