General information about company |
| Scrip code | 533982 |
| NSE Symbol | TERASOFT |
| MSEI Symbol | NOTLISTED |
| ISIN | INE482B01010 |
| Name of the entity | TERA SOFTWARE LIMITED |
| Date of start of financial year | 01-04-2025 |
| Date of end of financial year | 31-03-2026 |
| Reporting Quarter Type | Half Yearly |
| Date of Quarter Ending | 30-09-2025 |
| Type of company | Equity |
| Whether Annexure I (Part A) of the SEBI Circular dated December 31, 2024 related to Compliance Report on Corporate Governance is applicable to the entity? | Yes | |
| Whether Annexure I (Part B) of the SEBI Circular dated December 31, 2024 related to Investor Grievance Redressal Report is Applicable to the entity? | Yes |
| Whether Annexure I (Part C) of the SEBI Circular dated December 31, 2024 related to Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies is Applicable to the entity? | No | During the quarter beginning from 01-07-2025 to 30-09-2025, there was no event with respect to acquisition(s), Scheme of Arrangement (amalgamation, merger, demerger or restructuring), sale or disposal of any unit(s), division(s), whole or substantially the whole of the undertaking(s) or subsidiary of the listed entity, sale of stake in associate company of the company or any other restructuring. |
| Whether Annexure I (Part D) of the SEBI Circular dated December 31, 2024 related to Disclosure of Imposition of Fine or Penalty is Applicable to the entity? | No | During the quarter beginning from 01-07-2025 to 30-09-2025, there was no event where any action(s) was taken or orders passed by any regulatory, statutory, enforcement authority or judicial body against our company or its directors, key managerial personnel, senior management, promoter or subsidiary, in relation to the Company. |
| Whether Annexure I (Part E) of the SEBI Circular dated December 31, 2024 related to Disclosure of Updates to Ongoing Tax Litigations or Disputes is Applicable to the entity? | Yes | |
| Whether Annexure I (Part F) of the SEBI Circular dated December 31, 2024 related to Disclosure Of Loans / Guarantees / Comfort Letters / Securities Etc. is Applicable to the entity? | Yes | |
| Risk management committee | Not Applicable |
| Market Capitalisation as per immediate previous Financial Year | Any other |
| Is SCORE ID Available ? | Yes |
| SCORE Registration ID | t00405 |
| Reason For No SCORE ID | |
| Type of Submission | Original |
| Remarks (website dissemination) | |
| Remarks for Exchange (not for Website Dissemination) | |
Annexure I |
Annexure I to be submitted by listed entity on quarterly basis |
I. Composition of Board of Directors |
| Disclosure of notes on composition of board of directors explanatory | |
| Whether the listed entity has a Regular Chairperson | Yes |
| Whether Chairperson is related to MD or CEO | Yes |
| Sr | Title (Mr / Ms) | Name of the Director | PAN | DIN | Category 1 of directors | Category 2 of directors | Category 3 of directors | Date of Birth |
| 1 | Mr | TUMMALA GOPICHAND | ACJPT2176P | 00107886 | Executive Director | Chairperson | MD | 09-06-1959 |
| 2 | Mr | TUMMALA MADHU MITRA | AGNPT8640E | 07124242 | Executive Director | Not Applicable | | 14-10-1986 |
| 3 | Mr | TUMMALA BAPAIAH CHOWDARY | AATPT1029R | 00107795 | Non-Executive - Non Independent Director | Not Applicable | | 20-11-1957 |
| 4 | Mr | ATLURI DIVAKAR | AAMPA4577A | 00033386 | Non-Executive - Independent Director | Not Applicable | | 28-05-1957 |
| 5 | Mr | BRAJA BANDHU NAYAK | AAQPN2057G | 09702361 | Non-Executive - Independent Director | Not Applicable | | 04-06-1962 |
| 6 | Mrs | VEMURI USHA RANI | ABHPV3610R | 03601565 | Non-Executive - Independent Director | Not Applicable | | 24-11-1961 |
I. Composition of Board of Directors |
| Sr | Whether special resolution passed?
