The Board of Directors are pleased to present the 14^th Board's Report along with the Audited Financial Statements of L&T
Technology Services Limited ('LTTS' or 'the Company') for the financial year ended March 31, 2026.

Financial Results

The Company's financial performance for the financial year ended March 31, 2026, is summarized below:

Transfer to Reserves

The Company has not transferred any amount to the reserves during the current financial year.

Performance of the Company

A. State of Company Affairs

The gross sales and other income for the financial year under review were 194,223 Million as against 187,156 Million for
the previous financial year registering an increase of 8.1%. The profit before tax from continuing operations, including
extraordinary and exceptional items was 115,739 Million and the profit after tax from continuing operations including
extraordinary and exceptional items was 111,551 Million for the financial year under review as against 115,816 Million and
111,473 Million respectively for the previous financial year, registering a decrease of 0.5 % and an increase of
0.7 % respectively.

B. Segmental Performance

The Company has streamlined and simplified its organizational structure into three business segments, namely Mobility,
Sustainability and Tech. During the year under review, the contribution to the revenue from various business segments were
as follows:

The detailed segmental performance is referred to in Note No. 38 of the Notes forming part of the standalone
financial statements.

C. Geographical Performance

The revenue contribution of the Company from various geographies is mentioned herein below:

D. Capital Expenditure

As on March 31, 2026, the gross fixed and intangible assets including leased assets, stood at 122,052 Million (previous
year 122,702 Million) and the net fixed and intangible assets, including leased assets, at 112,584 Million (previous year
112,745 Million). Capital Expenditure during the year is 11,458 Million (previous year 1974 Million).

E. Material Event during the year

During the year under review, the Company entered into a Business Transfer Agreement on March 25, 2026, for the
divestment of its Smart World and Communication Business Unit (“SWC Unit") as a going concern on a slump sale basis to
AMI Paradigm Solutions Private Limited, for a cash consideration of 1452 Crore, subject to customary working capital, net
debt and other adjustments. The proposed transaction is aligned with the Company's strategic priorities and is expected to
be completed on or before September 30, 2026, subject to satisfaction of conditions precedent. Save as aforesaid, there
were no other material event during the financial year.

Subsidiary/Associate/Joint Venture Companies

The following is the Group structure of the Company:

*Holding in the company - 74%

All other subsidiaries are wholly owned.

As on March 31, 2026, the Company has 15 subsidiaries
and there has been no material change in the nature of the
business of the subsidiaries. There are no associates or joint
venture companies within the meaning of Section 2(6) of the
Companies Act, 2013 (the “Act").

The Company has formulated a policy on the identification
of material subsidiaries in line with Regulation 16(1)
(c) of the Securities & Exchange Board of India (Listing
Obligations & Disclosure Requirements) Regulations, 2015
(“SEBI Listing Regulations"), as amended, and the same is
placed on the website at https://www.ltts.com/investors/
corporate-governance. The Company has one material
subsidiary viz: L&T Technology Services LLC. Since this
material subsidiary is not incorporated in India, Secretarial
Audit pursuant to Regulation 24A of SEBI Listing Regulations
is not applicable.

Pursuant to the provisions of Section 129(3) of the Act and
Regulation 34 of the SEBI Listing Regulations, the Consolidated
Financial Statements of the Company and all its subsidiaries
have been prepared and forms part of this Integrated Annual
Report. Further, a statement containing the salient features
of the financial statements of the Company's subsidiaries and
their contribution to the overall performance of the Company
in Form AOC-1 is attached to the Financial Statements of
the Company.

Pursuant to the provisions of Section 136 of the Act, the
Standalone and Consolidated Financial Statements along
with relevant documents and audited financial statements
of the subsidiaries are hosted on the Company's website at
httDs://www.ltts.com/investors/financial-information.

Dividend and Dividend Distribution Policy

During FY 2026, the Company paid an interim dividend of
118/- per equity share of face value of 12/- each. Further,
the Board of Directors has recommended final dividend
of 140/- per equity share of face value of 12/- each and if
approved by the members at the ensuing Fourteenth (14^th)
Annual General Meeting (“AGM") would be paid to those
members whose names appear in the Register of Members as
on the Record Date mentioned in the Notice convening the
AGM. Accordingly, the total dividend for FY 2026, including
the recommended final dividend, would amount to 1 58/-
(2900 %) per equity share of face value of 12/- each.

