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Latent View Analytics Ltd. Directors Report
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You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 5231.96 Cr. P/BV 2.90 Book Value (Rs.) 87.03
52 Week High/Low (Rs.) 518/248 FV/ML 1/1 P/E(X) 26.41
Bookclosure 27/08/2024 EPS (Rs.) 9.57 Div Yield (%) 0.00
Year End :2026-03 

Your directors take pleasure in presenting the 20th (Twentieth) Board's Report covering the highlights of the business and operations of your Company ("the Company" or "LatentView"), along with the Audited Standalone and Consolidated Financial Statements for the Financial Year ended March 31, 2026.

1. HIGHLIGHTS OF FINANCIAL PERFORMANCE

The Standalone and Consolidated Financial Statements of your Company for the Financial Year ended March 31, 2026, have been prepared in accordance with the Indian Accounting Standards (Ind AS) as notified by the Ministry of Corporate Affairs and as amended from time to time. The financial performance of your Company for the Financial Year ended March 31, 2026, is summarised below:

(Amount in 7 million, except per equity share data)

Description

Standalone

Consolidated

FY 2025-26

FY2024-25

FY 2025-26

FY 2024-25

Revenue from Operations

3,975.43

3,471.25

10,601.92

8,478.43

Other Income

733.16

607.95

758.11

689.39

Total Income

4,708.59

4,079.20

11,360.03

9,167.82

Employee benefits expense

2,340.01

1,844.90

7,061.35

5,608.81

Finance Cost

16.67

21.91

99.57

65.57

Depreciation and Amortization

137.52

97.88

409.48

293.10

Other expenses

502.60

844.13

1,177.99

912.94

Total expenses

2,996.80

2,808.82

8,748.39

6,880.42

Profit before Tax & Exceptional Items

1,711.79

1,270.38

2,611.64

2,287.40

Exceptional items

-

-

-

-

Profit before tax

1,711.79

1,270.38

2,611.64

2,287.40

Tax Expense

417.29

444.59

590.40

552.43

Profit after tax

1,294.50

825.79

2,021.24

1,734.97

Earnings Per Share (in 7)

- Basic

6.26

4.01

9.59

8.45

- Diluted

6.25

3.99

9.56

8.41

Note: Previous year's figures have been regrouped/reclassified wherever necessary to correspond with the current year's classification/disclosure.

2. STATE OF COMPANY’S AFFAIRS

Your Company is a global digital analytics firm that inspires and transforms businesses to excel in the digital world by harnessing the power of advanced data analytics. By providing a 360-degree view of the digital consumer, your Company enables enterprises to predict new revenue streams, anticipate product trends, improve customer retention, and optimize investment decisions.

LatentView and its Subsidiaries are a trusted strategic partners to enterprises worldwide, including 40 Fortune 500 companies across the Technology, Financial services, CPG, Retail, and Healthcare sectors. With a global workforce of 1800 employees, the Company maintains a strong operational presence across the United States, Chile, Mexico, Germany, the United Kingdom, the Netherlands, Singapore, the United Arab Emirates, and India.

Integrating Decision Point strengthens our core expertise in data engineering, data science, and visualization, while expanding our consulting services to help clients prepare for GenAI. The Company plans to make targeted investments to accelerate the growth of Decision Point's solutions across primary markets in North America and Europe.

A comprehensive examination of your Company's operations, encompassing performance in markets, business outlook, as well as risks and concerns, is provided in the Management Discussion and Analysis report, a separate section of the Annual Report.

During the year under review, there was no change in the fundamental nature of your Company's business.

4. ACQUISITION

To strengthen the Company's strategic objective of AI-led business transformation and global expansion, the Board approved the acquisition of Decision Point Private Limited ("Decision Point") in tranches on March 28, 2024.

During the year under review, the Company acquired an additional 10% of the fully diluted equity share capital of Decision Point Private Limited ("Decision Point") on June 02, 2025, for a total consideration of INR 11.09 million, bringing its total shareholding to 80% thereby reinforcing management control and strategic alignment. Decision Point is a leader in AI-led Business Transformation and Revenue Growth Management (RGM) solutions and brings deep domain expertise in RGM, Demand Forecasting, Pricing Analytics, Promotion Analytics, Retail Segmentation, and Marketing Mix Models, with a specialized focus on CPG brands.

The acquisition of Decision Point has strengthened the Company's capabilities by adding marquee CPG clients, enhancing GenAI readiness, and expanding access to high-quality talent pools in Gurgaon and Latin America. The transaction is expected to create significant cross-selling opportunities, deepen domain-led AI offerings, and accelerate growth in priority markets, particularly North America and Europe. The Company remains committed to investing in scaling Decision Point's solutions and expanding its global footprint to drive long-term shareholder value.

5. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report pursuant to Regulation 34(2) read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, amended from time to time, ("Listing Regulations") is presented as a distinct section within this Annual Report. The Audit Committee of your Company has reviewed the Management Discussion and Analysis Report of the Company for the year ended March 31, 2026.

6. DIVIDEND

In accordance with Regulation 43A of the Listing Regulations, the Company has adopted a Dividend Distribution Policy. This policy sets out the parameters and circumstances to

be considered by the Board in determining the distribution of dividend to its shareholders and/or retaining of profits in the business, in the interest of providing transparency to the shareholders.

The Policy is available on the Company's website and can be accessed at https://www. latentview.com/investor-relations/corporate-qovernance/.

Consistent with our Dividend Distribution Policy and considering the requirements to fund the growth prospects of the Company, both organic and inorganic, your directors have not recommended any dividend for the Financial Year 2025-26.

Your Company did not have any amounts due or outstanding as on March 31, 2026, to be credited to the Investor Education and Protection Fund.

7. TRANSFER TO RESERVES

Your directors do not propose to transfer any amounts to the general reserves of the Company for the year under review. It is proposed to retain the entire profit for the financial year ended March 31, 2026, in the Profit and Loss Account, to be utilized for the Company's future business requirements and strategic initiatives.

8. SHARE CAPITAL & LISTING

During the year under review, there was no change in the Authorised Share Capital of your Company. The Authorised Share Capital as on March 31, 2026, was ? 30,00,00,000, comprising 30,00,00,000 Equity Shares of ? 1/- each.

The Paid-up Equity Share Capital of the Company increased during the year pursuant to the allotment of shares under the Company's Employee Stock Option Scheme. The movement in the paid up equity share capital during the Financial Year is summarized below:

Your Company has not issued any shares with differential voting rights nor any sweat equity shares during the year under review.

The Company has not bought back any of its securities during the financial year ended March 31, 2026.

The Equity Shares of your Company continued to be listed on the National Stock Exchange of India Limited and BSE Limited. Both these stock exchanges have nationwide trading terminals. Your Company confirms that it has paid the Annual Listing Fees for the financial year 2026-27 to both the exchanges within the prescribed timelines.

9. DIRECTORS AND KEY MANAGERIAL PERSONNEL(“KMP”)Composition of Board

As on March 31, 2026, the Board of Directors of your Company comprised of 7 Directors, viz., 2 Executive Directors and 5 Independent Directors, including 1 woman Independent Director as detailed below:

Appointment

Based on the recommendation of the Nomination and Remuneration Committee ('NRC'), Anindya Ghose (DIN: 10243913) was appointed as an Additional Director (Independent) with effect from May 02, 2025. His appointment as an Independent Director for a first term of five consecutive years was approved by the Members at the 19th Annual General Meeting ('AGM') of the Company held on July 22, 2025.

Reappointments

A. Independent Directors:

Pursuant to the provisions of Sections 149(10) and 152 of the Companies Act, 2013, read with Regulation 25 of the Listing Regulations, and based on the recommendation of the Nomination and Remuneration Committee following comprehensive performance evaluations, the Board of Directors, at its meeting held on May 16, 2026, approved the re-appointment of the following Independent Directors. These re-appointments are for a second term of five consecutive years, subject to the approval of the Members by way of a Special Resolution conducted via Postal Ballot:

Sl. No.

Name of the Director

DIN

Designation/Category

1

A.V. Venkatraman

01240055

Executive Chairperson

2

Pramadwathi Jandhyala

00732854

Whole-Time Director

3

Dipali Sheth

07556685

Independent Director

4

Mukesh Butani

01452839

Independent Director

5

R. Raghuttama Rao

00146230

Independent Director

6

Reed Cundiff

09241056

Independent Director

7

Anindya Ghose

10243913

Independent Director

Detailed profiles of the Directors are available on our website at https://www.latentview. com/.

Key Managerial Personnel

In terms of Section 203 of the Act read with Rule 8 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the following are the Key Managerial Personnel of the Company as on March 31, 2026:

Sl. No.

Name

Designation

1

Rajan Sethuraman

Chief Executive Officer

2

Rajan Bala Venkatesan

Chief Financial Officer

3

P. Srinivasan

Company Secretary & Compliance Officer

Name of the Director

DIN

Term

From

To

R. Raghuttama Rao

00146230

July 23, 2026

July 22, 2031

Reed Cundiff

09241056

July 23, 2026

July 22, 2031

B. Whole-Time Directors:

Pursuant to Sections 196, 197, and 203 of the Companies Act, 2013, read alongside Schedule V and Regulation 17(6)(e) of the Listing Regulations, and based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors, at its meeting held on May 16, 2026, approved the re-appointment of the following Whole-Time Directors. These re-appointments are for an additional term of five consecutive years, subject to shareholder approval via an Ordinary Resolution conducted through a Postal Ballot:

Name of the Director

DIN

Term

From

To

A.V. Venkatraman

01240055

August 05, 2026

August 04, 2031

Pramadwathi Jandhyala

00732854

August 05, 2026

August 04, 2031

Director liable to retire by rotation:

In accordance with Section 152 of the Companies Act, 2013, Pramadwathi Jandhyala (DIN: 00732854), Whole-Time Director, is liable to retire by rotation at the ensuing Annual General Meeting (AGM). Being eligible, she offers herself for re-appointment. Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors recommends her re-appointment for the consideration of the Members.

