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Protean eGov Technologies Ltd. Notes to Accounts
Search Company 
You can view the entire text of Notes to accounts of the company for the latest year
Market Cap. (Rs.) 3133.77 Cr. P/BV 3.30 Book Value (Rs.) 233.68
52 Week High/Low (Rs.) 1535/716 FV/ML 10/1 P/E(X) 33.89
Bookclosure 29/08/2025 EPS (Rs.) 22.77 Div Yield (%) 0.00
Year End :2025-03 

m) Provisions, Contingent liabilities and Contingent
assets

A provision is recognised when the company has
a present obligation as a result of past event and
it is probable that an outflow of resources will be
required to settle the obligation, in respect of which
reliable estimate can be made. Provisions (excluding
retirement benefits) are discounted to its present
value and are determined based on best estimate
required to settle the obligation at the balance sheet
date. These are reviewed at each balance sheet date
and adjusted to reflect the current best estimates.
Contingent liabilities are not recognised in the
standalone financial statements. A disclosure for a
contingent liability is made when there is a possible
obligation or a present obligation that may, but
probably will not, require an outflow of resources.
When there is a possible obligation or a present
obligation in respect of which the likelihood of outflow
of resources is remote, no provision or disclosure
is made. A contingent asset is not recognised in the
standalone financial statements, however, the same
is disclosed where an inflow of economic benefit is
probable.

n) Cash Flow statement

Cash flows are reported using the indirect method
for presenting operating cash flow, whereby profit or
loss before tax for the year 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.

o) Cash and Bank balances

Cash and cash equivalents comprise cash in hand,
balance with banks and term deposits with banks
with original maturity up to three months.

Other bank balances comprises of term deposit with
banks having maturity of more than three months but
less than twelve months from the Balance sheet date.

p) Earnings per share

Basic and diluted earnings per share is computed
by dividing the net profit attributable to equity
shareholders for the year, by weighted average
number of equity shares outstanding during the year.

For the purpose of calculating diluted earnings per
share, the net profit and loss for the year attributable
to equity shareholders of the company and the
weighted average number of shares outstanding
during the year are adjusted for the effects of all
dilutive potential equity shares.

q) Dividend income

Dividend income is recognised when the company's
right to receive the payment is established, which is
generally when shareholders approve the dividend.

r) Financial instruments
Initial recognition

The Company recognizes financial assets and financial
liabilities when it becomes a party to the contractual
provisions of the instrument. All financial assets
and liabilities are recognized at fair value on initial
recognition, except for trade receivables which are
initially measured at transaction price. Transaction
costs that are directly attributable to the acquisition
or issue of financial assets and financial liabilities that
are not at fair value through profit or loss are added
to the fair value on initial recognition.

Subsequent measurement

Financial assets

Financial assets are classified into the following
specified categories: financial assets "at amortised
cost", "fair value through other comprehensive
income", "fair value through Profit or Loss". The
classification depends on the entity's business model
for managing the financial assets and the contractual
cash flow characteristics of the financial asset at the
time of initial recognition.

Financial assets are recognised by the Company as
per its business model.

All financial assets are recognised and de-recognised
on a trade date basis where the purchase or sale of an
investment is under a contract whose terms require
delivery of the investment within the timeframe
established by the market concerned, and are initially
at fair value through profit or loss.

Income and expense is recognised on an effective
interest basis for debt instrument, Other Equity
instruments are classified as "fair value through Profit
or Loss".

The company uses valuation techniques that are
appropriate in the circumstances and for which
sufficient data are available to measure fair value,
maximising the use of relevant observable inputs and
minimising the use of unobservable inputs.

All assets and liabilities for which fair value is
measured or disclosed in the financial statements are
categorised within the fair value hierarchy, described
as follows, based on the lowest level input that is
material to the fair value measurement as a whole:

- Level 1 — Quoted (unadjusted) market prices in
active markets for identical assets or liabilities

- Level 2 — Valuation techniques for which the
lowest level input that is material to the fair value
measurement is directly or indirectly observable

- Level 3 — Inputs for the assets or liabilities
that are not based on observable market data
(unobservable inputs).