The Dividend is based upon the parameters mentioned in
the Dividend Distribution Policy approved by the Board of
Directors of the Company which is in line with Regulation
43A of the SEBI Listing Regulations. The Dividend Distribution
Policy is uploaded on the Company's website at https://www.
ltts.com/investors/corporate-governance.

Pursuant to the SEBI (Listing Obligations and Disclosure
Requirements) (Fifth Amendment) Regulations, 2025, effective
19 November 2025, dividend, if declared by the members,
shall be paid only through electronic modes. Accordingly,
the Company would not be able to make dividend payments
through physical instruments such as warrants and cheques.

Transfer to Investor Education and
Protection Fund (IEPF)

Pursuant to the Investor Education and Protection Fund
Authority (Accounting, Audit, Transfer and Refund) Rules,
2016 (“IEPF Rules"), the Company has appointed the Company
Secretary & Compliance Officer as the Nodal Officer for
carrying out the necessary functions under the applicable
provisions of the Act and the Rules made thereunder.

Pursuant to the provisions of Section 124 of the Act read with
IEPF Rules and relevant circulars and amendments thereto, the
amount of dividend remaining unpaid or unclaimed for a period
of seven years from the due date is required to be transferred
to Investor Education and Protection Fund (“IEPF"), constituted
by the Central Government. Further, pursuant to the provisions
of IEPF Rules, all equity shares in respect of which dividend has
not been paid or claimed for last seven consecutive years are
required to be transferred by the Company to the designated
demat account of the IEPF authority within a period of thirty
days of such shares becoming due to be transferred.

The Company sends advance communication to the
concerned shareholders at their address registered with the
Company and publishes notices in the newspapers for taking
appropriate action to claim unclaimed dividend and the shares
due for transfer to IEPF.

Despite these efforts, an amount of 15,12,208/- relating to
Final dividend of FY 2017-18 and an amount of 12,77,695/-
relating to Interim Dividend of FY 2018-19 which remained
unclaimed for a period of seven years were transferred
to the IEPF in accordance with the provisions of the Act.
In accordance with the IEPF Rules, the Company has also
transferred 54 equity shares of 12/- each to IEPF on which
dividend has not been claimed for seven consecutive years. All
corporate benefits accruing on such shares viz. bonus shares,
split shares, etc. including dividend except rights shares shall
be credited to IEPF.

Subsequent to the transfer, the concerned shareholders can
claim the said shares along with the dividend(s) by making
an application to IEPF Authority in accordance with the
procedure available onwww.iepf.aov.inand on submission of
such documents as prescribed under the IEPF Rules.

The Investor Education and Protection Fund Authority
(IEPFA), under India's Ministry of Corporate Affairs (MCA), had
requested companies to launch a 100-day special outreach
campaign titled “Saksham Niveshak" from July 28, 2025 to
November 6, 2025, aimed at sensitizing shareholders with
unpaid or unclaimed dividends to claim their entitlements
and update their KYC details including PAN, Bank particulars,
Nomination well before dividend and the underlying shares are
transferred to the IEPF account.

As part of the campaign, the Company undertook the initiative
of uploading relevant information on its website to enhance
investor awareness and facilitate timely compliance.

Details of the Nodal Officer of the Company are displayed
on the website at https://www.ltts.com/investors/investor-
services

Material changes and commitments
affecting the financial position of the
company, between the end of the current
financial year and the date of the report

There are no material changes and commitments affecting
the financial position of the Company between the end of the
current financial year and the date of this report.

Share Capital

During the financial year under review, the Company had
allotted 1,18,450 Equity Shares of 12 each upon exercise of
stock options by the eligible employees under the Employee
Stock Option Scheme - 2016.

As on March 31, 2026, the total paid up equity share capital of
the Company was 121,19,96,286/- consisting of 10,59,98,143
equity shares of 12/- each, fully paid up.

As on March 31, 2026, Larsen & Toubro Limited, Promoter of
the Company holds 7,79,86,899 equity shares constituting
73.57% of the paid- up share capital of the Company.

Deposits

During the financial year ended March 31, 2026, the Company
has not accepted any deposits from the public falling within
the ambit of Section 73 of the Act and the Rules framed
thereunder. Hence, the Company does not have any unclaimed
deposits as on the date of the Balance Sheet. The Company
complies with the requirement of filing the requisite return
with respect to amount(s) not considered as deposits.