Resignation:

There was no resignation of Directors/KMP during the year under review.

Completion of Tenure:

Dipali Sheth (DIN: 07556685) and Mukesh Butani (DIN: 01452839) will complete their first term as Independent Directors of the Company on June 17, 2026 and July 22, 2026, respectively, and will not be continuing for a second term.

The Board places on record its sincere appreciation to Dipali Sheth and Mukesh Butani for the invaluable guidance rendered during their respective tenures on the Board.

In compliance with Secretarial Standard-2 issued by the Institute of Company Secretaries of India and Regulation 36 of the Listing Regulations, the brief profile and other statutory particulars of the Directors proposed for re-appointment are detailed in the Notice of the Postal Ballot or the Notice of the ensuing Annual General Meeting, as applicable.

None of the Directors of the Company are disqualified from serving as a Director pursuant to Section 164 of the Companies Act, 2013. A certificate confirming this compliance, issued by a Practicing Company Secretary in accordance with Regulation 34(3) read with Schedule V of the Listing Regulations, is annexed to the Corporate Governance Report. Furthermore, all Directors have submitted the requisite disclosures under Section 184 and other applicable provisions of the Act.

10. INDEPENDENT DIRECTORS

Your Company remains committed to the highest standards of corporate governance by maintaining an optimal Board composition. As the Chairperson of the Board, Mr. A.V. Venkatraman, is an Executive Director, more than two thirds of the Board consists of Independent Directors, in compliance with Regulation 17(1)(b) of the Listing Regulations.

To further enhance the Board's collective expertise and independent oversight, Anindya Ghose (DIN: 10243913) was appointed as an Independent Director, effective May 2, 2025. His appointment for an initial term of five consecutive years was subsequently

approved by the Members via a Special Resolution at the 19th Annual General Meeting held on July 22, 2025. Further details are provided in the Directors and Key Managerial Personnel section above.The following Non-Executive Directors meet the criteria of independence as defined under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations:

1. Dipali Sheth (DIN: 07556685)

2. Mukesh Butani (DIN: 01452839)

3. R. Raghuttama Rao (DIN: 00146230)

4. Reed Cundiff (DIN: 09241056)

5. Anindya Ghose(DIN: 10243913)

Pursuant to Section 149(7) of the Act and Regulations 16(1)(b) and 25(8) of the Listing Regulations, the Company has received annual declarations from all Independent Directors confirming their continued adherence to the independence criteria prescribed under the Act and the Listing Regulations and that they are not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact their ability to discharge their duties with an objective independent judgment and without any external influence. The Independent Directors have also confirmed their compliance with the Code for Independent Directors prescribed under Schedule IV of the Act and with the Code of Conduct of the Company, and that they have registered their names in the Independent Directors' Databank maintained by the Indian Institute of Corporate Affairs in terms of Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014.

In terms of Rule 8(5)(iiia) of the Companies (Accounts) Rules, 2014, the Board, after undertaking due assessment of the veracity of the declarations submitted by the Independent Directors, is of the opinion that the Independent Directors of the Company are persons of integrity and possess the requisite qualifications, experience, expertise and proficiency, fulfil the conditions specified in the Act and the Rules made thereunder as well as the Listing Regulations, and are independent of the management of the Company.

Your Company has established a familiarisation programme for its Independent Directors covering their roles and responsibilities and the nature of the industry in which the Company operates, and the business model of the Company. The details of the familiarisation programmes imparted for Independent Directors are available on the website of the Company at https://www.latentview.com/investor-relations/corporate-governance/.

Pursuant to Schedule IV of the Companies Act, 2013, and Regulation 25(3) of the Listing Regulations, the Independent Directors held two dedicated meetings during the financial year (on July 21, 2025, and February 1, 2026). To ensure completely objective oversight, Company management and Non-Independent Directors were not present. During these sessions, the Independent Directors:

• Evaluated the overall performance of the Board and the Non-Independent Directors.

• Reviewed the performance of the Chairperson, factoring in feedback from both Executive and Non-Executive Directors.

• Assessed the quality, volume, and timeliness of information shared by management to guarantee the Board can execute its duties effectively.

All Independent Directors were present at both meetings.

