R Systems International has accepted the resignation of Piyush Jain from the position of Company Secretary and Compliance Officer, effective August 24, 2026. The departure marks a change in key managerial personnel for the IT services firm.

Jain tendered his resignation via a letter dated July 15, 2026, citing personal career aspirations as the reason for leaving. He will be relieved from his duties at the close of business hours on August 24, 2026.

Resignation Details

The company disclosed the change pursuant to Regulation 30 and Regulation 51 read with Para A of Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The disclosure was filed with both the National Stock Exchange of India Limited and BSE Limited.

According to the filing, Jain is resigning from all positions and designations held within the organization to pursue opportunities outside the company. He confirmed there were no other material reasons for his resignation.

Transition Plan

R Systems stated it is in the process of identifying a suitable candidate for the vacant position. The company committed to informing the stock exchanges upon the appointment of a successor. Jain assured the Board of Directors that he would ensure a smooth handover of responsibilities to facilitate a seamless transition during his remaining tenure.

R Systems International Limited confirmed the completion of the dispatch of its Postal Ballot Notice on August 12, 2026, through a newspaper advertisement published in Business Standard (English and Hindi editions). The notice, dated August 11, 2026, seeks shareholder consent on five resolutions relating to the appointment of four additional directors and the payment of commission to independent directors. The remote e-voting process commences on August 12, 2026, and concludes on September 10, 2026.

Proposed Director Appointments

The Board of Directors appointed four individuals as Additional Directors effective June 29, 2026, pending ratification by members through the postal ballot. The resolutions are categorized as follows:

The three proposed Independent Directors will serve a first term of five years, from June 29, 2026, to June 28, 2031. Mr. Pranav Damani is proposed as a Non-Executive Director liable to retire by rotation.

Profiles of Appointee Directors

Mr. Shailesh Sharad Kekre brings over 25 years of experience in technology and digital transformation. He is the founder of Budhyati Ventures and formerly served as a Partner at McKinsey & Company for over 17 years. He holds a B.Tech from IIT Kanpur and an PGDM from IIM Calcutta. The Board has appointed him as Chairperson of the Board and Management Committee, and as a member of the Audit and Risk Management Committees.

Ms. Sangeeta Kapil Jit Singh has over 35 years of experience in human resources and corporate communications. She holds a Master’s Degree in Behavioural Psychology from Mumbai University and a certification from Harvard Business School. She is appointed as Chairperson of the Nominations, Remuneration and Compensation Committee, and a member of the Audit and CSR Committees.

Mr. Srikanth Balachandran is a Chartered Accountant with over 40 years of global experience across finance and strategy. Formerly CFO of OneWeb and Global CFO of Bharti Airtel, he is appointed as Chairperson of the Audit Committee and a member of the Stakeholders Relationship and Nomination Committees.

Mr. Pranav Damani is an investment professional with experience in private equity and corporate finance, associated with Blackstone since 2018. He holds an MBA from Wharton and a B.Tech from IIT Bombay. He is appointed as a Member of the Risk Management Committee. No commission or sitting fee will be paid to him.

Proposed Commission for Independent Directors

The Board proposes paying remuneration by way of commission to the Non-Executive Independent Directors for five years, not exceeding 1% of net profits. The indicative annual commissions are:

The Board may revise these amounts within the statutory limit based on recommendations from the Nomination, Remuneration and Compensation Committee.

E-Voting and Process Details

MUFG Intime India Private Limited (MIPL) has been engaged to facilitate remote e-voting. The cut-off date for determining voting rights is August 7, 2026. Physical copies of the notice were not dispatched in compliance with MCA Circulars and SEBI Listing Regulations; only electronic copies were sent to registered email addresses.

Mr. Devesh Kumar Vasisht of DPV & Associates LLP has been appointed as Scrutinizer. The results will be announced on or before September 14, 2026, and published on the company’s website and stock exchanges.