Conservation of energy, technology
absorption, foreign exchange earnings
and outgo

Information as required to be given under Section 134(3)(m)
of the Act read with Rule 8(3) of the Companies (Accounts)
Rules, 2014 is provided in “Annexure A", which forms part of
this Board's Report.

Particulars of loans given, investments
made, guarantees given or security
provided by the Company

The Company has disclosed the particulars of the loans given,
investments made or guarantees given or security provided
along with the purpose for which the loan or guarantee
or security provided, if any, is proposed to be utilized by
the recipient as required under Section 186 of the Act and
Regulation 34(3) read with Schedule V of the SEBI Listing
Regulations, in the Notes forming part of the Standalone
Financial Statements.

Vigil Mechanism

As per the provisions of Section 177(9) of the Act, the
Company is required to establish an effective Vigil Mechanism
Framework for Directors and Employees to report genuine
concerns. The Whistle Blower Policy of the Company meets
the requirement of the Vigil Mechanism Framework under
the Act and Regulation 22 of SEBI Listing Regulations. This
policy provides for adequate safeguards against victimization
of persons who complains under the mechanism. The
Audit Committee overseas the functioning of the Whistle
Blower Policy.

Members can view the Whistle Blower Policy of the
Company on its website at https://www.ltts.com/investors/
corporate-governance.

The details of the same are given in the Report on
Corporate Governance.

Meetings of the Board of Directors

During the financial year under review, 6 (Six) meetings of the
Board of Directors were held. The details of the meetings are
provided in the Report on Corporate Governance forming part
of this Board's Report.

Independent Directors of the Company had their separate
meeting on April 22, 2026, in accordance with the requirements
of Schedule IV of the Act, Secretarial Standard-1 on Board
Meetings issued by the Institute of Company Secretaries of
India and the SEBI Listing Regulations.

Directors and Key Managerial Personnel

As on March 31, 2026, the composition of the Board is in
accordance with the provisions of Section 149 of the Act
and Regulation 17 of the SEBI Listing Regulations, with an
appropriate combination of Executive Director, Non-Executive
Directors and Independent Directors.

During the year under review, Mr. Abhishek Sinha, Executive
Director & President-Medical, Smart World & Functions (DIN:
07596644), resigned as a Director of the Company with effect
from close of business hours on August 22, 2025, in order to
pursue career opportunities outside the Group.

Further, Mr. Sudip Banerjee (DIN: 05245757), completed his
second consecutive term of five years as an Independent
Director and consequently ceased to be an Independent
Director of the Company with effect from January 20, 2026.

The Board places on record its appreciation to Mr. Abhishek
Sinha and Mr. Sudip Banerjee for their invaluable contribution
and guidance provided to the Company during their tenure.

Pursuant to the recommendations of the Nomination and
Remuneration Committee, the Board had in its meeting held
on April 22, 2026, approved the following, subject to the
approval of the members at the ensuing AGM:

• Re-appointment of Mr. Alind Saxena (DIN: 10118258) as
Executive Director, designated as President - Strategic
Initiatives and Growth Markets, for a further term of three
(3) years commencing from April 26, 2026, up to and
including April 25, 2029.

• Appointment of Mr. Rajeev Gupta (DIN: 06782710) as an
Additional Director, designated as Executive Director &
Chief Financial Officer of the Company, to hold office up
to the date of the ensuing Annual General Meeting, and
recommended his appointment as Executive Director
& Chief Financial Officer for a term of three (3) years
commencing from April 22, 2026 up to and including April
21, 2029.

• Appointment of Mr. Amitabh Kant (DIN: 00222708) as
an Additional Director, designated as an Independent
Director of the Company, to hold office up to the date of
the ensuing Annual General Meeting, and recommended his
appointment as an Independent Director for a term of five (5)
years commencing from April 22, 2026 up to and including
April 21, 2031.

Section 152 of the Act provides that unless the Articles of
Association provide for retirement of all directors at every
AGM, not less than two-third of the total number of directors of
a public company (excluding the Independent Directors) shall
be persons whose period of office is liable to determination by
retirement of directors by rotation, of which one-third are liable
to retire by rotation every year. Accordingly, Dr. Keshab Panda
(DIN: 05296942) will retire by rotation at the ensuing AGM and
being eligible, has offered himself for re-appointment.