Loans and receivables

Trade receivables, loans and other receivables that
have fixed or determinable payments that are not
quoted in an active market are classified as "loans and
receivables". Loans and receivables (including trade
and other receivables) and others are measured at
amortised cost using the effective interest rate (EIR)
method less impairment. Interest is recognised by
applying the effective interest method, except for
short-term receivables when the effect of discounting
is immaterial.

Impairment of financial assets

The company assesses at each date of balance
sheet whether a financial asset or a company of
financial assets is impaired. Ind AS 109 requires
expected credit losses to be measured through a
loss allowance. In determining the allowances for
doubtful trade receivables, the company has used
a practical expedient by computing the expected
credit loss allowance for trade receivables based
on a provision matrix. The provision matrix takes
into account historical credit loss experience and
is adjusted for forward looking information. The
expected credit loss allowance is based on the ageing
of the receivables that are due and allowance rates
used in the provision matrix. For all other financial
assets, expected credit losses are measured at an
amount equal to the 12-month expected credit losses
or at an amount equal to the life time expected credit
losses if the credit risk on the financial asset has
increased significantly since initial recognition.

Loans and receivables and derecognition of
financial assets

The company derecognises a financial asset only
when the contractual rights to the cash flows from
the asset expire, or it transfers the financial asset and
substantially all the risks and rewards of ownership
of the asset to another entity. If the company neither
transfers nor retains substantially all the risks and
rewards of ownership and continues to control the
transferred asset, the company recognises its retained
interest in the asset and an associated liability for
amounts it may have to pay. If the company retains
substantially all the risks and rewards of ownership of
a transferred financial asset, the company continues

to recognise the financial asset and also recognises
a collateralised borrowing for the proceeds received.

Subsequent measurement

Financial assets carried at amortised cost

A financial asset is subsequently measured at
amortised cost if it is held within a business model
whose objective is to hold the asset in order to collect
contractual cash flows and the contractual terms
of the financial asset give rise on specified dates to
cash flows that are solely payments of principal and
interest on the principal amount outstanding.

Financial assets at fair value through other
comprehensive income

A financial asset is subsequently measured at fair
value through other comprehensive income if it is
held within a business model whose objective is
achieved by both collecting contractual cash flows
and selling financial assets and the contractual terms
of the financial asset give rise on specified dates to
cash flows that are solely payments of principal and
interest on the principal amount outstanding. The
company has made an irrevocable election for its
investments which are classified as equity instruments
to present the subsequent changes in fair value in
other comprehensive income based on its business
model. Further, in cases where the company has
made an irrevocable election based on its business
model, for its investments which are classified as
equity instruments, the subsequent changes in fair
value are recognized in other comprehensive income.

Financial assets at fair value through profit or loss

A financial asset which is not classified in any of
the above categories are subsequently fair valued
through profit or loss.

Financial liabilities

Financial liabilities are subsequently carried at
amortized cost using the effective interest method,
except for contingent consideration recognized
in a business combination which is subsequently
measured at fair value through profit and loss. For
trade and other payables maturing within one year
from the balance sheet date, the carrying amounts

approximate fair value due to the short maturity of
these instruments.

Investment in subsidiaries

Investment in subsidiaries is carried at cost in the
separate standalone financial statements.

Financial liabilities and equity instruments

Equity instruments

Equity instruments are recorded at the proceeds
received, net of direct issue costs.

Financial liabilities

Financial liabilities are classified as either financial
liabilities "at fair value through profit or loss" or other
financial liabilities.

Financial liabilities at fair value through profit or
loss (FVTPL)

Financial liabilities are classified as at FVTPL where
the financial liability is either held for trading or it is
designated as at FVTPL.

Derecognition of financial liabilities

The company derecognises financial liabilities when,
and only when, the company's obligations are
discharged, cancelled or they expire.

Offsetting arrangements

Financial assets and financial liabilities are offset
and the net amount presented in the statement
of financial position when company has a legally
enforceable right to set off the recognised amounts;
and intends either to settle on a net basis, or to realise
the asset and settle the liability simultaneously. A
right to set-off must be available today rather than
being contingent on a future event and must be
exercisable by any of the counterparties, both in the
normal course of business and in the event of default,
insolvency or bankruptcy.

s) Share based payment

Equity settled share-based payments to employees are
measured at the fair value of the equity instruments
at the grant date which is recognised over the vesting
period, with the corresponding increase in equity.

