Ramco Systems Limited has filed its Business Responsibility and Sustainability Report (BRSR) for FY 2025-26 with BSE Limited and the National Stock Exchange of India Limited on July 25, 2026. The report, submitted on a standalone basis, provides a comprehensive overview of the company's environmental, social, and governance (ESG) performance for the financial year April 01, 2025 to March 31, 2026. The company, incorporated on February 19, 1997, is engaged in the development and sale of Enterprise Resource Planning (ERP) software and related software services, with 100% of its turnover attributed to information and communication activities.

Business Overview and Operations

Ramco Systems operates across national and international geographies, with 6 offices in India and 4 international offices. The company serves markets across 4 states nationally and 20 countries internationally, with exports contributing 70% of total turnover. Its clientele is primarily B2B, spanning three key solution areas:

• Global Payroll and HR: Scalable and compliant SaaS-based platforms for managing multi-country workforces
• Enterprise Resource Planning (ERP): Designed for asset-intensive industries including manufacturing, maintenance, and logistics
• Aviation Maintenance and Engineering (M&E) and MRO: Catering to commercial airlines, defence organisations, MRO providers, helicopter operators, and emerging urban air mobility segments including eVTOL and drone operators

The company's paid-up capital stands at Rs. 374,970,330/-. Its turnover (as reported under CSR applicability) is Rs. 3,629,202,008 and net worth is Rs. 8,019,793,300. CSR under Section 135 of the Companies Act, 2013 was reported as not applicable for the period.

Workforce and Employee Well-Being

As at the end of FY 2025-26, Ramco Systems reported a total workforce of 1,506 employees. The company does not have any staff in the "workers" category. The following table summarises the employee composition:

The company reported 5 permanently employed differently abled employees, all male. Women's representation on the Board of Directors stood at 1 out of 8 members (12.50%), while Key Managerial Personnel had no female representation.

Employee turnover rates showed improvement year-on-year. The overall permanent employee turnover rate declined to 17.22% in FY 2025-26 from 20.47% in FY 2024-25 and 29.42% in FY 2023-24.

All 1,442 permanent employees were covered under health insurance and accident insurance. Maternity benefits covered 571 female permanent employees (100%), and paternity benefits covered 871 male permanent employees (100%). Well-being expenditure as a percentage of total revenue was 1.14% in FY 2025-26, compared to 1.67% in FY 2024-25. The Lost Time Injury Frequency Rate (LTIFR) and total recordable work-related injuries for employees were both reported at 0 for FY 2025-26 and FY 2024-25.

Training, Development, and Human Rights

In FY 2025-26, 96.32% of employees received health and safety training, and 72.19% received skill upgradation training, compared to 50.73% and 100% respectively in FY 2024-25. Performance and career development reviews covered 96.39% of total employees in FY 2025-26, up from 93.30% in FY 2024-25.

Human rights training was provided to 65 employees (4.32% of total employees) in FY 2025-26, compared to 25 employees (1.50%) in FY 2024-25. All permanent employees were paid above the minimum wage. Gross wages paid to females as a percentage of total wages stood at 28.28% in FY 2025-26, compared to 27.61% in FY 2024-25.

Median remuneration details for FY 2025-26 are presented below:

No complaints related to sexual harassment, discrimination, child labour, forced labour, wages, or other human rights issues were filed in FY 2025-26 or FY 2024-25.

Environmental Performance

Ramco Systems reported its greenhouse gas emissions for FY 2025-26 as follows:

Emission factors were sourced from the EPA's GHG Emission Factors Hub and CEA's CDM - CO2 Baseline Database User Guide Version 21. The revenue from operations was adjusted for Purchasing Power Parity (PPP) using the IMF's PPP conversion factor for India for the year 2026, which is 20.34. Total water discharged stood at 6,392 kilolitres in FY 2025-26, compared to 7,844 kilolitres in FY 2024-25. Total waste disposed amounted to 10.97 metric tonnes in FY 2025-26. The company confirmed compliance with applicable environmental laws and regulations in India, including the Water (Prevention and Control of Pollution) Act and the Air (Prevention and Control of Pollution) Act. No independent external assessment of environmental data was carried out during the year.