The requisite resolutions for the above appointments/
re-appointment forms part of the Notice of the ensuing AGM.
The Board of Directors recommends the above appointments/
re-appointment of directors for approval of the members.

Committees of the Board

The Board has constituted Audit Committee, Nomination and
Remuneration Committee, Corporate Social Responsibility
Committee, Stakeholders' Relationship Committee and Risk
Management Committee in terms of the requirements of the
Act read with the Rules made thereunder and the SEBI Listing

Regulations. During the year under review, all recommendations
of the Committees were approved by the Board.

The relevant details viz composition including changes,
terms of reference, number and dates of meetings of the said
Committees held during the year are provided in the Report
on Corporate Governance.

Corporate Social Responsibility

The Company has in place a Corporate Social Responsibility
Committee (“CSR") in terms of the requirements of Section
135 of the Companies Act, 2013 read with the rules
made thereunder.

The CSR Policy and Annual Action Plan for financial year
2025-26 are available on the website of the Company at
httDs://www.ltts.com/investors/corDorate-aovernance.

The disclosures required to be given under Section 135 of
the Act read with Rule 8(1) of the Companies (Corporate
Social Responsibility Policy) Rules, 2014, as amended from
time to time including brief outline of the CSR policy, the
initiatives undertaken by the Company on CSR activities,
summary of Impact Assessment Report are set out in
“Annexure B - Annual Report on CSR activities" to this
Board's Report.

The Chief Financial Officer of the Company has certified that
the CSR funds disbursed for the projects have been utilized
for the purposes and in the manner as approved by the Board.

Risk Management

The Company has in place a Risk Management Committee in
terms of the requirements of Regulation 21 of the SEBI Listing
Regulations and has adopted the Risk Management Policy to
frame, implement and monitor the risk management plan of
the Company.

The Committee is responsible for monitoring and reviewing
the risk management plan and ensuring its effectiveness. The
Company has in place a structured mechanism to apprise the
Board of Directors of risk assessment processes, including
cyber security and Environmental, Social and Governance
risks, along with mitigation measures and periodical reviews
are done to ensure effective risk management by the
executive management.

A detailed note on risk management and the internal controls
with reference to the financial statements is given under the
Management Discussion and Analysis Report, which forms
part of this Integrated Annual Report.

Disclosure on Remuneration

The details of remuneration as required to be disclosed under
Section 197(12) of the Act and Rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel)

Rules, 2014, in respect of employees of the Company are
provided in “Annexure C" to this Board's Report.

In terms of Section 136(1) of the Act and the Rules made
thereunder, the Report and Accounts are being sent to the
Members excluding the aforesaid Annexure. Any Member
interested in obtaining copy of the same may write to the
Company Secretary & Compliance Officer at investor@ltts.
com. None of the employees listed in the said Annexure is
related to any Director of the Company.

Company policy on Director's Appointment
and Remuneration

Section 178 of the Act and Regulation 19 read with Part D
of Schedule II of the SEBI Listing Regulations requires the
Nomination and Remuneration Committee to formulate a
policy on the appointment and remuneration of Directors,
including the recommendation of remuneration of the Key
Managerial Personnel and Senior Management Personnel. The
Policy lays down the criteria for appointment, remuneration
and evaluation of Directors, Key Managerial Personnel and
Senior Management, ensuring that the level and composition
of remuneration is reasonable, competitive and performance
linked. The Policy also provides for an effective framework
for Board evaluation, succession planning and promotion of
Board diversity, with due regard to transparency, fairness and
governance best practices. A copy of the said Policy is also
disclosed on the Company's website at https://www.ltts.com/
investors/corporate-aovernance.

The Company has also formulated a Board Diversity Policy
to ensure an appropriate balance of skills, experience,
gender, and expertise on the Board in line with applicable
regulatory requirements and the same is also disclosed on the
website of the Company at https://www.ltts.com/investors/
corporate-governance.