11. DIRECTOR’S RESPONSIBILITY STATEMENT

The Financial Statements are prepared in accordance with Ind AS as prescribed under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Rules, 2016, as amended thereof.

Pursuant to Section 134(3)(c) read with 134(5) of the Act, the Board of Directors of your Company hereby states and confirms that:

a) in the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;

b) 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 at the end of the Financial Year and of the profit and loss of the Company for that period;

c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the Directors have prepared the annual accounts on a going concern basis;

e) the Directors have laid down Internal financial controls to be followed by the Company and that such Internal financial controls are adequate and are operating effectively; and

f) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

12. BOARD MEETINGS

During the financial year under review, the Board of Directors convened four times: on May 2, 2025; July 21, 2025; October 24, 2025; and February 1, 2026. The interval between any two consecutive meetings did not exceed 120 days, maintaining strict compliance with Section 173(1) of the Companies Act, Regulation 17(2) of the Listing Regulations, and the applicable Secretarial Standards issued by the Institute of Company Secretaries of India. A requisite quorum was present at all meetings. Comprehensive details regarding Board composition, meeting dates, and Director attendance are set forth in the Corporate Governance Report, which forms an integral part of this Annual Report.

The Comprehensive details regarding the meetings held, attendance of members and terms of reference for each Committee during the year under review are provided in the Corporate Governance Report, which forms an integral part of this Annual Report.

All recommendations made by the respective Committees of the Board during the financial year 2025-26 were duly accepted by the Board of Directors.

14. CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standards of Corporate Governance and adhere to the Corporate Governance requirements set out by the Securities and Exchange Board of India. The report on Corporate Governance as stipulated under Listing Regulations is attached to this report.

Certificate from M/s Alagar & Associates LLP (Formerly known as M. Alagar & Associates), Practicing Company Secretaries, confirming the compliance with the conditions of Corporate Governance as stipulated under the Listing Regulations, is attached to the Corporate Governance Report.

15. SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS, COURTS OR TRIBUNALS

During the year under review, no significant or material orders were issued by regulators, courts, or tribunals against your Company that would affect its going concern status or future operations.

16. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR, ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR

During the year under review, your Company did not initiate any applications, nor did it have any pending proceedings under the Insolvency and Bankruptcy Code, 2016.

17. DETAILS OF THE DIFFERENCE BETWEEN THE AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING A LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS, ALONG WITH THE REASONS THEREOF

During the year under review, your company did not require a valuation for one-time settlements or while obtaining loans from banks/financial institutions at any point during the period under review.

19. SUBSIDIARY COMPANIES

Your Company has the following subsidiaries as on March 31, 2026:

18. WHISTLE BLOWER POLICY - VIGIL MECHANISM

Pursuant to provisions of Section 177(9) of the Act and Regulation 22 of the Listing Regulations, your Company has adopted a Whistle Blower Policy and has established the necessary Vigil Mechanism for Directors and employees, whereby direct access to the Chairperson of the Audit Committee was provided. The Policy aims to provide an appropriate platform and protection to whistleblowers to report instances of any actual or suspected incidents of unethical practices, violation of applicable laws and regulations, including, without limitation, the Integrity Code and/or Securities Dealing Code. The Policy also provides for adequate safeguards against victimization of the whistleblower. The Audit Committee reviews on a quarterly basis, the complaints received under the vigil mechanism.

Your Company hereby affirms that during the year under review, no incident was reported under the vigil mechanism and no person has been denied access to the Audit Committee. Whistle Blower policy is available on the website of your Company at https:// www.latentview.com/investor-relations/corporate-qovernance/.

In accordance with Regulation 16(1)(c) of the Listing Regulations, the Company has a Board-approved Policy for Determining Material Subsidiaries. As per the criteria defined in the said policy, LatentView Analytics Corporation, USA, is a 'Material Subsidiary' of your Company. The Policy is available on the Company's website at: https://www. latentview.com/investor-relations/corporate-governance/.

As of March 31, 2026, your Company does not have any Associate Company/Joint Venture as defined under the provisions of the Act.

During the year, the Board of Directors reviewed the affairs of the subsidiaries. Pursuant to Section 129(3) of the Act, a statement containing salient features of the Financial Statements of your Company's Subsidiaries (including their performance and financial position) in Form AOC-1 is annexed to this report as "Annexure - 1".

The contribution of subsidiaries to the overall performance of your Company is outlined in Note No. 31 of the Consolidated Financial Statements.

Further, pursuant to the provisions of Section 136 of the Act, the Audited Financial Statements of your Company (Standalone & Consolidated) and all other relevant documents and audited Financial Statements of subsidiaries, are available on the Company's website at https://www.latentview.com/investor-relations/financial-results-reports/#financial-results.

20. EMPLOYEE STOCK OPTION PLAN “ESOP”

Your Company maintains the Employee Stock Option Plan 2016 (the 'ESOP'), administered in accordance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

The principal objectives of this plan are to:

• Reward the employees for their performance and contribution to the success and growth of LatentView.

