63 moons technologies limited has established May 15, 2026, as the record date to determine shareholder eligibility for its postal ballot process. The company seeks approval for the re-appointment of its Managing Director and CEO, Mr. Rajendran Soundaram, and Whole-time Director and CFO, Mr. Devendra Agrawal, along with a material related party transaction with India Gold Metaverse Private Limited (IGM).

The remote e-voting facility will be available from 9:00 a.m. IST on May 22, 2026, until 5:00 p.m. IST on June 20, 2026. The company has engaged KFin Technologies Limited to facilitate the electronic voting process. Shareholders must cast their votes within this window, as the e-voting module will be disabled upon the expiry of the deadline. The results of the postal ballot are scheduled to be announced on or before June 23, 2026.

Re-appointment of Key Management Personnel

The special business includes the re-appointment of Mr. Rajendran Soundaram as Managing Director and CEO of the company. His current term is set to conclude on May 31, 2026. The board has recommended his re-appointment for a further period of one year, commencing from June 1, 2026, to May 31, 2027. This appointment is subject to shareholder approval via a special resolution, particularly considering his continuation beyond the age of 70 years.

Additionally, the company seeks approval for the re-appointment of Mr. Devendra Agrawal as Whole-time Director and CFO. His present term expires on May 26, 2026. The proposed re-appointment is for a term of three years, starting from May 27, 2026, to May 26, 2029. The remuneration proposed for Mr. Agrawal is in the range of ₹0.80 crore to ₹3 crore per annum, while Mr. Soundaram's remuneration is proposed in the range of ₹1.80 crore to ₹3.75 crore per annum.

Material Related Party Transaction

Shareholders will also vote on an ordinary resolution to approve material related party transactions with India Gold Metaverse Private Limited (IGM). The proposed arrangement involves a long-term agreement for the development, licensing, and maintenance of an integrated technology platform known as IGMTech.

The transaction includes a one-time consideration of ₹25 crore payable in FY 2026-27 and another ₹25 crore before March 2029. Annual fixed charges are set at ₹12 crore, along with variable and manpower charges. The initial term of the agreement is 33 years, extendable for two further terms of 33 years each. The audit committee has reviewed and approved the transaction, noting it is in the ordinary course of business and on an arm's length basis.

Key Voting Dates and Details

The company has stated that physical copies of the postal ballot notice are not being dispatched. Members are required to participate only through the remote e-voting system. The notice and relevant instructions are available on the company's website and the website of KFin Technologies Limited. For any grievances or queries relating to remote e-voting, members may contact Mr. Premkumar Nair, Senior Manager, KFin Technologies Ltd., on Tel: 040 67162222 or send an email to einward.ris@kfintech.com .

63 moons technologies announced that its Board of Directors, at its meeting held on May 18, 2026, approved the audited standalone and consolidated financial results for the financial year ended March 31, 2026. Alongside the results, the Board recommended a final dividend of ₹2 per equity share (face value ₹2 each) for FY 2025-26, which, if approved at the forthcoming Annual General Meeting, would result in a cash outflow of ₹921.57 lakhs. The payment of this dividend is subject to the approval of shareholders at the Annual General Meeting and appropriate judicial orders.

Standalone Financial Performance

On a standalone basis, 63 moons technologies reported a significant improvement in profitability for FY 2025-26. The following table summarises the key standalone financial metrics:

The standalone exceptional items for FY 2025-26 comprised a write-off of investment in subsidiary of ₹(3,000.00) lakhs, a gain on sale of residual equity shares in NTT Data Payment Services India Pvt Limited (an associate) of ₹14,565.72 lakhs pursuant to an Hon'ble MPID court order, and a net gain on sale of shares in associate of ₹126.71 lakhs, aggregating to ₹11,692.43 lakhs. As directed by the MPID court, the sale consideration, after deducting applicable taxes, was deposited in the designated bank account of the Competent Authority–NSEL MPID as security in lieu of attachment. The standalone total assets stood at ₹3,19,418.00 lakhs and net worth at ₹3,04,133.95 lakhs as at March 31, 2026.

Standalone Other Income Breakdown

Other income for the standalone entity for FY 2025-26 consisted of interest income of ₹13,117.17 lakhs, other income (net) of ₹1,748.41 lakhs, and a change in fair valuation of investments of ₹861.84 lakhs, totalling ₹15,727.42 lakhs.