Declaration by Independent Directors

Pursuant to Section 178 of the Act and Regulation 19 read
with Part D of Schedule II of the SEBI Listing Regulations, the
Company has received Declarations of Independence from
all the Independent Directors confirming compliance with
the requirements as stipulated under Section 149(7) of the
Act and Regulation 25(8) of the SEBI Listing Regulations,
confirming that he / she is not disqualified from being
appointed / re-appointed / continuing as an Independent
Director as per the criteria laid down in Section 149(6) of
the Act and Regulation 16(1)(b) of SEBI Listing Regulations.
The Board has duly assessed the same as part of its annual
performance evaluation. Further, the said declarations also
confirm that the Independent Directors have registered their
names in the Independent Directors' Databank maintained by
Indian Institute of Corporate Affairs (IICA).

Further, the Independent Directors have affirmed compliance
with the Code for Independent Directors as prescribed under
Schedule IV of the Act and have adhered to the highest
standards of corporate governance. The Board is of the
opinion that all the Independent Directors possess integrity,

necessary expertise and experience for performing their roles
and responsibilities effectively.

Directors' Responsibility Statement

Pursuant to the provisions of Section 134(5) of the Act, the
Board of Directors of the Company confirms that:

a. In the preparation of Annual Accounts for the financial
year ended March 31, 2026, 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
as at March 31, 2026 and of the profit 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 the 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 an adequate system of
internal financial controls to be followed by the Company,
and such internal financial controls are adequate and
operating efficiently; 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 were
operating effectively.

Performance Evaluation

The Nomination and Remuneration Committee and the Board
have laid down the manner in which formal annual evaluation
of the performance of the Chairman, Board, its Committees,
and Individual Directors has to be made in compliance with the
Sections 134 & 178 of the Act, Regulation 17(10) of the SEBI
Listing Regulations and the Nomination and Remuneration
Policy of the Company.

The Company engaged an independent external agency to
conduct the annual performance evaluation of the Board,
its Committees, the Chairman and Individual Directors.
The agency managed the entire process through its
secure IT platform, from initiation to conclusion, to ensure
confidentiality, transparency and independence, without any
involvement of the Management or the Company's IT systems.
All Directors submitted their feedback through a structured
questionnaire, and the evaluation of Independent Directors,
including assessment of their performance and independence
from management, was carried out by the Board.

The Independent Directors met on April 22, 2026, to review
the adequacy and timeliness of information flow between
management and the Board. The consolidated evaluation
outcomes were reviewed by the NRC and the Board on April
22, 2026, following individual discussions between the NRC
Chairman and Independent Directors, and between the
Group Chairman and Executive Directors. The evaluation also
assessed Directors against identified core skills, expertise and
competencies required for effective governance, details of
which are provided in the Report on Corporate Governance,
which forms part of this Board's Report.

Adequacy of Internal Financial Controls

LTTS has a robust internal control framework aligned
with the size, scale and complexity of its operations. The
framework comprises well-defined policies and procedures,
system-driven controls, authorization and access protocols,
segregation of duties and physical safeguards to ensure
statutory compliance, protection of assets and sound
corporate governance in line with Section 134(5)(e) of
the Act.

The details in respect of internal financial controls and their
adequacy are included in Management Discussion and Analysis
Report, which forms part of the Integrated Annual Report.

Compliance with Secretarial Standards

The Company complies with Secretarial Standards issued
by the Institute of Company Secretaries of India on
Meetings of the Board of Directors (SS-1) and General
Meetings (SS-2).

Disclosures pertaining to the Sexual
Harassment of Women at the Workplace
(Prevention, Prohibition and Redressal)

Act, 2013

The Company has adopted a policy on prevention, prohibition,
and redressal of sexual harassment at workplace in line
with the provisions of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013
(“POSH Act") and the Rules made thereunder, as amended
from time to time.

The policy encompasses the following objectives:

• To define Sexual Harassment;

• To lay down the guidelines for reporting acts of sexual
harassment at the workplace; and

• To provide the procedure for the resolution and redressal
of complaints of Sexual Harassment.

The Company is committed to provide a safe and inclusive
workplace free from sexual harassment. The Company believes
in providing a mechanism for addressing complaints of sexual
harassment by an employee, without fear of reprisals in any
form or manner.

As required under the POSH Act, Internal Committees
comprising of 44 members have been constituted at all
the locations where the Company operates to redress
the complaints received regarding sexual harassment. All
employees (permanent, contractual, temporary, trainees) are
covered under this policy.

Further, the Audit Committee reviews the complaints received
and action taken thereon on a quarterly basis. During the year
under review, 3 complaints were filed, out which 2 complaints
were disposed off and 1 complaint is pending as at the end of
the financial year.