• Provide commensurate incentives for exceptional performance, fostering long-term wealth creation for both the Company and its employees.

• Offer professional partners the opportunity to participate as financial stakeholders in the Company's equity.

• Attract and retain top talent.

The details of stock options granted & exercised during the year are provided in Note No. 15.1 of the Standalone Financial Statements.

The Secretarial Auditor's certificate on the implementation of share-based schemes in accordance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, will be placed at the 20th AGM for inspection by the members.

Further, pursuant to SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, the applicable disclosure as on March 31, 2026, is uploaded on the website of your Company https://www.latentview.com/investor-relations/financial-results-reports/#financial-results.

21. INTERNAL FINANCIAL CONTROLS AND ITS ADEQUACY

Internal financial controls are an integral part of the risk management process, addressing financial and financial reporting risks. They are commensurate with the size and nature of operations. These controls have been embedded within our business processes.

Assurance on the effectiveness of internal financial controls is achieved through a monitoring and review process by management and internal auditors during the course of their audits. We believe that these systems provide reasonable assurance that our internal financial controls are designed effectively. The Audit Committee reviews the reports submitted by the internal auditors. Suggestions for improvement are considered, and corrective actions are undertaken.

22. AUDITORS AND AUDITORS REPORT Statutory Auditors

M/s Price Waterhouse Chartered Accountants LLP, Chartered Accountants (Firm Registration No. 012754N/N500016), were appointed as the statutory auditors of the company at the 18th AGM held on August 27, 2024, for the term of five (5) consecutive years till the conclusion of the 23rd AGM to be held in the year 2029.

The Auditors have confirmed their eligibility and qualification as required under the Act and Listing Regulations for holding the office as Statutory Auditors of your Company.

The Auditors' Report on the Standalone and Consolidated Financial Statements does not contain any qualification, reservation, or adverse remark on the Financial Statements for the Financial Year ended March 31, 2026. The Notes on Financial Statements referred to in the Auditors' Report are self-explanatory and do not call for any further comments.

Secretarial Auditors

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s Alagar & Associates LLP (Formerly known as M. Alagar & Associates), Practicing Company Secretaries, were

appointed as the Secretarial Auditors by the members in the 19th AGM held on July 22, 2025 for a term of upto 5 (Five) consecutive years, to hold office from the conclusion of the 19th AGM till the conclusion of 24th AGM of the Company to be held in the Calendar Year 2030.

The Secretarial Audit Report for the financial year ended March 31, 2026, issued in Form MR-3 pursuant to the Act and Regulation 24a of the Listing Regulations, is annexed to this Report as "Annexure - 2". The said report does not contain any qualifications or observations.

Internal Auditors

Pursuant to the provisions of Section 138 of the Act and the Companies (Accounts) Rules, 2014, M/s. BDO India LLP, Chartered Accountants, were re-appointed as the Internal Auditors of the Company at the Board Meeting held on May 02, 2025, to conduct the internal audit for the financial year 2025-26.

The Internal Auditor of the company reports functionally to the Audit Committee, which reviews and approves the risk-based annual internal audit plan. The Audit Committee periodically reviews the performance of the internal audit function. Furthermore, recommendations from the internal audit team regarding necessary improvements to operating procedures and control systems are presented to the Audit Committee, enabling the relevant teams to utilize these insights to strengthen operations.

Cost Auditors

The provisions of Section 148 of the Act and Companies (Cost Records and Audit) Rules, 2014 relating to the maintenance of cost records and the appointment of Cost Auditors are not applicable to your Company.

During the year under review, neither the Statutory Auditors nor the Secretarial Auditors have reported any instances of fraud committed in the Company by its officers or employees to the Audit Committee under Section 143(12) of the Act.

23. ANNUAL RETURN

Pursuant to Section 92(3) and Section 134(3)(a) of the Act together with Rule 12 of the Companies (Management and Administration) Rules, 2014, your Company has placed a copy of the annual return as of March 31, 2026, on its website at https://www.latentview. com/investor-relations/financial-results-reports/.

24. REWARDS & RECOGNITION

Your Company and its leadership continued to receive widespread recognition from leading global analyst firms, industry bodies, and communications forums during the financial year 2025-26, affirming the Company's position as a trusted partner in data analytics and Al-led business transformation.

25. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO(A) Conservation of energy

(i) Steps taken conserve energy

The Company remains committed to responsible energy management and continuous improvement in energy efficiency across its operations. During the year, the Company continued its efforts to optimize energy consumption through energy-efficient LED lighting, power management settings on office equipment, ENERGY STAR-rated electrical appliances, and optimization of HVAC systems across its facilities.

