Aditya Infotech Limited has successfully concluded its postal ballot process, with shareholders approving all six special resolutions presented to them. The company disclosed the voting results on March 31, 2026, following the scrutinizer's report dated March 30, 2026.

Voting Process and Participation

The postal ballot was conducted entirely through remote e-voting, with the voting period running from 9:00 AM on February 27, 2026, to 5:00 PM on March 28, 2026. The cut-off date for determining eligible shareholders was February 20, 2026. Out of total outstanding shares of 11,77,98,084, shareholders representing 10,61,85,572 shares participated in the voting process, achieving a participation rate of 90.14%.

Approved Resolutions

All six special resolutions received overwhelming shareholder support, with approval rates ranging from 93.28% to 99.56%. The resolutions covered various corporate governance and operational matters:

Employee Stock Option Plans

Two resolutions related to the Aditya Infotech Employee Stock Option Plan 2024 were approved. The first resolution for ratification of the ESOP plan received 93.33% approval with 9,90,98,553 votes in favor. The second resolution extending ESOP benefits to eligible employees of group companies, including subsidiaries and associates in India and abroad, was approved with 93.33% support.

Corporate Governance Changes

Shareholders approved amendments to the company's Articles of Association with 93.28% votes in favor (9,90,47,816 votes). This resolution received the lowest approval rate among all six, though still commanding strong majority support.

Executive Remuneration Approvals

Three resolutions concerning remuneration revisions for key directors received exceptionally strong approval:

Notably, these three resolutions were marked as having promoter group interest, yet received strong support from public shareholders as well.

Scrutinizer's Oversight

The postal ballot process was scrutinized by CS Anuj Gupta of M/s. Anuj Gupta & Associates, who was appointed as scrutinizer by the Board of Directors on February 12, 2026. The scrutinizer confirmed that the voting process was conducted in a fair and transparent manner, with all votes cast through the remote e-voting facility being properly verified and counted.

The company published advertisements about the postal ballot notice in Financial Express (English) and Jansatta (Hindi) on February 27, 2026, ensuring proper communication to shareholders. The notice was also made available on the company's website and stock exchange platforms for easy access by all stakeholders.

Aditya Infotech Limited promoters have submitted prior intimation to stock exchanges regarding a proposed share acquisition through private family arrangement. The disclosure, filed under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, outlines a transfer of equity shares between promoter entities.

Transaction Overview

The proposed acquisition involves transfer of 55,000 equity shares currently held by Hari Shanker Khemka to Hari Khemka Business Family Trust. The transaction is scheduled to take place on or after March 27, 2026, and will be executed at nil consideration as it constitutes a private family arrangement among promoters.

Shareholding Impact

The transaction will result in minor changes to the promoter shareholding structure of Aditya Infotech Limited:

The trust will increase its shareholding by 0.05% while Hari Shanker Khemka's individual holding will reduce to minimal levels.

Regulatory Compliance

The transaction is being conducted under sub-clause (i) of Regulation 10(1)(a) of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, which provides exemption from making an open offer. The acquirer has declared compliance with all applicable disclosure requirements under Chapter V of the Takeover Regulations.

The filing was submitted by Hari Shanker Khemka as trustee on behalf of Hari Khemka Business Family Trust to both National Stock Exchange of India Limited and BSE Limited, with a copy to the company's compliance officer Roshni Tandon. The disclosure was digitally signed and dated March 20, 2026, from Noida, Uttar Pradesh.