Continuous awareness workshops / training programs for
employees are conducted across the Company to sensitize
employees to uphold the dignity of their colleagues
at workplace especially with respect to prevention of
sexual harassment.

The Company, on the recommendation of Audit Committee,
also undertook measures by way of periodical e-mailers and
sessions to create awareness on microaggression.

Disclosure under the Maternity Benefit
Act, 1961

The Company complies with the provisions of the Maternity
Benefit Act, 1961, and provides maternity benefits to eligible
women employees as per the Act. Adequate facilities and
support are provided in line with statutory requirements.

Auditors and Audit

Statutory Auditors

The Members of the Company, pursuant to the provisions of
Section 139(2) of the Act, appointed M/s MSKA & Associates
LLP (Formerly known as M/s MSKA & Associates), Chartered
Accountants (Firm Registration No. 105047W/W1011087) as
Statutory Auditors for a period of 5 consecutive years from
the conclusion of the 10^th AGM till the conclusion of the 15^th
AGM of the Company, at the AGM held on July 15, 2022. The
Auditors have confirmed that they are not disqualified from
continuing as the Auditors of the Company.

The Audit Committee reviews the independence and
objectivity of the Auditors and the effectiveness of the
Audit process.

Statutory Auditors' Report

The Auditors' Report to the shareholders does not contain any
qualification, observation or comment or adverse remark(s).
The notes to the accounts referred to in the Auditors' Report
are self-explanatory and therefore do not call for any further
clarifications under Section 134(3)(f) of the Act.

Secretarial Auditors

The Members of the Company, pursuant to the provisions
of Regulation 24A of the SEBI Listing Regulations and
Section 204 of the Act read with Rule 9 of the Companies
(Appointment & Remuneration of Managerial Personnel) Rules,
2014, appointed M/s Alwyn Jay & Co, Firm registration number:

P2010MH21500 as the Secretarial Auditor for a period of 5
consecutive years from the conclusion of 13^th AGM till the
conclusion of 18^th AGM of the Company, i.e. till FY 2029-30, at
the AGM held on June 16, 2025. The Board / Audit Committee
reviews the independence and objectivity of the Secretarial
Auditors and the effectiveness of the Audit process.

Secretarial Audit Report

In terms of the regulatory requirements, M/s Alwyn Jay
& Co. has issued the Secretarial Audit Report and Annual
Secretarial Compliance Report, confirming compliance by
the Company of the applicable SEBI regulations and circulars
/ guidelines issued thereunder for the financial year ended
March 31, 2026.

The Secretarial Audit Report issued by Alwyn Jay & Co.,
Practicing Company Secretaries is attached as “Annexure D",
to this Board's Report. There is no adverse remark, qualification,
reservation or disclaimer in the Secretarial Audit Report.

Internal Auditors

The Board of Directors, at its meeting held on April 26, 2023,
re-appointed M/s. Aneja & Associates as the Internal Auditors
of the Company for a period of three years commencing from
May 3, 2023 up to May 2, 2026, to conduct the internal audit
of the Company's functions and activities. Further, the Board
at its meeting held on April 22, 2026, re-appointed M/s Aneja
& Associates for a further period of one (1) year commencing
from May 3, 2026 up to and including May 2, 2027.

The Audit Committee, on a quarterly basis, reviews the internal
audit observations and, in consultation with the management,
evaluates the performance of the Internal Auditor and the
adequacy of the internal control systems. The Committee also
reviews the adequacy of the internal audit function, including
its structure, staffing, reporting framework, coverage and
frequency, discusses significant audit findings and follow
up actions thereon, and considers the findings of internal
investigations relating to suspected frauds, irregularities or
material weaknesses in internal controls, and reports the same
to the Board, as appropriate.

Particulars of contracts or arrangements
with Related Parties

Pursuant to the amendments in the SEBI Listing Regulations,
the Company has revised its Related Party Transactions Policy
to align it with the requirements of the said Regulations. The
updated Policy has been uploaded on the Company's website
at httDs://www.ltts.com/investors/corDorate-aovernance.

All Related Party Transactions (RPTs) entered into during
FY 2025-26 were on an arm's length basis and in the ordinary
course of business and disclosed in the Financial Statements.
The Audit Committee has periodically reviewed the actual
RPTs for FY 2025-26 and also approved the estimated RPTs
for FY 2026-27, as required under the law.

