Dear Member(s),
The Board of Directors of Info Edge (India) Limited (the 'Company')
take pleasure in presenting the Thirty-first (31st) Annual Report on the
business and operations of the Company together with the Audited Standalone &
Consolidated Financial Statements and the Auditor's Report thereon for the financial
year ended March 31, 2026.
RESULTS OF OPERATIONS
The results of operations for the year under review are given below:
| Particulars |
Standalone |
Consolidated |
|
FY26 |
FY25 |
FY26 |
FY25 |
| 1. Net Revenue |
30,520.29 |
26,536.13 |
32,847.32 |
28,495.51 |
| 2. Other Income |
3,353.90 |
3,137.75 |
10,585.54 |
10,732.47 |
| 3. Total Income (1+2) |
33,874.19 |
29,673.88 |
43,432.86 |
39,227.98 |
| Expenditure: |
|
|
|
|
| a) Network and other direct Charges |
651.53 |
531.61 |
926.68 |
783.01 |
| b) Employees Cost |
11,856.17 |
10,814.76 |
13,415.00 |
12,353.41 |
| c) Advertising and Promotion Cost |
3,807.60 |
3,124.52 |
4,530.23 |
3,731.14 |
| d) Depreciation/Amortization |
891.20 |
801.45 |
1,225.78 |
1,130.90 |
| e) Administration & other Expenditure |
1,729.22 |
1,339.73 |
2,253.26 |
1,780.82 |
| f) Finance Cost |
207.42 |
190.77 |
274.25 |
242.35 |
| 4. Total expenditure |
19,143.14 |
16,802.84 |
22,625.20 |
20,021.63 |
| 5. Share of Profit/(Loss) Joint Ventures & Associates |
- |
- |
18.20 |
(1,229.93) |
| 6. Operating Profit before tax (1-4+5) |
11,377.15 |
9,733.29 |
10,240.32 |
7,243.95 |
| 7. Profit before tax and exceptional items (3-4+5) |
14,731.05 |
12,871.04 |
20,825.86 |
17,976.42 |
| 8. Exceptional ltem-(loss)/gain |
51,675.06 |
564.07 |
388.07 |
1,469.77 |
| 9. Net Profit before tax (7+8) |
66,406.11 |
13,435.11 |
21,213.93 |
19,446.19 |
| 10. Tax Expense |
11,049.03 |
5,700.91 |
3,585.51 |
6,347.18 |
| 11. Net Profit after tax (9-10) |
55,357.08 |
7,734.20 |
17,628.42 |
13,099.01 |
| 12. Share of Non-controlling interest in the losses of
Subsidiary Companies |
|
' |
(3,129.45) |
(3,478.13) |
| 13. Other Comprehensive Income (including share of
profit/(loss) of Joint Ventures and Associates - Net of Tax) |
20,071.04 |
17,288.83 |
20,534.53 |
39,153.01 |
| 14. Total Comprehensive Income (11+12+13) |
75,428.12 |
25,023.03 |
35,033.50* |
48,773.89* |
*Total comprehensive income attributable to equity holders.
1. FINANCIAL REVIEW
STANDALONE FINANCIAL STATEMENTS
The Audited Standalone Financial Statements for the financial year
ended March 31, 2026 have been prepared in accordance with the Companies (Indian
Accounting Standards) Rules, 2015 ('Ind-AS') prescribed under Section 133 of the Companies
Act, 2013 (the 'Act') and other recognized accounting practices and policies to the extent
applicable.
The Company derives its revenue from recruitment, real estate,
matchmaking and education businesses & related services and other income.
The Company has aligned its business with the objective of creating a
long-term value for its stakeholders. From a strategic perspective, it operates through
two portfolios -the operating businesses and the financial investments.
The operating business encompasses recruitment, real estate,
matchmaking, and education verticals, with varying levels of maturity stages and
established market leadership. As digitisation and advanced technology reshape the
landscape, the competition continues to intensify, necessitating continual strategic
evolution and significant investments. Current initiatives focus on service expansion and
new revenue generation while preserving market leadership. The operating businesses are
supported by strategic investments that bolster existing business platforms, allowing
targeted business development and enhanced service capabilities.
The Company has adopted a hybrid investment approach, combining direct
investments from its balance sheet and wholly-owned subsidiaries with structured
investments through dedicated Alternative Investment Funds ('AIFs'). These investments are
broadly classified into two categories: (i) direct investments, made either by the
Company or through its wholly-owned subsidiaries in early-stage
startups for long-term value creation; and (ii) investments through AIFs.
The standalone financial results reflect the performance of the
Company's operating businesses. These include the primary brands: Naukri, 99acres,
Jeevansathi and Shiksha. As these businesses evolve, strategic investments have been made
into entities that supports and expand the opportunity size forthese primary brands in
their respective domains.
In the operating business, recruitments, the standalone financial
performance remained resilient, with billings growing at 10.04%. For the non-recruitment
portfolio comprising of 99acres, Jeevansathi and Shiksha, billings continued to grow by
10.94%, while losses in terms of operating Profit before tax ('PBT') reduced by 15.80%.
The businesses have maintained cash profitability for two consecutive years. Non
recruitment portfolio generated a cash inflow of Rs.312.78 Million in FY26. Across these
businesses, despite a highly competitive environment, the Company continued to execute on
key drivers of long-term growth in FY26, strengthening its potential for sustained value
creation.
The revenue from operations for FY26 was up by 15.01% to Rs.30,520.29
Million from Rs.26,536.13 Million for FY25.
The total income of the Company stood at Rs.33,874.19 Million up by
14.15% for FY26 from Rs.29,673.88 Million for FY25. The other income of the Company
contributed Rs.3,353.90 Million to the total income for FY26.
The total expenses for the year stood at Rs.19,143.14 Million up by
13.93% for FY26 from Rs.16,802.84 Million for FY25.
Operating PBT, for the year, was up by 16.89% over previous year and
stood at Rs.11,377.15 Million in FY26 in comparison with Rs.9,733.29 Million in FY25. PBT
from ordinary activities (before exceptional items) was up by 14.45% and stood at
Rs.14,731.05 Million in FY26 as against Rs.12,871.04 Million in FY25.
DIVIDEND
Your Company has maintained a consistent & impressive track record
of dividend payments over the years, in line with its approved Dividend Distribution
Policy. During the year, the Company revised the Dividend Distribution Policy to align it
with the amended Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ('Listing Regulations'). The revised
policy expanded the factors and circumstances considered for declaration of dividend,
provided additional avenues for utilisation of retained earnings and revised the target
dividend payout framework. The revised Policy is available on the website of the Company
at www.infoedge.in/pdfs/Dividend- Policy.pdf.
The details of Dividends declared during the year under review are
given below:
| Type of Dividend |
Date of Declaration |
Record Date |
Rate of Dividend per share (face value
Rs.2/- per share) |
% |
Total Payout ( Rs. in Million)* |
| Final Dividend for FY25 |
August 25, 2025 |
July 25, 2025 |
Rs.3.60/- |
180 |
2,332.51 |
| Interim Dividend for FY26 |
November 12, 2025 |
November 21, 2025 |
Rs.2.40/- |
120 |
1,556.21 |
| 2nd Interim Dividend for FY26 |
February 13, 2026 |
February 20, 2026 |
Rs.2.40/- |
120 |
1,556.21 |
*Gross amount of Dividend.
Further, the Board of Directors at its meeting held on May 22, 2026,
also recommended payment of Final Dividend at the rate of Rs.3.60/- per equity share of
Rs.2/- each for FY26. Flowever, the payment of Final Dividend is subject to the approval
of the shareholders at the ensuing Annual General Meeting ('AGM') of the Company to be
held on Tuesday, August 25, 2026. The record date for the purpose of the payment of Final
Dividend is Friday, July 24, 2026 and the same will be paid on or after Wednesday,
September 2, 2026.
The Company pays dividend after deducting tax in compliance with the
Income Tax Act, 1961, as amended from time to time.
TRANSFER TO RESERVES
The Company does not propose to transfer any amount to the reserves.
SHARE CAPITAL
During the year under review, based on approval and recommendation of
the Board of Directors of the Company, the Members, vide resolution passed by way of
postal ballot on April 11, 2025, inter-alia, approved the sub- division/split of equity
shares of the Company, such that 1 (one) equity share having face value of Rs.10/- (Rupees
Ten only) each, fully paid-up, was sub-divided into 5 (five) equity shares having face
value of Rs.2/- (Rupees Two only) each, fully paid-up.
After the requisite approvals of the Stock Exchanges i.e. BSE Ltd.
('BSE') and the National Stock Exchange of India Ltd. ('NSE') and the depositories i.e.
National Securities Depository Ltd. ('NSDL') and Central Depository Services (India) Ltd.
('CDSL'), new ISIN (INE663F01032) was allotted to the equity shares of the Company. The
effect of change in face value of the shares was reflected on the share price at the Stock
Exchanges, where the Company
is listed (BSE and NSE), effective from May 7, 2025
i.e. record date for the purpose of sub-division/split of equity shares
of the Company. As a result of the sub- division/split of the Company's equity
shares, the shares have become more affordable, encouraging broader investor
participation.
Further, during the year, the Company issued and allotted
500,000 equity shares on September 12, 2025, at an issue price of
Rs.2/- each to Info Edge Employees Stock Option
Plan Trust. The fresh shares allotted as aforesaid have been duly
listed on the Stock Exchanges and shall rank pari-passu with the existing equity shares of
the Company, in all respects.
Accordingly, pursuant to the sub-division/split of equity shares and
after giving effect to the allotment of equity shares to the Info Edge Employees Stock
Option Plan Trust, as aforesaid, the capital structure of the Company as on March 31,
2026, was as follows:
| Share Capital |
No. of equity shares |
Face Value (in Rs.) |
Total Share Capital (in Rs.) |
| Authorised Share Capital |
750,000,000 |
2 |
1,500,000,000 |
| Issued, Subscribed and Paid-up Share Capital |
648,420,600 |
2 |
1,296,841,200 |
The Company has not issued any shares with differential voting rights
or sweat equity shares during FY26.
LISTING OF SHARES
The Company's shares are listed on BSE & NSE with effect from
November 21, 2006, since its initial public offering ('IPO'). The annual listing fees for
the FY27 to BSE and NSE has been paid.
DEPOSITS
During the year under review, the Company has not invited or accepted
any Deposits from the public/Members pursuant to the provisions of Sections 73 and 76 of
the Act read together with the Companies (Acceptance of Deposits) Rules, 2014.
2. OPERATIONS REVIEW
The Company is primarily engaged in the business of operating multiple
internet based services through its various web portals and mobile applications. It
currently operates in four service verticals - in recruitment solutions through its brands
Naukri, iimjobs, Hirist, Job Hal, NaukriGulf, Naukri Campus, Naukri 360, Naukri Fast
Forward and AmbitionBox, along with wholly- owned subsidiaries-Zwayam and DoSelect; in
real estate services through its brand 99acres; in matchmaking services through its brand
Jeevansathi, along with wholly-owned subsidiary, Aisle; and in education services through
its brand Shiksha and Study Abroad. The Board of Directors of the Company examines the
Company's performance both from a business & geographical perspective and has
accordingly identified its business segments as the primary segments to monitor their
respective performance on regular basis and therefore the same have been considered as
reportable segments under Ind-AS 108 on Segment Reporting. The reportable segments
identified are 'Recruitment Solutions', '99acres for real estate' and the
'Others' segment. The 'Others' segment comprises Jeevansathi and Shiksha service
verticals since they individually do not meet the qualifying criteria for reportable
segment as per the said Accounting Standard.
RECRUITMENT SOLUTIONS
Naukri remained resilient throughout FY26, strengthening its market
leadership as a comprehensive talent partner spanning sourcing, assessment, employer
branding, talent engagement, end-to-end recruitment productivity improvement and
upskilling. Anchored by Naukri, India's leading job marketplace, and supported
specialised platforms such as iimjobs, Hirist, Job Hai, NaukriGulf, Naukri Campus, Naukri
360, Naukri Fast Forward, AmbitionBox, DoSelect and Zwayam, the Company is well-
positioned to address the evolving talent requirements of modern enterprises. As of March
31, 2026, the platform had over 146,000 corporate clients and hosted over 115 Million
resumes, with approximately 23,000 new resumes added and more than 713,000 updated daily.
The recruitment businesses are organised into four
categories-Recruitment B2B, Candidate & Jobseeker Services (B2C), NaukriGulf, and Job
Hal catering to the blue and gray collar segments.
Recruitment B2B: It spans across the Premium segment (above Rs.30
Lakh CTC), Mid-Segment ( Rs.5-30 Lakh CTC) and Value segment (less than Rs.5 Lakh
CTC)supported by a portfolio of specialized platforms and enterprise tools as
detailed below:
Naukri along with specialized platforms, iimjobs and Hirist serve the
fast-growing premium segment, iimjobs primarily caters to senior management and leadership
hiring, while Hirist is an exclusive platform for premium technology talent. PremiumX,
launched in FY26, further extends the Company's premium offerings. Naukri TopTier,
offered as part of the Naukri platform, provides a differentiated, invite-only experience
for premium job seekers.
Naukri Campus supports fresher hiring for the digital- first
generation. AmbitionBox offers company reviews and salary insights, helping candidates
make informed decisions. Zwayam is an Al-powered enterprise recruitment automation
platform that digitises the end-to-end hiring process. DoSelect is an assessment platform
used by clients to evaluate and hire tech talent.
Al-Rex is Naukri's agentic Al platform, enabling end-to end talent
sourcing automation from mandate intake to candidate shortlisting, to reduce time-to-hire.
Talent Pulse and Executive Intelligence turn proprietary data into Al-powered talent
insights on salaries, branding, movement and workforce planning.
Candidate & Jobseeker Services (B2C): The business continued to
enhance its value proposition through Al driven solutions, delivering smarter job
matching, faster resume discovery and improved candidate engagement. Jobseeker services
were strengthened through Naukri 360, a career platform offering resume preparation,
interview training and mock sessions, complemented in FY26 by the launch of Jobseeker
Agent - Neo for Al- powered job discovery and auto job apply.
NaukriGulf: Beyond India, the Company operates NaukriGulf, a Middle
East-focused hiring platform replicating Naukri's Indian model across the six GCC
countries, with the UAE being its key market. The business witnessed strong activity
through most of FY26, with some moderation towards the year-end owing to regional conflict
in West Asia.