Governance, Compliance, and Stakeholder Engagement

Ramco Systems confirmed that its Board-approved policies cover all nine principles under the National Guidelines on Responsible Business Conduct (NGRBC). External assessments were conducted for Principle 2 (ISO 9001:2015 and ISO 20000-1:2018, certified by TUV Rheinland) and Principle 9 (ISO/IEC 27001:2022, certified by TUV Rheinland). The company reported zero fines, penalties, or non-monetary actions by regulatory or law enforcement agencies during FY 2025-26. No complaints related to conflict of interest involving directors or KMPs were received in FY 2025-26 or FY 2024-25.

The number of days of accounts payables was 83 in FY 2025-26, compared to 87 in FY 2024-25 (revised). One shareholder complaint was filed during FY 2025-26 with zero pending at year-end. One customer complaint was filed and remained pending resolution at year-end. No complaints were received from communities, investors (other than shareholders), employees, or value chain partners in either FY 2025-26 or FY 2024-25. No data breaches were reported during the reporting period. The company is affiliated with 5 trade and industry chambers, including NASSCOM (India), the Global Payroll Association (United Kingdom), and the Singapore Business Federation.

The company's CSR Committee, responsible for sustainability-related decisions, is chaired by Mr. P R Venketrama Raja (Chairman of the Board), with Justice P P S Janarthana Raja (Retd.) and Mr. Sankar Krishnan as members. The Business Responsibility Head is Mr. Raghuveer Sandesh Bilagi, President & Chief Operating Officer. The BRSR policies and governance framework are reviewed annually by the Committee of the Board across all nine NGRBC principles.

Ramco Systems Limited has scheduled its 29th Annual General Meeting (AGM) for August 20, 2026, to transact ordinary and special business, including the approval of a new employee stock option scheme and the re-appointment of a director. The meeting will be held via Video Conferencing, allowing shareholders to participate remotely. This follows the company’s submission of its Annual Report for FY26, which marked a return to full-year profitability with consolidated profit after tax reaching ₹418.40 Mln, compared to a loss of ₹(342.48) Mln in the previous year.

AGM Schedule and E-Voting Details

Shareholders holding shares as of the cut-off date of August 13, 2026, are eligible to vote. Remote e-voting will be available from 09:00 A.M. on Monday, August 17, 2026, until 05:00 P.M. on Wednesday, August 19, 2026, through the CDSL e-voting platform. The meeting itself is scheduled for 03:00 P.M. on Thursday, August 20, 2026.

Special Business: ESOS 2026 Approval

A key item on the agenda is the approval of the Employee Stock Option Scheme – 2026 (ESOS 2026). The Board seeks shareholder consent via a Special Resolution to grant up to 15,00,000 Employee Stock Options (Options) to eligible employees and directors. These options are convertible into an equal number of equity shares with a face value of ₹10 each. The scheme aims to attract, reward, and retain talent by aligning employee goals with organizational objectives.

Under the scheme, non-executive directors (excluding independent directors) may be granted up to 3,00,000 Options per annum and up to 5,00,000 Options in aggregate. The vesting period commences one year from the grant date and extends up to ten years. The exercise price will be determined by the Nomination and Remuneration Committee, linked to the market price but not less than the face value of the share. The scheme will be implemented through direct fresh allotment by the company.

Director Re-Appointment

The AGM will also consider the re-appointment of Mr. A V Dharmakrishnan (DIN: 00693181), who retires by rotation. A Chartered Accountant with four decades of experience, Mr. Dharmakrishnan has been associated with The Ramco Cements Limited since 1982 and serves as its Chief Executive Officer. He has been a director of Ramco Systems since January 31, 2008. As of March 31, 2026, he holds 195,692 shares in the company. His re-appointment is subject to retirement by rotation.

FY26 Financial Performance Recap

The AGM coincides with the adoption of audited financial statements for FY26. Consolidated revenue from operations rose 18% year-on-year to ₹7,009.52 Mln from ₹5,913.42 Mln. Consolidated EBITDA stood at ₹1,443.27 Mln with margins at 21%. The HR & Payroll segment contributed ₹2,976.15 Mln, Aviation added ₹2,399.39 Mln, and ERP generated ₹1,633.98 Mln. The Board did not recommend a dividend for FY26.

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE246B01019/cebff267-9a8f-4981-9447-741f7e71081b.pdf