Key Quantitative Figures

  • Senior Executive ESOP 2026: 26,50,000 options (2.49% of issued capital)
  • Employee ESOP 2026: 47,00,000 options (4.42% of issued capital)
  • Total Options Proposed: 73,50,000 options
  • Exercise Price: INR 10 per option for all plans
  • Face Value per Share: INR 1

Dates of Action

  • Board Meeting Date: October 01, 2026 (approved all ESOP plans)
  • Cut-off Date for Voting Eligibility: October 23, 2026
  • Remote E-Voting Period: October 29, 2026 (9:00 AM IST) to November 27, 2026 (5:00 PM IST)
  • Result Declaration: On or before November 30, 2026
  • Deemed Passage Date: November 27, 2026 (if approved)

Parties Involved

  • Registrar & Transfer Agent: MUFG Intime India Private Limited
  • Scrutinizer: Mr. Vijay Yadav, Partner of M/s. AVS & Associates, Practicing Company Secretaries
  • E-Voting Agency: Central Depository Services (India) Limited (CDSL)
  • Stock Exchanges: BSE Limited and National Stock Exchange of India Limited
  • Identified Employee: Mr. Rahul Adakmol, Chief Executive Officer

ESOP Plan Details

Senior Executive ESOP 2026 (Item 1 & 2)

  • Purpose: Reward CEO for strategic leadership and align interests with shareholders
  • Options: 26,50,000 options convertible to equity shares
  • Beneficiary: Mr. Rahul Adakmol, CEO (exclusive plan)
  • Vesting Schedule:
  • 10,60,000 options after 12 months
  • 10,60,000 options after 24 months
  • 5,30,000 options after 36 months
  • Maximum Vesting Period: 3 years
  • Exercise Period: From vesting date until cessation of employment
  • Exclusions: Promoters, promoter group, directors holding >10% shares, independent directors, non-executive directors

Employee ESOP 2026 (Item 3 & 4)

  • Purpose: Reward employees, attract and retain talent, create co-ownership culture
  • Options: 47,00,000 options convertible to equity shares
  • Beneficiaries: Present and future employees of company and subsidiaries/associates
  • Vesting Schedule: 25% each after 12, 24, 36, and 48 months
  • Maximum Vesting Period: 4 years
  • Maximum per Employee: 10,00,000 equity shares
  • Performance Criteria: Company revenue, PAT, R&D spend, individual performance rating ≥4/5

Common Terms for All ESOPs

  • Implementation: Directly by company without trust involvement
  • Share Issuance: New shares ranking pari-passu with existing shares
  • Accounting Method: Fair value method as per IND AS 102
  • Lock-in Period: No lock-in except as required by applicable laws
  • Adjustment Mechanism: Board authorized to make adjustments for corporate actions
  • Lapse Conditions: 30-day exercise period after termination/resignation

Voting Process

  • Mode: Remote e-voting only through CDSL platform
  • Eligibility: Members registered as of October 23, 2026 cutoff date
  • Notification: Electronic only to members with registered email addresses
  • Scrutinizer: Mr. Vijay Yadav appointed to oversee voting process
  • Result Publication: Company website, CDSL website, and stock exchanges

Financial Impact

Equity dilution of up to 6.91% of issued capital if all options are exercised. Accounting impact through employee compensation cost using fair value method.

Documentation Availability

ESOP plans available for inspection at registered office (102, Hyde Park, Saki Vihar Road, Andheri East, Mumbai 400072) between 2:00 PM-5:00 PM on working days until voting ends, or electronically upon request to cs@blissgvs.com.