Job Hai: Job Hai caters to the fragmented, underserved blue and
gray collar market in the value segment. The platform now spans 640 cities and over 45 job
categories nationwide, with over 18 Million jobseekers, monetised through job postings,
database access, job boost, assisted hiring and WhatsApp-based outreach. Flaving
established market leadership in Delhi NCR, Job Hai is preparing to extend its model to
Mumbai, Bengaluru and other major markets.
During the year under review, revenue from recruitment solutions
segment was up by 13.79% from Rs.19,826.18 Million in FY25 to Rs.22,559.44 Million in
FY26. Operating Profit before tax in recruitment solutions in FY26 was Rs.12,771.84
Million as compared to Rs.11,164.01 Million in FY25.
99ACRES
The 99acres platform primarily operates across two strategic business
areas: the Primary Business, focused on new projects and new homes, and the Secondary
Business, focused on resale properties in the residential and commercial segment. In
addition, the platform offers a wide range of rental listings in the residential and
commercial segment, including family rental homes, co-living spaces, paying guest
accommodations, small to mid-sized shops and office spaces, warehouses, factory/
industrial land, to serve the evolving needs of urban users and clients.
The business has continued to focus on improving the user interface and
providing high-quality content. This has been at the core of the business's push to
gain user traffic. Among online real estate players, 99acres now leads the market in web
traffic time share at 51% as of March 31, 2026, up from around 32%, seven quarters
earlier. Leadership has also broadened geographically, with 99acres now the traffic leader
across nearly every major city in terms of traffic, supply and number of customers. On
mobile, the platform commands 56% of overall app traffic time share and 70% of iOS app
traffic time share.
Online activity continues to be more prominent in the secondary market,
where vertical platforms like 99acres play a larger role due to its wider reach and strong
discovery capabilities. 99acres continues to strengthen its leadership in the segment
through tech innovation, deeper market penetration, and a customer-centric approach. Al
continues to be a key enabler in content generation, lead conversion, and customer
service, supported by an on-ground telesales team. While the key large metros remain the
core contributors, a wider geographic footprint is expected to support mid to longterm
business expansion. With continued investment in technology, content and reach, 99acres is
well-positioned to capture emerging opportunities in India's evolving real estate
market.
During the year under review, revenue from real estate business was up
by 18.81% from Rs.4,107.93 Million in FY25 to Rs.4,880.58 Million in FY26. Operating loss
before tax in real estate business in FY26 was increased to Rs.591.59 Million as compared
to Rs.475.25 Million in FY25.
OTHERS
The Company also provides matchmaking and education- based classifieds
and related services through its portals Jeevansathi and Shiksha, respectively.
From an all-India perspective, the online matrimonial site Jeevansathi
remains one of the top players. Given the nature of the market and high levels of customer
fragmentation, Jeevansathi focuses on catering to specific regions and communities, with a
relatively stronger positioning in North India and a good presence in Western India.
During FY26, Jeevansathi continued to strengthen its freemium-led operating model,
introduced in April 2022, remaining focused on improving sales conversions and average
revenue per user. The platform maintained its concentration on the Flindi-speaking
markets, where it holds a 45% profile share and is the market leader in terms of users
logged in every day. Key metrics such as profile acceptances and two-way chats continue to
show healthy growth.
Info Edge has supplemented its online matrimonial offering with a
presence in the high-intent, app-based dating market through Aisle, a wholly-owned
subsidiary of the Company. Aisle serves users seeking committed relationships and operates
a portfolio of regional dating apps, including Arike for Malayali users, Anbe for Tamil
users, Neetho for Telugu users and Neene for Kannada users. Arike has established clear
leadership in the
Malayalam dating segment and continues to grow at over 40%
year-on-year.
Al is now embedded across both platforms, with recommendations,
matching and pricing fully Al-driven, and both Jeevansathi and Aisle are now operating
near breakeven, reflecting improving monetisation and disciplined investment.
In the education space, Shiksha is India's leading higher
education guidance platform, supporting students across both domestic and Study Abroad
segments. Adopting a student-first approach, the platform provides comprehensive insights
into careers, exams, colleges and courses, and collaborates with educational institutions
to facilitate student discovery and promote relevant academic courses, steadily
transforming itself from an online classifieds-based information provider into a solutions
provider for the Indian student community moving from school to college and higher
education. During the year, the Study Abroad business remained impacted by tighter visa
norms in key destination markets, prompting a diversification towards alternative
destinations such as the United Kingdom, the UAE and continental Europe, while the
domestic business strengthened its counselling capabilities and pivoted its operating
model to address Al-led changes in search behaviour following a decline in organic
traffic.
During the year under review, revenue from the matchmaking business
grew by 25.94% from Rs.1,098.17 Million in FY25 to Rs.1,382.73 Million in FY26, and
revenue from the education business grew by 12.88% from Rs.1,503.86 Million in FY25 to
Rs.1,697.54 Million in FY26.
Detailed analysis of the performance of the Company and its respective
business segments has been presented in the section on Management Discussion and Analysis
Report forming part of this Annual Report.
CONSOLIDATED FINANCIAL STATEMENTS
The Consolidated Financial Statements have been prepared in accordance
with the Ind-AS prescribed under Section 133 of the Act and other recognized accounting
practices and policies to the extent applicable.
The Consolidated Financial Statements have been prepared on the basis
of the Audited Financial Statements of the Company, its subsidiaries, controlled trusts
and jointly controlled companies, as approved by their respective Board of
Directors/Trustees, as applicable, except for the companies in respect of which investment
has been fully impaired. Flowever, for the purpose of consolidation of financial
statements ofthe Company as regards the investment in LQ Global Services Pvt. Ltd., Shop
Kirana ETrading Pvt. Ltd., NoPaperFormsSolutions Ltd., Agstack Technologies Pvt. Ltd.,
Akshamaala Solutions Pvt. Ltd., Makesense Technologies Ltd. and Printo Document Services
Pvt. Ltd., unaudited financial statements have been considered.
The Company, on a consolidated basis, achieved net revenue of
Rs.32,847.32 Million during the year under review as against Rs.28,495.51 Million during
the previous financial year, up by 15.27% year on year. The total consolidated income for
the year is Rs.43,432.86 Million as compared to Rs.39,227.98 Million in FY25.
Operating PBT, on a consolidated basis, for the year, stood at
Rs.10,240.32 Million in comparison with Rs.7,243.95 Million in FY25. Total Comprehensive
Income, in FY26, is reported to be Rs.35,033.50 Million in comparison to Total
Comprehensive Income of Rs.48,773.89 Million in FY25.
DETAILS OF SUBSIDIARIES/JOINT VENTURE (ASSOCIATE) COMPANIES
As on March 31, 2026, the Company had 15 subsidiaries. During the year
under review and the period between the end of the financial year and the date of this
report, following changes have taken place in status of subsidiary/ joint venture
(associate) companies of the Company:
Makesense Technologies Ltd. ('MTL'), ceased to be a subsidiary
ofthe Company pursuant to amalgamation with PB Fintech Ltd. ('PB Fintech'): During
the year under review, the Flon'ble National Company Law Tribunal, Chandigarh Bench
on August 29, 2025 sanctioned the Scheme of Amalgamation of MTL, subsidiary of the
Company, ('Transferor Company') with PB Fintech ('Transferee Company') and their
respective shareholders under Sections 230 to 232 and other applicable provisions of the
Act. Accordingly, MTL was amalgamated with PB Fintech and, consequently, ceased to be a
subsidiary of the Company.
Aisle Network Pvt. Ltd. ('Aisle') became a step- down
wholly-owned subsidiary ofthe Company: The Company, through Jeevansathi Internet Services
Pvt. Ltd. ('JISPL'), a wholly-owned subsidiary of the Company, held approximately 96.35%
of the paid up share capital of Aisle. During the year, JISPL acquired the remaining stake
of 3.65% in Aisle for an aggregate consideration of Rs.55 Million as consolidated
consideration for purchase of remaining shares, byway of secondary acquisition, and
termination of existing arrangements with the shareholder from whom the remaining shares
were acquired. Consequently, pursuant to the aforesaid acquisition, Aisle became a
step-down wholly-owned subsidiary ofthe Company, on the basis of its paid-up share
capital.
Transfer of entire stake held in Agstack Technologies Pvt. Ltd.
('Gramophone') to Akshamaala Solutions Pvt. Ltd. ('Unnati') and investment in Unnati:
During the year under review, the Company through Startup Investments (Holding) Ltd.
(SIHL'), a wholly-owned subsidiary of the Company, transferred its entire
shareholding in Gramophone aggregating to 50.94% to Unnati in consideration for preference
shares of Unnati representing 15.75% on a fully diluted basis. Prior to such transfer,
SIFIL's shareholding in Gramophone increased from 39.58% to 50.94% on an 'as if
converted basis' on account of the valuation at which the exit event was undertaken
by Gramophone, resulting in Gramophone technically becoming a subsidiary of SIHL for a
limited period. Further, SIHL invested approximately Rs.350 Million by way of primary
infusion in preference shares of Unnati, pursuant to which SIHL's aggregate
shareholding in Unnati increased to 20.25% on a fully diluted basis. Consequently,
Gramophone ceased to be a subsidiary and Unnati became an associate of the Company.
Proposed transfer of entire stake held in Shopkirana E Trading
Pvt. Ltd. ('Shopkirana') to Trustroot Internet Pvt. Ltd. ('TIPL'): During the year under
review, the Company agreed to transfer its entire shareholding held in Shopkirana, through
SIHL, aggregating to 26.14% on a fully converted and diluted basis, to TIPL in
consideration of preference shares of TIPL aggregating to 2.021%, on a fully converted and
diluted basis. Pursuantto the execution of the definitive agreements for the above
transaction and from the date of closing of the transaction, Shopkirana will cease to be
an associate company of the Company. As on the date of this report, the closing of the
above transaction is subject to completion of various conditions precedent and will be
undertaken in accordance with the terms of definitive agreements and subject to clearance
from the authorized dealer bank.
During the year under review, the Board of Directors of the Company
reviewed the affairs of the subsidiaries. A statement containing the salient features of
the financial statements of the subsidiaries/joint ventures (associate) companies in the
prescribed form AOC-I is given as Annexure I to this report. The statement also provides
the details of performance and financial position of each of the subsidiaries/joint
ventures (associate) companies and their contribution to the overall performance of the
Company.
