General information about company

Scrip code533982
NSE SymbolTERASOFT
MSEI SymbolNOTLISTED
ISININE482B01010
Name of the entityTERA SOFTWARE LIMITED
Date of start of financial year01-04-2024
Date of end of financial year31-03-2025
Reporting QuarterHalf Yearly
Date of Report30-09-2024
Risk management committeeNot Applicable
Market Capitalisation as per immediate previous Financial YearAny other



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 ChairpersonYes
Whether Chairperson is related to MD or CEOYes
SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of Birth
1MrTUMMALA GOPICHANDACJPT2176P00107886Executive DirectorChairpersonMD09-06-1959
2MrTUMMALA MADHU MITRAAGNPT8640E07124242Executive DirectorNot Applicable14-10-1986
3MrTUMMALA BAPAIAH CHOWDARYAATPT1029R00107795Non-Executive - Non Independent DirectorNot Applicable20-11-1957
4MrHANUMAN CHOWDARY TRIPURANENIABKPT7960M00107006Non-Executive - Independent DirectorNot Applicable18-10-1931
5MrsTHOZUNAVOOR VELLAT LAKSHMIADHPT0120A00003020Non-Executive - Independent DirectorNot Applicable01-01-1959
6MrDIVAKAR ATLURIAAMPA4577A00033386Non-Executive - Independent DirectorNot Applicable28-05-1957
7MrBRAJA BANDHU NAYAKAAQPN2057G09702361Non-Executive - Independent DirectorNot Applicable04-06-1962
8MrsVEMURI USHARANIABHPV3610R03601565Non-Executive - Independent DirectorNot Applicable24-11-1961

I. Composition of Board of Directors

Disqualification of Directors under section 164 of the Companies Act, 2013

SrWhether the director is disqualified?Start Date of disqualificationEnd Date of disqualificationDetails of disqualificationCurrent status
1NoActive
2NoActive
3NoActive
4NoActive
5NoActive
6NoActive
7NoActive
8NoActive

I. Composition of Board of Directors

SrWhether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations]Date of passing special resolutionInitial Date of appointmentDate of Re-appointmentDate of cessationTenure 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) & 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 CessationNotes for not providing PANNotes for not providing DIN
1NA26-09-199430-07-20211000
2NA17-08-20231000
3NA01-11-199909-09-20241021
4Yes10-04-201917-12-200126-09-201930-09-2024602210Tenure Completion
5NA17-12-200126-09-201930-09-2024601110Tenure Completion
6NA12-02-202130-07-2021432121
7NA24-09-202224-09-2022241120
8NA03-08-202409-09-202421100



Audit Committee Details

Whether the Audit Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100033386DIVAKAR ATLURINon-Executive - Independent DirectorChairperson12-02-2021
200107006HANUMAN CHOWDARY TRIPURANENINon-Executive - Independent DirectorMember26-09-201930-09-2024
300107795TUMMALA BAPAIAH CHOWDARYNon-Executive - Non Independent DirectorMember30-06-2020
409702361BRAJA BANDHU NAYAKNon-Executive - Independent DirectorMember14-02-2023


Nomination and remuneration committee

Whether the Nomination and remuneration committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100107006HANUMAN CHOWDARY TRIPURANENINon-Executive - Independent DirectorChairperson26-09-201930-09-2024
200003020THOZUNAVOOR VELLAT LAKSHMINon-Executive - Independent DirectorMember26-09-201930-09-2024
300107795TUMMALA BAPAIAH CHOWDARYNon-Executive - Non Independent DirectorMember30-09-2014


Stakeholders Relationship Committee

Whether the Stakeholders Relationship Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100107795TUMMALA BAPAIAH CHOWDARYNon-Executive - Non Independent DirectorChairperson30-09-2014
209702361BRAJA BANDHU NAYAKNon-Executive - Independent DirectorMember14-11-2023
300003020THOZUNAVOOR VELLAT LAKSHMINon-Executive - Independent DirectorMember26-09-201930-09-2024


Risk Management Committee

Whether the Risk Management Committee has a Regular Chairperson
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks


Corporate Social Responsibility Committee

Whether the Corporate Social Responsibility Committee has a Regular ChairpersonYes
SrDIN NumberName of Committee membersCategory 1 of directorsCategory 2 of directorsDate of Appointment Date of CessationRemarks
100107006HANUMAN CHOWDARY TRIPURANENINon-Executive - Independent DirectorChairperson26-09-201930-09-2024
200033386DIVAKAR ATLURINon-Executive - Independent DirectorMember12-02-2021
300107886TUMMALA GOPICHANDExecutive DirectorMember30-09-2014