[Refer Reg. 17(1A) of Listing Regulations] | Date of passing special resolution | Initial Date of appointment | Date of Re-appointment | Date of
cessation | Tenure of director (in months) | No of Directorship in listed entities including this listed entity (Refer Regulation 17A of Listing Regulations) | No of Independent Directorship in listed entities including this listed entity [with reference to proviso to regulation 17A(1) & reg. 17A(2)] | Number of memberships in Audit/ Stakeholder Committee(s) including this listed entity (Refer Regulation 26(1) of Listing Regulations) | No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity (Refer Regulation 26(1) of Listing Regulations) | Reason for Cessation | Notes for not providing PAN | Notes for not providing DIN |
| 1 | NA | | 26-09-1994 | 30-07-2021 | | | 1 | 0 | 0 | 0 | | | |
| 2 | NA | | 17-08-2023 | 26-09-2025 | | | 1 | 0 | 0 | 0 | | | |
| 3 | NA | | 01-11-1999 | | | | 1 | 0 | 2 | 1 | | | |
| 4 | NA | | 12-02-2021 | 30-07-2021 | | 55 | 2 | 1 | 4 | 1 | | | |
| 5 | NA | | 24-09-2022 | 24-09-2022 | | 36 | 1 | 1 | 2 | 0 | | | |
| 6 | NA | | 03-08-2024 | 09-09-2024 | | 14 | 1 | 1 | 1 | 0 | | | |
Annexure 1 |
Annexure 1 |
III. Meeting of Board of Directors |
| Disclosure of notes on meeting of board of directors explanatory | |
| Sr. No. | Date(s) of meeting (if any) in the previous quarter | Date(s) of meeting (if any) in the current quarter | Maximum gap between any two consecutive (in number of days) | Notes for not providing Date | Whether requirement of Quorum met (Yes/No) | Total Number of Directors as on date of the meeting | Number of Directors present*
(All directors including Independent Director) | No. of Independent Directors attending the meeting* |
| 1 | 16-05-2025 | | | | Yes | 6 | 6 | 3 |
| 2 | | 12-08-2025 | 87 | | Yes | 6 | 6 | 3 |
Annexure 1 |
IV. Meeting of Committees |
| Disclosure of notes on meeting of committees explanatory | |
| Sr | Name of Committee | Date(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order) | Maximum gap between any two consecutive (in number of days) | Name of other committee | Reason for not providing date | Whether requirement of Quorum met (Yes/No) | Total Number of Directors in the Committee as on date of the meeting | Number of Directors Present (All Directors including Independent Director) | No. of Independent Directors attending the meeting* | No. of members attending the meeting (other than Board of Directors) |
| 1 | Audit Committee | 16-05-2025 | | | | Yes | 4 | 4 | 3 | 0 |
| 2 | Audit Committee | 12-08-2025 | 87 | | | Yes | 4 | 4 | 3 | 0 |
| 3 | Nomination and remuneration committee | 12-08-2025 | | | | Yes | 3 | 3 | 2 | 0 |
| 4 | Corporate Social Responsibility Committee | 12-08-2025 | | | | Yes | 3 | 3 | 2 | 0 |
| 5 | Other Committee | 28-07-2025 | | Management Committee | | Yes | 3 | 3 | 1 | 0 |
Annexure 1 |
V. Affirmations |
| Sr | Subject | Compliance status (Yes/No) |
| 1 | The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015 | Yes |
| 2 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015
a. Audit Committee | Yes |
| 3 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committee | Yes |
| 4 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committee | Yes |
| 5 | The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. d. Risk management committee (applicable to the top 1000 listed entities) | NA |
| 6 | The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015. | Yes |
| 7 | The meetings of the board of directors and the above committees have been conducted in the manner as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015. | Yes |
| 8 | This report and/or the report submitted in the previous quarter has been placed before Board of Directors. | Yes |
Affirmations on Compliance Requirements for AGM (applicable only for the first half-year filing i.e., 2nd quarter) |
I. Affirmations |
| Sr | Particulars | Regulation Number | Compliance status (Yes/No/NA) | If status is “No” details of non-compliance may be given here. |
| 1 | Copy of the annual report including balance sheet, profit and loss account, directors report, corporate governance report, BRSR & BRSR core, if applicable, displayed on website | 46(2) | Yes | |
| 2 | Presence of Chairperson of Audit Committee at the Annual General Meeting | 18(1)(d) | Yes | |
| 3 | Presence of Chairperson of the nomination and remuneration committee at the annual general meeting | 19(3) | Yes | |