The developments in the operations/performanceof each of the
subsidiaries/joint ventures (associate) companies included in the Consolidated Financial
Statements are presented as under:
WHOLLY-OWNED SUBSIDIARIES:
| Name of the entity |
Relationship with the Company and
Shareholding as on March 31, 2026 |
Business Overview of entity |
Details of
investments/divestments/inter-corporate loans/ fund-raising activities undertaken during
FY26 and up to the date of this report, if any |
Annual Financial performance of the
entity |
| 1 Startup Investments (Holding) Ltd. ('SIHL') |
Wholly-owned Subsidiary. The Company holds a 100% stake in
SIHL, directly and through Naukri Internet Services Ltd., a wholly- owned subsidiary of
the Company, on a fully converted and diluted basis. |
SIHL is engaged in the business of being a holding &
investment company and in management consultancy activities including provision of advice,
guidance or operational assistance to businesses. |
SIHL, during the year under review, issued and allotted,
7,101,819, 0.0001% Compulsorily Convertible Debentures to the Company for an aggregate
consideration of about Rs.1,650 Million. |
Total Comprehensive lncome/(loss): For FY26- Rs.427.16
Million For FY25 - f5,094.15 Million |
|
|
|
During the year, SIHL converted 31,746,364 Compulsorily
Convertible Debentures of f 100 each, issued over the years to the Company, into
31,746,364 equity shares of Rs.10 each at a premium of Rs.90 per share. |
|
|
|
|
|
Net profit after tax/(loss): For FY26-( Rs.0.24) Million For
FY25- Rs.8.60 Million |
|
|
|
Further, as detailed on Page No. 156 of this Report, SIHL
transferred its entire shareholding of 3,39,305 shares aggregating to 50.94% in Gramophone
to Unnati in consideration for issuance of 49,145 preference shares by Unnati to SIHL,
aggregating to 15.75% on a fully diluted basis. |
|
|
|
|
Further, SIHL acquired 18,756, Series B2 Compulsorily
Convertible Preference Shares of Unnati for an aggregate consideration of about Rs.350
Million, consequent to which its shareholding increased to 20.25% and Unnati became an
associate company of the Company through SIHL. |
|
|
|
|
Also, during the year under review, SIHL made the following
investments by way of subscription/purchase of shares/ debentures/units: |
|
|
|
|
6,771, Series C1 Compulsorily Convertible Preference
Shares of Printo Document Services Pvt. Ltd. for an aggregate consideration of about Rs.50
Million. |
|
|
|
|
11,300,000, Class A Units of Rs.100 each of IE Venture
Investment Fund II, a scheme of Info Edge Capital, a trust registered with SEBI as a
Category II AIF, under the SEBI (Alternative Investment Funds) Regulations, 2012 ('SEBI
AIF Regulations') for a consideration of about Rs.1,130 Million. |
|
|
|
|
2,835,000, Class A Units of f 100 each of Capital 2B
Fund 1, a scheme of Capital 2B, a trust registered with SEBI as Category II AIF, under the
SEBI AIF Regulations, for a consideration of Rs.283.50 Million. |
|
|
|
|
1,172,000, Class A Units of Rs.100 each of IE Venture
Fund Follow On I, a scheme of Info Edge Venture Fund, a trust registered with SEBI as
Category II AIF, under the SEBI AIF Regulations, for a consideration of Rs.117.20 Million. |
|
|
|
|
During the year, SIHL agreed to the proposed partial
divestment of its stake held in NoPaperForms Solutions Ltd. ('NoPaperForms'), as part of
the proposed Initial Public Offering process, such that its aggregate holding in
NoPaperForms is reduced to below 25% of the total paid up capital of NoPaperForms, upon
successful completion of NoPaperForm's proposed initial public offering. |
|
|
|
|
Also, during the year, SIHL had extended an inter-corporate
loan aggregating to Rs.15 Million to Terralytics Analysis Pvt. Ltd., for a period of 1
(one) year. Subsequent to the end of the year, SIHL agreed to extend the repayment tenure
of the aforesaid inter-corporate loan by a further period of 6 (six) months. |
|
|
|
|
Further, subsequent to the end of the year, SIHL issued and
allotted, 1,634,749, 0.0001% Compulsorily Convertible Debentures to the Company for an
aggregate consideration of about Rs.350 Million. |
|
|
|
|
Further, subsequent to the end of the year, SIHL made the
following investments by way of subscription of units: |
|
|
|
|
1,572,000, Class A Units of Capital 2B Fund I, a
scheme of Capital 2B, a trust registered with SEBI as Category II AIF, under the SEBI AIF
Regulations, for a consideration of Rs.157.20 Million. |
|
|
|
|
413,000, Class A Units of IE Venture Fund Follow On I,
a scheme of Info Edge Venture Fund, a trust registered with SEBI as Category II AIF,
underthe SEBI AIF Regulations, for a consideration of Rs.41.30 Million. |
|
|
|
|
1,600,000, Class A Units of IE Venture Investment Fund
II, a scheme of Info Edge Capital, a trust registered with SEBI as a Category II AIF,
underthe SEBI AIF Regulations for a consideration of about Rs.160 Million. |
|
|
|
|
Further, as detailed on Page No. 157 of this Report, SIHL
agreed to transfer its entire shareholding in Shopkirana, aggregating to 26.14% to TIPL in
consideration of preference shares of TIPL aggregating to 2.021%, subject to completion of
various conditions as per the definitive agreements and subject to clearance from the
authorized dealer bank. |
|
|
|
|
In addition, the Company through SIHL, has agreed to invest
approximately USD 1.72 Million in TIPL by way of a primary infusion for subscription to an
aggregate of 5,484 preference shares to be issued and allotted by TIPL, resulting in SIHL
holding an additional 0.105% stake in TIPL on a fully converted and diluted basis. |
|
|
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|
Further, subsequent to the end of the year under review, SIHL
agreed to make contribution of Rs.2,950 Million to IE Venture Investment Fund III, a
scheme of Karkardooma Trust, a trust registered with SEBI as a Category II AIF, under the
SEBI AIF Regulations by subscription of 29,500,000 Class A Units of Rs.100 each. |
|
| 2 Diphda Internet Services Ltd. ('Diphda') |
Wholly-owned Subsidiary |
Diphda is engaged in the business of providing all kinds and
types of internet, computer and electronics data processing services. |
Nil |
Total Comprehensive lncome/(loss): For FY26- Rs.2,612.43
Million For FY25- Rs.7,023.48 Million |
|
|
|
|
Net profit after tax/(loss): For FY26- Rs.(0.14) Million For
FY25- Rs.(430.77) Million |
| 3 Naukri Internet Services Ltd. ('NISL') |
Wholly-owned Subsidiary |
NISL is engaged in the business of all types of internet,
computer, electronic data processing and electronic and related services. |
Nil |
Total Comprehensive lncome/(loss): For FY26- Rs.113.94
Million For FY25- Rs.57.07 Million |
|
|
|
|
Net profit after tax/(loss): For FY26- Rs.(0.93) Million For
FY25- Rs.(9.23) Million |
| 4 Allcheckdeals India Pvt. Ltd. ('ACD') |
Wholly-owned Subsidiary |
ACD provides brokerage services in the real estate sector in
India. |
During the year under review, ACD has availed an
intercorporate loan of Rs.5 Million from Axilly Labs Pvt. Ltd., wholly- owned subsidiary,
which was subsequently repaid by ACD during the year. |
Total Comprehensive lncome/(loss): For FY26- Rs.15.88 Million
For FY25 - Rs.(37.87) Million |
|
|
|
|
Net profit after tax/(loss): For FY26- Rs.15.88 Million For
FY25 - Rs.(37.87) Million |
| 5 Newlnc Internet Services Pvt. Ltd. ('Newlnc') |
Wholly-owned Subsidiary. The Company holds a 100% stake in
Newinc, directly and through ACD, on a fully converted and diluted basis. |
Newlnc is engaged in the business of providing all kinds and
types of internet, computer and electronics data processing services. |
Nil |
Total Comprehensive lncome/(loss): For FY26- Rs.(16.90)
Million For FY25- Rs.(10.94) Million |
|
|
|
|
Net profit after tax/(loss): For FY26- Rs.(16.90) Million For
FY25- Rs.(10.94) Million |
| 6 Interactive Visual Solutions Pvt. Ltd. ('Interactive') |
Wholly-owned Subsidiary. The Company holds a 100% stake in
Interactive, directly and through ACD, on a fully converted and diluted basis. |
Interactive is the owner of a proprietary software which
enables a high quality virtual video/3D image of a proposed or existing real estate
development to be viewed online by customers. |
Nil |
Total Comprehensive lncome/(loss): For FY26 - Rs.(0.38)
Million For FY25- Rs.(0.30) Million |
|
|
|
|
Net profit after tax/(loss): For FY26 - Rs.(0.38) Million For
FY25- Rs.(0.30) Million |
| 7 Jeevansathi Internet Services Pvt. Ltd. ('JISPL') |
Wholly-owned Subsidiary |
JISPL owns & holdsthe domain names & related
trademarks of the Company. |
During the year, JISPL acquired 1,279 equity shares of Aisle
aggregating to 3.65%, for an aggregate consideration of Rs.55 Million as consolidated
consideration for purchase of remaining shares, by way of secondary acquisition, and
termination of existing arrangements with the shareholder from whom the remaining shares
were acquired. Consequently, pursuant to the aforesaid acquisition, Aisle had become a
step- down wholly-owned subsidiary of the Company, on the basis of its paid-up share
capital. Further, JISPL acquired 1,000,000, 0.0001% Compulsorily Convertible Debentures of
Aisle for a total consideration of flOO Million. |
Total Comprehensive lncome/(loss): For FY26- Rs.5.95 Million
For FY25 - Rs.(371.29) Million |
|
|
|
|
Net profit after tax/(loss): For FY26- Rs.5.95 Million For
FY25 - Rs.(371.29) Million |
| 8 Smartweb Internet Services Ltd. ('Smartweb') |
Wholly-owned Subsidiary. The Company holds a 100% stake in
Smartweb, directly and through SIHL, a wholly-owned subsidiary of the Company, on a fully
converted and diluted basis. |
Smartweb is engaged in the business of providing all kinds of
internet services and to act as investment advisor, financial consultant, management
consultant, investment manager and/ or sponsor of alternative investment fund(s). Smartweb
acts as an investment managerto Alternative Investment Funds ('AIFs') named as Info Edge
Venture Fund ('IEVF'), Info Edge Capital ('IEC'), Capital 2B ('C2B'), Karkardooma Trust,
B8 Trust and A88 Trust, registered with SEBI as a Category-ll AIF under the SEBI
(Alternative Investment Funds) Regulations, 2012. |
During the year under review, Smartweb has made the following
contributions in AIFs in capacity of a Sponsor: |
Total Comprehensive lncome/(loss): For FY26- Rs.138.24
Million For FY25- Rs.112.94 Million |
|
|
|
Contribution of Rs.50 Million in IE Venture Investment
Fund III, a Scheme of Karkardooma Trust by subscription of 500,000 Class B1 Units of
Rs.100 each; |
|
|
|
|
|
Net profit after tax/(loss): For FY26- Rs.81.42 Million For
FY25- Rs.52.32 Million |
|
|
|
Contribution of Rs.50 Million in B8 Fund 1, a Scheme
of B8 Trust by subscription of 500,000 Class B1 Units of Rs.100 each; |
|
|
|
|
Contribution of Rs.50 Million in A88 Fund 1, a Scheme
of A88 Trust by subscription of 500,000 Class B1 Units of Rs.100 each; |
|
|
|
|
Further, during the year under review, Smartweb issued and
allotted 500,000, 0.0001% Compulsorily Convertible Debentures to the Company at face value
of Rs. 100 each for an aggregate consideration of to Rs.50 Million. |
|
|
|
|
Subsequent to the end of the year under review, Smartweb has
issued and allotted 1,000,000, 0.0001% Compulsorily Convertible Debentures to the Company
at a face value of f 100 each for an aggregate consideration of Rs.100 Million. |
|
| 9 Startup Internet Services Ltd ('SISL') |
Wholly-owned Subsidiary |
SISL is a wholly- owned subsidiary of the Company,
incorporated for the purpose of providing all kinds and types of internet services. |
SISL, during the year under review, issued and allotted,
18,900,000, 0.0001% Compulsorily Convertible Debentures to the Company for an aggregate
consideration of about f1,890 Million. |
Total Comprehensive lncome/(loss): For FY26 - Rs.803 .64
Million For FY25- Rs.659.82 Million |
|
|
|
Also, during the year under review, SISL agreed to make
contribution of Rs.7,000 Million to IE Venture Investment Fund III, a scheme of
Karkardooma Trust, a trust registered with SEBI as a Category II AIF, under the SEBI AIF
Regulations. Out of the above commitment, during the year under review, SISL acquired
19,740,000 Class A units, having face value of Rs.100 each of IE Venture Investment Fund
III for an aggregate consideration of about Rs.1,974 Million. |
|
|
|
|
|
Net profit after tax/(loss): For FY26- Rs.17.74 Million For
FY25- Rs.6.30 Million |
|
|
|
Subsequent to the end of the year under review, SISL issued
and allotted 3,700,000, 0.0001% Compulsorily Convertible Debentures having face value of f
100 each, to the Company, for an aggregate consideration of Rs.370 Million. |
|
|
|
|
Further, SISL acquired 3,700,000, Class A units of Rs.100
each of IE Venture Investment Fund III for an aggregate consideration of Rs.370 Million. |
|
| 10 Redstart Labs (India) Ltd. ('Redstart') |
Wholly-owned Subsidiary |
Redstart is engaged in the business of direct and indirect
investment in the tech companies and provides all kinds and types of Internet services,
development of software, consultancy, technical support for consumer companies, internet
or SaaS providers and any other services in the area of information technology and product
development. |
During the year under review, Redstart has issued and
allotted, 66,000,000, equity shares of f 10/- each to the Company for an aggregate
consideration of about Rs.660 Million. |
Total Comprehensive lncome/(loss): For FY26 - f 141.62
Million For FY25- Rs.43.79 Million |
|
|
|
Further, Redstart has made the following investments by way
of subscription/purchase of securities: |
|
|
|
|
|
Net profit after tax/(loss): For FY26- Rs.(29.89) Million For
FY25- Rs.13.56 Million |
|
|
|
4,320, Series Seed Compulsorily Convertible Debentures
of Nexstem India Pvt. Ltd. for an aggregate consideration of about Rs.43.20 Million. |
|
|
|
|
1,010, Series I Compulsorily Convertible Preference
Shares, of Bharat Semi Systems Pvt. Ltd. for an aggregate consideration of about Rs.128.10
Million. |
|
|
|
|
2,018, Series II Compulsorily Convertible Preference
Shares of Bharat Semi Systems Pvt. Ltd. for an aggregate consideration of about Rs.132.76
Million. |
|
|
|
|
896, Equity Shares of Bharat Semi Systems Pvt. Ltd.
for an aggregate consideration of about Rs.0.12 Million. |
|
|
|
|
701, Compulsorily Convertible Preference Shares of
Sploot Pvt. Ltd. for an aggregate consideration of about Rs.20 Million. |
|
|
|
|
939,320, Series Seed Preferred Stock of Aina Computers
Inc. for an aggregate consideration of Rs.183.08 Million. |
|
|
|
|
1,619, Compulsorily Convertible Preference Shares by
way of primary acquisition and 171 equity shares and 137 Compulsorily Convertible
Preference Shares by way of secondary acquisition of Unboxrobotics Labs Pvt. Ltd., for an
aggregate consideration of about Rs.468.13 Million. |
|
|
|
|
2,097, Series Seed Compulsorily Convertible Preference
Shares of Genoscope Pvt. Ltd. for an aggregate consideration of about Rs.69.99 Million. |
|
|
|
|
During the year, 1 Series I Compulsorily Convertible
Preference Share was converted into 1 Equity Share of Bharat Semi Systems Pvt. Ltd. in
accordance with the terms of its issue. |
|
|
|
|
During the year under review, Redstart agreed to make an
overseas direct investment (ODI) in Attentive Inc. by way of subscription to 16,277 Series
B Preferred Stock for an aggregate consideration of approximately USD 0.22 Million. The
proposed ODI is subject to compliance with the provisions of the Foreign Exchange
Management Act, 1999. |
|
|
|
|
Subsequent to the end of the year under review, 177, Series
Seed Compulsorily Convertible Preference Shares (CCPS) and 139, Series Seed-2 CCPS, held
by Redstart in Attentive Al, were converted into 316 equity shares of Attentive Al. |
|
| 11 Zwayam Digital Pvt. Ltd. ('Zwayam') |
Wholly-owned Subsidiary |
Zwayam is engaged in the business of providing SaaS based end
to end recruitment process automation Solutions to its corporate customers. |
During the year under review, Zwayam issued and allotted
1,200,000, 0.0001% Compulsorily Convertible Debentures of f 100 each to the Company for an
aggregate consideration of about Rs.120 Million. |
Total Comprehensive lncome/(loss): For FY26- Rs.(80.99)
Million For FY25 - f(226.43) Million |
|
|
|
|
Net profit after tax/(loss): For FY26- Rs.(80.99) Million For
FY25 - f(226.43) Million |
| 12 Axilly labs Pvt. Ltd. ('DoSelect') |
Wholly-owned Subsidiary |
DoSelect is engaged in the business of providing technical
assessment services to its clients for recruitment and learning purposes. It delivers
these services via its technical assessment platform DoSelect. |
During the year under review, DoSelect provided an
intercorporate loan of Rs.5 Million to ACD, which was repaid by ACD during the year. |
Total Comprehensive Income: For FY26- Rs.129.98 Million For
FY25- Rs.204.53 Million |
|
|
|
|
Net profit aftertax: For FY26- Rs.129.98 Million For FY25-
Rs.204.53 Million |
| 13 Aisle Network Pvt. Ltd. ('Aisle') |
Wholly-owned Subsidiary, the Company holds 100% stake in
Aisle, through JISPL, a wholly- owned subsidiary of the Company, on the basis of paid-up
share capital of Aisle. |
Aisle is engaged in the business of running multiple dating
platforms on the web via its mobile apps Aisle, Anbe, |
During the year under review, 1,279 equity shares of Aisle,
aggregating to 3.65%, were acquired by JISPL for an aggregate consideration of Rs.55
Million as consolidated consideration for purchase of remaining shares, by way of
secondary acquisition, and termination of existing arrangements with the shareholder from
whom the remaining shares were acquired. |
Total Comprehensive lncome/(loss): For FY26- Rs.(101.94)
Million For FY25 - Rs.(176.86) Million |
|
|
|
|
Net profit after tax/(loss): For FY26 - Rs.(102.15) Million
For FY25- Rs.(177.99) Million |
|
|
Arike, Neetho and Neene. These platforms allow users to
browse through profiles of other users with the intent of finding their suitable partner. |
Consequently, pursuant to the aforesaid acquisition, Aisle
had become a step-down wholly-owned subsidiary of the Company, on the basis of its paid-up
share capital. |
|
|
|
|
Further, Aisle issued and allotted 1,000,000, 0.0001%
Compulsorily Convertible Debentures to JISPL for a total consideration of Rs.100 Million. |
|
Note: All holdings given above are on a fully converted and diluted
basis, unless otherwise stated.
