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You can view the entire text of Notes to accounts of the company for the latest year

BSE: 544091ISIN: INE0Q1R01012INDUSTRY: Services - Others

BSE   ` 552.00   Open: 554.00   Today's Range 545.00
554.00
+2.00 (+ 0.36 %) Prev Close: 550.00 52 Week Range 258.55
650.00
Year End :2026-03 

L. Provisions

A provision is recognized when the Company has a present obligation as a result of past event, it is probable that an outflow of
resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount
of the obligation.

Provisions are not discounted to their present value and are determined based on the best estimate required to settle the obligation
at the reporting date.

These estimates are reviewed at each reporting date and adjusted to reflect the current best estimates.

M. Contingent liabilities and Contingent assets

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non¬
occurrence of one or more uncertain future events beyond the control of the company or a present obligation that is not recognized
because it is not probable that an outflow of resources will be required to settle the obligation. The company does not recognize a
contingent liability but discloses its existence in the financial statements.

Contingent Assets is neither recognised nor disclosed in financial statement.

N. Cash and cash equivalents

Cash and cash equivalents comprise of cash at bank, cash in hand and short-term investments with an original maturity of three
months or less which are highly liquid and readily convertible to known amounts of cash.

O. Borrowing Costs

Borrowing Costs are defined as interest and other costs related to borrowing of funds. Borrowing costs which are directly attributable
to acquisition, construction or production of qualifying assets are capitalised, until such time as the assets are substantially ready for
their intended use or sale except for the period the construction activities are temporarily suspended. An asset which takes
substantial period of time to get ready for its intended use or sale is called qualifying asset. All other borrowing costs are recognised
in profit or loss in the period in which they are incurred.

P. Cash Flow Statement

Cash flows are reported using the indirect method, whereby profit before tax is adjusted for the effects of transactions of a non-cash
nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses associated
with investing or financing cash flows. The cash flows from operating, investing and financing activities of the Company are
segregated.

Q. Material Events

Material events occurring after the balance sheet date are taken into cognizance.

Note:

During the Financial year 2025-26, the Company entered into a share swap agreement dated May 30, 2025, with the TIC services
Private Limited (Holding company) and Mr. Sanjiv Khullar. Pursuant to this agreement, the company acquired, a total of 2,54,959
shares of Interstellar Testing Centre Private Limited out of which 178,488 equity shares were acquired from TIC Serv'ces Private
Limited (Holding Company) and 76,471 equity shares were acquired from Sanjiv Khullar.

In Consideration and pursuant to terms of agreement, the company has allotted 11,70,881 equity shares to TIC Serv'ces private
Limited and 5,01,650 equity shares to Sanjiv Khullar. In Total 16,72,531 No of equity shares were issued for consideration other than
cash.

B. Rights, preferences and restrictions attached to shares
Voting

The Company has only one class of equity shares having face value of Rs. 10/- per share. Each holder of equity shares is entitled to
one vote per equity share held.

Dividends

The Company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors is subject to approval
of the shareholders in the ensuing Annual General Meeting except in the case where interim dividend is distributed. The Company
has not declared or paid any dividend during the current and previous financial year.

Liquidation

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company,
after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the
shareholders.

a. The above related party transactions have been conducted in the ordinary course of business.

b. TIC Serv'ces Private Limited (Holding Company) and ASC Consulting Private Limited have given corporate guarantee to secure long¬
term borrowings and overdraft facility availed by the Company from banks amounting to ^6231.00 Lakh (Previous year: ^2183.57
Lakh). The balance outstanding against these loans as on March 31, 2026 is ^5584.33 Lakh (Previous year: ^2007.28 Lakh).

c. SKM Realcon Private Limited has given corporate guarantee and equitable mortgage of immovable properties owned by it to secure
long-term borrowings and overdraft facility availed by the Company from banks amounting to ^6231.00 Lakh (Previous year: ^2183.57
Lakh). The balance outstanding against these loans as on March 31, 2026 is ^5584.33 Lakh (Prev'ous year: ^2007.28 Lakh).