The cost of equity-settled transactions is determined
by the fair value at the date when the grant is made
using an appropriate valuation model.

t) Corporate Social Responsibility (CSR) Expenditure

CSR expense is recognized as it is incurred by the
company or when company has entered into any
legal or constructive obligation for incurring such an
expense.

u) Dividends

Final dividends on shares are recorded as a liability on
the date of approval by the shareholders and interim
dividends are recorded as a liability on the date of
declaration by the company's Board of Directors.

v) Recent accounting pronouncement

Ministry of Corporate Affairs ("MCA") notifies new
standards or amendments to the existing standards
under Companies (Indian Accounting Standards)
Rules as issued from time to time. As of 31 Mach
2025. MCA has not notified any new standards or
amendments to the existing standards applicable to
the Company that has not been applied.

b) Rights, preferences and restrictions attached to shares

The Company has only one class of equity shares having a par value of ' 10/- per share. Each holder of equity shares
is entitled to one vote per share. The dividend proposed by the Board of Directors is subject to the approval of the
shareholders in the ensuing Annual General Meeting. The voting rights of an equity shareholder on a poll (not on
show of hands) are in proportion to his/its share of the paid-up equity share capital of the Company. On winding
up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company,
remaining after distribution of all preferential amounts, in proportion to the number of equity shares held.

22 DISCLOSURE UNDER INDIAN ACCOUNTING STANDARD 19 (IND AS 19) ON EMPLOYEE BENEFITS:
i) Defined contribution plan:

(a) The Company's contribution towards superannuation amounts to ' 1.09 Crore (31 March 2024: ' 1.53
Crore). These contributions are made to the fund administered and managed by Life Insurance Corporation
of India ("LIC"). The Company's monthly contributions are charged to the Statement of Profit and Loss in the
year they are incurred.

(b) Provident fund: Eligible employees of the Company receive benefit under the provident fund which is a
defined contribution plan wherein both the employee and the Company make monthly contributions
equal to a specified percentage of the covered employees' salary. These contributions are made to the
fund administered and managed by the Government of India. The Company's monthly contributions are
charged to the Statement of Profit and Loss in the year they are incurred. The total charge for the year
amounts to
' 7.58 Crore (31 March 2024: ' 6.42 Crore).

(c) The Company's contribution to National Pension Scheme (NPS) for the year amounts to ' 2.24 Crore (31
March 2024
'2.05 Crore). The Company's monthly contributions are charged to the Statement of Profit and
Loss in the year they are incurred.

ii) Defined benefit plan :

The Company has a defined benefit gratuity plan in India, governed by the Payment of Gratuity Act, 1972.
Plan entitles an employee, who has rendered at least five years of continuous service, to gratuity payable on
termination of his employment at the rate of fifteen days / twenty six days salary for every completed year
of service or part thereof in excess of six months, based on the rate of salary last drawn by the employee
concerned. Plan is administered by LIC through gratuity fund that is legally separated from the Company.

The Company has charged the gratuity expense to Statement of Profit & Loss based on the actuarial valuation
of gratuity liability at the end of the year. The actuarial valuation has been performed using projected unit credit
method.

23.2 Fair value hierarchy

Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either
directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

The cost of unquoted investments included in Level 3 of fair value hierarchy approximate their fair value because
there is a wide range of possible fair value measurements and the cost represents estimate of fair value within that
range.

The following table summarises financial assets and liabilities measured at fair value on a recurring basis and
financial assets that are not measured at fair value on a recurring basis (but fair value disclosures are required):

Investment in equity shares (unquoted) in ONDC is included in Level 3 of fair value hierarchy. The cost of investment
is representative of its fair value.

23.3 Financial risk management
Financial risk factors

The Company's activities expose it to a variety of financial risks: credit risk and liquidity risk. The Company's primary
focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its
financial performance. The Company's exposure to credit risk is influenced mainly by the individual characteristic of
each customer and the concentration of risk from the top few customers.