There were no materially significant RPTs made by the Company
with Promoters, Directors, KMPs or Body Corporate(s), which
had a potential conflict with the interest of the Company at
large. Accordingly, the disclosure of RPTs as required under
the provisions of Section 134(3) (h) of the Act in Form AOC-2
is not applicable. The Company has made full disclosure of
transactions with the related parties as set out in Note No.
44 of Standalone Financial Statement, forming part of this
Integrated Annual Report. The Company has followed all
relevant Accounting Standards notified by the Companies
(Indian Accounting Standards) Rules, 2015 while preparing
the Financial Statements.

Details of significant and material orders
passed by the regulators or courts
or tribunals

During financial year under review, there were no material and
significant orders passed by the Regulator, Court, Tribunal,
Statutory and Quasi-Judicial Body impacting the going
concern status and the Company's operations in future.

Annual Return

As per the provisions of Section 92(3) of the Act, the Annual
Return of the Company in Form MGT-7 for FY 2025-26 is
available on the website of the Company at https://www.ltts.
com/investors/corporate-aovernance.

IT Security Breach and Safety

The Company has implemented a robust and comprehensive
IT security framework, supported by advanced technological
solutions and trained personnel, to protect its employees,
information systems, and assets, against IT security breaches
/ cyber-attacks across all its offices and facilities.

During the financial year under review, no material IT
security breaches or incidents were reported. The Company
conducts periodic security risk assessments and continuously
strengthens its security controls and processes to address
evolving cyber threats. The appropriate preventive and
detective measures have been implemented to ensure the
confidentiality, integrity, and availability of information
and systems.

Designated person for furnishing
information and extending co-operation
to ROC in respect of beneficial interest in
shares of the Company

The Company has appointed Mr. Prasad Shanbhag, Company
Secretary & Compliance Officer, as the Designated Person for
furnishing information and extending co-operation to ROC in
respect of beneficial interest in the shares of the Company to
ensure compliance with the MCA notification on this matter.

Other Disclosures

• Corporate Governance Report along with Certificate on
Compliance of conditions of Corporate Governance

Pursuant to Regulation 34 read with Schedule V of
the SEBI Listing Regulations, a report on Corporate
Governance along with a certificate obtained from
the Secretarial Auditor confirming compliance with
conditions of Corporate Governance of SEBI Listing
Regulations, forms part of this Board's Report.

• Employee Stock Option Scheme

The LTTS ESOP Scheme-2016 which was approved by
the Members on January 21, 2016, forms an integral part
of the Company's employee remuneration framework
and is aimed at attracting and retaining talent, fostering
employee ownership, and aligning individual performance
with the Company's long-term objectives.

During the year under review, based on the
recommendations of the Nomination and Remuneration
Committee and the approval of the Board of Directors,
the Company proposed amendments to the LTTS ESOP
Scheme-2016 and the creation of an Employee Stock
Option Sub-Plan 2025. The amendments and the Sub¬
Plan were proposed, inter alia, to extend the grant period
beyond the initial ten year period, align the Scheme
with the provisions of the SEBI (Share Based Employee
Benefits and Sweat Equity) Regulations, 2021, (“SBEB
Regulations") streamline the administration of the
Scheme, and ensure compliance with applicable U.S.
federal and California laws. The Members of the Company
approved the amendments and the Sub-Plan 2025 by
way of a Special Resolution passed through Postal Ballot
on January 18, 2026. These amendments did not result
in any incremental dilution, as the total number of options
continues to remain within the limits previously approved
by the Members in year 2016.

The disclosures relating to the ESOP Scheme-2016,
as required to be made under the Act and Rules made
thereunder and the SBEB Regulations is provided on
the website of the Company at http://www.ltts.com/
investors/corporate-aovernance.

The Secretarial Auditors' certificate confirming that the
Company's ESOP Scheme-2016 is in compliance with the
Act and the SBEB Regulations is provided as “Annexure
E" to this Board's Report.

• Integrated Reporting

Pursuant to the SEBI Circular on Integrated Reporting
and in alignment with the framework prescribed by
the International Integrated Reporting Council, the
Company has adopted the principles of Integrated
Reporting and complies with the applicable
requirements of the Integrated Reporting Framework
to enhance the quality, consistency and transparency
of its disclosures. The Integrated Report for
FY 2025-26 forms part of this Integrated Annual report.

