Nucleus Software Exports Limited has informed stock exchanges about the extension of sabbatical leave for its Executive Director Dr. Ritika Dusad. The company's Board of Directors approved the extension during a meeting held on March 25, 2026, under the regulatory framework of SEBI's Listing Obligations and Disclosure Requirements.

Board Decision Details

The board meeting resulted in approval for Dr. Dusad's request to extend her sabbatical leave for a further period of up to one year, specifically until March 30, 2027. This decision was communicated to both the National Stock Exchange of India and BSE Limited as part of the company's regulatory compliance obligations.

Executive Director's Background and Sabbatical Purpose

Dr. Ritika Dusad brings significant academic and professional credentials to her role, holding a Ph.D. in Physics and having accumulated over three years of experience with Nucleus Software. During her sabbatical period, she is focusing on pursuing management development programs and training initiatives designed to enhance her business management skills.

The sabbatical also provides Dr. Dusad with opportunities to explore other areas that may prove beneficial to both her professional development and the company's business interests. The company has indicated that she will assume her responsibilities upon completion of the extended sabbatical leave.

Regulatory Compliance

The announcement was made pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. Company Secretary Poonam Bhasin signed the official communication to the stock exchanges on March 26, 2026, ensuring proper documentation and regulatory compliance.

The extension reflects the company's commitment to supporting executive development while maintaining transparency with stakeholders and regulatory authorities through proper disclosure procedures.

Nucleus Software Exports Limited announced major changes to its employee compensation structure following a board meeting held on March 25, 2026. The meeting, which commenced at 09:30 am and concluded at 05:55 pm, resulted in the termination of the existing employee stock option plan and approval of a new restricted stock unit scheme.

Board Decisions and Scheme Termination

The board approved the termination of ESOP Scheme 2015 and dissolution of the Nucleus Software Employee Welfare Trust. This decision marks a significant shift in the company's employee incentive strategy, moving from traditional stock options to restricted stock units.

New RSU Scheme 2026 Details

The newly approved Nucleus Software RSU Scheme 2026 introduces several key features designed to benefit eligible employees:

The RSU pool may be adjusted for corporate actions including bonus issues, rights issues, stock splits, consolidations, mergers, demergers, or other capital structure reorganizations.

Trust Formation and Share Acquisition

The board approved the formation of Nucleus Software Equity Incentive Trust, an irrevocable trust that will acquire equity shares either through fresh allotment from the company or secondary market acquisition. The trust will primarily focus on secondary market purchases to fulfill RSU obligations.

Additionally, the board authorized the company to provide loans to the trust for purchasing equity shares and approved the trust's acquisition of equity shares through secondary market transactions.

Scheme Terms and Conditions

The RSU scheme includes comprehensive terms for employee participation:

Vesting and Exercise Framework

Pricing and Re-pricing Provisions

The exercise price will be determined by the committee at grant time, linked to market price as defined in the scheme. The committee has authority to provide suitable discounts on market price while ensuring the exercise price never falls below the Rs. 10/- face value.

Notably, the committee retains power to re-price grants if they become unattractive due to share price declines, subject to SEBI regulations and shareholder approval.

Subsidiary Employee Inclusion

The board extended the scheme's reach by approving RSU grants to eligible employees of subsidiary companies, both in India and internationally. This expansion demonstrates the company's commitment to aligning global workforce incentives with corporate performance.

Regulatory Compliance

The scheme complies with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, ensuring adherence to regulatory requirements for employee benefit programs. The disclosure was made under Regulation 30 of SEBI Listing Obligations and Disclosure Requirements Regulations, 2015.