Scheme(s) of Amalgamation
1. Scheme of Amalgamation between Makesense Technologies Ltd. ('MTL')
and PB Fintech Ltd. ('PB Fintech'):
During the year under review, the Hon'ble National Company Law
Tribunal, Chandigarh Bench ('Hon'ble NCLT') on August 29,2025 sanctioned the
Scheme of Amalgamation of MTL, subsidiary of the Company, ('Transferor Company') with
PB Fintech ('Transferee Company') and their respective shareholders under Sections
230 to 232 and other applicable provisions of the Act. Accordingly, MTL was amalgamated
with PB Fintech and, conseguently, ceased to be a subsidiary of the Company.
2. Scheme of Amalgamation of wholly-owned subsidiaries of the
Company, namely Axilly Labs Pvt. Ltd., Diphda Internet Services Ltd., Zwayam Digital Pvt.
Ltd., Allcheckdeals India Pvt. Ltd. with the Company: The respective Board of
Directors of the Company ('Transferee Company') and its wholly-owned
subsidiaries, namely Axilly Labs Pvt. Ltd., Diphda Internet Services Ltd. and Zwayam
Digital Pvt. Ltd. ('Transferor Companies'), at their meetings held on August 9,
2024, approved a Scheme of Amalgamation amongst the Transferor Companies and the
Transferee Companies, and their respective shareholders and creditors
('Scheme'). The Scheme was subsequently amended on February 5, 2025, to include
Allcheckdeals India Pvt. Ltd., a wholly-owned subsidiary of the Transferee Company, as an
additional Transferor Company.
The Scheme filed with NSE and BSE, is subject to requisite approvals
from the Hon'ble National Company Law Tribunal, New Delhi Bench ('Hon'ble
NCLT'), and other competent authorities. Pursuant to a joint application filed under
Sections 230 to 232 of the Act, the Hon'ble NCLT, vide its Order dated April 7,2026,
dispensed with the requirement of convening meetings of the shareholders and creditors of
the Transferor Companies, while directing such meetings to be held for the Transferee
Company. The Company has filed an appeal before the Hon'ble National Company Law
Appellate Tribunal against this Order, seeking similar dispensation for the Transferee
Company.
INVESTEE COMPANIES
The Company has the following continuing external financial and
strategic investments.
All holding percentages in the investee companies given below are
computed on fully converted and diluted basis. The percentage holdings are held directly
or through its subsidiaries. It may be noted that the actual economic interest in these
investee companies may or may not result into equivalent percentage shareholding on
account of the terms of the agreements with them and ESOP Pool (if any).
A. SUBSIDIARIES (INVESTEE COMPANIES)
| Name of the entity |
Relationship with the Company and
Shareholding as on March 31, 2026 |
Business Overview of entity |
Details of investments/ intercorporate
loans/ fund-raising activities undertaken during FY26 and up to the date of this report,
if any |
Annual Financial performance of the
entity |
| 1. Sunrise Mentors Pvt. Ltd. ('Sunrise') |
Subsidiary. The Company's stake in Sunrise is 54.64%
including 1.37% stake through its wholly-owned subsidiary, SIHL. |
Sunrise is engaged in the business of providing online
education and operates an e-learning platform Coding Ninjas. |
Nil |
Total Comprehensive lncome/(loss): For FY26- Rs.(135.40)
Million For FY25 - Rs.(299.60) Million |
|
|
|
|
Net profit after tax/(loss): For FY26- Rs.(133.57) Million
For FY25- Rs.(300.65) Million |
The Company's investment made through Allcheckdeals India Private
Limited ('ACD'), its wholly-owned subsidiary, in 4B Networks Private Limited ('Broker
Network'), was fully impaired in FY23. The matter continues to be the subject of
arbitration, insolvency, investigative, and other legal proceedings, including related
proceedings before the Hon'ble Delhi High Court and the National Company Law
Tribunal, Mumbai.
B. UNLISTED INVESTEE COMPANIES
| Name of the entity |
Relationship with the Company
(Subsidiary/ Joint Venture/ Associate/lnvestee Company) |
Business Overview of entity |
Details of Investments/lnter-corporate
loans/ fund-raising actlvltles/dlvestments undertaken by the Company and/or Its
subsidiaries In respect of the entity during FY26 and up to the date of this report, If
any |
| 1 Metis Eduventures Pvt. Ltd. ('Adda247') |
Associate Company |
Adda247 provides online learning solutions for government job
examinations, entrance tests and other competitive examinations. Through its digital
platforms, including the Adda247 mobile application, Adda247 YouTube channel, BankersAdda,
SSCAdda, TeachersAdda and Career Power, the company offers live classes, video courses,
mock tests, e-books and other learning resources to students across India. |
The Company as on March 31,2026, has invested an aggregate
amount of f 1,441.88 Million and holds a stake of 25.88% in Adda247. |
| 2 Terralytics Analysis Pvt. Ltd. ('Terralytics') |
Associate Company |
Terralytics is engaged in the business of developing real
estate intelligence and analytics platform for sale to banks, developers, consulting
firms, etc. for diligence, information and other purposes. |
The Company as on March 31,2026, has invested an aggregate
amount of Rs.86.98 Million and holds a stake of 23.03% in Terralytics. |
|
|
|
During the year under review, Terralytics has availed an
inter-corporate loan of Rs.15 Million from SIHL. Subsequent to the end of the year, SIHL
agreed to extend the repayment tenure of the aforesaid inter-corporate loan by a further
period of 6 (six) months. |
| 3 NoPaperForms Solutions Limited ('NoPaper Forms') |
Associate Company |
NoPaperForms provides a comprehensive suite of Al-powered
vertical software-as-a- service and embedded payments platform that have been built
exclusively for the education industry. Its two flagship products form the core of its
platform: Meritto and Collexo. Meritto operates as a central operating system for the
whole enrollment journey, providing the software platform to enable institutions to
orchestrate, optimise and automate every student touch point in the student experience.
Collexo is an embedded payments platform which operates as a unified suite for fee
collections and payments. Collexo complements the enrollment journey by providing an
institution-wide platform for managing fee collections and financial interactions with
students. On top of this foundation, the Company has its agentic Al layer "Mio
Al", which introduces intelligent, autonomous and semi-autonomous agents across the
institutional processes. |
During the year under review, the Board of Directors of the
Company approved the proposed partial divestment of the stake held in NoPaperForms,
through SIHL, as part of the proposed initial public offering process of NoPaperForms,
such that SIHL's aggregate holding in NoPaperForms is reduced to below 25% of the
total paid up capital of NoPaperForms, upon successful completion of its proposed initial
public offering. |
|
|
|
The Company as on March 31,2026, through SIHL has invested an
aggregate amount of about Rs.336.64 Million and holds a stake of 47.90% in NoPaperForms. |
| 4 Agstack Technologies Pvt. Ltd. ('Gramophone') |
Gramophone transitioned from an Associate Company to a
Subsidiary Company for a limited period during FY26, as detailed on Page No. 156 of this
Report. |
Gramophone is a technology enabled marketplace (operated
through a website www.gramophone.in and its app 'Gramophone') for enabling efficient farm
management. Farmers can buy quality agricultural input products like seeds, crop
protection, nutrition and equipment directly from its m-commerce platform. |
During FY26, the Company, through SIHL, divested its entire
shareholding in Gramophone (50.94% on a fully diluted basis) to Unnati in exchange for
preference shares representing 15.75% of Unnati on a fully diluted basis. Consequently,
Gramophone ceased to be a subsidiary of the Company. |
| 5 Akshamaala Solutions Pvt. Ltd. ('Unnati') |
Associate Company |
Unnati isengaged inthe business of digital agri distribution,
aggregation and financing to agriculture sector. |
During FY26, Unnati acquired the entire shareholding in
Gramophone held by the Company through SIHL in consideration for issuance of preference
shares representing 15.75% of Unnati on a fully diluted basis. |
|
|
It is a frntech based agri platform which aims to minimise
the risks in farming and ensures much-needed transparency, in the farming business. |
|
|
|
|
Further, the Company, through SIHL had invested about ?350
Million in Unnati by way of subscription to preference shares taking the aggregate
shareholding of SIHL in Unnati to 20.25%. |
|
|
|
Consequently, Unnati became an Associate of the Company. |
|
|
|
The Company as on March 31,2026, through its wholly-owned
subsidiary, SIHL holds a stake of 20.25% in Unnati. |
| 6 Shop Kirana E Trading Pvt. Ltd. ('Shopkirana') |
Associate Company |
Shopkirana is engaged in the business of developing a B2B
e-commerce platform for ordering, delivery, payments and related products/services among
various stakeholders in grocery/FMCG supply chain. Shopkirana helps retailers with simple
and efficient M-distribution platform by ensuring the most competitive prices, quick
delivery and single sourcing channel for retailers while brands have visibility and direct
connect to retailers for promotions or product launch. |
The Company as on March 31,2026, through its wholly-owned
subsidiary, SIHL, has invested an aggregate amount of ?1,271.72 Million for a stake of
26.14% in Shopkirana. |
|
|
|
Further, as detailed on Page No. 157 of this Report, SIHL
agreed to transfer its entire shareholding in Shopkirana, aggregating to 26.14% to TIPL in
consideration of preference shares of TIPL aggregating to 2.021%, subject to completion of
various conditions as per the definitive agreements and subject to clearance from the
authorized dealer bank. |
| 7 Greytip Software Pvt. Ltd. ('Greytip') |
Investee Company |
Greytip is an FIR and Payroll SaaS company focused on serving
SME customers in India and abroad. Their software solutions cover all areas, including
employee information management, leave and attendance management, payroll, expense claims
and more. They enable companies in their digital transformation by streamlining FIR
operations, increasing productivity and by enhancing employee experience. |
The Company as on March 31,2026, has invested aggregate
amount of about ?650 Million and holds a stake of 18.70% in Greytip. |
| 8 Llama Logisol Pvt. Ltd. ('Shipsy') |
Associate Company |
Shipsy's vision is to digitalize the entire logistics
ecosystem. It has launched the platform for Exporters and Importers to manage their
vendors for Price Procurement, Shipment Execution and end to end container tracking. The
product is designed to empower exporters and importers to digitalize their operations and
bring about significant time and cost savings. |
The Company as on March 31,2026 through its wholly-owned
subsidiary, SIHL, has invested an aggregate amount of ?683.87 Million and holds a stake
of 22.55% on a fully converted and diluted basis in Shipsy. |
| 9 VLCC Healthcare Ltd. ('VLCC') |
Investee Company |
VLCC founded as a beauty and slimming services centre, is
today widely recognized for its comprehensive portfolio of beauty and wellness products
and services which enjoys a high level of consumer trust. It manages one of the largest
chains of Slimming, Beauty & Fitness centers across Asia and operates as one of Asia's
largest networks of vocational education academies in Beauty & Nutrition. |
The Company as on March 31,2026, through its wholly-owned
subsidiary, SIHL, holds a stake of 1.24% in VLCC. |
| 10 Genoscope Pvt. Ltd. ('Genoscope') |
Investee Company |
Genoscope is engaged in medical and clinical research,
diagnostics, and healthcare innovation, with a focus on disease prevention, diagnosis, and
treatment, as well as the development of healthcare facilities and medical technologies. |
During the year under review, the Company through its
wholly-owned subsidiary, Redstart, has invested an aggregate amount of about Rs.69.99
Million in Genoscope. |
|
|
|
The Company as on March 31,2026, through Redstart, holds a
stake of 16.80% in Genoscope. |
| 11 Sploot Pvt. Ltd. ('Sploot') |
Associate Company |
Sploot is engaged in the business of providing products and
services to pet parents with respect to the pet's health, behaviour and nutrition through
content and app-based help. This includes organization of pet's medical records, everyday
tasks and access to professionals and services. |
During the year under review, the Company through its
wholly-owned subsidiary, Redstart, has invested an aggregate amount of about Rs.20 Million
in Sploot. |
|
|
|
The Company as on March 31,2026, through Redstart, has
invested an aggregate amount of about Rs.139.47 Million and holds a stake of 31.90% in
Sploot. |
| 12 Crisp Analytics Pvt. Ltd. ('Lumiq') |
Investee Company |
Lumiq provides an Al based data platform catering to Banks,
Insurance companies, NBFCs and other BFSI clients. Their product uses a layer of data
adaptors which captures data across workflows creating a data lake which acts as a single
source of truth for their clients. They also provide their own data storage and have
proprietary Al engine using which they have built various products on top of it like smart
underwriting, collection analytics, omnichannel customer experience management among
others. It also acts like a PaaS as many of their clients choose to build their own
modules on top of their data platform. |
The Company as on March 31,2026, through its wholly-owned
subsidiary, Redstart, has invested an aggregate amount of Rs.26.98 Million and holds a
stake of 2.50% in Lumiq. |
| 13 Unboxrobotics Labs Pvt. Ltd. ('Unbox Robotics') |
Investee Company |
Unbox Robotics is a leading supply chain robotics technology
company, specialising in robotics-based fulfilment and distribution technology for small
to large e-commerce, retail and logistics enterprises. Unbox Robotics' cutting edge
technology solutions accelerates the parcel sortation and order fulfilment to facilitate
efficient express logistics operations delivering seamless end customer experience. |
During the year under review, the Company through its
wholly-owned subsidiary, Redstart, has invested an aggregate amount of about Rs.468.13
Million in Unbox Robotics. |
|
|
|
The Company as on March 31,2026, through Redstart, has
invested an aggregate amount of Rs.584.31 Million and holds a stake of 9.29% in Unbox
Robotics. |
| 14 BrainSight Technology Pvt. Ltd. ('BrainSight') |
Investee Company |
BrainSight is engaged in the business of facilitating the
discovery of holistic reporting built with imaging modalities such as fMRI, sMRI and
digital phenotypes processed through Al powered platform developed by the company. |
The Company as on March 31,2026, through Redstart, has
invested an aggregate amount of Rs.50.84 Million and holds a stake of 5.27% in BrainSight. |
|
|
BrainSight is creating an advanced suite of neuroinformatics,
which combines 3D visualization, 3D modeling, Al and advanced imaging modalities like
resting- state fMRI with other modalities, to offer a comprehensive picture of the brain. |
|
| 15 String Bio Pvt. Ltd. ('String Bio') |
Investee Company |
String Bio is engaged in the business of developing,
manufacturing and selling of value added products from biological processes, including but
not limited to developing, manufacturing, marketing and selling of feed protein, human
protein, carotenoids, acetic acid, lactic acid, succinic acid or any other products by
applying the technology (SIMP platform) of converting the organic waste, biogas, methane
using recombinant methanotrophic bacteria, microorganisms and processes for fermentation
and purification of value added products from gaseous substrates. |
The Company as on March 31,2026, through its wholly-owned
subsidiary, Redstart, has invested an aggregate amount of about Rs.165 Million and holds a
stake of 0.93% in String Bio. |
| 16 Attentive Al Solutions Pvt. Ltd. ('Attentive Al') |
Investee Company |
Attentive Al is a deep learning company that applies machine
learning computer vision algorithms on satellite imagery to generate business insights
useful for insurance, navigation, landscaping and other industries. |
The Company as on March 31,2026, through its wholly-owned
subsidiary, Redstart, has invested an aggregate amount of Rs.37.10 Million and holds a
stake of 6.01% in Attentive Al. |
|
|
|
Subsequent to the end of the year under review, Attentive Al
converted 177 Series Seed Compulsorily Convertible Preference Shares (COPS) and 139 Series
Seed-2 COPS, held by Redstart, into 316 equity shares of Attentive Al. |
| 17 Attentive OS Pvt. Ltd. ('Attentive OS') |
Investee Company |
Attentive OS is a wholly-owned subsidiary of Attentive Inc.,
US and it is engaged in providing software development support to Attentive Inc., US. |
The Company as on March 31,2026, through its wholly-owned
subsidiary, Redstart, has invested an aggregate amount of Rs.0.01 Million and holds a
stake of 6.16% in Attentive OS. |
|
|
Redstart has invested in the US entity of Attentive OS Pvt.