d. Interstellar Testing Centre Private Limited has given corporate guarantee to secure long-term borrowings and overdraft facility
availed by the Company from bank amounting to ^4911.00 Lakh (Prev'ous year: ^2183.57 Lakh). The balance outstanding against
these loans as on March 31, 2026 is ^4284.04 Lakh (Prev'ous year: ^2007.28 Lakh).

e. AntaryamiNayak, Kamal Grover and Alok Kumar Agarwal (Directors) have given personal guarantees to secure long-term borrowings
and overdraft facility availed by the Company from bank amounting to ^4911.00 Lakh (Prev'ous year: ^2183.57 Lakh). The balance
outstanding against these loans as on March 31, 2026 is ^4284.04 Lakh (Prev'ous year: ^2007.28 Lakh).

f. Anju Agarwal has given personal guarantee to secure long-term borrowings and overdraft facility availed by the Company from banks
amounting to ^6231.00 Lakh (Prev'ous year: ^2183.57 Lakh). The balance outstanding against these loans as on March 31, 2026 is
^5584.33 Lakh (Prev'ous year: ^2007.28 Lakh).

g. Employee Benefit Expenses do not include post-employment benefits and other long-term benefits since the same are calculated
based on actuarial valuation for the company as a whole and cannot be measured separately.

h. The Company has allotted 11,70,881 equity shares to TIC Serv'ces Private Limited in consideration of acquisition of 1,78,488 equity
shares of Interstellar Testing Centre Private Limited under a share-swap arrangement (Refer note 3 - Share Capital)

i. Loans and advances to related parties are unsecured, carry an interest rate of 8.50% per annum, and are repayable after a period of
three years. Pursuant to a resolution passed by the Board of Directors of the Company at its meeting held on May 20, 2026, the
Company has waived the interest accrued on the above loans for the period April 01, 2025 to March 31, 2026. Accordingly, no interest
income has been recognized in the Statement of Profit and Loss in respect of such loans.

j. Loan payable to related parties are unsecured, interest-free and repayable after 3 years.

k. The Company has provded a corporate guarantee for securing long-term borrowings and overdraft facilities availed by Interstellar
Testing Centre Private Limited from banks, amounting to ^2,133.00 Lakh (Prev'ous year: Nil). The balance outstanding against these
borrowings as on March 31, 2026 is ^1,728.59 Lakh (Prev'ous year: Nil).

29 Employee Benefits (Disclosure under AS 15)

A. Defined Contribution Plans

The Company has defined contribution plans such as employees provident fund and employees state insurance for the benefit of its
employees. The obligation of the Company is limited to the amount contributed and it has no further contractual nor any
constructive obligation. The expenses recognized in the statement of profit and loss during the year towards contribution to defined
contribution plans are Rs. 124.15 Lakh (Previous year Rs. 97.02 Lakh).

B. Defined Benefit Plans

The Company has a defined benefit gratuity plan. The present value of obligation is determined based on the actuarial valuation
using the Projected Unit Cost Method, which recognises each period of service as giving rise to additional unit of employee benefit
entitlement and measures each unit separately to build up the final obligation. These benefits are unfunded.

The following tables summarize the components of net benefit expense recognized in the statement of profit and loss and amounts
recognized in the balance sheet:

C. On November 21, 2025, the Government of India notified the four Labour Codes - The Code on Wages, 2019, The Industrial Relations
Code, 2020, The Code on Social Security, 2020, and The Occupational Safety, Health and Working Conditions Code, 2020 -
consolidating 29 existing labour laws. The Ministry of Labour & Employment published draft Central Rules and FAQs to enable
assessment of the financial impact due to changes in regulations. The Company has estimated and recognized the impact of
implementation of the New Labour Codes under Employee benefits expense for the year ended March 31, 2026. The impact of the
same is not material and has been considered under employee benefit expense for the year.

