Meeting Details

  • Meeting Type: 34th Annual General Meeting (AGM)
  • Date: Friday, 24th July 2026
  • Time: 11:00 A.M. to 11:37 A.M. (IST)
  • Location: Held through Video Conferencing (VC)/Other Audio-Visual Means (OAVM) facility
  • Total Members Present: 178
  • Quorum: The Requisite Quorum was present.

Proposed Resolutions and Implications

The following five ordinary resolutions were proposed for shareholder approval:

1. To receive, consider and adopt the Audited Standalone Financial Statements for the financial year ended 31st March 2026 and the reports of the Board of Directors and Auditors thereon.

2. To receive, consider and adopt the Audited Consolidated Financial Statements for the financial year ended 31st March 2026 and the report of Auditors thereon.

3. To declare a final dividend of ₹6 (Rupees Six only) per Equity Share (Face value of ₹10) for the financial year ended 31st March 2026.

4. To appoint a director in place of Mrs. Priyadarshini Nigam (DIN: 00267100), who retires by rotation and offers herself for re-appointment.

5. To re-appoint M/s Walker Chandiok & Co LLP, Chartered Accountants (Firm Registration No. 001076N/N500013) as Statutory Auditors of the Company for the second term of five (5) years.

Voting Process

  • Methods Used: Remote e-voting (prior to the AGM) and Insta-poll e-voting (during the AGM).
  • Members joining via VC who had not voted remotely were provided the option to vote through e-voting at the AGM.
  • The Insta-Poll e-voting window remained open for 15 minutes after the conclusion of the AGM proceedings.
  • Scrutinizer: M/s DPV & Associates LLP was appointed as the Scrutinizer.
  • Voting Results: The Scrutinizer's Report on voting results was awaited at the time of this disclosure. The results were to be submitted to the stock exchanges and placed on the company's website upon receipt of the consolidated report.

Key Financial and Operational Highlights Presented

Mr. T.S. Varadarajan, Co-Founder & Executive Vice Chairman, presented the company's performance for FY 2025–26:

  • Consolidated Revenue: ₹15,744 million (6% year-on-year growth)
  • Annuity Revenue Contribution: 62% of total revenue
  • Profit After Tax (excluding exceptional items): ₹3,343 million
  • Adjusted PAT Margin: 21.2%
  • Operating Cash Flow: ₹2,318 million
  • Customer Additions: 47 new customer logos
  • Large Customers: Number of customers generating annual billings exceeding ₹50 million increased from 87 to 101.
  • Innovation: Filed 12 additional patents; granted 2 new patents. Total portfolio: 67 filings and 25 granted patents.
  • Workforce: More than 4,300 employees.
  • Dividend: A final dividend of ₹6 per share (60%) was proposed for FY 2025–26.

Attendance

Directors Present Virtually:

  • Mr. T.S. Varadarajan, Co-Founder & Executive Vice Chairman (Boston, USA)
  • Mrs. Priyadarshini Nigam, Whole-time Director (New Delhi)
  • Ms. Shubhi Nigam, Non-Executive Director (New Delhi)
  • Ms. Padmaja Krishnan, Independent Director (Singapore)
  • Mr. Subramaniam Ramnath Iyer, Independent Director (New Delhi)

Key Managerial Personnel Present:

  • Mr. Virender Jeet, Chief Executive Officer (Noida)
  • Mr. Tarun Nandwani, Chief Operating Officer (New Delhi)
  • Mr. Arun Kumar Gupta, Chief Financial Officer (New Delhi)
  • Mr. Aman Mourya, Company Secretary (New Delhi)

Other Attendees:

  • Mr. Ankit Mehra, Partner, M/s Walker Chandiok & Co LLP, Statutory Auditor (Gurugram)
  • Mr. Kundan Agarwal, M/s Kundan Agarwal & Associates, Secretarial Auditor (New Delhi)
  • Mr. Devesh Kumar Vasisht, Partner, M/s DPV & Associates LLP, Scrutinizer (Faridabad)

Absent Directors: Mr. Diwakar Nigam (Chairman & Managing Director), Mr. Saurabh Srivastava (Independent Director), and Mr. Sudhir Kumar Sethi (Independent Director) were unable to attend due to personal reasons.

Compliance and Governance

  • The meeting was conducted in accordance with relevant circulars issued by the Ministry of Corporate Affairs (MCA) and SEBI.
  • The statutory registers under the Companies Act, 2013, and other documents were made available electronically for member inspection.
  • The Statutory Auditor's Report and Secretarial Auditor's Report for FY ended 31st March 2026 contained no qualifications, observations, or adverse remarks.
  • Mr. T.S. Varadarajan chaired the meeting in the absence of the Chairman.