Other Committee

SrDIN NumberName of Committee membersName of other committeeCategory 1 of directorsCategory 2 of directorsRemarks
100107886TUMMALA GOPICHANDBorrowing CommitteeExecutive DirectorChairperson
209702361BRAJA BANDHU NAYAKBorrowing CommitteeNon-Executive - Independent DirectorMember
307124242TUMMALA MADHU MITRABorrowing CommitteeExecutive DirectorMember

Annexure 1

Annexure 1

III. Meeting of Board of Directors

Disclosure of notes on meeting of board of directors explanatory
SrDate(s) of meeting (if any) in the previous quarterDate(s) of meeting (if any) in the current quarterMaximum gap between any two consecutive (in number of days)Notes for not providing DateWhether requirement of Quorum met (Yes/No)Total Number of Directors as on date of the meetingNumber of Directors present* (All directors including Independent Director)No. of Independent Directors attending the meeting*
127-05-2024Yes774
203-08-202467Yes885



Annexure 1

IV. Meeting of Committees

Disclosure of notes on meeting of committees explanatory
SrName of CommitteeDate(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 committeeReson for not providing dateWhether requirement of Quorum met (Yes/No)Total Number of Directors in the Committee as on date of the meetingNumber 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)
1Audit Committee27-05-2024Yes4430
2Audit Committee03-08-202467Yes4430
3Nomination and remuneration committee03-08-2024Yes3320



Annexure 1

V. Related Party Transactions

SrSubjectCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Whether prior approval of audit committee obtainedYes
2Whether shareholder approval obtained for material RPTNA
3Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit CommitteeYes


Annexure 1

VI. Affirmations

SrSubjectCompliance status (Yes/No)
1The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015Yes
2The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit CommitteeYes
3The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committeeYes
4The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committeeYes
5The 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
6The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.Yes
7The 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
8This report and/or the report submitted in the previous quarter has been placed before Board of Directors.Yes

Annexure 1

SrSubjectCompliance status
1Name of signatoryCh Mallikarjuna
2DesignationCompany Secretary and Compliance Officer



Annexure III

III. Affirmations

SrParticularsRegulation NumberCompliance status (Yes/No/NA)If status is “No” details of non-compliance may be given here.
1Copy of the annual report including balance sheet, profit and loss account, directors report, corporate governance report, business responsibility report displayed on website46(2)Yes
2Presence of Chairperson of Audit Committee at the Annual General Meeting18(1)(d)Yes
3Presence of Chairperson of the nomination and remuneration committee at the annual general meeting19(3)Yes
4Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting20(3) Yes
5Disclosure of the Secretarial Audit Report of the listed entity and the material subsidiaries in the Annual Report24A(1)Yes
6Submission of Annual Secretarial Compliance Report24A(2)Yes
7Whether “Corporate Governance Report” disclosed in Annual Report34(3) read with para C of Schedule VYes
6




Annexure III

1Name of signatoryCh Mallikarjuna
2DesignationCompany Secretary and Compliance Officer




Additional Half yearly Disclosure

Applicability of disclosure Applicable
Reason for Non Applicability 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
EntityAggregate amount advanced during six monthsBalance outstanding at the end of six months
Promoter or any other entity controlled by them00
Promoter Group or any other entity controlled by them00
Directors (including relatives) or any other entity controlled by them00
KMPs or any other entity controlled by them00

(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

EntityType (guarantee, comfort letter etc.)Aggregate amount of issuance during six monthsBalance outstanding at the end of six months(taking into account any invocation)
Promoter or any other entity controlled by them000
Promoter Group or any other entity controlled by them000
Directors (including relatives) or any other entity controlled by them000
KMPs or any other entity controlled by them000

(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

EntityType of security (cash, shares etc.)Aggregate value of security provided during six monthsBalance outstanding at the end of six months
Promoter or any other entity controlled by them000
Promoter Group or any other entity controlled by them000
Directors (including relatives) or any other entity controlled by them 000
KMPs or any other entity controlled by them000
(D) Additional InformationTextual Information(2)

II. Affirmations

AffirmationsCompliance StatusCompany 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.YesTextual Information(3)
Name D Pravallika
Designation CFO
Place Hyderabad
Date08-10-2024

Details of Cyber security incidence

Whether as per Regulation 27(2)(ba) of SEBI (LODR) Regulations, 2015 there has been cyber security incidents or breaches or loss of data or documents during the quarterNo
Number of cyber security incidence or breaches or loss of data event occurred during the quarter
Sr.Date of the eventBrief details of the event



Signatory Details

Name of signatoryCh Mallikarjuna
Designation of personCompany Secretary and Compliance Officer
PlaceHyderabad
Date08-10-2024