30 Contingencies & Commitments

There is no contravention of laws or regulations the effect of which could form the basis for recording a contingent loss provision or a
disclosure in the financial statements.

There are no significant claims for which the Company would be contingently liable in respect of litigation, if any, which may be
pending against the Company. There is no litigation pending against any of the employees of the Company for which the Company
would be contingently liable either directly or indirectly.

The Company is not involved in any litigation or arbitration proceedings relating to claims or amounts which are material. So far as
the Management is aware, no such litigation or arbitration proceedings are pending or threatened.

The Company does not have any long term commitments or material non-cancellable contractual commitments/ contracts, which
might have material impact on the financial statements, except that the Company has given corporate guarantee to secure long-term
borrowings and overdraft facility availed by Interstellar Testing Centre Private Limited, Wholly-owned Subsidiary Company from banks
amounting to ^2133.00 Lakh (Previous year: Nil). The balance outstanding against these borrowings as on March 31, 2026 is ^1728.59
Lakh (Previous year: Nil).

(vi) Company does not hold any benami property under the Benami Transactions (Prohibition) Act, 1988.

(vii) The Company has borrowings or sanctioned overdraft limit from bank on the basis of security of current assets. However, quarterly
returns or statements of current assets are not required to be filed by the company with banks or financial institution.

(viii) The company has not been declared willful defaulter by any bank or financial institution or government or any government authority.

(ix) No transactions were made with the companies struck off under section 248 of the Companies Act, 2013 or section 560 of the
Companies Act, 1956.

(x) No charge or satisfaction of charge is yet to be registered with Registrar of Companies.

(xi) Company has complied with the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013 read with
Companies (Restriction on number of layers) Rules, 2017.

(xii) The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial years.

(xiii) The Company has not advanced or loaned or invested funds to any other person or entity, including foreign entity (Intermediary) with
the understanding that the Intermediary shall:

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the
Company (Ultimate Beneficiary) or

b. provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiary.

(xiv) The Company has not received any fund from any person or entity, including foreign entity (Funding Party) with the understanding
(whether recorded in writing or otherwise) that the Company shall:

a. directly or indirectly lend or invest in other persons or entitles identified in any manner whatsoever by or on behalf of the Funding
Party (Ultimate Beneficiary), or

b. provide any guarantee, security or the like on behalf of the Ultimate Beneficiary.

(xv) The Company does not have any transactions which is not recorded in the books of accounts that has been surrendered or disclosed as
income during the current or previous financial years in the tax assessments under the Income-tax Act, 1961.

(xvi) The company has not traded or invested in crypto currency or virtual currency during the current or previous financial years.

(xvii) The company has done assessment to identify Core Investment Company (CIC) {including CICs in the group} as per the necessary
guidelines of Reserve Bank of India (including Core Investment Companies (reserve Bank) Directions, 2016). The company is not CIC
and no entities have been identified as CIC in the group, of which company is a part.

(xviii) The Company has not received any whistle-blower complaints during the current or previous financial years.

36 Mergers and Acquisitions

(ii) During the previous financial year ended 31 March, 2025, the Company had acquired 2,54,845 equity shares representing 49.99%
holding in Interstellar Testing Centre Private Limited (ITCPL) for a consideration of ? 3,299.26 Lakh paid in cash. During the
financial year ended 31 March, 2026, the company has acquired the remaining 50.01% shares of ITCPL by allotting 16,72,531
equity shares of the Company to the external equity shareholders of ITCPL in the ratio of 6.56 shares for every 1 share held in
ITCPL. Thus, ITCPL became a wholly-owned subsidiary of the Company w.e.f. 10th September 2025.

(ii) During the financial year ended 31 March, 2026, the Company has acquired, by way of slump sale, a food testing laboratory in
Mumbai, Maharashtra w.e.f. 01 September, 2025 for a lumpsum consideration of ^882.00 Lakh. The net value of assets and
liabilities acquired is ^662.14 Lakh resulting in a Goodwill of ^219.86 Lakh.