Ltd. and had the right to invest in the Indian entity under the executed Transaction
documents, pursuant to which Attentive Al had restructured the business and issued shares
to Redstart in the Indian entity namely, Attentive OS. |
|
| 18 Skylark Drones Pvt. Ltd. ('Skylark') |
Investee Company |
Skylark is engaged in the business of providing worksite
intelligence (including data such as site conditions and/or data analytics) (on platform
developed by the Company) to its customers of data collected by it and any other business
that the Company undertakes in the future as permitted by its charter documents. |
The Company as on March 31,2026, through Redstart, has
invested an aggregate amount of Rs.12 Million and holds a stake of 1.13% in Skylark. |
| 19 RAY IOT Solutions Inc. ('Ray IOT') |
Investee Company |
Ray IOT develops a non-contact breathing and sleep tracker
for babies. Raybaby analyzes and relays a host of information about your baby's health
through an app called 'Smart Journal'. Ray IOT has created the first and only non-contact
wellness and sleep tracker. |
The Company as on March 31,2026, through its wholly-owned
subsidiary, Redstart, has invested an aggregate amount of Rs.56.01 Million and holds a
stake of 12.63% in Ray IOT. |
| 20 Psila Tech Pte. Ltd. ('Psila') |
Investee Company |
Psila is engaged in building a platform for discovering and
understanding crypto and allied assets, community led social trading through integration
with crypto exchanges. |
The Company as on March 31,2026, through its wholly-owned
subsidiary, Redstart, has invested an aggregate amount of about Rs.57.30 Million and holds
a stake of 13.38% in Psila. |
| 21 Vyuti Systems Pvt. Ltd. ('Vyuti') |
Investee Company |
Vyuti is engaged in business of designing, developing,
manufacturing, selling and servicing of hardware and software solutions based on machine
vision technology that enables industrial robotic arms in auto component and OEM
manufacturing sectors, to universally pick, orient and place rigid objects from random
orientations. |
The Company as on March 31,2026, through Redstart, has
invested an aggregate amount of about Rs.102.50 Million and holds a stake of 5.06% in
Vyuti. |
| 22 Ubifly Technologies Pvt. Ltd. ('Ubifly') |
Investee Company |
Ubifly is engaged in the business of development and
commercialization of aerial vehicles and related technologies. |
The Company as on March 31,2026, through Redstart, has
invested an aggregate amount of about Rs.128.42 Million and holds a stake of 4.06% in
Ubifly. |
| 23 SkyServe INC. ('Skyserve') |
Investee Company |
SkyServe is an Insights-as-a-Service platform enabling
satellite-based edge computed insights for core industries and solution providers to scale
faster and affordably. It feeds sensor data to the models deployed on the edge and
facilitates timely predictions. SkyServe is expanding its offerings across satellite
constellations and sensing systems to get global coverage and richer, real time insights
for the businesses. |
The Company as on March 31,2026, through its wholly-owned
subsidiary, Redstart, has invested an aggregate amount of about Rs.42.06 Million and holds
a stake of 5.55% in SkyServe. |
| 24 Aina Computers, INC. ('Aina') |
Investee Company |
Aina is in the business of designing Al-native hardware
peripherals that sit between the human and the computer or phone. The company builds
physical devices whose functions are not fixed but dynamically reshape based on what the
user is doing: sensing the active application, learning frequent workflows, and mapping
the right action to the right moment without manual programming. They aim to replace or
augment the phone-touchscreen and keyboard-and-mouse paradigm with context-aware,
ML-powered input devices. |
During the year under review, the Company through its
wholly-owned subsidiary, Redstart, has invested an aggregate amount of about Rs.183.08
Million in Aina. |
|
|
|
The Company as on March 31,2026, through Redstart, holds a
stake of 9.30% in Aina. |
| 25 Bharat Semi Systems Pvt. Ltd. ('Bharat Semi') |
Investee Company |
Bharat Semi is India's first home-grown integrated
semiconductor device manufacturer. It aims to establish a Compound Semiconductor
Fabrication Unit for manufacturing advanced compound semiconductor products tailored for
strategic sectors including defence, telecommunications, automotive, and industrial
applications. |
During the year under review, the Company through its
wholly-owned subsidiary, Redstart, has invested an aggregate amount of Rs.260.98 Million
in Bharat Semi. |
|
|
|
The Company as on March 31,2026, through Redstart, holds a
stake of 3.69% in Bharat Semi. |
|
|
It is committed to developing an end-to-end indigenous
semiconductor supply chain with a focus on high-performance devices and self-reliant
innovation in India's deep- tech ecosystem. |
|
| 26 Nexstem India Pvt. Ltd. ('Nexstem') |
Investee Company |
Nexstem is a technology company that creates BrainComputer
Interface (BCI) solutions that help people interact with technology using their brain
signals. |
During the year under review, the Company through its
wholly-owned subsidiary, Redstart, has invested an aggregate amount of Rs.43.20 Million in
Nexstem. The Company as on March 31,2026, through Redstart, holds a stake of 5% in
Nexstem. |
Notes:
1. The above table doesn't include the investments that have been
impaired over the years and have been reported in the financial results from time to time.
2. During the year, AarogyaAl Innovations Pvt. Ltd., an investee
company in which Redstart, a wholly-owned subsidiary of the Company, held a stake of
4.17%, was struck-off by the Ministry of Corporate Affairs.
C: LISTED INVESTEE COMPANIES
As on March 31, 2026, the Company holds investments in the following
listed entities:
1. Eternal Ltd. (formerly known as Zomato Ltd.): As on
March 31, 2026, the Company holds an aggregate stake of 12.43% in
Eternal Ltd., comprising 12.38% held directly and 0.05% held through NISL.
2. PB Fintech Ltd.: As on March 31,2026, the Company holds an
aggregate stake of 12.12% in PB Fintech, comprising 6.31% held directly, 1.83% through
SIHL and 3.98% through DISL.
The aforesaid Investee Company(ies), including the companies that
became part of the portfolio during the year (except Lumiq, Unbox Robotics, BrainSight,
String Bio, Attentive Al, Skylark, Ray loT, Psila, Vyuti, Ubifly, Attentive OS, SkyServe,
Nexstem, VLCC, Aina, Bharat Semi, Genoscope and other listed investee companies), achieved
an aggregate revenue of Rs.5,828.53 Million as against Rs.11,837.53 Million during the
previous financial year. The aggregate operating PBT level loss was Rs.1,336.71 Million as
compared to Rs.3,168.58 Million during the previous financial year.
The above companies are treated as Associate Company/ Joint
Ventures', except where mentioned specifically, in our Consolidated Financial
Statements as per the Accounting Standards issued by the Institute of Chartered
Accountants of India and notified by the Ministry of Corporate Affairs.
Contributions made to Alternative Investment Funds
As part of its financial investment strategy, the Company established
Info Edge Venture Fund (IEVF) in FY20, a trust registered with the Securities and Exchange
Board of India (SEBI) as a Category II Alternative Investment Fund under the SEBI
(Alternative Investment Funds) Regulations, 2012 (AIF Regulations), with IE Venture Fund I
(IEVF I) as its maiden scheme, focused on investments in technology and technology-enabled
entities.
IEVF I was launched with a corpus of Rs.7,575 Million, with the Company
and its wholly-owned subsidiaries committing approximately Rs.3,800 Million and MacRitchie
Investments Pte. Limited [an indirect wholly-owned subsidiary of Temasek Holdings
(Private) Limited] committing Rs.3,750 Million.
In FY23, a second scheme, IE Venture Fund Follow-on I (IEVF Follow-on
Fund), was added to IEVF to provide follow-on capital to portfolio companies of IEVF I.
Concurrently, the Company established two additional AIF trusts Info Edge Capital
(IEC) and Capital 2B (C2B) each as a Category II AIF under the AIF Regulations. IEC
launched IE Venture Investment Fund II (IEVI Fund II) with a corpus of Rs.12,716.3
Million, which continues to invest in technology and technology-enabled entities, and C2B
launched Capital 2B Fund I (C2B Fund) with a corpus of Rs.6,378.1 Million, with a focus on
deep-tech companies, as their respective schemes. The Company, along with its wholly-owned
subsidiaries, committed Rs.5,675 Million and Rs.2,862.5 Million to IEVI Fund II and C2B
Fund respectively. MacRitchie Investments Pte. Limited, admitted as a contributor in FY23,
has committed Rs.5,625 Million and Rs.2,812.5 Million to IEVI Fund II and C2B Fund,
respectively. Subsequently in FY24, DFOSG Pte. Ltd. (DFOSG) was added as a contributor and
committed Rs.1,406.3 Million and Rs.703.1 Million to IEVI Fund II and C2B Fund,
respectively.
In FY25, the Company established Karkardooma Trust (KT) as a Category
II AIF under the AIF Regulations, under which IE Venture Investment Fund III, a scheme of
Karkardooma Trust (Fund III) was launched with a target corpus of Rs.15,000 Million, and a
greenshoe option of Rs.10,000 Million, to invest in technology and technology-enabled
entities, with a particular focus on Artificial Intelligence and Al-enabled platforms.
During FY26, shareholders' approval was obtained to commit up to Rs.10,000 Million to
Fund III. During FY 26 and until the date of this report, the wholly-owned subsidiaries of
the Company committed Rs.10,000 Million, and Greenland INR Holdings LLC committed Rs.1,290
Million to Fund III.
During FY26, two further AIF trusts were established, namely B8 Trust
(B8) and A88 Trust (A88), each registered as a Category II AIF under the AIF Regulations.
During the year, B8 launched a scheme, B8 Fund I, with an objective to invest in
growth-stage, tech-enabled companies in India, and A88 launched a scheme, A88 Fund I with
an objective to invest in early-stage deep tech companies in India. The corpus of each of
B8 Fund I and A88 Fund I is Rs.2,500 Million.
Smartweb, a wholly-owned subsidiary of the Company, serves as the
Investment Manager and Sponsor to each of the AIFs and the respective schemes launched by
such AIFs described in this section.
A summary of the commitments made by the Company and its wholly-owned
subsidiaries and drawdowns across the AIF trusts and schemes as on March 31, 2026 and up
to the date of this Report is provided below:
| Particulars |
IEVF 1 |
IEVF Follow- on Fund |
IEVI Fund II |
C2B Fund |
Fund III |
B8 Fund 1 |
A88Fund 1 |
| Committed Fund Size |
7,575 |
7,560 |
12,716.3 |
6,378.1 |
11,340 |
2,500 |
2,500 |
| Commitment from the Company and its wholly-owned
subsidiaries* |
3,800 |
3,800 |
5,675 |
2,862.5 |
10,000 |
2,500 |
2,500 |
| Drawdown (including through SIHL, SISL and Smartweb,
wholly-owned subsidiaries) |
3,600 |
3,502.2 |
4,437.5 |
1,925 |
2,394 |
1,250 |
50 |
Includes commitment made by the Company directly and through its
wholly-owned subsidiaries, namely SIHL, SISL and Smartweb.
The fund-wise and entity-wise contributions made during the year under
review and upto the date of this report are set out below:
| Entity |
IEVF 1 |
IEVF Follow- on Fund |
IEVI Fund II |
C2B Fund |
Fund III |
B8Fund 1 |
A88Fund 1 |
| Info Edge (India) Limited |
0.0 |
223.7 |
0.0 |
166.8 |
NA |
1,200.0 |
0.0 |
| SIHL |
0.0 |
158.5 |
1,290.0 |
440.7 |
NA |
NA |
NA |
| SISL |
0.0 |
NA |
NA |
NA |
2,344 |
NA |
NA |
| Smartweb |
0.0 |
0.0 |
0.0 |
0.0 |
50.0 |
50.0 |
50.0 |
Notes:
1. All contributions were made by way of acquisition of Class A Units,
except contributions by Smartweb which were made by way of acquisition of Class B1 Units
(being sponsor units).