As part of the office space revamp undertaken during the year, workspaces were redesigned to maximize natural daylight, thereby reducing reliance on artificial lighting during operational hours. The Company also strengthened its energy management practices by installing AC monitoring systems across meeting rooms and office spaces, enabling better regulation of air-conditioning usage and minimizing unnecessary energy consumption.

To further improve energy efficiency, HVAC operation schedules were configured to ensure air-conditioning systems are switched off after office hours. Temperature settings were maintained between 24°C and 25°C to optimize chiller utilization while ensuring employee comfort. In addition, the facilities team implemented operational

measures to enhance HVAC performance by continuously monitoring occupancy levels and employee footfall across office bays, adjusting Air Handling Unit (AHU) frequencies and temperature settings to align cooling demand with actual usage patterns.

The Company also optimized its power infrastructure by replacing the existing 80 KVA conventional UPS module with a 60 KVA modular UPS system, aligning power capacity with operational requirements and improving overall energy efficiency. This upgrade has resulted in estimated energy cost savings and efficient consumption of energy while maintaining reliable power backup for operations.

There have been measurable improvements in the Company's energy performance during the year. Compared to the previous financial year, total energy consumption reduced by 14.58%, while grid electricity consumption declined by 53.62%, reflecting the impact of the Company's energy efficiency initiatives and optimized energy management practices.

(ii) Steps taken by the Company for utilizing alternate sources of energy

The Company continued to strengthen its renewable energy transition during the year, with renewable energy consumption increasing by 40.93% compared to the previous financial year, primarily driven by renewable electricity procured for the Chennai SEZ facility. The increased share of renewable energy, together with the reduced dependence on grid electricity, contributed to a 63.69% reduction in Scope 2 greenhouse gas emissions, reinforcing the Company's commitment to decarbonizing its operations.

The Company remains committed to identifying opportunities to improve energy efficiency, enhance operational performance, and support its long-term sustainability objectives through prudent investments and operational excellence.

(B) Technology absorption

LatentView maintains a strategic focus on deploying advanced algorithms and technologies to address complex business requirements across the Digital, BFSI, Industrial, Consumer Goods, and Retail sectors. The Company's methodology integrates structured and unstructured data sourced from both clients' proprietary systems and public domains to generate comprehensive business intelligence.

Over the preceding fiscal year, LatentView successfully deployed numerous domain-specific Generative Artificial Intelligence (GenAI) solutions. Utilizing leading platforms, including Azure OpenAI, Gemini, and Claude, these enterprise-ready solutions support critical functions such as knowledge management, market research, automated quality control, and insights generation. By synthesizing data across text, video, image, and voice silos, these solutions actively enhance end-user satisfaction and inform executive decision-making.

Internally, the Company has integrated advanced AI assistants into daily operations to accelerate code generation, data validation, and pipeline monitoring. The resulting operational efficiencies empower our analysts to execute higher-value strategic projects, thereby driving increased business impact for our clients. Furthermore, LatentView continues to invest heavily in strategic alliances with leading ecosystem partners, including Microsoft Fabric, Databricks, Snowflake, and Anthropic, alongside major cloud providers (Azure, GCP, and AWS). These investments ensure our consultants remain equipped with premier data engineering, data science, and visualization capabilities to deliver exceptional analytical solutions.

(C) Foreign exchange earnings and outgo

During the Financial Year under review, your Company had foreign exchange earnings of ? 3,595.81 million and Foreign Exchange Outgo of ? 75.26 million.

26. DEPOSITS

Your Company has not accepted any deposits during the year under review, falling within the ambit of Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014.

27. DISCLOSURES AS REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Your Company is committed to providing a healthy work environment to all employees, ensuring a workplace free from prejudice, discrimination, and gender bias. In accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013, and the rules framed thereunder, the Company has implemented a gender-neutral Policy for the Prevention, Prohibition, and Redressal of Sexual Harassment at the Workplace ("POSH").

To ensure effective implementation, the Company has duly constituted an Internal Complaints Committee (ICC) and established a robust grievance procedure that includes specific protection against victimization.

Key initiatives undertaken during the year to sensitize employees and train ICC members include:

1. All employees are required to undergo a mandatory e-learning module on "Prevention of Sexual Harassment at Workplace.

2. In-person workshops are organised for ICC Members, HR personnel and for Managers and employees at a specified grade level.

3. All new joiners are trained on the Prevention of Sexual Harassment during their induction program.

4. The constitution of the ICC is prominently displayed within the office premises and is regularly communicated to employees via email.

The POSH policy is available on the Intranet and also on the website of your Company at https://www.latentview.com/investor-relations/corporate-qovernance/#corporate-qovernance for employees to access as and when required.