Credit risk

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The maximum
exposure to the credit risk at the reporting date is primarily from trade receivables amounting to
' 143.79 Crore and
' 188.97 Crore as of 31 March 2025 and 31 March 2024, respectively. Trade receivables are typically unsecured and
are derived from revenue earned from customers. Credit risk has always been managed by the Company through
credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which
the Company grants credit terms in the normal course of business.

Credit risk on cash and cash equivalents is limited as the Company generally invests in deposits with banks
and financial institutions with high credit ratings assigned by international and domestic credit rating agencies.
Investments primarily include investment in liquid mutual fund units, quoted bonds issued by government and
quasi government organizations, non-convertible debentures issued by government aided institutions, certificates
of deposit which are funds deposited at a bank for a specified time period, state development loan and government
securities.

The Company carries credit risk on lease deposits with landlords for office properties taken on leases, for which
agreements are signed and property possessions timely taken for operations. The risk relating to refunds after
vacating is minimal since the possession of the premises is retained till the refund is collected or there are liabilities
outstanding against which the asset can be adjusted.

Other financial assets include costs incurred towards listing related procedures, recoverable from selling shareholders
per terms of the initial public offering (refer Note 4), amount to be paid to the Company out of funds withheld in
escrow by merchant bankers.

Trade receivables: The Company's exposure to credit risk is identified mainly by individual characteristics of each
customer. Majority of the trade receivables are from domestic customers, comprising of government and public
sector entities, corporate customers and others. Based on the industry practices and the business environment
in which the entity operates, management considers that the trade receivables are credit impaired if it exceeds a
specified number of days for respective categories of customers.

An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a
large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively.
The calculation is based on historical data. The maximum exposure to credit risk at the reporting date is the carrying
value of each class of financial assets.

Sales to certain customers are either based on advance payments or restricted to certain limits to contain exposures
to credit risk.

Allowance for expected credit loss

The Company allocates each exposure to a credit risk grade based on a variety of data that is determined to be
predictive of the risk of loss (e.g., timeliness of payments, available information etc.) and applying experienced credit
judgement. Exposures to customers outstanding at the end of each reporting year are reviewed by the Company to
determine incurred and expected credit losses, giving due regard for probable exposures on disputed dues or dues
that are subject to litigation. Historical trends of impairment of trade receivables do not reflect any significant credit
losses. The Company expects the historical trend of minimal credit losses to continue.

For receivables from government (including tax authority) and public sector entities, allowance for expected
credit loss is set up considering those balances to be in default that remain uncollected beyond three years and
management's assessment of the recoverable amount. For receivables from other customers, allowance is set up
considering balances to be in default that remain outstanding for a lesser period (of up to two years) beyond which
amounts remain outstanding and management's assessment of the recoverable amount.

The net remeasurement of loss allowance decreased in the current year mainly on account of collection of old
receivables which were due from tax authorities and were subject to impairment allowance in previous years.

Liquidity risk

The Company's principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from
operations. The Company has no outstanding bank borrowings. The Company believes that the working capital is
sufficient to meet its current requirements.

Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates which will
affect the Company's revenue from operations or the fair value of its holdings of financial instruments. The objective
of market risk management is to manage and control market risk exposures within acceptable parameters, while
maximizing returns.

The Company does not have any assets or liabilities that are denominated in a currency other than the entity's
functional currency.

The Company does not have any borrowings. The Company invests in fixed interest bearing financial instruments
which are accounted for at amortised cost.

24 SEGMENT REPORTING

Operating segments are defined as components of an enterprise for which discrete financial information is available
that is evaluated regularly by the chief operating decision maker, in deciding how to allocate resources and evaluating
performance. The Company's Chief Executive Officer and Managing Director and whole time director form the Chief
Operating Decision Makers.

The Company is mainly engaged in the business of providing IT services. The Company offers citizen services,
e-governance solutions, system integration, business process re-engineering, data centre co-location and IT
consulting services for citizens, corporates and the Government. Currently, these activities are conducted only in
one geographic segment viz India. Therefore, the disclosure requirements of Ind AS 108 "Operating Segments" are
not applicable.