2. 'NA' indicates that the relevant entity is not a contributor in that
relevant AIF.
Pursuant to the provisions of Section 136 of the Act, the Financial
Statements of the Company, the Consolidated Financial Statements along with all relevant
documents and the Auditors' Report thereon form part of this Annual Report. Further,
the audited financial statements of each of the subsidiaries along with relevant
Directors' Report and Auditors' Report thereon are available on our website www.infoedae.in
These documents will also be available for inspection during business hours at the
registered office and the corporate office of the Company.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
During FY26, the Company invested (including outstanding
inter-corporate loans), directly or indirectly, about Rs.1,602.67 Million into the
aforesaid investee companies. This excludes investments made in AIFs directly or
indirectly.
Further, particulars of all investments, loans and guaranties, if any,
are provided in notes to the financial statements forming part of this Annual Report.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
As per the provisions of the Act and the Listing Regulations, the
Company has formulated a Policy on Related Party Transactions, which is available on
Company's website at www.infoedge.in/pdfs/Related-Party-Transaction-Policy. pdf.
The Policy intends to ensure that proper reporting, approval and
disclosure processes are in place for all related party transactions. This policy also
specifically deals with the review and approval of material related party transactions
keeping in mind the potential or actual conflicts of interest that may arise because of
entering into these transactions. During the year, the Policy was reviewed and amended by
the Board to align it with the amendments to the Listing Regulations and the applicable
Industry Standards on Related Party Transactions.
All related party transactions are periodically placed before the Audit
Committee for review and approval. Prior omnibus approval is also obtained for related
party transactions on an annual basis for transactions which are of repetitive nature
and/or entered in the ordinary course of business and at arm's length basis and such
transactions are reviewed by the Audit Committee on quarterly basis.
During the year under review, pursuant to Regulation 23 of the Listing
Regulations and in line with the approvals obtained from the Members of the Company
through postal ballot process(es) conducted in April 2022 and May 2025, the Company has
entered into material related party transactions, directly and/or through its wholly-
owned subsidiaries, with IEVF, IEC, C2B and KT, trusts registered as Category II AIFs
underthe AIF Regulations, and their respective schemes, as defined hereinabove, and
related parties of the Company within the meaning of Regulation 2(1)(zb) of the Listing
Regulations, in relation to subscription to and/or purchase of units thereof.
The particulars of contracts or arrangements with related parties
referred to in sub-section (1) of Section 188 ofthe Act in the prescribed Form AOC-2 are
given in Annexure II.
MATERIAL CHANGES AND COMMITMENT
There have been no material changes affecting the financial position of
the Company which have occurred between the end of the financial year to which the
financial statements ofthe Company relates and the date ofthe Report.
As required under Section 134(3) of the Act, the Board of Directors
informs the members that during the financial year, there have been no material changes,
except as disclosed elsewhere in report:
In the nature of Company's business;
In the Company's subsidiaries or in the nature of business
carried out by them; and
In the classes of business in which the Company has an interest.
FUTURE OUTLOOK
The Company remains confident in its growth opportunities across its
businesses, supported by increasing digital adoption, evolving consumer preferences,
growing internet penetration and the continued formalisation of the Indian economy. The
Company's portfolio of market- leading internet platforms, strong brands, technology
capabilities and prudent capital allocation approach position it well to capitalize on
these opportunities.
In the recruitment business, the Company will continue to strengthen
its leadership position through investments in technology, Al, product innovation and
customer engagement. The continued expansion of Global Capability Centres (GCCs),
increasing demand for specialised talent, deeper penetration into Tier II and Tier III
markets and the growing adoption of digital hiring platforms are expected to support
long-term growth. The Company remains focused on expanding across the Premium, Mid-Segment
and value hiring markets through platforms such as Naukri, iimjobs, Hirist, and Job Hai,
while evolving Naukri from a recruitment marketplace into a comprehensive talent solutions
platform through talent sourcing automation, talent intelligence and candidate- engagement
capabilities. The Company also intends to develop new monetisation streams, including its
agentic Al recruitment offering (Al-Rex) and data products (Talent Pulse and Executive
Intelligence), while deepening jobseeker engagement through its B2C offerings and
strengthening its geographic presence in the Gulf markets by growing NaukriGulf.
In the real estate business, the Company expects to benefit from the
long-term growth of India's real estate sector, supported by urbanisation,
infrastructure development, increasing home ownership aspirations and growing adoption of
digital platforms for property discovery and lead generation. With key operating
indicators moving in the right direction, gains in supply, traffic and enquiries provide
the foundation for accelerated revenue growth, which given the platform's
inherent operating leverage is expected to support margin improvement as the
business scales and as Al improves operational efficiency. The Company remains focused on
strengthening user engagement, enhancing product offerings and improving monetisation
across 99acres, with expanding its market share in the new projects segment.
In the matchmaking business, the Company's focus is anchored on
three priorities: improving user experience through advanced Al-led matching,
strengthening spam- prevention measures, and improving monetisation across both platforms.
Jeevansathi aims to solidify its dominant position in Hindi-speaking markets while
optimising marketing efficiency, and Aisle remains focused on product-led improvements and
deeper regional matchmaking Together, the two serve a broad spectrum of users, from
serious dating to formal matrimony. The strategic focus is to sustain high revenue growth
while maintaining a disciplined investment approach that keeps the portfolio at or near
breakeven and contribute to longterm cash flow generation.
Shiksha's strategic priorities for the coming year focus on
completing its pivot from education related content discovery to a comprehensive
counselling and marketing services proposition, capitalising on the sustained expansion of
private universities and colleges in India, and diversifying the study abroad business
towards emerging destinations that better align with changing student preferences. Through
these initiatives, the business aims to position itself for substantial future growth
while maintaining a focus on capital efficiency and improved cash generation.
The Company will also continue to support innovation through its
investments in technology-led businesses and alternative investment funds, while
maintaining a disciplined approach towards capital allocation and risk management. Backed
by a strong balance sheet, market leadership across key businesses and a culture of
innovation and entrepreneurship, the Company remains well positioned to deliver
sustainable growth and create long-term value for all stakeholders.
3. CORPORATE GOVERNANCE
The Company consistently prioritizes managing its affairs with
diligence, transparency, responsibility and accountability, thereby upholding the
principle that an organization's corporate governance philosophy is intrinsically
linked to high performance. The Company understands and respects its fiduciary
responsibilities towards its stakeholders and society at large and strives to serve their
interests, thereby creating sustainable value for all stakeholders.
In terms of Regulation 34 of the Listing Regulations, a separate
section on 'Corporate Governance' with a detailed compliance report on corporate
governance and a certificate from M/s. Chandrasekaran Associates, Company Secretaries,
Secretarial Auditors of the Company, regarding compliance of the conditions of Corporate
Governance, forms part of this Annual Report. The report on Corporate Governance also
contains certain disclosures required under the Act.
MANAGEMENT DISCUSSION & ANALYSIS
The Management Discussion & Analysis Report for the year under
review as stipulated under Regulation 34 of the Listing Regulations is presented in a
separate section forming part of this Annual Report.
NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS
The Board of Directors of the Company met 19 (nineteen) times during
the year under review. The meetings of the Board were held on April 14, 2025, April 18,
2025, May 27, 2025, July 8, 2025, July 18, 2025, August 8, 2025, August 19, 2025,
September 13, 2025, September 19, 2025, October 1, 2025, November 3, 2025, November 6,
2025, November 12, 2025, December 12, 2025, January 3,
2026, January 27, 2026, February 13, 2026, February 26, 2026 and March
27, 2026. The details of the meetings of the Board, its Committees and Independent
Directors are provided in the Report on Corporate Governance forming part of this Annual
Report.
BOARD COMMITTEES
The Company has constituted various Committees of the Board to
facilitate effective governance, focused oversight and compliance with applicable laws and
regulations.
As on March 31, 2026, the Board has 7 (seven) Committees, namely, Audit
Committee, Stakeholders' Relationship Committee, Corporate Social Responsibility
Committee, Risk Management Committee, Nomination & Remuneration Committee, Committee
of Executive Directors and Business Responsibility & Sustainability Reporting
Committee.
During the year under review, all recommendations of Audit Committee
were accepted by the Board.
The details of the composition, powers, functions, meetings of the
Committees of the Board held during the year are provided in the Report on Corporate
Governance forming part of this Annual Report.
ESTABLISHMENT OF THE VIGIL MECHANISM
The Company has formulated an effective Whistle Blower Mechanism and
adopted a Whistle Blower policy that lays down the process for raising concerns about
unethical behavior, actual or suspected fraud, actual or potential violation of applicable
laws, Company policies or the Company's Code of Ethics & Conduct or ethics
policy, including actual or suspected leak of unpublished price sensitive information. The
Company has appointed M/s. Thought Arbitrage Consulting, as an Independent External
Ombudsman. Further, the details of the Whistle Blower Mechanism are provided in the Report
on Corporate Governance forming part of this Report, and the Whistle Blower Policy is
available on the Company's website at www.infoedge.in/lnvestorRelations/
CorporateGovernance WBP
The Company hereby affirms that no Director or Employee was denied
access to the Chairperson of the Audit Committee. During the year, 2 (two) whistle blower
complaints were received through the said mechanism which were duly investigated and
resolved during the year under review.
RISK MANAGEMENT
The Company has adopted a Risk Management Policy in compliance with the
Listing Regulations and applicable provisions of the Act, which, inter alia, lays down
procedures for risk assessment and risk mitigation. The Company has an effective risk
management framework, overseen by the Board of Directors, for identifying, assessing,
mitigating, monitoring, reporting and reviewing key risks that may impact the achievement
of the Company's objectives or threaten its business operations.
The Board is responsible for reviewing and approving the risk
management framework, processes and guidelines established and maintained by the Company.
To further strengthen and streamline risk assessment and mitigation processes, the Board
has constituted a Board-level Risk Management Committee ('RMC'). The RMC is responsible
for monitoring and reviewing the risk management framework and ensuring its effectiveness.
The Risk Management Policy and the Charter of the RMC are reviewed and
updated by the Board from time to time, as considered necessary, based on the
recommendations of the RMC. The detailed terms of reference of the RMC are provided in the
Report on Corporate Governance forming part of this Annual Report.
As per the Company's Risk Management Policy, the Company's
Risk Management Process encompasses the identification, categorization and assessment of
risks, implementation and monitoring of mitigation measures, risk reporting and
disclosures and the integration of risk management considerations into the Company's
strategy and business plans. The key risks identified across the Company's businesses
and functions are systematically assessed and addressed through appropriate mitigation
measures on an ongoing basis.
INTERNAL FINANCIAL CONTROLS
The Company has put in place adequate internal financial controls with
reference to the financial statements. During the year, such controls were tested and no
reportable material weakness in the design or operation was observed.
The Company has also put in place adequate systems of Internal Control
to ensure compliance with policies and procedures which is commensurate with size, scale
and complexity of its operations. The Company has appointed an external professional firm
as Internal Auditor. The Internal Audit of the Company is regularly carried out to review
the internal control systems and processes. The Internal Audit Reports along with
implementation and recommendations contained therein are periodically reviewed by Audit
Committee of the Board.
M/s. S.R. Batliboi & Associates LLP, Chartered Accountants, the
Statutory Auditors of the Company, has audited the financial statements included in this
Annual Report, and as part of their audit, has issued their report on the Company's
internal financial controls (as defined in Section 143 of the Act), on the effectiveness
of our internal financial controls with reference to Standalone and Consolidated Financial
Statement of the Company as at March 31, 2026. The Auditors have confirmed that the
Company has, in all material respects, adequate internal financial controls with reference
to the Standalone and Consolidated Financial Statements and that such controls were
operating effectively as at March 31,2026.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS/
COURTS/TRIBUNALS
During the year under review, no significant and material orders have
been passed by the regulators or courts or tribunals impacting the going concern status
and Company's operations in the future.
INSOLVENCY AND BANKRUPTCY CODE, 2016
No application or any proceeding has been initiated or pending against
the Company under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) ('IBC Code')
during the FY26.
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 above
disclosure is not applicable.
ANNUAL RETURN
As required by Section 92(3) read with Section 134(3) (a) of the Act,
and the rules made thereunder, the Annual Return of the Company for the financial year
ended March 31, 2026, is available on the website of the Company at www.infoedae.in/lnvestorRelations/IR
Annual Return.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Company believes that a strong and effective Board is essential for
fostering a culture of leadership, providing long-term vision, and strengthening the
quality of governance.
During the year under review, the Members of the Company in the AGM
held on August 25, 2025, on the recommendation of the Nomination and Remuneration
Committee and Board of Directors approved the re-appointment of Mr. Sanjeev Bikhchandani
(DIN: 00065640) as the Executive Vice Chairman & Whole-time Director, not liable to
retire by rotation, for another period of 5 (five) consecutive years, with effect from
April 27, 2026 to April 26, 2031 (both days inclusive).
Further, at the aforesaid AGM, the Members have also approved the
re-appointment of Mr. Hitesh Oberoi (DIN: 01189953) as the Managing Director & Chief
Executive Officer, liable to retire by rotation, for another period of 5 (five)
consecutive years, with effect from April 27, 2026 to April 26, 2031 (both days
inclusive).
During the year, Ms. Aruna Sundararajan (DIN: 03523267) tendered her
resignation and consequently, ceased to be the Non-Executive Independent Director of the
Company with effect from October 12, 2025.
Further, Mr. Chintan Thakkar (DIN: 00678173) tendered his resignation
and ceased to be the Whole-Time Director & Chief Financial Officer and Key Managerial
Personnel of the Company with effect from the close of business hours on November 19,
2025. Further, Mr. Ambarish
Raghuvanshi was appointed as Interim Chief Financial Officer and Key
Managerial Personnel of the Company w.e.f. November 20, 2025.
Thereafter, Mr. Arindam Kumar Bhattacharya (DIN: 01570746) tendered his
resignation and consequently, ceased to be the Non-Executive Independent Director of the
Company with effect from the close of business hours on January 15, 2026.
Further, during the year, Mr. Pawan Goyal, Whole-time Director &
CBO-Naukri (DIN: 07614990), tendered his resignation on March 31, 2026, and consequently,
shall cease to be the Director and Key Managerial Personnel of the Company with effect
from the close of business hours on May 31, 2026.
The Board of Directors of the Company placed on record its appreciation
forthe valuable contribution and guidance provided by the aforementioned directors during
their association with the Company.