The following is a summary of the complaints received and disposed of during the financial year under review:

(a) number of complaints of sexual harassment received in the year - NIL

(b) number of complaints disposed off during the year - NA

(c) number of cases pending for more than ninety days - NA

28. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Pursuant to Section 134(3)(g) of the Companies Act, 2013, particulars of loans, guarantees and investments under Section 186 of the Companies Act, 2013 ('Act') made by your Company are set out in Note No.8.5 to the Standalone Financial Statements of your Company.

29. RELATED PARTY TRANSACTIONS

In accordance with the provisions of the Act and the Listing Regulations, your Company has formulated a Related Party Transactions (RPT) Policy, which is being periodically reviewed by the Audit Committee and approved by the Board of Directors. The RPT Policy is available on your Company's website at https://www.latentview.com/investor-relations/corporate-governance/.

All transactions entered into with related parties during the year under review were in the ordinary course of business and on an arm's length basis and were approved by the Audit Committee and the Board of Directors.

During the year under review, there were no material transactions with related parties that exceeded the thresholds prescribed under the Listing Regulations or the Act, and therefore, no approval from the members was required.

For transactions that were repetitive in nature, the Company obtained omnibus approvals from the Audit Committee and Board. These transactions were reviewed on a quarterly basis by both the Audit Committee and the Board.

The Company confirms that all related party transactions during FY 2025-26 were in compliance with the Industry Standards on "Minimum Information to be provided to the Audit Committee and Shareholders for approval of Related Party Transactions" formulated by the Industry Standards Forum (ISF) effective September 1, 2025. The requisite minimum information, including transaction-wise details under Part A and Part B of the said Industry Standards, as applicable was placed before the Audit Committee to enable informed assessment and approval of each related party transaction.

Particulars of the contracts, arrangements or transactions entered into during Financial Year 2025-26, falling under the scope of Section 188(1) of the Act, are provided in the prescribed Form AOC-2, annexed to this report as "Annexure - 3".

Pursuant to Regulation 23(9) of the Listing Regulations, your Company has filed the reports on related party transactions with the Stock Exchanges.

30. RISK MANAGEMENT

Your Company's Risk Management practice ensures that its long-term vision and mission are sustained. The practice identifies, assesses, and prioritises risks, implementing effective strategies to mitigate them. It continuously evaluates the various risks surrounding the business and seeks to review and upgrade its risk management process. To further this endeavour, your Board continually formulates strategies directed at mitigating these risks, which are implemented at the executive management level, with regular updates provided to the Board.

The composition of the Risk Management Committee and its terms of reference are included in the Corporate Governance Report, which forms part of this Report.

The level of business and financial risk inherent in your Company's operations is commensurate with that of other firms operating in the same industry. Your Company has a robust enterprise risk management framework to identify and evaluate business risks and opportunities. This framework seeks to create transparency, minimise any adverse impact on business objectives, and enhance your Company's competitive advantage. The Risk Management Policy is available on your Company's website at https://www. latentview.com/investor-relations/corporate-qovernance/#corporate-qovernance.

31. CORPORATE SOCIAL RESPONSIBILITY (CSR)

Your Company remains committed to its social responsibilities and has a well-defined Corporate Social Responsibility (CSR) Policy. This policy outlines the Company's philosophy and the focus areas for its social initiatives. The CSR Policy is available on the Company's website at https://www.latentview.com/investor-relations/corporate-governance/#corporate-governance.

In accordance with the provisions of Sections 134 and 135 of the Act, read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, and Rule 9 of the Companies (Accounts) Rules, 2014, a detailed report on the CSR activities undertaken during the year under review is provided in the "Annual Report on CSR". This report is annexed to this Board's Report as "Annexure - 4".

32. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

Pursuant to Regulation 34(2)(f) of the Listing Regulations, your Company is providing the prescribed disclosures on ESG parameters as part of the Business Responsibility and Sustainability Report ("BRSR"), which is annexed to this report as "Annexure - 5". The BRSR indicates the Company's performance against the principles of the 'National Guidelines on Responsible Business Conduct'. This report is intended to provide stakeholders with a comprehensive insight into the Company's ESG initiatives and sustainable business practices.

33. BOARD EVALUATION

The annual evaluation of the performance of the Board for FY 2025-26 was carried out with the help of an external agency. An online evaluation of the Board, Board Committees, Chairperson and individual Directors was conducted through a structured online questionnaire. The evaluation also covered specific criteria and the grounds on which all Directors in their individual capacity were evaluated, including the fulfilment of the independence criteria for Independent Directors as laid down in the Act and the Listing Regulations.

The evaluation of the performance of the Board, its Committees, the Chairperson, and the Directors, along with the suggestions emanating from the performance evaluation exercise, were reviewed by the Independent Directors at their separate meeting held on February 01, 2026, by the Nomination and Remuneration Committee at its meeting held on January 21, 2026 and by the Board of Directors at its meeting held on February 01, 2026.