25 RELATED PARTY TRANSACTIONS

In compliance with Indian Accounting Standard 24 - "Related Party Disclosures" notified under the Companies
(Accounts) Rules, 2015, the required disclosures are given in the table below:

28 (a) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign
entities (Intermediaries) with the understanding that the Intermediary shall directly or indirectly lend or invest
in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate
Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

28(b) The Company has not received any funds from any person(s) or entity(ies), including foreign entities (Funding Party)
with the understanding (whether recorded in writing or otherwise) that the Company shall directly or indirectly lend
to or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party
(Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

The weighted average remaining contractual life for the share options outstanding as at 31 March 2025 was 3.33
years (31 March 2024 : 4.52 years). The weighted average share price for the options exercised during the year was
' 562.78 (31 March 2024 : ' 803.88). Maximum Term of the options is 7 Years.

The weighted average fair value of the options granted during the year was ' 880.68 (31 March 2024 : ' 545.09). The
weighted average share price for the options granted during the year was
' 1,540.37 (31 March 2024 : ' 803.88).

The aggregate compensation cost of ' 16.27 Crore (31 March 2024: ' 13.06 Crore) has been recognised under the
ESOP Plan 2017 and has been disclosed under Employee benefits expense under Note 19.

32 The 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.

33 During the year the Company has no transactions to report against the disclosure requirement relating to utilization
of share premium as notified by MCA pursuant to amended Schedule III of Companies Act, 2013.

34 CONTINGENT LIABILITIES:

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of
which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly
within the control of the Company or a present obligation that arises from past events where it is either not probable
that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be
made.

(i) It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above
pending resolution of the respective proceedings as it is determinable only on receipt of judgements/ decisions
pending with various forums/ authorities.

(ii) The Company does not expect any reimbursements in respect of the above contingent liabilities.

(iii) The Company's pending litigations comprise of claims against the Company pertaining to proceedings pending
with various direct tax, indirect tax and other authorities. The Company has reviewed all its pending litigations
and proceedings and has adequately provided for where provisions are required or disclosed as contingent
liabilities where applicable, in its standalone financial statements. The Company does not expect the outcome
of these proceedings to have a materially adverse effect on its standalone financial statements.

35 DETAILS OF DUES TO MICRO AND SMALL ENTERPRISES AS DEFINED UNDER THE MICRO, SMALL AND
MEDIUM ENTERPRISES DEVELOPMENT ACT, 2006.

Under the Micro, Small and Medium Enterprises Development (MSMED) Act, 2006, which came into force from 2
October 2006 and on the basis of the information and records available with the Company, the following disclosures
are made for the amounts due to the Micro and Small enterprises:

36 CORPORATE SOCIAL RESPONSIBILITY

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at
least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility
(CSR) activities. The areas for CSR activities are eradication of hunger and malnutrition, promoting education, art
and culture, healthcare, destitute care and rehabilitation, environment sustainability, disaster relief and rural
development projects. A CSR committee has been formed by the Company as per the Companies Act, 2013. The
funds were primarily allocated to a corpus and utilized through the year on these activities which are specified in
Schedule VII of the Companies Act, 2013.

37 CAPITAL MANAGEMENT

For the purpose of the Company's capital management, capital includes issued equity capital and all other equity
reserves attributable to the owners of the Company. The primary objective of the Company's capital management is
to maximise the shareholder value.

The Company manages its funds in a manner that it achieves maximum returns (net of taxes) with minimum risk to
the capital and considers the liquidity concerns for its working capital requirements.

To meet the above objectives, the Company invests it funds in bank fixed deposits receipts (FDRs), tax free bonds,
non convertible debentures and mutual funds as per the Company's investment policy.

Since the Company has no loan and borrowings, the disclosure requirements related to capital management defined
in clause 135 (a) (ii), and (b) to (e) of Ind AS 1 "Presentation of Financial Statements" are not applicable to the Company.