Consolidated Financial Performance

On a consolidated basis, the group reported a narrowing of losses for FY 2025-26. The table below presents the key consolidated financial highlights:

The consolidated exceptional items for FY 2025-26 comprised a gain on sale of business undertakings of ₹9,472.23 lakhs and a gain on sale of investment in associates of ₹126.71 lakhs, totalling ₹9,598.94 lakhs. The consolidated segment revenue was led by the Software Services/Solutions segment at ₹15,992.99 lakhs and the Trading segment at ₹4,167.91 lakhs for FY 2025-26. The implementation of the four labour codes notified by the Government of India on November 21, 2025 resulted in an increase of ₹144.65 lakhs and ₹266.18 lakhs in the provision for defined benefit obligation in standalone and consolidated financials respectively, recognised as employee benefit expense in the current reporting period.

Auditor's Qualified Opinion and Key Legal Matters

The statutory auditors, Chaturvedi Sohan & Co., issued a qualified opinion on both the standalone and consolidated audited financial results for the quarter and year ended March 31, 2026. The basis for the qualified opinion relates to civil suits filed against the company in connection with events on the National Spot Exchange Limited (NSEL) trading platform, as well as FIRs, complaints, charge-sheets, and notices from the Economic Offences Wing (EOW), CBI, SFIO, and the Directorate of Enforcement, all of which are pending at various stages of adjudication. The auditors noted that the outcome of these matters is uncertain and they are unable to comment on the consequential financial impact.

The company had invested ₹20,000 lakhs (face value) in Secured Non-Convertible Debentures of IL&FS Transportation Networks Ltd (ITNL). The company has impaired and written off ₹13,557.10 lakhs till March 31, 2025 under exceptional items. Subsequent to year-end, the company received a further interim distribution of ₹1,050.49 lakhs, aggregating to total interim distribution of ₹7,228.49 lakhs. Additionally, the company had invested ₹30,000 lakhs (face value) in 9% Yes Bank Perpetual Additional Tier I (AT-1) Bonds, and has impaired and written off ₹10,000.00 lakhs during the previous year ended March 31, 2025, with the matter currently reserved for order before the Hon'ble Supreme Court.

Regarding the NSEL Settlement Scheme, the Board approved participation in the Scheme of Arrangement between NSEL and Specified Creditors, entailing a settlement amount of ₹1,950 Crore towards settlement of claims of approximately ₹4,610 Crore to 5,682 Specified Creditors. The Scheme was approved by 92.81% of Specified Creditors in number and 91.35% in value, and was sanctioned by the NCLT vide order dated November 28, 2025. Challenges before the NCLAT and the Hon'ble Supreme Court were subsequently dismissed. The company has not distributed final dividends approved for financial years 2014-15, 2016-17 to 2020-21, and 2022-23 to 2024-25, aggregating to ₹9,307.86 lakhs, due to a prior court restraint order, which has since been withdrawn pursuant to the Scheme.

Board Approves Key Managerial Appointments

The board meeting also saw the approval of several key managerial re-appointments. The following table summarises the appointments:

Both appointments are subject to shareholder approval. The Board additionally approved the re-appointment of M/s. V.P. Mehta & Co., Chartered Accountants, as Internal Auditors of the Company for the financial year 2026-27.

Director Profiles

Mr. Devendra Agrawal is a Chartered Accountant with over three decades of professional experience in finance, accounts, MIS, and taxation. He has previously worked with reputed organisations such as Aditya Birla Group of Companies and Reliance Industries Limited for over 12 years. He has been associated with 63 moons technologies since April 2006 and is recognised as a strategic partner who integrates finance, MIS, taxation, and compliance into a cohesive engine for sustainable growth.

Mr. Rajendran Soundaram is a post-graduate in Commerce and a CAIIB, with over four decades of experience as a senior banking professional. His expertise spans Corporate Credit, Treasury and Investment Management, International Banking, Enterprise-wide Risk Management, and Regulatory Compliance. Prior to his appointment as MD & CEO in February 2017, he was associated with the Company as an Independent Director since 2013. Both Mr. Devendra Agrawal and Mr. Rajendran Soundaram are not related to any Director of the Company and are not debarred from holding the office of Director by virtue of any order passed by SEBI or any other authority.

Postal Ballot for Shareholder Approval

To facilitate the re-appointments and approve material related party transactions with India Gold Metaverse Private Limited, the Board approved the issuance of a Postal Ballot notice. Shareholders eligible to vote are those whose names appear on the Register of Members or List of Beneficial Owners as on the cut-off date of Friday, May 15, 2026. The board meeting commenced at 2.30 p.m. and concluded at 5.00 p.m. on May 18, 2026.