| 4 | Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting | 20(3) | Yes | |
| 5 | Disclosure of the Secretarial Audit Report of the listed entity and the material subsidiaries in the Annual Report | 24A(1) | NA | |
| 6 | Compliance with the conditions laid down for Secretarial Auditor or the person signing the Secretarial Compliance Report | 24A(1A), 24A(1B), 24A(1C) | Yes | |
| 7 | Submission of Annual Secretarial Compliance Report | 24A(2) | Yes | |
| 8 | Whether “Corporate Governance Report” disclosed in Annual Report | 34(3) read with para C of Schedule V | Yes | |
| Any other information to be provided | |
Additional Half yearly Disclosure
DISCLOSURE OF LOANS / GUARANTEES / COMFORT LETTERS / SECURITIES ETC. (applicable only for half-yearly filings) |
| Any Other Information for Disclosure of Loans / Guarantees / Comfort Letters / Securities Etc. | Textual Information(1) |
I. Disclosure of Loans/ guarantees/comfort letters /securities etc. Refer note below |
| (A)Any loan or any other form of debt advanced by the listed entity directly or indirectly to | |
| Entity | Aggregate amount advanced during six months | Balance outstanding at the end of six months | |
| Promoter or any other entity controlled by them | 0 | 0 | |
| Promoter Group or any other entity controlled by them | 0 | 0 | |
| Directors (including relatives) or any other entity controlled by them | 0 | 0 | |
| KMPs or any other entity controlled by them | 0 | 0 | |
(B) Any guarantee / comfort letter (by whatever name called) provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed By |
| Entity | Type (guarantee, comfort letter etc.) | Aggregate amount of issuance during six months | Balance outstanding at the end of six months(taking into account any invocation) |
| Promoter or any other entity controlled by them | 0 | 0 | 0 |
| Promoter Group or any other entity controlled by them | 0 | 0 | 0 |
| Directors (including relatives) or any other entity controlled by them | 0 | 0 | 0 |
| KMPs or any other entity controlled by them | 0 | 0 | 0 |
(C) Any security provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed by |
| Entity | Type of security (cash, shares etc.) | Aggregate value of security provided during six months | Balance outstanding at the end of six months |
| Promoter or any other entity controlled by them | 0 | 0 | 0 |
| Promoter Group or any other entity controlled by them | 0 | 0 | 0 |
| Directors (including relatives) or any other entity controlled by them | 0 | 0 | 0 |
| KMPs or any other entity controlled by them | 0 | 0 | 0 |
| (D) Additional Information | Textual Information(2) |
II. Affirmations |
| Affirmations | Compliance Status | Company Remarks |
| All loans (or other form of debt), guarantees, comfort letters (by whatever name called) or securities in connection with any loan(s) (or other form of debt) given directly or indirectly by the listed entity to promoter(s), promoter group, director(s) (including their relatives), key managerial personnel (including their relatives) or any entity controlled by them are in the economic interest of the company. | Yes | Textual Information(3) |
| Name | D Pravallika | | |
| Designation | CFO | | |
| Place | Hyderabad | | |
| Date | 17-10-2025 | | |
Disclosure of Updates to Ongoing Tax Litigations or Disputes
The updates on tax litigations or disputes in terms of sub-para 8 of para B of Part A of Schedule III read with corresponding provisions of Annexure 18 of the Master Circular are given below: |
| Any Other Information for Disclosure of Updates to Ongoing Tax Litigations or Disputes | |
| Sr. No. | Name of the opposing party | Date of initiation of the litigation / dispute | Status of the litigation / dispute as per last disclosure | Current status of the litigation / dispute |
| 1 | Assistant Commissioner, Ranchi South, Jharkhand | 26-02-2024 | NA | GST Notices issued vide DRC-07 - order nos. 524 to 529, Dt. 26/02/2024 for demand of total Rs.25,90,21,450/- ITC claimed by Tera Software Limited is withdrawn by the Assistant Commissioner, Ranchi South, Jharkhand, Withdrawal Orders dt. 23/08/2025 |
| 2 | Assistant Commissioner, Bidha Nagar Division, Kolkata, West Bengal | 25-06-2024 | NA | GST Order for ITC disallowance u/s 16(4) of Rs.32,33,500/- by GST authorities due to late filing of GST returns of West Bengal for FY 2019-20 is set-aside the order by the Joint Commissioner, CGST & CX, Appeal-I Commissionerate, Kolkata. Set-aside the Order vide order no.351/CGST/ Kol-North/2025, dt. 30/06/2025. |