38 INVESTOR EDUCATION & PROTECTION FUND

For the year ended 31 March 2025 and 31 March 2024 the Company is not required to transfer any amount into the
Investor Education & Protection Fund as required under relevant provisions of the Companies Act, 2013.

39 SOCIAL SECURITY CODE

The proposed Social Security Code, 2019, when promulgated, would subsume labour laws including Employees'
Provident Funds and Miscellaneous Provisions Act, 1952 and amend the definition of wages on which the organisation
and its employees are to contribute towards Provident Fund. The Company believes that there will be no significant
impact on its contributions to Provident Fund due to the proposed amendments. Additionally, there is uncertainty
and ambiguity in interpreting and giving effect to the guidelines of Hon. Supreme Court vide its ruling in February
2019, in the case of Surya Roshni Ltd. versus Employees Provident Fund, in relation to the scope of compensation on
which the organisation and its employees are to contribute towards Provident Fund. The Company will evaluate its
position and act, as clarity emerges.

40 DIVIDEND

Dividends declared by the Company are based on the profit available for distribution. On May 21,2025, the Board of
Directors of the Company have proposed a final dividend of
' 10 per share in respect of the year ended March 31,
2025 subject to the approval of shareholders at the Annual General Meeting, and if approved, would result in a cash
outflow of approximately
' 40.55 Crore.

Dividend paid during the year ended 31 March 2025 amounts to ' 40.46 Crore being final dividend of ' 10 per share
declared for the year ended 31 March 2024.

Dividend paid during the year ended 31 March 2024 amounts to ' 40.45 Crore being final dividend of ' 10 per share
declared for the year ended 31 March 2023.

41 Protean International DMCC a wholly owned subsidiary of Company is incorporated on August 27, 2024. The
subsidiary is incorporated in UAE as the holding company for international business. The subsidiary will be engaged
in providing IT/ITeS services across multiple countries.

42 No transactions to report against the following disclosure requirements as notified by MCA pursuant to amended
Schedule III:

(a) Crypto Currency or Virtual Currency

(b) Benami Property held under Benami Transactions (Prohibition) Act, 1988 (45 of 1988)

(c) Registration of charges or satisfaction with Registrar of Companies

(d) Relating to borrowed funds:

i. Wilful defaulter

ii. Utilisation of borrowed funds and share premium

iii. Borrowings obtained on the basis of security of current assets

iv. Discrepancy in utilisation of borrowings

v. Current maturity of long term borrowings

(e) No revaluation of Property, plant and equipment and other Intangible assets.

(f) The Company does not have any such transaction which is not recorded in the books of account that has been
surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961
(such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

43 SUBSEQUENT EVENTS

The Board of Directors of the Company unanimously approved at its meeting held on 21 May 2025, as recommended
by the audit committee, the Scheme of Arrangement under Sections 230 to 232 of the Companies Act, 2013 between
the Company and its wholly owned subsidiary, Protean Infosec Services Limited ('PISL'). Under the said Scheme,
PISL will demerge its Governance, Risk & Compliance and Managed SOC Services business to the Company and
retain the remaining business as defined under the Scheme. The Scheme of Arrangement is subject to the approval
of shareholders, creditors and the National Company Law Tribunal, Mumbai Bench. The Scheme, if approved will
be operative with effect from 01 April 2025. The Demerged Company, PISL, being a wholly owned subsidiary of
Company, there shall be no issue of shares as consideration for the transfer of the said undertaking and vesting of
the Demerged Undertakings.

There are no other subsequent events post the balance sheet date that require adjustment of, or disclosure, in the
financial statements.

As per our report of even date attached

For B S R & Associates LLP For and on behalf of the Board of Directors of

Chartered Accountants Protean eGov Technologies Limited

Firm's Registration No: 116231W/W-100024 (CIN: L72900MH1995PLC095642)

Shabbir Readymadewala Shailesh Haribhakti Suresh Sethi

Partner Chairman Managing Director and CEO

Membership No. 100060 DIN-00007347 DIN-06426040

Place: Mumbai Sandeep Mantri Maulesh Kantharia

Date : 21 May, 2025 Chief Financial Officer Company Secretary

Place: Mumbai
Date : 21 May, 2025


 
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