(iii) During the financial year ended 31 March, 2026, the Company has acquired 740 equity shares representing 74% holding in LabOps
Global Private Limited (LGPL) for a consideration of ? 0.07 Lakh at face value, paid entirely in cash. Accordingly, LGPL became a
subsidiary of the Company w.e.f. 23rd May 2025.

(iv) During the previous financial year ended 31 March 2025, the Company had acquired 2,34,000 equity shares representing 100%
holding in Quality and Testing Infosolution Private Limited (QTIPL) for a consideration of ? 500.00 Lakh paid in cash. Thus, QTIPL
became a wholly-owned subsidiary of the Company w.e.f. 9th September 2024.

37 Preferential allotment of equity shares

During the previous financial year ended March 31, 2025, the Company had raised capital of ^5171.65 Lakh through preferential
allotment of 26,07,600 equity shares of ^10 each fully paid up at a premium of ^188.33 per share. The net proceeds realised from the
preferential allotment of equity shares after deduction of issue related expenses are ^4805.65 Lakh (For details, refer notes 3 and 4).
Further, during the financial year ended March 31, 2026, the Company has allotted equity shares of ^10 each fully paid-up at a
premium of ^300.89 per share through preferential allotment to TIC Serv'ces Private Limited (Holding Company) and Mr. Sanjiv
Khullar, for consideration other than cash, pursuant to a share swap agreement (For details, refer Notes 3 and 4).

38 Utilisation of IPO proceeds

During the financial year ended March 31, 2024, the Company had raised capital of ^1964.40 Lakh through its initial public offering of
19,64,400 equity shares of ^10 each fully paid-up at a premium of ^90/- per equity share. The net proceeds realised from the IPO
after deduction of issue related expenses are ^1831.18 Lakh.

Notes:

(i) The Company has utilised the IPO proceeds in funding capital expenditure towards installation of plant and machinery as per
approved object in the prospectus. However, due to change in technology and emerging business requirements, machines with higher
configuration/capability were purchased instead of those mentioned in the prospectus.

(ii) The Company had incurred expenses of ^139.84 Lakh in connection with the IPO. These expenses were adjusted against securities
premium during the financial year ended 31 March 2024 in accordance with Section 52 of the Companies Act, 2013.

39 Leases
A. Operating Leases

i) The Company has taken office premises and plant & machinery on operating lease during the year. The said leases are cancellable in
nature. The lease rentals or the minimum lease payments in respect of the operating leases recognised as expense in the Statement
of Profit and Loss during the year are ^465.49 Lakh (Previous Year: ^270.99 Lakh).

B. Finance Leases

i) The Company has taken machinery on finance leases during the year. The leases cover substantially the whole of the useful lives and
the Company is expected to exercise the buy-back option at the end of the lease tenure. As on March 31, 2026 the Company has
recognized the net carrying amount of leased assets amounting to ^241.72 Lakh (Previous year: Nil) under Property, Plant &
Equipment and ^172.13 Lakh (Previous year: ^225.98 Lakh) under Capital work-in-progress. The corresponding present value of lease
liability is ^336.08 Lakh (Prev'ous year: ^204.54 Lakh).

40 Borrowing Costs

The Company has capitalised borrowing costs directly attributable to the acquisition, construction or production of qualifying assets
during the year amounting to ^143.14 Lakh (Prev'ous Year: ^29.92 Lakh) in accordance with the requirements of AS-16 'Borrowing
Costs'. (Refer note no. 24)

41 Segment Reporting

The Company has only one business segment primarily, i.e. testing & inspection and operates in only one geographical segment. All
the company's revenue, trade receivables and non-current assets are within India.

43 Subsequent Events

The Company has evaluated all events and transactions that occurred after the reporting date and up to the date of approval of the
financial statements. There are no material events requiring adjustment to or disclosure in the financial statements.

44 Figures for the previous year have been re-grouped/re-arranged, wherever considered necessary to confirm with the classification of
current year figures.