KEY MANAGERIAL PERSONNEL
As on March 31, 2026, the following persons have been designated as Key
Managerial Personnel of the Company pursuant to Section 2(51) of the Act, read with the
Rules framed thereunder:
1. Mr. Sanjeev Bikhchandani, Founder & Executive Vice Chairman;
2. Mr. Hitesh Oberoi, Managing Director & Chief Executive Officer;
3. Mr. Pawan Goyal, Whole-time Director & Chief Business
Officer-Naukri;
4. Mr. Ambarish Raghuvanshi, Interim Chief Financial Officer; and
5. Ms. Jaya Bhatia, Company Secretary & Compliance Officer.
DIRECTORS LIABLE TO RETIRE BY ROTATION
In accordance with the provisions of the Act read with Article 48 of
the Articles of Association of the Company, Mr. Kapil Kapoor, Non-Executive Director &
Chairman, (DIN: 00178966) is liable to retire by rotation at the ensuing AGM and, being
eligible, has offered himself for re-appointment.
DECLARATION BY INDEPENDENT DIRECTORS
The Independent Directors hold office fortheir respective term and are
not liable to retire by rotation. The Company has received declarations from all the
Independent Directors of the Company confirming that they meet the criteria of
independence as prescribed both under the Act and under 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 as required under
Regulation 25 of the
Listing Regulations. Further, in pursuance of Rule 6 of the Companies
(Appointment and Qualifications of Directors) Rules, 2014, all Independent Directors of
the Company have duly confirmed their respective registration with the Indian Institute of
Corporate Affairs ('llCA') database.
Further, in the opinion of the Board, the Independent Directors of the
Company possess the requisite qualifications, expertise and experience (including the
proficiency) and are persons of high integrity and repute. Matrix of key skills, expertise
and core competencies of the Board, including the Independent Directors, forms a part of
the Corporate Governance Report part of this Annual Report.
FAMILIARIZATION PROGRAMME FOR THE INDEPENDENT DIRECTORS
In compliance with the requirements of the Listing Regulations, the
Company has put in place a familiarization programme for the Independent Directors to
familiarize them with their roles, rights and responsibilities as Directors, the working
of the Company, Code of Conduct, nature of the industry in which the Company operates,
business model, etc. They are given full opportunity to interact with senior management
personnel and are provided with all the documents required and/or sought by them to have a
good understanding of the Company, its business model and various operations and the
industry of which it is a part.
The details of the familiarization programme are explained in the
Corporate Governance which forms part of this Annual Report. The same is also available on
the website of the Company and can be accessed by web link www.infoedge.in/pdfs/Board-Familiarisation.pdf.
PERFORMANCE EVALUATION OF THE BOARD OF DIRECTORS
Listing Regulations laying down the key functions of the Board,
mandates that the Board shall monitor and review the Board Evaluation Process and also
stipulates that the Nomination & Remuneration Committee of the Company shall lay down
the evaluation criteria for performance evaluation of Independent Directors, Board of
Directors, Committee and Individual Directors. Section 134 of the Act states that a formal
evaluation needs to be made by the Board of its own performance and that of its committees
and individual directors. Further, Schedule IV to the Act states that performance
evaluation of Independent Directors shall be done by the entire Board of Directors,
excluding the director being evaluated. In accordance with the aforesaid provisions, the
Board has carried out the annual performance evaluation of its own performance, the
Directors individually as well as the evaluation of the working of its Committees through
structured questionnaires covering various aspects of the functioning of Board and its
Committees.
Further, in terms of Regulation 25(4) of the Listing Regulations and
Schedule IV of the Act, Independent
Directors also evaluated the performance of Non- Independent Directors,
Chairperson and Board as a whole at separate meeting(s) of Independent Directors.
Some of the performance indicators based on which the evaluation takes
place are - attendance in the meetings, quality of preparation/participation, ability to
provide leadership and work as team player. In addition, few criteria for independent
Directors include commitment to protecting/enhancing interests of all shareholders and
contribution in implementation of best governance practices. Performance criteria for
Whole-time Directors includes contribution to the growth of the Company, new
ideas/planning and compliances with all policies of the Company.
The Board of Directors had expressed their satisfaction to the overall
evaluation process.
SEPARATE MEETING OF INDEPENDENT DIRECTORS
Pursuant to Schedule IV to the Act and the Listing Regulations, 2 (two)
meetings of Independent Directors were held during the year i.e. on May 27, 2025 and
November 3, 2025, without the attendance of Executive Directors and Members of Management.
In addition, the Company encourages periodic separate meetings of the
Independent Directors and facilitates interactions with the Managementto keepthem informed
of key business developments, strategic initiatives and other significant matters. During
such interactions, the Executive Directors and senior members of the Management make
presentations on relevant business, operational and governance matters.
4. AUDITORS AND AUDITOR S REPORT
STATUTORY AUDITORS
In terms of the provisions of Section 139 of the Act, M/s. S.R.
Batliboi & Associates LLP, Chartered Accountants (FRN: 101049W/E300004), pursuant to
the approval of the Members, were re-appointed as Statutory Auditors of the Company, to
hold office for the second term of 5 (five) consecutive years from the conclusion of the
27th AGM, held on August 26, 2022, till the conclusion of the 32nd
AGM of the Company.
The notes on financial statements referred to in the Auditors'
Report are self-explanatory and do not call for any further comments. The Auditors'
Report does not contain any qualification, reservation or adverse remark or disclaimer.
SECRETARIAL AUDITORS
In terms of Regulation 24A of the Listing Regulations and Section 204
of the Act read with Rule 9 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, M/s. Chandrasekaran Associates, Company Secretaries, (FRN:
P1988DE002500), a peer reviewed firm, pursuant to the approval of the Members, were
appointed as the Secretarial Auditors of the Company for a term of up to 5 (five)
consecutive years, for carrying out the Secretarial Audit of the period covering the
financial years from FY26 to FY30.
In view of the above, M/s Chandrasekaran Associates, Company
Secretaries had undertaken the Secretarial Audit of the Company for financial year ended
March 31, 2026. Their report is reviewed by the Audit Committee and the Board on a
quarterly basis.
The Secretarial Audit Report and Secretarial Compliance Report are
annexed herewith as Annexure III. The Secretarial Audit Report is self-explanatory and
does not contain any qualification, reservation or adverse remark or disclaimer.
INTERNAL AUDITORS
M/s. T.R. Chadha & Co LLP, Chartered Accountants perform the duties
of Internal Auditors of the Company and their report is reviewed by the Audit Committee on
a quarterly basis.
MAINTAINANCE OF COST RECORDS
The provisions of maintenance of Cost Records as specified by the
Central Government under sub-section (1) of Section 148 of the Act are not applicable on
the Company.
REPORTING OF FRAUDS BY AUDITORS
During the year under review, M/s. S. R. Batliboi & Co., LLP ,
Statutory Auditors, filed a report under Section 143(12) of the Act in Form ADT-4 as
prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014, with the Central
Government in respect of allegations against certain employees of the Company's
99acres business segment for violation of the Company's policies, involving an amount
aggregating to Rs.159.80 Million pertaining to multiple years. The matter has been
appropriately reported in Note no. 38 to the Standalone Financial Statements.
Pursuant to the provisions of Section 143(12) of the Act, other than
the matter reported by the Statutory Auditors and disclosed hereinabove, no other incident
of fraud was reported by the Statutory Auditors to the Audit Committee during the year
under review. Further, the Secretarial Auditors did not report any incident of fraud to
the Audit Committee during the year under review.
5. CORPORATE SOCIAL RESPONSIBILITY ('CSR')
For the Company, CSR means the integration of social, environmental and
economic concerns in its business operations. CSR involves operating Company's
business in a manner that meets or exceeds the ethical, legal, commercial and public
expectations that society has of businesses. In alignment with vision of the Company, Info
Edge, through its CSR initiatives, will continue to enhance value creation in the society
through its services, conduct & initiatives, so as to promote sustained growth for the
society.
The CSR Policy of the Company outlines the Company's philosophy
& the mechanism for undertaking socially useful programmes for welfare &
sustainable development of the community at large as part of its duties as a responsible
corporate citizen. The CSR Committee of the Company helps the Company to frame, monitor
and execute the CSR activities of the Company. The Committee defines the parameters and
observes them for effective discharge of the social responsibility of the Company. The CSR
Committee also formulates and recommends to the Board of the Company, CSR annual action
plan in pursuance to its Policy. The composition of the CSR Committee is given in the
Corporate Governance Report which forms part of this Annual Report. The CSR Policy of the
Company is available on the Company's website at www.infoedge.in/pdfs/CSR-Policy.pdf.
CSR FUNDS ALLOCATED
A snapshot of the geography-wise and sector-wise spread of the causes,
entities and the kind of themes supported by the Company is given below:
CSR PROJECTS FUNDED IN FY26
Info Edge's CSR policy mainly focuses on supporting organizations
that are making impactful interventions at various stages across the education and
employability spectrum. The details of the CSR Projects supported by the Company during
the year are available on the Company's website at www.infoedae.in/pdfs/CSR-
Projects-FY2025-26.pdf
The Annual Report on CSR activities in accordance with the Companies
(Corporate Social Responsibility Policy) Rules, 2014 as amended, is set out as Annexure IV
to this Report.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
Pursuantto Regulation 34(2)(f) of the Listing Regulations and related
Circulars issued by SEBI, the Company has provided the Business Responsibility and
Sustainability Report ('BRSR') for FY26 in the format as specified by SEBI which indicates
the Company's performance against the principles of the 'National Guidelines on
Responsible Business Conduct'. This would enable the Members to have an insight into
environmental, social and governance initiatives of the Company.
Further, Independent Reasonable Assurance on the BRSR Core Indicators
in the BRSR for FY26 has been provided by SGS India Pvt. Ltd. ('SGS'). The scope and basis
of assurance have been described in the Independent Reasonable Assurance Statement issued
by SGS which forms part of the BRSR.
In terms of Listing Regulations, a separate section on BRSR with a
detailed compliance report forms part of this Annual Report and is given in Annexure V to
this report.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
The particulars relating to conservation of energy and technology
absorption as required to be disclosed under the Act are part of Annexure VI to the
Directors' Report. The particulars regarding foreign exchange earnings and
expenditure are furnished below:
| Particulars |
FY26 |
FY25 |
| Foreign exchange earnings |
|
|
| Revenue |
1,962.68 |
1,673.00 |
| Total inflow |
1,962.68 |
1,673.00 |
| Foreign exchange outflow |
|
|
| Internet & Server Charges |
1.27 |
0.20 |
| Advertising & Promotion Cost |
52.21 |
37.70 |
| Foreign Branch Expenses |
301.37 |
288.83 |
| Others |
42.77 |
24.45 |
| Total Outflow |
397.62 |
351.18 |
| Net Foreign exchange inflow |
1,565.06 |
1,321.82 |
GREEN INITIATIVE
The Company has implemented the 'Green Initiative' to enable
electronic delivery of notice/documents/annual reports to Members.
Further, the Ministry of Corporate Affairs, Government of India ('MCA')
and SEBI through their relevant circulars, issued from time to time, have permitted the
companies to conduct their extra-ordinary general meeting ('EGM')/ AGM through video
conferencing or other audio-visual means. They have also granted relaxations to companies
to issue/service notices and other reports/documents of AGM/EGM/Postal Ballots to its
Members, only electronically, at their registered e-mail address(es).
Accordingly, in compliance with the aforementioned Circulars, Notice of
the AGM along with the Annual Report FY26 is being sent only through electronic mode to
those Members whose e-mail addresses are registered with the Company/Depository
Participant. Members may note that the Notice and Annual Report for FY26 will also be
available on the Company's website www.infoedge. in. websites of the Stock
Exchanges i.e. BSE and NSE at www.bseindia.com and www.nseindia.com
respectively, and on the website of e-voting agency i.e. National Securities Depository
Limited ('NSDL') www.evoting.nsdl. com. Further, Members are also entitled for
getting the hard copy of the Notice along-with Annual Report upon making a request via
e-mail to investors@naukri.com or to the RTA at investor.helpdesk@in.mpms.mufg.com
The Members of the Company are requested to send their request for
registration of e-mails by following the procedure given below for the purpose of
receiving the AGM Notice along-with Annual Report for FY26.
The Members holding shares in physical form may get their e-mail
addresses registered/updated with RTA, by submitting Form ISR-1 and ISR-2 along with
relevant documents with the Company's RTA which are available on their website at in.mpms.mufg.com
-> Resources -> Downloads -> KYC -> Formats for KYC and on the website of the
Company at: www.infoedge.in/lnvestorRelations/ Investor Services CS. To know more
about registration process, please visit the website of RTA at web.in.mpms.
mufg.com/KYC/index.html
It is clarified that for permanent registration of e-mail address, the
Members are requested to register their e-mail address, in respect of demat holdings with
the respective Depository Participant by following the procedure prescribed by the
Depository Participant.
In case of any queries, Members may write to investor.helpdesk@in.mpms.mufg.com.
under Help section or call on Tel no.: 011-49411000
Those Members who have already registered their e-mail addresses are
requested to keep their e-mail addresses validated with their Depository Participants/RTA
to enable servicing of communication and documents electronically. In case of any queries,
Member may write either to the Company at investors@naukri.com or to the RTA at the
e-mail address provided hereinabove.
Registering e-mail address will help in better communication between
the Company and the Member, and most importantly will reduce use of paper, thereby
contributing towards green environment.
The Company is providing e-voting facility to all Members to enable
them to cast their votes electronically on all resolutions set forth in the AGM Notice.
This is pursuant to Section 108 of the Act read with relevant rules thereon. The
instructions for e-voting are provided in the Notice of the AGM.
6. HUMAN RESOURCES MANAGEMENT
The Company continues to be a people driven organization, pursuing
businesses that thrive on strong human engagement. 'Believing in People' forms the
core of its human resource philosophy, and its approach to people management extends well
beyond conventional boundaries of compensation, performance reviews and development.
Through dedicated efforts in talent management, succession planning, robust performance
management systems and comprehensive learning and training initiatives, the Company
consistently endeavours to nurture and sustain inspiring, capable, and credible leadership
across all levels and functions.
FY26 was a year of focused organisational strengthening, capability
building and future-readiness across the Company. The Company maintained strong retention
across core functions, with attrition remaining controlled despite elevated market demand
in specialised areas such as Al and UX. Hiring remained calibrated and focused on critical
capability areas including Product, Sales, Leadership, and Digital functions, with a
significant push toward Al-native talent to accelerate the Company's Al-first
transformation.