The Board evaluation outcome, showcasing the strengths of the Board and areas for improvement in the processes and related issues for enhancing Board effectiveness, was discussed by the Nomination and Remuneration Committee and the Board. Overall, the Board expressed its satisfaction with the performance evaluation process as well as the performance of all Directors, Committees and the Board as a whole.

The recent evaluation concluded that the Board of Directors possesses a well-balanced composition of skills and expertise to execute its oversight duties effectively. A detailed matrix mapping these core competencies to individual Directors is set forth in the Corporate Governance Report, which forms an integral part of this Annual Report.

34. PARTICULARS OF REMUNERATION TO DIRECTOR AND EMPLOYEES

The remuneration paid to the directors is in accordance with the Nomination and Remuneration Policy formulated in accordance with Section 178 of the Act and Regulation 19(4) read with Part D of Schedule II of the Listing Regulations (including any statutory modification(s) or re-enactment(s) thereof for the time being in force). Details of the ratio of remuneration to each Director to the median employee's remuneration and details of remuneration paid to employees pursuant to Section 197(12) of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are annexed to this report as "Annexure - 6".

The statement detailing the top ten employees on the payroll, as well as particulars of employees receiving remuneration in excess of INR 102 lakhs per annum (or INR 8.5 lakhs per month for those employed for a part of the financial year), as required under Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms an integral part of this Report. However, in accordance with the provisions of Section 136 of the Companies Act, this annexure is not being circulated along with the Annual Report. Members interested in obtaining a copy of these particulars may write to the Company Secretary at investorcare@latentview.com. Furthermore, this annexure will be available for inspection by Members at the Registered Office of the Company during standard business hours on working days, till the date of the ensuing Annual General Meeting.

35. COMMISSION RECEIVED BY DIRECTOR(S) FROM HOLDING OR SUBSIDIARY COMPANY

No remuneration or commission paid to the directors of the Company (Holding Company) from any of its subsidiaries.

36. SECRETARIAL STANDARDS

Pursuant to the provisions of Section 118(10) of the Act, the Company complies with all applicable mandatory Secretarial Standards as issued by the Institute of Company Secretaries of India ("ICSI").

37. DIRECTORS & OFFICERS INSURANCE POLICY

Your Company maintains a Directors and Officers (D&O) liability insurance policy, with coverage limits and terms expressly approved by the Board of Directors. This policy is in strict compliance with the requirements set forth in Regulation 25(10) of the SEBI Listing Regulations.


38. CODE FOR PREVENTION OF INSIDER TRADING

In accordance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, the Company has implemented the following policies/codes, which are available on its website at https://www.latentview.com/investor-relations/corporate-governance/#corporate-governance:

• Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information

• Policy for Procedure of Inquiry in Case of Leak or Suspected Leak of Unpublished Price Sensitive Information

This code lays down guidelines advising management, Designated Persons and other connected persons on the procedures to be followed and disclosures to be made by them while dealing with the shares of the Company and while handling any Unpublished Price Sensitive Information, while also cautioning them of the consequences of violations.

All compliances relating to the Code of Conduct for the Prevention of Insider Trading are managed through a secure, web-based, automated compliance platform. This system serves as a centralized solution for tracking the trades and holdings of Designated Persons and their immediate relatives, as well as managing pre-clearance requests.

In compliance with the abovementioned Regulations, a Structured Digital Database (SDD) is maintained by your Company, and necessary entries were made to monitor and record the flow of sharing any Unpublished Price Sensitive Information. Adequate training was provided to all employees on the compliance procedures stipulated in the SEBI (Prohibition of Insider Trading) Regulations, 2015.

39. DISCLOSURE AS REQUIRED UNDER THE MATERNITY BENEFIT ACT, 1961/CODE ON SOCIAL SECURITY, 2020

In terms of Rule 8(5)(xiii) of the Companies (Accounts) Rules, 2014, as introduced by the Companies (Accounts) Second Amendment Rules, 2025, the Board of Directors hereby confirms that during the financial year ended March 31, 2026, the Company has complied with all applicable provisions of the Maternity Benefit Act, 1961, as subsumed and consolidated under Chapter VI of the Code on Social Security, 2020, and the rules framed thereunder, as amended from time to time.

40. MATERIAL CHANGES AND COMMITMENTS

There have been no material changes or commitments affecting the financial position of the Company that have occurred between the end of the Financial Year of the Company to which the Financial Statements relate and the date of this Report.

The Company did not undergo any change in the nature of its business during the Financial Year 2025-2026.

41. ACKNOWLEDGEMENTS

Your Directors would like to place on record their gratitude for all the guidance and co-operation received from all its clients, vendors, bankers, financial institutions, business associates, advisors, and regulatory and government authorities. Your Directors also take this opportunity to thank all its shareholders and stakeholders for their continued support and all the employees for their valuable contribution and dedicated service.


 
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