Infonative Solutions has scheduled its 28th Annual General Meeting for September 25, 2026. The meeting will seek shareholder approval for an employee stock option plan and related party transactions capped at ₹15 crore.

The Board of Directors held a meeting on September 1, 2026, to finalize governance matters. Key agenda items include the reappointment of Whole-Time Director Yogesh Goel and the adoption of the Infonative Solutions Limited Employee Stock Options Scheme 2026.

AGM and E-Voting Schedule

The AGM will be conducted via video conferencing or other audio-visual means at 3:00 pm on September 25, 2026. The cut-off date for voting eligibility is September 18, 2026. Central Depository Services (India) Limited (CDSL) will facilitate remote e-voting. The Board has appointed Ms Y K & Associates, Practicing Company Secretaries, as Scrutinizer to oversee the voting process.

Shareholders holding shares in demat mode can vote through their depository accounts. Physical shareholders must log in to the CDSL e-voting website using their folio number and PAN. Members who have cast their votes through electronic means prior to the AGM may still attend but shall not be entitled to cast their votes again.

ESOP Scheme Details

The board adopted the INS ESOP Scheme 2026 based on recommendations from the Nomination and Remuneration Committee. The scheme creates a pool of 5,00,000 options for employees. No grants have been made as of the meeting date. The vesting period ranges from one to five years from the grant date, at the committee’s discretion. Options can be exercised within three years of vesting. The exercise price will not be less than the face value of ₹1 per share.

Related Party Transactions

The board recommended approval for related party transactions for one year starting April 1, 2026. The aggregate value is capped at ₹15 crore individually for companies and ₹2 crore individually for directors. This proposal requires shareholder approval at the forthcoming Annual General Meeting.

Director Reappointment

Mr. Yogesh Goel retires by rotation but is eligible for reappointment. He has served as Whole-Time Director since February 28, 2014. His last drawn remuneration was ₹1,71,000 per month. He holds 1,607,320 equity shares as on March 31, 2026.

Auditor Appointment

The board reappointed M/s Gupta Atul & Co. as internal auditors for FY27, effective April 1, 2026, in compliance with Section 138 of the Companies Act, 2013.

Infonative Solutions Limited has approved the acquisition of a 51% stake in Digital Benchers Private Limited, marking an expansion into artificial intelligence-driven education technology. The Board of Directors sanctioned the purchase of 5,100 equity shares for a total cash consideration of ₹1,68,30,000 during a meeting held on August 11, 2026. Upon completion, Digital Benchers will become a wholly-owned subsidiary of Infonative Solutions, allowing the listed entity to integrate AI-based educational tools and training services into its portfolio.

The transaction was approved under Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Board meeting commenced at 2:30 PM and concluded at 3:20 PM on Tuesday, August 11, 2026. Saurabh Kathuria, Whole-Time Director, signed the disclosure submitted to BSE Limited. The company stated that the acquisition aligns with its strategy to develop quality education through technologies such as deep learning and neural networks.

Digital Benchers Private Limited, incorporated on July 25, 2024, operates in the Education Technology, Artificial Intelligence, and Information Technology sectors. The target entity provides AI services, software solutions, and conducts seminars and educational programs. As per the filing, Digital Benchers reported a turnover of ₹2,839,759 for the financial year ended March 31, 2026. The company had no turnover in FY24-25 and was not operational in FY23-24.

The acquisition involves buying shares from Mr. Ashish Kumar, Mr. Amit Shishodia, Mr. Sunny Rustagi, and Mr. Quasif Mohaboob Ansari, who are shareholders and directors of Digital Benchers. Infonative Solutions confirmed that the transaction is not a related party transaction and will be executed on an arm’s length basis in compliance with the Companies Act, 2013 and SEBI Listing Regulations, 2015. No governmental or regulatory approvals are required for this acquisition.

Strategic Rationale

The primary objective of the acquisition is to transform education quality through AI technologies. Infonative Solutions aims to leverage Digital Benchers’ capabilities in deep learning and neural networks to benefit educational institutions, students, teaching staff, and parents. Additionally, the move allows Infonative to offer consultancy and advisory services in information technology, data communication, and automation. The company also plans to conduct software and hardware training, system design, and business process outsourcing through the subsidiary.

What the Numbers Show

The acquisition cost of ₹1,68,30,000 implies a valuation multiple based on the target’s recent turnover. With Digital Benchers reporting a turnover of ₹2,839,759 in FY25-26, the entry price suggests Infonative Solutions is valuing the business significantly above its current revenue run-rate. This indicates the listed company is paying for future growth potential in the AI education sector rather than current earnings. The target’s paid-up capital stands at ₹1,00,000 against an authorized capital of ₹10,00,000.