During the year, several restructuring interventions were undertaken by
the Company, particularly across the Recruitment business. Naukri underwent strategic
restructuring to enable sharper ownership and stronger category focus, with product
organisations augmented with Al-first roles and leadership structures strengthened across
iimjobs and allied verticals.
The Company continued to strengthen managerial and leadership
capability through flagship interventions such as Catalyst, Head, and Momentum. These
programs focused on enabling leaders and managers to navigate organizational complexity,
drive alignment, manage change effectively, and strengthen execution capability across
teams. Al capability building was a major focus through initiatives such as Al Accelerate,
Alverse, and Build Your Own Agent (BYOA) workshops, enabling teams across functions to
build proficiency in emerging Al tools, automation, and agentic Al applications.
The annual engagement survey, iSpeak 2025, reflected strong
organisational culture with high scores across inclusion, ethics, and innovation. The
Merit Awards recognised associates and teams for innovation, impact, and execution
excellence, reinforcing a high- performance culture across the organization. The Company
continued to invest in strengthening employee wellbeing, engagement and organizational
connect through wellness initiatives, leadership interactions, townhalls, communication
interventions and engagement platforms across businesses.
The Company remains committed to investing in its people as the
foundation for sustainable, long-term business growth.
THE SEXUAL HARASSMENT OF WOMEN AT THE WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013
The Company is committed to provide a work environment that ensures
that every associate is treated with dignity and respect and has zero tolerance for sexual
harassment at workplace. It has adopted a gender neutral Policy on the Prevention of
Sexual Harassment at its workplaces in line with the provisions of the Sexual Harassment
of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made
thereunder for prevention and redressal of complaints of sexual harassment at workplace.
The Company has a robust framework in place for employees to report concerns with complete
confidentiality, and all incidents are treated with utmost seriousness and addressed
promptly in accordance with the Company's policies and applicable laws.
During the year under review, the Company focused on ongoing awareness
of Policy on the Prevention of Sexual Harassment at its workplaces, and redressal
mechanisms, through digital and on-site initiatives. Regular workshops for mid and senior
managers, alongside sensitisation sessions at local offices, were conducted to foster
awareness and reduce instances of sexual harassment at the workplace.
The Company has complied with the provision relating to the
constitution of Internal Complaints Committee ('1C Committee') under the Sexual
Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013.
The 1C Committee includes external member with relevant experience and majority of the
members of the 1C Committee are women. Each complaint is duly investigated by the 1C
Committee in accordance with the prescribed procedure, following which an appropriate
decision is made. The role of the 1C Committee is not restricted to mere redressal of
complaints but also encompasses prevention and prohibition of sexual harassment.
During FY26, the Company received 4 (four) complaints underthe
aforesaid Act. All complaints were disposed of within the statutory timelines, and no
complaint remained pending for more than ninety days. Further, no complaint was pending as
on March 31, 2026.
175
COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961
The Company is compliant with the applicable provisions of the
Maternity Benefit Act, 1961 and has policies, systems and processes in place to ensure
ongoing compliance.
PARTICULARS OF EMPLOYEES
The particulars of employees required under Rule 5(2) & (3) of the
Companies (Appointment and Remuneration of the Managerial Personnel) Rules, 2014, framed
under the Act forms part of this Report. However, pursuant to provisions of Section 136 of
the Act, the Annual Report excluding the aforesaid information, is being sent to all the
Members of the Company and others entitled thereto. Any Member interested in obtaining
such particulars may write to the Company Secretary of the Company. The same shall also be
available for inspection by Members at the Registered Office of the Company.
COMPANY'S POLICY RELATING TO REMUNERATION FOR DIRECTORS, KEY
MANAGERIAL PERSONNEL AND OTHER EMPLOYEES
The Company's Policy relating to Remuneration for Directors, Key
Managerial Personnel and other Employees has been explained in the Report on Corporate
Governance section forming part of this Annual Report. Pursuant to the approval of the
Board on May 22, 2026, the Remuneration Policy was amended to revise the commission
payable to Independent Directors, with effect from April 1, 2026. The updated Remuneration
policy of the Company is available on Company's website at www.
infoedge.in/pdfs/Remuneration-Policy.pdf
MANAGERIAL REMUNERATION
The ratio of the remuneration of each director to the median
remuneration of the employees of the Company and percentage increase in remuneration of
each Director and KMPs in the financial year:
| Name of Director |
Designation |
% increase in remuneration in FY26 |
Ratio of Remuneration of each
Director/KMP to median remuneration of employees |
| Mr. Kapil Kapoor |
Non-Executive Chairman |
78.95% |
3.24 |
| Mr. Sanjeev Bikhchandani |
Promoter, Executive Vice-Chairman |
3.69% |
36.88 |
| Mr. Hitesh Oberoi |
Promoter, Managing Director & CEO |
8.04% |
36.06 |
| Mr. Pawan Goyal |
Whole Time Director & Chief Business Officer - Naukri |
27.16 |
50.58 |
| Mr. Chintan Thakkar* |
Whole Time Director & CFO |
Not Comparable** |
28.45 |
| Mr. Sanjiv Sachar |
Independent Director |
156.37% |
7.92 |
| Mr. Ashish Gupta |
Independent Director |
148% |
5.91 |
| Ms. Geeta Mathur |
Independent Director |
98.52% |
6.39 |
| Ms. Aruna Sundararajan? |
Independent Director |
Not Comparable** |
5.53 |
| Mr. Arindam Kumar Bhattacharya4 * * * 8, |
Independent Director |
Not Comparable** |
6.29 |
| Mr. Ambarish Raghuvanshi% |
Interim CFO |
Not Comparable** |
16.79 |
| Ms. Jaya Bhatia |
Company Secretary |
28.93% |
12.31 |
Notes:
1. Details of remuneration paid to the Directors during FY26 are
disclosed in the Corporate Governance Report forming part of this Annual Report.
2. The Non-Executive and Independent Directors are paid sitting fees
for attending meetings of the Board, Committees and Strategic Review Meetings. In
addition, Independent Directors are entitled to a fixed annual commission in accordance
with the Remuneration Policy ofthe Company. The increase in remuneration of Independent
Directors during FY26 is primarily attributable to the fixed annual commission of Rs.33
lakh paid during the year, in accordance with the Remuneration Policy of the Company, and
variations in the number of meetings held and attended during the year.
3. The remuneration paid to the Executive Directors and Key Managerial
Personnel ofthe Company includes the amount of management bonus paid for the previous
year.
4. Remuneration of Mr. Chintan Thakkar, Mr. Pawan Goyal and Ms. Jaya
Bhatia considered for calculating the percentage increase in remuneration and/or ratio to
median remuneration excludes employee share-based payments. Further, ex-gratia payment to
Mr. Chintan Thakkar has also been excluded.
*Mr. Chintan Thakkar ceased to be the Whole-Time Director & CFO
ofthe Company w.e.f. close of business hours on November 19,2025.
?>Ms. Aruna Sundararajan ceased to be the Independent Director
ofthe Company w.e.f. October 12,2025.
&Mr. Arindam Bhattacharya ceased to be the Independent
Director ofthe Company w.e.f. close of business hours on January 15,2026.
%Mr. Ambarish Raghuvanshi was appointed as Interim CFO ofthe
Company w.e.f. November 20,2025.
"Percentage increase/decrease in remuneration is not reported as
they were holding directorship/office for part of FY26 and/or they were appointed during
FY26.
THE PERCENTAGE INCREASE IN THE MEDIAN REMUNERATION OF EMPLOYEES IN THE
FINANCIAL YEAR
The percentage increase in the median remuneration of the employees of
the Company during the financial year is 8.87% as compared to last year.
THE NUMBER OF PERMANENT EMPLOYEES ON THE ROLLS OF THE COMPANY:
5,878
AVERAGE PERCENTILE INCREASE ALREADY MADE IN THE SALARIES OF THE
EMPLOYEES OTHER THAN THE MANAGERIAL PERSONNEL IN THE LAST FINANCIAL YEAR AND ITS
COMPARISON WITH THE PERCENTILE INCREASE IN THE MANAGERIAL REMUNERATION AND JUSTIFICATION
THEREOF AND POINT OUT IF THERE ARE ANY EXCEPTIONAL CIRCUMSTANCES FOR INCREASE IN
MANAGERIAL REMUNERATION
The average increase in remuneration of employees other than managerial
personnel in FY26 was around 10.40% in comparison with percentile increase in salaries of
managerial personnel of around 17.21%. The remuneration of Mr. Ambarish Raghuvanshi,
Interim CFO, who was appointed during FY26, has been considered for calculating the
percentile increase in managerial remuneration.
AFFIRMATION THAT THE REMUNERATION IS AS PER THE REMUNERATION POLICY OF
THE COMPANY
It is hereby affirmed that the remuneration paid is as per the
Remuneration Policy for Directors, Key Managerial Personnel and other Employees.
EMPLOYEE STOCK OPTION PLAN
The Company's ESOP schemes have been formulated to share long-term
value with the employees and forms an integral part of a retention-oriented compensation
program. These schemes help in achieving the dual objective of motivating high-impact
talent and strengthening long-term retention, while aligning employees' career
aspirations with the Company's strategic goals. Additionally, by fostering a sense of
ownership, ESOPs encourage employees to operate with greater focus, accountability, and
commitment to driving sustainable business performance.
ESOP-2007 (MODIFIED IN JUNE 2009): This is a SEBI compliant ESOP
scheme which was used to grant stock based compensation to our associates since 2007. This
was approved by passing a special resolution in the EGM held in March 2007 which was
further amended in June 2009 through approval of Members by Postal Ballot by introducing
Stock Appreciation Rights ('SAR')/Restricted Stock Units ('RSUs') and flexible
pricing of ESOP/SAR Grants. This scheme is not currently used by the Company to make fresh
ESOP/SAR/RSU grants and all options granted under this Scheme have been either exercised
or lapsed.
ESOP-2015: This Scheme was introduced by the Company to provide
equity-based incentives to employees of the Company i.e. the Options granted underthe
Scheme may be in the form of ESOPs/SAR/other Share based form of incentives. This Scheme
originally provided for the grant of up to 4,000,000 Options exercisable into equity
shares of the Company. Pursuant to the sub-division of equity shares of the Company
undertaken during the year in the ratio of 1:5, the aforesaid limit stands adjusted to
20,000,000 Options. This scheme is currently used by the Company to make fresh
ESOP/SAR/RSU grants.
The applicable disclosures as stipulated under Act read with the
applicable Rules framed thereunder and the Securities and Exchange Board of India (Share
Based Employee Benefits and Sweat Equity) Regulations, 2021, with regard to the
Employees' Stock Options Scheme ('ESOS') are available on the website of
the Company at www.infoedge.in/pdfs/ESOPDisclosure FY26.pdf.
Certificate from M/s. Chandrasekaran Associates, Company Secretaries,
with regard to the implementation of the Employee Stock Option Scheme of the Company in
accordance with the Securities and Exchange Board of India (Share Based Employee Benefits
and Sweat Equity) Regulations, 2021, will be available for inspection in electronic mode
during the AGM.
The shares to which the Company's ESOP Scheme relates are held by
the Trustees on behalf of Info Edge Employees Stock Option Plan Trust. The individual
employees do not have any claim against the shares held by said ESOP Trust unless they are
transferred to their respective demat accounts upon exercise of options vested in them.
TRANSFER OF UNCLAIMED DIVIDEND AND SHARES TO INVESTOR EDUCATION AND
PROTECTION FUND (IEPF')
During the year, pursuant to Section 124 of the Act, the Final Dividend
for FY18 and the 1st and 2nd Interim Dividends for FY19, aggregating
to Rs.1,43,687/- (Rupees One Lakh Forty-Three Thousand Six Flundred and Eighty- Seven
Only), which remained unpaid/unclaimed for a period of seven years from the date of
transfer to the unpaid dividend account, have been transferred by the Company to the
Investor Education and Protection Fund (IEPF) of the Central Government.
Pursuant to Section 124(6) of the Act read with Rule 6 of the Investor
Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules,
2016, shares on which dividend has not been paid or claimed for seven consecutive years or
more are required to be transferred to the IEPF. All consequential benefits accruing on
such shares are also credited in the name of IEPF, while voting rights remain frozen until
the rightful owner reclaims the shares. Members may reclaim such shares from the Investor
Education and Protection Fund Authority ('IEPFA'), established by the Central Government
to administer the IEPF, in accordance with the prescribed procedure. In pursuance of the
aforesaid provisions, during FY26, 1,985 (One Thousand Nine Hundred and Eighty-Five)
equity shares of the Company were transferred to the IEPFA.
During the year under review, dividend amounts declared by the Company
pertaining to shares already transferred to IEPF, comprising the FY25 Final Dividend and
the 1st and 2nd Interim Dividends for FY26, aggregating to
Rs.3,84,700/- (Rupees Three Lakh Eighty-Four Thousand Seven Hundred Only), were also
transferred to IEPF.
The relevant details of unclaimed/unpaid dividend and shares
transferred to IEPFA are also available on the website of the Company at: www.infoedge.in/
InvestorRelations/IR Unpaid Unclaimed
7. DIRECTORS' RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 134(3)(c) and 134(5) of
the Act, the Board of Directors 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 judgements 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 year;
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 financial controls are adequate and were operating
effectively;
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.
The Company has complied with the Secretarial Standards issued by the
Institute of Company Secretaries of India on Meetings of the Board of Directors and
General Meetings.
APPRECIATION
The Company's operational efficiency is driven by a strong culture
of professionalism, creativity, integrity, focus on innovation and technology and
continuous improvement across all functions and domains. This culture, combined with the
strategic and effective utilization of the Company's resources has been pivotal in
ensuring sustainable and profitable growth.
The Board places on record its sincere appreciation for the commitment,
resilience and contributions of all employees across the Company. Their efforts have been
instrumental in strengthening the Company's leadership position and driving its
continued growth and success. Additionally, the Board also expresses gratitude to the
Company's shareholders, customers, users, business partners, investee companies,
bankers, regulators and other stakeholders for their continued trust, confidence and
support. The Company remains committed to creating enduring value for all stakeholders
while pursuing its long-term vision and growth objectives. We remain grateful for the
trust and confidence placed in us and look forward to continued partnership and support
from all our stakeholders.