The Integrated Report presents a concise and holistic
view of the Company's strategy, business model,
governance, performance and future outlook, and
explains how the Company creates sustainable value
over the short, medium and long term through the
effective utilisation of its six capitals, namely Financial,
Manufactured, Intellectual, Human, Social & Relationship
and Natural capital.

• Credit Rating of securities

The Company enjoys a good reputation for its sound
financial management and the ability to meet its financial
obligations. The Company has received CRISIL AAA/
stable and CRISIL A1 rating for its long term and short¬
term financial instruments, respectively.

• Reporting of Frauds

The Auditors of the Company have not reported any
instances of fraud committed against the Company by its
officers or employees as specified under Section 143(12)
of the Act.

• Management Discussion and Analysis

A detailed review of the operations, performance
and future outlook of the Company and its business
is given in the Management Discussion and Analysis
Report as required in terms of Regulation 34 of SEBI
Listing Regulations which forms part of this Integrated
Annual Report.

• Business Responsibility and Sustainability Reporting

As per Regulation 34 of the SEBI Listing Regulations,
a separate section on Business Responsibility and
Sustainability Reporting (“BRSR") forms part of this
Integrated Annual Report. The Company has obtained
reasonable assurance on the BRSR Core Key Performance
Indicators from DNV Business Assurance India Pvt Ltd.
and the corresponding disclosures have been made in the
BRSR section of the Integrated Annual report.

• Remuneration received by Managing Director from
Holding or Subsidiary Company

During the financial year under review, the CEO and
Managing Director has not received any remuneration
from the holding company or any of the subsidiaries of
the Company.

• Statutory Compliance

The Company believes that a good framework is essential
to monitor statutory compliance for the effective
conduct of business operations and ensuring high
standards of corporate governance.

The Company complies with all applicable laws,
rules, and regulations, pays applicable taxes on time,
ensures taking care of all its stakeholders and initiates
sustainable activities and ensures statutory CSR Spend.
The Company has an in-house Compliance Management
Tool to monitor and govern all regulations across multiple
jurisdictions and functions applicable across branches
and its subsidiaries.

• MSME

The Company has registered itself on Trade Receivables
Discounting system platform (TReDS), set up by the
Reserve Bank of India through -KredX Early-.

The Company complies with the requirement of
submitting a half yearly return to the Ministry of
Corporate Affairs within the specified timelines.

• Cost records and audit

Maintenance of cost records and requirement of cost
audit as prescribed under Section 148 of the Act is
not applicable for the business activities conducted by
the Company.

• Corporate Insolvency Resolution Process initiated
under the Insolvency and Bankruptcy Code, 2016

The Company has neither filed any application, nor
any proceeding is pending against the Company under
the Insolvency and Bankruptcy Code, 2016, during
FY 2025-26.

• The details of difference between amount of the
valuation done at the time of one-time settlement and
the valuation done while taking loan from the banks or
financial institutions along with the reasons thereof

The Company has not made any one-time settlement,
therefore, the same is not applicable.

• Modern Slavery Statement

The Company has published the Modern Slavery Statement
duly approved by the Board of Directors and the same
has been prepared in accordance with Section 16 of the
Modern Slavery Act, 2018 of Australia and Section 54 of
the Modern Slavery Act, 2015 of United Kingdom (UK). The
said Statement is available on the website of the Company
at httDs://www.ltts.com/investors/comorate-aovernance

Acknowledgement

Your Directors take this opportunity to express their sincere
gratitude to the Company's customers, vendors, investors,
bankers, academic institutions, financial institutions, regulatory
authorities, stock exchanges and all other stakeholders for
their continued cooperation and support.

The Board also acknowledges the valuable support extended
by the Government of India, various state Governments, and
the Governments of other countries, along with the concerned
Government departments and agencies.

The Directors further place on records their deep appreciation
for the significant contributions made by the employees of the
Company and its subsidiaries during the year under review.
The Board values the dedication, commitment, and hard work
demonstrated by every member of the LTTS family globally.

For and on behalf of the Board

Amit Chadha S. N. Subrahmanyan

CEO & Managing Director Chairman

DIN: 07076149 DIN: 02255382

Place: Washington, USA Place: Mumbai

Date: April 22, 2026 Date: April 22, 2026